Wednesday, February 8th 2023
Silicon Motion Announces Results for the Period Ended December 31, 2022, Discusses MaxLinear Acquisition
Silicon Motion Technology Corporation ("Silicon Motion" or the "Company") today announced its financial results for the quarter ended December 31, 2022. For the fourth quarter of 2022, net sales (GAAP) decreased sequentially to $200.8 million from $250.8 million in the third quarter of 2022. Net income (GAAP) decreased to $23.5 million, or $0.71 per diluted American Depositary Share ("ADS") (GAAP), from net income (GAAP) of $42.9 million, or $1.29 per diluted ADS (GAAP), in the third quarter of 2022.
For the fourth quarter of 2022, net income (non-GAAP) decreased to $41.1 million, or $1.22 per diluted ADS (non-GAAP), from net income (non-GAAP) of $51.2 million, or $1.53 per diluted ADS (non-GAAP), in the third quarter of 2022.
Business Review
Wallace Kou, President & CEO of Silicon Motion commented:
"For full-year 2022, despite challenging end-markets, we grew our sales 3%, which significantly outperformed the PC and smartphone markets, both of which posted double-digit declines during the period."
"Our sales of SSD controllers decreased 5 to 10% for the year, however, this outcome is still much better than the performance of the PC market generally. More importantly, our sales to the OEM market, for SSDs used in the manufacture of PCs, grew 30% as our extensive PCIe Gen 4 design-wins scaled. Two-thirds of our controllers are now for the OEM market, up from less than half in the prior year. The channel market for SSDs sold in the after-market, a big part of which is in China, decreased significantly due to both weak demand from the extensive Covid-related lockdowns in China and rapidly falling NAND-prices. In 2023, we expect our PCIe Gen 4 SSD controllers for OEMs to scale further, boosted by the recent roll-out of technology upgrades to enhance SSD efficiency. We are also optimistic about recovery from the re-opening of China and from more stable NAND prices."
"Our sales of eMMC+UFS controllers grew 15 to 20% for the year, significantly better than the sharp downturn in the smartphone market. However, sales in the fourth quarter were hampered by excess inventory at certain NAND flash customers which could take a few quarters to resolve."
"With softness in our sales this quarter and lower than normal sales visibility, we are taking steps to reduce our operating cost structure, protect our profitability and enhance the opportunity for a rebound. Actions that we have implemented relate to strategic review of product performance, as well as compensation and tape-out expenses. These initiatives are important because, while we are well placed for eventual market recovery when supply chains work down inventory and NAND supply/demand becomes more balanced, we anticipate that sales could soften further in the near term as these market dynamics play out."
During the fourth quarter of 2022, we had $7.6 million of capital expenditures, including $3.5 million for the routine purchase of testing equipment, software, design tools and other items, and $4.1 million for building construction in Hsinchu.
Acquisition Update
On May 5, 2022, Silicon Motion agreed to be acquired by MaxLinear, Inc. ("MaxLinear") with Silicon Motion ADS holders to receive $93.54 in cash and 0.388 shares of common stock, par value $0.0001, of MaxLinear ("MaxLinear Common Stock") for each ADS that they hold (the "Transaction"). On June 27, 2022, the Transaction's waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), expired and, unless the Transaction closes after June 27, 2023, no further approval is required under the HSR Act. On August 31, 2022, securityholders at Silicon Motion's Extraordinary General Meeting ("EGM") approved the Transaction. In September 2022, MaxLinear and Silicon Motion, which had previously filed with China's State Administration for Market Regulation ("SAMR") under the simplified procedures, refiled under the normal procedures as advised by SAMR. MaxLinear and Silicon Motion cannot predict with certainty the length of review under the normal procedure, but both parties continue to expect a final determination by SAMR in the second or third quarter of 2023, or even later. Closing of the Transaction is subject to certain customary closing conditions, including regulatory approval from SAMR and, if closing occurs after June 27, 2023, an additional filing under the HSR Act.
Discussion of Non-GAAP Financial Measures
To supplement the Company's unaudited selected financial results calculated in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), the Company discloses certain non-GAAP financial measures that exclude stock-based compensation and other items, including gross profit (non-GAAP), operating expenses (non-GAAP), operating income (non-GAAP), net income (non-GAAP), and earnings per diluted ADS (non-GAAP). These non-GAAP measures are not in accordance with or an alternative to GAAP and may be different from non-GAAP measures used by other companies. We believe that these non-GAAP measures have limitations in that they do not reflect all the amounts associated with the Company's results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate the Company's results of operations in conjunction with the corresponding GAAP measures. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the most directly comparable GAAP measure. We compensate for the limitations of our non-GAAP financial measures by relying upon GAAP results to gain a complete picture of our performance.
Our non-GAAP financial measures are provided to enhance the user's overall understanding of our current financial performance and our prospects for the future. Specifically, we believe the non-GAAP results provide useful information to both management and investors as these non-GAAP results exclude certain expenses, gains and losses that we believe are not indicative of our core operating results and because they are consistent with the financial models and estimates published by many analysts who follow the Company. We use non-GAAP measures to evaluate the operating performance of our business, for comparison with our forecasts, and for benchmarking our performance externally against our competitors. Also, when evaluating potential acquisitions, we exclude the items described below from our consideration of the target's performance and valuation. Since we find these measures to be useful, we believe that our investors benefit from seeing the results from management's perspective in addition to seeing our GAAP results. We believe that these non-GAAP measures, when read in conjunction with the Company's GAAP financials, provide useful information to investors by offering:
Stock-based compensation expense consists of non-cash charges related to the fair value of restricted stock units awarded to employees. The Company believes that the exclusion of these non-cash charges provides for more accurate comparisons of our operating results to our peer companies due to the varying available valuation methodologies, subjective assumptions and the variety of award types. In addition, the Company believes it is useful to investors to understand the specific impact of share-based compensation on its operating results.
Product-line restructuring are charges related to the restructuring of our underperforming product lines, principally the write-down of NAND flash, embedded DRAM and SSD inventory valuation attributable to Shannon, Ferri and Graphics products, as well as certain other discontinued parts.
M&A transaction expenses consist of legal, financial advisory and other fees related to our pending sale to MaxLinear.
Loss from settlement of litigation relates to an estimated expense accrued in connection with a potential settlement of a lawsuit.
Foreign exchange loss (gain) consists of translation gains and/or losses of non-US$ denominated current assets and current liabilities, as well as certain other balance sheet items which result from the appreciation or depreciation of non-US$ currencies against the US$. We do not use financial instruments to manage the impact on our operations from changes in foreign exchange rates, and because our operations are subject to fluctuations in foreign exchange rates, we therefore exclude foreign exchange gains and losses when presenting non-GAAP financial measures.
Unrealized holding loss (gain) on investments relates to the difference between market value and cost of long-term investments.
Source:
Silicon Motion
For the fourth quarter of 2022, net income (non-GAAP) decreased to $41.1 million, or $1.22 per diluted ADS (non-GAAP), from net income (non-GAAP) of $51.2 million, or $1.53 per diluted ADS (non-GAAP), in the third quarter of 2022.
Wallace Kou, President & CEO of Silicon Motion commented:
"For full-year 2022, despite challenging end-markets, we grew our sales 3%, which significantly outperformed the PC and smartphone markets, both of which posted double-digit declines during the period."
"Our sales of SSD controllers decreased 5 to 10% for the year, however, this outcome is still much better than the performance of the PC market generally. More importantly, our sales to the OEM market, for SSDs used in the manufacture of PCs, grew 30% as our extensive PCIe Gen 4 design-wins scaled. Two-thirds of our controllers are now for the OEM market, up from less than half in the prior year. The channel market for SSDs sold in the after-market, a big part of which is in China, decreased significantly due to both weak demand from the extensive Covid-related lockdowns in China and rapidly falling NAND-prices. In 2023, we expect our PCIe Gen 4 SSD controllers for OEMs to scale further, boosted by the recent roll-out of technology upgrades to enhance SSD efficiency. We are also optimistic about recovery from the re-opening of China and from more stable NAND prices."
"Our sales of eMMC+UFS controllers grew 15 to 20% for the year, significantly better than the sharp downturn in the smartphone market. However, sales in the fourth quarter were hampered by excess inventory at certain NAND flash customers which could take a few quarters to resolve."
"With softness in our sales this quarter and lower than normal sales visibility, we are taking steps to reduce our operating cost structure, protect our profitability and enhance the opportunity for a rebound. Actions that we have implemented relate to strategic review of product performance, as well as compensation and tape-out expenses. These initiatives are important because, while we are well placed for eventual market recovery when supply chains work down inventory and NAND supply/demand becomes more balanced, we anticipate that sales could soften further in the near term as these market dynamics play out."
During the fourth quarter of 2022, we had $7.6 million of capital expenditures, including $3.5 million for the routine purchase of testing equipment, software, design tools and other items, and $4.1 million for building construction in Hsinchu.
Acquisition Update
On May 5, 2022, Silicon Motion agreed to be acquired by MaxLinear, Inc. ("MaxLinear") with Silicon Motion ADS holders to receive $93.54 in cash and 0.388 shares of common stock, par value $0.0001, of MaxLinear ("MaxLinear Common Stock") for each ADS that they hold (the "Transaction"). On June 27, 2022, the Transaction's waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), expired and, unless the Transaction closes after June 27, 2023, no further approval is required under the HSR Act. On August 31, 2022, securityholders at Silicon Motion's Extraordinary General Meeting ("EGM") approved the Transaction. In September 2022, MaxLinear and Silicon Motion, which had previously filed with China's State Administration for Market Regulation ("SAMR") under the simplified procedures, refiled under the normal procedures as advised by SAMR. MaxLinear and Silicon Motion cannot predict with certainty the length of review under the normal procedure, but both parties continue to expect a final determination by SAMR in the second or third quarter of 2023, or even later. Closing of the Transaction is subject to certain customary closing conditions, including regulatory approval from SAMR and, if closing occurs after June 27, 2023, an additional filing under the HSR Act.
Discussion of Non-GAAP Financial Measures
To supplement the Company's unaudited selected financial results calculated in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), the Company discloses certain non-GAAP financial measures that exclude stock-based compensation and other items, including gross profit (non-GAAP), operating expenses (non-GAAP), operating income (non-GAAP), net income (non-GAAP), and earnings per diluted ADS (non-GAAP). These non-GAAP measures are not in accordance with or an alternative to GAAP and may be different from non-GAAP measures used by other companies. We believe that these non-GAAP measures have limitations in that they do not reflect all the amounts associated with the Company's results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate the Company's results of operations in conjunction with the corresponding GAAP measures. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the most directly comparable GAAP measure. We compensate for the limitations of our non-GAAP financial measures by relying upon GAAP results to gain a complete picture of our performance.
Our non-GAAP financial measures are provided to enhance the user's overall understanding of our current financial performance and our prospects for the future. Specifically, we believe the non-GAAP results provide useful information to both management and investors as these non-GAAP results exclude certain expenses, gains and losses that we believe are not indicative of our core operating results and because they are consistent with the financial models and estimates published by many analysts who follow the Company. We use non-GAAP measures to evaluate the operating performance of our business, for comparison with our forecasts, and for benchmarking our performance externally against our competitors. Also, when evaluating potential acquisitions, we exclude the items described below from our consideration of the target's performance and valuation. Since we find these measures to be useful, we believe that our investors benefit from seeing the results from management's perspective in addition to seeing our GAAP results. We believe that these non-GAAP measures, when read in conjunction with the Company's GAAP financials, provide useful information to investors by offering:
- the ability to make more meaningful period-to-period comparisons of the Company's on-going operating results;
- the ability to better identify trends in the Company's underlying business and perform related trend analysis;
- a better understanding of how management plans and measures the Company's underlying business; and
- an easier way to compare the Company's operating results against analyst financial models and operating results of our competitors that supplement their GAAP results with non-GAAP financial measures.
Stock-based compensation expense consists of non-cash charges related to the fair value of restricted stock units awarded to employees. The Company believes that the exclusion of these non-cash charges provides for more accurate comparisons of our operating results to our peer companies due to the varying available valuation methodologies, subjective assumptions and the variety of award types. In addition, the Company believes it is useful to investors to understand the specific impact of share-based compensation on its operating results.
Product-line restructuring are charges related to the restructuring of our underperforming product lines, principally the write-down of NAND flash, embedded DRAM and SSD inventory valuation attributable to Shannon, Ferri and Graphics products, as well as certain other discontinued parts.
M&A transaction expenses consist of legal, financial advisory and other fees related to our pending sale to MaxLinear.
Loss from settlement of litigation relates to an estimated expense accrued in connection with a potential settlement of a lawsuit.
Foreign exchange loss (gain) consists of translation gains and/or losses of non-US$ denominated current assets and current liabilities, as well as certain other balance sheet items which result from the appreciation or depreciation of non-US$ currencies against the US$. We do not use financial instruments to manage the impact on our operations from changes in foreign exchange rates, and because our operations are subject to fluctuations in foreign exchange rates, we therefore exclude foreign exchange gains and losses when presenting non-GAAP financial measures.
Unrealized holding loss (gain) on investments relates to the difference between market value and cost of long-term investments.
1 Comment on Silicon Motion Announces Results for the Period Ended December 31, 2022, Discusses MaxLinear Acquisition
Layoffs and terminations of a bunch of the little people, who's blood, sweat & tears make their stuff :mad: