IPHI Inphi Corporation

Inphi Corporation (NASDAQ: IPHI), a leader in high-speed data movement interconnects, today announced financial results for its fourth quarter and fiscal year ended December 31, 2020. Inphi Corporation will not host a conference call to discuss its results for the fourth quarter of 2020 due to the proposed acquisition of Inphi Corporation by Marvell Technology Group Ltd.

GAAP Results

Revenue in the fourth quarter of 2020 was a record $187.5 million on a U.S. generally accepted accounting principles (GAAP) basis, up 82.3% year-over-year, compared with $102.9 million in the fourth quarter of 2019. The increase was due to higher demand for Cloud and Telecommunications products as well as the inclusion of eSilicon revenues as a result of the acquisition that closed on January 10, 2020.

Gross margin under GAAP in the fourth quarter of 2020 was 54.9%, compared with 59.9% in the fourth quarter of 2019. The decrease was mainly due to amortization of intangibles related to the eSilicon acquisition and product and revenue mix.

GAAP operating loss in the fourth quarter of 2020 was $2.5 million or (1.3%) of revenue, compared to GAAP operating loss in the fourth quarter of 2019 of $8.8 million or (8.6%) of revenue. The decrease in operating loss was mainly due to higher gross profit, partially offset by higher operating expenses.

GAAP net loss for the fourth quarter of 2020 was $12.0 million or ($0.23) per diluted common share, compared with $13.4 million or ($0.29) per diluted common share in the fourth quarter of 2019.

Inphi reports gross profit, operating expenses, operating income (loss), net income (loss), and earnings per share in accordance with GAAP and on a non-GAAP basis. A reconciliation of the GAAP to non-GAAP gross profit, operating expenses, operating income (loss), net income (loss), and earnings per share, as well as a description of the items excluded from the non-GAAP calculations is included in the financial statements portion of this press release.

Non-GAAP Results

Gross margin on a non-GAAP basis in the fourth quarter of 2020 was 64.3%, compared with 69.2% in the fourth quarter of 2019. The decrease was due to product mix, mainly from the sale of eSilicon products that have a lower margin.

Non-GAAP operating income in the fourth quarter of 2020 was $54.6 million or 29.1% of revenue, compared with non-GAAP operating income of $23.4 million or 22.7% of revenue in the fourth quarter of 2019. The increase is primarily due to higher gross profit and higher operating leverage.

Non-GAAP net income in the fourth quarter of 2020 was $50.0 million, or $0.91 per diluted common share. This compares with non-GAAP net income of $23.1 million, or $0.47 per diluted common share in the fourth quarter of 2019.

“We are very pleased to report another record revenue quarter demonstrating 82% growth year-over-year driven by strength from acquisitions as well as across all segments highlighted by Cloud revenue, which grew an impressive 69% year-over-year. Additionally, looking at our annual results in 2020 more than half of our growth was organic, growing 46% year-over-year, clearly outpacing broader industry growth projections,” said Ford Tamer, President and CEO of Inphi Corporation. “We continue to capitalize on our strategy of leading-edge investments in cloud infrastructure and optical interconnect, opening up new market opportunities to drive revenue growth.”

Year Ended 2020 Results

Revenue in the year ended December 31, 2020 was $683.0 million, compared with $365.6 million in the year ended December 31, 2019. GAAP net loss in the year ended December 31, 2020 was $59.7 million, or ($1.20) per diluted share, on approximately 49.9 million diluted weighted average common shares outstanding. This compares with GAAP net loss of $72.9 million, or ($1.61) per diluted share, on approximately 45.2 million diluted weighted average common shares outstanding in the year ended December 31, 2019.

Non-GAAP net income in the year ended December 31, 2020 was $180.3 million, or $3.37 per diluted weighted average common share outstanding, on approximately 53.4 million diluted weighted average common shares outstanding. This compares with non-GAAP net income of $76.6 million in the year ended December 31, 2019, or $1.61 per diluted weighted average common share outstanding, on approximately 47.6 million diluted weighted average common shares outstanding.

About Inphi Inphi Corporation is a leader in high-speed data movement. We move big data -- fast, throughout the globe, between data centers, and inside data centers. Inphi's expertise in signal integrity results in reliable data delivery, at high speeds, over a variety of distances. As data volumes ramp exponentially due to video streaming, social media, cloud-based services, and wireless infrastructure, the need for speed has never been greater. That's where we come in. Customers rely on Inphi's solutions to develop and build out the Service Provider and Cloud infrastructures, and data centers of tomorrow. To learn more about Inphi, visit www.inphi.com.

Cautionary Note Concerning Forward-Looking Statements These forward-looking statements may be identified by terms such as outlook, believe, expect, may, will, provide, continue, could, and should, and the negative of these terms or other similar expressions. These statements include statements relating to the Company’s business outlook, the Company’s expectations regarding growth opportunities, success of our growth strategy, strength of the cloud market and optical interconnect, new market opportunities, revenue growth and the benefits of using non-GAAP financial measures. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors, including: the Company’s ability to sustain profitable operations due to its history of losses and accumulated deficit; dependence on a limited number of customers for a substantial portion of revenue and lack of long-term purchase commitments from our customers; product defects; risk related to intellectual property matters, lengthy sales cycle and competitive selection process; lengthy and expensive qualification processes; ability to develop new or enhanced products in a timely manner; development of target markets; market demand for the Company’s products; reliance on third parties to manufacture, assemble and test products; ability to compete; and other risks inherent in fabless semiconductor businesses. In addition, actual results could differ materially due to changes in tax rates or tax benefits available, changes in demand, including as a result of the impact of the COVID-19 pandemic, changes in government regulation, changes in claims that may or may not be asserted, as well as changes in pending litigation. For a discussion of these and other related risks, please refer to Inphi Corporation’s recent SEC filings, including its Annual Report on Form 10-K for the year ended December 31, 2019, which are available on the SEC’s website at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof. Inphi Corporation undertakes no obligation to update forward-looking statements for any reason, except as required by law, even as new information becomes available or other events occur in the future.

Inphi, the Inphi logo and Think fast are registered trademarks of Inphi Corporation. All other trademarks used herein are the property of their respective owners.

INPHI CORPORATIONCONSOLIDATED STATEMENTS OF OPERATIONS(in thousands of dollars, except share and per share amounts)(Unaudited)

		Three Months EndedDecember 31,						Year EndedDecember 31,
		2020			2019			2020			2019
Revenue	$	187,541		$	102,896		$	682,954		$	365,635
Cost of revenue		84,579			41,297			311,823			152,814
Gross margin		102,962			61,599			371,131			212,821
Operating expenses:
Research and development		70,446			49,876			269,147			183,875
Sales and marketing		16,016			12,378			61,290			47,722
General and administrative		19,011			8,194			57,519			30,672
Total operating expenses		105,473			70,448			387,956			262,269
Loss from operations		(2,511	)		(8,849	)		(16,825	)		(49,448	)
Loss on early extinguishment of convertible debt		(93	)		-			(13,539	)		-
Interest expense, net of other income		(6,451	)		(5,415	)		(24,926	)		(23,067	)
Loss before income taxes		(9,055	)		(14,264	)		(55,290	)		(72,515	)
Provision (benefit) for income taxes		2,972			(856	)		4,454			396
Net loss	$	(12,027	)	$	(13,408	)	$	(59,744	)	$	(72,911	)
Earnings per share:
Basic	$	(0.23	)	$	(0.29	)	$	(1.20	)	$	(1.61	)
Diluted	$	(0.23	)	$	(0.29	)	$	(1.20	)	$	(1.61	)
Weighted-average shares used in computing
earnings per share:
Basic		52,626,086			45,728,736			49,901,181			45,226,717
Diluted		52,626,086			45,728,736			49,901,181			45,226,717

The following table presents details of stock-based compensation expense included in each functional line item in the consolidated statements of operations above:

		Three Months EndedDecember 31,						Year EndedDecember 31,
		2020			2019			2020			2019
		(in thousands of dollars)						(in thousands of dollars)
		(Unaudited)						(Unaudited)
Cost of revenue	$	1,826		$	1,776		$	7,859		$	6,208
Research and development		16,773			11,311			62,768			42,265
Sales and marketing		6,670			3,832			22,990			15,561
General and administrative		4,677			3,339			17,630			12,821
	$	29,946		$	20,258		$	111,247		$	76,855

INPHI CORPORATIONCONSOLIDATED BALANCE SHEETS(in thousands of dollars)(Unaudited)

		December 31,2020			December 31,2019
Assets
Current assets:
Cash and cash equivalents	$	103,529		$	282,723
Investments in marketable securities		63,389			140,131
Accounts receivable, net		111,436			60,295
Inventories		111,403			55,013
Prepaid expenses and other current assets		10,137			17,463
Total current assets		399,894			555,625
Property and equipment, net		133,556			79,563
Goodwill		181,688			104,502
Intangible assets, net		231,633			168,290
Right of use asset, net		30,855			33,576
Other assets, net		30,610			34,450
Total assets	$	1,008,236		$	976,006
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	36,387		$	18,771
Accrued expenses and other current liabilities		92,845			51,820
Deferred revenue		3,281			3,719
Convertible debt		58,004			217,467
Total current liabilities		190,517			291,777
Convertible debt		405,689			258,711
Other liabilities		58,320			78,917
Total liabilities		654,526			629,405
Stockholders’ equity:
Common stock		53			46
Additional paid-in capital		654,883			587,862
Accumulated deficit		(302,551	)		(242,807	)
Accumulated other comprehensive income		1,325			1,500
Total stockholders’ equity		353,710			346,601
Total liabilities and stockholders’ equity	$	1,008,236		$	976,006

INPHI CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWS(in thousands of dollars)(Unaudited)

		Three Months EndedDecember 31,						Year EndedDecember 31,
		2020			2019			2020				2019
Cash flows from operating activities:
Net loss	$	(12,027	)	$	(13,408	)	$	(59,744	)	$		(72,911	)
Adjustments to reconcile net loss to net cash provided by
operating activities:
Depreciation, amortization and stock-based compensation		64,361			43,594			238,897				173,549
Amortization and accretion related to debt		6,693			7,338			29,277				28,353
Loss on extinguishment of debt		93			-			13,539				-
Deferred income taxes		2,545			(599	)		3,703				337
Net unrealized gain on equity investments		(67	)		(124	)		(2,010	)			(2,201	)
Gain from sale of equity investment		-			(924	)		(4,999	)			(924	)
Loss on termination of software lease contracts		-			-			3,370				-
Other noncash items		403			(187	)		576				(720	)
Changes in assets and liabilities, net of acquisition		(17,359	)		(13,735	)		(67,024	)			(28,539	)
Net cash provided by operating activities		44,642			21,955			155,585				96,944
Cash flows from investing activities:
Purchases of property and equipment		(22,308	)		(12,291	)		(74,823	)			(29,518	)
Sales or maturities of marketable securities, net of purchases		11,348			134,127			76,751				97,248
Purchases of intangible assets		(160	)		-			(788	)			(1,137	)
Acquisitions of business and equity investments, net of cash and proceeds		-			(576	)		(214,731	)			(3,576	)
Net cash provided by (used in) investing activities		(11,120	)		121,260			(213,591	)			63,017
Cash flows from financing activities:
Proceeds from exercise of stock options and ESPP		9,013			709			19,083				8,990
Minimum tax withholding paid on behalf of employees for net share settlement		(31,205	)		(7,898	)		(80,375	)			(33,596	)
Payments of obligations related to purchase of intangible assets and equipment financing		(4,224	)		(4,421	)		(35,493	)			(24,650	)
Proceeds (payments) from issuance of convertible debt, net of cost		(250	)		-			492,493				-
Payment for convertible debt debt repurchases and conversion		(51,234	)		-			(461,236	)			-
Purchase of capped call options		-			-			(55,660	)			-
Net cash used in financing activities		(77,900	)		(11,610	)		(121,188	)			(49,256	)
Net increase (decrease) in cash and cash equivalents		(44,378	)		131,605			(179,194	)			110,705
Cash and cash equivalents at beginning of period		147,907			151,118			282,723				172,018
Cash and cash equivalents at end of period	$	103,529		$	282,723		$	103,529		$		282,723

INPHI CORPORATIONRECONCILIATION OF GAAP TO NON-GAAP MEASURES(in thousands of dollars, except share and per share amounts)

To supplement the financial data presented on a GAAP basis, the Company discloses certain non-GAAP financial measures, which exclude stock-based compensation, legal, transition costs and other expenses, related to acquisitions, including the potential merger with Marvell, purchase price fair value adjustments related to acquisitions, non-cash interest expense and loss on extinguishment related to convertible debt, unrealized gain or loss on equity investments, lease expense on building not occupied and deferred tax asset valuation allowance. These non-GAAP financial measures are not in accordance with GAAP. These results should only be used to evaluate the Company’s results of operations in conjunction with the corresponding GAAP measures. The Company believes that its non-GAAP financial information provides useful information to management and investors regarding financial and business trends relating to its financial condition and results of operations because it excludes charges or benefits that management considers to be outside of the Company’s core operating results. The Company believes that the non-GAAP measures of gross margin, income from operations, net income and earnings per share, in combination with the Company’s financial results calculated in accordance with GAAP, provide investors with additional perspective and a more meaningful understanding of the Company’s ongoing operating performance. In addition, the Company’s management uses these non-GAAP measures to review and assess the financial performance of the Company, to determine executive officer incentive compensation and to plan and forecast performance in future periods. The Company’s non-GAAP measurements are not prepared in accordance with GAAP, and are not an alternative to GAAP financial information, and may be calculated differently than non-GAAP financial information disclosed by other companies.

RECONCILIATION OF GAAP NET INCOME TO NON-GAAP NET INCOME(in thousands of dollars, except share and per share amounts)(Unaudited)

		Three Months EndedDecember 31,						Year EndedDecember 31,
		2020			2019			2020			2019
GAAP gross margin to Non-GAAP gross margin
GAAP gross margin	$	102,962		$	61,599		$	371,131		$	212,821
Adjustments to GAAP gross margin:
Stock-based compensation		1,826		(a)	1,776		(a)	7,859		(a)	6,208		(a)
Amortization of inventory step-up		87		(b)	-			4,569		(b)	-
Amortization of intangibles		15,460		(c)	7,815		(c)	54,304		(c)	36,987		(c)
Depreciation on step-up values of fixed assets		167		(d)	2		(d)	390		(d)	(25	)	(d)
Non-GAAP gross margin	$	120,502		$	71,192		$	438,253		$	255,991
GAAP operating expenses to Non-GAAP operating expenses
GAAP research and development	$	70,446		$	49,876		$	269,147		$	183,875
Adjustments to GAAP research and development:
Stock-based compensation		(16,773	)	(a)	(11,311	)	(a)	(62,768	)	(a)	(42,265	)	(a)
Depreciation on step-up values of fixed assets		(158	)	(d)	(164	)	(d)	(413	)	(d)	(518	)	(d)
Acquisition related expenses		(580	)	(e)	-			(10,871	)	(e)	-
Non-GAAP research and development	$	52,935		$	38,401		$	195,095		$	141,092
GAAP sales and marketing	$	16,016		$	12,378		$	61,290		$	47,722
Adjustments to GAAP sales and marketing:
Stock-based compensation		(6,670	)	(a)	(3,832	)	(a)	(22,990	)	(a)	(15,561	)	(a)
Amortization of intangibles		(2,432	)	(c)	(2,432	)	(c)	(9,727	)	(c)	(9,725	)	(c)
Depreciation on step-up values of fixed assets		(24	)	(d)	(3	)	(d)	(61	)	(d)	(10	)	(d)
Acquisition related expenses		(50	)	(e)	-			(790	)	(e)	-
Non-GAAP sales and marketing	$	6,840		$	6,111		$	27,722		$	22,426
GAAP general and administrative	$	19,011		$	8,194		$	57,519		$	30,672
Adjustments to GAAP general and administrative:
Stock-based compensation		(4,677	)	(a)	(3,339	)	(a)	(17,630	)	(a)	(12,821	)	(a)
Amortization of intangibles		(69	)	(c)	(69	)	(c)	(278	)	(c)	(417	)	(c)
Depreciation on step-up values of fixed assets		(87	)	(d)	(6	)	(d)	(212	)	(d)	(20	)	(d)
Acquisition related expenses		(8,011	)	(e)	(1,015	)	(e)	(14,643	)	(e)	(1,015	)	(e)
Expense on lease that was not yet occupied		-			(462	)	(f)	(1,709	)	(f)	(462	)	(f)
Loss on claim settlement from ClariPhy acquisition		-			-			-			(400	)	(g)
Non-GAAP general and administrative	$	6,167		$	3,303		$	23,047		$	15,537
Non-GAAP total operating expenses	$	65,942		$	47,815		$	245,864		$	179,055
Non-GAAP income from operations	$	54,560		$	23,377		$	192,389		$	76,936
GAAP net loss to Non-GAAP net income
GAAP net loss	$	(12,027	)	$	(13,408	)	$	(59,744	)	$	(72,911	)
Adjusting items to GAAP net loss:
Operating expenses related to stock-based
compensation expense		29,946		(a)	20,258		(a)	111,247		(a)	76,855		(a)
Amortization of inventory step-up		87		(b)	-			4,569		(b)	-
Amortization of intangibles related to purchase price		17,961		(c)	10,316		(c)	64,309		(c)	47,129		(c)
Depreciation on step-up values of fixed assets		436		(d)	175		(d)	1,076		(d)	523		(d)
Acquisition related expenses		8,641		(e)	1,015		(e)	26,304		(e)	1,015		(e)
Expense on lease that was not yet occupied		-			462		(f)	1,709		(f)	462		(f)
Loss on claim settlement from ClariPhy acquisition		-			-			-			400		(g)
Accretion and amortization expense on convertible debt		6,693		(h)	7,338		(h)	29,277		(h)	28,353		(h)
Loss on extinguishment of convertible debt		93		(i)	-			13,539		(i)	-
Net realized and unrealized loss (gain) on equity investment		(67	)	(j)	(1,049	)	(j)	(7,008	)	(j)	(3,126	)	(j)
Loss on retirement of certain property and equipment from
acquisitions		-			-			444		(k)	7		(k)
Loss on claim settlement from Exactik disposition		-			-			-			296		(l)
Valuation allowance and tax effect of the adjustments above from
GAAP to non-GAAP		(1,797	)	(m)	(2,029	)	(m)	(5,390	)	(m)	(2,432	)	(m)
Non-GAAP net income	$	49,966		$	23,078		$	180,332		$	76,571
Shares used in computing non-GAAP basic earnings per share		52,626,086			45,728,736			49,901,181			45,226,717
Shares used in computing non-GAAP diluted earnings per share
before offsetting shares from call option		56,497,856			51,298,035			54,956,850			48,766,301
Offsetting shares from call option		1,354,504			2,225,969			1,524,512			1,176,787
Shares used in computing non-GAAP diluted earnings per share		55,143,352			49,072,066			53,432,338			47,589,514
Non-GAAP earnings per share:
Basic	$	0.95		$	0.50		$	3.61		$	1.69
Diluted	$	0.91		$	0.47		$	3.37		$	1.61
GAAP gross margin as a % of revenue		54.9	%		59.9	%		54.3	%		58.2	%
Stock-based compensation		1.0	%		1.7	%		1.2	%		1.7	%
Amortization of inventory fair value step-up and intangibles		8.4	%		7.6	%		8.7	%		10.1	%
Non-GAAP gross margin as a % of revenue		64.3	%		69.2	%		64.2	%		70.0	%

(a)	Reflects the stock-based compensation expense recorded relating to stock-based awards. The Company excludes this item when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(b)	Reflects the cost of goods sold fair value amortization of inventory step-up related to acquisitions. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(c)	Reflects the fair value amortization of intangibles related to acquisition. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(d)	Reflects the fair value depreciation of fixed assets related to acquisitions. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(e)	Reflects the legal, transition costs and other expenses related to acquisitions, including potential merger with Marvell. The transition costs also include short-term cash retention bonus payments to eSilicon employees. The Company excludes this item when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(f)	Reflects the expense on building lease not yet occupied. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(g)	Reflects the loss on settlement of certain customer claims from the ClariPhy acquisition. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(h)	Reflects the accretion and amortization expense on convertible debt. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(i)	Reflects the loss on early extinguishment of convertible debt. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(j)	Reflects the unrealized and realized gain or loss on equity investments. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(k)	Reflects the loss on disposal of certain property and equipment from the acquisitions. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(l)	Reflects the loss on settlement of claim from the Exactik business disposal. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.
(m)	Reflects the change in valuation allowance and delta in interim period tax allocation from GAAP to non-GAAP related to non-GAAP adjustments. The Company excludes this item when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance.

Corporate Contact:
Kim Markle
408-217-7329
kmarkle@inphi.com

Investor Contact:
Vernon P. Essi, Jr.
408-606-6524
investors@inphi.com