Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 12, 2018 | Jun. 30, 2017 | |
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, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 67,409,788 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,691,796,578 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 71,872 | $ 81,086 |
Restricted Cash and Cash Equivalents, Current | 1,476 | 614 |
Short-term investments, available-for-sale | 0 | 47,918 |
Accounts receivable, net | 66,099 | 50,487 |
Inventory | 53,434 | 26,583 |
Prepaid expenses and other current assets | 8,423 | 6,159 |
Total current assets | 201,304 | 212,847 |
Restricted Cash and Cash Equivalents, Noncurrent | 1,064 | 1,196 |
Property and equipment, net | 22,658 | 20,549 |
Long-term investments, available-for-sale | 0 | 5,991 |
Intangible assets, net | 315,045 | 104,261 |
Goodwill | 237,992 | 76,015 |
Deferred Tax Assets, Net, Noncurrent | 39,878 | 116 |
Other long-term assets | 6,921 | 1,677 |
Total assets | 824,862 | 422,652 |
Current liabilities: | ||
Accounts payable | 16,939 | 6,757 |
Deferred revenue and deferred profit | 4,362 | 5,991 |
Accrued price protection liability | 21,571 | 15,176 |
Accrued expenses and other current liabilities | 20,306 | 16,358 |
Accrued compensation | 13,208 | 10,261 |
Total current liabilities | 76,386 | 54,543 |
Deferred rent | 4,885 | 9,656 |
Long-term Debt, Excluding Current Maturities | 347,609 | 0 |
Other long-term liabilities | 8,558 | 6,029 |
Liabilities | 437,438 | 70,228 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common stock | 7 | 0 |
Additional paid-in capital | 455,497 | 413,909 |
Accumulated other comprehensive income (loss) | 1,039 | (1,560) |
Accumulated deficit | (69,119) | (59,932) |
Total stockholders’ equity | 387,424 | 352,424 |
Total liabilities and stockholders’ equity | 824,862 | 422,652 |
Class A Common Stock [Member] | ||
Stockholders’ equity: | ||
Common stock | 0 | 6 |
Total stockholders’ equity | 6 | |
Common Class B [Member] | ||
Stockholders’ equity: | ||
Common stock | $ 0 | 1 |
Total stockholders’ equity | $ 1 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 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) | 67,400,000 | 0 |
Common Stock, Shares, Outstanding | 67,400,000 | 0 |
Class A Common Stock [Member] | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 441,124,000 | 500,000,000 |
Common stock, shares issued (shares) | 0 | 58,363,000 |
Common Stock, Shares, Outstanding | 0 | 58,363,482 |
Class B Common Stock [Member] | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 493,430,000 | 500,000,000 |
Common stock, shares issued (shares) | 0 | 6,668,000 |
Common Stock, Shares, Outstanding | 0 | 6,668,380 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net revenue | $ 420,318 | $ 387,832 | $ 300,360 |
Cost of net revenue | 212,355 | 157,842 | 144,937 |
Gross profit | 207,963 | 229,990 | 155,423 |
Operating expenses: | |||
Research and development | 112,279 | 97,745 | 85,405 |
Selling, general and administrative | 105,831 | 64,454 | 77,981 |
Impairment of Intangible Assets (Excluding Goodwill) | 2,000 | ||
Restructuring charges | 9,524 | 3,432 | 14,086 |
Total operating expenses | 229,634 | 166,931 | 199,072 |
Income (loss) from operations | (21,671) | 63,059 | (43,649) |
Interest income | 274 | 572 | 275 |
Interest Expense | (10,378) | (104) | (100) |
Other income (expense), net | (2,223) | 163 | 568 |
Nonoperating Income (Expense) | (12,327) | 631 | 743 |
Income (loss) before income taxes | (33,998) | 63,690 | (42,906) |
Income tax provision (benefit) | (24,811) | 2,398 | (575) |
Net income (loss) | $ (9,187) | $ 61,292 | $ (42,331) |
Net income (loss) per share: | |||
Basic (usd per share) | $ (0.14) | $ 0.96 | $ (0.79) |
Diluted (usd per share) | $ (0.14) | $ 0.91 | $ (0.79) |
Shares used to compute net income (loss) per share: | |||
Weighted Average Number of Shares Outstanding, Basic | 66,252 | 63,781 | 53,378 |
Diluted (shares) | 66,252 | 67,653 | 53,378 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (9,187) | $ 61,292 | $ (42,331) |
Other comprehensive income (loss), net of tax: | |||
Unrealized gain (loss) on investments, net of tax of $0 in 2017, $27 in 2016 and $0 in 2015 | 0 | 11 | (72) |
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, before Reclassification Adjustments, Net of Tax | (55) | 11 | (93) |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax | 55 | 0 | 21 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 2,122 | (749) | (725) |
Foreign currency translation adjustments, net of tax benefit of $202 in 2017, $39 in 2016 and $184 in 2015(1) | 2,122 | (749) | (725) |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 477 | 0 | 0 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 477 | 0 | 0 |
Other comprehensive income (loss) | 2,599 | (738) | (797) |
Total comprehensive income (loss) | $ (6,588) | $ 60,554 | $ (43,128) |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Other comprehensive income (loss), Unrealized Holding Gain (Loss) on Securities Arising During the Period, tax | $ 0 | $ 11 | $ (72) |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | 2,122 | (749) | (725) |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | $ 477 | $ 0 | $ 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] | Common Stock [Member] | AOCI Attributable to Parent [Member] | Accumulated Deficit [Member] | Entropic [Member] | Entropic [Member]Common Class A [Member] | Entropic [Member]Additional Paid-in Capital [Member] | Exar Corporation [Member]Additional Paid-in Capital [Member] |
Shares issued, beginning of period (in shares) at Dec. 31, 2014 | 30,927,000 | 6,984,000 | |||||||||
Total stockholders’ equity, beginning of period at Dec. 31, 2014 | $ 99,102 | $ 3 | $ 1 | $ 177,912 | $ (25) | $ (78,789) | |||||
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 | |||||||||
Stock Repurchased During Period, Shares | (13,000) | ||||||||||
Stock repurchased during period | 334 | 334 | |||||||||
Conversion Of Class B Common Stock To Class Common Stock Shares | 163,000 | (163,000) | |||||||||
Conversion of Stock, Shares Issued | (58,876,000) | (6,570,000) | 65,446,000 | ||||||||
Conversion of Stock, Amount Converted | $ (6) | $ (1) | $ 7 | ||||||||
Common Stock Issued Pursuant To Equity Awards Net Value | $ 398 | 398 | |||||||||
Stock Assumed during Period, Value, Acquisitions | $ 4,613 | ||||||||||
Common Stock Issued Pursuant To Equity Awards Net Shares | 363,000 | 65,000 | 1,738,000 | ||||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | (216,302) | 216,000 | |||||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | $ 4,308 | 4,308 | |||||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 32,603 | 32,603 | |||||||||
Other Comprehensive Income (Loss), Net of Tax | 2,599 | 2,599 | |||||||||
Net income (loss) | (9,187) | ||||||||||
Stock Issued During Period, Value, Acquisitions | 4,613 | ||||||||||
Total stockholders’ equity, end of period at Dec. 31, 2017 | $ 387,424 | $ 455,497 | $ 7 | $ 1,039 | $ (69,119) | ||||||
Shares issued, end of period (in shares) at Dec. 31, 2017 | 67,400,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | |
Operating Activities | |||
Net income (loss) | $ (9,187) | $ 61,292 | $ (42,331) |
Adjustments to reconcile net income (loss) to cash provided by operating activities: | |||
Amortization and depreciation | 66,738 | 26,703 | 40,641 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 2,000 | 1,300 | 21,600 |
Provision for Doubtful Accounts | 133 | 87 | 178 |
Amortization of investment premiums, net | (60) | 169 | 554 |
Amortization of inventory step-up | 25,557 | 5,641 | 14,244 |
Amortization of Debt Issuance Costs and Discounts | 763 | 0 | 0 |
Stock-based compensation | 32,668 | 21,765 | 19,268 |
Deferred income taxes | (31,767) | 101 | (1,906) |
Gain (Loss) on Disposition of Property Plant Equipment | 168 | 366 | 74 |
Gain (Loss) on Sale of Investments | 38 | (50) | (21) |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 0 | 220 | 130 |
Impairment of Long-Lived Assets Held-for-use | 0 | 0 | 153 |
Impairment of Leasehold | 0 | 388 | 8,163 |
Foreign Currency Transaction Gain (Loss), before Tax | 2,153 | (216) | 0 |
Excess Tax Benefit from Share-based Compensation, Operating Activities | (8,559) | (8,291) | 0 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (4,377) | (8,175) | 5,160 |
Inventory | (1,788) | 9,846 | (6,247) |
Prepaid expenses and other assets | 1,272 | 402 | 4,495 |
Accounts payable, accrued expenses and other current liabilities | (1,918) | 3,249 | (22,033) |
Accrued compensation | 1,567 | 5,609 | 5,320 |
Deferred revenue and deferred profit | (1,629) | 1,925 | 454 |
Accrued price protection liability | 6,395 | (4,850) | 6,522 |
Other long-term liabilities | (5,103) | (164) | 623 |
Net cash provided by operating activities | 75,064 | 117,317 | 55,041 |
Investing Activities | |||
Purchases of property and equipment | (7,468) | (8,512) | (2,996) |
Proceeds from Sale of Property, Plant, and Equipment | 30 | 0 | 0 |
Payments to Acquire Intangible Assets | (5,378) | (390) | (100) |
Cash used in acquisition, net of cash acquired | (473,304) | (101,000) | (3,615) |
Purchases of available-for-sale securities | (30,577) | (90,307) | (73,377) |
Maturities of available-for-sale securities | 84,546 | 98,896 | 69,029 |
Net cash used in investing activities | (432,151) | (101,313) | (11,059) |
Financing Activities | |||
Payments for Repurchase of Common Stock | (334) | (3) | (101) |
Proceeds from Issuance of Common Stock | 12,052 | 6,649 | 9,950 |
Payments Related to Tax Withholding for Share-based Compensation | (11,543) | (7,316) | (5,141) |
Payments of Stock Issuance Costs | 0 | 0 | (705) |
Proceeds from Issuance of Secured Debt | 416,846 | 0 | 0 |
Repayments of Secured Debt | (70,000) | 0 | 0 |
Net cash provided by (used in) financing activities | 347,021 | (670) | 4,003 |
Effect of exchange rate changes on cash and cash equivalents | 1,582 | (394) | (725) |
Increase (decrease) in cash, cash equivalents and restricted cash | (8,484) | 14,940 | 47,260 |
Cash, cash equivalents and restricted cash | 74,412 | 82,896 | 67,956 |
Cash, cash equivalents and restricted cash at end of period | 71,872 | 81,086 | |
Supplemental disclosures of cash flow information: | |||
Interest Paid | 8,843 | 0 | 0 |
Cash paid for income taxes | 9,435 | 1,583 | 41 |
Supplemental disclosures of non-cash investing and financing activities: | |||
Issuance of accrued share-based bonus plan | 3,314 | 7,649 | 5,459 |
Lease Incentive for Leasehold Improvements | $ 0 | $ 61 | $ 4,255 |
Stock Issued During Period, Shares, Restricted Stock Award, Gross | shares | 818 | 1,061 | 0 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 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, high-performance analog and mixed-signal communications systems-on-chip solutions for the connected home, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear's customers include electronics distributors, 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 cable DOCSIS broadband modems and gateways; wireline connectivity devices for in-home networking applications; RF transceivers and modems for wireless carrier access and backhaul infrastructure; fiber-optic modules for data center, metro, and long-haul transport networks; video set-top boxes and gateways; hybrid analog and digital televisions, direct broadcast satellite outdoor and indoor units; and power management and interface products used in these and a range of other markets. The Company is a fabless integrated circuit design company whose products integrate all or substantial portions of a broadband communication system. 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. Such reclassifications include the separate presentation of short-and long-term restricted cash and deferred tax assets on the consolidated balance sheets, and interest expense on the consolidated statements of operations. 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 material. 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. The Company continually evaluates its estimates and judgments, the most critical of which are those related to revenue recognition, allowance for doubtful accounts, inventory valuation, income taxes and stock-based compensation. 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 acquisition date fair values of the net 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 the Company's 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 end of the measurement period or final determination of the estimated value of the tax allowance or contingency, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect the income tax provision (benefit) 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. Restricted Cash As of December 31, 2017 and 2016 , the Company has restricted cash of $2.5 million and $1.8 million , respectively. The cash is on deposit in connection with guarantees 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, 2017 and 2016 , the Company has an allowance for doubtful accounts of $0.1 million and $0.1 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 net realizable value. Cost approximates actual cost on a first-in, first-out basis and net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company reduces its inventory to its lower of cost or net realizable value 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 net realizable value based upon assumptions about future demand, market conditions and costs. 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, restricted cash, 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, and the interest rate swap 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. 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 the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. 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, non-compete covenants, backlog, and trademarks and tradenames. Purchased finite-lived intangible assets are capitalized and amortized over their estimated useful lives. Technologies acquired or licensed from other companies, customer relationships, non-compete covenants, backlog, and trademarks 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 not amortized but is tested for impairment using either a qualitative assessment, and/or 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 2017 , 2016 and 2015, the Company identified impairment of IPR&D of $2.0 million , $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, some of which are under agreements allowing for pricing credits and/or stock rotation rights of return. 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 some 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 such sales, revenue is not recognized until product is shipped to the end customer, which is when 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. The Company also accepts orders or amendments to orders with non-cancellable and non-refundable, or NCNR, terms with fixed pricing. For such transactions, revenue is not deferred. As of January 1, 2018, all sales to distributors will be recognized upon shipment and estimates of future pricing credits and/or stock rotation rights from the Company’s distributors will reduce related revenues. If our estimates of such credits and rights are materially inaccurate, it may result in adjustments that affect future revenues and gross profits. 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. Revenues from sales through the Company’s distributors accounted for 34% , 19% and 13% of net revenue for the years ended December 31, 2017 , 2016 and 2015 , respectively. 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, 2017 and 2016 , the Company has warranty reserves of $0.9 million and $0.9 million based on the Company’s estimates. Segment Information The Company operates in one segment as it has developed, marketed and sold primarily only one class of similar products, radio-frequency, mixed-signal and high-performance analog integrated circuits for the connected home, wired and wireless infrastructure markets and industrial and multi-market applications. 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 restricted stock units and restricted stock awards, employee stock purchase rights and stock options based on the grant date fair value of the award. The Company calculates the fair value of restricted stock units and restricted stock awards based on the fair market value of its common stock on the grant date. 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 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 consolidated 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. Derivatives and Hedging Activities The Company records derivatives in the consolidated balance sheets at fair value. Hedge accounting is applied to derivatives designated in a hedging relationship. A derivative designated as a hedge of a forecasted transaction is carried at fair value with the effective portion of a derivative’s gain or loss recorded in other comprehensive income (i.e., a separate component of shareholders’ equity) and subsequently recognized in earnings in the same period or periods the hedged forecasted transaction affects earnings. The ineffective portion of a derivative’s gain or loss is recorded in earnings as it occurs. Changes in certain terms of the hedged transactions, including the selection of interest rate from one-month LIBOR to another rate could cause ineffectiveness in the derivatives and result in reclassification of amounts in accumulated other comprehensive income (loss) into earnings. 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. On December 22, 2017, the Tax Cuts and Jobs Act, or the Tax Act, was enacted into U.S. tax law. Also on December 22, 2017, the SEC issued guidance in Staff Accounting Bulletin No. 118, or SAB 118, to address certain fact patterns where the accounting for changes in tax laws or tax rates under ASC Topic 740 is incomplete upon issuance of an entity's financial statements for the reporting period in which the Tax Act is enacted. As permitted in SAB 118, in 2017, the Company has taken a measurement period approach and reported certain provisional amounts, based on reasonable estimates, for certain tax effects in which the accounting under ASC 740 is incomplete. Such provisional amounts are subject to adjustment during a limited measurement period, not to extend one year beyond the tax law enactment date, until the accounting under ASC 740 is complete. The Company has also made required supplemental disclosures to accompany the provisional amounts, including the reasons for the incomplete accounting, the additional information or analysis that is needed, and other information relevant to why the Company was not able to complete the accounting required under ASC 740 in a timely manner (Note 10 ). 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, foreign currency translation gains and losses, and unrealized gains and losses from interest rate hedging activities. The following table summarizes the balances in accumulated other comprehensive income (loss) by component: Available for Sale Investments Cumulative Translation Adjustments Interest Rate Hedge Total (in thousands) Balance at December 31, 2017 $ — $ 562 $ 477 $ 1,039 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 common stock outstanding during the period. For diluted net income (loss) per share, net income (loss) attributable to the Company is divided by the sum of the weighted average number of shares of common stock outstanding and the potential number of shares of dilutive 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. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Income (Loss) Per Share Basic earnings per share, or 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. In periods in which the Company has a net loss, dilutive common stock equivalents are excluded from the calculation of diluted EPS. The table below presents the computation of basic and diluted earnings per share: Years Ended December 31, 2017 2016 2015 (in thousands, except per share amounts) Numerator: Net income (loss) $ (9,187 ) $ 61,292 $ (42,331 ) Denominator: Weighted average common shares outstanding—basic 66,252 63,781 53,378 Dilutive common stock equivalents — 3,872 — Weighted average common shares outstanding—diluted 66,252 67,653 53,378 Net income (loss) per share: Basic $ (0.14 ) $ 0.96 $ (0.79 ) Diluted $ (0.14 ) $ 0.91 $ (0.79 ) The Company excluded 0.8 million common stock equivalents resulting from outstanding equity awards for the year ended December 31, 2016 from the calculation of diluted net income per share due to their anti-dilutive nature. For the years ended December 31, 2017 and 2015 , the Company incurred net losses and accordingly excluded 4.5 million and 3.0 million common stock equivalents, respectively, which represented all potentially dilutive securities from diluted net loss per share as the impact was anti-dilutive. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Acquisition of Exar Corporation On May 12, 2017 , pursuant to the March 28, 2017 Agreement and Plan of Merger, Eagle Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of MaxLinear, merged with and into Exar Corporation , or Exar, with Exar surviving as a wholly owned subsidiary of MaxLinear. Under this Agreement and Plan of Merger, the Company agreed to acquire all of Exar's outstanding common stock for $13.00 per share in cash. MaxLinear also assumed certain of Exar 's stock-based awards in the merger. MaxLinear paid aggregate cash consideration of $688.1 million including $12.7 million of cash paid to settle certain stock-based awards that were not assumed by MaxLinear in the merger. The Company funded the transaction with cash from the balance sheet of the combined companies, including $235.8 million of cash from Exar, and the net proceeds of approximately $416.8 million from $425.0 million of transaction debt (Note 8 ). Exar is a designer and developer of high-performance analog mixed-signal integrated circuits and sub-system solutions. The merger significantly furthers the Company's strategic goals of increasing revenue scale, diversifying revenues by end customers and addressable markets, and expanding its analog and mixed-signal footprint on existing tier-one customer platforms. Exar adds a diverse portfolio of high performance analog and mixed-signal products constituting power management and interface technologies that are ubiquitous functions in wireless and wireline communications infrastructure, broadband access, industrial, enterprise networking, and automotive platforms. The Company intends to leverage combined technological expertise, cross-selling opportunities and distribution channels to significantly expand its serviceable addressable market. The following table summarizes the fair value of purchase price consideration to acquire Exar (in thousands): Acquisition Consideration Amount Cash (1) $ 688,114 Fair value of vested stock-based awards assumed (2) 4,613 Total $ 692,727 __________________ (1) Cash consideration paid includes 51,953,635 shares ultimately tendered at $13.00 per share, or an aggregate total of $675.4 million , plus $12.7 million of cash paid to settle certain outstanding stock-based awards which were not assumed by MaxLinear in the merger. (2) MaxLinear assumed certain of Exar's outstanding stock-based awards as part of the merger, and estimated the fair value of such assumed stock-based awards. The portion allocated to purchase price consideration represents the vested assumed stock-based awards. The fair value of the MaxLinear equivalent stock options included in stock-based awards assumed was estimated using the Black-Scholes valuation model utilizing certain assumptions (Note 9). Such assumptions are based on MaxLinear’s best estimates, which impact the fair value of the options calculated under the Black-Scholes methodology and, ultimately, the total consideration recorded for the acquisition. The following is an allocation of purchase price as of the May 12, 2017 closing date under the acquisition method of accounting. The purchase price allocation is based upon a preliminary estimate of the fair value of the assets acquired and the liabilities assumed by MaxLinear in the acquisition (in thousands): Description Amount Preliminary purchase price allocation: Cash $ 235,810 Accounts receivable 11,363 Inventory 48,536 Prepaid expenses and other current assets 2,288 Property and equipment 3,442 Identifiable intangible assets 249,500 Deferred tax assets 7,493 Other assets 5,434 Accounts payable (12,385 ) Accrued expenses and other current liabilities (10,464 ) Accrued compensation (5,253 ) Other long-term liabilities (3,030 ) Identifiable net assets acquired 532,734 Goodwill 159,993 Total purchase price $ 692,727 The fair value of inventories acquired from Exar included an acquisition accounting fair market value step-up of $24.3 million . The Company recognized $24.3 million amortization of Exar inventory step-up in cost of sales in the consolidated statement of operations for the year ended December 31, 2017 . Included in other assets in the Exar purchase price allocation is $5.0 million held in escrow pertaining to indemnification obligations under the purchase agreement associated with the November 9, 2016 divestiture of a business unit by Exar (Note 12). The following table presents details of the acquired identifiable intangible assets of Exar: Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7.0 $ 120,900 Trademarks and tradenames 6.0 12,100 Customer-related intangible 5.0 96,300 Product backlog 0.5 3,600 Finite-lived intangible assets 6.0 232,900 In-process research and development N/A 16,600 Total intangible assets $ 249,500 Acquisition of Certain Assets and Assumption of Certain Liabilities of the G.hn business of Marvell Semiconductor, Inc. On April 4, 2017 , the Company consummated the transactions contemplated by a share and asset acquisition agreement with Marvell Semiconductor, Inc., or Marvell, to purchase certain assets and assume certain liabilities of Marvell’s G.hn business, including its Spain legal entity, for aggregate cash consideration of $21.0 million . The Company also hired certain employees of the G.hn business outside of Spain and assumed employment obligations of the Spanish entity acquired, which is now a subsidiary of MaxLinear. The assets acquired include, among other things, patents and other intellectual property, 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 and accrued vacation and severance obligations for employees of Marvell that were acquired or hired by the Company upon close of the acquisition. The acquired assets and assumed liabilities, together with the employees who joined MaxLinear and its subsidiaries as a result of the transaction, represent a business as defined in ASC 805, Business Combinations . The Company has integrated the acquired assets and employees into the Company's existing business. The acquisition of the G.hn business expands the Company's footprint in existing connected-home markets including the wired whole-home broadband connectivity market. The following table summarizes the fair value of purchase price consideration to acquire the G.hn business (in thousands): Acquisition Consideration Amount Cash $ 21,000 The following is an allocation of purchase price as of the April 4, 2017 closing date under the acquisition method of accounting. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by MaxLinear in the acquisition (in thousands): Description Amount Purchase price allocation: Inventory $ 2,084 Prepaid expenses and other current assets 147 Property and equipment 3,277 Identifiable intangible assets 12,600 Deferred tax assets 875 Other assets 28 Accounts payable (1 ) Accrued expenses (234 ) Accrued compensation (2 ) Other long-term liabilities (99 ) Identifiable net assets acquired 18,675 Goodwill 2,325 Total purchase price $ 21,000 The Company has completed its purchase price allocation accounting associated with this acquisition. The fair value of inventories acquired included an acquisition accounting fair market value step-up of $1.2 million . The Company recognized $1.2 million amortization of inventory step-up in cost of sales in the consolidated statement of operations for the year ended December 31, 2017 . The following table presents details of the acquired identifiable intangible assets of the G.hn business : Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7.0 $ 7,100 Customer-related intangibles 1.8 4,800 Covenant not-to-compete 3.0 200 Product backlog 0.8 500 Total identifiable intangible assets 4.7 $ 12,600 Assumptions in the Allocations of Purchase Price Management prepared the purchase price allocations for Exar and the G.hn business es, and in doing so considered or relied in part upon reports of a third party valuation expert to calculate the fair value of certain acquired assets, which primarily included identifiable intangible assets, inventory, and property and equipment. Estimates of fair value require management to make significant estimates and assumptions which are preliminary and subject to change upon finalization of the valuation analysis. 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 Exar and the G.hn business with the operations of MaxLinear. Certain liabilities and deferred taxes included in the purchase price allocations are based on management's best estimates of the amounts to be paid or settled and based on information available at the time the purchase price allocations were prepared. Adjustments between the preliminary purchase price allocations initially recorded as reflected in the Company’s interim condensed consolidated financial statements as of June 30, 2017 and the amounts reflected as of December 31, 2017 have not been material. Updates to and/or completion of the estimates of certain tax-related assets acquired and liabilities assumed from Exar upon completion of the Company's evaluation of certain income tax positions of Exar may result in changes to the recorded amounts of assets and liabilities, with corresponding adjustments to goodwill amounts in subsequent reporting periods. We expect to complete the purchase price allocation for Exar within 12 months of the acquisition date. The fair value of the identified intangible assets acquired from Exar and the G.hn business 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 acquisitions of Exar and the G.hn business , 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 Company has also assumed a purchase agreement that includes an indemnification clause from Exar related to a November 9, 2016 business unit divestiture by Exar . Exar ’s indemnification obligations for breaches of representations and warranties survive for 12 months from the closing of the divestiture, except for breaches of representations and warranties covering intellectual property, which survive for 18 months, and breaches of representations and warranties of certain fundamental representations, which survive until the expiration of the applicable statute of limitations. The amount of the indemnification could be up to the full purchase price received for breaches of representations and warranties, covenants and other matters under the applicable purchase agreement (Note 12 ). Goodwill recorded in connection with the acquisitions of Exar and the G.hn business was $160.0 million and $2.3 million , respectively. The Company does not expect to deduct any of the acquired goodwill for tax purposes. Proforma Combined Financial Information The following table presents unaudited pro forma combined financial information for each of the periods presented, as if the 2017 acquisitions of Exar and the G.hn business had occurred at the beginning of fiscal year 2016 : Years Ended December 31, 2017 2016 (in thousands) Net revenue – proforma combined $ 456,822 $ 499,801 Net income (loss) – proforma combined $ 16,682 $ (42,345 ) The following adjustments were included in the unaudited pro forma combined net revenues: Years Ended December 31, 2017 2016 (in thousands) Net revenue $ 420,318 $ 387,832 Add: Net revenue – acquired businesses 36,504 111,969 Net revenues – proforma combined $ 456,822 $ 499,801 The following unaudited adjustments were included in the unaudited pro forma combined net income (loss): Years Ended December 31, 2017 2016 (in thousands) Net income (loss) $ (9,187 ) $ 61,292 Add: Results of operations – acquired businesses (8,916 ) (3,417 ) Less: Proforma adjustments Depreciation of property and equipment 1,792 (645 ) Amortization of intangible assets (8,045 ) (44,075 ) Amortization of inventory step-up 25,557 (25,557 ) Impairment of intangible assets — 1,519 Acquisition and integration expenses 17,342 (17,342 ) Interest expense (2,863 ) (14,120 ) Income taxes 1,002 — Net income (loss) – proforma combined $ 16,682 $ (42,345 ) Net income (loss) per share – proforma combined: Basic $ 0.25 $ (0.66 ) Diluted $ 0.24 $ (0.66 ) Shares used to compute net income (loss) per share – proforma combined: Basic 66,252 63,781 Diluted 69,665 63,781 The pro forma combined financial information for the year ended December 31, 2016 includes aggregate non-recurring adjustments of $29.6 million consisting of aggregate amortization of inventory step-up of $25.5 million and amortization of intangible assets of $4.1 million from the Exar and G.hn businesses, for which the related assets have useful lives of less than one year, and excludes impairment of intangible assets of $1.5 million included in Exar's historical results of operations. 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 of Exar and the G.hn business actually occurred at the beginning of fiscal year 2016 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 consolidated statements of operations. For the year ended December 31, 2017 , $85.7 million of revenue and $52.0 million of gross profit, excluding $37.8 million of amortization of acquired intangible assets and the inventory fair-value step-up of Exar and the G.hn business since the acquisition dates are included in the Company's consolidated statement of operations. Such amounts exclude revenue of $6.1 million and related gross profit of $4.7 million that would have been recorded by Exar on a sell-through basis had deferred revenue and deferred profit as of the May 12, 2017 acquisition date not been eliminated in the purchase price allocation as a result of acquisition accounting. Acquisition and integration-related costs of $10.0 million related to the acquisitions of Exar and the G.hn business were included in selling, general, and administrative expenses in the Company's statement of operations for the year ended December 31, 2017 . 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 acquired assets and assumed liabilities, together with employees who joined MaxLinear and its subsidiaries as a result of the transaction, represent a business as defined in ASC 805, Business Combinations . The Company has integrated the acquired assets and employees into the Company's existing business. In the year ended December 31, 2017 , the Company recorded an adjustment to decrease certain assumed liabilities and a corresponding decrease to goodwill of $0.3 million related to this acquisition (Note 5 ). The Company has completed its purchase price allocation accounting associated with this 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 acquired assets and assumed liabilities, together with employees who joined MaxLinear and its subsidiaries as a result of the transaction, represent a business as defined in ASC 805, Business Combinations . The Company has integrated the acquired assets and employees into the Company's existing business. 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 . 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. The following disclosures regarding this acquisition are for the years ended December 31, 2017 , 2016 and 2015 . Earn-Out The definitive merger agreement also provided 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 was 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 at December 31, 2016 (Note 6 ). During the year ended December 31, 2017 , the Company paid $0.375 million for the 2016 earn out. During the year ended December 31, 2016, the Company paid $0.2 million for the 2015 earn out. Restricted Stock Units The Company agreed to grant restricted stock units, or RSUs, under its equity incentive plan to Physpeed continuing employees if certain 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. In February 2017, the Company settled the remaining obligations of $1.6 million related to the 2016 revenue period by issuing 0.86 million restricted stock units and through payment of $0.76 million in cash. |
Restructuring Activity
Restructuring Activity | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activity | Restructuring Activity From time to time, the Company approves and implements restructuring plans as a result of acquisitions, internal resource alignment, and cost saving measures. Such restructuring plans include terminating employees, vacating certain leased facilities, and cancellation of contracts. The following table presents the activity related to the plans, which is included in restructuring charges in the consolidated statements of operations: Years Ended December 31, 2017 2016 2015 (in thousands) Employee separation expenses $ 8,353 $ 1,038 $ 5,533 Lease related expenses 1,025 2,264 8,163 Other 146 130 390 $ 9,524 $ 3,432 $ 14,086 Included in employee separation expenses for the year ended December 31, 2017 is stock-based compensation from the acceleration of certain stock-based awards we assumed from Exar due to existing change in control provisions upon termination or diminution of authority of former Exar executives of $5.1 million and other severance-related charges of $3.2 million . Lease related and other charges for the 2017 period related to exiting certain redundant facilities. The lease related restructuring charges in the 2016 period include adjustments to the estimates of net present value of the remaining lease obligation associated with certain vacated facilities that are under lease arrangements assumed in connection with the Entropic acquisition, and exiting certain other leased facilities. Restructuring charges in 2015 primarily related to eliminating redundant positions and exiting Entropic facilities. Total sublease income related to leased facilities the Company ceased using was approximately $2.1 million and $1.3 million for the for the years ended December 31, 2017 and 2016 , respectively. The Company does not expect to incur additional material costs related to 2017 restructuring plans. The following table presents a roll-forward of the Company's restructuring liability for the years ended December 31, 2017 and 2016 . The restructuring liability is included in accrued expenses and other current liabilities in the consolidated balance sheets. Employee Separation Expenses Lease Related Expenses Other Total (in thousands) 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 Transfers from deferred rent — 4,405 — 4,405 Restructuring charges 8,353 1,025 146 9,524 Assumed in acquisition — — 70 70 Cash payments (2,984 ) (2,861 ) (146 ) (5,991 ) Non-cash charges (5,130 ) (375 ) — (5,505 ) Liability as of December 31, 2017 $ 239 $ 2,693 $ 107 $ 3,039 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets Notes | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | The following table presents future amortization of the Company’s finite-lived intangible assets at December 31, 2017 : Amortization (in thousands) 2018 $ 68,041 2019 57,191 2020 56,325 2021 55,542 2022 38,012 Thereafter 35,534 Total $ 310,645 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 tangible assets and other identifiable intangible assets acquired. The fair values of net tangible assets and intangible assets acquired are based upon preliminary valuations and the Company's estimates and assumptions are subject to change within the measurement period (potentially up to one year from the acquisition date). During the year ended December 31, 2017 , the Company adjusted its allocation of purchase price for the acquisition of the wireless infrastructure backhaul business (Note 3 ) related to a decrease in an assumed liability and a corresponding decrease in goodwill of $0.3 million , which is reflected in "adjustments" in the table below. The following table presents the changes in the carrying amount of goodwill for the periods indicated: Years Ended December 31, 2017 2016 (in thousands) Beginning balance $ 76,015 $ 49,779 Acquisitions 162,318 26,236 Adjustments (341 ) — Ending balance $ 237,992 $ 76,015 The Company performs an annual goodwill impairment assessment on October 31st each year. In evaluating goodwill, the Company utilizes a two-step quantitative assessment. 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 determined there were no indications of impairment associated with goodwill. As a result, no goodwill impairment was recognized as of October 31, 2017 . In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. As of December 31, 2017 , there were no indications of impairment of the Company's goodwill balances. Acquired Intangibles Finite-lived Intangible Assets The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and other purchases, which continue to be amortized: December 31, 2017 December 31, 2016 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 3.7 $ 2,070 $ (575 ) $ 1,495 $ 3,311 $ (2,957 ) $ 354 Developed technology 6.9 241,561 (39,252 ) 202,309 77,800 (13,550 ) 64,250 Trademarks and trade names 6.1 13,800 (1,992 ) 11,808 1,700 (405 ) 1,295 Customer relationships 4.6 121,100 (26,661 ) 94,439 20,000 (4,782 ) 15,218 Covenants non-compete 3.0 1,100 (506 ) 594 900 (156 ) 744 6.1 $ 379,631 $ (68,986 ) $ 310,645 $ 103,711 $ (21,850 ) $ 81,861 The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of operations as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Cost of net revenue $ 25,316 $ 8,512 $ 4,263 Research and development 551 619 679 Selling, general and administrative 28,827 6,953 24,989 $ 54,694 $ 16,084 $ 29,931 Amortization of finite-lived intangible assets in cost of net revenue in the consolidated statements of operations results primarily from acquired developed technology. The following table sets forth the 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, 2017 2016 (in thousands) Beginning balance $ 81,861 $ 48,155 Acquisitions 245,500 46,300 Other additions 5,378 390 Transfers to developed technology from IPR&D 32,600 3,100 Amortization (54,694 ) (16,084 ) Ending balance $ 310,645 $ 81,861 The Company regularly reviews the carrying amounts of its long-lived assets subject to depreciation and amortization, as well as the related useful lives, to determine whether indicators of impairment may exist which warrant adjustments to carrying values or estimated useful lives. An impairment loss is recognized when the sum of the expected future undiscounted net cash flows is less than the carrying amount of the asset. Should impairment exist, the impairment loss is measured based on the excess of the carrying amount of the asset over the asset’s fair value. During the years ended December 31, 2017 and 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, 2017 : Amortization (in thousands) 2018 $ 68,041 2019 57,191 2020 56,325 2021 55,542 2022 38,012 Thereafter 35,534 Total $ 310,645 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, 2017 2016 (in thousands) Beginning balance $ 22,400 $ 3,200 Acquisitions 16,600 23,600 Transfers to developed technology from IPR&D (32,600 ) (3,100 ) Impairment losses $ (2,000 ) $ (1,300 ) Ending balance $ 4,400 $ 22,400 The Company performs its annual assessment of indefinite-lived intangible assets on October 31 each year or more frequently if events or changes in circumstances indicate that the asset might be impaired utilizing a qualitative test as a precursor to the quantitative test comparing the fair value of the assets with their carrying amount. Based on the qualitative test, if it is more likely than not that indicators of impairment exists, the Company proceeds to perform a quantitative analysis. Based on the Company’s assessment as of October 31, 2017 , no additional impairment of indefinite-lived intangible assets was recorded during the year ended December 31, 2017 . Impairment losses from indefinite lived intangible assets of $2.0 million for the year ended December 31, 2017 was recognized in the three months ended September 30, 2017 and related to a single IPR&D project of Exar, which was abandoned. Impairment losses from indefinite lived intangible assets of $1.3 million for the year ended December 31, 2016 related to the Company's abandonment of IPR&D of the wireless infrastructure access business. The Company also recorded $21.6 million in IPR&D impairment losses during the year ended December 31, 2015 , of which $17.8 million related to partial impairment of an IPR&D asset acquired from Entropic and $3.8 million related to impairment of an IPR&D asset acquired from Physpeed. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments The composition of financial instruments is as follows: Fair Value at December 31, 2017 (in thousands) Assets Interest rate swap $ 734 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 As of December 31, 2017 , the Company did not hold any investments in securities. 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 evaluated 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 hierarchical 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 and interest rate swap have been valued on the basis of valuations provided by third-party pricing services, as derived from standard valuation or 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, or may use market based observable inputs for the interest rate swap over the term of the swap, including one month LIBOR-based yield curves 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. The Company also considers the risk of nonperformance by assessing the swap counterparty's credit risk in the estimate of fair value of the interest rate swap. As of December 31, 2017 and 2016 , 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 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. The contingent liability was settled in the year ended December 31, 2017. 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. There were no significant changes in any of the unobservable inputs used in the fair value measurement of contingent consideration, and the resultant 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, 2017 Balance at Quoted Prices Significant Significant (in thousands) Assets Interest rate swap $ 734 $ — $ 734 $ — 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 The following table summarizes the activity in Level 3 financial instruments for contingent consideration: Fair Value at December 31, 2017 2016 (in thousands) Contingent consideration (1) Beginning balance $ 375 $ 395 Physpeed earn-out payment (375 ) (240 ) Loss recognized in earnings (2) — 220 Ending balance $ — $ 375 Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: $ — $ 220 ______________ (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. The following table summarizes activity for the interest rate swap: Fair Value at December 31, 2017 2016 (in thousands) Interest rate swap asset Beginning balance $ — $ — Income recognized in other comprehensive income (loss) 734 — Ending balance $ 734 $ — There were no transfers between Level 1, Level 2 or Level 3 fair value hierarchy categories in the years ended December 31, 2017 and 2016 . Financial Instruments Not Recorded at Fair Value on a Recurring Basis Some of the Company’s financial instruments are not measured at fair value on a recurring basis but are recorded at amounts that approximate fair value due to their liquid or short-term nature. Such financial assets and financial liabilities include: cash and cash equivalents, restricted cash, net receivables, certain other assets, accounts payable, accrued expenses, accrued compensation costs, and other current liabilities. The Company’s long-term debt is not recorded at fair value on a recurring basis, but is measured at fair value for disclosure purposes (Note 8 ). |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Balance Sheet Details Cash, cash equivalents, restricted cash and investments consist of the following: December 31, 2017 December 31, 2016 (in thousands) Cash and cash equivalents $ 71,872 $ 81,086 Short-term restricted cash 1,476 614 Long-term restricted cash 1,064 1,196 Total cash, cash equivalents and restricted cash 74,412 82,896 Short-term investments — 47,918 Long-term investments — 5,991 $ 74,412 $ 136,805 Inventory consists of the following: December 31, 2017 December 31, 2016 (in thousands) Work-in-process $ 21,823 $ 13,947 Finished goods 31,611 12,636 $ 53,434 $ 26,583 Property and equipment consist of the following: Useful Life (in Years) December 31, 2017 December 31, 2016 (in thousands) Furniture and fixtures 5 $ 2,105 $ 1,983 Machinery and equipment 3 -5 33,462 27,028 Masks and production equipment 2 11,470 9,153 Software 3 4,695 3,625 Leasehold improvements 1 -5 14,340 11,635 Construction in progress N/A 639 39 66,711 53,463 Less accumulated depreciation and amortization (44,053 ) (32,914 ) $ 22,658 $ 20,549 Depreciation expense for the years ended December 31, 2017 , 2016 and 2015 was $12.0 million , $10.6 million and $10.8 million , respectively. Deferred revenue and deferred profit consist of the following: December 31, 2017 December 31, 2016 (in thousands) Deferred revenue—rebates $ 156 $ 464 Deferred revenue—distributor transactions 5,341 7,987 Deferred cost of net revenue—distributor transactions (1,135 ) (2,460 ) $ 4,362 $ 5,991 Accrued price protection liability consists of the following activity: Years Ended December 31, 2017 2016 (in thousands) Beginning balance $ 15,176 $ 20,026 Charged as a reduction of revenue 46,520 43,931 Reversal of unclaimed rebates (101 ) (1,303 ) Payments (40,024 ) (47,478 ) Ending balance $ 21,571 $ 15,176 Accrued expenses and other current liabilities consist of the following: December 31, 2017 December 31, 2016 (in thousands) Accrued technology license payments $ 4,500 $ 5,850 Accrued professional fees 1,497 1,620 Accrued engineering and production costs 2,378 1,232 Accrued restructuring 3,039 536 Accrued royalty 1,206 846 Accrued leases 1,105 1,560 Accrued customer credits 2,667 1,207 Other 3,914 3,507 $ 20,306 $ 16,358 |
Debt (Notes)
Debt (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt and Interest Rate Swap Debt As of December 31, 2017 , the carrying amount of the Company's long-term debt consists of the following: December 31, 2017 (in thousands) Principal $ 355,000 Less: Unamortized debt discount (1,930 ) Unamortized debt issuance costs (5,461 ) Net carrying amount of long-term debt 347,609 Less: current portion of long-term debt — Long-term debt, non-current portion $ 347,609 On May 12, 2017, the Company entered into a credit agreement with certain lenders and a collateral agent in connection with the acquisition of Exar (Note 3). The credit agreement provides for an initial secured term B loan facility (the “Initial Term Loan”) in an aggregate principal amount of $425.0 million . The credit agreement permits the Company to request incremental loans in an aggregate principal amount not to exceed the sum of $160.0 million (subject to adjustments for any voluntary prepayments), plus an unlimited amount that is subject to pro forma compliance with certain secured leverage ratio and total leverage ratio tests. Incremental loans are subject to certain additional conditions, including obtaining additional commitments from the lenders then party to the credit agreement or new lenders. Loans under the credit agreement bear interest, at the Company’s option, at a rate equal to either (i) a base rate equal to the highest of (x) the federal funds rate, plus 0.50% , (y) the prime rate then in effect and (z) an adjusted LIBOR rate determined on the basis of a one- three- or six-month interest period, plus 1.0% or (ii) an adjusted LIBOR rate, subject to a floor of 0.75% , in each case, plus an applicable margin of 2.50% in the case of LIBOR rate loans and 1.50% in the case of base rate loans. Commencing on September 30, 2017, the Initial Term Loan will amortize in equal quarterly installments equal to 0.25% of the original principal amount of the Initial Term Loan, with the balance payable on the maturity date. The Initial Term Loan has a term of seven years and will mature on May 12, 2024, at which time all outstanding principal and accrued and unpaid interest on the Initial Term Loan must be repaid. The Company is also required to pay fees customary for a credit facility of this size and type. The Company is required to make mandatory prepayments of the outstanding principal amount of term loans under the credit agreement with the net cash proceeds from the disposition of certain assets and the receipt of insurance proceeds upon certain casualty and condemnation events, in each case, to the extent not reinvested within a specified time period, from excess cash flow beyond stated threshold amounts, and from the incurrence of certain indebtedness. The Company has the right to prepay its term loans under the credit agreement, in whole or in part, at any time without premium or penalty, subject to certain limitations and a 1.0% soft call premium applicable during the first six months for the loan term. The Company exercised its right to prepay and made aggregate prepayments of principal of $70.0 million in the year ended December 31, 2017 . The Company’s obligations under the credit agreement are required to be guaranteed by certain of its domestic subsidiaries meeting materiality thresholds set forth in the credit agreement. Such obligations, including the guaranties, are secured by substantially all of the assets of the Company and the subsidiary guarantors pursuant to a security agreement with the collateral agent. The credit agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Company and its restricted subsidiaries to, among other things, incur debt, grant liens, undergo certain fundamental changes, make investments, make certain restricted payments, and sell assets, in each case, subject to limitations and exceptions. As of December 31, 2017 , the Company was in compliance with such covenants. The credit agreement also contains customary events of default that include, among other things, certain payment defaults, cross defaults to other indebtedness, covenant defaults, change in control defaults, judgment defaults, and bankruptcy and insolvency defaults. If an event of default exists, the lenders may require immediate payment of all obligations under the credit agreement, and may exercise certain other rights and remedies provided for under the credit agreement, the other loan documents and applicable law. For the year ended December 31, 2017 , the weighted average effective interest rate on long-term debt was approximately 4.1% . The debt is carried at its principal amount, net of unamortized debt discount and issuance costs, and is not adjusted to fair value each period. The issuance date fair value of the liability component of the debt in the amount of $398.5 million was determined using a discounted cash flow analysis, in which the projected interest and principal payments were discounted back to the issuance date of the term loan at a market interest rate for nonconvertible debt of 4.6% , which represents a Level 3 fair value measurement. The debt discount of $2.1 million and debt issuance costs of $6.0 million are being amortized to interest expense using the effective interest method from the issuance date through the contractual maturity date of the term loan of May 12, 2024 . During the year ended December 31, 2017 , the Company recognized amortization of debt discount of $0.2 million and debt issuance costs of $0.6 million to interest expense. The approximate fair value of the term loan as of December 31, 2017 was $360.0 million , which was estimated on the basis of inputs that are observable in the market and which is considered a Level 2 measurement method in the fair value hierarchy. As of December 31, 2017 , the remaining principal balance on the term loan of $355 million is due on May 12, 2024 at the maturity date on the term loan. Interest Rate Swap In November 2017 , the Company entered into a fixed-for-floating interest rate swap with an amortizing notional amount to swap a substantial portion of variable rate LIBOR interest payments under its term loans for fixed interest payments bearing an interest rate of 1.74685% . The Company's outstanding debt is still subject to a 2.5% fixed applicable margin during the term of the loan. The interest rate swap is designated as a cash flow hedge of a portion of floating rate interest payments on long-term debt and effectively fixes the interest rate on a substantial portion of the Company’s long-term debt at approximately 4.25% . Accordingly, the Company applies cash flow hedge accounting to the interest rate swap and it is recorded at fair value as an asset or liability and the effective portion of changes in the fair value of the interest rate swap, as measured quarterly, are reported in other comprehensive income (loss). As of December 31, 2017, the fair value of the interest rate swap asset was $0.7 million (Note 6) and is included in other long-term assets in the consolidated balance sheet. The increase in fair value related to the interest rate swap asset included in other comprehensive income for the year ended December 31, 2017 was $0.7 million . The interest rate swap expires in October 2020 and the total $0.7 million of unrealized gain recorded in accumulated other comprehensive income at December 31, 2017 is not expected to be recorded as interest expense over the next twelve months. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
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 As of December 31, 2017 , 67,400,379 shares of common stock were issued and outstanding. As of December 31, 2016 , 58,363,482 shares of Class A common stock and 6,668,380 shares of Class B common stock were issued and outstanding. On March 29, 2017 , each share of the Company’s then outstanding Class A common stock and Class B common stock automatically converted into a single class of common stock pursuant to the terms of the Company’s Amended and Restated Certificate of Incorporation. Also on March 29, 2017, the shares underlying outstanding stock options, restricted stock units and restricted stock awards automatically converted to rights to receive shares of a single class of common stock. The conversion had no impact on the total number of issued and outstanding shares of capital stock; the Class A shares and Class B shares converted into an equivalent number of shares of common stock. The board of directors approved a reduction in the Company’s total number of authorized shares of capital stock by 65,445,853 from 1,575,000,000 to 1,509,554,147 to account for the 58,876,053 shares of Class A common stock and 6,569,800 shares of Class B common stock retired upon conversion, such that the authorized number of shares of Class A common stock is 441,123,947 and the authorized number of shares of Class B common stock is 493,430,200 . No additional Class A shares or Class B shares will be issued following the conversion. The authorized number of shares of common stock and preferred stock remain unchanged at 550,000,000 shares and 25,000,000 shares, respectively. Following the conversion, each share of common stock is entitled to one vote per share and otherwise has the same designations, rights, powers and preferences as the Class A common stock prior to the conversion. In addition, holders of the common stock vote as a single class of stock on any matter that is submitted to a vote of stockholders. Prior to the conversion, the holders of the Company’s Class A and Class B common stock had identical voting rights, except that holders of Class A common stock were entitled to one vote per share and holders of Class B common stock were 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 had 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 were not publicly traded. Each share of Class B common stock was convertible at any time at the option of the holder into one share of Class A common stock and in most instances automatically converted upon sale or other transfer. Employee Benefit Plans At December 31, 2017 , 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, and plans under which equity incentive awards were assumed in connection with the acquisitions of Entropic in 2015 and Exar Corporation in 2017. 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 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 common stock; four percent ( 4% ) of the outstanding shares of the Company’s 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, 2017 , the number of shares reserved for issuance under the 2010 Plan is 11,956,531 shares. 2010 Employee Stock Purchase Plan The ESPP authorizes the issuance of shares of the Company’s 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 common stock; one and a quarter percent ( 1.25% ) of the outstanding shares of the Company’s 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, 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 common stock on the first date of an offering or (b) 85% of the fair market value of a share of the Company’s common stock on the date of purchase. As of December 31, 2017 , the number of shares of common stock reserved for issuance under the ESPP is 1,714,141 shares. Employee Incentive Bonus 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 common stock. Additionally, the Company settles a majority of bonus awards for all other employees in common stock. When bonus awards are settled in common stock issued under the 2010 Plan, the number of shares issuable to plan participants is determined based on the closing sales price of the Company's common stock as determined in trading on the New York Stock Exchange on the date approved by the Board of Directors. In February 2017, 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 July 1, 2016 to December 31, 2016 performance period. 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. At December 31, 2017 , an accrual of $7.1 million was recorded for bonus awards for employees for the January 1, 2017 to December 31, 2017 performance period, which the Company intends to settle in shares of its 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 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, 2017 2016 2015 (in thousands) Cost of net revenue $ 332 $ 210 $ 213 Research and development 16,190 14,403 13,205 Selling, general and administrative 11,016 7,152 5,850 Restructuring expense 5,130 — — $ 32,668 $ 21,765 $ 19,268 The total unrecognized compensation cost related to unvested restricted stock units and restricted stock awards as of December 31, 2017 was $52.9 million , and the weighted average period over which these equity awards are expected to vest is 2.50 years. The total unrecognized compensation cost related to unvested stock options as of December 31, 2017 was $6.4 million , and the weighted average period over which these equity awards are expected to vest is 1.90 years. 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 common stock (formerly 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 for the year ended December 31, 2017 is as follows: Number of Shares (in thousands) Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2016 3,670 $ 14.67 Granted 1,514 27.11 Assumed in acquisition 250 31.12 Vested (1,763 ) 16.21 Canceled (488 ) 20.36 Outstanding at December 31, 2017 3,183 20.13 Employee Stock Purchase Rights and Stock Options The Company uses the Black-Scholes valuation model to calculate the fair value of employee stock purchase rights and stock options granted to employees. Stock-based compensation expense is recognized over the vesting period using the straight-line method. During the year ended December 31, 2017 , there were 216,302 shares of common stock purchased under the ESPP at a weighted average price of $19.71 . Employee Stock Purchase Rights The fair values of employee stock purchase rights were estimated at their respective grant date using the following assumptions: Years Ended December 31, 2017 2016 2015 Weighted-average grant date fair value per share $6.20 - $7.46 $5.85 - $6.20 $2.25 - $5.02 Risk-free interest rate 0.60 - 1.39% 0.38 - 0.6% 0.09 - 0.33% Dividend yield — % — % — % Expected term (in years) 0.38 - 0.50 0.50 0.50 Volatility 29.56 - 49.94% 49.94 - 53.94% 32.65 - 59.14% Stock Options A summary of the Company’s stock option activity for the year ended December 31, 2017 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, 2016 3,025 $ 6.78 Assumed in acquisition 1,135 17.44 Exercised (835 ) 9.42 Canceled (255 ) 19.50 Outstanding at December 31, 2017 3,069 $ 8.95 2.58 $ 53,686 Vested and expected to vest at December 31, 2017 3,025 $ 8.84 2.54 $ 53,243 Exercisable at December 31, 2017 2,613 $ 7.86 2.17 $ 48,548 No stock options were granted by the Company during the year ended December 31, 2017 . On May 12, 2017, the Company assumed certain stock options and restricted stock units from Exar. The Company estimated the fair value of such assumed equity awards, of which the vested portion was allocated to purchase price (Note 3 ) and the unvested portion allocated to future unrecognized compensation expense to be recognized over the remaining service period of the awards. The fair value of assumed stock options were estimated at the acquisition date using the following assumptions: Year Ended December 31, 2017 Weighted-average grant date fair value per share $ 31.12 Risk-free interest rate 1.29% - 1.99% Dividend yield — % Expected term (in years) 1.6 - 6.0 Volatility 45.39% - 50.32% 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 expected term of the option is based on the remaining vesting period and contractual term of the options, using the simplified method, which was selected due to the Company's limited history of stock option exercises. Estimated volatility incorporates historical volatility over the expected term based on the Company's daily closing stock prices. The intrinsic value of stock options exercised during 2017 , 2016 and 2015 was $16.3 million , $6.5 million , and $6.6 million , respectively. Cash received from exercise of stock options was $7.9 million , $3.6 million and $8.2 million during the years ended December 31, 2017 , 2016 and 2015 , respectively. The tax benefit from stock options exercised was $11.9 million , $5.7 million , and $6.1 million during the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and international components of income (loss) before income tax provision (benefit) are presented as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Domestic $ 42,580 $ 75,778 $ (44,094 ) Foreign (76,578 ) (12,088 ) 1,188 Income (loss) before income taxes $ (33,998 ) $ 63,690 $ (42,906 ) The income tax provision (benefit) consists of the following: Years Ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ 13,470 $ 1,216 $ — State 26 (11 ) 16 Foreign 1,784 1,092 942 Total current 15,280 2,297 958 Deferred: Federal 19,451 17,492 (13,759 ) State (4,668 ) (8,271 ) (1,034 ) Foreign (3,697 ) (2,459 ) 126 Valuation allowance release due to acquisition — — (1,757 ) Change in valuation allowance (51,177 ) (6,661 ) 14,891 Total deferred (40,091 ) 101 (1,533 ) Total income tax provision (benefit) $ (24,811 ) $ 2,398 $ (575 ) The actual income tax provision (benefit) differs from the amount computed using the federal statutory rate as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Provision (benefit) at statutory rate $ (11,899 ) $ 22,294 $ (14,588 ) State income taxes (net of federal benefit) 17 (13 ) 275 Research and development credits (8,153 ) (9,076 ) (2,083 ) Foreign rate differential 23,666 2,888 (62 ) Stock compensation (5,713 ) (5,756 ) 549 Foreign deemed dividend — 51 279 Transaction costs 553 749 1,329 Uncertain tax positions 1,993 (1,204 ) 600 Foreign tax credits (5 ) (72 ) (144 ) Permanent and other 813 (802 ) 96 Foreign unremitted earnings (1,368 ) — — Tax Act 25,205 — — Other tax rate changes 1,257 — — Valuation allowance release due to acquisition — — (1,757 ) Valuation allowance (51,177 ) (6,661 ) 14,931 Total income tax provision (benefit) $ (24,811 ) $ 2,398 $ (575 ) The components of the deferred income tax assets are as follows: December 31, 2017 2016 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 77,355 $ 19,524 Research and development credits 69,668 58,170 Accrued expenses and other 10,506 13,387 Accrued compensation 2,444 2,073 Stock-based compensation 2,659 3,451 Intangible assets — 8,575 162,632 105,180 Less valuation allowance (84,560 ) (100,284 ) 78,072 4,896 Deferred tax liabilities: Fixed assets (1,777 ) (2,202 ) Intangible assets (35,981 ) — Unremitted foreign earnings (436 ) (2,909 ) Net deferred tax assets (liabilities) $ 39,878 $ (215 ) At December 31, 2017 , the Company had federal, state and foreign tax net operating loss carryforwards of approximately $301.7 million , $106.3 million and $88.1 million , respectively. The federal, state and foreign tax loss carryforwards will begin to expire in 2020 , 2018 and 2022 respectively, unless previously utilized. At December 31, 2017 , the Company had federal, state and foreign tax credit carryforwards of approximately $31.8 million , $81.4 million and $5.2 million , respectively. The federal and foreign tax credit carryforwards will begin to expire in 2023 and 2018 respectively, unless previously utilized. The state tax credit carryforwards do not expire. The Company also has foreign incentive deductions of approximately $22.0 million that do not expire. In addition, the Company has federal alternative minimum tax credit carryforwards of approximately $1.4 million that will be refundable in future years, due to the Tax Cuts and Jobs Act described below. The Company utilizes the asset and liability method of accounting for income taxes, under which deferred taxes are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the temporary differences reverse. The Company records a valuation allowance to reduce its deferred taxes to the amount it believes is more likely than not to be realized. In making such determination, the Company considers all available positive and negative evidence quarterly, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial performance. Forming a conclusion that a valuation allowance is not required is difficult when there is negative evidence such as cumulative losses in recent years. Based upon the Company's review of all positive and negative evidence, the Company released the valuation allowance against certain of its federal deferred tax assets during the year ended December 31, 2017. Of the federal valuation allowance of $61.6 million as of December 31, 2016, the Company released $51.2 million during the year ended December 31, 2017. The Company continues to have a valuation allowance on its state deferred taxes, certain of its federal deferred tax assets, and certain foreign deferred tax assets in jurisdictions where the Company has cumulative losses or otherwise is not expected to utilize certain tax attributes. The Company does not incur expense or benefit in certain tax free jurisdictions in which it operates. Income tax positions must meet a more-likely-than-not threshold to be recognized. Income tax positions that previously failed to meet the more-likely-than-not threshold are recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not threshold are derecognized in the first financial reporting period in which that threshold is no longer met. The Company records potential penalties and interest accrued related to unrecognized tax benefits within the consolidated statements of operations as income tax expense. At December 31, 2017 , the Company’s unrecognized tax benefits totaled $63.1 million , $50.6 million of which, if recognized at a time when the valuation allowance no longer exists, would affect the effective tax rate. At December 31, 2017 , the Company had accrued approximately $1.6 million of interest and penalties. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months, other than through potential adjustments that could result from the evaluation of certain income tax positions in finalizing the purchase accounting for Exar (Note 3). The following table summarizes the changes to the unrecognized tax benefits during 2017 , 2016 and 2015 : (in thousands) 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 Additions based on tax positions related to the current year 3,037 Additions related to acquisitions 37,090 Decreases based on tax positions of prior year (458 ) Balance as of December 31, 2017 $ 63,086 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, 2017 , the statutes of limitations for the assessment of federal, state, and foreign income taxes are closed for the years before 2014 , 2013 and 2010 , respectively. In April 2017, the Company's subsidiary in Singapore began operating under certain tax incentives in Singapore, which are generally effective through March 2022, and are conditional upon meeting certain employment and investment thresholds in Singapore. Under the incentives, qualifying income derived from certain sales of the Company's integrated circuits is taxed at a concessionary rate over the incentive period, and there are reduced Singapore withholding taxes on certain intercompany royalties during the incentive period. Primarily because of the Company's Singapore net operating losses and a full valuation allowance in Singapore, the incentives did not have a material impact on the Company's income tax expense in 2017. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act, or the Tax Act. Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% effective for tax years beginning in 2018, the transition of U.S international taxation from a worldwide tax system to a territorial system, which includes a new federal tax on global intangible low-taxed income (Global Minimum Tax or GMT), and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. The Company has calculated its best estimate of the impact of the Tax Act in its 2017 income tax benefit in accordance with its understanding of the Tax Act and guidance available as of the date of this filing. In addition, the SEC Staff issued SAB 118, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. The Company's accounting for the following elements of the Tax Act is incomplete. However, the Company was able to make reasonable estimates of certain effects and, therefore, recorded provisional adjustments. The provisional amounts described below are subject to revisions as the Company completes its analysis of the Tax Act, collects and prepares necessary data, and interprets any additional guidance issued by the U.S. Treasury Department, Internal Revenue Service, or IRS, FASB, and other standard-setting and regulatory bodies. Adjustments to the provisional amounts may materially impact the Company's consolidated income tax provision (benefit) and effective tax rates in the period(s) in which such adjustments are made. The Company's accounting for the tax effects of the Tax Act will be completed during the one-year measurement period. Reduction of US federal corporate tax rate: For certain of its deferred tax assets and liabilities, the Company has recorded a provisional decrease of $15.7 million , with a corresponding net adjustment to deferred income tax expense of $15.7 million for the year ended December 31, 2017 . This is net of a related provisional reduction in valuation allowance of $8.7 million . This provisional estimate may be affected by other analyses related to the Tax Act, including, but not limited to, the Company's calculation of deemed repatriation of deferred foreign income and the state tax effect of adjustments made to federal temporary differences, the deductibility of amounts related to covered officers and adjustments to temporary differences, as well as changes to the Company's valuation allowance and effects related to the finalization of purchase accounting for Exar. Deemed Repatriation Transition Tax : The Company recorded approximately $0.8 million for the transition tax, which may generally be paid over eight years. However, the Company is continuing to gather additional information, awaiting additional guidance from the relevant authorities, and performing additional analyses to more precisely determine past earnings and foreign tax amounts and will update this provisional estimate when such work is completed within the one-year measurement period. Valuation allowances : The Company must assess whether its valuation allowance analyses are affected by various aspects of the Tax Act (e.g., deemed repatriation of deferred foreign income, GMT inclusions, new categories of FTCs). Since, as discussed herein, the Company has recorded provisional amounts related to certain portions of the Tax Act, any corresponding determination of the need for or change in a valuation allowance is also provisional. Beginning in 2018, the Tax Act generally provides a 100% federal deduction for dividends received from foreign subsidiaries. Nevertheless, companies must still apply the guidance of ASC Topic 740 to account for the tax consequences of outside basis differences and other tax impacts of their investments in non-U.S. subsidiaries, including potential foreign withholding taxes on distributions. While the Company has recorded a provisional amount for the federal transition tax on the deemed repatriated earnings that were previously indefinitely reinvested, the Company was unable to determine a reasonable estimate of the remaining tax liability, if any, under the Tax Act for its remaining outside basis differences or to evaluate how the Tax Act will affect the Company's existing accounting position to indefinitely reinvest unremitted foreign earnings. Therefore, the Company has not included a provisional amount for this item in its consolidated financial statements for fiscal 2017. The Company will record amounts, as necessary, for this item beginning in the first reporting period during the measurement period in which the Company obtains necessary information and is able to analyze and prepare a reasonable estimate. Under U.S. GAAP, the Company is allowed to make an accounting policy choice with respect to the GMT of either (1) treating taxes due on future U.S. inclusions in taxable income related to GMT as a current-period expense when incurred or (2) as a component of deferred income taxes. The Company will make its accounting policy election for this item when its analysis is complete, during the measurement period. |
Employee Retirement Plan
Employee Retirement Plan | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 | |
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 2023 . Certain of our leases contain standard rent escalation and renewal clauses. As of December 31, 2017 , future minimum payments under non-cancelable operating leases, inventory purchase and other obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2018 $ 9,155 $ 34,979 $ 7,758 $ 51,892 2019 9,117 — 7,761 16,878 2020 9,285 — 3,781 13,066 2021 9,146 — 30 9,176 2022 5,003 — — 5,003 Thereafter 758 — — 758 Total minimum payments $ 42,464 $ 34,979 $ 19,330 $ 96,773 Other obligations consist of contractual payments due for software licenses. The total rental expense for all operating leases was $4.2 million , $2.9 million and $2.4 million for the years ended December 31, 2017 , 2016 and 2015 , 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 2023 . As of December 31, 2017 , future minimum rental income under non-cancelable subleases are as follows: Amount (in thousands) 2018 $ 2,875 2019 3,604 2020 4,088 2021 4,152 2022 879 Thereafter 352 Total minimum rental income $ 15,950 Total sublease income related to leased facilities the Company ceased using in connection with a restructuring plan for the years ended December 31, 2017 , 2016 and 2015 was approximately $2.1 million , $1.3 million and $0 , respectively (Note 4). Exar iML Divestiture Indemnification Under the terms of the purchase agreement relating to the November 9, 2016 divestiture of Integrated Memory Logic Limited, or iML, by Exar, Exar agreed to indemnify the purchaser of the business unit for breaches of representations and warranties and covenants and for certain other matters. Exar also agreed to place $5.0 million of the total purchase price into an escrow account for a period of 18 months to partially secure its indemnification obligations under the purchase agreement. In addition, Exar’s indemnification obligations for breaches of representations and warranties survive for 12 months from the closing of the sale transaction, except for breaches of representations and warranties covering intellectual property, which survive for 18 months, and breaches of representations and warranties of certain fundamental representations, which survive until the expiration of the applicable statute of limitations. Exar’s maximum indemnification obligation for breaches of representations and warranties, other than intellectual property and fundamental representations, is $13.6 million , its maximum indemnification obligation for breaches of intellectual property representations is $34.0 million , and is maximum indemnity obligation for breaches of fundamental representations is the full purchase price amount (approximately $136.0 million ). The aggregate amount recovered by the purchaser in accordance with the indemnification provisions with respect to matters that are subject to the intellectual property representations, together with the aggregate amount recovered by the buyer in accordance with the indemnification provisions with respect to matters that are subject to the general representations and warranties (other than fundamental representations), will in no event exceed $34.0 million . If the Company were required to make payments in satisfaction of these indemnification obligations, it could have a material adverse effect on the Company's financial condition and results of operations. 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. Per the Court’s request, on April 19, 2017, the parties submitted a status report in the District Court Litigation. In their report, the parties suggested that the District Court Litigation remain stayed pending the Federal Circuit’s decision in the appeal of the ‘585 IPRs, and any subsequent appeal thereof, as more fully described below. Because the Federal Court appeals described below have concluded, the parties are to file a joint status report in the District Court Litigation. 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 claims 10, 12 and 13), 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 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 meaning, together with the IPRs filed by third parties, there were six IPR proceedings instituted 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 (claim 10) 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. The parties have appealed the two decisions related to the ‘585 Patent; however, no appeals were filed as to the PTAB's rulings for the ‘792 Patent. The Federal Circuit heard oral argument on these appeals on December 4, 2017. On December 7, the Federal Circuit issued a Rule 36 affirmance in one of the '585 appeals, affirming that the two remaining claims that the ITC had ruled were valid and infringed (claims 12 and 13) are unpatentable. On January 25, 2018, the Federal Circuit issued its ruling in the other ‘585 appeal, vacating the Board’s ruling that certain claims were not unpatentable and remanding to the Board for further analysis of whether CrestaTech is estopped from arguing and/or has waived the right to argue whether six dependent claims are patentable. 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 and the Federal Circuit. 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. The Company cannot predict the outcome of any appeal by CF Crespe or 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. 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 acquired from Broadcom in 2016. Trango seeks unspecified general and special damages, pre-judgment interest, expenses and costs, attorneys’ fees, punitive damages, and unspecified injunctive and equitable relief. The Company intends to vigorously defend against the lawsuit. On June 23, 2017, the Court sustained the Company's demurrer to each cause of action in the second amended complaint filed on or about December 6, 2016. Trango filed its third amended complaint on or about July 13, 2017. On August 17, 2017 the Company filed a demurrer to each cause of action against the Company in the third amended complaint, as well as a motion to strike certain allegations. Trango’s oppositions to the Company's demurrer and motion to strike are currently due on February 8, 2018 and the court hearing on the Company's demurrer and motion to strike is scheduled for February 23, 2018. Discovery in the matter is currently stayed pending resolution of the demurrer and motion to strike. 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. Exar Shareholder Litigation On April 18, 2017, The Vladimir Gusinsky Revocable Trust filed a complaint in the United States District Court for the Northern District of California against Exar, its board of directors, MaxLinear, and Eagle Acquisition Corporation (a wholly owned subsidiary of MaxLinear), captioned The Vladimir Gusinsky Rev. Trust v. Exar Corp. et al. , No. 5:17-CV-2150-SI (N.D. Cal.). On April 25, 2017, Richard E. Marshall filed a complaint in United States District Court for the Northern District of California against Exar and its board of directors, captioned Marshall v. Exar Corp. et al. , No. 3:17-CV-02334 (N.D. Cal.). MaxLinear and Eagle Acquisition Corp. were not named as defendants in the Marshall action. The complaints generally alleged that the merger with Exar offered inadequate consideration to Exar’s shareholders and that the Schedule 14D-9 filed by Exar in connection with the merger omitted material information. The complaints purported to bring class claims for violation of sections 14(e), 14(d), and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 14d-9. The complaints sought certification of a class; an injunction barring the merger or, if defendants enter into the merger, an order rescinding it or awarding rescissory damages; declaratory relief; and plaintiff’s costs, including attorneys’ fees and experts’ fees. On or about May 3, 2017, the parties to the above-referenced lawsuits reached an agreement whereby plaintiffs voluntarily dismissed the claims brought by Mr. Marshall and The Vladimir Gusinsky Revocable Trust with prejudice (but without prejudice as to other members of the putative class), defendants made certain supplemental disclosures, and the plaintiffs would receive a mootness fee. On May 3, 2017, Exar made the supplemental disclosures contemplated by this agreement. On October 24, 2017, the parties entered a Settlement Agreement Regarding Claim for Mootness Fees pursuant to which the Company agreed to pay counsel for the plaintiffs a mootness fee. The Company has now paid the fee, and with the execution of the settlement agreement, this litigation has been resolved. Other 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, 2017 | |
Risks and Uncertainties [Abstract] | |
Significant Customer and Geographic Information | 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 and accounts receivable. 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 (Note 1 ). 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, 2017 2016 2015 Percentage of total net revenue Customer A 25 % 27 % 28 % Customer B * 10 % 13 % * Represents less than 10% of the net revenue for the respective period. Balances greater than 10% of accounts receivable, based on the Company's billings to the contract manufacturer customers, are as follows: December 31, 2017 2016 Percentage of gross accounts receivable Customer C 17 % 17 % Customer D 10 % 15 % Customer E * 12 % * 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, 2017 2016 2015 Vendor A 21 % 16 % 12 % Vendor B 16 % 13 % 14 % Vendor C 15 % 11 % 11 % Vendor D 14 % 11 % 11 % Vendor E 11 % 18 % 22 % Vendor F * 12 % 11 % * 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, 2017 2016 2015 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 372,103 89 % $ 360,325 93 % $ 274,169 91 % United States 10,829 2 % 9,181 2 % 10,819 4 % Rest of world 37,386 9 % 18,326 5 % 15,372 5 % Total $ 420,318 100 % $ 387,832 100 % $ 300,360 100 % 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, 2017 2016 2015 Percentage of total net revenue China 71 % 78 % 77 % 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, 2017 2016 Amount % of total Amount % of total United States $ 481,638 84 % $ 111,336 55 % Singapore 92,414 16 % 78,318 39 % Rest of world 1,643 — % 11,171 6 % Total $ 575,695 100 % $ 200,825 100 % The Company's consolidated net revenues by geographic area based on ship-to location are as follows (in thousands): Years Ended December 31, 2017 2016 2015 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 372,103 89 % $ 360,325 93 % $ 274,169 91 % United States 10,829 2 % 9,181 2 % 10,819 4 % Rest of world 37,386 9 % 18,326 5 % 15,372 5 % Total $ 420,318 100 % $ 387,832 100 % $ 300,360 100 % |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | 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, 2017 . 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, 2017 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 88,841 $ 104,175 $ 113,581 $ 113,721 Gross profit $ 52,924 $ 51,104 $ 51,842 $ 52,093 Net income (loss) $ 8,463 $ 10,965 $ (9,167 ) $ (19,448 ) Net income (loss) per share: Basic $ 0.13 $ 0.17 $ (0.14 ) $ (0.29 ) Diluted $ 0.12 $ 0.16 $ (0.14 ) $ (0.29 ) Year Ended December 31, 2016 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 |
Item 15 (Notes)
Item 15 (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS (in thousands): Classification Balance at beginning of year Additions (deductions) charged to expenses Other Additions (Deductions) Balance at end of year Allowance for doubtful accounts 2017 $ 87 $ 133 $ 27 $ (174 ) $ 73 2016 236 87 — (236 ) 87 2015 57 179 — — 236 Warranty reserves 2017 $ 860 $ 492 $ 122 $ (533 ) $ 941 2016 157 335 489 (121 ) 860 2015 60 193 37 (133 ) 157 Valuation allowance for deferred tax assets 2017 $ 100,284 $ (50,881 ) $ 35,158 $ — $ 84,561 2016 98,535 — 8,410 (6,661 ) 100,284 2015 29,399 69,136 — — 98,535 |
Organization and Summary of S24
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
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, high-performance analog and mixed-signal communications systems-on-chip solutions for the connected home, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear's customers include electronics distributors, 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 cable DOCSIS broadband modems and gateways; wireline connectivity devices for in-home networking applications; RF transceivers and modems for wireless carrier access and backhaul infrastructure; fiber-optic modules for data center, metro, and long-haul transport networks; video set-top boxes and gateways; hybrid analog and digital televisions, direct broadcast satellite outdoor and indoor units; and power management and interface products used in these and a range of other markets. The Company is a fabless integrated circuit design company whose products integrate all or substantial portions of a broadband communication system. |
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. Such reclassifications include the separate presentation of short-and long-term restricted cash and deferred tax assets on the consolidated balance sheets, and interest expense on the consolidated statements of operations. 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 |
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. The Company continually evaluates its estimates and judgments, the most critical of which are those related to revenue recognition, allowance for doubtful accounts, inventory valuation, income taxes and stock-based compensation. 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 acquisition date fair values of the net 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 the Company's 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 end of the measurement period or final determination of the estimated value of the tax allowance or contingency, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect the income tax provision (benefit) 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. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash As of December 31, 2017 and 2016 , the Company has restricted cash of $2.5 million and $1.8 million , respectively. The cash is on deposit in connection with guarantees for certain office leases. |
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, 2017 and 2016 , the Company has an allowance for doubtful accounts of $0.1 million and $0.1 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 net realizable value. Cost approximates actual cost on a first-in, first-out basis and net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company reduces its inventory to its lower of cost or net realizable value 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 net realizable value based upon assumptions about future demand, market conditions and costs. 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. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The carrying amount of cash and cash equivalents, restricted cash, 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, and the interest rate swap are carried at fair value. |
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. 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 the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. 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, non-compete covenants, backlog, and trademarks and tradenames. Purchased finite-lived intangible assets are capitalized and amortized over their estimated useful lives. Technologies acquired or licensed from other companies, customer relationships, non-compete covenants, backlog, and trademarks 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 not amortized but is tested for impairment using either a qualitative assessment, and/or 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 2017 , 2016 and 2015, the Company identified impairment of IPR&D of $2.0 million , $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, some of which are under agreements allowing for pricing credits and/or stock rotation rights of return. 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 some 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 such sales, revenue is not recognized until product is shipped to the end customer, which is when 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. The Company also accepts orders or amendments to orders with non-cancellable and non-refundable, or NCNR, terms with fixed pricing. For such transactions, revenue is not deferred. As of January 1, 2018, all sales to distributors will be recognized upon shipment and estimates of future pricing credits and/or stock rotation rights from the Company’s distributors will reduce related revenues. If our estimates of such credits and rights are materially inaccurate, it may result in adjustments that affect future revenues and gross profits. 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. Revenues from sales through the Company’s distributors accounted for 34% , 19% and 13% of net revenue for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
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, 2017 and 2016 , the Company has warranty reserves of $0.9 million and $0.9 million based on the Company’s estimates. |
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, mixed-signal and high-performance analog integrated circuits for the connected home, wired and wireless infrastructure markets and industrial and multi-market applications. 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 restricted stock units and restricted stock awards, employee stock purchase rights and stock options based on the grant date fair value of the award. The Company calculates the fair value of restricted stock units and restricted stock awards based on the fair market value of its common stock on the grant date. 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 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 consolidated 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. |
Derivatives, Policy [Policy Text Block] | Derivatives and Hedging Activities The Company records derivatives in the consolidated balance sheets at fair value. Hedge accounting is applied to derivatives designated in a hedging relationship. A derivative designated as a hedge of a forecasted transaction is carried at fair value with the effective portion of a derivative’s gain or loss recorded in other comprehensive income (i.e., a separate component of shareholders’ equity) and subsequently recognized in earnings in the same period or periods the hedged forecasted transaction affects earnings. The ineffective portion of a derivative’s gain or loss is recorded in earnings as it occurs. Changes in certain terms of the hedged transactions, including the selection of interest rate from one-month LIBOR to another rate could cause ineffectiveness in the derivatives and result in reclassification of amounts in accumulated other comprehensive income (loss) into earnings. |
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. On December 22, 2017, the Tax Cuts and Jobs Act, or the Tax Act, was enacted into U.S. tax law. Also on December 22, 2017, the SEC issued guidance in Staff Accounting Bulletin No. 118, or SAB 118, to address certain fact patterns where the accounting for changes in tax laws or tax rates under ASC Topic 740 is incomplete upon issuance of an entity's financial statements for the reporting period in which the Tax Act is enacted. As permitted in SAB 118, in 2017, the Company has taken a measurement period approach and reported certain provisional amounts, based on reasonable estimates, for certain tax effects in which the accounting under ASC 740 is incomplete. Such provisional amounts are subject to adjustment during a limited measurement period, not to extend one year beyond the tax law enactment date, until the accounting under ASC 740 is complete. The Company has also made required supplemental disclosures to accompany the provisional amounts, including the reasons for the incomplete accounting, the additional information or analysis that is needed, and other information relevant to why the Company was not able to complete the accounting required under ASC 740 in a timely manner (Note 10 ). |
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, foreign currency translation gains and losses, and unrealized gains and losses from interest rate hedging activities. |
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 common stock outstanding during the period. For diluted net income (loss) per share, net income (loss) attributable to the Company is divided by the sum of the weighted average number of shares of common stock outstanding and the potential number of shares of dilutive 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 | Recently Adopted Accounting Pronouncements 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. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 was effective for the Company beginning in the first quarter of fiscal year 2017 and has been applied prospectively. The adoption of ASU No. 2015-11 by the Company in 2017 did not have a material impact on the Company's consolidated financial position and results of operations for the year ended December 31, 2017 . 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 were effective for the Company for fiscal years beginning with fiscal year 2017. The new guidance required, among other things, excess tax benefits and tax deficiencies to be recorded on a prospective basis in the income statement in the provision for income taxes when awards vest or are settled. On the statement of cash flows, excess tax benefits must be classified along with other income tax cash flows as an operating activity on either a prospective transition method or a retrospective transition method. 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 Form 10-Q for the period ended June 30, 2016 filed with the Securities Exchange Commission on August 8, 2016. There was no cumulative effect on retained earnings in the consolidated balance sheet upon adoption since the Company had a full valuation allowance against U.S. deferred tax assets at the time of adoption. 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. On the statement of cash flows, excess tax benefits were classified along with other income tax cash flows as an operating activity upon adoption on a prospective basis. 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. Prior accounting guidance 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 FASB 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 should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The amendments in this update are effective for the Company beginning in the first quarter of fiscal 2018, including interim reporting periods. Early adoption is permitted as of the first quarter of fiscal 2017, or the beginning of the annual reporting period only. The Company elected to early adopt the amendments in this update beginning in the three months ended March 31, 2017. Due to a full valuation allowance on U.S. and certain foreign deferred tax assets at the time of adoption, the adoption of the amendments in this update did not have a material impact on the Company’s consolidated financial position and results of operations for the year ended December 31, 2017 . In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash . The amendments in this update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. When cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents are presented in more than one line item within the statement of financial position, an entity shall, for each period that a statement of financial position is presented, disclose the line items and amounts of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents disaggregated by the line item in which they appear within the statement of financial position, with a sum to the total amount of cash, cash equivalents, restricted cash and restricted cash equivalents. The amendments in this update are effective for the Company beginning in fiscal 2018, including interim periods within that year and should be applied using a retrospective transition method to each period presented. Early adoption is permitted, including adoption in an interim period. If an entity early adopts in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. The Company elected to early adopt the amendments in this update in 2017. The adoption did not have a material impact on the Company’s consolidated cash flows for the years ended December 31, 2017 , 2016 and 2015 . In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The amendments in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions of assets or businesses and provides a screen to determine when a set is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. If the screen is not met, the amendments in this update (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments in this update are effective for the Company beginning in the first quarter of 2018 and are required to be applied prospectively on or after the effective date. No disclosures are required at transition. Early application is allowed for transactions for which the acquisition date occurs before the issuance date or effective date of the amendments, only when the transaction has not been reported in financial statements that have been issued or made available for issuance. The Company has elected to early adopt the amendments in this update for 2017 acquisitions. Such adoption did not have a material impact on the Company’s consolidated financial position and results of operations for the year ended December 31, 2017 . On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act, or the Tax Act. The Tax Act makes broad and complex changes to the U.S. tax code (Note 10). On December 22, 2017, the U.S. Securities and Exchange Commission Staff, or SEC Staff, issued guidance in Staff Accounting Bulletin No. 118, or SAB 118, to address certain fact patterns where the accounting for changes in tax laws or tax rates under ASC Topic 740 is incomplete upon issuance of an entity's financial statements for the reporting period in which the Tax Act is enacted. As permitted in SAB 118, in 2017, the Company has taken a measurement period approach and reported certain provisional amounts, based on reasonable estimates, for certain tax effects in which the accounting under ASC 740 is incomplete. Such provisional amounts are subject to adjustment during a limited measurement period, not to extend one year beyond the tax law enactment date, until the accounting under ASC 740 is complete. The Company has also made required supplemental disclosures (Note 10) to accompany the provisional amounts, including the reasons for the incomplete accounting, the additional information or analysis that is needed, and other information relevant to why the Company was not able to complete the accounting required under ASC 740 in a timely manner. Adjustments to such reported provisional amounts could result in a material adverse impact the Company’s consolidated financial position and results of operations in 2018. |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides for 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 is effective for the Company on January 1, 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. The Company plans to apply the guidance prospectively with an adjustment to retained earnings for the cumulative effect of adoption. Adoption of the amendments in this guidance will accelerate the timing of the Company’s revenue and related cost recognition on products sold via some distributors, which will change from the sell-through method to the sell-in method under this guidance. The Company will also be required to estimate the effects of pricing credits to its distributors from contractual price protection and unit rebate provisions, as well as stock rotation rights. The Company has performed an assessment of the impact of adopting this new accounting standard on its consolidated financial position and results of operations. The impact of adoption of this new accounting standard for the year ending December 31, 2018 will vary depending on the level of inventory remaining at the adoption date and at the end of the year of adoption at distributors for which the Company currently recognizes revenue on a sell-through basis, and therefore could have a material impact on the Company's revenues for the year ending December 31, 2018. The impact to retained earnings as of January 1, 2018 is not material. As a result of applying the guidance prospectively with an adjustment to retained earnings in the Company's consolidated financial statements for the cumulative effect of adoption, revenues that would have been recognized on a sell-through basis for the amount of deferred revenue and profit remaining as of the adoption date will not be recognized in earnings for any period. 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. Based on the Company's current corporate investment plans, 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, including an increase in assets and liabilities representing the present value of our future lease payments. 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 will not have a material impact on the Company's consolidated financial position and results of operations. 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 fiscal years beginning with fiscal year 2018, including interim periods within those years, with early adoption permitted. The impact of adoption of this guidance on the Company's consolidated statement of cash flows will depend on the materiality and timing of any future contingent consideration payments and proceeds from settlement of insurance claims. In December 2016, the FASB issued ASU No. 2016-19, Technical Corrections and Improvements . The new standard is intended to provide clarity to the Accounting Standards Codification, or ASC, or correct unintended application of the guidance that is not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. ASU No. 2016-19 is effective for the Company in annual and interim fiscal reporting periods in 2018 with respect to the amendments that require transition guidance, and early adoption is permitted. All other amendments were effective on issuance. The Company does not believe that adoption of the amendments that require transition guidance will have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if the reporting unit had been acquired in a business combination. Instead, under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The FASB also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods, with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of the amendments in this update is not expected to have a material impact on the Company's consolidated financial position and results of operations. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update require the Company to account for the effects of a modification in a stock-based award unless the fair value, vesting conditions and classification of the modified award is the same as those of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification. The amendments in this update are effective for the Company for fiscal years beginning with fiscal year 2018, including interim periods within those years, with early adoption permitted in any interim period. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial position and results of operations. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) , which is intended to improve accounting for hedging activities by expanding and refining hedge accounting for both nonfinancial and financial risk components and aligning the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. 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 in any interim period. The amendments in this update should be applied prospectively. The Company is currently evaluating the expected impact of the amendments, but does not expect these to have a material impact on its consolidated financial statements upon adoption. In September 2017, the FASB issued ASU No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments. The amendments in this update modify or supersede certain selected SEC paragraphs in the revenue and leases sections of the Codification and moves other paragraphs, upon adoption of ASC Topic 606 or ASC Topic 842. The amendments also provide updated guidance on the effective date of ASC 606, Revenue from Contracts with Customers , and ASC 842, Leases for certain entities that are considered public business entities only because their financial statements or financial information is required to be included in another entity’s SEC filing, but does not change the effective dates for the Company and other public business entities. The amendments in this update should be applied upon adoption of ASC Topics 606 and 842, respectively. The adoption of this guidance is not expected have a material impact on the Company's consolidated financial position and results of operations. |
Organization and Summary of S25
Organization and Summary of Significant Accounting Policies Tables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides for 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 is effective for the Company on January 1, 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. The Company plans to apply the guidance prospectively with an adjustment to retained earnings for the cumulative effect of adoption. Adoption of the amendments in this guidance will accelerate the timing of the Company’s revenue and related cost recognition on products sold via some distributors, which will change from the sell-through method to the sell-in method under this guidance. The Company will also be required to estimate the effects of pricing credits to its distributors from contractual price protection and unit rebate provisions, as well as stock rotation rights. The Company has performed an assessment of the impact of adopting this new accounting standard on its consolidated financial position and results of operations. The impact of adoption of this new accounting standard for the year ending December 31, 2018 will vary depending on the level of inventory remaining at the adoption date and at the end of the year of adoption at distributors for which the Company currently recognizes revenue on a sell-through basis, and therefore could have a material impact on the Company's revenues for the year ending December 31, 2018. The impact to retained earnings as of January 1, 2018 is not material. As a result of applying the guidance prospectively with an adjustment to retained earnings in the Company's consolidated financial statements for the cumulative effect of adoption, revenues that would have been recognized on a sell-through basis for the amount of deferred revenue and profit remaining as of the adoption date will not be recognized in earnings for any period. 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. Based on the Company's current corporate investment plans, 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, including an increase in assets and liabilities representing the present value of our future lease payments. 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 will not have a material impact on the Company's consolidated financial position and results of operations. 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 fiscal years beginning with fiscal year 2018, including interim periods within those years, with early adoption permitted. The impact of adoption of this guidance on the Company's consolidated statement of cash flows will depend on the materiality and timing of any future contingent consideration payments and proceeds from settlement of insurance claims. In December 2016, the FASB issued ASU No. 2016-19, Technical Corrections and Improvements . The new standard is intended to provide clarity to the Accounting Standards Codification, or ASC, or correct unintended application of the guidance that is not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. ASU No. 2016-19 is effective for the Company in annual and interim fiscal reporting periods in 2018 with respect to the amendments that require transition guidance, and early adoption is permitted. All other amendments were effective on issuance. The Company does not believe that adoption of the amendments that require transition guidance will have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if the reporting unit had been acquired in a business combination. Instead, under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The FASB also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods, with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of the amendments in this update is not expected to have a material impact on the Company's consolidated financial position and results of operations. In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update require the Company to account for the effects of a modification in a stock-based award unless the fair value, vesting conditions and classification of the modified award is the same as those of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification. The amendments in this update are effective for the Company for fiscal years beginning with fiscal year 2018, including interim periods within those years, with early adoption permitted in any interim period. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial position and results of operations. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) , which is intended to improve accounting for hedging activities by expanding and refining hedge accounting for both nonfinancial and financial risk components and aligning the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. 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 in any interim period. The amendments in this update should be applied prospectively. The Company is currently evaluating the expected impact of the amendments, but does not expect these to have a material impact on its consolidated financial statements upon adoption. In September 2017, the FASB issued ASU No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments. The amendments in this update modify or supersede certain selected SEC paragraphs in the revenue and leases sections of the Codification and moves other paragraphs, upon adoption of ASC Topic 606 or ASC Topic 842. The amendments also provide updated guidance on the effective date of ASC 606, Revenue from Contracts with Customers , and ASC 842, Leases for certain entities that are considered public business entities only because their financial statements or financial information is required to be included in another entity’s SEC filing, but does not change the effective dates for the Company and other public business entities. The amendments in this update should be applied upon adoption of ASC Topics 606 and 842, respectively. The adoption of this guidance is not expected have a material impact on the Company's consolidated financial position and results of operations. |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Available for Sale Investments Cumulative Translation Adjustments Interest Rate Hedge Total (in thousands) Balance at December 31, 2017 $ — $ 562 $ 477 $ 1,039 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, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | Years Ended December 31, 2017 2016 2015 (in thousands, except per share amounts) Numerator: Net income (loss) $ (9,187 ) $ 61,292 $ (42,331 ) Denominator: Weighted average common shares outstanding—basic 66,252 63,781 53,378 Dilutive common stock equivalents — 3,872 — Weighted average common shares outstanding—diluted 66,252 67,653 53,378 Net income (loss) per share: Basic $ (0.14 ) $ 0.96 $ (0.79 ) Diluted $ (0.14 ) $ 0.91 $ (0.79 ) |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following is an allocation of purchase price as of the April 4, 2017 closing date under the acquisition method of accounting. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by MaxLinear in the acquisition (in thousands): Description Amount Purchase price allocation: Inventory $ 2,084 Prepaid expenses and other current assets 147 Property and equipment 3,277 Identifiable intangible assets 12,600 Deferred tax assets 875 Other assets 28 Accounts payable (1 ) Accrued expenses (234 ) Accrued compensation (2 ) Other long-term liabilities (99 ) Identifiable net assets acquired 18,675 Goodwill 2,325 Total purchase price $ 21,000 The following is an allocation of purchase price as of the May 12, 2017 closing date under the acquisition method of accounting. The purchase price allocation is based upon a preliminary estimate of the fair value of the assets acquired and the liabilities assumed by MaxLinear in the acquisition (in thousands): Description Amount Preliminary purchase price allocation: Cash $ 235,810 Accounts receivable 11,363 Inventory 48,536 Prepaid expenses and other current assets 2,288 Property and equipment 3,442 Identifiable intangible assets 249,500 Deferred tax assets 7,493 Other assets 5,434 Accounts payable (12,385 ) Accrued expenses and other current liabilities (10,464 ) Accrued compensation (5,253 ) Other long-term liabilities (3,030 ) Identifiable net assets acquired 532,734 Goodwill 159,993 Total purchase price $ 692,727 |
Identified Intangible Assets Acquired | The following table presents details of the acquired identifiable intangible assets of the G.hn business : Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7.0 $ 7,100 Customer-related intangibles 1.8 4,800 Covenant not-to-compete 3.0 200 Product backlog 0.8 500 Total identifiable intangible assets 4.7 $ 12,600 The following table presents details of the acquired identifiable intangible assets of Exar: Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7.0 $ 120,900 Trademarks and tradenames 6.0 12,100 Customer-related intangible 5.0 96,300 Product backlog 0.5 3,600 Finite-lived intangible assets 6.0 232,900 In-process research and development N/A 16,600 Total intangible assets $ 249,500 |
Unaudited Pro Forma Financial Information | The following table presents unaudited pro forma combined financial information for each of the periods presented, as if the 2017 acquisitions of Exar and the G.hn business had occurred at the beginning of fiscal year 2016 : Years Ended December 31, 2017 2016 (in thousands) Net revenue – proforma combined $ 456,822 $ 499,801 Net income (loss) – proforma combined $ 16,682 $ (42,345 ) The following adjustments were included in the unaudited pro forma combined net revenues: Years Ended December 31, 2017 2016 (in thousands) Net revenue $ 420,318 $ 387,832 Add: Net revenue – acquired businesses 36,504 111,969 Net revenues – proforma combined $ 456,822 $ 499,801 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustments [Table Text Block] | Years Ended December 31, 2017 2016 (in thousands) Net income (loss) $ (9,187 ) $ 61,292 Add: Results of operations – acquired businesses (8,916 ) (3,417 ) Less: Proforma adjustments Depreciation of property and equipment 1,792 (645 ) Amortization of intangible assets (8,045 ) (44,075 ) Amortization of inventory step-up 25,557 (25,557 ) Impairment of intangible assets — 1,519 Acquisition and integration expenses 17,342 (17,342 ) Interest expense (2,863 ) (14,120 ) Income taxes 1,002 — Net income (loss) – proforma combined $ 16,682 $ (42,345 ) Net income (loss) per share – proforma combined: Basic $ 0.25 $ (0.66 ) Diluted $ 0.24 $ (0.66 ) Shares used to compute net income (loss) per share – proforma combined: Basic 66,252 63,781 Diluted 69,665 63,781 |
Schedule of Business Acquisitions by Acquisition, Consideration [Table Text Block] | The following table summarizes the fair value of purchase price consideration to acquire the G.hn business (in thousands): Acquisition Consideration Amount Cash $ 21,000 The following table summarizes the fair value of purchase price consideration to acquire Exar (in thousands): Acquisition Consideration Amount Cash (1) $ 688,114 Fair value of vested stock-based awards assumed (2) 4,613 Total $ 692,727 __________________ (1) Cash consideration paid includes 51,953,635 shares ultimately tendered at $13.00 per share, or an aggregate total of $675.4 million , plus $12.7 million of cash paid to settle certain outstanding stock-based awards which were not assumed by MaxLinear in the merger. (2) MaxLinear assumed certain of Exar's outstanding stock-based awards as part of the merger, and estimated the fair value of such assumed stock-based awards. The portion allocated to purchase price consideration represents the vested assumed stock-based awards. The fair value of the MaxLinear equivalent stock options included in stock-based awards assumed was estimated using the Black-Scholes valuation model utilizing certain assumptions (Note 9). Such assumptions are based on MaxLinear’s best estimates, which impact the fair value of the options calculated under the Black-Scholes methodology and, ultimately, the total consideration recorded for the acquisition. |
Restructuring Activity (Tables)
Restructuring Activity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | The following table presents the activity related to the plans, which is included in restructuring charges in the consolidated statements of operations: Years Ended December 31, 2017 2016 2015 (in thousands) Employee separation expenses $ 8,353 $ 1,038 $ 5,533 Lease related expenses 1,025 2,264 8,163 Other 146 130 390 $ 9,524 $ 3,432 $ 14,086 |
Restructuring activity and rollforward of restructuring liability | The following table presents a roll-forward of the Company's restructuring liability for the years ended December 31, 2017 and 2016 . The restructuring liability is included in accrued expenses and other current liabilities in the consolidated balance sheets. Employee Separation Expenses Lease Related Expenses Other Total (in thousands) 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 Transfers from deferred rent — 4,405 — 4,405 Restructuring charges 8,353 1,025 146 9,524 Assumed in acquisition — — 70 70 Cash payments (2,984 ) (2,861 ) (146 ) (5,991 ) Non-cash charges (5,130 ) (375 ) — (5,505 ) Liability as of December 31, 2017 $ 239 $ 2,693 $ 107 $ 3,039 |
Goodwill and Intangible Asset29
Goodwill and Intangible Assets Tables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 (in thousands) Beginning balance $ 76,015 $ 49,779 Acquisitions 162,318 26,236 Adjustments (341 ) — Ending balance $ 237,992 $ 76,015 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | 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, 2017 2016 (in thousands) Beginning balance $ 81,861 $ 48,155 Acquisitions 245,500 46,300 Other additions 5,378 390 Transfers to developed technology from IPR&D 32,600 3,100 Amortization (54,694 ) (16,084 ) Ending balance $ 310,645 $ 81,861 |
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, 2017 2016 (in thousands) Beginning balance $ 22,400 $ 3,200 Acquisitions 16,600 23,600 Transfers to developed technology from IPR&D (32,600 ) (3,100 ) Impairment losses $ (2,000 ) $ (1,300 ) Ending balance $ 4,400 $ 22,400 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and other purchases, which continue to be amortized: December 31, 2017 December 31, 2016 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 3.7 $ 2,070 $ (575 ) $ 1,495 $ 3,311 $ (2,957 ) $ 354 Developed technology 6.9 241,561 (39,252 ) 202,309 77,800 (13,550 ) 64,250 Trademarks and trade names 6.1 13,800 (1,992 ) 11,808 1,700 (405 ) 1,295 Customer relationships 4.6 121,100 (26,661 ) 94,439 20,000 (4,782 ) 15,218 Covenants non-compete 3.0 1,100 (506 ) 594 900 (156 ) 744 6.1 $ 379,631 $ (68,986 ) $ 310,645 $ 103,711 $ (21,850 ) $ 81,861 |
Finite-lived Intangible Assets Amortization Expense [Table Text Block] | The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of operations as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Cost of net revenue $ 25,316 $ 8,512 $ 4,263 Research and development 551 619 679 Selling, general and administrative 28,827 6,953 24,989 $ 54,694 $ 16,084 $ 29,931 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 Balance at Quoted Prices Significant Significant (in thousands) Assets Interest rate swap $ 734 $ — $ 734 $ — 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 |
Available-for-sale Securities [Table Text Block] | The composition of financial instruments is as follows: Fair Value at December 31, 2017 (in thousands) Assets Interest rate swap $ 734 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 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table summarizes the activity in Level 3 financial instruments for contingent consideration: Fair Value at December 31, 2017 2016 (in thousands) Contingent consideration (1) Beginning balance $ 375 $ 395 Physpeed earn-out payment (375 ) (240 ) Loss recognized in earnings (2) — 220 Ending balance $ — $ 375 Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: $ — $ 220 ______________ (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. |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | The following table summarizes activity for the interest rate swap: Fair Value at December 31, 2017 2016 (in thousands) Interest rate swap asset Beginning balance $ — $ — Income recognized in other comprehensive income (loss) 734 — Ending balance $ 734 $ — |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Cash, Cash Equivalents and Investments | Cash, cash equivalents, restricted cash and investments consist of the following: December 31, 2017 December 31, 2016 (in thousands) Cash and cash equivalents $ 71,872 $ 81,086 Short-term restricted cash 1,476 614 Long-term restricted cash 1,064 1,196 Total cash, cash equivalents and restricted cash 74,412 82,896 Short-term investments — 47,918 Long-term investments — 5,991 $ 74,412 $ 136,805 |
Inventory | Inventory consists of the following: December 31, 2017 December 31, 2016 (in thousands) Work-in-process $ 21,823 $ 13,947 Finished goods 31,611 12,636 $ 53,434 $ 26,583 |
Property and Equipment | Property and equipment consist of the following: Useful Life (in Years) December 31, 2017 December 31, 2016 (in thousands) Furniture and fixtures 5 $ 2,105 $ 1,983 Machinery and equipment 3 -5 33,462 27,028 Masks and production equipment 2 11,470 9,153 Software 3 4,695 3,625 Leasehold improvements 1 -5 14,340 11,635 Construction in progress N/A 639 39 66,711 53,463 Less accumulated depreciation and amortization (44,053 ) (32,914 ) $ 22,658 $ 20,549 |
Deferred Revenue and Deferred Profit | Deferred revenue and deferred profit consist of the following: December 31, 2017 December 31, 2016 (in thousands) Deferred revenue—rebates $ 156 $ 464 Deferred revenue—distributor transactions 5,341 7,987 Deferred cost of net revenue—distributor transactions (1,135 ) (2,460 ) $ 4,362 $ 5,991 |
Price Protection Liability | Accrued price protection liability consists of the following activity: Years Ended December 31, 2017 2016 (in thousands) Beginning balance $ 15,176 $ 20,026 Charged as a reduction of revenue 46,520 43,931 Reversal of unclaimed rebates (101 ) (1,303 ) Payments (40,024 ) (47,478 ) Ending balance $ 21,571 $ 15,176 |
Accrued Expenses | Accrued expenses and other current liabilities consist of the following: December 31, 2017 December 31, 2016 (in thousands) Accrued technology license payments $ 4,500 $ 5,850 Accrued professional fees 1,497 1,620 Accrued engineering and production costs 2,378 1,232 Accrued restructuring 3,039 536 Accrued royalty 1,206 846 Accrued leases 1,105 1,560 Accrued customer credits 2,667 1,207 Other 3,914 3,507 $ 20,306 $ 16,358 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | As of December 31, 2017 , the carrying amount of the Company's long-term debt consists of the following: December 31, 2017 (in thousands) Principal $ 355,000 Less: Unamortized debt discount (1,930 ) Unamortized debt issuance costs (5,461 ) Net carrying amount of long-term debt 347,609 Less: current portion of long-term debt — Long-term debt, non-current portion $ 347,609 |
Stock-Based Compensation and Em
Stock-Based Compensation and Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | A summary of the Company’s restricted stock unit and restricted stock award activity for the year ended December 31, 2017 is as follows: Number of Shares (in thousands) Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2016 3,670 $ 14.67 Granted 1,514 27.11 Assumed in acquisition 250 31.12 Vested (1,763 ) 16.21 Canceled (488 ) 20.36 Outstanding at December 31, 2017 3,183 20.13 |
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, 2017 2016 2015 (in thousands) Cost of net revenue $ 332 $ 210 $ 213 Research and development 16,190 14,403 13,205 Selling, general and administrative 11,016 7,152 5,850 Restructuring expense 5,130 — — $ 32,668 $ 21,765 $ 19,268 |
Fair Value of Employee Stock Purchase Rights | The fair values of employee stock purchase rights were estimated at their respective grant date using the following assumptions: Years Ended December 31, 2017 2016 2015 Weighted-average grant date fair value per share $6.20 - $7.46 $5.85 - $6.20 $2.25 - $5.02 Risk-free interest rate 0.60 - 1.39% 0.38 - 0.6% 0.09 - 0.33% Dividend yield — % — % — % Expected term (in years) 0.38 - 0.50 0.50 0.50 Volatility 29.56 - 49.94% 49.94 - 53.94% 32.65 - 59.14% |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company’s stock option activity for the year ended December 31, 2017 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, 2016 3,025 $ 6.78 Assumed in acquisition 1,135 17.44 Exercised (835 ) 9.42 Canceled (255 ) 19.50 Outstanding at December 31, 2017 3,069 $ 8.95 2.58 $ 53,686 Vested and expected to vest at December 31, 2017 3,025 $ 8.84 2.54 $ 53,243 Exercisable at December 31, 2017 2,613 $ 7.86 2.17 $ 48,548 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The fair value of assumed stock options were estimated at the acquisition date using the following assumptions: Year Ended December 31, 2017 Weighted-average grant date fair value per share $ 31.12 Risk-free interest rate 1.29% - 1.99% Dividend yield — % Expected term (in years) 1.6 - 6.0 Volatility 45.39% - 50.32% |
Income Taxes Income Tax (Tables
Income Taxes Income Tax (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The domestic and international components of income (loss) before income tax provision (benefit) are presented as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Domestic $ 42,580 $ 75,778 $ (44,094 ) Foreign (76,578 ) (12,088 ) 1,188 Income (loss) before income taxes $ (33,998 ) $ 63,690 $ (42,906 ) |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The income tax provision (benefit) consists of the following: Years Ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ 13,470 $ 1,216 $ — State 26 (11 ) 16 Foreign 1,784 1,092 942 Total current 15,280 2,297 958 Deferred: Federal 19,451 17,492 (13,759 ) State (4,668 ) (8,271 ) (1,034 ) Foreign (3,697 ) (2,459 ) 126 Valuation allowance release due to acquisition — — (1,757 ) Change in valuation allowance (51,177 ) (6,661 ) 14,891 Total deferred (40,091 ) 101 (1,533 ) Total income tax provision (benefit) $ (24,811 ) $ 2,398 $ (575 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The actual income tax provision (benefit) differs from the amount computed using the federal statutory rate as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Provision (benefit) at statutory rate $ (11,899 ) $ 22,294 $ (14,588 ) State income taxes (net of federal benefit) 17 (13 ) 275 Research and development credits (8,153 ) (9,076 ) (2,083 ) Foreign rate differential 23,666 2,888 (62 ) Stock compensation (5,713 ) (5,756 ) 549 Foreign deemed dividend — 51 279 Transaction costs 553 749 1,329 Uncertain tax positions 1,993 (1,204 ) 600 Foreign tax credits (5 ) (72 ) (144 ) Permanent and other 813 (802 ) 96 Foreign unremitted earnings (1,368 ) — — Tax Act 25,205 — — Other tax rate changes 1,257 — — Valuation allowance release due to acquisition — — (1,757 ) Valuation allowance (51,177 ) (6,661 ) 14,931 Total income tax provision (benefit) $ (24,811 ) $ 2,398 $ (575 ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The components of the deferred income tax assets are as follows: December 31, 2017 2016 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 77,355 $ 19,524 Research and development credits 69,668 58,170 Accrued expenses and other 10,506 13,387 Accrued compensation 2,444 2,073 Stock-based compensation 2,659 3,451 Intangible assets — 8,575 162,632 105,180 Less valuation allowance (84,560 ) (100,284 ) 78,072 4,896 Deferred tax liabilities: Fixed assets (1,777 ) (2,202 ) Intangible assets (35,981 ) — Unremitted foreign earnings (436 ) (2,909 ) Net deferred tax assets (liabilities) $ 39,878 $ (215 ) |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | The following table summarizes the changes to the unrecognized tax benefits during 2017 , 2016 and 2015 : (in thousands) 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 Additions based on tax positions related to the current year 3,037 Additions related to acquisitions 37,090 Decreases based on tax positions of prior year (458 ) Balance as of December 31, 2017 $ 63,086 |
Income Taxes Income Tax Disclos
Income Taxes Income Tax Disclosure, Provisional Amounts, Tax Cuts and Jobs Act (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure, Provisional Amounts, Tax Cuts and Jobs Act [Abstract] | |
Income Taxes, Provisional Items [Table Text Block] | On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act, or the Tax Act. Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% effective for tax years beginning in 2018, the transition of U.S international taxation from a worldwide tax system to a territorial system, which includes a new federal tax on global intangible low-taxed income (Global Minimum Tax or GMT), and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. The Company has calculated its best estimate of the impact of the Tax Act in its 2017 income tax benefit in accordance with its understanding of the Tax Act and guidance available as of the date of this filing. In addition, the SEC Staff issued SAB 118, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. The Company's accounting for the following elements of the Tax Act is incomplete. However, the Company was able to make reasonable estimates of certain effects and, therefore, recorded provisional adjustments. The provisional amounts described below are subject to revisions as the Company completes its analysis of the Tax Act, collects and prepares necessary data, and interprets any additional guidance issued by the U.S. Treasury Department, Internal Revenue Service, or IRS, FASB, and other standard-setting and regulatory bodies. Adjustments to the provisional amounts may materially impact the Company's consolidated income tax provision (benefit) and effective tax rates in the period(s) in which such adjustments are made. The Company's accounting for the tax effects of the Tax Act will be completed during the one-year measurement period. Reduction of US federal corporate tax rate: For certain of its deferred tax assets and liabilities, the Company has recorded a provisional decrease of $15.7 million , with a corresponding net adjustment to deferred income tax expense of $15.7 million for the year ended December 31, 2017 . This is net of a related provisional reduction in valuation allowance of $8.7 million . This provisional estimate may be affected by other analyses related to the Tax Act, including, but not limited to, the Company's calculation of deemed repatriation of deferred foreign income and the state tax effect of adjustments made to federal temporary differences, the deductibility of amounts related to covered officers and adjustments to temporary differences, as well as changes to the Company's valuation allowance and effects related to the finalization of purchase accounting for Exar. Deemed Repatriation Transition Tax : The Company recorded approximately $0.8 million for the transition tax, which may generally be paid over eight years. However, the Company is continuing to gather additional information, awaiting additional guidance from the relevant authorities, and performing additional analyses to more precisely determine past earnings and foreign tax amounts and will update this provisional estimate when such work is completed within the one-year measurement period. Valuation allowances : The Company must assess whether its valuation allowance analyses are affected by various aspects of the Tax Act (e.g., deemed repatriation of deferred foreign income, GMT inclusions, new categories of FTCs). Since, as discussed herein, the Company has recorded provisional amounts related to certain portions of the Tax Act, any corresponding determination of the need for or change in a valuation allowance is also provisional. Beginning in 2018, the Tax Act generally provides a 100% federal deduction for dividends received from foreign subsidiaries. Nevertheless, companies must still apply the guidance of ASC Topic 740 to account for the tax consequences of outside basis differences and other tax impacts of their investments in non-U.S. subsidiaries, including potential foreign withholding taxes on distributions. While the Company has recorded a provisional amount for the federal transition tax on the deemed repatriated earnings that were previously indefinitely reinvested, the Company was unable to determine a reasonable estimate of the remaining tax liability, if any, under the Tax Act for its remaining outside basis differences or to evaluate how the Tax Act will affect the Company's existing accounting position to indefinitely reinvest unremitted foreign earnings. Therefore, the Company has not included a provisional amount for this item in its consolidated financial statements for fiscal 2017. The Company will record amounts, as necessary, for this item beginning in the first reporting period during the measurement period in which the Company obtains necessary information and is able to analyze and prepare a reasonable estimate. Under U.S. GAAP, the Company is allowed to make an accounting policy choice with respect to the GMT of either (1) treating taxes due on future U.S. inclusions in taxable income related to GMT as a current-period expense when incurred or (2) as a component of deferred income taxes. The Company will make its accounting policy election for this item when its analysis is complete, during the measurement period. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Operating Leases | As of December 31, 2017 , future minimum payments under non-cancelable operating leases, inventory purchase and other obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2018 $ 9,155 $ 34,979 $ 7,758 $ 51,892 2019 9,117 — 7,761 16,878 2020 9,285 — 3,781 13,066 2021 9,146 — 30 9,176 2022 5,003 — — 5,003 Thereafter 758 — — 758 Total minimum payments $ 42,464 $ 34,979 $ 19,330 $ 96,773 As of December 31, 2017 , future minimum rental income under non-cancelable subleases are as follows: Amount (in thousands) 2018 $ 2,875 2019 3,604 2020 4,088 2021 4,152 2022 879 Thereafter 352 Total minimum rental income $ 15,950 |
Future Minimum Payments Under Other Obligations | As of December 31, 2017 , future minimum payments under non-cancelable operating leases, inventory purchase and other obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2018 $ 9,155 $ 34,979 $ 7,758 $ 51,892 2019 9,117 — 7,761 16,878 2020 9,285 — 3,781 13,066 2021 9,146 — 30 9,176 2022 5,003 — — 5,003 Thereafter 758 — — 758 Total minimum payments $ 42,464 $ 34,979 $ 19,330 $ 96,773 |
Future Minimum Payments Under Inventory Purchase Obligations | As of December 31, 2017 , future minimum payments under non-cancelable operating leases, inventory purchase and other obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2018 $ 9,155 $ 34,979 $ 7,758 $ 51,892 2019 9,117 — 7,761 16,878 2020 9,285 — 3,781 13,066 2021 9,146 — 30 9,176 2022 5,003 — — 5,003 Thereafter 758 — — 758 Total minimum payments $ 42,464 $ 34,979 $ 19,330 $ 96,773 |
Significant Customer and Geog37
Significant Customer and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Concentration Risk [Line Items] | |
Long-lived Assets by Geographic Areas [Table Text Block] | 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, 2017 2016 Amount % of total Amount % of total United States $ 481,638 84 % $ 111,336 55 % Singapore 92,414 16 % 78,318 39 % Rest of world 1,643 — % 11,171 6 % Total $ 575,695 100 % $ 200,825 100 % |
Significant Customer and Geographic Information | Suppliers comprising greater than 10% of total inventory purchases are as follows: Years ended December 31, 2017 2016 2015 Vendor A 21 % 16 % 12 % Vendor B 16 % 13 % 14 % Vendor C 15 % 11 % 11 % Vendor D 14 % 11 % 11 % Vendor E 11 % 18 % 22 % Vendor F * 12 % 11 % Customers comprising greater than 10% of net revenues for each of the periods presented are as follows: Years Ended December 31, 2017 2016 2015 Percentage of total net revenue Customer A 25 % 27 % 28 % Customer B * 10 % 13 % * Represents less than 10% of the net revenue for the respective period. Balances greater than 10% of accounts receivable, based on the Company's billings to the contract manufacturer customers, are as follows: December 31, 2017 2016 Percentage of gross accounts receivable Customer C 17 % 17 % Customer D 10 % 15 % Customer E * 12 % 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, 2017 2016 2015 Percentage of total net revenue China 71 % 78 % 77 % |
Significant Customer and Geographic Information | 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 and accounts receivable. 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 (Note 1 ). 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, 2017 2016 2015 Percentage of total net revenue Customer A 25 % 27 % 28 % Customer B * 10 % 13 % * Represents less than 10% of the net revenue for the respective period. Balances greater than 10% of accounts receivable, based on the Company's billings to the contract manufacturer customers, are as follows: December 31, 2017 2016 Percentage of gross accounts receivable Customer C 17 % 17 % Customer D 10 % 15 % Customer E * 12 % * 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, 2017 2016 2015 Vendor A 21 % 16 % 12 % Vendor B 16 % 13 % 14 % Vendor C 15 % 11 % 11 % Vendor D 14 % 11 % 11 % Vendor E 11 % 18 % 22 % Vendor F * 12 % 11 % * 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, 2017 2016 2015 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 372,103 89 % $ 360,325 93 % $ 274,169 91 % United States 10,829 2 % 9,181 2 % 10,819 4 % Rest of world 37,386 9 % 18,326 5 % 15,372 5 % Total $ 420,318 100 % $ 387,832 100 % $ 300,360 100 % 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, 2017 2016 2015 Percentage of total net revenue China 71 % 78 % 77 % 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, 2017 2016 Amount % of total Amount % of total United States $ 481,638 84 % $ 111,336 55 % Singapore 92,414 16 % 78,318 39 % Rest of world 1,643 — % 11,171 6 % Total $ 575,695 100 % $ 200,825 100 % The Company's consolidated net revenues by geographic area based on ship-to location are as follows (in thousands): Years Ended December 31, 2017 2016 2015 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 372,103 89 % $ 360,325 93 % $ 274,169 91 % United States 10,829 2 % 9,181 2 % 10,819 4 % Rest of world 37,386 9 % 18,326 5 % 15,372 5 % Total $ 420,318 100 % $ 387,832 100 % $ 300,360 100 % |
Selected Quarterly Financial 38
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Year Ended December 31, 2017 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 88,841 $ 104,175 $ 113,581 $ 113,721 Gross profit $ 52,924 $ 51,104 $ 51,842 $ 52,093 Net income (loss) $ 8,463 $ 10,965 $ (9,167 ) $ (19,448 ) Net income (loss) per share: Basic $ 0.13 $ 0.17 $ (0.14 ) $ (0.29 ) Diluted $ 0.12 $ 0.16 $ (0.14 ) $ (0.29 ) Year Ended December 31, 2016 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 |
Organization and Summary of S39
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | |
Additional Details | ||||
Restricted Cash and Cash Equivalents | $ 2,500,000 | $ 1,800,000 | ||
Standard Product Warranty Accrual, Current | 900,000 | 900,000 | ||
Depreciation | 12,000,000 | $ 10,600,000 | $ 10,800,000 | |
Impairment of Intangible Assets (Excluding Goodwill) | $ 2,000,000 | |||
Number of operating segments | 1 | |||
Minimum [Member] | ||||
Additional Details | ||||
Term Of Invoice Of Distributor | 30 days | |||
Maximum [Member] | ||||
Additional Details | ||||
Term Of Invoice Of Distributor | 60 days | |||
Adjustments for New Accounting Pronouncement [Member] | ||||
Additional Details | ||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 0 | |||
Revenue from Distributors [Member] | ||||
Additional Details | ||||
Concentration Risk, Percentage | 34.00% | 19.00% | 13.00% | |
Indefinite-lived Intangible Assets [Member] | ||||
Additional Details | ||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 2,000,000 | $ 1,300,000 | $ 21,600,000 |
Organization and Summary of S40
Organization and Summary of Significant Accounting Policies AOCI Table (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Additional Details | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ 1,039 | $ (1,560) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Additional Details | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 562 | (1,615) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||
Additional Details | ||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 477 | 0 |
Available-for-sale Securities [Member] | ||
Additional Details | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ 0 | $ 55 |
Organization and Summary of S41
Organization and Summary of Significant Accounting Policies - Acquisition of Entropic Communications, Inc (Details) $ in Thousands | Apr. 30, 2015USD ($) |
Entropic Communications [Member] | |
Business Acquisition [Line Items] | |
Cash | $ 111,125 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||||||||||
Net income (loss) | $ (19,448) | $ (9,167) | $ 10,965 | $ 8,463 | $ 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | $ (9,187) | $ 61,292 | $ (42,331) |
Denominator: | |||||||||||
Weighted Average Number of Shares Outstanding, Basic | 66,252 | 63,781 | 53,378 | ||||||||
Dilutive common stock equivalents (shares) | 0 | 3,872 | 0 | ||||||||
Weighted average common shares outstanding-diluted (shares) | 66,252 | 67,653 | 53,378 | ||||||||
Net income (loss) per share: | |||||||||||
Basic (usd per share) | $ (0.29) | $ (0.14) | $ 0.17 | $ 0.13 | $ 0.13 | $ 0.15 | $ 0.36 | $ 0.33 | $ (0.14) | $ 0.96 | $ (0.79) |
Diluted (usd per share) | $ (0.29) | $ (0.14) | $ 0.16 | $ 0.12 | $ 0.12 | $ 0.14 | $ 0.33 | $ 0.31 | $ (0.14) | $ 0.91 | $ (0.79) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||
Common stock equivalents excluded from the calculation of net loss per share (shares) | 4.5 | 0.8 | 3 |
Business Combination Business C
Business Combination Business Combination - Exar (Details) - USD ($) $ / shares in Units, $ in Thousands | May 12, 2017 | Jul. 01, 2016 | Apr. 30, 2015 | Oct. 31, 2014 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||||||
Stock based compensation expense | $ 32,668 | $ 21,765 | $ 19,268 | |||||
Remaining fair value step-up included in inventory | 53,434 | 26,583 | ||||||
Contingent consideration payments | 0 | (220) | (130) | |||||
Goodwill | 237,992 | 76,015 | 49,779 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payment of Contingent Consideration | $ 860 | |||||||
Exar Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite-lived Intangible Assets Acquired | $ 232,900 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 235,810 | |||||||
Pro Forma Impairment of Intangible Assets | 0 | 1,519 | ||||||
Business Acquisition, Effective Date of Acquisition | May 12, 2017 | |||||||
Business Acquisition, Name of Acquired Entity | Exar Corporation | |||||||
Total consideration given | $ 692,727 | |||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Fair Value Mark Up On Inventory | 24,286 | |||||||
Goodwill | 159,993 | |||||||
Identifiable intangible assets | $ 249,500 | |||||||
Average useful life | 6 years | |||||||
Proceeds from Issuance of Debt | $ 416,800 | |||||||
Long-term Debt, Gross | $ 425,000 | |||||||
Business acquisition, Shares Tendered | 51,953,635 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ 11,363 | |||||||
Inventory | 48,536 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 2,288 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property and Equipment | 3,442 | |||||||
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 7,493 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 5,434 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | 12,385 | |||||||
Business Combination, Recognized Identifiable Assets and Liabilities Assumed, Accrued Expenses and Other Current Liabilities | (10,464) | |||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | (5,253) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 3,030 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 532,734 | |||||||
Business Combination, Purchase price | 692,727 | |||||||
Business Combination, Indemnification Assets, Amount as of Acquisition Date | 5,000 | 5,000 | ||||||
Business Combination, Finite and Indefinite Lived Intangible Assets Acquired | 249,500 | |||||||
Exar Corporation [Member] | Developed Technology Rights [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite-lived Intangible Assets Acquired | $ 120,900 | |||||||
Average useful life | 7 years | |||||||
Exar Corporation [Member] | Trademarks and Trade Names [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite-lived Intangible Assets Acquired | $ 12,100 | |||||||
Average useful life | 6 years | |||||||
Exar Corporation [Member] | Customer Relationships [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite-lived Intangible Assets Acquired | $ 96,300 | |||||||
Average useful life | 5 years | |||||||
Exar Corporation [Member] | Backlog [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite-lived Intangible Assets Acquired | $ 3,600 | |||||||
Average useful life | 6 months | |||||||
Exar Corporation [Member] | Stock Based Awards [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 4,613 | |||||||
Exar Corporation [Member] | Cash in lieu of equity [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Total consideration given | 12,717 | |||||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition, Effective Date of Acquisition | Jul. 1, 2016 | |||||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure backhaul business | |||||||
Total consideration given | $ 80,000 | |||||||
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 | |||||||
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% | |||||||
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 | |||||||
Physpeed [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | $ 1,600 | |||||||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payment of Contingent Consideration | (375) | (240) | ||||||
Cash [Member] | Exar Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Total consideration given | 688,114 | |||||||
Cost of Sales [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Stock based compensation expense | 332 | $ 210 | $ 213 | |||||
Cost of Sales [Member] | Exar Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Amortization of Inventory Step-Up | 24,300 | |||||||
In Process Research and Development [Member] | Exar Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Fair Value, indefinite-lived intangible assets acquired | $ 16,600 | $ 16,600 | ||||||
Common Stock [Member] | Exar Corporation [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition, Share Price | $ 13 |
Business Combination Business45
Business Combination Business Combinations (Details Textuals) - USD ($) $ in Thousands | May 12, 2017 | Apr. 04, 2017 | Jul. 01, 2016 | Apr. 28, 2016 | Oct. 31, 2014 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 237,992 | $ 76,015 | $ 49,779 | ||||||
Physpeed [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Date of Acquisition Agreement | Oct. 31, 2014 | ||||||||
Cash | $ 9,250 | ||||||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 80,000 | ||||||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure backhaul business | ||||||||
Goodwill, Purchase Accounting Adjustments | (341) | $ 0 | |||||||
Business Acquisition, Effective Date of Acquisition | Jul. 1, 2016 | ||||||||
G.hn business of Marvell [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | $ (2) | ||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 4, 2017 | ||||||||
Business Acquisition, Goodwill | $ 2,325 | ||||||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 21,000 | ||||||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure access business | ||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 28, 2016 | ||||||||
Exar Corporation [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | $ (5,253) | ||||||||
Goodwill | 159,993 | ||||||||
Total purchase consideration | $ 692,727 | ||||||||
Business Acquisition, Name of Acquired Entity | Exar Corporation | ||||||||
Business Acquisition, Effective Date of Acquisition | May 12, 2017 | ||||||||
Exar and G.hn business [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 85,730 | ||||||||
Earnings of acquiree since acquisition | 52,015 | ||||||||
Business Combination, Amortization of Intangible Assets and Inventory Step Up | 37,807 | ||||||||
Business Combination, Transaction Costs | 10,039 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Payment of Contingent Consideration | $ 860 | ||||||||
Restricted Stock Units (RSUs) [Member] | Physpeed [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | 1,600 | ||||||||
Cash [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Payment of Contingent Consideration | $ 760 | ||||||||
Deferred Revenue [Member] | Exar Corporation [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Deferred Revenue Eliminated in Acquisition Accounting | 6,079 | ||||||||
Deferred Profit [Member] | Exar Corporation [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Deferred Profit Eliminated in Acquisition Accounting | $ 4,682 |
Business Combination Business46
Business Combination Business Combination - G.hn (Details) - USD ($) $ in Thousands | Apr. 04, 2017 | Jul. 01, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 237,992 | $ 76,015 | $ 49,779 | ||
G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Effective Date of Acquisition | Apr. 4, 2017 | ||||
Finite-lived Intangible Assets Acquired | $ 12,600 | ||||
Average useful life | 4 years 8 months 12 days | ||||
Inventory | $ 2,084 | ||||
Total identifiable net assets | 18,675 | ||||
Business Combination, Purchase price | 21,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 147 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property and Equipment | 3,277 | ||||
Identifiable intangible assets | 12,600 | ||||
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 875 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 28 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | (1) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accrued Expenses | (234) | ||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Liabilities, Accrued Compensation | (2) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (99) | ||||
Business Acquisition, Goodwill | 2,325 | ||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Fair Value Mark Up On Inventory | 1,246 | ||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Effective Date of Acquisition | Jul. 1, 2016 | ||||
Developed Technology Rights [Member] | G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 7,100 | ||||
Average useful life | 7 years | ||||
Customer-Related Intangible Assets [Member] | G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 4,800 | ||||
Average useful life | 1 year 9 months 18 days | ||||
Backlog [Member] | G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 500 | ||||
Average useful life | 9 months | ||||
Noncompete Agreements [Member] | G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 200 | ||||
Average useful life | 3 years | ||||
Cost of Sales [Member] | G.hn business of Marvell [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Amortization of Inventory Step-Up | $ 1,200 |
Business Combination - Acquisit
Business Combination - Acquisition of Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Apr. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 237,992 | $ 76,015 | $ 49,779 | ||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure access business | ||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure backhaul business | ||||
Entropic Communications [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Date of Acquisition Agreement | Apr. 30, 2015 | ||||
Cash | $ 111,125 |
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, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||||||||||
Net revenue | $ 113,721 | $ 113,581 | $ 104,175 | $ 88,841 | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 420,318 | $ 387,832 | $ 300,360 |
Business Acquisition, Pro Forma Revenue | 456,822 | 499,801 | |||||||||
Net income (loss) | (19,448) | $ (9,167) | $ 10,965 | $ 8,463 | 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | $ (9,187) | $ 61,292 | $ (42,331) |
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Basic | $ 0.25 | $ (0.66) | |||||||||
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Diluted | $ 0.24 | $ (0.66) | |||||||||
Weighted Average Number of Shares Outstanding, Basic | 66,252 | 63,781 | 53,378 | ||||||||
Pro Forma Weighted Average Shares Outstanding, Diluted | 63,781 | ||||||||||
Amortization of Intangible Assets | $ 54,694 | $ 16,084 | $ 29,931 | ||||||||
Exar and G.hn business [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Transaction Costs | 10,039 | ||||||||||
Business Acquisition, Pro Forma Historical Revenue | 36,504 | 111,969 | |||||||||
Business Acquisition, Pro Forma Revenue | 456,822 | 499,801 | |||||||||
Business Combination, Proforma Amortization of Step-Up of Inventory with Life Less than 1 Year | 25,532 | ||||||||||
Earnings of acquiree since acquisition | 52,015 | ||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 85,730 | ||||||||||
Net income (loss) | (9,187) | 61,292 | |||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | (8,916) | (3,417) | |||||||||
Business Acquisition Proforma Depreciation of Property, Plant and Equipment | 1,792 | (645) | |||||||||
Business Acquisition Proforma Amortization of Intangible Assets | (8,045) | (44,075) | |||||||||
Business Acquisition Proforma Amortization of Intangible Assets | 4,100 | ||||||||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | (25,557) | (25,557) | |||||||||
Business Acquisition, Transaction Costs | $ 17,342 | $ (17,342) | 17,342 | (17,342) | |||||||
Pro-Forma Interest Expense | (2,863) | (14,120) | |||||||||
Business Acquisition, Proforma Acquisitions, Tax Provision | 1,002 | 0 | |||||||||
Net Loss | $ 16,682 | (42,345) | |||||||||
Pro Forma Weighted Average Shares Outstanding, Diluted | 69,665 | ||||||||||
Business Combination, Amortization of Intangible Assets and Inventory Step Up | $ 37,807 | ||||||||||
Exar Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Pro Forma Impairment of Intangible Assets | $ 0 | $ 1,519 | |||||||||
Amortization [Member] | Exar and G.hn business [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition Proforma Nonrecurring | 29,632 |
Restructuring Activity (Details
Restructuring Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 9,524 | $ 3,432 | $ 14,086 |
Assumed in acquisition | 70 | ||
Operating Leases, Rent Expense, Sublease Rentals | 2,100 | 1,300 | |
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 536 | ||
Restructuring charges | 9,524 | 3,432 | 14,086 |
Cash payments | (5,991) | (6,424) | |
Non-cash charges | (5,505) | 112 | |
Liability as of December 31, 2017 | 3,039 | 536 | |
Stock Based Compensation [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5,100 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | 5,100 | ||
Employee Separation Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Transfers from deferred rent | 0 | ||
Restructuring charges | 8,353 | 1,038 | 5,533 |
Assumed in acquisition | 0 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 0 | ||
Restructuring charges | 8,353 | 1,038 | 5,533 |
Cash payments | (2,984) | (1,047) | |
Non-cash charges | (5,130) | (66) | |
Liability as of December 31, 2017 | 239 | 0 | |
Lease Related Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Transfers from deferred rent | 4,405 | ||
Restructuring charges | 1,025 | 2,264 | |
Assumed in acquisition | 0 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 499 | ||
Restructuring charges | 1,025 | 2,264 | |
Cash payments | (2,861) | (4,039) | |
Non-cash charges | (375) | 244 | |
Liability as of December 31, 2017 | 2,693 | 499 | |
Facility Closing [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,025 | 2,264 | 8,163 |
Restructuring Liability Rollforward | |||
Restructuring charges | 1,025 | 2,264 | 8,163 |
Other Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Transfers from deferred rent | 0 | ||
Restructuring charges | 146 | 130 | 390 |
Assumed in acquisition | 70 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 37 | ||
Restructuring charges | 146 | 130 | 390 |
Cash payments | (146) | (1,338) | |
Non-cash charges | 0 | (66) | |
Liability as of December 31, 2017 | 107 | 37 | |
Employee Severance [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 3,200 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | $ 3,200 | ||
Entropic Communications [Member] | |||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 3,416 | ||
Liability as of December 31, 2017 | 3,416 | ||
Entropic Communications [Member] | Employee Separation Expenses [Member] | |||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 75 | ||
Liability as of December 31, 2017 | 75 | ||
Entropic Communications [Member] | Lease Related Impairment [Member] | |||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | 2,030 | ||
Liability as of December 31, 2017 | 2,030 | ||
Entropic Communications [Member] | Other Restructuring [Member] | |||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2016 | $ 1,311 | ||
Liability as of December 31, 2017 | $ 1,311 |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | |||
Impairment of Intangible Assets (Excluding Goodwill) | $ 2,000,000 | ||
Goodwill | 237,992,000 | $ 76,015,000 | $ 49,779,000 |
Goodwill, Acquired During Period | 162,318,000 | 26,236,000 | |
Goodwill impairment loss | 0 | ||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||
Goodwill [Line Items] | |||
Goodwill, Purchase Accounting Adjustments | $ (341,000) | 0 | |
Entropic Communications [Member] | |||
Goodwill [Line Items] | |||
Impairment of Intangible Assets (Excluding Goodwill) | 17,800,000 | ||
Indefinite-lived Intangible Assets [Member] | |||
Goodwill [Line Items] | |||
Impairment of Intangible Assets (Excluding Goodwill) | $ 1,300,000 | $ 21,600,000 |
Goodwill and Intangible Asset51
Goodwill and Intangible Assets Goodwill and Intangibles Other (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 68,041 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 57,191 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 56,325 | ||
2,019 | 55,542 | ||
2,020 | 38,012 | ||
Transfers into developed technology from IPR&D | 5,378 | $ 390 | |
Amortization of Intangible Assets | $ (54,694) | (16,084) | $ (29,931) |
Finite-Lived Intangible Asset, Useful Life | 6 years 1 month 6 days | ||
Intangibles assets, Gross | $ 379,631 | 103,711 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (68,986) | (21,850) | |
Finite-Lived Intangible Assets, Net | 310,645 | 81,861 | 48,155 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 35,534 | ||
Assets, Total [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible Assets, Transfer from IPRD to Developed Tech | $ 32,600 | 3,100 | |
Licensed Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years 8 months 12 days | ||
Intangibles assets, Gross | $ 2,070 | 3,311 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (575) | (2,957) | |
Finite-Lived Intangible Assets, Net | $ 1,495 | 354 | |
Developed Technology Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 6 years 10 months 24 days | ||
Intangibles assets, Gross | $ 241,561 | 77,800 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (39,252) | (13,550) | |
Finite-Lived Intangible Assets, Net | $ 202,309 | 64,250 | |
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 6 years 1 month 6 days | ||
Intangibles assets, Gross | $ 13,800 | 1,700 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (1,992) | (405) | |
Finite-Lived Intangible Assets, Net | $ 11,808 | 1,295 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 4 years 7 months 6 days | ||
Intangibles assets, Gross | $ 121,100 | 20,000 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (26,661) | (4,782) | |
Finite-Lived Intangible Assets, Net | $ 94,439 | 15,218 | |
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Intangibles assets, Gross | $ 1,100 | 900 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (506) | (156) | |
Finite-Lived Intangible Assets, Net | 594 | 744 | |
Exar and G.hn business [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | 245,500 | ||
Entropic Communications [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | 46,300 | ||
Cost of Sales [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | (25,316) | (8,512) | (4,263) |
Research and Development Expense [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | (551) | (619) | (679) |
Selling, general and administrative [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ (28,827) | $ (6,953) | $ (24,989) |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets Goodwill and Intangibles Other (Details 2) - USD ($) $ in Thousands | May 12, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Indefinite-lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 68,041 | |||
Other Indefinite-lived Intangible Assets | $ 22,400 | $ 3,200 | ||
Impairment of Intangible Assets (Excluding Goodwill) | (2,000) | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 2,000 | 1,300 | 21,600 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 57,191 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 56,325 | |||
2,019 | 55,542 | |||
2,020 | 38,012 | |||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 35,534 | |||
Finite-Lived Intangible Assets, Net | 310,645 | 81,861 | 48,155 | |
Exar Corporation [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Identifiable intangible assets | $ 249,500 | |||
Entropic Communications [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | 23,600 | |||
Entropic Communications [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Impairment of Intangible Assets (Excluding Goodwill) | (17,800) | |||
Physpeed [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Impairment of Intangible Assets (Excluding Goodwill) | (3,800) | |||
In Process Research and Development [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Intangible Assets, Transfer from IPRD to Developed Tech | (32,600) | (3,100) | ||
In Process Research and Development [Member] | Exar Corporation [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | $ 16,600 | 16,600 | ||
Indefinite-lived Intangible Assets [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Other Indefinite-lived Intangible Assets | $ 4,400 | |||
Impairment of Intangible Assets (Excluding Goodwill) | $ (1,300) | $ (21,600) |
Financial Instruments Financial
Financial Instruments Financial Instruments (Details 1) - USD ($) $ in Thousands | Dec. 31, 2017 | Nov. 03, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, Fixed Interest Rate | 4.25% | 1.74685% | |
Available-for-sale Securities, Amortized Cost Basis | $ 93,129 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | ||
Available-for-sale Securities | 93,090 | ||
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 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | ||
Available-for-sale Securities | 39,181 | ||
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 53,948 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | ||
Available-for-sale Securities | 53,909 | ||
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 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 32 | ||
Available-for-sale Securities | 27,993 | ||
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 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 7 | ||
Available-for-sale Securities | 25,916 | ||
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 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | ||
Available-for-sale Securities | 39,181 | ||
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 | ||
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 |
Financial Instruments Financi54
Financial Instruments Financial Instruments (Details 2) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | $ 0 | $ 734,000 | $ 0 |
Available-for-sale Securities, Amortized Cost Basis | 93,129,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39,000 | ||
Available-for-sale Securities | 93,090,000 | ||
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 39,181,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | ||
Available-for-sale Securities | 39,181,000 | ||
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 | 39,181,000 | ||
Available-for-sale Securities, Debt Securities, Current | 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 | ||
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 | ||
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 | ||
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 | 39,181,000 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Derivative Financial Instruments, Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 0 | ||
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 | 53,909,000 | ||
Available-for-sale Securities, Debt Securities, Current | 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 | ||
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 | 27,993,000 | ||
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 | 25,916,000 | ||
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 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Derivative Financial Instruments, Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 734,000 | ||
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 | ||
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 | 375,000 | ||
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 | ||
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 | ||
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 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Derivative Financial Instruments, Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 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 | 93,090,000 | ||
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 | 27,993,000 | ||
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 | 25,916,000 | ||
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 | 39,181,000 | ||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Derivative Financial Instruments, Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 734,000 | ||
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 | 375,000 | $ 0 | |
Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 25,923,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 7,000 | ||
Available-for-sale Securities | 25,916,000 | ||
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 | 28,025,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 32,000 | ||
Available-for-sale Securities | 27,993,000 | ||
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 | 39,181,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | ||
Available-for-sale Securities | 39,181,000 | ||
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 53,948,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39,000 | ||
Available-for-sale Securities | $ 53,909,000 | ||
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% |
Financial Instruments Financi55
Financial Instruments Financial Instruments (Details 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Oct. 31, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Net Gain (Loss) Attributable To Contingent Consideration | $ 0 | $ 220 | |
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 | 375 | ||
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 | (375) | (240) | |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 375 | 395 | |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | 0 | 220 | |
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 375 | ||
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 | $ 0 | $ 375 |
Financial Instruments Financi56
Financial Instruments Financial Instruments - Additional Information (Details 4) | 12 Months Ended | ||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($)debt_security | Dec. 31, 2015USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | $ 734,000 | $ 0 | $ 0 |
Fair Value, Liabilities, Transfers between Levels | 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 | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Earnings | $ 734,000 | $ 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% | ||
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 |
Balance Sheer Details - Cash an
Balance Sheer Details - Cash and Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||||
Cash, cash equivalents and restricted cash | $ 74,412 | $ 82,896 | $ 67,956 | $ 20,696 |
Cash and cash equivalents | 71,872 | 81,086 | ||
Short-term investments, available-for-sale | 0 | 47,918 | ||
Long-term investments, available-for-sale | 0 | 5,991 | ||
Investments and Cash | 74,412 | 136,805 | ||
Restricted Cash and Cash Equivalents, Current | 1,476 | 614 | ||
Restricted Cash and Cash Equivalents, Noncurrent | $ 1,064 | $ 1,196 |
Balance Sheet Details - Invento
Balance Sheet Details - Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Work-in-process | $ 21,823 | $ 13,947 |
Finished goods | 31,611 | 12,636 |
Inventory Total | $ 53,434 | $ 26,583 |
Balance Sheet Details - Propert
Balance Sheet Details - Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 12,000 | $ 10,600 | $ 10,800 |
Property and equipment, Gross | 66,711 | 53,463 | |
Less accumulated depreciation and amortization | (44,053) | (32,914) | |
Property and equipment, net | $ 22,658 | 20,549 | |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Property and equipment, Gross | $ 2,105 | 1,983 | |
Machinery and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 33,462 | 27,028 | |
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 | $ 11,470 | 9,153 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Property and equipment, Gross | $ 4,695 | 3,625 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, Gross | $ 14,340 | 11,635 | |
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 | $ 639 | $ 39 |
Balance Sheet Details - Intangi
Balance Sheet Details - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 6 years 1 month 6 days | ||
Intangibles assets, Gross | $ 379,631 | $ 103,711 | |
Less accumulated amortization | (68,986) | (21,850) | |
Intangible assets, net | 310,645 | 81,861 | $ 48,155 |
Intangible Assets, Net (Excluding Goodwill) | 315,045 | 104,261 | |
Amortization of Intangible Assets | $ 54,694 | 16,084 | $ 29,931 |
Licensed Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 3 years 8 months 12 days | ||
Intangibles assets, Gross | $ 2,070 | 3,311 | |
Less accumulated amortization | (575) | (2,957) | |
Intangible assets, net | $ 1,495 | 354 | |
Developed Technology Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 6 years 10 months 24 days | ||
Intangibles assets, Gross | $ 241,561 | 77,800 | |
Less accumulated amortization | (39,252) | (13,550) | |
Intangible assets, net | $ 202,309 | 64,250 | |
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 6 years 1 month 6 days | ||
Intangibles assets, Gross | $ 13,800 | 1,700 | |
Less accumulated amortization | (1,992) | (405) | |
Intangible assets, net | $ 11,808 | 1,295 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 4 years 7 months 6 days | ||
Intangibles assets, Gross | $ 121,100 | 20,000 | |
Less accumulated amortization | (26,661) | (4,782) | |
Intangible assets, net | $ 94,439 | $ 15,218 |
Balance Sheet Details - Amortiz
Balance Sheet Details - Amortization of Company's Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2,017 | $ 57,191 | ||
2,018 | 56,325 | ||
2,019 | 55,542 | ||
2,020 | 38,012 | ||
Intangibles assets, Gross | $ 310,645 | $ 81,861 | $ 48,155 |
Balance Sheet Details - Deferre
Balance Sheet Details - Deferred Revenue and Deferred Profit (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred revenue-rebates | $ 156 | $ 464 |
Deferred revenue - distributor transactions | 5,341 | 7,987 |
Deferred cost of net revenue - distributor transactions | (1,135) | (2,460) |
Deferred revenue and deferred profit | $ 4,362 | $ 5,991 |
Balance Sheet Details- Accrued
Balance Sheet Details- Accrued Price Protection Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Accrued Price Protection Rebate Activity [Roll Forward] | ||
Begining Balance | $ 15,176 | $ 20,026 |
Charged as a reduction of revenue | 46,520 | 43,931 |
Reversal of unclaimed rebates | (101) | (1,303) |
Payments | (40,024) | (47,478) |
Ending Balance | $ 21,571 | $ 15,176 |
Balance Sheet Details - Accrued
Balance Sheet Details - Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued technology license payments | $ 4,500 | $ 5,850 |
Accrued professional fees | 1,497 | 1,620 |
Accrued engineering and prod costs | 2,378 | 1,232 |
Accrued restructuring | 3,039 | 536 |
Accrued royalty | 1,206 | 846 |
Accrued leases | 1,105 | 1,560 |
Accrued customer credit | 2,667 | 1,207 |
Other | 3,914 | 3,507 |
Total | $ 20,306 | $ 16,358 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | May 12, 2024 | Oct. 15, 2020 | Sep. 30, 2017 | Dec. 31, 2017 | Nov. 03, 2017 | May 12, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||||
Long-term Debt, Maturities, Repayments of Principal after Year Five | $ 355,000 | ||||||
Derivative, Fixed Interest Rate | 4.25% | 1.74685% | |||||
Increase (Decrease) in Fair Value of Interest Rate Fair Value Hedging Instruments | $ 734 | ||||||
Incremental Loans | 160 | ||||||
Debt Instrument, Term | 7 years | ||||||
Debt Instrument, Call Feature | 1.0% soft call premium | ||||||
Repayments of Debt | $ 70,000 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.10% | ||||||
Long-term Debt, Fair Value | $ 360,000 | $ 398,500 | |||||
Debt Issuance Costs, Gross | 6,000 | ||||||
Amortization of Debt Discount (Premium) | 200 | ||||||
Amortization of Debt Issuance Costs | $ 600 | ||||||
Derivative, Maturity Date | Oct. 15, 2020 | ||||||
Debt Instrument, Interest Rate, Basis for Effective Rate | 0.046 | ||||||
Debt Instrument, Unamortized Discount | 2,100 | ||||||
Long-term Debt, Excluding Current Maturities | $ 347,609 | $ 0 | |||||
Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | base rate | ||||||
Base Rate [Member] | Applicable Margin - 1.5% [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | 0.015 | ||||||
Federal Funds Effective Swap Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | the federal funds rate, plus 0.50% | ||||||
Prime Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | prime rate | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | an adjusted LIBOR rate determined on the basis of a one- three- or six-month interest period, plus 1.0% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | an adjusted LIBOR rate, subject to a floor of 0.75% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Applicable Margin - 2.5% [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate Terms | 0.025 | ||||||
Medium-term Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 355,000 | $ 425,000 | |||||
Debt Instrument, Unamortized Discount | 1,930 | ||||||
Debt Issuance Costs, Net | (5,461) | ||||||
Long-term Debt | 347,609 | ||||||
Long-term Debt, Current Maturities | 0 | ||||||
Long-term Debt, Excluding Current Maturities | $ 347,609 | ||||||
Scenario, Forecast [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Frequency of Periodic Payment | quarterly installments | ||||||
Debt Instrument, Payment Terms | 0.0025 |
Stock-Based Compensation and 66
Stock-Based Compensation and Employee Benefit Plans - Expense by Type (Detail) - USD ($) $ in Thousands | Mar. 29, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Dual Class Sunset Class A and B Common Stock | Mar. 29, 2017 | |||
Proceeds from Stock Options Exercised | $ 7,900 | $ 3,600 | $ 8,200 | |
Stock based compensation | 32,668 | 21,765 | 19,268 | |
Cost of Sales [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation | 332 | 210 | 213 | |
Research and Development Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation | 16,190 | 14,403 | 13,205 | |
Selling, general and administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation | 11,016 | 7,152 | 5,850 | |
Restructuring Charges [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock based compensation | $ 5,130 | $ 0 | $ 0 |
Stock-Based Compensation and 67
Stock-Based Compensation and Employee Benefits Plan - Awards (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from Stock Options Exercised | $ 7.9 | $ 3.6 | $ 8.2 |
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | $ 11.9 | $ 5.7 | $ 6.1 |
Restricted Stock Unit and Restricted Stock Award [Member] | |||
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 | 3,183 | 3,670 | |
Weighted-average grant date fair value per share | $ 20.13 | $ 14.67 | |
RSUs granted in period (shares) | 1,514 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 27.11 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Period Increase (Decrease) | 250 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (1,763) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Intrinsic Value, Amount Per Share | $ 16.21 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (488) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Intrinsic Value | $ 20.36 | ||
Exar Corporation [Member] | Restricted Stock Unit and Restricted Stock Award [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 31.12 |
Stock-Based Compensation and 68
Stock-Based Compensation and Employee Benefit Plans - ESPP (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | (216,302) | ||
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Per Share Weighted Average Price of Shares Purchased | $ 19.71 | ||
Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected life (in years) | 6 months | 6 months | |
Minimum [Member] | Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | $ 6.20 | $ 5.85 | $ 2.25 |
Risk-free interest rate | 60.00% | 0.38% | 0.09% |
Expected life (in years) | 4 months 17 days | ||
Volatility | 29.56% | 49.94% | 32.65% |
Maximum [Member] | Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | $ 7.46 | $ 6.20 | $ 5.02 |
Risk-free interest rate | 1.39% | 0.60% | 0.33% |
Expected life (in years) | 6 months | ||
Volatility | 49.94% | 53.94% | 59.14% |
Stock-Based Compensation Stock-
Stock-Based Compensation Stock-Based Compensation and Employee Benefit Plans - Stock Options (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | 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, Options, Exercises in Period, Intrinsic Value | $ 6,600 | $ 6,500 | $ 16,300 |
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 | 1 year 10 months 24 days | ||
Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Expected life (in years) | 6 months | 6 months | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Employee Stock [Member] | Exar Corporation [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 31.12 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
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 | 3,069 | 3,025 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (835) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (255) | ||
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 | $ 8.95 | $ 6.78 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 9.42 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 19.50 | ||
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] | 3,025 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options | 2,613 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 8.84 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Exercise Price | $ 7.86 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 6 months 29 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 6 months 15 days | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 2 years 2 months 1 day | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 53,686 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | 53,243 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 48,548 | ||
Stock Option [Member] | Exar Corporation [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares, Period Increase (Decrease) | 1,135 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Period Increase (Decrease), Weighted Average Exercise Price | $ 17.44 | ||
Minimum [Member] | Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 60.00% | 0.38% | 0.09% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Expected life (in years) | 4 months 17 days | ||
Volatility | 29.56% | 49.94% | 32.65% |
Minimum [Member] | Employee Stock [Member] | Exar Corporation [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.29% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Expected life (in years) | 1 year 7 months 6 days | ||
Volatility | 45.39% | ||
Maximum [Member] | Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.39% | 0.60% | 0.33% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Expected life (in years) | 6 months | ||
Volatility | 49.94% | 53.94% | 59.14% |
Maximum [Member] | Employee Stock [Member] | Exar Corporation [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.99% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Expected life (in years) | 6 years | ||
Volatility | 50.32% |
Stock-Based Compensation Stock
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, 2017 | Dec. 31, 2016 | |
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 | 3,183 | 3,670 |
RSUs granted in period (shares) | 1,514 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (1,763) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (488) | |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 27.11 |
Stock-Based Compensation Stoc71
Stock-Based Compensation Stock Reserved for Future Issuance (Details) - shares | Dec. 31, 2017 | Dec. 31, 2016 |
Equity Incentive Plan [Member] | ||
Class of Stock [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 11,956,531 | |
ESPP [Member] | ||
Class of Stock [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,714,141 | |
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 | 3,183,000 | 3,670,000 |
Stock-Based Compensation and 72
Stock-Based Compensation and Employee Benefit Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Mar. 29, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 17, 2017 | Aug. 12, 2016 | May 13, 2016 | Aug. 20, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 6,600 | $ 6,500 | $ 16,300 | |||||
Common Stock, Shares, Outstanding | 67,400,000 | 0 | ||||||
Dual Class Sunset Class A and B Common Stock | Mar. 29, 2017 | |||||||
Treasury Stock, Shares, Retired | 65,445,853 | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 550,000,000 | 550,000,000 | ||||||
Preferred Stock, Shares Authorized | 25,000,000 | 25,000,000 | ||||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 6,400 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 10 months 24 days | |||||||
Stock based compensation expense | $ 32,668 | $ 21,765 | $ 19,268 | |||||
Shares issued upon settlement of bonus awards (shares) | 200,000 | 200,000 | 200,000 | 300,000 | ||||
Deferred Compensation Share-based Arrangements, Liability, Current | $ 7,100 | |||||||
Class A Common Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common Stock, Shares, Outstanding | 0 | 58,363,482 | ||||||
Treasury Stock, Shares, Retired | 58,876,053 | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 441,124,000 | 500,000,000 | ||||||
Class B Common Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common Stock, Shares, Outstanding | 0 | 6,668,380 | ||||||
Treasury Stock, Shares, Retired | 6,569,800 | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 493,430,000 | 500,000,000 | ||||||
Common Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common Stock, Shares, Outstanding | 67,400,000 | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 550,000,000 | |||||||
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 | 2,583,311 | |||||||
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 | 968,741 | |||||||
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 6 months | |||||||
Portion of equity awards that have not been vested or earned | $ 52,900 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 27.11 | |||||||
RSUs granted in period (shares) | 1,514,000 | |||||||
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 6 months 15 days | |||||||
Scenario, Adjustment [Member] | ||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 1,509,554,147 | |||||||
Scenario, Previously Reported [Member] | ||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common stock, shares authorized (shares) | 1,575,000,000 |
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule Of Income Before Income Tax Domestic And Foreign [Line Items] | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | $ 42,580 | $ 75,778 | $ (44,094) |
Income (Loss) from Continuing Operations before Income Taxes, Foreign | (76,578) | (12,088) | 1,188 |
Income (loss) before income taxes | $ (33,998) | $ 63,690 | $ (42,906) |
Income Taxes Components of Inco
Income Taxes Components of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Amount | $ 813 | $ (802) | $ 96 |
Effective Income Tax Rate Reconciliation, Tax Contingency, Amount | 1,993 | (1,204) | 600 |
Current Federal Tax Expense (Benefit) | 13,470 | 1,216 | 0 |
Current State and Local Tax Expense (Benefit) | 26 | (11) | 16 |
Current Foreign Tax Expense (Benefit) | 1,784 | 1,092 | 942 |
Current Income Tax Expense (Benefit) | 15,280 | 2,297 | 958 |
Deferred Federal Income Tax Expense (Benefit) | 19,451 | 17,492 | (13,759) |
Deferred State and Local Income Tax Expense (Benefit) | (4,668) | (8,271) | (1,034) |
Deferred Foreign Income Tax Expense (Benefit) | (3,697) | (2,459) | 126 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | 0 | (1,757) |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (51,177) | (6,661) | 14,891 |
Deferred Income Taxes Expense Benefit | $ (40,091) | $ 101 | $ (1,533) |
Income Taxes Income Tax Expense
Income Taxes Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ (11,899) | $ 22,294 | $ (14,588) |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Amount | 17 | (13) | 275 |
Effective Income Tax Rate Reconciliation, Tax Credit, Research, Amount | (8,153) | (9,076) | (2,083) |
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Amount | 23,666 | 2,888 | (62) |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Compensation Cost, Amount | (5,713) | (5,756) | 549 |
Income Tax Reconciliation Foreign Dividends | 0 | 51 | 279 |
Income tax impact to provision due to transaction costs | 553 | 749 | 1,329 |
Effective Income Tax Rate Reconciliation, Tax Contingency, Amount | 1,993 | (1,204) | 600 |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | (5) | (72) | (144) |
Current Foreign Tax Expense (Benefit) | 1,784 | 1,092 | 942 |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Amount | 813 | (802) | 96 |
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | (1,368) | 0 | 0 |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | 25,205 | 0 | 0 |
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount | 1,257 | 0 | 0 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | 0 | (1,757) |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | (51,177) | (6,661) | 14,931 |
Provision (benefit) for income taxes | $ (24,811) | $ 2,398 | $ (575) |
Income Taxes Components of Defe
Income Taxes Components of Deferred Income Tax Asset (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation Allowance [Line Items] | |||
Current Federal Tax Expense (Benefit) | $ 13,470 | $ 1,216 | $ 0 |
Deferred Tax Assets, Operating Loss Carryforwards | 77,355 | 19,524 | |
Deferred Tax Assets, Tax Credit Carryforwards, Research | 69,668 | 58,170 | |
Deferred Tax Assets, Other | 10,506 | 13,387 | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 2,444 | 2,073 | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 2,659 | 3,451 | |
Deferred Tax Assets, Goodwill and Intangible Assets | 0 | 8,575 | |
Deferred Tax Assets, Gross | 162,632 | 105,180 | |
Deferred Tax Assets, Valuation Allowance | (84,560) | (100,284) | |
Deferred Tax Assets, Net of Valuation Allowance | 78,072 | 4,896 | |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Amount | 17 | (13) | 275 |
Deferred Tax Liabilities, Other Finite-Lived Assets | (1,777) | (2,202) | |
Deferred Tax Liabilities, Intangible Assets | (35,981) | 0 | |
Deferred Tax Liabilities, Undistributed Foreign Earnings | (436) | (2,909) | |
Deferred Tax Liabilities, Net | 39,878 | ||
Deferred Tax Assets, Net | (215) | ||
Current State and Local Tax Expense (Benefit) | 26 | (11) | 16 |
Current Foreign Tax Expense (Benefit) | 1,784 | 1,092 | 942 |
Current Income Tax Expense (Benefit) | 15,280 | 2,297 | 958 |
Deferred Federal Income Tax Expense (Benefit) | 19,451 | 17,492 | (13,759) |
Deferred State and Local Income Tax Expense (Benefit) | (4,668) | (8,271) | (1,034) |
Deferred Foreign Income Tax Expense (Benefit) | (3,697) | (2,459) | 126 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | 0 | 1,757 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 51,177 | 6,661 | (14,891) |
Deferred Income Taxes Expense Benefit | (40,091) | 101 | (1,533) |
Income tax provision (benefit) | (24,811) | $ 2,398 | $ (575) |
Foreign Tax Authority [Member] | |||
Valuation Allowance [Line Items] | |||
Deferred Tax Assets, Other Tax Carryforwards | $ 22,000 |
Income Taxes Unrecognized tax e
Income Taxes Unrecognized tax expense (benefit) roll forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions | $ 3,037 | $ 2,025 | $ 2,585 | |
Unrecognized Tax Benefits, Increase Resulting from Acquisition | 37,090 | 13,733 | ||
Unrecognized Tax Benefits | 63,100 | 23,417 | 26,053 | $ 10,808 |
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions | 458 | $ 4,661 | $ (1,073) | |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 50,600 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2018 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||||||
Open Tax Year | 2,014 | 2,013 | 2,010 | |||||
Unrecognized Tax Benefits | $ 10,808 | $ 63,100 | $ 23,417 | $ 26,053 | ||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 51,177 | 6,661 | (14,891) | |||||
Income tax provision (benefit) | (24,811) | 2,398 | (575) | |||||
Deferred Tax Assets, Valuation Allowance | 84,560 | 100,284 | ||||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | (51,177) | (6,661) | 14,931 | |||||
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | 0 | $ 1,757 | |||||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 50,600 | |||||||
Income Tax Examination, Penalties and Interest Accrued | 1,600 | |||||||
Foreign Tax Authority [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Operating Loss Carryforwards | 88,100 | |||||||
Tax Credit Carryforward, Amount | 5,200 | |||||||
Tax Credit Carryforward, Expiration Date | Dec. 31, 2018 | |||||||
Deferred Tax Assets, Other Tax Carryforwards | 22,000 | |||||||
State and Local Jurisdiction [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Operating Loss Carryforwards | 106,300 | |||||||
Tax Credit Carryforward, Amount | 81,400 | |||||||
Domestic Tax Authority [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Operating Loss Carryforwards | 301,700 | |||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 51,200 | |||||||
Tax Credit Carryforward, Amount | 31,800 | |||||||
Tax Credit Carryforward, Expiration Date | Dec. 31, 2023 | |||||||
Federal Alternative Minimum Tax Credit Carryforward | $ 1,400 | |||||||
Deferred Tax Assets, Valuation Allowance | $ 61,600 | |||||||
Maximum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |||||||
Minimum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||||||
Deemed Repatriation Transition Tax [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | $ 800 | |||||||
Reduction of Federal Tax Rate [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Increase (Decrease) in Deferred Income Taxes | 15,700 | |||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 8,700 | |||||||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $ 15,700 |
Income Taxes Provisional Amount
Income Taxes Provisional Amounts Disclosures Related to Tax Cuts and Jobs Act (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Reduction of Federal Tax Rate [Member] | |
Income Taxes, Provisional Items [Line Items] | |
Increase (Decrease) in Deferred Income Taxes | $ 15.7 |
Deemed Repatriation Transition Tax [Member] | |
Income Taxes, Provisional Items [Line Items] | |
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | $ 0.8 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies-Additional Details (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Lease expiration date | Dec. 31, 2023 | ||
Operating Leases | |||
2,018 | $ 9,155 | ||
2,017 | 9,117 | ||
2,018 | 9,285 | ||
2,019 | 9,146 | ||
2,020 | 5,003 | ||
Thereafter | 758 | ||
Total minimum payments: | 42,464 | ||
Other Obligations | |||
2,018 | 7,758 | ||
2,017 | 7,761 | ||
2,018 | 3,781 | ||
2,019 | 30 | ||
2,020 | 0 | ||
Thereafter | 0 | ||
Total minimum payments: | 19,330 | ||
Future Minimum Payments, Due Thereafter | 758 | ||
Future Minimum Payments, Due in Five Years | 5,003 | ||
Future Minimum Payments, Due in Four Years | 9,176 | ||
Future Minimum Payments, Due in Three Years | 13,066 | ||
Future Minimum Payments, Due in Two Years | 16,878 | ||
Future Minimum Payments, Remainder of Fiscal Year | 51,892 | ||
Recorded Unconditional Purchase Obligation [Line Items] | |||
Operating Leases, Income Statement, Sublease Revenue | 2,100 | $ 1,300 | $ 0 |
Operating Leases, Rent Expense, Net | 4,200 | 2,900 | 2,400 |
Inventory Purchase Obligations | |||
Lease Incentive for Leasehold Improvements | 0 | $ 61 | $ 4,255 |
Future Minimum Payments, Due | 96,773 | ||
Inventories [Member] | |||
Inventory Purchase Obligations | |||
2,018 | 34,979 | ||
2,017 | 0 | ||
2,018 | 0 | ||
2,019 | 0 | ||
2,020 | 0 | ||
Thereafter | 0 | ||
Total minimum payments: | $ 34,979 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) | May 16, 2014USD ($)claim | Jan. 08, 2014patent | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | May 12, 2017USD ($) |
Loss Contingencies [Line Items] | ||||||
Operating Leases, Future Sublease Income, Remainder of Fiscal Year | $ 2,875,000 | |||||
Operating Leases, Future Sublease Income, Due in Two Years | 3,604,000 | |||||
Operating Leases, Future Sublease Income, Due in Three Years | 4,088,000 | |||||
Operating Leases, Future Sublease Income, Due in Four Years | 4,152,000 | |||||
Operating Leases, Future Sublease Income, Due in Five Years | 879,000 | |||||
Operating Leases, Future Sublease Income, Due Thereafter | 352,000 | |||||
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | 15,950,000 | |||||
2,018 | 9,155,000 | |||||
2,017 | 9,117,000 | |||||
2,018 | 9,285,000 | |||||
2,019 | 9,146,000 | |||||
2,020 | 5,003,000 | |||||
Thereafter | $ 758,000 | |||||
CrestaTech Technology Corporation v. MaxLinear, Inc. [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Patents allegedly infringed upon | 3 | 2 | ||||
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 | |||||
Exar Corporation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Business Combination, Indemnification Assets, Amount as of Acquisition Date | $ 5,000,000 | $ 5,000,000 | ||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | 13,600,000 | |||||
Indemnification Agreement [Member] | Exar Corporation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | 136,000,000 | |||||
Representations and Warranties [Member] | Exar Corporation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | 34,000,000 | |||||
Intellectual Property [Member] | Exar Corporation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Business Combination, Indemnification Assets, Range of Outcomes, Value, High | $ 34,000,000 |
Commitments and Contingencies S
Commitments and Contingencies Sublease Income, Leased Facilities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating Leases, Income Statement, Sublease Revenue | $ 2.1 | $ 1.3 | $ 0 |
Significant Customer and Geog83
Significant Customer and Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Concentration Risk [Line Items] | |||||||||||
Long lived assets | $ 575,695 | $ 200,825 | |||||||||
Long-lived Assets by Geographic Areas [Table Text Block] | 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, 2017 2016 Amount % of total Amount % of total United States $ 481,638 84 % $ 111,336 55 % Singapore 92,414 16 % 78,318 39 % Rest of world 1,643 — % 11,171 6 % Total $ 575,695 100 % $ 200,825 100 % | ||||||||||
Net revenue | $ 113,721 | $ 113,581 | $ 104,175 | $ 88,841 | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 420,318 | 387,832 | $ 300,360 |
Asia [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Net revenue | 372,103 | 360,325 | 274,169 | ||||||||
UNITED STATES | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | 481,638 | 111,336 | |||||||||
Net revenue | 10,829 | 9,181 | 10,819 | ||||||||
Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | 1,643 | 11,171 | |||||||||
Net revenue | 37,386 | 18,326 | $ 15,372 | ||||||||
SINGAPORE | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | $ 92,414 | $ 78,318 | |||||||||
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 | 0.84 | 0.55 | |||||||||
Long lived assets [Member] | Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 0 | 0.06 | |||||||||
Long lived assets [Member] | SINGAPORE | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 0.16 | 0.39 | |||||||||
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 | 89.00% | 93.00% | 91.00% | ||||||||
Net Revenue [Member] | UNITED STATES | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 2.00% | 2.00% | 4.00% | ||||||||
Net Revenue [Member] | Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 9.00% | 5.00% | 5.00% | ||||||||
Accounts Receivable [Member] | Customer C [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 17.00% | 17.00% | |||||||||
Accounts Receivable [Member] | Customer E [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 12.00% | ||||||||||
Accounts Receivable [Member] | Customer D [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 10.00% | 15.00% | |||||||||
Customer Concentration Risk [Member] | Net Revenue [Member] | Customer A [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 25.00% | 27.00% | 28.00% | ||||||||
Customer Concentration Risk [Member] | Net Revenue [Member] | Customer B [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 | 71.00% | 78.00% | 77.00% | ||||||||
Supplier Concentration Risk [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 15.00% | 11.00% | 11.00% | ||||||||
Supplier Concentration Risk [Member] | Vendor A [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 21.00% | 16.00% | 12.00% | ||||||||
Supplier Concentration Risk [Member] | Vendor B [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 16.00% | 13.00% | 14.00% | ||||||||
Supplier Concentration Risk [Member] | Vendor D [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 14.00% | 11.00% | 11.00% | ||||||||
Supplier Concentration Risk [Member] | Vendor E [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 11.00% | 18.00% | 22.00% | ||||||||
Supplier Concentration Risk [Member] | Vendor F [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Percentage | 12.00% | 11.00% |
Selected Quarterly Financial 84
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 113,721 | $ 113,581 | $ 104,175 | $ 88,841 | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 420,318 | $ 387,832 | $ 300,360 |
Gross profit | 52,093 | 51,842 | 51,104 | 52,924 | 50,403 | 55,504 | 62,913 | 61,170 | 207,963 | 229,990 | 155,423 |
Net income (loss) | $ (19,448) | $ (9,167) | $ 10,965 | $ 8,463 | $ 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | $ (9,187) | $ 61,292 | $ (42,331) |
Basic | $ (0.29) | $ (0.14) | $ 0.17 | $ 0.13 | $ 0.13 | $ 0.15 | $ 0.36 | $ 0.33 | $ (0.14) | $ 0.96 | $ (0.79) |
Diluted | $ (0.29) | $ (0.14) | $ 0.16 | $ 0.12 | $ 0.12 | $ 0.14 | $ 0.33 | $ 0.31 | $ (0.14) | $ 0.91 | $ (0.79) |
Item 15 (Details)
Item 15 (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts [Member] | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Valuation Allowances and Reserves, Balance | $ 73 | $ 87 | $ 236 | $ 57 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | 133 | 87 | 179 | |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 27 | 0 | 0 | |
Valuation Allowances and Reserves, Deductions | (174) | (236) | 0 | |
Warranty Reserves [Member] | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Valuation Allowances and Reserves, Balance | 941 | 860 | 157 | 60 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | 492 | 335 | 193 | |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 122 | 489 | 37 | |
Valuation Allowances and Reserves, Deductions | (533) | (121) | (133) | |
Valuation Allowance of Deferred Tax Assets [Member] | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Valuation Allowances and Reserves, Balance | 84,561 | 100,284 | 98,535 | $ 29,399 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | (50,881) | 0 | 69,136 | |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 35,158 | 8,410 | 0 | |
Valuation Allowances and Reserves, Deductions | $ 0 | $ (6,661) | $ 0 |