Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 27, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | XPERI HOLDING CORPORATION | |
Trading Symbol | XPER | |
Entity Central Index Key | 0001803696 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 104,530,342 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-39304 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-4734590 | |
Entity Address, Address Line One | 3025 Orchard Parkway | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95134 | |
City Area Code | 408 | |
Local Phone Number | 321-6000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Security12b Title | Common Stock (par value $0.001 per share) | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue: | ||||
Total revenue | $ 219,379 | $ 202,797 | $ 663,247 | $ 458,093 |
Operating expenses: | ||||
Research, development and other related costs | 58,766 | 57,731 | 168,369 | 124,565 |
Selling, general and administrative | 62,627 | 63,785 | 197,754 | 168,586 |
Depreciation expense | 6,796 | 6,753 | 17,994 | 11,815 |
Amortization expense | 52,388 | 50,894 | 156,825 | 105,447 |
Litigation expense | 2,327 | 8,527 | 7,162 | 14,501 |
Total operating expenses | 215,453 | 221,760 | 635,668 | 470,248 |
Operating income (loss) | 3,926 | (18,963) | 27,579 | (12,155) |
Interest expense | (8,532) | (13,393) | (30,400) | (24,602) |
Other income and expense, net | 927 | 2,305 | 2,916 | 3,448 |
Loss on debt extinguishment | (8,012) | (8,300) | ||
Loss before taxes | (3,679) | (30,051) | (7,917) | (41,609) |
Provision for (benefit from) income taxes | 42,698 | 482 | 35,807 | (6,761) |
Net loss | (46,377) | (30,533) | (43,724) | (34,848) |
Less: net loss attributable to noncontrolling interest | (1,310) | (781) | (2,826) | (1,819) |
Net loss attributable to the Company | $ (45,067) | $ (29,752) | $ (40,898) | $ (33,029) |
Loss per share attributable to the Company: | ||||
Basic | $ (0.43) | $ (0.28) | $ (0.39) | $ (0.44) |
Diluted | $ (0.43) | $ (0.28) | $ (0.39) | $ (0.44) |
Weighted average number of shares used in per share calculations-basic | 104,849 | 107,499 | 104,898 | 75,441 |
Weighted average number of shares used in per share calculations-diluted | 104,849 | 107,499 | 104,898 | 75,441 |
Licensing, Services and Software | ||||
Revenue: | ||||
Total revenue | $ 214,558 | $ 195,319 | $ 651,075 | $ 448,802 |
Operating expenses: | ||||
Cost of revenue, excluding depreciation and amortization of intangible assets | 26,043 | 21,854 | 69,875 | 31,646 |
Hardware | ||||
Revenue: | ||||
Total revenue | 4,821 | 7,478 | 12,172 | 9,291 |
Operating expenses: | ||||
Cost of revenue, excluding depreciation and amortization of intangible assets | $ 6,506 | $ 12,216 | $ 17,689 | $ 13,688 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (46,377) | $ (30,533) | $ (43,724) | $ (34,848) |
Other comprehensive income (loss), net of tax: | ||||
Change in foreign currency translation adjustment | (598) | 740 | (1,563) | 895 |
Net unrealized gain (loss) on available-for-sale debt securities | 2 | (91) | 2 | (23) |
Other comprehensive income (loss), net of tax | (596) | 649 | (1,561) | 872 |
Comprehensive loss | (46,973) | (29,884) | (45,285) | (33,976) |
Less: comprehensive loss attributable to noncontrolling interest | (1,310) | (781) | (2,826) | (1,819) |
Comprehensive loss attributable to the Company | $ (45,663) | $ (29,103) | $ (42,459) | $ (32,157) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 165,438 | $ 170,188 |
Available-for-sale debt securities | 71,863 | 86,947 |
Accounts receivable, net of allowance for credit losses of $3,377 and $7,336, respectively | 130,291 | 115,975 |
Unbilled contracts receivable, net of allowance for credit losses of $2,564 and $2,231, respectively | 103,277 | 132,431 |
Other current assets | 47,838 | 40,763 |
Total current assets | 518,707 | 546,304 |
Long-term unbilled contracts receivable | 4,653 | 6,761 |
Property and equipment, net | 61,265 | 63,207 |
Operating lease right-of-use assets | 70,858 | 80,226 |
Intangible assets, net | 864,485 | 1,004,379 |
Goodwill | 851,088 | 847,029 |
Other long-term assets | 153,486 | 153,270 |
Total assets | 2,524,542 | 2,701,176 |
Current liabilities: | ||
Accounts payable | 16,081 | 13,045 |
Accrued legal fees | 3,582 | 5,783 |
Accrued liabilities | 108,934 | 129,035 |
Current portion of long-term debt, net | 36,037 | 43,689 |
Deferred revenue | 43,989 | 33,119 |
Total current liabilities | 208,623 | 224,671 |
Deferred revenue, less current portion | 28,601 | 39,775 |
Long-term deferred tax liabilities | 19,181 | 24,754 |
Long-term debt, net | 738,438 | 795,661 |
Noncurrent operating lease liabilities | 57,124 | 66,243 |
Other long-term liabilities | 101,421 | 98,953 |
Total liabilities | 1,153,388 | 1,250,057 |
Commitments and contingencies (Note 15) | ||
Company stockholders’ equity: | ||
Preferred stock: $0.001 par value; (2021: authorized 15,000 shares; 2020: authorized 15,000 shares; and no shares issued and outstanding) | ||
Common stock: $0.001 par value; (2021: authorized 350,000 shares, issued 113,395 shares, outstanding 104,508 shares; 2020: authorized 350,000 shares, issued 110,182, outstanding 104,775 shares) | 113 | 110 |
Additional paid-in capital | 1,324,763 | 1,268,471 |
Treasury stock at cost (2021: 8,887 shares; 2020: 5,407 shares) | (152,453) | (77,218) |
Accumulated other comprehensive income (loss) | (297) | 1,264 |
Retained earnings | 207,600 | 264,250 |
Total Company stockholders’ equity | 1,379,726 | 1,456,877 |
Noncontrolling interest | (8,572) | (5,758) |
Total equity | 1,371,154 | 1,451,119 |
Total liabilities and equity | $ 2,524,542 | $ 2,701,176 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable allowance for credit losses | $ 3,377 | $ 7,336 |
Unbilled contracts receivable allowance for credit losses | $ 2,564 | $ 2,231 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 350,000,000 | 350,000,000 |
Common stock, shares issued (in shares) | 113,395,000 | 110,182,000 |
Common stock, shares outstanding (in shares) | 104,508,000 | 104,775,000 |
Treasury stock, shares (in shares) | 8,887,000 | 5,407,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||||
Net loss | $ (46,377) | $ (30,533) | $ (43,724) | $ (34,848) | |
Adjustments to reconcile net loss to net cash from operating activities: | |||||
Depreciation of property and equipment | 6,796 | 6,753 | 17,994 | 11,815 | |
Amortization of intangible assets | 52,388 | 50,894 | 156,825 | 105,447 | |
Stock-based compensation expense | 42,468 | 26,614 | |||
Deferred income taxes | (7,092) | (28,158) | |||
Loss on debt extinguishment | 8,012 | 8,300 | |||
Patent assets received in lieu of cash | (8,787) | 0 | |||
Other | 8,474 | 8,635 | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | (14,327) | 14,982 | |||
Unbilled contracts receivable | 30,708 | 37,874 | |||
Other assets | (3,956) | (21,793) | |||
Accounts payable | 3,036 | 921 | |||
Accrued and other liabilities | (23,414) | (6,471) | |||
Deferred revenue | (304) | 6,115 | |||
Net cash from operating activities | 165,913 | 129,433 | |||
Cash flows from investing activities: | |||||
Purchases of property and equipment | (8,298) | (2,975) | |||
Proceeds from sale of property and equipment | 19 | 0 | |||
Net cash received (paid) for mergers and acquisitions | (17,400) | 117,424 | |||
Purchases of intangible assets | (119) | (692) | |||
Purchases of short-term investments | (65,446) | (68,093) | |||
Proceeds from sales of investments | 46,248 | 7,189 | |||
Proceeds from maturities of investments | 33,436 | 19,683 | |||
Net cash from investing activities | (11,560) | 72,536 | |||
Cash flows from financing activities: | |||||
Dividends paid | (15,752) | (25,579) | |||
Repayment of debt | (73,923) | (357,125) | |||
Debt refinancing costs | (6,843) | 0 | |||
Proceeds from debt, net of debt discount and issuance costs | 0 | 1,010,286 | |||
Repayment of assumed debt from merger transaction | 0 | (734,609) | |||
Proceeds from employee stock purchase program and exercise of stock options | 13,839 | 4,765 | |||
Repurchases of common stock | (75,235) | (59,291) | |||
Net cash from financing activities | (157,914) | (161,553) | |||
Effect of exchange rate changes on cash and cash equivalents | (1,189) | 758 | |||
Net increase (decrease) in cash and cash equivalents | (4,750) | 41,174 | |||
Cash and cash equivalents at beginning of period | 170,188 | 74,551 | $ 74,551 | ||
Cash and cash equivalents at end of period | $ 165,438 | $ 115,725 | 165,438 | 115,725 | $ 170,188 |
Supplemental disclosure of cash flow information: | |||||
Interest paid | 25,030 | 20,372 | |||
Income taxes paid, net of refunds | 22,151 | 30,647 | |||
Stock issued in merger transaction | $ 0 | $ 828,334 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Noncontrolling Interest |
Beginning balance at Dec. 31, 2019 | $ 545,100 | $ 64 | $ 768,284 | $ (368,701) | $ (53) | $ 148,317 | $ (2,811) |
Beginning balance (in shares) at Dec. 31, 2019 | 49,620 | 14,002 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of subsidiary shares to noncontrolling interest | (23) | 23 | |||||
Net loss | (34,848) | (33,029) | (1,819) | ||||
Other comprehensive income (loss) | 872 | 872 | |||||
Cash dividends paid on common stock | (25,579) | (25,579) | |||||
Issuance of common stock in connection with employee stock purchase plan | 4,763 | 4,763 | |||||
Issuance of common stock in connection with employee stock purchase plan, (in shares) | 355 | ||||||
Issuance of restricted stock, net of shares canceled | 2 | $ 2 | |||||
Issuance of restricted stock, net of shares canceled (in shares) | 1,929 | ||||||
Repurchases of common stock, shares exchanged | (9,206) | $ (9,206) | |||||
Repurchases of common stock, shares exchanged (in shares) | (602) | 602 | |||||
Repurchases of common stock | (50,085) | $ (50,085) | |||||
Repurchases of common stock, (in shares) | (3,910) | 3,910 | |||||
Common stock issued in merger transaction | 828,334 | $ 58 | 828,276 | ||||
Common stock issued in merger transaction (in shares) | 58,300 | ||||||
Retirement of treasury stock | $ (14) | (372,058) | $ 372,072 | ||||
Retirement of treasury stock (in shares) | (14,186) | ||||||
Stock-based compensation expense | 26,614 | 26,614 | |||||
Ending balance at Sep. 30, 2020 | 1,285,967 | $ 110 | 1,255,856 | $ (55,920) | 819 | 89,709 | (4,607) |
Ending balance (in shares) at Sep. 30, 2020 | 105,692 | 4,328 | |||||
Beginning balance at Dec. 31, 2019 | 545,100 | $ 64 | 768,284 | $ (368,701) | (53) | 148,317 | (2,811) |
Beginning balance (in shares) at Dec. 31, 2019 | 49,620 | 14,002 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Repurchases of common stock | $ (70,100) | ||||||
Repurchases of common stock, (in shares) | (4,900) | ||||||
Ending balance at Dec. 31, 2020 | $ 1,451,119 | $ 110 | 1,268,471 | $ (77,218) | 1,264 | 264,250 | (5,758) |
Ending balance (in shares) at Dec. 31, 2020 | 104,775 | 5,407 | |||||
Beginning balance at Jun. 30, 2020 | 1,349,467 | $ 109 | 1,245,717 | $ (17,572) | 170 | 124,887 | (3,844) |
Beginning balance (in shares) at Jun. 30, 2020 | 108,148 | 1,277 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of subsidiary shares to noncontrolling interest | (18) | 18 | |||||
Net loss | (30,533) | (29,752) | (781) | ||||
Other comprehensive income (loss) | 649 | 649 | |||||
Cash dividends paid on common stock | (5,426) | (5,426) | |||||
Issuance of restricted stock, net of shares canceled | 1 | $ 1 | |||||
Issuance of restricted stock, net of shares canceled (in shares) | 595 | ||||||
Repurchases of common stock, shares exchanged | (3,262) | $ (3,262) | |||||
Repurchases of common stock, shares exchanged (in shares) | (219) | 219 | |||||
Repurchases of common stock | (35,086) | $ (35,086) | |||||
Repurchases of common stock, (in shares) | (2,832) | 2,832 | |||||
Stock-based compensation expense | 10,157 | 10,157 | |||||
Ending balance at Sep. 30, 2020 | 1,285,967 | $ 110 | 1,255,856 | $ (55,920) | 819 | 89,709 | (4,607) |
Ending balance (in shares) at Sep. 30, 2020 | 105,692 | 4,328 | |||||
Beginning balance at Dec. 31, 2020 | 1,451,119 | $ 110 | 1,268,471 | $ (77,218) | 1,264 | 264,250 | (5,758) |
Beginning balance (in shares) at Dec. 31, 2020 | 104,775 | 5,407 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of subsidiary shares to noncontrolling interest | (12) | 12 | |||||
Net loss | (43,724) | (40,898) | (2,826) | ||||
Other comprehensive income (loss) | (1,561) | (1,561) | |||||
Cash dividends paid on common stock | (15,752) | (15,752) | |||||
Issuance of common stock in connection with exercise of stock options | 779 | 779 | |||||
Issuance of common stock in connection with exercise of stock options (in shares) | 39 | ||||||
Issuance of common stock in connection with employee stock purchase plan | 13,058 | $ 1 | 13,057 | ||||
Issuance of common stock in connection with employee stock purchase plan, (in shares) | 1,237 | ||||||
Issuance of restricted stock, net of shares canceled | 2 | $ 2 | |||||
Issuance of restricted stock, net of shares canceled (in shares) | 1,937 | ||||||
Repurchases of common stock, shares exchanged | (15,417) | $ (15,417) | |||||
Repurchases of common stock, shares exchanged (in shares) | (726) | 726 | |||||
Repurchases of common stock | (59,818) | $ (59,818) | |||||
Repurchases of common stock, (in shares) | (2,754) | 2,754 | |||||
Stock-based compensation expense | 42,468 | 42,468 | |||||
Ending balance at Sep. 30, 2021 | 1,371,154 | $ 113 | 1,324,763 | $ (152,453) | (297) | 207,600 | (8,572) |
Ending balance (in shares) at Sep. 30, 2021 | 104,508 | 8,887 | |||||
Beginning balance at Jun. 30, 2021 | 1,434,270 | $ 112 | 1,303,768 | $ (120,542) | 299 | 257,905 | (7,272) |
Beginning balance (in shares) at Jun. 30, 2021 | 104,578 | 7,324 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of subsidiary shares to noncontrolling interest | (10) | 10 | |||||
Net loss | (46,377) | (45,067) | (1,310) | ||||
Other comprehensive income (loss) | (596) | (596) | |||||
Cash dividends paid on common stock | (5,238) | (5,238) | |||||
Issuance of common stock in connection with exercise of stock options | 19 | 19 | |||||
Issuance of common stock in connection with exercise of stock options (in shares) | 1 | ||||||
Issuance of common stock in connection with employee stock purchase plan | 6,572 | 6,572 | |||||
Issuance of common stock in connection with employee stock purchase plan, (in shares) | 604 | ||||||
Issuance of restricted stock, net of shares canceled | 1 | $ 1 | |||||
Issuance of restricted stock, net of shares canceled (in shares) | 888 | ||||||
Repurchases of common stock, shares exchanged | (7,073) | $ (7,073) | |||||
Repurchases of common stock, shares exchanged (in shares) | (334) | 334 | |||||
Repurchases of common stock | (24,838) | $ (24,838) | |||||
Repurchases of common stock, (in shares) | (1,229) | 1,229 | |||||
Stock-based compensation expense | 14,414 | 14,414 | |||||
Ending balance at Sep. 30, 2021 | $ 1,371,154 | $ 113 | $ 1,324,763 | $ (152,453) | $ (297) | $ 207,600 | $ (8,572) |
Ending balance (in shares) at Sep. 30, 2021 | 104,508 | 8,887 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Parenthetical) (Unaudited) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement Of Stockholders Equity [Abstract] | ||||
Cash dividends paid on common stock, price per share | $ 0.05 | $ 0.05 | $ 0.15 | $ 0.45 |
The Company and Basis of Presen
The Company and Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
The Company and Basis of Presentation | NOTE 1 – THE COMPANY AND BASIS OF PRESENTATION On December 18, 2019, Xperi Corporation (“Xperi”) entered into an Agreement and Plan of Merger and Reorganization with TiVo Corporation (“TiVo”) to combine in an all-stock merger of equals transaction (the “Mergers”). Immediately following the consummation of the Mergers on June 1, 2020, (the “Merger Date”), Xperi Holding Corporation (the “Company”), a Delaware corporation founded in December 2019 under the name “XRAY-TWOLF HoldCo Corporation,” became the parent company of both Xperi and TiVo. The common stock of Xperi and TiVo were de-registered after completion of the Mergers. On June 2, 2020, Xperi Holding Corporation’s common stock, par value $0.001 per share, commenced trading on the Nasdaq Global Select Market (“Nasdaq”) under the ticker symbol “XPER.” Xperi was determined to be the accounting acquirer in the Mergers. As a result, the historical financial statements of Xperi for periods prior to the Mergers are considered to be the historical financial statements of Xperi Holding Corporation. As used herein, the “Company” refers to Xperi when referring to periods prior to June 1, 2020 and to Xperi Holding Corporation when referring to periods subsequent to June 1, 2020. The Company’s results of operations include the operations of TiVo after June 1, 2020, and TiVo’s assets and liabilities were recorded at their estimated fair values in the Company’s Condensed Consolidated Balance Sheets as of June 1, 2020 Xperi Holding Corporation is a leading consumer and entertainment product/solutions licensing company and one of the industry’s largest intellectual property (IP) licensing platforms, with a diverse portfolio of media and semiconductor intellectual property and more than 11,000 patents and patent applications worldwide. The Company invents, develops, and delivers technologies that enable extraordinary experiences. The Company’s technologies, delivered via its brands (DTS, HD Radio, IMAX Enhanced, Invensas, and TiVo), and by its subsidiary, Perceive Corporation, make entertainment more entertaining, and smart devices smarter. The Company’s technologies are integrated into billions of consumer devices, media platforms, and semiconductors worldwide, driving increased value for customers, partners and consumers. The Company shapes how millions of consumers access and experience entertainment content, and the Company’s innovations are found in billions of devices and hundreds of millions of interfaces around the globe. The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The amounts as of December 31, 2020 have been derived from the Company’s annual audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2020, filed on February 26, 2021 (the “Form 10-K”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary (consisting of normal recurring adjustments) to state fairly the financial position of the Company and its results of operations and cash flows as of and for the periods presented. These financial statements should be read in conjunction with the annual audited financial statements and notes thereto as of and for the year ended December 31, 2020, included in the Form 10-K. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2021 or any future period and the Company makes no representations related thereto. In the fourth quarter of 2018, the Company funded a new subsidiary, Perceive Corporation (“Perceive”), which was created to focus on delivering edge inference solutions. As of September 30, 2021, the Company’s ownership interest in Perceive was approximately 80%. The operating results of Perceive have been consolidated in the Company’s condensed consolidated financial statements for all periods presented. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no significant changes in the Company’s significant accounting policies during the nine months ended September 30, 2021, as compared to the significant accounting policies described in the Form 10-K. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The accounting estimates and assumptions that require management’s most significant, challenging, and subjective judgment include the estimation of licensees’ quarterly royalties prior to receiving the royalty reports, the determination of stand-alone selling price and the transaction price in an arrangement with multiple performance obligations, the estimation of variable consideration, judgment used to estimate the progress toward completion in the Company’s engineering services, the collectability of accounts receivable, other intangible assets and investments, the assessment of the recoverability of goodwill, the assessment of useful lives and recoverability of other intangible assets and long-lived assets, recognition and measurement of current and deferred income tax assets and liabilities, the assessment of unrecognized tax benefits, and purchase accounting resulting from business combinations, among others. Actual results experienced by the Company may differ from management’s estimates. The COVID-19 pandemic has resulted in a global slowdown of economic activity which has reduced demand for a broad variety of goods and services, while disrupting sales channels, marketing activities and supply chains. The Company’s business operations have been negatively impacted by the COVID-19 pandemic and related events, and the Company expects this disruption may continue to have a negative impact on its revenue and results of operations, especially in light of the spread of the highly contagious Delta variant. The full extent of the future impact of the COVID-19 pandemic on the Company’s operational and financial performance is currently uncertain and will depend on many factors outside the Company’s control, including, without limitation, the timing, extent, trajectory and duration of the pandemic; the availability, distribution and effectiveness of vaccines; the spread of new variants of COVID-19; the continued or renewed imposition of protective public safety measures; the continuing disruption of the global supply chain affecting the Company’s industry; and the impact of the pandemic on the global economy and demand for consumer products. The impact of the COVID-19 pandemic and related events, including actions taken by various government authorities in response, have increased market volatility and make the estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes more difficult. As of the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance that would require it to update its estimates, judgments or revise the carrying value of its assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued The adoption did not have an impact on the Company’s consolidated financial Recent Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | NOTE 3 – REVENUE Revenue Recognition General Revenue is recognized when control of the promised goods or services is transferred to a customer in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services, which may include various combinations of goods and services which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of sales taxes collected from customers which are subsequently remitted to governmental authorities. In situations where foreign withholding taxes are withheld by the Company’s licensee, revenue is recognized gross of withholding taxes that are remitted directly by the licensee to a local tax authority. Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the individual performance obligations are separately accounted for if they are distinct. In an arrangement with multiple performance obligations, the transaction price is allocated among the separate performance obligations on a relative stand-alone selling price basis. The determination of stand-alone selling price considers market conditions, the size and scope of the contract, customer and geographic information, and other factors. When observable prices are not available, stand-alone selling price for separate performance obligations is based on the cost-plus-margin approach, considering overall pricing objectives. The allocation of transaction price among performance obligations in a contract may impact the amount and timing of revenue recognized in the Consolidated Statements of Operations during a given period. When a contract with a customer includes a variable transaction price, an estimate of the consideration which the Company expects to be entitled to for transferring the promised goods or services is made at contract inception. The amount of variable consideration is estimated at contract inception by considering all available information (historical, current and forecast) at the time and updated as additional information becomes available. The estimate of variable consideration is included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Subsequent changes in the transaction price resulting from changes in the estimate of variable consideration are allocated to the performance obligations in the contract on the same basis as at contract inception. When variable consideration is in the form of a sales-based or usage-based royalty in exchange for a license of IP, or when a license of IP is the predominant item to which the variable consideration relates, revenue is recognized at the later of when the subsequent sale or usage occurs or the performance obligation to which some or all of the sales-based or usage-based royalty has been allocated has been satisfied or partially satisfied. Description of Revenue-Generating Activities The Company operates in two business segments. In its Product segment, the Company derives the majority of its revenue from licensing its technology to customers primarily through Technology License arrangements and Technology Solutions arrangements. For Technology License arrangements, the customer obtains rights to the technology delivered at the commencement of the agreement. For Technology Solutions arrangements, the customer receives access to a platform, media or data that includes frequent updates, where access to such updates is critical to the functionality of the technology. In its IP Licensing segment, the Company licenses its innovations to leading companies in the media and semiconductor industries. IP Licensing arrangements include access to one or more of the Company’s foundational patent portfolios and may also include access to some of its industry-leading technologies and proven know-how. Technology License The Company licenses The Company generally Certain customers enter into fixed fee or minimum guarantee agreements, whereby customers pay a fixed fee for the right to incorporate the Company’s technology in the customer’s products over the license term. In arrangements with a minimum guarantee, the fixed fee component corresponds to a minimum number of units or dollars that the customer must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. The Company generally recognizes the full fixed fee as revenue at the beginning of the license term when the customer has the right to use the technology and begins to benefit from the licens e , net of the effect of any significant financing components calculated using customer-specific, risk-adjusted lending rates, with the related interest income being recognized over time on an effective rate basis. For minimum guarantee agreements where the customer exceeds the minimum, the Company recognizes revenue relating to any additional per-unit fees in the periods it believes the customer will exceed the minimum and adjusts the revenue based on actual usage once that is reported by the customer. Technology Solutions Arrangements Technology Solutions customers are primarily multi-channel video service providers, CE manufacturers, and end consumers. Technology Solutions revenue is primarily derived from licensing the Company’s pay-TV solutions, Personalized Content Discovery, enriched Metadata, and viewership data; selling TiVo-enabled devices like the Stream 4K; and advertising. For Technology Solutions, the Company provides on-going media or data delivery, hosting and access to its platform, and software updates. For these solutions, the Company generally receives fees on a per-subscriber per-month basis or as a fixed fee, and revenue is recognized during the month in which the solutions are provided to the customer. For most of the Technology Solutions offerings, substantially all functionality is obtained through the Company’s continuous hosting and/or updating of the data and content. In these instances, the Company typically has a single performance obligation related to these ongoing activities in the underlying arrangement. For those arrangements that include multiple performance obligations, the Company allocates the consideration as described above and recognizes revenue for each distinct performance obligation when control of the promised goods or services is transferred to the customer. IP License Arrangements In its IP Licensing segment, the Company licenses (i) its media patent portfolios (“Media IP licensing”) to multichannel video programming distributors, over-the-top video service providers, consumer electronics manufacturers, social media, and other new media companies and (ii) its semiconductor technologies and associated patent portfolios (“Semiconductor IP licensing”) to memory, sensors, radio frequency (“RF”) component, and foundry companies. The Company licenses its IP portfolios under three revenue models: (i) fixed-fee Media IP licensing, (ii) fixed-fee or minimum guarantee Semiconductor IP licensing, and (iii) per-unit or per-subscriber IP licenses. Fixed-fee Media IP licensing The Company's long-term fixed-fee Media IP licensing agreements, which are related to the TiVo businesses following the Mergers, provide its customers with rights to future patented technologies over the term of the agreement that are highly interdependent or highly interrelated to the patented technologies provided at the inception of the agreement. The Company treats these rights as a single performance obligation with revenue recognized on a straight-line basis over the term of the fixed-fee license agreement. At times, the Company enters into license agreements in which a licensee is released from past patent infringement claims or is granted a license to ship an unlimited number of units or for an unlimited number of subscribers over a future period for a fixed fee. In these arrangements, the Company allocates the transaction price between the release for past patent infringement claims and the future license. In determining the stand-alone selling price of the release for past patent infringement claims and the future license, the Company considers such factors as the number of units shipped in the past or the number of past subscribers and the relevant geographies of the shipped units or subscribers, the future number of subscribers or units, as well as the licensing rate the Company generally receives for per-subscriber or units shipped in the same geographies. As the release from past patent infringement claims is generally satisfied at execution of the agreement, the transaction price allocated to the release from past patent infringement claims is generally recognized in the period the agreement is executed and the amount of transaction price allocated to the future license is recognized ratably over the future license term. Fixed-fee or minimum guarantee Semiconductor IP licensing The Company enters into Semiconductor IP licenses that have fixed fee or minimum guarantee arrangements, whereby licensees pay a fixed fee for the right to incorporate the Company’s IP technologies in the licensee’s products over the license term. In arrangements with a minimum guarantee, the fixed fee component corresponds to a minimum number of units or dollars that the customer must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. The Company generally recognizes the full fixed fee as revenue at the beginning of the license term when the customer has the right to use the IP and begins to benefit from the license, net of the effect of any significant financing components calculated using customer-specific, risk-adjusted lending rates, with the related interest income being recognized over time on an effective rate basis. For minimum guarantee agreements where the customer exceeds the minimum, the Company recognizes revenue relating to any additional per-unit fees in the periods it believes the customer will exceed the minimum and adjusts the revenue based on actual usage once that is reported by the customer. Per-unit or per-subscriber IP royalty licenses The Company recognizes revenue from per-unit or per-subscriber IP royalty licenses in the period in which the licensee's sales or production are estimated to have occurred, which results in an adjustment to revenue when actual sales or production are subsequently reported by the licensee, which is generally in the month or quarter following usage or shipment. Estimating customers’ monthly or quarterly royalties prior to receiving the royalty reports requires the Company to make significant assumptions and judgments related to forecasted trends and growth rates used to estimate quantities shipped or manufactured by customers, which could have a material impact on the amount of revenue it reports on a quarterly basis. The Company also generates revenue from non-recurring engineering (“NRE”) services, advertising, and hardware products, each of which was less than 5% of total revenue for all periods presented. Practical Expedients and Exemptions The Company applies a practical expedient to not perform an evaluation of whether a contract includes a significant financing component when the timing of revenue recognition differs from the timing of cash collection by one year or less. The Company applies a practical expedient to expense costs to obtain a contract with a customer as incurred as a component of selling, general and administrative expenses when the amortization period would have been one year or less. The Company applies a practical expedient when disclosing revenue expected to be recognized from unsatisfied performance obligations to exclude contracts with customers with an original duration of less than one year; amounts attributable to variable consideration arising from (i) a sales-based or usage-based royalty of a technology license or (ii) when variable consideration is allocated entirely to a wholly unsatisfied performance obligation; or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation. Revenue Details The following information depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors by disaggregating revenue by product category/end market and geographic location (presented in “Note 16 - Segment and Geographic Information Revenue disaggregated by product category/end market was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Product revenue $ 117,732 $ 122,552 $ 361,740 $ 242,618 Consumer Experience 46,143 49,141 144,274 117,935 Pay-TV 54,237 54,917 160,591 76,217 Connected Car 17,352 18,494 56,875 48,466 IP Licensing revenue 101,647 80,245 301,507 215,475 Total revenue $ 219,379 $ 202,797 $ 663,247 $ 458,093 Contract Balances Contracts Assets Contract assets primarily consist of unbilled contracts receivable that are expected to be received from customers in future periods, where the revenue recognized to date exceeds the amount billed. The amount of unbilled contracts receivable may not exceed their net realizable value and are classified as long-term assets if the payments are expected to be received more than one year from the reporting date. Contract assets also include the incremental costs of obtaining a contract with a customer, principally sales commissions when the renewal commission is not commensurate with the initial commission, and deferred engineering costs for significant software customization or modification and set-up services to the extent deemed recoverable. Contract assets were recorded in the Condensed Consolidated Balance Sheets as follows (in thousands ): September 30, 2021 December 31, 2020 Unbilled contracts receivable $ 103,277 $ 132,431 Other current assets 1,115 1,208 Long-term unbilled contracts receivable 4,653 6,761 Other long-term assets 2,824 2,591 Total contract assets $ 111,869 $ 142,991 Contract Liabilities Contract liabilities are mainly comprised of deferred revenue related to consumer lifetime subscriptions for the TiVo service, multi-period licensing or cloud-based services, and other offerings for which the Company is paid in advance while the promised good or service is transferred to the customer at a future date or over time. Deferred revenue also includes amounts received related to professional services to be performed in the future. Deferred revenue arises when cash payments are received, including amounts which are refundable, in advance of performance obligations being completed. Allowance for Credit Losses The allowance for credit losses, which includes the allowance for accounts receivable and unbilled contracts receivable, represents the Company’s best estimate of lifetime expected credit losses inherent in those financial assets. The Company’s lifetime expected credit losses are determined using relevant information about past events (including historical experience), current conditions, and reasonable and supportable forecasts that affect collectability. The Company monitors its credit exposure through ongoing credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary. In addition, the Company performs routine credit management activities such as timely account reconciliations, dispute resolution, and payment confirmations. The Company may employ collection agencies and legal counsel to pursue recovery of defaulted receivables. The Company’s long-term unbilled contracts receivable is derived from fixed-fee or minimum-guarantee arrangements, primarily with large well-capitalized companies. It is generally considered to be of high credit quality due to past collection history and the nature of the customers. The following table presents the activity in the allowance for credit losses for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Accounts Receivable Unbilled Contracts Receivable Accounts Receivable Unbilled Contracts Receivable Beginning balance $ 4,131 $ 3,274 $ 7,336 $ 2,231 Provision for credit losses 464 (710 ) 2,213 (197 ) Recoveries (1,146 ) — (2,202 ) — Charged-off/other adjustments (72 ) — (3,970 ) (1) 530 Balance at end of period $ 3,377 $ 2,564 $ 3,377 $ 2,564 (1) The charge-off of accounts receivable in the nine months ended September 30, 2021 was primarily related to a customer whose account had been substantially reserved for credit losses in 2020 due to its deteriorating financial condition and delinquent payment history. Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Accounts Receivable Unbilled Contracts Receivable Accounts Receivable Unbilled Contracts Receivable Beginning balance $ 2,469 $ 357 $ 566 $ — Provision for credit losses 1,163 232 3,391 (2) 589 Charged-off/other adjustments (8 ) 1 (333 ) 1 Balance at end of period $ 3,624 $ 590 $ 3,624 $ 590 (2) The increase in provision for credit losses was based on assessment of then current conditions, including the impact of the COVID-19 pandemic and anticipation of delayed or delinquent payments on existing accounts receivable as a result of declining financial health and liquidity positions of certain of the Company’s customers. Additional Disclosures The following table presents additional revenue and contract disclosures (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue recognized in the period from: Amounts included in deferred revenue at the beginning of the period $ 5,924 $ 12,364 $ 24,076 $ 50 Performance obligations satisfied in previous periods (true ups, licensee reporting adjustments and settlements)* $ 8,382 $ 12,232 $ 41,298 $ 66,454 *True ups represent the differences between the Company’s quarterly estimates of per-unit royalty revenue and actual production/sales-based royalties reported by licensees in the following period. Licensee reporting adjustments represent corrections or revisions to previously reported per-unit royalties by licensees, generally resulting from the Company’s inquiries or compliance audits. Settlements represent resolutions of litigation during the period for past royalties owed pursuant to expired or terminated IP license agreements. Remaining revenue under contracts with performance obligations represents the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) under certain of the Company’s fixed fee arrangements and engineering services contracts. The Company's remaining revenue under contracts with performance obligations was as follows (in thousands) : As of September 30, 2021 December 31, 2020 Revenue from contracts with performance obligations expected to be satisfied in: 2021 (remaining 3 months $ 50,340 $ 152,008 2022 162,783 102,764 2023 141,706 91,636 2024 114,326 77,989 2025 106,710 76,028 Thereafter 14,125 429 Total $ 589,990 $ 500,854 |
Composition of Certain Financia
Composition of Certain Financial Statement Captions | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Composition of Certain Financial Statement Captions | NOTE 4 – COMPOSITION OF CERTAIN FINANCIAL STATEMENT CAPTIONS Other current assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Income tax receivable $ 5,091 $ 4,654 Prepaid expenses 26,042 20,393 Inventory* 9,438 9,819 Other 7,267 5,897 $ 47,838 $ 40,763 *All inventory is finished goods. Property and equipment, net, consisted of the following (in thousands): September 30, 2021 December 31, 2020 Equipment, furniture and other $ 76,340 $ 61,573 Building and improvements 18,309 18,309 Land 5,300 5,300 Leasehold improvements 26,093 25,776 126,042 110,958 Less: accumulated depreciation and amortization (64,777 ) (47,751 ) $ 61,265 $ 63,207 Other long-term assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Non-current income tax receivable $ 119,220 $ 122,993 Long-term deferred tax assets 8,561 7,042 Other assets 25,705 23,235 $ 153,486 $ 153,270 Accrued liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Employee compensation and benefits $ 31,139 $ 55,449 Accrued expenses 28,744 24,809 Accrued income taxes 19,522 4,677 Current portion of operating lease liabilities 16,444 17,893 Accrued severance 1,413 5,332 Third-party royalties 4,832 5,906 Other 6,840 14,969 $ 108,934 $ 129,035 Other long-term liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Long-term income tax payable $ 96,291 $ 94,397 Other 5,130 4,556 $ 101,421 $ 98,953 Accumulated other comprehensive income consisted of the following (in thousands): September 30, 2021 December 31, 2020 Foreign currency translation adjustment, net of tax $ (218 ) $ 1,345 Unrealized loss on available-for-sale debt securities, net of tax (79 ) (81 ) $ (297 ) $ 1,264 |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Financial Instruments | NOTE 5 – FINANCIAL INSTRUMENTS The Company has investments in debt securities which include corporate bonds and notes, treasury and agency notes and bills, commercial paper, certificates of deposit, and in equity securities consisting of money market funds. The Company classifies its debt securities as available-for-sale (“AFS”), which are accounted for at fair value with credit related losses recognized as a provision for credit loss expense in its Condensed Consolidated Statements of Operations and all non-credit related unrealized gains and losses recognized in accumulated other comprehensive income or loss on the Condensed Consolidated Balance Sheets. Under ASU 2016-01 (Topic 321), equity securities are measured at fair value with unrealized gains and losses recognized in other income and expense, net, on the Condensed Consolidated Statements of Operations. The following is a summary of marketable securities at September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for Credit Losses Estimated Fair Values Marketable securities Corporate bonds and notes $ 45,195 $ 6 $ (16 ) $ — $ 45,185 Commercial paper 27,683 1 (6 ) — 27,678 Total debt securities 72,878 7 (22 ) — 72,863 Money market funds 4,579 — — — 4,579 Total equity securities 4,579 — — — 4,579 Total marketable securities $ 77,457 $ 7 $ (22 ) $ — $ 77,442 Reported in: Cash and cash equivalents $ 5,579 Available-for-sale debt securities 71,863 Total marketable securities $ 77,442 December 31, 2020 Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for Credit losses Estimated Fair Values Marketable securities Corporate bonds and notes $ 69,973 $ 29 $ (42 ) $ — $ 69,960 Commercial paper 15,991 — (4 ) — 15,987 Treasury and agency notes and bills 32,299 — — — 32,299 Total debt securities 118,263 29 (46 ) — 118,246 Money market funds 3,849 — — — 3,849 Total equity securities 3,849 — — — 3,849 Total marketable securities $ 122,112 $ 29 $ (46 ) $ — $ 122,095 Reported in: Cash and cash equivalents $ 35,148 Available-for-sale debt securities 86,947 Total marketable securities $ 122,095 At September 30, 2021 and December 31, 2020, the Company had $237.3 million and $257.1 million, respectively, in cash, cash equivalents and short-term investments. A significant portion of these amounts was held in marketable securities, as shown above. The remaining balance of $ million and $ 135.0 million at September 30 , 2021 and December 31, 2020, respectively, was cash held in operating accounts not included in the tables above . Debt Securities The gross realized gains and losses on sales of marketable debt securities were not material during the three and nine months ended September 30, 2021 and 2020, respectively. Unrealized losses on AFS debt securities were $0.1 million and $0.1 million, net of tax, as of September 30, 2021 and December 31, 2020, respectively. The Company evaluated whether the decline in fair value has resulted from credit losses or other factors and concluded these amounts were related to temporary fluctuations in value of AFS securities and were due primarily to changes in interest rates and market conditions of the underlying securities. In addition, the contractual terms of those investments do not permit the issuer to settle the securities at a price less than the amortized cost bases of the investments. The Company does not intend to sell the debt securities and it is more-likely-than-not that it will not be required to sell the investments before recovery of their amortized cost bases. The Company did not recognize a provision for credit losses related to its AFS debt securities for the three and nine months ended September 30, 2021 and 2020, respectively. The following table summarizes the fair value and gross unrealized losses related to individual AFS debt securities at September 30, 2021 and December 31, 2020, which have been in a continuous unrealized loss position, aggregated by investment category and length of time (in thousands): Less Than 12 Months 12 Months or More Total September 30, 2021 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 21,765 $ (15 ) $ 5,580 $ (1 ) $ 27,345 $ (16 ) Commercial paper 20,930 (6 ) — — 20,930 (6 ) Total $ 42,695 $ (21 ) $ 5,580 $ (1 ) $ 48,275 $ (22 ) Less Than 12 Months 12 Months or More Total December 31, 2020 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 53,137 $ (42 ) $ — $ — $ 53,137 $ (42 ) Commercial paper 12,988 (4 ) — — 12,988 (4 ) Total $ 66,125 $ (46 ) $ — $ — $ 66,125 $ (46 ) The estimated fair value of marketable debt securities by contractual maturity at September 30, 2021 is shown below (in thousands). Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without penalties. Estimated Fair Value Due in one year or less $ 66,659 Due in one to two years 6,204 Total $ 72,863 Non-marketable Equity Securities Investments in entities over which the Company has the ability to exercise significant influence, but does not hold a controlling interest, are accounted for using the equity method. Under the equity method, the Company records its proportionate share of income or loss in other income and expense, net, in the Condensed Consolidated Statements of Operations. Investments in entities over which the Company does not have the ability to exercise significant influence and which do not have readily determinable fair values, are initially recognized at cost and remeasured through earnings when there is an observable transaction involving the same or similar investment of the same issuer, or due to an impairment (referred to as the “measurement alternative”). The fair value of non-marketable equity investments is not estimated if there are no identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment. The Company monitors its non-marketable securities portfolio for potential impairment. When there is evidence that the expected fair value of the investment has declined to below the recorded cost, the impairment loss is recorded in other income and expense, net, in the Condensed Consolidated Statements of Operations. Upon merging with TiVo on June 1, 2020, the Company assumed certain investments in non-marketable equity securities. As of September 30, 2021 and December 31, 2020, other long-term assets included equity securities accounted for under the equity method with a carrying amount of $4.8 million and $4.2 million, respectively, and equity securities without a readily determinable fair value with a carrying amount of $0.1 million and $0.1 million, respectively. No impairments or adjustments to the carrying amount of the Company's equity securities without a readily determinable fair value were recognized in the three and nine months ended September 30, 2021 and 2020, respectively. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 6 – FAIR VALUE The Company follows the authoritative guidance for fair value measurement and the fair value option for financial assets and financial liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets. Level 2 Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. When applying fair value principles in the valuation of assets, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculates the fair value of its Level 1 and Level 2 instruments based on the exchange traded price of similar or identical instruments, where available, or based on other observable inputs. There were no significant transfers into or out of Level 1 or Level 2 that occurred between December 31, 2020 and September 30, 2021. The following sets forth the fair value, and classification within the hierarchy, of the Company’s assets required to be measured at fair value on a recurring basis as of September 30, 2021 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds - equity securities (1) $ 4,579 $ 4,579 $ — $ — Commercial paper - debt securities (3) 27,678 — 27,678 — Corporate bonds and notes - debt securities (2) 45,185 — 45,185 — Total Assets $ 77,442 $ 4,579 $ 72,863 $ — (1) Reported as cash and cash equivalents in the Condensed Consolidated Balance Sheets. (2) Reported as AFS debt securities in (3) Reported as cash and cash equivalents if purchased with an original maturity of three months or less at the date of purchase; otherwise reported as AFS debt securities in the Condensed Consolidated Balance Sheets. The following sets forth the fair value, and classification within the hierarchy, of the Company’s assets required to be measured at fair value on a recurring basis as of December 31, 2020 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds - equity securities (1) $ 3,849 $ 3,849 $ — $ — Corporate bonds and notes - debt securities (2) 69,960 — 69,960 — Treasury and agency notes and bills - debt securities (3) 32,299 — 32,299 — Commercial paper - debt securities (3) 15,987 — 15,987 — Total Assets $ 122,095 $ 3,849 $ 118,246 $ — (1) Reported as cash and cash equivalents in the Condensed Consolidated Balance Sheets. (2) Reported as AFS debt securities in the Condensed Consolidated Balance Sheets. (3) Reported as cash and cash equivalents if purchased with an original maturity of three months or less at the date of purchase; otherwise reported as AFS debt securities in Financial Instruments Not Recorded at Fair Value The Company’s long-term debt is carried at amortized cost and is measured at fair value on a quarterly basis for disclosure purposes. September 30, 2021 December 31, 2020 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2020 Term B Loan Facility (1) $ — $ — $ 839,302 $ 842,579 Refinanced Tern B Loans (1) 799,875 797,875 — — 2021 Convertible Notes — — 48 48 Total long-term debt, net $ 799,875 $ 797,875 $ 839,350 $ 842,627 (1) Carrying amounts of long-term debt are net of unamortized debt discount and issuance costs of $25.4 million and $34.4 million as of September 30, 2021 and December 31, 2020, respectively. See “Note 9 – Debt ” for additional information. If reported at fair value in the Condensed Consolidated Balance Sheets, the Company’s debt would be classified within Level 2 of the fair value hierarchy. The fair value of the debt was estimated based on the quoted market prices for the same or similar issues . Non-recurring Fair Value Measurements The following table represents the activity in intangible assets that are measured at fair value on a non-recurring basis (in thousands): Patents Balance at December 31, 2020 $ — Assets acquired (1) 8,787 Balance at September 30, 2021 $ 8,787 (1)This amount represents the value of the patents that were acquired by the Company during the third quarter of 2021. The fair value of these assets was measured using both the market approach – estimating the value of the acquired assets by way of comparison with other comparable transactions, and the cost approach – estimating the value of the acquired assets based on the cost it would take for the Company to create a comparable set of assets through its own research and development (“R&D”) and patent prosecution efforts. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | NOTE 7 – BUSINESS COMBINATIONS TiVo Effective June 1, 2020, Xperi and TiVo completed the merger of equals transaction (the “Merger”) contemplated by the Agreement and Plan of Merger and Reorganization, dated as of December 18, 2019, as amended on January 31, 2020, (the “Merger Agreement”), by and among Xperi, TiVo, XRAY-TWOLF HoldCo Corporation (“Xperi Holding”), XRAY Merger Sub Corporation (“Xperi Merger Sub”) and TWOLF Merger Sub Corporation (“TiVo Merger Sub”). Immediately prior to the consummation of the Merger, Xperi Holding changed its name to “Xperi Holding Corporation” (the “Company”). Pursuant to the Merger Agreement, (i) Xperi Merger Sub was merged with and into Xperi, with Xperi surviving the merger as a subsidiary of Xperi Holding Corporation (the “Xperi Merger”) and (ii) TiVo Merger Sub was merged with and into TiVo, with TiVo surviving the merger as a subsidiary of Xperi Holding Corporation (the “TiVo Merger” and together with the Xperi Merger, the “Mergers”). Immediately following the consummation of the Mergers, each of Xperi and TiVo became wholly-owned subsidiaries of the Company. The Mergers created a leading consumer and entertainment product/solutions and IP licensing company. The Company’s IP business includes one of the industry’s largest and most successful IP portfolios licensed to a diverse base of customers. On the product side, the Company offers a seamless end-to-end entertainment experience from creation to consumption, with greater scale, technology depth and breadth, and a platform relevant to one of the biggest challenges consumers of entertainment face today – how to quickly and easily find, watch and enjoy entertainment. The Company is currently contemplating and may pursue, subject to any required regulatory approvals, a separation of the Company’s product business and IP licensing business through a tax-efficient transaction, resulting in two independent, publicly traded companies. The Company continues to evaluate the optimal timing of the contemplated business separation and currently anticipates that such separation will not be completed earlier than the first half of 2022. Merger Consideration The consideration of $828.3 million for the Mergers was calculated as follows (amounts in thousands except exchange ratio and share price): TiVo common shares outstanding as of June 1, 2020 128,132 TiVo exchange ratio 0.455 Xperi Holding Corporation common stock issued in exchange 58,300 Xperi Common Stock closing share price on June 1, 2020 $ 14.00 $ 816,201 Fair value of replaced TiVo equity awards relating to pre-acquisition vesting of the equity award holders’ requisite service periods 12,133 Total merger consideration $ 828,334 Purchase Price Allocation Based on an evaluation of the provisions of ASC 805, “Business Combinations,” Xperi was determined to be the accounting acquirer in the Mergers. The Company has applied the acquisition method of accounting that requires, among other things, that identifiable assets acquired and liabilities assumed generally be recognized on the balance sheet at fair value as of the acquisition date. In determining the fair value, the Company utilized various forms of the income, cost and market approaches depending on the asset or liability being fair valued. The estimation of fair value required significant judgment related to future net cash flows (including revenue, operating expenses, and working capital), discount rates reflecting the risk inherent in each cash flow stream, competitive trends, market comparables, and other factors. Inputs were generally determined by taking into account historical data (supplemented by current and anticipated market conditions) and growth rates. The preliminary fair value estimates and assumptions to measure the assets acquired and liabilities assumed were subject to change as the Company obtained additional information during the measurement period. During the three months ended June 30, 2021, t he Company completed its accounting for the Merger s with no further adjustments made to the fair value . The following table sets forth the purchase price allocation , as well as adjustments made during the measurement period ($ in thousands ): Estimated Useful Life (years) Preliminary Fair Value (1) Measurement Period Adjustments (2) Final Fair Value Cash and cash equivalents $ 117,424 $ — $ 117,424 Accounts receivable 105,778 — 105,778 Unbilled contracts receivable 69,058 — 69,058 Other current assets 21,690 233 21,923 Long-term unbilled contracts receivable 129 — 129 Property and equipment 41,307 — 41,307 Operating lease right-of-use assets 71,444 — 71,444 Identifiable intangible assets: Patents 10 457,400 Customer contracts and related relationships 4-9 358,200 Developed technology 5 34,800 Content database 9 6,200 Trademarks and tradenames N/A 21,400 Total identifiable intangible assets 878,000 — 878,000 Goodwill 461,129 116 461,245 Other long-term assets 43,700 (141 ) 43,559 Accounts payable (13,258 ) — (13,258 ) Accrued legal fees (5,619 ) — (5,619 ) Accrued liabilities (79,071 ) (530 ) (79,601 ) Current portion of deferred revenue (29,291 ) — (29,291 ) Current portion of long-term debt (734,609 ) — (734,609 ) Deferred revenue, less current portion (24,319 ) — (24,319 ) Long-term deferred tax liabilities (27,949 ) 421 (27,528 ) Long-term debt (48 ) — (48 ) Noncurrent operating lease liabilities (59,291 ) — (59,291 ) Other long-term liabilities (7,870 ) (99 ) (7,969 ) Total purchase price $ 828,334 $ — $ 828,334 (1) As previously reported in the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2020. (2) All adjustments were recorded during the 12-month period following the Merger date. These measurement period adjustments primarily related to current indirect taxes payable, current and non-current income taxes receivable and payable, and deferred taxes as additional information was received and tax returns were finalized. All measurement period adjustments were offset against goodwill. Supplemental Pro Forma Information The following unaudited pro forma financial information assumes the companies were combined as of January 1, 2019. The unaudited pro forma financial information as presented below is for informational purposes only and is based on estimates and assumptions that have been made solely for purposes of developing such pro forma information. This is not necessarily indicative of the results of operations that would have been achieved if the Mergers had taken place on January 1, 2019, nor is it necessarily indicative of future results. Consequently, actual results could differ materially from the unaudited pro forma financial information presented below. The following table presents the pro forma operating results as if TiVo had been included in the Company's Consolidated Statements of Operations as of January 1, 2019 (unaudited, in thousands): Three Months Ended Nine Months Ended September 30, 2020 September 30, 2020 Revenue $ 202,797 $ 708,675 Net loss attributable to Xperi Holding Corporation $ (23,085 ) $ (145,649 ) MobiTV On May 31, 2021, the Company completed its acquisition of certain assets and assumption of certain liabilities of MobiTV, Inc. (“MobiTV”, and the acquisition, the “MobiTV Acquisition”), a provider of application-based Pay TV video delivery solutions. The acquisition expands the Company’s IPTV Managed Service capabilities, which is expected to grow the addressable market for the Company’s IPTV products and further secure TiVo’s position as a leading provider of Pay TV solutions. The net purchase price for the MobiTV Acquisition was $17.4 million in cash. Preliminary Purchase Price Allocation The MobiTV Acquisition has been accounted for as a business combination, using the acquisition method. The following table presents the allocation of the purchase price to the identifiable assets acquired and liabilities assumed based on the fair values at the acquisition date, with any excess of the purchase price over the estimated fair value of the identifiable net assets acquired recorded to goodwill, all of which is expected to be deductible for tax purposes. The allocation of the purchase price was based upon a preliminary valuation and thus the estimates and assumptions used are subject to change. Based upon the fair values acquired, the purchase price allocation is as follows ($ in thousands): Estimated Useful Life (years) Estimated Fair Value Other current assets $ 390 Property and equipment 9,223 Operating lease right-of-use assets 1,186 Identifiable intangible assets: Patents 10 5,000 Technology 6 3,260 Total identifiable intangible assets 8,260 Goodwill 4,059 Other long-term assets 115 Accrued liabilities (5,288 ) Noncurrent operating lease liabilities (545 ) Total purchase price $ 17,400 The above allocation of the purchase price is provisional and is still subject to change within the measurement period, including potential adjustments relating to income taxes and indirect taxes as additional information is received. The final allocation of the purchase price is expected to be completed as soon as practicable, but no later than one year from the date of the acquisition. The results of operations and cash flows relating to the business acquired pursuant to the MobiTV Acquisition have been included in the Company’s condensed consolidated financial statements for periods subsequent to May 31, 2021, and the related assets and liabilities were recorded at their estimated fair values in the Company’s Condensed Consolidated Balance Sheet as of May 31, 2021. For the three and nine months ended September 30, 2021, the acquired MobiTV business contributed $3.4 million and $4.0 million in revenue, respectively, and $1.4 million and $2.5 million in operating losses, respectively, to the operating results of the Company. The operations acquired in the MobiTV Acquisition are included in the Company’s Product segment. Supplemental Pro Form Information The following unaudited pro forma financial information assumes the MobiTV Acquisition was completed as of January 1, 2020. The unaudited pro forma financial information as presented below is for informational purposes only and is based on estimates and assumptions that have been made solely for purposes of developing such pro forma information. This is not necessarily indicative of the results of operations that would have been achieved if the MobiTV Acquisition had taken place on January 1, 2020, nor is it necessarily indicative of future results. Consequently, actual results could differ materially from the unaudited pro forma financial information presented below. The following table presents the pro forma operating results as if the acquired operations of MobiTV had been included in the Company's Condensed Consolidated Statements of Operations as of January 1, 2020 (unaudited, in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue $ 219,379 $ 205,055 $ 667,106 $ 462,990 Net loss attributable to Xperi Holding Corporation $ (44,990 ) $ (39,970 ) $ (56,628 ) $ (65,180 ) The unaudited supplemental pro forma information above includes the following pro forma adjustments: removal of certain elements of the historical MobiTV business that were not acquired, elimination of inter-company transactions between MobiTV and TiVo, adjustments for transaction related costs, and adjustments to reflect the impact of purchase accounting adjustments. The unaudited supplemental pro forma information above does not include any cost saving synergies from operating efficiencies. |
Goodwill and Identified Intangi
Goodwill and Identified Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Identified Intangible Assets | NOTE 8 – GOODWILL AND IDENTIFIED INTANGIBLE ASSETS Goodwill The changes to the carrying value of goodwill from January 1, 2021 through September 30, 2021 are reflected below (in thousands): December 31, 2020 $ 847,029 Goodwill acquired through a business acquisition (1) 4,059 September 30, 2021 $ 851,088 (2) (1) Related to the MobiTV Acquisition completed in June 2021. For more information regarding the transaction, see “Note 7 - Business Combinations.” (2) The Company’s reporting units include the Product segment and the IP Licensing segment (defined further in “Note 16 - Segment and Geographic Information Goodwill at each reporting unit is evaluated for potential impairment annually, as of the beginning of the fourth quarter, and whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. As part of its annual goodwill impairment test, the Company elected to proceed with a quantitative interim goodwill impairment test as of September 30, 2021. Based on the quantitative assessment, the Company concluded that the fair value of the reporting units exceeded the carrying amount for both the Product and IP Licensing reporting units. As a result, no goodwill impairment charges were recognized in the three months ended September 30, 2021. Identified Intangible Assets Identified intangible assets consisted of the following (in thousands): Average September 30, 2021 December 31, 2020 Life (Years) Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Finite-lived intangible assets Acquired patents / core technology (1) (3) 3-15 $ 672,872 $ (210,188 ) $ 462,684 $ 659,085 $ (167,916 ) $ 491,169 Existing technology / content database (2) 5-10 251,402 (198,803 ) 52,599 248,110 (169,326 ) 78,784 Customer contracts and related relationships 3-9 649,977 (337,687 ) 312,290 650,171 (256,199 ) 393,972 Trademarks/trade name 4-10 40,083 (24,571 ) 15,512 40,083 (21,029 ) 19,054 Non-competition agreements 1 2,231 (2,231 ) — 2,231 (2,231 ) — Total finite-lived intangible assets 1,616,565 (773,480 ) 843,085 1,599,680 (616,701 ) 982,979 Indefinite-lived intangible assets TiVo Tradename/trademarks N/A 21,400 — 21,400 21,400 — 21,400 Total intangible assets $ 1,637,965 $ (773,480 ) $ 864,485 $ 1,621,080 $ (616,701 ) $ 1,004,379 (1) In May 2021, patents were acquired through the MobiTV Acquisition with a purchase price value equal to $5.0 million. See “Note 7 – Business Combinations.” (2) In May 2021, existing technology was acquired through the MobiTV Acquisition with a purchase price value equal to $3.3 million. See “Note 7 – Business Combinations.” (3) In September 2021, patents were acquired by the Company with a fair value measured at $8.8 million. See “Note 6 – Fair Value” for additional information. As of September 30, 2021, the estimated future amortization expense of total finite-lived intangible assets was as follows (in thousands): 2021 (remaining 3 months) $ 46,576 2022 156,022 2023 145,052 2024 106,138 2025 81,723 Thereafter 307,574 $ 843,085 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 9 – DEBT The outstanding amounts of debt were as follows (in thousands): September 30, 2021 December 31, 2020 2020 Term B Loan Facility $ — $ 873,750 Refinanced Term B Loans 799,875 — 2021 Convertible Notes — 48 Unamortized debt discount and issuance costs (25,400 ) (34,448 ) 774,475 839,350 Less: current portion, net of debt discount and issuance costs (36,037 ) (43,689 ) Total long-term debt, net of current portion $ 738,438 $ 795,661 2020 Term B Loan Facility On June 1, 2020, in connection with the consummation of the Mergers with TiVo five-year Upon the closing of the 2020 Credit Agreement, the Company borrowed $1,050 million under the 2020 . Net proceeds were used on June 1, 2020, together with cash and cash equivalents, to See “Note 7 – Business Combinations” for additional Refinanced Term B Loans On June 8, 2021, the Company and the loan parties entered into Amendment No. 1 to the 2020 Credit Agreement (the “Amendment”). In connection with the Amendment, the Company made a voluntary prepayment of $50.6 million of the term loan outstanding under the 2020 Credit Agreement using cash on hand. The Amendment provided for, among other things, (i) a replacement of the outstanding term loans with a new tranche of term loans (the “Refinanced Term B Loans”) in an aggregate principal amount of $ million , (ii) a reduction of the interest rate margin applicable to such loans to (x) in the case of base rate loans, 2.50 % per annum and (y) in the case of Eurodollar loans, LIBOR plus a margin of 3.50 % per annum , (iii) a prepayment premium of 1.00 % in connection with any repricing transaction with respect to the Refinanced Term B Loans within six months of the closing date of the Amendment, (iv) an extension of the maturity to June 8, 2028 , and (v) certain additional amendments, including amendments to provide the Company with additional flexibility under the covenant governing restricted payments . The Company commenced repaying quarterly installments under the Refinanced Term B Loans in the third quarter of 202 1. The obligations under the 2020 Credit Agreement, inclusive of any changes by the Amendment, continue to be guaranteed by Xperi, TiVo and certain other of the Company’s wholly-owned material domestic subsidiaries (collectively, the “Guarantors”) and continue to be secured by a lien on substantially all of the assets of the Company and the Guarantors. The 2020 Credit Agreement, as amended, contains customary events of default, upon the occurrence of which, after any applicable cure period, the lenders will have the ability to accelerate all outstanding loans thereunder. The 2020 Credit Agreement, as amended, also contains customary representations and warranties and affirmative and negative covenants that, among other things and subject to certain exceptions, restrict the ability of the Company and its subsidiaries to create or incur certain liens, incur or guarantee additional indebtedness, merge or consolidate with other companies, transfer or sell assets and make restricted payments. The Company was in compliance with all requirements as of September 30, 2021. The 2020 Credit Agreement, as amended, also requires the Company to make additional cash payments on an annual basis beginning in March 2023 based on certain leverage ratios and excess cash flow generated for the immediately preceding fiscal year. Certain lenders of the 2020 Term B Loan Facility participated in the Amendment and the changes in terms were not considered substantial. Accordingly, the Company accounted for the refinancing event for these lenders as a debt modification under ASC 470-50, “Debt — Modifications and Extinguishments.” Under its policy, the Company elected to continue to defer the unamortized debt discount and issuance costs for these continuing lenders related to the partial pay-down of the debt. Certain lenders of the 2020 Term B Loan Facility did not participate in the Amendment. Accordingly, the Company accounted for the refinancing event for these lenders as a debt extinguishment. As a result, the Company recorded an $8.0 million loss on debt extinguishment in the second quarter of 2021, related to the write-off of unamortized debt discount and issuance costs for the portions of the 2020 Term B Loan Facility considered to be extinguished. In connection with its entry into the Amendment, the Company incurred $6.8 million in debt financing costs, of which $4.2 million were capitalized in accordance with ASC 835-30 “Debt Issuance Costs” and, together with a portion of the unamortized debt discount and issuance costs from the 2020 Term B Loan Facility, are being amortized into interest expense over the term of the Amendment. Under ASC 470-50, the remaining $2.6 million, primarily related to third-party fees, were recorded as selling, general and administrative 2018 Amended Term B Loan On December 1, 2016, in connection with the consummation of the acquisition of DTS, the Company entered into a Credit Agreement (the “Credit Agreement”) by and among the Company, Royal Bank of Canada, as administrative agent and collateral agent, and the lenders party thereto. The Credit Agreement provided for a $600.0 million seven-year On January 23, 2018, the Company and the loan parties entered into an amendment to the Credit Agreement (the 2018 “Amendment”). In connection with the 2018 Amendment, the Company made a voluntary prepayment of $100.0 million of the term loan outstanding under the Credit Agreement using cash on hand. The 2018 Amendment provided for, among other things, a replacement of the outstanding initial term loan with the new tranche term B-1 loan in a principal amount of $494.0 million. On June 1, 2020, the entire remaining balance of $344.0 million was paid off using proceeds from the 2020 Term B Loan Facility in connection with the Mergers. As a result of the refinancing transaction, the Company recorded a loss on early extinguishment of debt of $8.3 million, which consisted of unamortized debt discount and issuance costs, in its Condensed Consolidated Statements of Operations during the second quarter of 2020. 2019 Term Loan Facility In connection with the Mergers, the Company paid off the outstanding balance under TiVo’s 2019 Term Loan. The 2019 Term Loan Facility Agreement was entered into on November 22, 2019 between TiVo, as borrower, and the lenders party thereto and HPS Investment Partners, LLC as administrative agent and collateral agent. Under the 2019 Term Loan, TiVo borrowed $715.0 million, which was scheduled to mature on November 22, 2024. Under the 2019 Term Loan Facility Agreement, TiVo was required to pay a 3.0 % prepayment premium if the loan was prepaid on or prior to November 22, 2020. Further , u nder the same Loan Facility Agreement, the Mergers triggered certain change of control conditions that constitute d an event of default, thus requiring the debt to be re paid immediately following the consummation of the Mergers . Using the proceeds from the aforementioned 2020 Term B Loan Facility, the Company, on June 1, 2020, made a full repayment of the 2019 Term Loan along with the prepayment penalty for a total payoff amount of $ 734.6 million. 2021 Convertible Notes Upon consummation of the TiVo Merger on June 1, 2020, the Company assumed $48.0 thousand of Convertible Senior Notes that were issued by TiVo Solutions Inc. in September 2014 and matured on October 1, 2021 (the “2021 Convertible Notes”). The 2021 Convertible Notes bore interest at an annual rate of 2.0%, payable semi-annually in arrears on April 1 and October 1 of each year. On September 24, 2021, the entire balance of $48.0 thousand was paid off. Interest Expense and Expected Principal Payments At September 30, 2021, $799.9 million in total debt was outstanding. There were also $25.4 million of unamortized debt discount and issuance costs recorded as a reduction from the carrying amount of the debt. Interest rate on the Refinanced Term B Loans, including the amortization of debt discount and issuance costs, was 4.2% and interest is payable monthly. Interest expense was $8.5 million and $30.4 million for the three and nine months ended September 30, 2021, respectively. Interest expense was $13.4 million and $24.6 million for the three and nine months ended September 30, 2020, respectively. Amortized debt discount and issuance costs, which were included in interest expense, amounted to $1.2 million and $5.3 million for the three and nine months ended September 30, 2021, respectively, and $2.3 million and $4.0 million for the three and nine months ended September 30, 2020, respectively. As of September 30, 2021, future minimum principal payments for long-term debt are summarized as follows (in thousands): 2021 (remaining 3 months) $ 10,125 2022 40,500 2023 40,500 2024 40,500 2025 40,500 Thereafter 627,750 Total $ 799,875 |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net (Loss) Per Share | NOTE 10 – NET LOSS PER SHARE The following table sets forth the computation of basic and diluted shares (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Denominator: Weighted average shares of common stock outstanding 104,849 107,499 104,898 75,441 Less: shares of restricted stock subject to repurchase — — — — Total common shares-basic 104,849 107,499 104,898 75,441 Effect of dilutive securities: Options — — — — Restricted stock awards and units — — — — Total common shares-diluted 104,849 107,499 104,898 75,441 Basic net loss per share is computed using the weighted average number of shares of common stock outstanding during the period, excluding any unvested restricted stock awards that are subject to repurchase. Diluted net income per share is computed using the treasury stock method to calculate the weighted average number of shares of common stock and, if dilutive, potential common shares outstanding during the period. Potentially dilutive common shares include unvested restricted stock awards and units and incremental common shares issuable upon the exercise of stock options, less shares repurchased from assumed proceeds. The assumed proceeds calculation includes actual proceeds to be received from the employee upon exercise and the average unrecognized stock compensation cost during the period. For the three and nine months ended September 30, 2021, there was no difference in the weighted average number of common shares used for the calculation of basic and diluted loss per share as the effect of all potentially dilutive shares outstanding was anti-dilutive. A total of 5.5 million and 5.3 million shares, subject to stock options and restricted stock awards and units, were excluded from the computation of diluted net loss per share for the three and nine months ended September 30, 2021, respectively, because including them would have been anti-dilutive. For the three and nine months ended September 30, 2020, there was no difference in the weighted average number of common shares used for the calculation of basic and diluted loss per share as the effect of all potentially dilutive shares outstanding was anti-dilutive. A total of 5.6 million and 4.0 million shares, subject to stock options and restricted stock awards and units, were excluded from the computation of diluted net loss per share for the three and nine months ended September 30, 2020, respectively, because including them would have been anti-dilutive. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stockholders' Equity | NOTE 11 – STOCKHOLDERS’ EQUITY As described in Note 7, Xperi and TiVo completed the Mergers on June 1, 2020 to form Xperi Holding Corporation. Upon completion of the Mergers, each share of common stock of Xperi was converted into the right to receive one fully paid and non-assessable share of Company Common Stock. Further upon completion of the Mergers, each share of TiVo Common Stock was converted into the right to receive 0.455 fully paid and non-assessable shares of the Company Common Stock (the “Exchange Ratio”), in addition to cash in lieu of any fractional shares of the Company Common Stock. Following the Mergers, Xperi Common Stock and TiVo Common Stock were delisted from Nasdaq. Since June 2, 2020, the shares of Company Common Stock have been listed for trading on Nasdaq under ticker symbol “XPER.” Equity Incentive Plans Prior to the Merger Date, the Company had implemented and granted equity awards under the Xperi Corporation Seventh Amended and Restated 2003 Equity Incentive Plan. As of the effective date of the Mergers, no future grants will be made under the plan. The 2020 EIP In connection with the Mergers and immediately prior to June 1, 2020, the Company adopted the Xperi Holding Corporation 2020 Equity Incentive Plan (the “2020 EIP”). Under the 2020 EIP, the Company may grant equity-based awards to employees, non-employee directors, and consultants for services rendered to the Company (or any parent or subsidiary) in the form of stock options, stock awards, restricted stock awards, restricted stock units, stock appreciation rights, dividend equivalents and performance awards (or any combination thereof). A total of 8,000,000 shares have been reserved for issuance under the 2020 EIP provided that each share issued pursuant to “full value” awards (i.e., stock awards, restricted stock awards, restricted stock units, performance awards and dividend equivalents) are counted against shares available for issuance under the 2020 EIP on a 1.5 to 1 ratio. The 2020 EIP provides for option grants designed as either incentive stock options or nonstatutory options. Options generally are granted with an exercise price not less than the value of the common stock on the grant date and have a term of ten years from the date of grant and vest over a four-year Assumed Plans On June 1, 2020, the Company assumed all then-outstanding stock options, awards, and shares available and reserved for issuance under all legacy Equity Incentive Plans of TiVo (collectively, the “Assumed Plans”). Stock options assumed from the Assumed Plans generally have vesting periods of four years and a contractual term of seven years. Awards of restricted stock and restricted stock units assumed from the Assumed Plans are generally subject to a four-year As of September 30, 2021, there were 4.8 million shares reserved for future grants under both the 2020 EIP and the Assumed Plans. A summary of the stock option activity is presented below (in thousands, except per share amounts): Options Outstanding Number of Shares Subject to Options Weighted Average Exercise Price Per Share Balance at December 31, 2020 637 $ 29.59 Options granted — — Options exercised (39 ) $ 20.03 Options canceled / forfeited / expired (145 ) $ 45.14 Balance at September 30, 2021 453 $ 25.43 Restricted Stock Awards and Units Information with respect to outstanding restricted stock awards and units as of September 30, 2021 Restricted Stock and Restricted Stock Units Number of Shares Subject to Time- based Vesting Number of Shares Subject to Performance- based Vesting Total Number of Shares Weighted Average Grant Date Fair Value Per Share Balance at December 31, 2020 5,662 1,061 6,723 $ 16.63 Awards and units granted 3,577 650 4,227 $ 23.10 Awards and units vested / earned (1,861 ) (76 ) (1,937 ) $ 17.82 Awards and units canceled / forfeited (746 ) (99 ) (845 ) $ 17.68 Balance at September 30, 2021 6,632 1,536 8,168 $ 19.59 Performance Awards and Units Performance awards and units may be granted to employees or consultants based upon, among other things, the contributions, responsibilities and other compensation of the particular employee or consultant. The value and the vesting of such performance awards and units are generally linked to one or more performance goals or certain market conditions determined by the Company, in each case on a specified date or dates or over any period or periods determined by the Company, and may range from zero to 200 percent of the grant. For performance awards subject to a market vesting condition (“market-based PSUs”), the fair value per award is fixed at the grant date and the amount of compensation expense is not adjusted during the performance period regardless of changes in the level of achievement of the market condition. Employee Stock Purchase Plans Prior to the Mergers, the Company had implemented the Xperi Corporation 2003 Employee Stock Purchase Plan and the International Employee Stock Purchase Plan, both of which were terminated immediately prior to the effective time of the Mergers. In connection with the Mergers and immediately prior to June 1, 2020, the Company adopted the Xperi Holding Corporation 2020 Employee Stock Purchase Plan (the “2020 ESPP”). The 2020 ESPP is implemented through consecutive overlapping 24-month offering periods, each of which is comprised of four six-month purchase periods. The first offering period commenced on September 1, 2020 and will end on August 31, 2022. Each subsequent offering period under the 2020 ESPP will be twenty-four (24) months long and will commence on each September 1 and March 1 during the term of the plan. Participants may contribute up to 100% of their base earnings and commissions through payroll deductions, and the accumulated deductions will be applied to the purchase of shares on each semi-annual purchase date. The purchase price per share will equal 85% of the fair market value per share on the start date of the offering period or, if lower, 85% of the fair market value per share on the semi-annual purchase date. An eligible employee’s right to buy the Company’s common stock under the 2020 ESPP may not accrue at a rate in excess of $25,000 of the fair market value of such shares per calendar year for each calendar year of an offering period. If the fair market value per share of the Company’s common stock on any purchase date during an offering period is less than the fair market value per share on the start date of the 24-month offering period, then that offering period will automatically terminate and a new 24-month offering period will begin on the next business day. All participants in the terminated offering will be transferred to the new offering period. As of September 30, 2021 Stock Repurchase Programs Following the termination of Xperi’s prior stock repurchase program after the closing of the Mergers, on June 12, 2020 the Board of Directors (the “Board”) of the Company authorized a new stock repurchase program providing for the repurchase of up to $150.0 million of the Company’s Common Stock dependent on market conditions, share prices and other factors. On April 22, 2021, the Board authorized an additional $100.0 million of purchases under the existing stock repurchase plan. As of September 30, 2021, the Company has repurchased a total of approximately 7.7 million shares of common stock, since inception of the plan, at an average price of $16.93 per share for a total cost of $129.9 million. As of December 31, 2020, the Company had repurchased a total of approximately 4.9 million shares of common stock, since inception of the plan, at an average price of $14.25 per share for a total cost of $70.1 million. The shares repurchased are recorded as treasury stock and are accounted for under the cost method. No expiration date has been specified for this plan. As of September 30, 2021, the total remaining amount available for repurchase under this plan was $120.1 million. The Company expects to continue to execute authorized repurchases from time to time under the plan. The Company issues restricted stock units as part of the equity incentive plans described above. For the majority of restricted awards, shares are withheld to satisfy required withholding taxes at the vesting date. Shares withheld to satisfy required withholding taxes in connection with the vesting of restricted awards are treated as common stock repurchases in the condensed consolidated financial statements because they reduce the number of shares that would have been issued on vesting. However, these withheld shares are not included in common stock repurchases under the Company's authorized share repurchase plan. During the three months ended September 30, 2021 and 2020, the Company withheld 0.3 million and 0.2 million shares of common stock to satisfy $7.1 million and $3.3 million of required withholding taxes, respectively. During the nine months ended September 30, 2021 and 2020, the Company withheld 0.7 million and 0.6 million shares of common stock to satisfy $15.4 million and $9.2 million of required withholding taxes, respectively. |
Stock-Based Compensation Expens
Stock-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Expense | NOTE 12 – STOCK-BASED COMPENSATION EXPENSE The effect of recording stock-based compensation (“SBC”) expense for the three and nine months ended September 30, 2021 and 2020 is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Cost of licensing, services and software revenue $ 525 $ 258 $ 1,377 $ 332 Research, development and other related costs 5,110 3,580 14,267 9,454 Selling, general and administrative 8,779 6,319 26,824 16,828 Total stock-based compensation expense 14,414 10,157 42,468 26,614 Tax effect on stock-based compensation expense (174 ) (55 ) (507 ) (1,550 ) Net effect on net loss $ 14,240 $ 10,102 $ 41,961 $ 25,064 SBC expense categorized by various equity components for the three and nine months ended September 30, 2021 and 2020 is summarized in the table below (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Restricted stock awards and units $ 12,876 $ 9,734 $ 38,206 $ 25,175 Employee stock purchase plan 1,516 401 4,200 1,387 Employee stock options 22 22 62 52 Total stock-based compensation expense $ 14,414 $ 10,157 $ 42,468 $ 26,614 There were no options granted in the three and nine months ended September 30, 2021 and 2020. The following assumptions were used to value the restricted stock units subject to market conditions granted during the period: March 2021 July 2020* Expected life (years) 3.0 3.0 Risk-free interest rate 0.3 % 0.2 % Dividend yield 1.0 % 1.4 % Expected volatility 47.9 % 51.3 % *There were no market-based PSUs granted prior to July 2020. ESPP grants occur in March and September. Prior to the Mergers, the final ESPP grant under the legacy ESPP program was in February 2020. The following assumptions were used to value the ESPP shares for these grants: September 2021 March 2021 September 2020 February 2020 Expected life (years) 2.0 2.0 2.0 2.0 Risk-free interest rate 0.2 % 0.1 % 0.1 % 1.4 % Dividend yield 0.9 % 1.2 % 1.4 % 4.0 % Expected volatility 52.0 % 52.0 % 57.5 % 45.8 % |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13 – INCOME TAXES For the three months ended September 30, 2021, the Company recorded an income tax expense of $42.7 million on pretax loss of $3.7 million. For the nine months ended September 30, 2021, the Company recorded an income tax expense of $35.8 million on a pretax loss of $7.9 million, which resulted in a year-to-date effective tax rate of (452.3)%. The income tax expense for the three and nine months ended September 30, 2021 was primarily related to foreign withholding taxes, base erosion and anti-abuse tax (“BEAT”) and unrealized foreign exchange loss from the prior year South Korea refund claims, which have remained relatively fixed on a forecast basis quarter over quarter. The negative tax rate is the result of the relatively fixed tax expense recorded against a small pre-tax loss. The Company’s effective tax rate was based on a projected 2021 U.S. GAAP pretax loss and varies significantly from the 21% U.S. federal tax rate. For the three months ended September 30, 2020, the Company recorded an income tax expense of $0.5 million on a pretax loss of $30.1 million and for the nine months ended September 30, 2020, the Company recorded an income tax benefit of $6.8 million on a pretax loss of $41.6 million, which resulted in an effective tax rate of 16.3% for the nine months ended September 30, 2020. The tax benefit of $6.8 million is comprised of a $12.2 million tax benefit related to the five month pre-merger period and a tax expense of $5.4 million related to the four month post-merger period. The five month pre-merger income tax benefit of $12.2 million was primarily related to a net decrease in valuation allowance as a result of the Mergers, deduction from foreign-derived intangible income, releases of unrecognized tax benefits due to the lapse of applicable statutes of limitation, and deduction from transaction expenses, offset by tax expense from operating income, shortfalls from stock-based compensation, certain non-deductible expenses, and unrealized foreign exchange losses from the prior period South Korea refund claim. The four-month post-merger income tax expense of $5.4 million was primarily related to income tax expense from foreign operations, foreign withholding taxes and U.S. federal minimum tax offset by unrealized foreign exchange gains from the current period South Korean refund claim. As of September 30, 2021, gross unrecognized tax benefits increased $1.9 million to $229.1 million compared to $227.2 million as of December 31, 2020. This was included in long-term deferred tax and other long-term liabilities on the Condensed Consolidated Balance Sheets. Of this amount, $96.3 million would affect the effective tax rate if recognized. As of September 30, 2020, gross unrecognized tax benefits of $181.7 million were included in long-term deferred tax and other long-term liabilities on the Condensed Consolidated Balance Sheets. Of this amount, $97.3 million would affect the effective tax rate if recognized. The Company is unable to reasonably estimate the timing of the long-term payments or the amount by which the liability will increase or decrease. It is the Company’s policy to classify accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. The Company recognized interest and penalties related to unrecognized tax benefits of $1.1 million and an insignificant amount for the nine months ended September 30, 2021 and 2020, respectively. Accrued interest and penalties were $3.6 million and $2.5 million as of September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021, the Company’s 2016 through 2020 tax years are generally open and subject to potential examination in one or more jurisdictions. Earlier tax years for the Company and its subsidiaries are also open in certain jurisdictions which are currently subject to examination. In addition, in the U.S., any net operating losses or credits that were generated in prior years but not yet fully utilized in a year that is closed under the statute of limitations may also be subject to examination. The Company has submitted withholding tax refund claims with the South Korean authorities, and the final outcome is not anticipated to be settled within the next twelve m onths . |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | NOTE 14 – LEASES The Company leases office and research facilities, data centers and office equipment under operating leases which expire through 2029. The Company’s leases have remaining lease terms of one year to eight years, some of which may include options to extend the leases for five years or longer, and some of which may include options to terminate the leases within the next 6 years or less. Leases with an initial term of 12 months or less are not recorded on the balance sheets; expense for these leases is recognized on a straight-line basis over the lease term. Variable lease payments are expensed as incurred and are not included within the lease liability and right-of-use assets calculation. As a practical expedient, the Company elected, for all office and facility leases, not to separate nonlease components (e.g., common-area maintenance costs) from lease components (e.g., fixed payments including rent) and instead to account for each separate lease component and its associated non-lease components as a single lease component. As most of the leases do not provide an implicit rate, the Company generally, for purposes of discounting lease payments, uses its incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The Company subleases certain real estate to third parties. The sublease portfolio consists of operating leases for previously exited office space. Certain subleases include variable payments for operating costs. The subleases are generally co-terminus with the head lease, or shorter. Subleases do not include any residual value guarantees or restrictions or covenants imposed by the leases. Income from subleases is recognized as a reduction to selling, general and administrative expenses. The components of operating lease costs were as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Fixed lease cost (1) $ 5,701 $ 6,184 $ 16,695 $ 11,340 Variable lease cost 1,347 1,374 3,899 2,315 Less: sublease income (2,051 ) (2,452 ) (7,397 ) (3,295 ) Total operating lease cost $ 4,997 $ 5,106 $ 13,197 $ 10,360 (1) Includes short-term leases, which were immaterial. Other information related to leases was as follows (in thousands, except lease term and discount rate): Three Months Ended, Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,692 $ 6,041 $ 17,008 $ 10,767 ROU assets obtained in exchange for new lease liabilities: Operating leases $ 78 $ 461 $ 3,556 $ 4,312 September 30, 2021 December 31, 2020 Weighted-average remaining lease term (years): Operating leases 4.6 5.1 Weighted-average discount rate: Operating leases 5.1 % 5.2 % Future minimum lease payments and related lease liabilities as of September 30, 2021 were as follows (in thousands): Operating Lease Payments (1) Sublease Income Net Operating Lease Payments 2021 (remaining 3 months) $ 4,566 $ (1,803 ) $ 2,763 2022 19,676 (7,487 ) 12,189 2023 17,645 (7,618 ) 10,027 2024 16,589 (7,610 ) 8,979 2025 15,009 (7,386 ) 7,623 Thereafter 9,499 (935 ) 8,564 Total lease payments 82,984 (32,839 ) 50,145 Less: imputed interest (9,416 ) — (9,416 ) Present value of lease liabilities: $ 73,568 $ (32,839 ) $ 40,729 Less: current obligations under leases (accrued liabilities) 16,444 Noncurrent operating lease liabilities $ 57,124 (1) Future minimum lease payments exclude short-term leases as well as payments to landlords for variable common area maintenance, insurance and real estate taxes. As of December 31, 2020, future minimum lease payments were as follows (in thousands): Operating Lease Payments Sublease Income Net Operating Lease Payments 2021 $ 21,825 $ (6,257 ) $ 15,568 2022 18,420 (6,117 ) 12,303 2023 16,776 (6,231 ) 10,545 2024 15,719 (6,293 ) 9,426 2025 14,635 (6,279 ) 8,356 Thereafter 8,966 (935 ) 8,031 Total lease payments 96,341 (32,112 ) 64,229 Less: imputed interest (12,205 ) — (12,205 ) Present value of lease liabilities: $ 84,136 $ (32,112 ) $ 52,024 Less: current obligations under leases (accrued liabilities) 17,893 Noncurrent operating lease liabilities $ 66,243 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 15 – COMMITMENTS AND CONTINGENCIES Purchase and Other Contractual Obligations In the ordinary course of business, the Company enters into contractual agreements with third parties that include non-cancelable payment obligations, for which it is liable in future periods. These arrangements primarily include unconditional purchase obligations to service providers. As of September 30, 2021, the Company’s total future unconditional purchase obligations were approximately $127.2 million. Inventory Purchase Commitment The Company uses contract manufacturers to provide manufacturing services for its products. During the normal course of business, in order to manage manufacturing lead times and help ensure adequate supply, the Company enters into agreements with its contract manufacturers that either allow them to procure inventory based on criteria as defined by the Company or that establish the parameters defining the Company’s requirements. A significant portion of the Company’s purchase commitments arising from these agreements consist of firm, non-cancelable and unconditional purchase commitments. In certain instances, these agreements allow the Company the option to cancel, reschedule or adjust the Company’s requirements based on its business needs prior to firm orders being placed. As of September 30 , 202 1 , the Company had total purchase commitments for inventory of $ million, of which $ million was accrued in the Condensed Consolidated Balance Sheet. Indemnifications In the normal course of business, the Company provides indemnifications of varying scopes and amounts to certain of its licensees, customers, and business partners against claims made by third parties arising from the use of the Company's products, intellectual property, services or technologies. The Company cannot reasonably estimate the possible range of losses that may be incurred pursuant to its indemnification obligations, if any. Variables affecting any such assessment include, but are not limited to: the nature of the claim asserted; the relative merits of the claim; the financial ability of the party suing the indemnified party to engage in protracted litigation; the number of parties seeking indemnification; the nature and amount of damages claimed by the party suing the indemnified party; and the willingness of such party to engage in settlement negotiations. To date, no such claims have been filed against the Company and no liability has been recorded in the Company’s financial statements. As permitted under Delaware law, the Company has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company believes, given the absence of any such payments in the Company’s history, and the estimated low probability of such payments in the future, that the estimated fair value of these indemnification agreements is immaterial. In addition, the Company has directors’ and officers’ liability insurance coverage that is intended to reduce its financial exposure and may enable the Company to recover any payments under the indemnification agreements, should they occur. Contingencies At each reporting period, the Company evaluates whether or not a potential loss amount or a potential range of losses is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company is currently unable to predict the final outcome of lawsuits to which it is a party and therefore cannot determine the likelihood of loss nor estimate a range of possible losses. An adverse decision in any of these proceedings could significantly harm the Company’s business and consolidated financial position, results of operations or cash flows. The Company and its subsidiaries are involved in litigation matters and claims in the normal course of business. In the past, the Company and its subsidiaries have litigated to enforce their respective patents and other intellectual property rights, to enforce the terms of license agreements, to protect trade secrets, to determine the validity and scope of the proprietary rights of others and to defend itself or its customers against claims of infringement or invalidity. The Company expects it or its subsidiaries will be involved in similar legal proceedings in the future, including proceedings regarding infringement of its patents, and proceedings to ensure proper and full payment of royalties by licensees under the terms of its license agreements. The existing and any future legal actions may harm the Company’s business. For example, legal actions could cause an existing licensee or strategic partner to cease making royalty or other payments to the Company, or to challenge the validity and enforceability of patents owned by the Company’s subsidiaries or the scope of license agreements with the Company’s subsidiaries, or could significantly damage the Company’s relationship with such licensee or strategic partner and, as a result, prevent the adoption of the Company’s other technologies by such licensee or strategic partner. Litigation could also severely disrupt or shut down the business operations of licensees or strategic partners of the Company’s subsidiaries, which in turn would significantly harm ongoing relations with them and cause the Company to lose royalty revenue. The costs associated with legal proceedings are typically high, relatively unpredictable, and not completely within the Company’s control. These costs may be materially higher than expected, which could adversely affect the Company’s operating results and lead to volatility in the price of its common stock. Whether or not determined in the Company’s favor or ultimately settled, litigation diverts managerial, technical, legal, and financial resources from the Company’s business operations. Furthermore, an adverse decision in any of these legal actions could result in a loss of the Company’s proprietary rights, subject the Company to significant liabilities, require the Company to seek licenses from others, limit the value of the Company’s licensed technology or otherwise negatively impact the Company’s stock price or its business and consolidated financial results. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | NOTE 16 – SEGMENT AND GEOGRAPHIC INFORMATION The Company reports its financial results within two reportable segments: (1) Product and (2) Intellectual Property (“IP”) Licensing. There are certain corporate overhead costs that are not allocated to these reportable segments because these operating amounts are not considered in evaluating the operating performance of the Company’s business segments. Reportable segments are identified based on the Company’s organizational structure and information reviewed by the Company’s chief operating decision maker (“CODM”) to evaluate performance and allocate resources. The Company’s Chief Executive Officer is also the CODM as defined by the authoritative guidance on segment reporting. The Product segment consists primarily of licensing Company-developed audio, digital radio, imaging, edge-based machine learning and multi-channel video user experience (“UX”) solutions. Audio, digital radio, imaging solutions and edge-based machine learning include the delivery of software and/or hardware-based solutions to the Company’s consumer electronics (“CE”) customers, automotive manufacturers or their supply chain partners. UX products and services revenue is primarily derived from multi-channel video service providers and CE manufacturers, licensing the TiVo service and selling TiVo-enabled devices like the Stream 4K, Personalized Content Discovery, enriched Metadata, viewership data and advertising. The IP Licensing segment consists primarily of licensing the Company’s innovations to leading companies in the media and semiconductor industries. Licensing arrangements include access to one or more of the Company’s foundational patent portfolios and may also include access to some of its industry-leading technologies and proven know-how. In media, the Company’s licensees include multichannel video programming distributors, OTT video service providers, consumer electronics manufacturers, social media, and other new media companies. In semiconductor, the Company’s licensees include memory, sensors, RF component, and foundry companies. The Company does not identify or allocate assets by reportable segment, nor does the CODM evaluate reportable segments using discrete asset information. Reportable segments do not record inter-segment revenue and accordingly there are none to report. The Company does not allocate other income and expense to reportable segments. Although the CODM uses operating income to evaluate reportable segments, operating costs included in one segment may benefit other segments. The following table sets forth the Company’s segment revenue, operating expenses and operating income (loss) for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue: Product segment $ 117,732 $ 122,552 $ 361,740 $ 242,618 IP Licensing segment 101,647 80,245 301,507 215,475 Total revenue 219,379 202,797 663,247 458,093 Operating expenses: Product segment 116,813 116,149 330,395 228,941 IP Licensing segment 34,676 40,020 103,116 70,765 Unallocated operating expenses (1) 63,964 65,591 202,157 170,542 Total operating expenses 215,453 221,760 635,668 470,248 Operating income (loss): Product segment 919 6,403 31,345 13,677 IP Licensing segment 66,971 40,225 198,391 144,710 Unallocated operating expenses (1) (63,964 ) (65,591 ) (202,157 ) (170,542 ) Total operating income (loss) $ 3,926 $ (18,963 ) $ 27,579 $ (12,155 ) (1) Unallocated operating expenses consist primarily of selling, marketing, general and administrative expenses, such as administration, human resources, finance, information technology, corporate development and procurement. These expenses are not allocated because these amounts are not considered in evaluating the operating performance of the Company’s business segments. A significant portion of the Company’s revenue is derived from licensees headquartered outside of the U.S., and it is expected that this revenue will continue to account for a significant portion of total revenue in future periods. The table below lists the geographic revenue for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 U.S. $ 139,964 64 % $ 125,753 62 % $ 412,972 62 % $ 191,847 42 % Japan 20,151 9 19,107 10 70,854 11 84,461 18 South Korea 14,313 7 14,402 7 48,098 7 102,959 23 Europe and Middle East 16,090 7 10,606 5 47,360 7 22,035 5 Other 28,861 13 32,929 16 83,963 13 56,791 12 $ 219,379 100 % $ 202,797 100 % $ 663,247 100 % $ 458,093 100 % For both the three months ended September 30, 2021 and 2020, there were no customers that individually accounted for 10% or more of total revenue. For the nine months ended September 30, 2021 and 2020, there were no customers and one customer, respectively, that each accounted for 10% or more of total revenue. As of September 30, 2021 and December 31, 2020, there were no customers and two customers, respectively, that each accounted for 10% or more of total accounts receivable. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 17 - SUBSEQUENT EVENTS On October 29, 2021, the Board declared a cash dividend of $0.05 per share of common stock, payable on December 20, 2021 to the stockholders of record at the close of business on November 29, 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. The amounts as of December 31, 2020 have been derived from the Company’s annual audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2020, filed on February 26, 2021 (the “Form 10-K”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary (consisting of normal recurring adjustments) to state fairly the financial position of the Company and its results of operations and cash flows as of and for the periods presented. These financial statements should be read in conjunction with the annual audited financial statements and notes thereto as of and for the year ended December 31, 2020, included in the Form 10-K. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The accounting estimates and assumptions that require management’s most significant, challenging, and subjective judgment include the estimation of licensees’ quarterly royalties prior to receiving the royalty reports, the determination of stand-alone selling price and the transaction price in an arrangement with multiple performance obligations, the estimation of variable consideration, judgment used to estimate the progress toward completion in the Company’s engineering services, the collectability of accounts receivable, other intangible assets and investments, the assessment of the recoverability of goodwill, the assessment of useful lives and recoverability of other intangible assets and long-lived assets, recognition and measurement of current and deferred income tax assets and liabilities, the assessment of unrecognized tax benefits, and purchase accounting resulting from business combinations, among others. Actual results experienced by the Company may differ from management’s estimates. The COVID-19 pandemic has resulted in a global slowdown of economic activity which has reduced demand for a broad variety of goods and services, while disrupting sales channels, marketing activities and supply chains. The Company’s business operations have been negatively impacted by the COVID-19 pandemic and related events, and the Company expects this disruption may continue to have a negative impact on its revenue and results of operations, especially in light of the spread of the highly contagious Delta variant. The full extent of the future impact of the COVID-19 pandemic on the Company’s operational and financial performance is currently uncertain and will depend on many factors outside the Company’s control, including, without limitation, the timing, extent, trajectory and duration of the pandemic; the availability, distribution and effectiveness of vaccines; the spread of new variants of COVID-19; the continued or renewed imposition of protective public safety measures; the continuing disruption of the global supply chain affecting the Company’s industry; and the impact of the pandemic on the global economy and demand for consumer products. The impact of the COVID-19 pandemic and related events, including actions taken by various government authorities in response, have increased market volatility and make the estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes more difficult. As of the date of issuance of the financial statements, the Company is not aware of any specific event or circumstance that would require it to update its estimates, judgments or revise the carrying value of its assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued The adoption did not have an impact on the Company’s consolidated financial Recent Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue Recognition | Revenue Recognition General Revenue is recognized when control of the promised goods or services is transferred to a customer in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services, which may include various combinations of goods and services which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of sales taxes collected from customers which are subsequently remitted to governmental authorities. In situations where foreign withholding taxes are withheld by the Company’s licensee, revenue is recognized gross of withholding taxes that are remitted directly by the licensee to a local tax authority. Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the individual performance obligations are separately accounted for if they are distinct. In an arrangement with multiple performance obligations, the transaction price is allocated among the separate performance obligations on a relative stand-alone selling price basis. The determination of stand-alone selling price considers market conditions, the size and scope of the contract, customer and geographic information, and other factors. When observable prices are not available, stand-alone selling price for separate performance obligations is based on the cost-plus-margin approach, considering overall pricing objectives. The allocation of transaction price among performance obligations in a contract may impact the amount and timing of revenue recognized in the Consolidated Statements of Operations during a given period. When a contract with a customer includes a variable transaction price, an estimate of the consideration which the Company expects to be entitled to for transferring the promised goods or services is made at contract inception. The amount of variable consideration is estimated at contract inception by considering all available information (historical, current and forecast) at the time and updated as additional information becomes available. The estimate of variable consideration is included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Subsequent changes in the transaction price resulting from changes in the estimate of variable consideration are allocated to the performance obligations in the contract on the same basis as at contract inception. When variable consideration is in the form of a sales-based or usage-based royalty in exchange for a license of IP, or when a license of IP is the predominant item to which the variable consideration relates, revenue is recognized at the later of when the subsequent sale or usage occurs or the performance obligation to which some or all of the sales-based or usage-based royalty has been allocated has been satisfied or partially satisfied. Description of Revenue-Generating Activities The Company operates in two business segments. In its Product segment, the Company derives the majority of its revenue from licensing its technology to customers primarily through Technology License arrangements and Technology Solutions arrangements. For Technology License arrangements, the customer obtains rights to the technology delivered at the commencement of the agreement. For Technology Solutions arrangements, the customer receives access to a platform, media or data that includes frequent updates, where access to such updates is critical to the functionality of the technology. In its IP Licensing segment, the Company licenses its innovations to leading companies in the media and semiconductor industries. IP Licensing arrangements include access to one or more of the Company’s foundational patent portfolios and may also include access to some of its industry-leading technologies and proven know-how. Technology License The Company licenses The Company generally Certain customers enter into fixed fee or minimum guarantee agreements, whereby customers pay a fixed fee for the right to incorporate the Company’s technology in the customer’s products over the license term. In arrangements with a minimum guarantee, the fixed fee component corresponds to a minimum number of units or dollars that the customer must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. The Company generally recognizes the full fixed fee as revenue at the beginning of the license term when the customer has the right to use the technology and begins to benefit from the licens e , net of the effect of any significant financing components calculated using customer-specific, risk-adjusted lending rates, with the related interest income being recognized over time on an effective rate basis. For minimum guarantee agreements where the customer exceeds the minimum, the Company recognizes revenue relating to any additional per-unit fees in the periods it believes the customer will exceed the minimum and adjusts the revenue based on actual usage once that is reported by the customer. Technology Solutions Arrangements Technology Solutions customers are primarily multi-channel video service providers, CE manufacturers, and end consumers. Technology Solutions revenue is primarily derived from licensing the Company’s pay-TV solutions, Personalized Content Discovery, enriched Metadata, and viewership data; selling TiVo-enabled devices like the Stream 4K; and advertising. For Technology Solutions, the Company provides on-going media or data delivery, hosting and access to its platform, and software updates. For these solutions, the Company generally receives fees on a per-subscriber per-month basis or as a fixed fee, and revenue is recognized during the month in which the solutions are provided to the customer. For most of the Technology Solutions offerings, substantially all functionality is obtained through the Company’s continuous hosting and/or updating of the data and content. In these instances, the Company typically has a single performance obligation related to these ongoing activities in the underlying arrangement. For those arrangements that include multiple performance obligations, the Company allocates the consideration as described above and recognizes revenue for each distinct performance obligation when control of the promised goods or services is transferred to the customer. IP License Arrangements In its IP Licensing segment, the Company licenses (i) its media patent portfolios (“Media IP licensing”) to multichannel video programming distributors, over-the-top video service providers, consumer electronics manufacturers, social media, and other new media companies and (ii) its semiconductor technologies and associated patent portfolios (“Semiconductor IP licensing”) to memory, sensors, radio frequency (“RF”) component, and foundry companies. The Company licenses its IP portfolios under three revenue models: (i) fixed-fee Media IP licensing, (ii) fixed-fee or minimum guarantee Semiconductor IP licensing, and (iii) per-unit or per-subscriber IP licenses. Fixed-fee Media IP licensing The Company's long-term fixed-fee Media IP licensing agreements, which are related to the TiVo businesses following the Mergers, provide its customers with rights to future patented technologies over the term of the agreement that are highly interdependent or highly interrelated to the patented technologies provided at the inception of the agreement. The Company treats these rights as a single performance obligation with revenue recognized on a straight-line basis over the term of the fixed-fee license agreement. At times, the Company enters into license agreements in which a licensee is released from past patent infringement claims or is granted a license to ship an unlimited number of units or for an unlimited number of subscribers over a future period for a fixed fee. In these arrangements, the Company allocates the transaction price between the release for past patent infringement claims and the future license. In determining the stand-alone selling price of the release for past patent infringement claims and the future license, the Company considers such factors as the number of units shipped in the past or the number of past subscribers and the relevant geographies of the shipped units or subscribers, the future number of subscribers or units, as well as the licensing rate the Company generally receives for per-subscriber or units shipped in the same geographies. As the release from past patent infringement claims is generally satisfied at execution of the agreement, the transaction price allocated to the release from past patent infringement claims is generally recognized in the period the agreement is executed and the amount of transaction price allocated to the future license is recognized ratably over the future license term. Fixed-fee or minimum guarantee Semiconductor IP licensing The Company enters into Semiconductor IP licenses that have fixed fee or minimum guarantee arrangements, whereby licensees pay a fixed fee for the right to incorporate the Company’s IP technologies in the licensee’s products over the license term. In arrangements with a minimum guarantee, the fixed fee component corresponds to a minimum number of units or dollars that the customer must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. The Company generally recognizes the full fixed fee as revenue at the beginning of the license term when the customer has the right to use the IP and begins to benefit from the license, net of the effect of any significant financing components calculated using customer-specific, risk-adjusted lending rates, with the related interest income being recognized over time on an effective rate basis. For minimum guarantee agreements where the customer exceeds the minimum, the Company recognizes revenue relating to any additional per-unit fees in the periods it believes the customer will exceed the minimum and adjusts the revenue based on actual usage once that is reported by the customer. Per-unit or per-subscriber IP royalty licenses The Company recognizes revenue from per-unit or per-subscriber IP royalty licenses in the period in which the licensee's sales or production are estimated to have occurred, which results in an adjustment to revenue when actual sales or production are subsequently reported by the licensee, which is generally in the month or quarter following usage or shipment. Estimating customers’ monthly or quarterly royalties prior to receiving the royalty reports requires the Company to make significant assumptions and judgments related to forecasted trends and growth rates used to estimate quantities shipped or manufactured by customers, which could have a material impact on the amount of revenue it reports on a quarterly basis. The Company also generates revenue from non-recurring engineering (“NRE”) services, advertising, and hardware products, each of which was less than 5% of total revenue for all periods presented. Practical Expedients and Exemptions The Company applies a practical expedient to not perform an evaluation of whether a contract includes a significant financing component when the timing of revenue recognition differs from the timing of cash collection by one year or less. The Company applies a practical expedient to expense costs to obtain a contract with a customer as incurred as a component of selling, general and administrative expenses when the amortization period would have been one year or less. The Company applies a practical expedient when disclosing revenue expected to be recognized from unsatisfied performance obligations to exclude contracts with customers with an original duration of less than one year; amounts attributable to variable consideration arising from (i) a sales-based or usage-based royalty of a technology license or (ii) when variable consideration is allocated entirely to a wholly unsatisfied performance obligation; or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenue Disaggregated by Product Category/End Market | Revenue disaggregated by product category/end market was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Product revenue $ 117,732 $ 122,552 $ 361,740 $ 242,618 Consumer Experience 46,143 49,141 144,274 117,935 Pay-TV 54,237 54,917 160,591 76,217 Connected Car 17,352 18,494 56,875 48,466 IP Licensing revenue 101,647 80,245 301,507 215,475 Total revenue $ 219,379 $ 202,797 $ 663,247 $ 458,093 |
Schedule of Contract Assets | Contract assets were recorded in the Condensed Consolidated Balance Sheets as follows (in thousands ): September 30, 2021 December 31, 2020 Unbilled contracts receivable $ 103,277 $ 132,431 Other current assets 1,115 1,208 Long-term unbilled contracts receivable 4,653 6,761 Other long-term assets 2,824 2,591 Total contract assets $ 111,869 $ 142,991 |
Schedule of Allowance for Credit Losses | The following table presents the activity in the allowance for credit losses for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Accounts Receivable Unbilled Contracts Receivable Accounts Receivable Unbilled Contracts Receivable Beginning balance $ 4,131 $ 3,274 $ 7,336 $ 2,231 Provision for credit losses 464 (710 ) 2,213 (197 ) Recoveries (1,146 ) — (2,202 ) — Charged-off/other adjustments (72 ) — (3,970 ) (1) 530 Balance at end of period $ 3,377 $ 2,564 $ 3,377 $ 2,564 (1) The charge-off of accounts receivable in the nine months ended September 30, 2021 was primarily related to a customer whose account had been substantially reserved for credit losses in 2020 due to its deteriorating financial condition and delinquent payment history. Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Accounts Receivable Unbilled Contracts Receivable Accounts Receivable Unbilled Contracts Receivable Beginning balance $ 2,469 $ 357 $ 566 $ — Provision for credit losses 1,163 232 3,391 (2) 589 Charged-off/other adjustments (8 ) 1 (333 ) 1 Balance at end of period $ 3,624 $ 590 $ 3,624 $ 590 (2) The increase in provision for credit losses was based on assessment of then current conditions, including the impact of the COVID-19 pandemic and anticipation of delayed or delinquent payments on existing accounts receivable as a result of declining financial health and liquidity positions of certain of the Company’s customers. |
Schedule of Revenue Recognized in Period | The following table presents additional revenue and contract disclosures (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue recognized in the period from: Amounts included in deferred revenue at the beginning of the period $ 5,924 $ 12,364 $ 24,076 $ 50 Performance obligations satisfied in previous periods (true ups, licensee reporting adjustments and settlements)* $ 8,382 $ 12,232 $ 41,298 $ 66,454 *True ups represent the differences between the Company’s quarterly estimates of per-unit royalty revenue and actual production/sales-based royalties reported by licensees in the following period. Licensee reporting adjustments represent corrections or revisions to previously reported per-unit royalties by licensees, generally resulting from the Company’s inquiries or compliance audits. Settlements represent resolutions of litigation during the period for past royalties owed pursuant to expired or terminated IP license agreements. |
Schedule of Remaining Performance Obligations | The Company's remaining revenue under contracts with performance obligations was as follows (in thousands) : As of September 30, 2021 December 31, 2020 Revenue from contracts with performance obligations expected to be satisfied in: 2021 (remaining 3 months $ 50,340 $ 152,008 2022 162,783 102,764 2023 141,706 91,636 2024 114,326 77,989 2025 106,710 76,028 Thereafter 14,125 429 Total $ 589,990 $ 500,854 |
Composition of Certain Financ_2
Composition of Certain Financial Statement Captions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Other Current Assets | Other current assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Income tax receivable $ 5,091 $ 4,654 Prepaid expenses 26,042 20,393 Inventory* 9,438 9,819 Other 7,267 5,897 $ 47,838 $ 40,763 *All inventory is finished goods. |
Schedule of Property and Equipment, Net | Property and equipment, net, consisted of the following (in thousands): September 30, 2021 December 31, 2020 Equipment, furniture and other $ 76,340 $ 61,573 Building and improvements 18,309 18,309 Land 5,300 5,300 Leasehold improvements 26,093 25,776 126,042 110,958 Less: accumulated depreciation and amortization (64,777 ) (47,751 ) $ 61,265 $ 63,207 |
Schedule of Other Long Term Assets | Other long-term assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Non-current income tax receivable $ 119,220 $ 122,993 Long-term deferred tax assets 8,561 7,042 Other assets 25,705 23,235 $ 153,486 $ 153,270 |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Employee compensation and benefits $ 31,139 $ 55,449 Accrued expenses 28,744 24,809 Accrued income taxes 19,522 4,677 Current portion of operating lease liabilities 16,444 17,893 Accrued severance 1,413 5,332 Third-party royalties 4,832 5,906 Other 6,840 14,969 $ 108,934 $ 129,035 |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Long-term income tax payable $ 96,291 $ 94,397 Other 5,130 4,556 $ 101,421 $ 98,953 |
Schedule of Accumulated Other Comprehensive Income | Accumulated other comprehensive income consisted of the following (in thousands): September 30, 2021 December 31, 2020 Foreign currency translation adjustment, net of tax $ (218 ) $ 1,345 Unrealized loss on available-for-sale debt securities, net of tax (79 ) (81 ) $ (297 ) $ 1,264 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Marketable Securities | The following is a summary of marketable securities at September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for Credit Losses Estimated Fair Values Marketable securities Corporate bonds and notes $ 45,195 $ 6 $ (16 ) $ — $ 45,185 Commercial paper 27,683 1 (6 ) — 27,678 Total debt securities 72,878 7 (22 ) — 72,863 Money market funds 4,579 — — — 4,579 Total equity securities 4,579 — — — 4,579 Total marketable securities $ 77,457 $ 7 $ (22 ) $ — $ 77,442 Reported in: Cash and cash equivalents $ 5,579 Available-for-sale debt securities 71,863 Total marketable securities $ 77,442 December 31, 2020 Cost Gross Unrealized Gains Gross Unrealized Losses Allowance for Credit losses Estimated Fair Values Marketable securities Corporate bonds and notes $ 69,973 $ 29 $ (42 ) $ — $ 69,960 Commercial paper 15,991 — (4 ) — 15,987 Treasury and agency notes and bills 32,299 — — — 32,299 Total debt securities 118,263 29 (46 ) — 118,246 Money market funds 3,849 — — — 3,849 Total equity securities 3,849 — — — 3,849 Total marketable securities $ 122,112 $ 29 $ (46 ) $ — $ 122,095 Reported in: Cash and cash equivalents $ 35,148 Available-for-sale debt securities 86,947 Total marketable securities $ 122,095 |
Fair Value and Gross Unrealized Losses Related to Individual Available-for-Sale Debt Securities | The following table summarizes the fair value and gross unrealized losses related to individual AFS debt securities at September 30, 2021 and December 31, 2020, which have been in a continuous unrealized loss position, aggregated by investment category and length of time (in thousands): Less Than 12 Months 12 Months or More Total September 30, 2021 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 21,765 $ (15 ) $ 5,580 $ (1 ) $ 27,345 $ (16 ) Commercial paper 20,930 (6 ) — — 20,930 (6 ) Total $ 42,695 $ (21 ) $ 5,580 $ (1 ) $ 48,275 $ (22 ) Less Than 12 Months 12 Months or More Total December 31, 2020 Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 53,137 $ (42 ) $ — $ — $ 53,137 $ (42 ) Commercial paper 12,988 (4 ) — — 12,988 (4 ) Total $ 66,125 $ (46 ) $ — $ — $ 66,125 $ (46 ) |
Estimated Fair Value of Marketable Debt Securities by Contractual Maturity | The estimated fair value of marketable debt securities by contractual maturity at September 30, 2021 is shown below (in thousands). Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without penalties. Estimated Fair Value Due in one year or less $ 66,659 Due in one to two years 6,204 Total $ 72,863 |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets Measured on Recurring Basis | The following sets forth the fair value, and classification within the hierarchy, of the Company’s assets required to be measured at fair value on a recurring basis as of September 30, 2021 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds - equity securities (1) $ 4,579 $ 4,579 $ — $ — Commercial paper - debt securities (3) 27,678 — 27,678 — Corporate bonds and notes - debt securities (2) 45,185 — 45,185 — Total Assets $ 77,442 $ 4,579 $ 72,863 $ — (1) Reported as cash and cash equivalents in the Condensed Consolidated Balance Sheets. (2) Reported as AFS debt securities in (3) Reported as cash and cash equivalents if purchased with an original maturity of three months or less at the date of purchase; otherwise reported as AFS debt securities in the Condensed Consolidated Balance Sheets. The following sets forth the fair value, and classification within the hierarchy, of the Company’s assets required to be measured at fair value on a recurring basis as of December 31, 2020 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds - equity securities (1) $ 3,849 $ 3,849 $ — $ — Corporate bonds and notes - debt securities (2) 69,960 — 69,960 — Treasury and agency notes and bills - debt securities (3) 32,299 — 32,299 — Commercial paper - debt securities (3) 15,987 — 15,987 — Total Assets $ 122,095 $ 3,849 $ 118,246 $ — (1) Reported as cash and cash equivalents in the Condensed Consolidated Balance Sheets. (2) Reported as AFS debt securities in the Condensed Consolidated Balance Sheets. (3) Reported as cash and cash equivalents if purchased with an original maturity of three months or less at the date of purchase; otherwise reported as AFS debt securities in |
Schedule of Carrying Amounts and Estimated Fair Values | The carrying amounts and estimated fair values are as follows (in thousands): September 30, 2021 December 31, 2020 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2020 Term B Loan Facility (1) $ — $ — $ 839,302 $ 842,579 Refinanced Tern B Loans (1) 799,875 797,875 — — 2021 Convertible Notes — — 48 48 Total long-term debt, net $ 799,875 $ 797,875 $ 839,350 $ 842,627 (1) Carrying amounts of long-term debt are net of unamortized debt discount and issuance costs of $25.4 million and $34.4 million as of September 30, 2021 and December 31, 2020, respectively. See “Note 9 – Debt ” for additional information. |
Schedule of Non-recurring Fair Value Measurements | The following table represents the activity in intangible assets that are measured at fair value on a non-recurring basis (in thousands): Patents Balance at December 31, 2020 $ — Assets acquired (1) 8,787 Balance at September 30, 2021 $ 8,787 (1)This amount represents the value of the patents that were acquired by the Company during the third quarter of 2021. The fair value of these assets was measured using both the market approach – estimating the value of the acquired assets by way of comparison with other comparable transactions, and the cost approach – estimating the value of the acquired assets based on the cost it would take for the Company to create a comparable set of assets through its own research and development (“R&D”) and patent prosecution efforts. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
TiVo Merger | |
Schedule of Merger Consideration | The consideration of $828.3 million for the Mergers was calculated as follows (amounts in thousands except exchange ratio and share price): TiVo common shares outstanding as of June 1, 2020 128,132 TiVo exchange ratio 0.455 Xperi Holding Corporation common stock issued in exchange 58,300 Xperi Common Stock closing share price on June 1, 2020 $ 14.00 $ 816,201 Fair value of replaced TiVo equity awards relating to pre-acquisition vesting of the equity award holders’ requisite service periods 12,133 Total merger consideration $ 828,334 |
Schedule of Estimated Fair Value that Allocated to Assets and Liabilities | The following table sets forth the purchase price allocation , as well as adjustments made during the measurement period ($ in thousands ): Estimated Useful Life (years) Preliminary Fair Value (1) Measurement Period Adjustments (2) Final Fair Value Cash and cash equivalents $ 117,424 $ — $ 117,424 Accounts receivable 105,778 — 105,778 Unbilled contracts receivable 69,058 — 69,058 Other current assets 21,690 233 21,923 Long-term unbilled contracts receivable 129 — 129 Property and equipment 41,307 — 41,307 Operating lease right-of-use assets 71,444 — 71,444 Identifiable intangible assets: Patents 10 457,400 Customer contracts and related relationships 4-9 358,200 Developed technology 5 34,800 Content database 9 6,200 Trademarks and tradenames N/A 21,400 Total identifiable intangible assets 878,000 — 878,000 Goodwill 461,129 116 461,245 Other long-term assets 43,700 (141 ) 43,559 Accounts payable (13,258 ) — (13,258 ) Accrued legal fees (5,619 ) — (5,619 ) Accrued liabilities (79,071 ) (530 ) (79,601 ) Current portion of deferred revenue (29,291 ) — (29,291 ) Current portion of long-term debt (734,609 ) — (734,609 ) Deferred revenue, less current portion (24,319 ) — (24,319 ) Long-term deferred tax liabilities (27,949 ) 421 (27,528 ) Long-term debt (48 ) — (48 ) Noncurrent operating lease liabilities (59,291 ) — (59,291 ) Other long-term liabilities (7,870 ) (99 ) (7,969 ) Total purchase price $ 828,334 $ — $ 828,334 (1) As previously reported in the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2020. (2) All adjustments were recorded during the 12-month period following the Merger date. These measurement period adjustments primarily related to current indirect taxes payable, current and non-current income taxes receivable and payable, and deferred taxes as additional information was received and tax returns were finalized. All measurement period adjustments were offset against goodwill. |
Schedule of Unaudited Pro Forma Financial Information | The following table presents the pro forma operating results as if TiVo had been included in the Company's Consolidated Statements of Operations as of January 1, 2019 (unaudited, in thousands): Three Months Ended Nine Months Ended September 30, 2020 September 30, 2020 Revenue $ 202,797 $ 708,675 Net loss attributable to Xperi Holding Corporation $ (23,085 ) $ (145,649 ) |
MobiTV | |
Schedule of Estimated Fair Value that Allocated to Assets and Liabilities | The MobiTV Acquisition has been accounted for as a business combination, using the acquisition method. The following table presents the allocation of the purchase price to the identifiable assets acquired and liabilities assumed based on the fair values at the acquisition date, with any excess of the purchase price over the estimated fair value of the identifiable net assets acquired recorded to goodwill, all of which is expected to be deductible for tax purposes. The allocation of the purchase price was based upon a preliminary valuation and thus the estimates and assumptions used are subject to change. Based upon the fair values acquired, the purchase price allocation is as follows ($ in thousands): Estimated Useful Life (years) Estimated Fair Value Other current assets $ 390 Property and equipment 9,223 Operating lease right-of-use assets 1,186 Identifiable intangible assets: Patents 10 5,000 Technology 6 3,260 Total identifiable intangible assets 8,260 Goodwill 4,059 Other long-term assets 115 Accrued liabilities (5,288 ) Noncurrent operating lease liabilities (545 ) Total purchase price $ 17,400 |
Schedule of Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information assumes the MobiTV Acquisition was completed as of January 1, 2020. The unaudited pro forma financial information as presented below is for informational purposes only and is based on estimates and assumptions that have been made solely for purposes of developing such pro forma information. This is not necessarily indicative of the results of operations that would have been achieved if the MobiTV Acquisition had taken place on January 1, 2020, nor is it necessarily indicative of future results. Consequently, actual results could differ materially from the unaudited pro forma financial information presented below. The following table presents the pro forma operating results as if the acquired operations of MobiTV had been included in the Company's Condensed Consolidated Statements of Operations as of January 1, 2020 (unaudited, in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue $ 219,379 $ 205,055 $ 667,106 $ 462,990 Net loss attributable to Xperi Holding Corporation $ (44,990 ) $ (39,970 ) $ (56,628 ) $ (65,180 ) |
Goodwill and Identified Intan_2
Goodwill and Identified Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes to Carrying Value of Goodwill | The changes to the carrying value of goodwill from January 1, 2021 through September 30, 2021 are reflected below (in thousands): December 31, 2020 $ 847,029 Goodwill acquired through a business acquisition (1) 4,059 September 30, 2021 $ 851,088 (2) (1) Related to the MobiTV Acquisition completed in June 2021. For more information regarding the transaction, see “Note 7 - Business Combinations.” (2) The Company’s reporting units include the Product segment and the IP Licensing segment (defined further in “Note 16 - Segment and Geographic Information |
Identified Intangible Assets | Identified intangible assets consisted of the following (in thousands): Average September 30, 2021 December 31, 2020 Life (Years) Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Finite-lived intangible assets Acquired patents / core technology (1) (3) 3-15 $ 672,872 $ (210,188 ) $ 462,684 $ 659,085 $ (167,916 ) $ 491,169 Existing technology / content database (2) 5-10 251,402 (198,803 ) 52,599 248,110 (169,326 ) 78,784 Customer contracts and related relationships 3-9 649,977 (337,687 ) 312,290 650,171 (256,199 ) 393,972 Trademarks/trade name 4-10 40,083 (24,571 ) 15,512 40,083 (21,029 ) 19,054 Non-competition agreements 1 2,231 (2,231 ) — 2,231 (2,231 ) — Total finite-lived intangible assets 1,616,565 (773,480 ) 843,085 1,599,680 (616,701 ) 982,979 Indefinite-lived intangible assets TiVo Tradename/trademarks N/A 21,400 — 21,400 21,400 — 21,400 Total intangible assets $ 1,637,965 $ (773,480 ) $ 864,485 $ 1,621,080 $ (616,701 ) $ 1,004,379 (1) In May 2021, patents were acquired through the MobiTV Acquisition with a purchase price value equal to $5.0 million. See “Note 7 – Business Combinations.” (2) In May 2021, existing technology was acquired through the MobiTV Acquisition with a purchase price value equal to $3.3 million. See “Note 7 – Business Combinations.” (3) In September 2021, patents were acquired by the Company with a fair value measured at $8.8 million. See “Note 6 – Fair Value” for additional information. |
Estimated Future Amortization Expense | As of September 30, 2021, the estimated future amortization expense of total finite-lived intangible assets was as follows (in thousands): 2021 (remaining 3 months) $ 46,576 2022 156,022 2023 145,052 2024 106,138 2025 81,723 Thereafter 307,574 $ 843,085 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Amounts of Debt | The outstanding amounts of debt were as follows (in thousands): September 30, 2021 December 31, 2020 2020 Term B Loan Facility $ — $ 873,750 Refinanced Term B Loans 799,875 — 2021 Convertible Notes — 48 Unamortized debt discount and issuance costs (25,400 ) (34,448 ) 774,475 839,350 Less: current portion, net of debt discount and issuance costs (36,037 ) (43,689 ) Total long-term debt, net of current portion $ 738,438 $ 795,661 |
Summarize of Future Minimum Principal Payments for Long-term Debt | As of September 30, 2021, future minimum principal payments for long-term debt are summarized as follows (in thousands): 2021 (remaining 3 months) $ 10,125 2022 40,500 2023 40,500 2024 40,500 2025 40,500 Thereafter 627,750 Total $ 799,875 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted shares (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Denominator: Weighted average shares of common stock outstanding 104,849 107,499 104,898 75,441 Less: shares of restricted stock subject to repurchase — — — — Total common shares-basic 104,849 107,499 104,898 75,441 Effect of dilutive securities: Options — — — — Restricted stock awards and units — — — — Total common shares-diluted 104,849 107,499 104,898 75,441 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | A summary of the stock option activity is presented below (in thousands, except per share amounts): Options Outstanding Number of Shares Subject to Options Weighted Average Exercise Price Per Share Balance at December 31, 2020 637 $ 29.59 Options granted — — Options exercised (39 ) $ 20.03 Options canceled / forfeited / expired (145 ) $ 45.14 Balance at September 30, 2021 453 $ 25.43 |
Summary of Restricted Stock Awards and Units | Information with respect to outstanding restricted stock awards and units as of September 30, 2021 Restricted Stock and Restricted Stock Units Number of Shares Subject to Time- based Vesting Number of Shares Subject to Performance- based Vesting Total Number of Shares Weighted Average Grant Date Fair Value Per Share Balance at December 31, 2020 5,662 1,061 6,723 $ 16.63 Awards and units granted 3,577 650 4,227 $ 23.10 Awards and units vested / earned (1,861 ) (76 ) (1,937 ) $ 17.82 Awards and units canceled / forfeited (746 ) (99 ) (845 ) $ 17.68 Balance at September 30, 2021 6,632 1,536 8,168 $ 19.59 |
Stock-Based Compensation Expe_2
Stock-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Effect of Recording Stock-Based Compensation Expense | The effect of recording stock-based compensation (“SBC”) expense for the three and nine months ended September 30, 2021 and 2020 is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Cost of licensing, services and software revenue $ 525 $ 258 $ 1,377 $ 332 Research, development and other related costs 5,110 3,580 14,267 9,454 Selling, general and administrative 8,779 6,319 26,824 16,828 Total stock-based compensation expense 14,414 10,157 42,468 26,614 Tax effect on stock-based compensation expense (174 ) (55 ) (507 ) (1,550 ) Net effect on net loss $ 14,240 $ 10,102 $ 41,961 $ 25,064 |
Stock-Based Compensation Expense Categorized by Equity Components | SBC expense categorized by various equity components for the three and nine months ended September 30, 2021 and 2020 is summarized in the table below (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Restricted stock awards and units $ 12,876 $ 9,734 $ 38,206 $ 25,175 Employee stock purchase plan 1,516 401 4,200 1,387 Employee stock options 22 22 62 52 Total stock-based compensation expense $ 14,414 $ 10,157 $ 42,468 $ 26,614 |
Employee Stock Purchase Plan | |
Schedule of Assumptions Used to Value Awards Granted | The following assumptions were used to value the ESPP shares for these grants: September 2021 March 2021 September 2020 February 2020 Expected life (years) 2.0 2.0 2.0 2.0 Risk-free interest rate 0.2 % 0.1 % 0.1 % 1.4 % Dividend yield 0.9 % 1.2 % 1.4 % 4.0 % Expected volatility 52.0 % 52.0 % 57.5 % 45.8 % |
Restricted Stock Units | |
Schedule of Assumptions Used to Value Awards Granted | The following assumptions were used to value the restricted stock units subject to market conditions granted during the period: March 2021 July 2020* Expected life (years) 3.0 3.0 Risk-free interest rate 0.3 % 0.2 % Dividend yield 1.0 % 1.4 % Expected volatility 47.9 % 51.3 % |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Schedule of Operating Lease Costs | The components of operating lease costs were as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Fixed lease cost (1) $ 5,701 $ 6,184 $ 16,695 $ 11,340 Variable lease cost 1,347 1,374 3,899 2,315 Less: sublease income (2,051 ) (2,452 ) (7,397 ) (3,295 ) Total operating lease cost $ 4,997 $ 5,106 $ 13,197 $ 10,360 (1) Includes short-term leases, which were immaterial. |
Schedule of Other Information Related to Leases | Other information related to leases was as follows (in thousands, except lease term and discount rate): Three Months Ended, Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,692 $ 6,041 $ 17,008 $ 10,767 ROU assets obtained in exchange for new lease liabilities: Operating leases $ 78 $ 461 $ 3,556 $ 4,312 September 30, 2021 December 31, 2020 Weighted-average remaining lease term (years): Operating leases 4.6 5.1 Weighted-average discount rate: Operating leases 5.1 % 5.2 % |
Schedule of Future Minimum Lease Payments and Related Lease Liabilities | Future minimum lease payments and related lease liabilities as of September 30, 2021 were as follows (in thousands): Operating Lease Payments (1) Sublease Income Net Operating Lease Payments 2021 (remaining 3 months) $ 4,566 $ (1,803 ) $ 2,763 2022 19,676 (7,487 ) 12,189 2023 17,645 (7,618 ) 10,027 2024 16,589 (7,610 ) 8,979 2025 15,009 (7,386 ) 7,623 Thereafter 9,499 (935 ) 8,564 Total lease payments 82,984 (32,839 ) 50,145 Less: imputed interest (9,416 ) — (9,416 ) Present value of lease liabilities: $ 73,568 $ (32,839 ) $ 40,729 Less: current obligations under leases (accrued liabilities) 16,444 Noncurrent operating lease liabilities $ 57,124 (1) Future minimum lease payments exclude short-term leases as well as payments to landlords for variable common area maintenance, insurance and real estate taxes. As of December 31, 2020, future minimum lease payments were as follows (in thousands): Operating Lease Payments Sublease Income Net Operating Lease Payments 2021 $ 21,825 $ (6,257 ) $ 15,568 2022 18,420 (6,117 ) 12,303 2023 16,776 (6,231 ) 10,545 2024 15,719 (6,293 ) 9,426 2025 14,635 (6,279 ) 8,356 Thereafter 8,966 (935 ) 8,031 Total lease payments 96,341 (32,112 ) 64,229 Less: imputed interest (12,205 ) — (12,205 ) Present value of lease liabilities: $ 84,136 $ (32,112 ) $ 52,024 Less: current obligations under leases (accrued liabilities) 17,893 Noncurrent operating lease liabilities $ 66,243 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information by Segment | The following table sets forth the Company’s segment revenue, operating expenses and operating income (loss) for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue: Product segment $ 117,732 $ 122,552 $ 361,740 $ 242,618 IP Licensing segment 101,647 80,245 301,507 215,475 Total revenue 219,379 202,797 663,247 458,093 Operating expenses: Product segment 116,813 116,149 330,395 228,941 IP Licensing segment 34,676 40,020 103,116 70,765 Unallocated operating expenses (1) 63,964 65,591 202,157 170,542 Total operating expenses 215,453 221,760 635,668 470,248 Operating income (loss): Product segment 919 6,403 31,345 13,677 IP Licensing segment 66,971 40,225 198,391 144,710 Unallocated operating expenses (1) (63,964 ) (65,591 ) (202,157 ) (170,542 ) Total operating income (loss) $ 3,926 $ (18,963 ) $ 27,579 $ (12,155 ) (1) Unallocated operating expenses consist primarily of selling, marketing, general and administrative expenses, such as administration, human resources, finance, information technology, corporate development and procurement. These expenses are not allocated because these amounts are not considered in evaluating the operating performance of the Company’s business segments. |
Schedule of Geographic Revenue Information | The table below lists the geographic revenue for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 U.S. $ 139,964 64 % $ 125,753 62 % $ 412,972 62 % $ 191,847 42 % Japan 20,151 9 19,107 10 70,854 11 84,461 18 South Korea 14,313 7 14,402 7 48,098 7 102,959 23 Europe and Middle East 16,090 7 10,606 5 47,360 7 22,035 5 Other 28,861 13 32,929 16 83,963 13 56,791 12 $ 219,379 100 % $ 202,797 100 % $ 663,247 100 % $ 458,093 100 % |
The Company and Basis of Pres_2
The Company and Basis of Presentation - Narrative (Details) | 9 Months Ended | ||
Sep. 30, 2021Patent$ / shares | Dec. 31, 2020$ / shares | Jun. 02, 2020$ / shares | |
Organization Consolidation And Presentation [Line Items] | |||
Effective date of merger | Jun. 1, 2020 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 |
Perceive Corporation | |||
Organization Consolidation And Presentation [Line Items] | |||
Ownership interest, percentage | 80.00% | ||
Minimum | |||
Organization Consolidation And Presentation [Line Items] | |||
Number of patents and applications | Patent | 11,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - Accounting Standards Update 2019-12 | Sep. 30, 2021 |
Summary of Significant Accounting Policies [Line Items] | |
Change in accounting principle, accounting standards update, adopted [true false] | true |
Change in accounting principle accounting standards update adoption date | Jan. 1, 2021 |
Change in accounting principle, accounting standards update, immaterial effect [true false] | true |
Revenue - Additional Informatio
Revenue - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
Revenue Recognition [Line Items] | |
Number of operating segments | 2 |
Maximum | |
Revenue Recognition [Line Items] | |
Practical expedient, timing of revenue recognition differs from the timing of cash collection, period | 1 year |
Revenue recognition practical expedient amortization period | 1 year |
Practical expedient revenue expected to be recognized from unsatisfied performance obligations, duration | 1 year |
Revenue - Schedule of Revenue D
Revenue - Schedule of Revenue Disaggregated by Product Category/End Market (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 219,379 | $ 202,797 | $ 663,247 | $ 458,093 |
Product Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 117,732 | 122,552 | 361,740 | 242,618 |
IP Licensing Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 101,647 | 80,245 | 301,507 | 215,475 |
Consumer Experience | Product Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 46,143 | 49,141 | 144,274 | 117,935 |
Pay TV | Product Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 54,237 | 54,917 | 160,591 | 76,217 |
Connected Car | Product Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 17,352 | $ 18,494 | $ 56,875 | $ 48,466 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue From Contract With Customer [Abstract] | ||
Unbilled contracts receivable | $ 103,277 | $ 132,431 |
Other current assets | 1,115 | 1,208 |
Long-term unbilled contracts receivable | 4,653 | 6,761 |
Other long-term assets | 2,824 | 2,591 |
Total contract assets | $ 111,869 | $ 142,991 |
Revenue - Schedule of Allowance
Revenue - Schedule of Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accounts Receivable | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Beginning balance | $ 4,131 | $ 2,469 | $ 7,336 | $ 566 |
Provision for credit losses | 464 | 1,163 | 2,213 | 3,391 |
Recoveries | (1,146) | (2,202) | ||
Charged-off/other adjustments | (72) | (8) | (3,970) | (333) |
Balance at end of period | 3,377 | 3,624 | 3,377 | 3,624 |
Unbilled Contracts Receivable | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Beginning balance | 3,274 | 357 | 2,231 | |
Provision for credit losses | (710) | 232 | (197) | 589 |
Charged-off/other adjustments | 1 | 530 | 1 | |
Balance at end of period | $ 2,564 | $ 590 | $ 2,564 | $ 590 |
Revenue - Schedule of Revenue R
Revenue - Schedule of Revenue Recognized in Period (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | ||||
Amounts included in deferred revenue at the beginning of the period | $ 5,924 | $ 12,364 | $ 24,076 | $ 50 |
Performance obligations satisfied in previous periods (true ups, licensee reporting adjustments and settlements) | $ 8,382 | $ 12,232 | $ 41,298 | $ 66,454 |
Revenue - Schedule of Remaining
Revenue - Schedule of Remaining Performance Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 589,990 | $ 500,854 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 152,008 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 50,340 | |
Performance obligations expected to be satisfied, expected timing | 3 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 102,764 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 162,783 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 91,636 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 141,706 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 77,989 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 114,326 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 76,028 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 106,710 | |
Performance obligations expected to be satisfied, expected timing | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 429 | |
Performance obligations expected to be satisfied, expected timing | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 14,125 | |
Performance obligations expected to be satisfied, expected timing |
Revenue - Schedule of Remaini_2
Revenue - Schedule of Remaining Performance Obligations (Details 1) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue From Contract With Customer [Abstract] | ||
Remaining performance obligations | $ 589,990 | $ 500,854 |
Composition Of Certain Financ_3
Composition Of Certain Financial Statement Captions - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Income tax receivable | $ 5,091 | $ 4,654 |
Prepaid expenses | 26,042 | 20,393 |
Inventory | 9,438 | 9,819 |
Other | 7,267 | 5,897 |
Other current assets, total | $ 47,838 | $ 40,763 |
Composition Of Certain Financ_4
Composition Of Certain Financial Statement Captions - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 126,042 | $ 110,958 |
Less: accumulated depreciation and amortization | (64,777) | (47,751) |
Property and equipment, net | 61,265 | 63,207 |
Equipment, furniture and other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 76,340 | 61,573 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18,309 | 18,309 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,300 | 5,300 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 26,093 | $ 25,776 |
Composition Of Certain Financ_5
Composition Of Certain Financial Statement Captions - Schedule of Other Long Term Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Non-current income tax receivable | $ 119,220 | $ 122,993 |
Long-term deferred tax assets | 8,561 | 7,042 |
Other assets | 25,705 | 23,235 |
Other long-term assets, total | $ 153,486 | $ 153,270 |
Composition Of Certain Financ_6
Composition Of Certain Financial Statement Captions -Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Employee compensation and benefits | $ 31,139 | $ 55,449 |
Accrued expenses | 28,744 | 24,809 |
Accrued income taxes | 19,522 | 4,677 |
Current portion of operating lease liabilities | $ 16,444 | $ 17,893 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent |
Accrued severance | $ 1,413 | $ 5,332 |
Third-party royalties | 4,832 | 5,906 |
Other | 6,840 | 14,969 |
Accrued liabilities, total | $ 108,934 | $ 129,035 |
Composition of Certain Financ_7
Composition of Certain Financial Statement Captions - Schedule of Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Long-term income tax payable | $ 96,291 | $ 94,397 |
Other | 5,130 | 4,556 |
Other long-term liabilities, total | $ 101,421 | $ 98,953 |
Composition Of Certain Financ_8
Composition Of Certain Financial Statement Captions - Schedule of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Foreign currency translation adjustment, net of tax | $ (218) | $ 1,345 |
Unrealized loss on available-for-sale debt securities, net of tax | (79) | (81) |
Accumulated other comprehensive income | $ (297) | $ 1,264 |
Financial Instruments - Summary
Financial Instruments - Summary of Marketable Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 |
Marketable Securities [Line Items] | |||
Debt securities, Cost | $ 72,878 | $ 118,263 | |
Debt securities, Gross Unrealized Gains | 7 | 29 | |
Debt securities, Gross Unrealized Losses | (22) | (46) | |
Debt securities, Allowance for Credit Losses | 0 | 0 | $ 0 |
Debt securities, Estimated Fair Values | 72,863 | 118,246 | |
Equity securities, Cost | 4,579 | 3,849 | |
Equity securities, Gross Unrealized Gains | 0 | 0 | |
Equity securities, Gross Unrealized Losses | 0 | 0 | |
Equity securities, Allowance for Credit Losses | 0 | 0 | |
Equity securities, Estimated Fair Values | 4,579 | 3,849 | |
Marketable securities, Cost | 77,457 | 122,112 | |
Marketable securities, Gross Unrealized Gains | 7 | 29 | |
Marketable securities, Gross Unrealized Losses | (22) | (46) | |
Marketable securities, Allowance for Credit Losses | 0 | 0 | |
Marketable securities, Estimated Fair Values | 77,442 | 122,095 | |
Corporate bonds and notes | |||
Marketable Securities [Line Items] | |||
Debt securities, Cost | 45,195 | 69,973 | |
Debt securities, Gross Unrealized Gains | 6 | 29 | |
Debt securities, Gross Unrealized Losses | (16) | (42) | |
Debt securities, Allowance for Credit Losses | 0 | 0 | |
Debt securities, Estimated Fair Values | 45,185 | 69,960 | |
Commercial paper | |||
Marketable Securities [Line Items] | |||
Debt securities, Cost | 27,683 | 15,991 | |
Debt securities, Gross Unrealized Gains | 1 | 0 | |
Debt securities, Gross Unrealized Losses | (6) | (4) | |
Debt securities, Allowance for Credit Losses | 0 | 0 | |
Debt securities, Estimated Fair Values | 27,678 | 15,987 | |
Treasury and agency notes and bills | |||
Marketable Securities [Line Items] | |||
Debt securities, Cost | 32,299 | ||
Debt securities, Gross Unrealized Gains | 0 | ||
Debt securities, Gross Unrealized Losses | 0 | ||
Debt securities, Allowance for Credit Losses | 0 | ||
Debt securities, Estimated Fair Values | 32,299 | ||
Money market funds | |||
Marketable Securities [Line Items] | |||
Equity securities, Cost | 4,579 | 3,849 | |
Equity securities, Gross Unrealized Gains | 0 | 0 | |
Equity securities, Gross Unrealized Losses | 0 | 0 | |
Equity securities, Allowance for Credit Losses | 0 | 0 | |
Equity securities, Estimated Fair Values | 4,579 | 3,849 | |
Cash and cash equivalents | |||
Marketable Securities [Line Items] | |||
Marketable securities, Estimated Fair Values | 5,579 | 35,148 | |
Available-for-sale debt securities | |||
Marketable Securities [Line Items] | |||
Marketable securities, Estimated Fair Values | $ 71,863 | $ 86,947 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Schedule Of Investments [Line Items] | |||||
Cash, cash equivalents and short -term investments | $ 237,300,000 | $ 237,300,000 | $ 257,100,000 | ||
Unrealized losses net of tax on available-for-sale debt securities | 100,000 | 100,000 | 100,000 | ||
Provision for credit losses related available for sale debt securities | 0 | $ 0 | 0 | $ 0 | 0 |
TiVo Merger | Non-marketable Equity Securities | |||||
Schedule Of Investments [Line Items] | |||||
Equity securities accounted for under equity method | 4,800,000 | 4,800,000 | 4,200,000 | ||
Equity securities without a readily determinable fair value | 100,000 | 100,000 | 100,000 | ||
Non-marketable equity securities, without a readily determinable fair value, impairments or adjustments | 0 | $ 0 | 0 | $ 0 | |
Operating Accounts | |||||
Schedule Of Investments [Line Items] | |||||
Cash, cash equivalents and short -term investments | $ 159,900,000 | $ 159,900,000 | $ 135,000,000 |
Financial Instruments - Fair Va
Financial Instruments - Fair Value and Gross Unrealized Losses Related to Individual Available-for-Sale Debt Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Fair Value | $ 42,695 | $ 66,125 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Gross Unrealized Losses | (21) | (46) |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Fair Value | 5,580 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Gross Unrealized Losses | (1) | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 48,275 | 66,125 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Gross Unrealized Losses | (22) | (46) |
Corporate bonds and notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Fair Value | 21,765 | 53,137 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Gross Unrealized Losses | (15) | (42) |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Fair Value | 5,580 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Gross Unrealized Losses | (1) | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 27,345 | 53,137 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Gross Unrealized Losses | (16) | (42) |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Fair Value | 20,930 | 12,988 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Gross Unrealized Losses | (6) | (4) |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Fair Value | 0 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 months or more, Gross Unrealized Losses | 0 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | 20,930 | 12,988 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Gross Unrealized Losses | $ (6) | $ (4) |
Financial Instruments - Estimat
Financial Instruments - Estimated Fair Value of Marketable Debt Securities by Contractual Maturity (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Investments Debt And Equity Securities [Abstract] | ||
Due in one year or less | $ 66,659 | |
Due in one to two years | 6,204 | |
Total | $ 72,863 | $ 118,246 |
Fair Value - Schedule of Fair V
Fair Value - Schedule of Fair Value Assets Measured on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 77,442 | $ 122,095 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 4,579 | 3,849 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 72,863 | 118,246 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Money market funds - equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 4,579 | 3,849 |
Money market funds - equity securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 4,579 | 3,849 |
Money market funds - equity securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Money market funds - equity securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Treasury and agency notes and bills - Debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 32,299 | |
Treasury and agency notes and bills - Debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Treasury and agency notes and bills - Debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 32,299 | |
Treasury and agency notes and bills - Debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Commercial paper - debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 27,678 | 15,987 |
Commercial paper - debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Commercial paper - debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 27,678 | 15,987 |
Commercial paper - debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Corporate bonds and notes - Debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 45,185 | 69,960 |
Corporate bonds and notes - Debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Corporate bonds and notes - Debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 45,185 | 69,960 |
Corporate bonds and notes - Debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Fair Value - Schedule of Carryi
Fair Value - Schedule of Carrying Amounts and Estimated Fair Values (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | $ 774,475 | $ 839,350 |
2021 Convertible Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | 799,900 | |
Recurring | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | 799,875 | 839,350 |
Total long-term debt, net - Estimated Fair Value | 797,875 | 842,627 |
Recurring | 2020 Term B Loan Facility | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | 0 | 839,302 |
Total long-term debt, net - Estimated Fair Value | 0 | 842,579 |
Recurring | Refinanced Term B Loans | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | 799,875 | 0 |
Total long-term debt, net - Estimated Fair Value | 797,875 | 0 |
Recurring | 2021 Convertible Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total long-term debt, net - Carrying Amount | 0 | 48 |
Total long-term debt, net - Estimated Fair Value | $ 0 | $ 48 |
Fair Value - Schedule of Carr_2
Fair Value - Schedule of Carrying Amounts and Estimated Fair Values (Parenthetical) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Unamortized debt discount and issuance costs | $ 25,400 | $ 34,448 |
Term B Loan Facility | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Unamortized debt discount and issuance costs | $ 25,400 | $ 34,400 |
Fair Value - Schedule of Non-re
Fair Value - Schedule of Non-recurring Fair Value Measurements (Details) - Non-Recurring - Patents $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets acquired | $ 8,787 |
Balance at September 30, 2021 | $ 8,787 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | Jun. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | May 31, 2021 |
Business Acquisition [Line Items] | |||||||
Total revenue | $ 219,379 | $ 202,797 | $ 663,247 | $ 458,093 | |||
Operating loss | 3,926 | $ (18,963) | $ 27,579 | $ (12,155) | |||
TiVo Merger | |||||||
Business Acquisition [Line Items] | |||||||
Merger effective date | Jun. 1, 2020 | ||||||
Merger agreement date | Dec. 18, 2019 | ||||||
Merger agreement amended date | Jan. 31, 2020 | ||||||
Merger consideration | $ 828,334 | ||||||
Purchase price | $ 828,334 | ||||||
MobiTV | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 17,400 | ||||||
Total revenue | 3,400 | $ 4,000 | |||||
Operating loss | $ (1,400) | $ (2,500) |
Business Combinations - Schedul
Business Combinations - Schedule of Merger Consideration (Details) $ / shares in Units, $ in Thousands | Jun. 01, 2020USD ($)$ / sharesshares | Sep. 30, 2021shares | Dec. 31, 2020shares |
Business Acquisition [Line Items] | |||
TiVo common shares outstanding as of June 1, 2020 | shares | 104,508,000 | 104,775,000 | |
TiVo Merger | |||
Business Acquisition [Line Items] | |||
Equity interests issued and issuable | $ | $ 816,201 | ||
Fair value of replaced TiVo equity awards relating to pre-acquisition vesting of the equity award holders’ requisite service periods | $ | 12,133 | ||
Total merger consideration | $ | $ 828,334 | ||
TiVo | |||
Business Acquisition [Line Items] | |||
TiVo exchange ratio | 0.455 | ||
TiVo | TiVo Merger | |||
Business Acquisition [Line Items] | |||
TiVo common shares outstanding as of June 1, 2020 | shares | 128,132,000 | ||
TiVo exchange ratio | 0.455 | ||
Xperi | |||
Business Acquisition [Line Items] | |||
TiVo exchange ratio | 1 | ||
Xperi | TiVo Merger | |||
Business Acquisition [Line Items] | |||
Xperi Holding Corporation common stock issued in exchange | shares | 58,300,000 | ||
Xperi Common Stock closing share price on June 1, 2020 | $ / shares | $ 14 |
Business Combinations - Sched_2
Business Combinations - Schedule of Preliminary Fair Value that Allocated to Assets and Liabilities (Details) - USD ($) $ in Thousands | May 31, 2021 | Jun. 01, 2020 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Identifiable intangible assets: | ||||||
Goodwill | $ 851,088 | $ 847,029 | ||||
Trademarks and tradenames | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 4 years | |||||
Trademarks and tradenames | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 10 years | |||||
TiVo Merger | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 117,424 | |||||
Accounts receivable | 105,778 | |||||
Unbilled contracts receivable | 69,058 | |||||
Other current assets | 21,923 | |||||
Long-term unbilled contracts receivable | 129 | |||||
Property and equipment | 41,307 | |||||
Operating lease right-of-use assets | 71,444 | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | 878,000 | |||||
Goodwill | 461,245 | |||||
Other long-term assets | 43,559 | |||||
Accounts payable | (13,258) | |||||
Accrued legal fees | (5,619) | |||||
Accrued liabilities | (79,601) | |||||
Current portion of deferred revenue | (29,291) | |||||
Current portion of long-term debt | (734,609) | |||||
Deferred revenue, less current portion | (24,319) | |||||
Long-term deferred tax liabilities | (27,528) | |||||
Long-term debt | (48) | |||||
Noncurrent operating lease liabilities | (59,291) | |||||
Other long-term liabilities | (7,969) | |||||
Total purchase price | $ 828,334 | |||||
TiVo Merger | Preliminary Fair Value | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 117,424 | |||||
Accounts receivable | 105,778 | |||||
Unbilled contracts receivable | 69,058 | |||||
Other current assets | 21,690 | |||||
Long-term unbilled contracts receivable | 129 | |||||
Property and equipment | 41,307 | |||||
Operating lease right-of-use assets | 71,444 | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | 878,000 | |||||
Goodwill | 461,129 | |||||
Other long-term assets | 43,700 | |||||
Accounts payable | (13,258) | |||||
Accrued legal fees | (5,619) | |||||
Accrued liabilities | (79,071) | |||||
Current portion of deferred revenue | (29,291) | |||||
Current portion of long-term debt | (734,609) | |||||
Deferred revenue, less current portion | (24,319) | |||||
Long-term deferred tax liabilities | (27,949) | |||||
Long-term debt | (48) | |||||
Noncurrent operating lease liabilities | (59,291) | |||||
Other long-term liabilities | (7,870) | |||||
Total purchase price | $ 828,334 | |||||
TiVo Merger | Measurement Period Adjustments | ||||||
Business Acquisition [Line Items] | ||||||
Other current assets | $ 233 | |||||
Identifiable intangible assets: | ||||||
Goodwill | 116 | |||||
Other long-term assets | (141) | |||||
Accrued liabilities | (530) | |||||
Long-term deferred tax liabilities | 421 | |||||
Other long-term liabilities | (99) | |||||
TiVo Merger | Patents | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 10 years | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 457,400 | |||||
TiVo Merger | Customer contracts and related relationships | ||||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 358,200 | |||||
TiVo Merger | Customer contracts and related relationships | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 4 years | |||||
TiVo Merger | Customer contracts and related relationships | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 9 years | |||||
TiVo Merger | Developed technology | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 5 years | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 34,800 | |||||
TiVo Merger | Content database | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 9 years | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 6,200 | |||||
TiVo Merger | Trademarks and tradenames | ||||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 21,400 | |||||
MobiTV | ||||||
Business Acquisition [Line Items] | ||||||
Other current assets | 390 | |||||
Property and equipment | 9,223 | |||||
Operating lease right-of-use assets | 1,186 | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | 8,260 | |||||
Goodwill | 4,059 | |||||
Other long-term assets | 115 | |||||
Accrued liabilities | (5,288) | |||||
Noncurrent operating lease liabilities | (545) | |||||
Total purchase price | $ 17,400 | |||||
MobiTV | Patents | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 10 years | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 5,000 | |||||
MobiTV | Technology | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (years) | 6 years | |||||
Identifiable intangible assets: | ||||||
Total identifiable intangible assets | $ 3,260 |
Business Combinations - Sched_3
Business Combinations - Schedule of Unaudited Pro Forma Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
TiVo Merger | ||||
Business Acquisition [Line Items] | ||||
Revenue | $ 202,797 | $ 708,675 | ||
Net loss attributable to Xperi Holding Corporation | (23,085) | (145,649) | ||
MobiTV | ||||
Business Acquisition [Line Items] | ||||
Revenue | $ 219,379 | 205,055 | $ 667,106 | 462,990 |
Net loss attributable to Xperi Holding Corporation | $ (44,990) | $ (39,970) | $ (56,628) | $ (65,180) |
Goodwill and Identified Intan_3
Goodwill and Identified Intangible Assets - Summary of Changes to Carrying Value of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, beginning | $ 847,029 |
Goodwill acquired through a business acquisition | 4,059 |
Goodwill, ending | $ 851,088 |
Goodwill and Identified Intan_4
Goodwill and Identified Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill [Line Items] | ||
Goodwill | $ 851,088,000 | $ 847,029,000 |
Goodwill impairment charges | 0 | |
Product Licensing Segment | ||
Goodwill [Line Items] | ||
Goodwill | 527,800,000 | |
IP Licensing Segment | ||
Goodwill [Line Items] | ||
Goodwill | $ 323,300,000 |
Goodwill and Identified Intan_5
Goodwill and Identified Intangible Assets - Identified Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,637,965 | $ 1,621,080 |
Finite-lived intangible assets, Gross Assets | 1,616,565 | 1,599,680 |
Finite-lived intangible assets, Accumulated Amortization | (773,480) | (616,701) |
Intangible assets, net | 864,485 | 1,004,379 |
Finite-lived intangible assets, Net | 843,085 | 982,979 |
TiVo Tradename/trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, Gross Assets | 21,400 | 21,400 |
Indefinite-lived intangible assets, Net | 21,400 | 21,400 |
Acquired patents / core technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Assets | 672,872 | 659,085 |
Finite-lived intangible assets, Accumulated Amortization | (210,188) | (167,916) |
Finite-lived intangible assets, Net | $ 462,684 | 491,169 |
Acquired patents / core technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 3 years | |
Acquired patents / core technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 15 years | |
Existing technology / content database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Assets | $ 251,402 | 248,110 |
Finite-lived intangible assets, Accumulated Amortization | (198,803) | (169,326) |
Finite-lived intangible assets, Net | $ 52,599 | 78,784 |
Existing technology / content database | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 5 years | |
Existing technology / content database | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 10 years | |
Customer contracts and related relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Assets | $ 649,977 | 650,171 |
Finite-lived intangible assets, Accumulated Amortization | (337,687) | (256,199) |
Finite-lived intangible assets, Net | $ 312,290 | 393,972 |
Customer contracts and related relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 3 years | |
Customer contracts and related relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 9 years | |
Trademarks/trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Assets | $ 40,083 | 40,083 |
Finite-lived intangible assets, Accumulated Amortization | (24,571) | (21,029) |
Finite-lived intangible assets, Net | $ 15,512 | 19,054 |
Trademarks/trade name | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 4 years | |
Trademarks/trade name | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Average Life (Years) | 10 years | |
Non-competition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Assets | $ 2,231 | 2,231 |
Finite-lived intangible assets, Accumulated Amortization | $ (2,231) | (2,231) |
Finite-lived intangible assets, Average Life (Years) | 1 year | |
Finite-lived intangible assets, Net | $ 0 |
Goodwill and Identified Intan_6
Goodwill and Identified Intangible Assets - Identified Intangible Assets (Parenthetical) (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended |
May 31, 2021 | Sep. 30, 2021 | |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 8.8 | |
MobiTV | Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 5 | |
MobiTV | Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 3.3 |
Goodwill and Identified Intan_7
Goodwill and Identified Intangible Assets - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2021 (remaining 3 months) | $ 46,576 | |
2022 | 156,022 | |
2023 | 145,052 | |
2024 | 106,138 | |
2025 | 81,723 | |
Thereafter | 307,574 | |
Finite-lived intangible assets, Net | $ 843,085 | $ 982,979 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Amounts of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 01, 2020 |
Line Of Credit Facility [Line Items] | |||
Long-term debt, Gross | $ 799,875 | ||
Unamortized debt discount and issuance costs | (25,400) | $ (34,448) | |
Long-term debt | 774,475 | 839,350 | |
Less: current portion, net of debt discount and issuance costs | (36,037) | (43,689) | |
Long-term debt, net | 738,438 | 795,661 | |
2020 Term B Loan Facility | |||
Line Of Credit Facility [Line Items] | |||
Long-term debt, Gross | 873,750 | ||
Unamortized debt discount and issuance costs | (4,200) | $ (39,700) | |
Refinanced Term B Loans | |||
Line Of Credit Facility [Line Items] | |||
Long-term debt, Gross | 799,875 | ||
2021 Convertible Notes | |||
Line Of Credit Facility [Line Items] | |||
Long-term debt, Gross | $ 48 | ||
Unamortized debt discount and issuance costs | (25,400) | ||
Long-term debt | $ 799,900 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Sep. 24, 2021 | Jun. 08, 2021 | Jun. 01, 2020 | Jan. 23, 2018 | Dec. 01, 2016 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Line Of Credit Facility [Line Items] | |||||||||||
Repayment of assumed debt from merger transaction | $ 0 | $ 734,609,000 | |||||||||
Unamortized debt discount and issuance costs | $ 25,400,000 | 25,400,000 | $ 34,448,000 | ||||||||
Voluntary prepayment against the term loan | 73,923,000 | 357,125,000 | |||||||||
Loss on debt extinguishment | 8,012,000 | 8,300,000 | |||||||||
Borrowings | 774,475,000 | 774,475,000 | 839,350,000 | ||||||||
Interest expense | 8,532,000 | $ 13,393,000 | 30,400,000 | 24,602,000 | |||||||
TiVo Merger | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt assumed | $ 48,000 | ||||||||||
2020 Term B Loan Facility | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Loan facility, term | 5 years | ||||||||||
Borrowing capacity | $ 1,050,000,000 | ||||||||||
Debt instrument, maturity date | Jun. 1, 2025 | ||||||||||
Repayment of assumed debt from merger transaction | $ 734,600,000 | ||||||||||
Unamortized debt discount and issuance costs | 39,700,000 | 4,200,000 | 4,200,000 | ||||||||
Voluntary prepayment against the term loan | $ 150,000,000 | ||||||||||
Loss on debt extinguishment | $ 8,000,000 | 8,300,000 | |||||||||
Debt issuance cost | 6,800,000 | 6,800,000 | |||||||||
Debt issuance remaining third party fees | 2,600,000 | ||||||||||
Repayments of Long-term Debt | $ 344,000,000 | ||||||||||
2020 Term B Loan Facility | Repayments Prior to June 1, 2023 | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Interest rate on original principal amount | 1.25% | ||||||||||
2020 Term B Loan Facility | Repayments After June 1, 2023 and Prior to June 1, 2025 | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Interest rate on original principal amount | 1.875% | ||||||||||
2020 Term B Loan Facility | Base Rate | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 3.00% | ||||||||||
2020 Term B Loan Facility | London Interbank Offered Rate (LIBOR) | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 4.00% | ||||||||||
Refinanced Term B Loans | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Borrowing capacity | $ 810,000,000 | ||||||||||
Debt instrument, maturity date | Jun. 8, 2028 | ||||||||||
Voluntary prepayment against the term loan | $ 50,600,000 | ||||||||||
Debt instrument, prepayment premium | 1.00% | ||||||||||
Interest expense | 8,500,000 | 13,400,000 | 30,400,000 | 24,600,000 | |||||||
Amortized costs | 1,200,000 | $ 2,300,000 | 5,300,000 | $ 4,000,000 | |||||||
Refinanced Term B Loans | Base Rate | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 2.50% | ||||||||||
Refinanced Term B Loans | Eurodollar, London Interbank Offered Rate (LIBOR) | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 3.50% | ||||||||||
2018 Amended Term B Loan | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Borrowing capacity | $ 494,000,000 | ||||||||||
Debt instrument, maturity date | Nov. 30, 2023 | ||||||||||
Voluntary prepayment against the term loan | $ 100,000,000 | ||||||||||
2018 Amended Term B Loan | Royal Bank of Canada | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Loan facility, term | 7 years | ||||||||||
Borrowing capacity | $ 600,000,000 | ||||||||||
2019 Term Loan Facility | TiVo Merger | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Debt instrument, maturity date | Nov. 22, 2024 | ||||||||||
Debt instrument, prepayment premium | 3.00% | ||||||||||
Outstanding borrowings | $ 715,000,000 | ||||||||||
Repayment of debt and prepayment penalty | $ 734,600,000 | ||||||||||
2021 Convertible Notes | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Unamortized debt discount and issuance costs | $ 25,400,000 | $ 25,400,000 | |||||||||
Interest rate | 4.20% | 4.20% | |||||||||
Borrowings | $ 799,900,000 | $ 799,900,000 | |||||||||
2021 Convertible Notes | TiVo Merger | |||||||||||
Line Of Credit Facility [Line Items] | |||||||||||
Interest rate | 2.00% | ||||||||||
Debt assumed | $ 48,000 | ||||||||||
Repayments of assumed debt | $ 48,000 |
Debt - Summarize of Future Mini
Debt - Summarize of Future Minimum Principal Payments for Long-term Debt (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
2021 (remaining 3 months) | $ 10,125 |
2022 | 40,500 |
2023 | 40,500 |
2024 | 40,500 |
2025 | 40,500 |
Thereafter | 627,750 |
Total | $ 799,875 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Denominator: | ||||
Weighted average shares of common stock outstanding | 104,849 | 107,499 | 104,898 | 75,441 |
Less: shares of restricted stock subject to repurchase (in shares) | 0 | 0 | 0 | 0 |
Total common shares-basic (in shares) | 104,849 | 107,499 | 104,898 | 75,441 |
Effect of dilutive securities: | ||||
Options (in shares) | 0 | 0 | 0 | 0 |
Restricted stock awards and units (in shares) | 0 | 0 | 0 | 0 |
Total common shares-diluted (in shares) | 104,849 | 107,499 | 104,898 | 75,441 |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Shares of common stock excluded from the computation of net income (loss) per share | 5.5 | 5.6 | 5.3 | 4 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | Jun. 01, 2020shares | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2021USD ($)$ / sharesshares | Apr. 22, 2021USD ($) | Jun. 12, 2020USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock conversion terms | Upon completion of the Mergers, each share of common stock of Xperi was converted into the right to receive one fully paid and non-assessable share of Company Common Stock. Further upon completion of the Mergers, each share of TiVo Common Stock was converted into the right to receive 0.455 fully paid and non-assessable shares of the Company Common Stock (the “Exchange Ratio”), in addition to cash in lieu of any fractional shares of the Company Common Stock. | ||||||||
Stock repurchase program, authorized amount | $ | $ 100,000,000 | $ 150,000,000 | |||||||
Treasury stock, total repurchase during period (in shares) | 4,900,000 | 7,700,000 | |||||||
Treasury stock, average price of share repurchased (in dollars per share) | $ / shares | $ 14.25 | $ 16.93 | |||||||
Treasury stock, total cost of repurchased stock | $ | $ 24,838,000 | $ 35,086,000 | $ 59,818,000 | $ 50,085,000 | $ 70,100,000 | $ 129,900,000 | |||
Stock repurchase program, remaining amount available for repurchase | $ | $ 120,100,000 | $ 120,100,000 | $ 120,100,000 | ||||||
Tax withholding on restricted stock units (in shares) | 300,000 | 200,000 | 700,000 | 600,000 | |||||
Tax withholding on restricted stock units | $ | $ 7,100,000 | $ 3,300,000 | $ 15,400,000 | $ 9,200,000 | |||||
Employee Stock Purchase Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares reserved for grant (in shares) | 800,000 | 800,000 | 800,000 | ||||||
Expiration period | 24 months | ||||||||
Rolling expiration period | 24 months | ||||||||
Maximum employee subscription rate | 100.00% | 100.00% | 100.00% | ||||||
Purchase price of common stock, percent | 85.00% | ||||||||
Maximum employee subscription amount | $ | $ 25,000 | $ 25,000 | $ 25,000 | ||||||
Performance Shares | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Performance awards, percentage of grant available to vest | 0.00% | ||||||||
Performance Shares | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Performance awards, percentage of grant available to vest | 200.00% | ||||||||
Xperi Corporation Seventh Amended and Restated 2003 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares reserved for grant (in shares) | 0 | ||||||||
2020 EIP | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Expiration period | 10 years | ||||||||
Vesting period | 4 years | ||||||||
Share based compensation full value awards counted against shares available for issuance ratio | 1.5 | ||||||||
Number of shares reserved for issuance | 8,000,000 | 8,000,000 | 8,000,000 | ||||||
2020 EIP | Time-based Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period | 4 years | ||||||||
Assumed Plans | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Expiration period | 7 years | ||||||||
Vesting period | 4 years | ||||||||
Assumed Plans | Restricted Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period | 4 years | ||||||||
2020 EIP and Assumed Plans | Employee Stock Options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares reserved for grant (in shares) | 4,800,000 | 4,800,000 | 4,800,000 | ||||||
Xperi | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock, conversion ratio | 1 | ||||||||
TiVo | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock, conversion ratio | 0.455 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Option Activity (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Number of Shares Subject to Options | |
Number of Shares, Beginning balance (shares) | shares | 637 |
Number of Shares, Options exercised (shares) | shares | (39) |
Number of Shares, Options canceled / forfeited / expired (shares) | shares | (145) |
Number of Shares, Ending balance (shares) | shares | 453 |
Weighted Average Exercise Price Per Share | |
Weighted Average Exercise Price Per Share, Beginning balance (USD per share) | $ / shares | $ 29.59 |
Weighted Average Exercise Price Per Share, Options exercised (USD per share) | $ / shares | 20.03 |
Weighted Average Exercise Price Per Share, Options canceled / forfeited / expired (USD per share) | $ / shares | 45.14 |
Weighted Average Exercise Price Per Share, Ending balance (USD per share) | $ / shares | $ 25.43 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Restricted Stock Awards and Units (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Time-Based Restricted Stock Award and Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Restricted stock awards and units, beginning balance (shares) | 5,662 |
Restricted stock awards and units, granted (shares) | 3,577 |
Restricted stock awards and units, vested / earned (shares) | (1,861) |
Restricted stock awards and units, canceled / forfeited (shares) | (746) |
Restricted stock awards and units, ending balance (shares) | 6,632 |
Performance-Based Restricted Stock Award and Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Restricted stock awards and units, beginning balance (shares) | 1,061 |
Restricted stock awards and units, granted (shares) | 650 |
Restricted stock awards and units, vested / earned (shares) | (76) |
Restricted stock awards and units, canceled / forfeited (shares) | (99) |
Restricted stock awards and units, ending balance (shares) | 1,536 |
Restricted Stock and Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Restricted stock awards and units, beginning balance (shares) | 6,723 |
Restricted stock awards and units, granted (shares) | 4,227 |
Restricted stock awards and units, vested / earned (shares) | (1,937) |
Restricted stock awards and units, canceled / forfeited (shares) | (845) |
Restricted stock awards and units, ending balance (shares) | 8,168 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Weighted average grant date fair value per share of restricted stock and units, beginning balance (USD per share) | $ / shares | $ 16.63 |
Weighted average grant date fair value per share of restricted stock and units, granted (USD per share) | $ / shares | 23.10 |
Weighted average grant date fair value per share of restricted stock and units, vested / earned (USD per share) | $ / shares | 17.82 |
Weighted average grant date fair value of restricted stock and units, canceled / forfeited (USD per share) | $ / shares | 17.68 |
Weighted average grant date fair value per share of restricted stock and units, ending balance (USD per share) | $ / shares | $ 19.59 |
Stock-Based Compensation Expe_3
Stock-Based Compensation Expense - Effect of Recording Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 14,414 | $ 10,157 | $ 42,468 | $ 26,614 |
Tax effect on stock-based compensation expense | (174) | (55) | (507) | (1,550) |
Net effect on net loss | 14,240 | 10,102 | 41,961 | 25,064 |
Cost of licensing, services and software revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 525 | 258 | 1,377 | 332 |
Research, development and other related costs | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 5,110 | 3,580 | 14,267 | 9,454 |
Selling, general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 8,779 | $ 6,319 | $ 26,824 | $ 16,828 |
Stock-Based Compensation Expe_4
Stock-Based Compensation Expense - Stock-Based Compensation Expense Categorized by Equity Components (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 14,414 | $ 10,157 | $ 42,468 | $ 26,614 |
Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 1,516 | 401 | 4,200 | 1,387 |
Employee Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 22 | 22 | 62 | 52 |
Restricted Stock Awards and Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 12,876 | $ 9,734 | $ 38,206 | $ 25,175 |
Stock-Based Compensation Expe_5
Stock-Based Compensation Expense - Additional Information (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Number of shares, options granted | 0 | 0 | 0 | 0 |
Stock-Based Compensation Expe_6
Stock-Based Compensation Expense - Schedule of Assumptions Used to Value Awards Granted (Details) | 1 Months Ended | ||||
Sep. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jul. 31, 2020 | Feb. 29, 2020 | |
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected life (in years) | 2 years | 2 years | 2 years | 2 years | |
Risk-free interest rate | 0.20% | 0.10% | 0.10% | 1.40% | |
Dividend yield | 0.90% | 1.20% | 1.40% | 4.00% | |
Expected volatility | 52.00% | 52.00% | 57.50% | 45.80% | |
Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Expected life (in years) | 3 years | 3 years | |||
Risk-free interest rate | 0.30% | 0.20% | |||
Dividend yield | 1.00% | 1.40% | |||
Expected volatility | 47.90% | 51.30% |
Stock-Based Compensation Expe_7
Stock-Based Compensation Expense - Schedule of Assumptions Used to Value Awards Granted (Parenthetical) (Details) - shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares, options granted | 0 | 0 | 0 | 0 | |
Performance Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares, options granted | 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 5 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2020 | May 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||||||
Provision for (benefit from) income taxes | $ 42,698 | $ 482 | $ 5,400 | $ (12,200) | $ 35,807 | $ (6,761) | |
Effective tax rate (percent) | (452.30%) | 16.30% | |||||
Loss before taxes | (3,700) | (30,100) | $ (7,900) | $ (41,600) | |||
U.S. federal tax rate | 21.00% | ||||||
Increase in gross unrecognized tax benefits | $ 1,900 | ||||||
Gross unrecognized tax benefits | 229,100 | 181,700 | 181,700 | 229,100 | 181,700 | $ 227,200 | |
Unrecognized tax benefits that would impact the effective income tax rate | 96,300 | $ 97,300 | $ 97,300 | 96,300 | $ 97,300 | ||
Interest and tax penalties related to unrecognized tax benefits | 1,100 | ||||||
Accrued interest and tax penalties related to unrecognized tax benefits | $ 3,600 | $ 3,600 | $ 2,500 |
Leases - Additional Information
Leases - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Lessee Lease Description [Line Items] | |
Operating lease existence of option to extend | true |
Operating lease description | The Company’s leases have remaining lease terms of one year to eight years, some of which may include options to extend the leases for five years or longer, and some of which may include options to terminate the leases within the next 6 years or less. Leases with an initial term of 12 months or less are not recorded on the balance sheets |
Minimum | |
Lessee Lease Description [Line Items] | |
Remaining lease term | 1 year |
Lessee term of period to extend | 5 years |
Maximum | |
Lessee Lease Description [Line Items] | |
Remaining lease term | 8 years |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Fixed lease cost | $ 5,701 | $ 6,184 | $ 16,695 | $ 11,340 |
Variable lease cost | 1,347 | 1,374 | 3,899 | 2,315 |
Less: sublease income | (2,051) | (2,452) | (7,397) | (3,295) |
Total operating lease cost | $ 4,997 | $ 5,106 | $ 13,197 | $ 10,360 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Leases [Abstract] | |||||
Operating cash flows from operating leases | $ 5,692 | $ 6,041 | $ 17,008 | $ 10,767 | |
Operating lease, ROU assets obtained in exchange for new lease liabilities | $ 78 | $ 461 | $ 3,556 | $ 4,312 | |
Operating leases, weighted average remaining lease term (years) | 4 years 7 months 6 days | 4 years 7 months 6 days | 5 years 1 month 6 days | ||
Operating leases, weighted average discount rate | 5.10% | 5.10% | 5.20% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments and Related Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Operating Lease Payments | ||
2021 (remaining 3 months) | $ 4,566 | |
2022 | 19,676 | $ 21,825 |
2023 | 17,645 | 18,420 |
2024 | 16,589 | 16,776 |
2025 | 15,009 | 15,719 |
2025 | 14,635 | |
Thereafter | 9,499 | |
Thereafter | 8,966 | |
Total lease payments | 82,984 | 96,341 |
Less: imputed interest | (9,416) | (12,205) |
Present value of lease liabilities: | 73,568 | 84,136 |
Current portion of operating lease liabilities | 16,444 | 17,893 |
Noncurrent operating lease liabilities | 57,124 | 66,243 |
Sublease Income | ||
2021 (remaining 3 months) | (1,803) | |
2022 | (7,487) | (6,257) |
2023 | (7,618) | (6,117) |
2024 | (7,610) | (6,231) |
2025 | (7,386) | (6,293) |
2025 | (6,279) | |
Thereafter | (935) | |
Thereafter | (935) | |
Total lease payments | (32,839) | (32,112) |
Present value of lease liabilities: | (32,839) | (32,112) |
Net Operating Lease Payments | ||
2021 (remaining 3 months) | 2,763 | |
2022 | 12,189 | 15,568 |
2023 | 10,027 | 12,303 |
2024 | 8,979 | 10,545 |
2025 | 7,623 | 9,426 |
2025 | 8,356 | |
Thereafter | 8,564 | |
Thereafter | 8,031 | |
Total lease payments | 50,145 | 64,229 |
Less: imputed interest | (9,416) | (12,205) |
Present value of lease liabilities: | $ 40,729 | $ 52,024 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments And Contingencies Disclosure [Line Items] | ||
Purchase commitments | $ 127,200 | |
Accrued liabilities | 108,934 | $ 129,035 |
Inventory | ||
Commitments And Contingencies Disclosure [Line Items] | ||
Purchase commitments | 10,800 | |
Accrued liabilities | $ 1,300 |
Segment and Geographic Inform_3
Segment and Geographic Information - Additional Information (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021Customer | Sep. 30, 2020Customer | Sep. 30, 2021segmentCustomer | Sep. 30, 2020Customer | Dec. 31, 2020Customer | |
Segment Reporting [Abstract] | |||||
Number of principal businesses segment | segment | 2 | ||||
Number of customers more than 10% of revenue | 0 | 0 | 0 | 1 | |
Number of customers more than 10% of accounts receivable | 0 | 0 | 2 |
Segment and Geographic Inform_4
Segment and Geographic Information - Schedule of Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 219,379 | $ 202,797 | $ 663,247 | $ 458,093 |
Total operating expenses | 215,453 | 221,760 | 635,668 | 470,248 |
Operating income (loss) | 3,926 | (18,963) | 27,579 | (12,155) |
Operating Segments | Product Licensing Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 117,732 | 122,552 | 361,740 | 242,618 |
Total operating expenses | 116,813 | 116,149 | 330,395 | 228,941 |
Operating income (loss) | 919 | 6,403 | 31,345 | 13,677 |
Operating Segments | IP Licensing Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 101,647 | 80,245 | 301,507 | 215,475 |
Total operating expenses | 34,676 | 40,020 | 103,116 | 70,765 |
Operating income (loss) | 66,971 | 40,225 | 198,391 | 144,710 |
Unallocated Operating Expenses | ||||
Segment Reporting Information [Line Items] | ||||
Total operating expenses | 63,964 | 65,591 | 202,157 | 170,542 |
Operating income (loss) | $ (63,964) | $ (65,591) | $ (202,157) | $ (170,542) |
Segment and Geographic Inform_5
Segment and Geographic Information - Schedule of Geographic Revenue Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 219,379 | $ 202,797 | $ 663,247 | $ 458,093 |
Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 100.00% | 100.00% | 100.00% | 100.00% |
U.S. | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 139,964 | $ 125,753 | $ 412,972 | $ 191,847 |
U.S. | Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 64.00% | 62.00% | 62.00% | 42.00% |
Japan | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 20,151 | $ 19,107 | $ 70,854 | $ 84,461 |
Japan | Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 9.00% | 10.00% | 11.00% | 18.00% |
South Korea | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 14,313 | $ 14,402 | $ 48,098 | $ 102,959 |
South Korea | Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 7.00% | 7.00% | 7.00% | 23.00% |
Europe and Middle East | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 16,090 | $ 10,606 | $ 47,360 | $ 22,035 |
Europe and Middle East | Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 7.00% | 5.00% | 7.00% | 5.00% |
Other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 28,861 | $ 32,929 | $ 83,963 | $ 56,791 |
Other | Total Revenue | Geographic Concentration Risk | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage (or more) | 13.00% | 16.00% | 13.00% | 12.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) | Oct. 29, 2021$ / shares |
Subsequent Events [Abstract] | |
Cash dividends declared per share (in dollars per share) | $ 0.05 |
Dividends declaration date | Oct. 29, 2021 |
Dividends payable date | Dec. 20, 2021 |
Dividends record date | Nov. 29, 2021 |