- Delivers Q3 2024 Revenue of $54.0M, up 3.1% Sequentially, with
Non-GAAP Gross Margin of 50.4%
- Guides Q4 2024 Revenue up more than 7% Sequentially at the
Mid-point of $58.0M
- Expands Strategic Backlog to $7.1B, up from $6.3B last year,
driven by strong ADAS design-win momentum
indie Semiconductor, Inc. (Nasdaq: INDI), an automotive
solutions innovator, today announced third quarter results for the
period ended September 30, 2024. Third quarter 2024 revenue
increased 3.1% sequentially to $54.0 million, above the mid-point
of the outlook with Non-GAAP gross margin up sequentially to 50.4
percent. On a GAAP basis, third quarter 2024 operating loss was
$49.9 million compared to $136.2 million a year ago. Non-GAAP
operating loss for the third quarter of 2024 was $16.8 million,
versus $13.0 million during the same period last year. Third
quarter 2024 GAAP loss per share was $0.28, while Non-GAAP loss per
share was $0.09.
“indie exceeded consensus revenue forecasts in Q3, despite the
persisting near-term challenges impacting the automotive industry,"
said Donald McClymont, indie's co-founder and chief executive
officer. “Crucially, the market for indie’s innovative portfolio
remains strong, driven by the long-term catalysts of advanced
driver-assistance systems (ADAS), in-cabin user experience and
electrification, consistent with the 12% year-over-year increase in
our strategic backlog to $7.1 billion. Our continued design-win
momentum has been broad across our extensive product portfolio,
particularly in vision and radar, which now comprise over 72% of
our strategic backlog. Delivering class-leading solutions and
support to our global OEM and Tier 1 customer base ensures that
indie remains well-positioned to capture significant value in the
rapidly growing automotive semiconductor market opportunity.”
Business Highlights
- Expanded strategic backlog to $7.1 billion, driven by new ADAS
program wins
- Flagship ADAS programs in customer homologation, are on track
for 2025 volume shipments
- Secured design-win for LiDAR optical engine and photonics
module program
- Captured design-win for Vision processor in Avatr12 EV, a
leading Chinese OEM
- Extended ambient lighting design-wins in China, across Xiaomi,
Avatr, BYD & Li Auto models
- Secured multiple wins for a large North American EV maker with
high-performance custom networking solutions
Q4 2024 Outlook
We provide guidance on a non-GAAP basis only because certain
information necessary to reconcile such results and guidance to
GAAP is difficult to estimate and dependent on future events
outside of our control and, therefore, is not available without
unreasonable efforts. Please refer to the header captioned
“Discussion Regarding the Use of Non-GAAP Financial Measures” in
this release for a further discussion of our use of non-GAAP
measures.
“For the fourth quarter of 2024, we expect indie’s revenue to
increase by more than 7 percent sequentially at the mid-point, once
again outpacing the industry,” said Raja Bal, indie’s chief
financial officer. “Based upon the continuing strong design-win
activity for indie’s new radar and vision products, we anticipate a
return to our industry-leading growth trajectory in 2025 and
beyond.”
indie’s Q3 2024 Conference Call
indie Semiconductor will host a conference call with analysts to
discuss its third quarter 2024 results and business outlook today
at 5:00 p.m. Eastern time. To listen to the conference call via the
Internet, please go to the Financials tab on the Investors page of
indie’s website. To listen to the conference call via telephone,
please call 1-(877) 451-6152 (domestic) or (201) 389-0879
(international), Conference ID: 13747703.
A replay of the conference call will be available beginning at
9:00 p.m. Eastern time on November 7, 2024 until 11:59 p.m. Eastern
time on November 21, 2024 under the Financials tab on the Investors
page of indie’s website, or by calling (844) 512-2921 (domestic) or
(412) 317-6671 (international), Replay Pin Number: 13747703.
About indie
Headquartered in Aliso Viejo, CA, indie is empowering the
automotive revolution with next generation semiconductors,
photonics and software platforms. We focus on developing
innovative, high-performance and energy-efficient technology for
ADAS, in-cabin user experience and electrification applications.
Our mixed-signal SoCs enable edge sensors spanning Radar, LiDAR,
Ultrasound, and Computer Vision, while our embedded system control,
power management and interfacing solutions transform the in-cabin
experience and accelerate increasingly automated and electrified
vehicles. As a global innovator, we are an approved vendor to Tier
1 partners and our solutions can be found in marquee automotive
OEMs worldwide.
Please visit us at www.indiesemi.com to learn more.
Safe Harbor Statement
This communication contains “forward-looking statements”
(including within the meaning of Section 21E of the United States
Securities Exchange Act of 1934, as amended, and Section 27A of the
Securities Act of 1933, as amended). Such statements can be
identified by words such as “will likely result,” “expect,”
“anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,”
“outlook,” “should,” “could,” “may” or words of similar meaning and
include, but are not limited to, statements regarding our future
business and financial performance and prospects, including
expectations regarding our strategic backlog and design win
momentum, conditions of the automotive industry and our belief
regarding the market for our product portfolio, expectations
regarding our guidance for top line growth and our belief that we
are on track to return to industry-leading growth trajectory in
2025 and beyond. Such forward-looking statements are based upon the
current beliefs and expectations of our management and are
inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are
difficult to predict and generally beyond our control. Actual
results and the timing of events may differ materially from the
results included in such forward-looking statements. In addition to
the factors previously disclosed in our Annual Report on Form 10-K
for the fiscal year ended December 31, 2023 filed with the SEC on
February 29, 2024 and in our other public reports filed with the
SEC (including those identified under “Risk Factors” therein), the
following factors, among others, could cause actual results and the
timing of events to differ materially from the anticipated results
or other expectations expressed in the forward-looking statements:
macroeconomic conditions, including inflation, rising interest
rates and volatility in the credit and financial markets; the
impacts of the ongoing conflicts in Ukraine and the Middle East,
our reliance on contract manufacturing and outsourced supply chain
and the availability of semiconductors and manufacturing capacity;
competitive products and pricing pressures; our ability to win
competitive bid selection processes and achieve additional design
wins; the impact of recent acquisitions made and any other
acquisitions we may make, including our ability to successfully
integrate acquired businesses and risks that the anticipated
benefits of any acquisitions may not be fully realized or take
longer to realize than expected; our ability to develop, market and
gain acceptance for new and enhanced products and expand into new
technologies and markets; trade restrictions and trade tensions;
and political or economic instability in our target markets. All
forward-looking statements in this press release are expressly
qualified in their entirety by the foregoing cautionary
statements.
Investors are cautioned not to place undue reliance on the
forward-looking statements in this press release, which information
set forth herein speaks only as of the date hereof. We do not
undertake, and we expressly disclaim, any intention or obligation
to update any forward-looking statements made in this announcement
or in our other public filings, whether as a result of new
information, future events or otherwise, except as required by
law.
In addition, our strategic backlog estimate included herein
represents the revenue we expect to recognize from product orders
within the next ten years. The estimate of our strategic backlog
requires substantial judgment and is based on a number of
assumptions, including management’s current assessment of customer
and third-party contracts that exist as of the date the estimate is
made, as well as revenues from expected contract renewals and/or
expected design wins, to the extent that we believe that
recognition of the related revenue will be realizable within the
next ten years. Although we believe the assumptions underlying our
strategic backlog estimate are reasonable, they are not guarantees
and we can give no assurance that we will be able to recognize the
revenues reflected in the strategic backlog estimate. A number of
factors could result in actual revenues being less than the amounts
reflected in strategic backlog. Our customers or third-party
partners may attempt to renegotiate or terminate their contracts
for a number of reasons, including mergers, changes in their
financial condition, changes to their products or development
cycles unrelated to our technology, or general changes in economic
conditions within their industries or geographic locations, we may
experience delays in the development or delivery of products or
services specified in customer contracts, or we may be unable to
win competitive bid selection processes or achieve additional
design wins on the timeline currently anticipated or at all.
Accordingly, there can be no assurance that contracts, renewals or
expected design wins included in strategic backlog will actually
generate the specified revenues. Additionally, because strategic
backlog estimates are operating metrics, the estimates are not
required to be subject to the same level of internal review or
controls as a U.S. generally accepted accounting principles
(“GAAP”) financial measures.
#indieSemi_Earnings
INDIE SEMICONDUCTOR,
INC.
PRELIMINARY CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except
share and per share amounts)
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Revenue:
Product revenue
51,285
53,363
148,872
132,471
Contract revenue
2,680
7,113
9,801
20,565
Total revenue
53,965
60,476
158,673
153,036
Operating expenses:
Cost of goods sold
32,730
35,187
93,060
91,370
Research and development
45,968
41,594
136,858
120,226
Selling, general, and administrative
20,848
19,841
60,617
55,292
Restructuring costs
4,322
—
4,322
—
Total operating expenses
103,868
96,622
294,857
266,888
Loss from operations
(49,903
)
(36,146
)
(136,184
)
(113,852
)
Other income (expense), net:
Interest income
994
1,858
3,379
6,147
Interest expense
(2,180
)
(2,242
)
(6,420
)
(6,534
)
Gain (loss) from change in fair value of
warrants
—
15,660
—
(6,626
)
Gain (loss) from change in fair value of
contingent considerations and acquisition-related holdbacks
(4,523
)
3,535
28,167
4,208
Other income (expense)
702
(692
)
(98
)
(263
)
Total other income (loss), net
(5,007
)
18,119
25,028
(3,068
)
Net loss before income taxes
(54,910
)
(18,027
)
(111,156
)
(116,920
)
Income tax benefit (provision)
315
(650
)
1,338
2,714
Net loss
(54,595
)
(18,677
)
(109,818
)
(114,206
)
Less: Net loss attributable to
noncontrolling interest
(4,913
)
(1,580
)
(9,797
)
(11,236
)
Net loss attributable to indie
Semiconductor, Inc.
(49,682
)
(17,097
)
(100,021
)
(102,970
)
Net loss attributable to common shares —
basic
(49,682
)
(17,097
)
(100,021
)
(102,970
)
Net loss attributable to common shares —
diluted
(49,682
)
(17,097
)
(100,021
)
(102,970
)
Net loss per share attributable to common
shares — basic
$
(0.28
)
$
(0.12
)
$
(0.58
)
$
(0.73
)
Net loss per share attributable to common
shares — diluted
$
(0.28
)
$
(0.12
)
$
(0.58
)
$
(0.73
)
Weighted average common shares outstanding
— basic
179,491,349
146,962,717
171,449,437
140,198,899
Weighted average common shares outstanding
— diluted
179,491,349
146,962,717
171,449,437
140,198,899
INDIE SEMICONDUCTOR,
INC.
PRELIMINARY CONDENSED
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
(Unaudited)
September 30,
2024
December 31,
2023
Assets
Current assets:
Cash and cash equivalents
$
96,897
$
151,678
Restricted cash
10,300
—
Accounts receivable, net
56,163
63,602
Inventory, net
52,157
33,141
Prepaid expenses and other current
assets
25,300
23,399
Total current assets
240,817
271,820
Property and equipment, net
34,677
26,966
Intangible assets, net
222,659
208,134
Goodwill
275,417
295,096
Operating lease right-of-use assets
16,902
13,790
Other assets and deposits
6,989
3,070
Total assets
$
797,461
$
818,876
Liabilities and stockholders' equity
Accounts payable
$
26,021
$
18,405
Accrued payroll liabilities
7,656
6,621
Contingent considerations
21,548
83,903
Accrued expenses and other current
liabilities
20,700
21,411
Intangible asset contract liability
5,875
4,429
Current debt obligations
19,081
4,106
Total current liabilities
100,881
138,875
Long-term debt, net of current portion
157,537
156,735
Intangible asset contract liability, net
of current portion
13,688
—
Deferred tax liabilities, non-current
17,052
13,696
Operating lease liability, non-current
15,541
10,850
Other long-term liabilities
3,959
21,695
Total liabilities
$
308,658
$
341,851
Commitments and contingencies
Stockholders' equity
Preferred stock
$
—
$
—
Class A common stock
18
16
Class V common stock
2
2
Additional paid-in capital
928,552
813,742
Accumulated deficit
(461,462
)
(361,441
)
Accumulated other comprehensive loss
(8,546
)
(6,170
)
indie's stockholders' equity
458,564
446,149
Noncontrolling interest
30,239
30,876
Total stockholders' equity
488,803
477,025
Total liabilities and stockholders'
equity
$
797,461
$
818,876
INDIE SEMICONDUCTOR, INC.
RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP
(Unaudited)
GAAP refers to financial information presented in accordance
with U.S. Generally Accepted Accounting Principles. This press
release includes non-GAAP financial measures, as defined in
Regulation G promulgated by the Securities and Exchange Commission.
We believe that our presentation of non-GAAP financial measures
provides useful supplementary information to investors. The
presentation of non-GAAP financial measures is not meant to be
considered in isolation from or as a substitute for results
prepared in accordance with GAAP.
The reconciliations of our preliminary GAAP to non-GAAP measures
are as follows (in thousands, except share and per share
amounts):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Computation of non-GAAP gross margin:
GAAP revenue
$
53,965
$
60,476
$
158,673
$
153,036
GAAP cost of goods sold
32,730
35,187
93,060
91,370
Acquisition-related expenses
(475
)
(438
)
(694
)
(5,984
)
Amortization of intangible assets
(5,129
)
(4,643
)
(12,591
)
(10,929
)
Inventory cost realignments
—
(1,365
)
(145
)
(1,365
)
Share-based compensation
(360
)
(113
)
(848
)
(249
)
Non-GAAP gross profit
$
27,199
$
31,848
$
79,891
$
80,193
Non-GAAP gross margin
50.4
%
52.7
%
50.3
%
52.4
%
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Computation of non-GAAP operating
loss:
GAAP loss from operations
$
(49,903
)
$
(36,146
)
$
(136,184
)
$
(113,852
)
Acquisition-related and other
non-recurring professional expenses
2,195
(1,685
)
3,948
10,879
Amortization of intangible assets
8,118
10,633
19,859
17,732
Inventory cost realignments
—
1,365
145
1,365
Share-based compensation
18,455
12,793
56,739
37,711
Restructuring costs
4,322
—
4,322
—
Non-GAAP operating loss
$
(16,813
)
$
(13,040
)
$
(51,171
)
$
(46,165
)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Computation of non-GAAP net loss:
Net loss
$ (54,595)
$ (18,677)
$ (109,818)
$ (114,206)
Acquisition-related and other
non-recurring professional expenses
2,195
(1,685)
3,948
10,879
Amortization of intangible assets
8,118
10,633
19,859
17,732
Inventory cost realignments
—
1,365
145
1,365
Share-based compensation
18,455
12,793
56,739
37,711
Restructuring costs
4,322
—
4,322
—
(Gain) loss from change in fair value of
warrants
—
(15,660)
—
6,626
(Gain) loss from change in fair value of
contingent considerations and acquisition-related holdbacks
4,523
(3,535)
(28,167)
(4,208)
Other income (expense)
(702)
692
98
263
Non-cash interest expense
260
222
775
721
Income tax benefit (provision)
(315)
650
(1,338)
(2,714)
Non-GAAP net loss
$ (17,739)
$ (13,202)
$ (53,437)
$ (45,831)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Computation of Non-GAAP EBITDA:
Net loss
$
(54,595
)
$
(18,677
)
$
(109,818
)
$
(114,206
)
Interest income
(994
)
(1,858
)
(3,379
)
(6,147
)
Interest expense
2,180
2,242
6,420
6,534
(Gain) loss from change in fair value of
warrants
—
(15,660
)
—
6,626
(Gain) loss from change in fair value of
contingent considerations and acquisition-related holdbacks
4,523
(3,535
)
(28,167
)
(4,208
)
Other (income) expenses
(702
)
692
98
263
Income tax benefit (provision)
(315
)
650
(1,338
)
(2,714
)
Depreciation and amortization
10,117
957
24,816
11,478
Stock-based compensation
18,455
12,793
56,739
37,711
Inventory cost realignments
—
1,365
145
1,365
Acquisition-related and other
non-recurring professional expenses
2,195
(1,685
)
3,948
10,879
Restructuring costs
4,322
—
4,322
—
Non-GAAP EBITDA
$
(14,814
)
$
(22,716
)
$
(46,214
)
$
(52,419
)
Three Months Ended
September 30, 2024
Computation of non-GAAP share count:
Weighted Average Class A common stock -
Basic
179,491,349
Weighted Average Class V common stock -
Basic
18,044,328
Escrow Shares
1,725,000
TeraXion Unexercised Options
631,942
Non-GAAP share count
199,892,619
Non-GAAP net loss
$
(17,739
)
Non-GAAP net loss per share
$
(0.09
)
Discussion Regarding the Use of Non-GAAP
Financial Measures
Our earnings release contains some or all of the following
financial measures that have not been calculated in accordance with
United States Generally Accepted Accounting Principles (“GAAP”):
(i) non-GAAP gross profit and gross margin, (ii) non-GAAP operating
loss, (iii) non-GAAP net loss, (iv) non-GAAP EBITDA, (v) non-GAAP
share count, (vi) non-GAAP net loss and (vii) non-GAAP net loss per
share. As set forth in the tables above, we derive such non-GAAP
financial measures by excluding certain expenses and other items
from the respective GAAP financial measure that is most directly
comparable to each non-GAAP financial measure. Management may use
these non-GAAP financial measures to, amongst other things,
evaluate operating performance and compare it against past periods
or against peer companies, make operating decisions, forecast for
future periods and to determine payments under compensation
programs. These non-GAAP financial measures provide management with
additional means to understand and evaluate the operating results
and trends in our ongoing business by eliminating certain expenses
and other items that management believes might otherwise make
comparisons of our ongoing business with prior periods and
competitors more difficult, obscure trends in ongoing operations or
improve management’s ability to forecast future periods.
We provide investors with non-GAAP gross profit and gross
margin, non-GAAP operating loss, non-GAAP net loss and non-GAAP net
loss per share because we believe it is important for investors to
be able to closely monitor and understand changes in our ability to
generate income from ongoing business operations. We believe these
non-GAAP financial measures give investors an additional method to
evaluate historical operating performance and identify trends, an
additional means of evaluating period-over-period operating
performance and a method to facilitate certain comparisons of our
operating results to those of our peer companies. We further
believe these non-GAAP financial measures allow investors to assess
the overall financial performance of our ongoing operations by
eliminating the impact of (i) acquisition-related and other
non-recurring professional expenses (including acquisition-related
or other non-recurring professional fees and legal expenses, deemed
compensation expense and expenses recognized in relation to changes
in contingent consideration obligations), (ii) amortization of
acquisition-related intangibles and certain license rights, (iii)
inventory cost realignments, (iv) gains or losses recognized in
relation to changes in the fair value of warrants, contingent
considerations issued by indie, acquisition-related holdbacks and
unrealized gains or losses from currency hedging contracts, (v)
non-cash interest expenses related to the amortization of debt
discounts and issuance costs, (vi) share-based compensation, and
(vii) income tax benefit (expenses). We believe that disclosing
these non-GAAP financial measures contributes to enhanced financial
reporting transparency and provides investors with added clarity
about complex financial performance measures.
We do not report a GAAP measure of gross profit or gross margin
because certain costs related to contract revenues are expensed as
incurred and included in research and development expenses, and not
in cost of sales, as it is not practicable for us to bifurcate
these expenses. We derive and reconcile non-GAAP gross profit from
the most relevant GAAP financial measures by subtracting GAAP cost
of sales, adjusted for acquisition-related and other non-recurring
professional expenses and share-based compensation, from GAAP
revenue. We calculate non-GAAP operating loss by excluding from
GAAP operating loss, any (i) acquisition-related and other
non-recurring professional expenses (including acquisition-related
or other non-recurring professional fees and legal expenses, deemed
compensation expense and expenses recognized in relation to changes
in contingent consideration obligations), (ii) amortization of
acquisition-related intangibles and certain license rights, (iii)
inventory cost realignments and (iv) share-based compensation. We
calculate non-GAAP net loss by excluding from GAAP net income
(loss), any (i) acquisition-related and other non-recurring
professional expenses (including acquisition-related or
non-recurring professional fees and legal expenses, deemed
compensation expense and expenses recognized in relation to changes
in contingent consideration obligations), (ii) amortization of
acquisition-related intangibles and certain license rights, (iii)
inventory cost realignments, (iv) gains or losses recognized in
relation to changes in the fair value of warrants, contingent
considerations issued by indie, acquisition-related holdbacks and
unrealized gains or losses from currency hedging contracts, (v)
non-cash interest expenses related to the amortization of debt
discounts and issuance costs, (vi) share-based compensation, and
(vii) income tax benefit (expenses). We calculate non-GAAP EBITDA
by excluding from GAAP net income (loss), any (i)
acquisition-related and other non-recurring professional expenses
(including acquisition-related or non-recurring professional fees
and legal expenses, deemed compensation expense and expenses
recognized in relation to changes in contingent consideration
obligations), (ii) amortization of acquisition-related intangibles
and certain license rights, (iii) depreciation of fixed assets,
(iv)inventory cost realignments, (v) gains or losses recognized in
relation to changes in the fair value of warrants, contingent
considerations issued by indie, acquisition-related holdbacks and
unrealized gains or losses from currency hedging contracts, (vi)
non-cash interest expenses related to the amortization of debt
discounts and issuance costs, (vii) share-based compensation, and
(viii) income tax benefit (expenses). We calculate non-GAAP share
count by adding (i) weighted average Class A common stock, (ii)
weighted average Class V common stock held by minority
shareholders, which are exchangeable into Class A common stock,
(iii) Escrow Shares and (iv) vested but unexercised options issued
as part of the TeraXion acquisition. Non-GAAP net loss per share is
calculated by dividing non-GAAP net loss by non-GAAP share
count.
We exclude the items identified above from the respective
non-GAAP financial measure referenced above for the reasons set
forth with respect to each such excluded item below:
Acquisition-related and other non-recurring professional
expenses - including such items as, when applicable, fair value
charges incurred upon the sale of acquired inventory, accounting
impact to the cost of goods sold due to one-time inventory costing
realignment with a specific supplier, acquisition-related
professional fees and legal expenses and other professional fees
that are non-recurring in nature because they are not considered by
management in making operating decisions and we believe that such
expenses do not have a direct correlation to our future business
operations and thereby including such charges do not necessarily
reflect the performance of our ongoing operations for the period in
which such charges or reversals are incurred.
Amortization expenses - related to the amortization expense for
acquired intangible assets and certain license rights.
Depreciation expenses - related to the depreciation expenses for
all property and equipment on hand.
Inventory cost realignments - related to the supplier allocation
premiums introduced during COVID that is currently incorporated in
our inventory cost but have since been eliminated going forward.
The impact of this premium is deemed non-recurring and therefore
not considered by management in its evaluation of the ongoing
performance of the business.
Share-based compensation - related to the non-cash compensation
expense associated with equity awards granted to our employees
(including those granted in lieu of cash compensation) and employer
tax related to employee stock transactions. These expenses are not
considered by management in making operating decisions and such
expenses do not have a direct correlation to our future business
operations.
Restructuring costs - related to the one-time expenses the
Company incurs to reorganize its operations, which is primarily
related to workforce reduction, facilities and other purchase
commitment charges.
Gain (loss) from change in fair values - because these
adjustments (1) are not considered by management in making
operating decisions, (2) are not directly controlled by management,
(3) do not necessarily reflect the performance of our ongoing
operations for the period in which such charges are recognized and
(4) cannot make comparisons between peer company performance less
reliable.
Non-cash interest expense - related to the amortization of debt
discounts and issuance costs because (1) these expenses are not
considered by management in making decision with respect to
financing decisions, and (2) these generally reflect non-cash
costs.
Income tax benefit (expense) - related to the estimated income
tax benefit (expense) that does not result in a current period tax
refunds (payments).
The non-GAAP financial measures presented should not be
considered in isolation and are not an alternative for the
respective GAAP financial measure that is most directly comparable
to each such non-GAAP financial measure. Investors are cautioned
against placing undue reliance on these non-GAAP financial measures
and are urged to review and consider carefully the adjustments made
by management to the most directly comparable GAAP financial
measures to arrive at these non-GAAP financial measures. Non-GAAP
financial measures may have limited value as analytical tools
because they may exclude certain expenses that some investors
consider important in evaluating our operating performance or
ongoing business performance. Further, non-GAAP financial measures
are likely to have limited value for purposes of drawing
comparisons between companies as a result of different companies
potentially calculating similarly titled non-GAAP financial
measures in different ways because non-GAAP measures are not based
on any comprehensive set of accounting rules or principles.
Beginning in Q4 2023, management added non-GAAP EBITDA, which
removes non-recurring, irregular and one-time items that may
distort EBITDA, to the current non-GAAP financial measures. We will
calculate non-GAAP EBITDA by excluding from GAAP net income (loss),
any (i) acquisition-related and other non-recurring expenses
(including acquisition-related or other non-recurring professional
fees and legal expenses, deemed compensation expense and expenses
recognized in relation to changes in contingent consideration
obligations), (ii) amortization of acquisition-related intangibles
and certain license rights, (iii) depreciation of property, plant
and equipment, (iv) inventory cost realignments, (v) gains or
losses recognized in relation to changes in the fair value of
warrants, contingent considerations issued by indie,
acquisition-related holdbacks and unrealized gains or losses from
currency hedging contracts, (vi) non-cash interest expenses related
to the amortization of debt discounts and issuance costs, (vii)
share-based compensation, and (viii) income tax benefit
(expenses).
To the extent our disclosures contain forward-looking estimates
of non-GAAP financial measures, such as our forward-looking outlook
for non-GAAP EBITDA, these measures are provided to investors on a
prospective basis for the same reasons (set forth above) we provide
them to investors on a historical basis. We are generally unable to
provide a reconciliation of our forward-looking non-GAAP measures
because certain information needed to make a reasonable
forward-looking estimate of such non-GAAP measures are difficult to
predict and estimate and is often dependent on future events that
may be uncertain or outside of our control and, therefore, is not
available without unreasonable efforts. Such events may include
unanticipated changes in our GAAP effective tax rate, unanticipated
one-time charges related to asset impairments (fixed assets,
inventory, intangibles, or goodwill), unanticipated
acquisition-related and other non-recurring professional expenses,
unanticipated settlements, gains, losses and impairments and other
unanticipated items not reflective of ongoing operations. Our
forward-looking estimates of both GAAP and non-GAAP measures of our
financial performance may differ materially from our actual results
and should not be relied upon as statements of fact.
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version on businesswire.com: https://www.businesswire.com/news/home/20241107737798/en/
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