Silicon Motion Announces Results for the Period Ended December 31, 2022

In this article:
Silicon Motion Technology Corporation.Silicon Motion Technology Corporation.
Silicon Motion Technology Corporation.

Business Highlights

  • Fourth quarter sales decreased 20% Q/Q and 24% Y/Y and FY2022 sales grew 3% Y/Y

    • SSD controller sales: 4Q approximately flat Q/Q and FY2022 decreased 5% to 10% Y/Y

    • eMMC+UFS controller sales: 4Q decreased 35% to 40% Q/Q and FY2022 grew 15% to 20% Y/Y

    • SSD solutions sales: 4Q grew 20% to 25% Q/Q and FY2022 grew 30% to 35% Y/Y

  • Both SSD and eMMC+UFS controllers outperformed PC and smartphone markets

  • 30% FY2022 SSD controller sales growth into the PC OEM market

Financial Highlights

 

 

4Q 2022 GAAP

4Q 2022 Non-GAAP

 

•  Net sales

$200.8 million (-20% Q/Q, -24% Y/Y)

$200.8 million (-20% Q/Q, -24% Y/Y)

 

•  Gross margin

43.3%

47.4%

 

•  Operating margin

12.5%

23.2%

 

•  Earnings per diluted ADS

$0.71

$1.22

 

 

 

 

 

 

Full Year 2022 GAAP

Full Year 2022 Non-GAAP

 

•  Net sales

$945.9 million (+3% Y/Y)

$945.9 million (+3% Y/Y)

 

•  Gross margin

49.2%

50.2%

 

•  Operating margin

22.6%

27.3%

 

•  Earnings per diluted ADS

$5.17

$6.36

TAIPEI, Taiwan and MILPITAS, Calif., Feb. 08, 2023 (GLOBE NEWSWIRE) -- Silicon Motion Technology Corporation (NasdaqGS: SIMO) (“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.”

Key Financial Results

(in millions, except percentages and per ADS amounts)

GAAP

Non-GAAP

4Q 2022

3Q 2022

4Q 2021

4Q 2022

3Q 2022

4Q 2021

Revenue

$

200.8

 

$

250.8

 

$

264.4

 

$

200.8

 

$

250.8

 

$

264.4

 

Gross profit
     Percent of revenue

 

$87.0
43.3


%

 

$119.1
47.5


%

 

$131.2
49.6


%

 

$95.1
47.4


%

 

$119.3
47.6


%

 

$131.9
49.9


%

Operating expenses

$

61.9

 

$

63.8

 

$

59.1

 

$

48.5

 

$

56.6

 

$

50.3

 

Operating income
     Percent of revenue

 

$25.1
12.5


%

 

$55.4
22.1


%

 

$72.1
27.3


%

 

$46.6
23.2


%

 

$62.7
25.0


%

 

$81.6
30.9


%

Earnings per diluted ADS

$

0.71

 

$

1.29

 

$

1.73

 

$

1.22

 

$

1.53

 

$

1.91

 

Other Financial Information

(in millions)

4Q 2022

3Q 2022

4Q 2021

Cash, cash equivalents, restricted cash and short-term investments—end of period

$

287.1 

$

253.9 

$

415.5 

Routine capital expenditures

$

3.5 

$

7.4 

$

8.3 

Dividend payments

 

-- 

$

16.5 

$

17.4 

Share repurchases

 

-- 

$

45.7 

  • $0.1m ADS cancellation fee for shares repurchased in prior quarter.

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.

The following are explanations of each of the adjustments that we incorporate into our non-GAAP measures, as well as the reasons for excluding each of these individual items in our reconciliation of these 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.


Silicon Motion Technology Corporation
Consolidated Statements of Income
(in thousands, except percentages and per ADS data, unaudited)

 

 

For Three Months Ended

 

For the Year Ended

 

 

Dec. 31

 

Sep. 30,

 

Dec. 31,

 

Dec. 31,

 

Dec. 31,

 

 

2021

 

2022

 

2022

 

2021

 

2022

 

 

($)

 

($)

 

($)

 

($)

 

($)

Net Sales

 

264,357

 

 

250,812

 

 

200,759

 

 

922,100

 

 

945,921

 

Cost of sales

 

133,126

 

 

131,691

 

 

113,786

 

 

461,305

 

 

480,090

 

Gross profit

 

131,231

 

 

119,121

 

 

86,973

 

 

460,795

 

 

465,831

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

Research & development

 

44,747

 

 

47,727

 

 

51,926

 

 

164,291

 

 

188,532

 

Sales & marketing

 

7,534

 

 

9,375

 

 

5,629

 

 

28,813

 

 

31,537

 

General & administrative

 

6,802

 

 

6,949

 

 

4,349

 

 

21,822

 

 

31,447

 

Loss from settlement of litigation

 

-

 

(300

)

 

(10)

 

-

 

 

390

 

Operating income

 

72,148

 

 

55,370

 

 

25,079

 

 

245,869

 

 

213,925

 

Non-operating income (expense)

 

 

 

 

 

 

 

 

 

 

Interest income, net

 

270

 

 

750

 

 

1,261

 

 

1,279

 

 

2,636

 

Foreign exchange gain (loss), net

 

598

 

 

(2,293

)

 

(562

)

 

193

 

 

(4,880

)

Unrealized holding gain (loss) on investments

 

-

 

 

-

 

 

896

 

 

-

 

 

   896

 

Others, net

 

(80

)

 

-

 

 

-

 

 

(77

)

 

1

 

Subtotal

 

788

 

 

(1,543

)

 

1,595

 

 

1,395

 

 

(1,347

)

Income before income tax

 

72,936

 

 

53,827

 

 

26,674

 

 

247,264

 

 

212,578

 

Income tax expense

 

12,301

 

 

10,936

 

 

3,138

 

 

47,262

 

 

40,068

 

Net income

 

60,635

 

 

42,891

 

 

23,536

 

 

200,002

 

 

172,510

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per basic ADS

 

1.74

 

 

1.30

 

 

0.71

 

 

5.74

 

 

5.19

 

Earnings per diluted ADS

 

1.73

 

 

1.29

 

 

0.71

 

 

5.72

 

 

5.17

 

 

 

 

 

 

 

 

 

 

 

 

Margin Analysis:

 

 

 

 

 

 

 

 

 

 

Gross margin

 

49.6

%

 

47.5

%

 

43.3

%

 

50.0

%

 

49.2

%

Operating margin

 

27.3

%

 

22.1

%

 

12.5

%

 

26.7

%

 

22.6

%

Net margin

 

22.9

%

 

17.1

%

 

11.7

%

 

21.7

%

 

18.2

%

Additional Data:

 

 

 

 

 

 

 

 

 

 

Weighted avg. ADS equivalents

 

34,872

 

 

33,050

 

 

33,054

 

 

34,851

 

 

33,257

 

Diluted ADS equivalents

 

35,068

 

 

33,140

 

 

33,209

 

 

34,992

 

 

33,388

 


Silicon Motion Technology Corporation
Reconciliation of GAAP to Non-GAAP Operating Results
(in thousands, except percentages and per ADS data, unaudited)

 

 

For Three Months Ended

 

For the Year Ended

 

 

Dec. 31

 

Sep. 30,

 

Dec. 31

 

Dec. 31,

 

Dec. 31,

 

 

2021

 

 

 

2022

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

($)

 

($)

 

($)

 

($)

 

($)

Gross profit (GAAP)

 

 

131,231

 

 

 

119,121

 

 

 

86,973

 

 

 

460,795

 

 

 

465,831

 

 Gross margin (GAAP)

 

 

49.6

%

 

 

47.5

%

 

 

43.3

%

 

 

50.0

%

 

 

49.2

%

Stock-based compensation (A)

 

 

172

 

 

 

143

 

 

 

228

 

 

 

389

 

 

 

597

 

Product-line restructuring

 

 

478

 

 

 

-

 

 

 

7,918

 

 

 

3,760

 

 

 

8,054

 

Gross profit (non-GAAP)

 

 

131,881

 

 

 

119,264

 

 

 

95,119

 

 

 

464,944

 

 

 

474,482

 

 Gross margin (non-GAAP)

 

 

49.9

%

 

 

47.6

%

 

 

47.4

%

 

 

50.4

%

 

 

50.2

%

    

 

 

 

 

 

 

 

 

 

 

Operating expenses (GAAP)

 

 

59,083

 

 

 

63,751

 

 

 

61,894

 

 

 

214,926

 

 

 

251,906

 

Stock-based compensation (A)

 

 

(8,822

)

 

 

(5,679

)

 

 

(12,613

)

 

 

(19,156

)

 

 

(26,064

)

M&A transaction expenses

 

 

-

 

 

 

(1,766

)

 

 

(787

)

 

 

-

 

 

 

(9,230

)

Product-line restructuring

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(238

)

 

 

-

 

Loss from settlement of litigation

 

 

-

 

 

 

300

 

 

 

10

 

 

 

-

 

 

 

(390

)

Operating expenses (non-GAAP)

 

 

50,261

 

 

 

56,606

 

 

 

48,504

 

 

 

195,532

 

 

 

216,222

 

 

 

 

 

 

 

 

 

 

 

 

Operating profit (GAAP)

 

 

72,148

 

 

 

55,370

 

 

 

25,079

 

 

 

245,869

 

 

 

213,925

 

 Operating margin (GAAP)

 

 

27.3

%

 

 

22.1

%

 

 

12.5

%

 

 

26.7

%

 

 

22.6

%

Total adjustments to operating profit

 

 

9,472

 

 

 

7,288

 

 

 

21,536

 

 

 

23,543

 

 

 

44,335

 

Operating profit (non-GAAP)

 

 

81,620

 

 

 

62,658

 

 

 

46,615

 

 

 

269,412

 

 

 

258,260

 

 Operating margin (non-GAAP)

 

 

30.9

%

 

 

25.0

%

 

 

23.2

%

 

 

29.2

%

 

 

27.3

%

 

 

 

 

 

 

 

 

 

 

 

Non-operating income (expense) (GAAP)

 

 

788

 

 

 

(1,543

)

 

 

1,595

 

 

 

1,395

 

 

 

(1,347

)

Foreign exchange loss (gain), net

 

 

(598

)

 

 

2,293

 

 

 

562

 

 

 

(193

)

 

 

4,880

 

Unrealized holding loss (gain) on investments

 

 

-

 

 

 

-

 

 

 

(896

)

 

 

-

 

 

 

(896

)

Non-operating income (expense) (non-GAAP)

 

 

190

 

 

 

750

 

 

 

1,261

 

 

 

1,202

 

 

 

2,637

 

 

 

 

 

 

 

 

 

 

 

 

Net income (GAAP)

 

 

60,635

 

 

 

42,891

 

 

 

23,536

 

 

 

200,002

 

 

 

172,510

 

Total pre-tax impact of non-GAAP adjustments

 

 

8,874

 

 

 

9,581

 

 

 

21,202

 

 

 

23,350

 

 

 

48,319

 

Income tax impact of non-GAAP adjustments

 

 

(1,917

)

 

 

(1,311

)

 

 

(3,687

)

 

 

(3,966

)

 

 

(6,921

)

Net income (non-GAAP)

 

 

67,592

 

 

 

51,161

 

 

 

41,051

 

 

 

219,386

 

 

 

213,908

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per diluted ADS (GAAP)

 

$

1.73

 

 

$

1.29

 

 

$

0.71

 

 

$

5.72

 

 

$

5.17

 

Earnings per diluted ADS (non-GAAP)

 

$

1.91

 

 

$

1.53

 

 

$

1.22

 

 

$

6.21

 

 

$

6.36

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per diluted ADS (GAAP)

 

 

35,068

 

 

 

33,140

 

 

 

33,209

 

 

 

34,992

 

 

 

33,388

 

Non-GAAP adjustments

 

 

387

 

 

 

263

 

 

 

341

 

 

 

311

 

 

 

272

 

Shares used in computing earnings per diluted ADS (non-GAAP)

 

 

35,455

 

 

 

33,403

 

 

 

33,550

 

 

 

35,303

 

 

 

33,660

 

 

 

 

 

 

 

 

 

 

 

 

(A) Excludes stock-based compensation as follows:

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

 

172

 

 

 

143

 

 

 

228

 

 

 

389

 

 

 

597

 

Research & development

 

 

6,355

 

 

 

4,029

 

 

 

9,670

 

 

 

12,864

 

 

 

18,678

 

Sales & marketing

 

 

863

 

 

 

615

 

 

 

1,053

 

 

 

2,366

 

 

 

2,736

 

General & administrative

 

1,604

 

 

1,035

 

 

1,890

 

 

3,926

 

 

4,650

 


Silicon Motion Technology Corporation
Consolidated Balance Sheet
(In thousands, unaudited)

 

 

Dec. 31,

 

Sep. 30

 

Dec. 31

 

 

2021

 

2022

 

2022

 

 

($)

 

($)

 

($)

Cash and cash equivalents

 

360,082

 

199,215

 

232,179

Accounts receivable (net)

 

208,574

 

229,692

 

206,105

Inventories

 

163,104

 

305,566

 

287,964

Refundable deposits – current

 

48,500

 

48,500

 

49,484

Prepaid expenses and other current assets

 

37,852

 

13,899

 

12,190

Total current assets

 

818,112

 

796,872

 

787,922

Long-term investments

 

8,541

 

8,333

 

9,267

Property and equipment (net)

 

124,478

 

133,499

 

139,434

Other assets

 

20,197

 

22,778

 

24,627

Total assets

 

971,328

 

961,482

 

961,250

 

 

 

 

 

 

 

Accounts payable

 

80,768

 

70,731

 

36,023

Income tax payable

 

44,201

 

46,211

 

42,114

Accrued expenses and other current liabilities

 

156,550

 

105,855

 

105,731

Total current liabilities

 

281,519

 

222,797

 

183,868

Other liabilities

 

32,177

 

44,328

 

44,781

Total liabilities

 

313,696

 

267,125

 

228,649

Shareholders’ equity

 

657,632

 

694,357

 

732,601

Total liabilities & shareholders’ equity

 

971,328

 

961,482

 

961,250


Silicon Motion Technology Corporation
Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)

 

 

For Three Months Ended

 

For the Year Ended

 

 

Dec. 31,

 

Sep. 30

 

Dec. 31

 

Dec. 31,

 

Dec. 31,

 

 

2021

 

2022

 

2022

 

2021

 

2022

 

 

($)

 

($)

 

($)

 

($)

 

($)

Net income

 

60,635

 

 

42,891

 

 

23,536

 

 

200,002

 

 

172, 510

 

Depreciation & amortization

 

5,036

 

 

4,864

 

 

4,936

 

 

17,160

 

 

18,931

 

Stock-based compensation

 

8,994

 

 

5,822

 

 

12,841

 

 

19,545

 

 

26,661

 

Investment losses (gain) & disposals

 

3

 

 

3

 

 

(894

)

 

208

 

 

(890

)

Changes in operating assets and liabilities

 

(6,018

)

 

(10,940

)

 

(556

)

 

(62,217

)

 

(133,466

)

Net cash provided by (used in) operating activities

 

68,650

 

 

42,640

 

 

39,863

 

 

174,698

 

 

83,746

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of property & equipment

 

(9,073

)

 

(8,568

)

 

(7,628

)

 

(24,657

)

 

(32,776

)

Purchase of long-term investments

 

-

 

 

-

 

 

-

 

 

(3,507

)

 

-

 

Net cash provided by (used in) investing activities

 

(9,073

)

 

(8,568

)

 

(7,628

)

 

(28,164

)

 

(32,776

)

 

 

 

 

 

 

 

 

 

 

 

Dividend payments

 

(17,436

)

 

(16,499

)

 

-

 

 

(54,039

)

 

(49,941

)

Share repurchases

 

(45,696

)

 

(109

) *

 

-

 

 

(45,696

)

 

(133,155

)

Net cash used in financing activities

 

(63,132

)

 

(16,608

)

 

-

 

 

(99,735

)

 

(183,096

)

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash, cash equivalents & restricted cash

 

(3,555

)

 

17,464

 

 

32,235

 

 

46,799

 

 

(132,126

)

Effect of foreign exchange changes

 

(367

)

 

1,482

 

 

935

 

 

(487

)

 

3,658

 

Cash, cash equivalents & restricted cash—beginning of period

 

419,445

 

 

234,939

 

 

253,885

 

 

369,211

 

 

415,523

 

Cash, cash equivalents & restricted cash—end of period

 

415,523

 

 

253,885

 

 

287,055

 

 

415,523

 

 

287,055

 

* ADS cancellation fee for shares repurchased in prior quarter

About Silicon Motion:

We are the global leader in supplying NAND flash controllers for solid state storage devices.  We supply more SSD controllers than any other company in the world for servers, PCs and other client devices and are the leading merchant supplier of eMMC and UFS embedded storage controllers used in smartphones, IoT devices and other applications.  We also supply customized high-performance hyperscale data center and specialized industrial and automotive SSD solutions.  Our customers include most of the NAND flash vendors, storage device module makers and leading OEMs.  For further information on Silicon Motion, visit us at www.siliconmotion.com.

Forward-Looking Statements:

Information provided in this press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on Silicon Motion’s and MaxLinear’s current expectations, estimates and projections about the expected date of closing of the Transaction and the potential benefits thereof, their businesses and industry, management’s beliefs and certain assumptions made by Silicon Motion and MaxLinear, all of which are subject to change. The forward-looking statements include, but are not limited to, statements about the expected timing of the Transaction that will result in the merger of Shark Merger Sub, with and into the Company, with the Company continuing as the surviving company and a wholly-owned subsidiary of MaxLinear, the satisfaction or waiver of any conditions to the Transaction, anticipated benefits, growth opportunities and other events relating to the Transaction, and projections about Silicon Motion’s business and its future revenues, expenses and profitability, and, in some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “potentially,” “continue,” “could,” “seek,” “see,” “would,” “might,” “continue,” “target” or the negatives of these terms or other comparable terminology that convey uncertainty of future events or outcomes. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control, and are not guarantees of future results, such as statements about the consummation of the Transaction and the anticipated benefits thereof. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Although such statements are based on Silicon Motion’s own information and information from other sources Silicon Motion believes to be reliable, you should not place undue reliance on them and caution must be exercised in relying on forward-looking statements. These statements involve risks and uncertainties, and actual results may differ materially from those expressed or implied in these forward-looking statements for a variety of reasons. Potential risks and uncertainties include, but are not limited to, the risk that the Transaction may not be completed on the anticipated terms and timing, in a timely manner or at all, which may adversely affect Silicon Motion’s or MaxLinear’s respective business and the price of the ordinary shares, par value $0.01 per share, of Silicon Motion, Silicon Motion’s ADSs and shares of MaxLinear Common Stock; uncertainties as to the timing of the consummation of the Transaction and the potential failure to satisfy the conditions to the consummation of the Transaction, including the receipt of certain governmental and regulatory approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the parties’ businesses and other conditions to the completion of the Transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, including the receipt by Silicon Motion of an unsolicited proposal from a third party; the effect of the announcement or pendency of the Transaction on the Company’s or MaxLinear’s respective business relationships, operating results, and business generally; expected benefits, including financial benefits, of the Transaction may not be realized; integration of the acquisition post-closing may not occur as anticipated, and the combined company’s ability to achieve the growth prospects and synergies expected from the Transaction, as well as delays, challenges and expenses associated with integrating the combined company’s existing businesses, may occur; litigation related to the Transaction or otherwise; unanticipated restructuring costs may be incurred or undisclosed liabilities assumed; attempts to retain key personnel and customers may not succeed; risks related to diverting attention from the parties’ ongoing businesses, including current plans and operations; changes in tax regimes, legislation or government regulations affecting the acquisition or the parties or their businesses; economic, social or political conditions that could adversely affect the Transaction or the parties, including trade and national security policies and export controls and executive orders relating thereto, and worldwide government economic policies, including trade relations between the United States and China and the military conflict in Ukraine and related sanctions against Russia and Belarus; unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as the parties’ responses to any of the aforementioned factors; exposure to inflation, currency rate and interest rate fluctuations and risks associated with doing business locally and internationally, as well as fluctuations in the market prices of the parties’ traded securities; potential business uncertainty or adverse reactions or changes to business relationships resulting from the announcement or completion of the Transaction; potential negative changes in general economic conditions and market developments in the regions or the industries in which the parties’ operate; the loss of one or more key customers or the significant reduction, postponement, rescheduling or cancellation of orders from one or more customers as a result or in anticipation of the Transaction or otherwise; the parties’ respective customers’ sales outlook, purchasing patterns, and inventory adjustments based on consumer demands and general economic conditions; risks associated with the ongoing global outbreak of COVID-19, including, but not limited to, the emergence of variants to the original COVID-19 strain, such as the Delta and Omicron variants, and related private and public sector measures; Silicon Motion’s ability to provide a safe working environment for employees during the COVID-19 pandemic or any other public health crises, including pandemics or epidemics; Silicon Motion’s and MaxLinear’s abilities to implement their business strategies; pricing trends, including Silicon Motion’s and MaxLinear’s abilities to achieve economies of scale; uncertainty as to the long-term value of MaxLinear Common Stock; restrictions during the pendency of the Transaction that may impact the Company’s or MaxLinear’s ability to pursue certain business opportunities or strategic transactions; and the other risk factors discussed from time to time by Silicon Motion in the most recent Annual Report on Form 20-F and in any subsequent reports on Form 6-K, each of which is on file with or furnished to the Securities and Exchange Commission (the “SEC”) and available at the SEC’s website at www.sec.gov. SEC filings for Silicon Motion are also available on Silicon Motion’s website at https://www.siliconmotion.com/investor. We assume no obligation to update any forward-looking statements, which apply only as of the date of this press release.

Investor Contact:

Investor Contact:

Christopher Chaney

Selina Hsieh

Director of IR and Strategy

Investor Relations

E-mail: CChaney@siliconmotion.com

E-mail: ir@siliconmotion.com


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