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Silicon Laboratories

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FY2014 Annual Report · Silicon Laboratories
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This is where it all comes together. 

2014 SILICON LABS ANNUAL REPORT

We are engineers. We are innovators. We are Silicon Labs.

www.silabs.com  |  The leader in energy-friendly solutions for a smarter, more connected world.

To Our Shareholders

Silicon Labs exited 2014 with growing momentum, achieving 

solutions to address the IoT market. Our multi-year investment 

record revenue of $621M and growing seven percent from 

strategy is yielding results, where we have strengthened our 

2013. Broad-Based products targeting Internet of Things 

portfolio organically and through key acquisitions. Unlike vertical 

(IoT) and Internet Infrastructure applications led the way, and 

markets dominated by a few large customers, the IoT is a green 

now represent over half our revenue as we continue to gain 

field of tens of thousands of prospective customers, ranging from 

share in these large and dynamic markets. Geographically, 

Kickstarter funded start-ups to established brand names. We 

we saw growth across all regions led by the Americas, fueled 

saw over 20% annual growth in our MCU, wireless and sensor 

by expansion in industrial and consumer markets as we 

revenue as we continue to gain traction in IoT related applications 

increase our leadership in the IoT. Year-on-year design win 

including home automation, security systems, wearables and 

activity increased almost 20 percent, and our customer base 

smart metering. 

grew nearly 30 percent to approximately 25,000. Broadcast 

and Access delivered strong results as well, reflecting the 

Our  goal  is  to  provide  complete  solutions  for  the  IoT 

differentiation and sustainability of these products. 

market where our IC is at the heart of the system and we 

can control the integration path. Our solutions begin with a 

Silicon Labs was founded on principles of conservative 

comprehensive portfolio of energy-friendly MCUs, diverse 

financial management, and has delivered solid operating 

wireless connectivity options, and smart sensors. We believe 

performance through semiconductor cycles. As a result, 

Silicon Labs is one of the few semiconductor companies today 

cash flow from operations has been positive for nearly every 

with the ability to integrate these essential silicon building 

quarter since we went public in 2000. In 2014, the company 

blocks into system-on-chip platforms to serve this broad 

established  a  new  record,  with  operating  cash  flows  of 

market opportunity. 

$137 million. Strong cash generation enabled the company 

to repurchase approximately $72 million in shares, and the 

We are driving the future of wireless connectivity for the IoT 

company ended the year with $343 million in cash, cash 

as a leading supplier of ZigBee and sub-GHz solutions, a 

equivalents and investments.

founding member of the Thread Group, and now a prominent 

provider of Bluetooth and Wi-Fi modules and software with 

The company’s operating expenses continue to reflect significant 

our recent acquisition of Bluegiga. Our customers are now 

investment in R&D, primarily related to products, software and 

able to leverage our ICs, software, modules, development 

Non-GAAP Financials*
In thousands, except per share data

REVENUE (000’S)

  % GROWTH 

 GROSS MARGIN

  % OF REVENUE 

R&D

  % OF REVENUE 

SG&A

  % OF REVENUE 

 OPERATING EXPENSES 

  % OF REVENUE 

OPERATING INCOME 

  % OF REVENUE 

NET INCOME 

  % OF REVENUE 

EARNINGS 

Q1

Q2

Q3

Q4

FY2014

$145,691 

-0.4%

 $87,690 

60.2%

 $34,997 

24.0%

 $28,492 

19.6%

 $63,489 

43.6%

 $24,201 

16.6%

$18,420 

12.6%

$0.42 

$154,918 

6.3%

 $99,231 

64.1%

 $34,413 

22.2%

 $31,333 

20.3%

 $65,746 

42.5%

 $33,485 

21.6%

 $25,540 

16.5%

 $0.58 

$158,144 

2.1%

 $96,702 

61.1%

 $34,796 

22.0%

 $32,078 

20.2%

 $66,874 

42.2%

 $29,828 

18.9%

 $22,954 

14.5%

 $0.52 

 $161,951 

 $620,704

2.4%

7.0%

 $97,299 

60.1%

 $37,225 

23.0%

 $32,294 

19.9%

 $69,519 

42.9%

 $27,780 

17.2%

 $24,458 

15.1%

 $380,922 

61.4%

 $141,431

22.8%

 $124,197

20.0%

 $265,628

42.8%

 $115,294

18.6%

 $91,372

14.7%

 $0.57 

 $2.09 

*Please see the supplemental tables provided in this report for a reconciliation of GAAP to non-GAAP results in Appendix I. Past performance does not 
guarantee future results. This Annual Report to Shareholders contains forward-looking statements, and actual results could differ materially. Risk factors that 
could cause actual results to differ are set forth in the “Risk Factors” section and throughout our 2014 Form 10-K, which is included in this Annual Report.

  
  
  
  
  
  
  
kits and Simplicity Studio to advance quickly from design 

friendly. By targeting the largest growth segments of the 

idea to final product. 

IoT and expanding our portfolio into new markets such as 

Bluetooth Smart and wireless modules, we will expand our 

Accelerating demands for bandwidth are driving the transition 

SAM and further differentiate ourselves as the leading IoT 

to higher speed networks. Timing technology is essential for 

semiconductor company.

network upgrades, and Silicon Labs is a leading supplier of 

timing products for Internet infrastructure. Further market 

It’s exhilarating to be at the forefront of the IoT. We believe 

penetration and a strong pipeline of new product introductions 

we have the core products and technologies in place and 

drove record 2014 design wins in Timing as we continue to 

are now focused on execution. We are well positioned for 

expand our high-performance, frequency-flexible portfolio 

growth in 2015 and beyond and look forward to introducing 

and development tools to meet the stringent demands of data 

new and disruptive silicon and software solutions that solve 

center, wireless base station and core network applications. 

our customers’ toughest challenges.

Our Broadcast products continue to deliver strong results 

We appreciate your investment in Silicon Labs. 

with industry-leading performance, scalability and integration. 

Delivering 45 percent growth year-on-year, our automotive 

radio products continue to gain traction in the market with a 

growing list of design wins at tier 1 suppliers to automotive 

OEMs in the Americas, Europe and the Asia-Pacific region. 

Our TV tuners achieved more than 55 percent share of the 

worldwide TV market in 2014.

Looking  ahead  to  2015,  we  are  very  excited  about  our 

product pipeline. We see many opportunities ahead in the 

IoT market where we plan to deliver platform solutions that 

will give us a technology edge over our competitors, while 

Tyson Tuttle 

making the “things” in our lives smart, connected and energy 

Chief Executive Officer

Nav Sooch 

Chairman

Revenue
In millions

  BROAD-BASED   

  BROADCAST   

  ACCESS

$621

$563

$580

$493

$492

$441

FY09

FY10

FY11

FY12

FY13

FY14

 
 
We’re not interested 
in good enough.

Good enough doesn’t move the needle.  
It doesn’t push the envelope. Good enough 
didn’t get us to the moon.

It’s not enough to imagine the world we want to live in—we have to 
build it. Driven by relentless curiosity and a passion for exceeding 
expectations we set out to solve the unsolvable. We know we can do 
things that have never been done before because we’ve done them. 

Imagine. Tinker. Innovate. Integrate. Build.

Your success isn’t defined by any singular metric. Neither is ours. 
Power, size, cost, reliability and performance are non-negotiable. 
You expect features and efficiency, you need to do more with less 
and you demand performance without penalty. 

At  Silicon  Labs  we  create  the  silicon,  software  and  tools  that 
become your unfair advantage. We make it simple for engineers 
and designers to create products that disrupt industries. Because 
today’s challenges don’t require a bigger hammer—just a sharper nail. 

Together we will do incredible things. 

Sixth-generation TV Tuners 

Nine out of the world’s top ten TV makers have 
adopted Silicon Labs’ TV tuner technology, 
now in its sixth generation. Optimized for the 
China market, the Si2151/41 TV tuner family 
provides unsurpassed RF performance, the 
smallest footprint and BOM cost, and the 
lowest power consumption for TV and set-
top box designs. 

Automotive Radio Tuners 

Designed to be a truly global automotive 
radio  solution,  the  Si4790x  tuner  family 
supports all leading broadcast standards 
worldwide. Our scalable architecture enables 
infotainment system suppliers to leverage 
their investments across multiple product 
lines  ranging  from  entry-level  car  radios 
to cutting-edge multi-tuner, multi-antenna 
radios for premium vehicles. 

Clock-Tree-on-a-Chip

T h e  S i 5 3 4x  f a m i l y  of fe r s  t h e  m o s t 
frequency-flexible clock solution with the 
lowest  jitter  and  highest  integration  for 
high-speed networking, communications 
and data center equipment providing the 
foundation for Internet infrastructure. The 
combination of clock synthesis and jitter 
attenuation  simplifies  “clock  trees”  for 
complex timing applications.

We believe that 
engineering is 
ultimately about 
humanity.

It’s about solving today’s problems with 
solutions that don’t exist—yet. 

We are a family of engineers, designers and innovators dedicated 
to solving our customers’ toughest challenges with energy-friendly 
MCU and wireless solutions. We make it simple for engineers and 
designers to create the next generation of devices that push the 
limits of possibility. With unmatched simplicity, performance and 
reliability we help them get to market faster and give them the tools 
and support to maintain their competitive edge. 

Because we know that the technology isn’t all that matters—it’s 
what you’re able to do with it. And seeing what you do with our 
software and solutions inspires us. This is what drives us ahead. 
Its what moves us forward. 

We are engineers. 

Jinwen Xiao 

Director of Engineering, Microcontroller and Wireless Products 

Jinwen Xiao directs the development of Silicon Labs’ next-generation, energy-friendly MCUs 
and wireless connectivity solutions that will accelerate the promise of the IoT. For nearly a 
decade, Jinwen has been a leader in MCU technology innovation at Silicon Labs and holds 
15 patents with 6 patents pending. She has a Ph.D. in Electrical Engineering and Computer 
Science from the University of California at Berkley.

“While time to market is critical to our industry, innovation is the lifeblood of a technology 
company. Designers must have a high sense of urgency in today’s competitive environment 
and continue to push boundaries. Innovations that provide superior performance, 
significant cost reduction and breakthroughs in bottleneck issues are the goal of successful 
engineers everywhere.”

Augustus “Skip” Ashton

Vice President of Software Engineering

Skip Ashton is a driving force behind Silicon Labs’ software solutions for the IoT including 
ZigBee, Thread and sub-GHz wireless and MCU driver software and libraries. A nationally 
recognized expert in wireless technology, Skip has focused on wireless mesh networking 
and ZigBee technology for more than a decade. He is a board member for the ZigBee and 
Connected Lighting alliances, and he chairs the ZigBee Technical Committee and Test and 
Certification Committee. Skip also serves as Vice President of Technology for the Thread 
Group, which is guiding the future of IP-based mesh networking. His team developed the 
industry’s first version of Thread protocol for the connected home.

“While some engineers approach the IoT from the ‘I’ or Internet level, we tackle IoT 
challenges at the “T” level—creating “things” that connect seamlessly to the Internet. 
IoT devices are amazingly complex under the cover, but they must masquerade to 
consumers as very simple devices, and they must operate simply and flawlessly. The 
key to this simplicity is software.”

Scott Caudle 

Manager, Corporate Product and Test Engineering 

Scott leads a team of operations engineers who are dedicated to delivering our products 
at the highest quality and the lowest cost. He and his team designed test equipment and 
best practices using Silicon Labs’ own technology to produce products to the exacting 
standards that our customers expect. Scott joined Silicon Labs in 2003 as a software 
engineer, before transitioning to test engineering and also spent two years mentoring 
our engineers in Singapore.

“The IoT doesn’t just connect things; it gives us more ways of using 
things to connect humans. A more connected human world accelerates 
innovation, collaboration, and cultural understanding. I’m passionate 
about discovering simple, elegant, and efficient solutions to complex 
problems. This is truly a golden age for engineering.”

We make it  
look easy. 

Mathematics and passion. Physics and 
inspiration. Power and efficiency. 

There was a time when all you needed was an idea and a workbench 
in  the  garage.  While  the  Internet  of  Things  (IoT)  has  created 
unprecedented opportunity, It has also introduced much greater 
technical challenges making the barriers to entry higher. We know 
what engineers and designers are up against. 

Existing at the intersection of science and creativity—we thrive 
in solving the toughest engineering challenges. Our products 
are designed by some of the world’s best engineers—not by a 
marketing department. 

With a proven track record of deep mixed-signal integration, we 
combine MCU, wireless and CMOS to create the highest performing 
low-power solutions available. The resulting longer battery life and 
increased functionality enable entirely new categories of devices 
to be realized. 

This ability to deliver highly-integrated SoC solutions will continue 
to be our key differentiator. We build the silicon, software and tools 
that are the foundation of the Internet of Things. 

We are innovators.

Biometric Sensors

Thread Mesh Network Software

Multiprotocol Wireless Technology 

Our newest optical sensors are the industry’s 
first  single-chip  digital  ultraviolet  index 
sensor  ICs  designed  to  track  UV  sun 
exposure, heart rate and blood oximetry. 
This  unprecedented  mix  of  functionality 
makes  these  sensors  ideal  for  UV  index 
and biometric sensing applications used 
in  fitness  trackers,  smart  watches  and 
smartphone handsets. 

As  a  founding  member  of  the  Thread 
Group,  Silicon  Labs  is  spearheading  the 
development  of  Thread  software  for  IP-
based  mesh  networks  in  smart  homes. 
Silicon Labs is the first to develop a Thread 
software stack, up and running on Silicon 
Labs’ wireless MCUs at key customers.

Our  EZRadioPRO®  ICs  offer  a  versatile 
multiprotocol wireless connectivity platform 
for an array of IoT applications. Operable on 
a single coin-cell battery, our latest radios 
offer the highest levels of RF performance 
and single-chip integration in the sub-GHz 
wireless IC market.

This is where it all  
comes together.

We are delivering the building blocks  
that power the IoT.

Modern system solutions need to increasingly draw less power. 
These system solutions must support high performance, high 
bandwidth networks, and they have to be able to capture more 
data about their environment, and then communicate that data 
across reliable networks.

We are extraordinarily well positioned in the key growth areas of 
home automation, security, wearables and smart metering. The 
IoT market offers many exciting opportunities as we deliver new 
platform solutions that will give us a technology edge over our 
competitors, while making the “things” in our lives smart, connected 
and energy-friendly.

The future is all about connectivity, and all about the IoT.

We are Silicon Labs.

Compute 

Our mixed-signal 8-bit and 32-bit  
MCUs enable ultra low power and energy-
friendly smart applications.

Connect 

We offer the world’s most integrated,  
robust, reliable and designer-friendly  
wireless and RF IC solutions. 

Sense 

Our sensor portfolio streamlines the 
development of IoT products by enabling easy 
measurement of key environmental factors.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington,  D.C. 20549

(Mark  One)

FORM 10-K

(cid:1) ANNUAL REPORT PURSUANT  TO SECTION  13  OR 15(d)  OF  THE

SECURITIES EXCHANGE ACT OF 1934

For the fiscal  year ended  January 3, 2015

or

(cid:2) TRANSITION REPORT PURSUANT TO  SECTION  13 OR  15(d) OF  THE

SECURITIES EXCHANGE ACT OF 1934
For the transition  period  from 

  to 

Commission  file  number:  000-29823

SILICON LABORATORIES INC.

(Exact name of registrant as specified  in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)

400 West Cesar Chavez, Austin, Texas
(Address of principal executive offices)

74-2793174
(I.R.S. Employer
Identification  No.)

78701
(Zip Code)

(512) 416-8500
(Registrant’s telephone number, including  area code)

Securities registered pursuant to Section 12(b)  of the Act:

Title of each class

Name of  exchange on which  registered

Common Stock, $0.0001 par value

The NASDAQ Stock Market LLC

Securities registered pursuant to Section  12(g)  of  the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in  Rule  405 of  the Securities

Act.  (cid:1)  Yes (cid:2) No

Indicate by check mark if the registrant is not required to file  reports pursuant to Section  13  or  Section 15(d)  of the

Act.  (cid:2) Yes (cid:1) No

Indicate by check mark whether the registrant (1) has filed all reports required  to  be  filed by Sections  13  or  15(d) of  the

Securities Exchange Act of 1934 during the  preceding 12 months (or for such shorter period that the registrant was required  to
file such  reports), and (2) has been subject  to such filing requirements for the past 90 days. (cid:1)  Yes (cid:2)  No

Indicate by check mark whether the registrant has submitted  electronically and posted on its corporate  Website, if  any,

every  Interactive  Data File required  to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period  that the registrant was required  to submit and post such
files). (cid:1)  Yes (cid:2)  No

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405  of  Regulation  S-K (§229.405 of  this chapter)

is  not contained  herein, and will not be contained,  to the best of the  registrant’s  knowledge,  in definitive  proxy or information
statements incorporated by reference in Part III  of this  Form  10-K or  any amendment to this  Form 10-K. (cid:1)

Indicate by check mark whether the registrant is  a  large  accelerated filer, an accelerated filer, a non-accelerated  filer,  or a
smaller  reporting company. See the definitions of ‘‘large accelerated filer,’’ ‘‘accelerated filer’’  and  ‘‘smaller reporting company’’
in Rule 12b-2 of the Exchange Act.
Large accelerated  filer (cid:1)

Smaller  reporting  company  (cid:2)

Non-accelerated filer  (cid:2)

Accelerated filer (cid:2)

Indicate by check mark whether the registrant is a  shell  company (as defined in  Rule 12b-2  of the Exchange  Act).

(cid:2) Yes (cid:1)  No

The aggregate market value of the voting and  non-voting common equity  held by non-affiliates computed  by reference to

the price at  which the common equity was last sold as  of the last business day of the registrant’s most recently completed
second  fiscal quarter (June 27, 2014) was $1,981,015,271 (assuming, for  this purpose, that only directors and officers are  deemed
affiliates).

There  were 42,137,503 shares of the registrant’s common  stock issued  and outstanding as of  January  27, 2015.

Portions  of  the Proxy Statement for the registrant’s 2014 Annual Meeting of  Stockholders  are incorporated  by  reference

into  Part III  of this Form 10-K.

DOCUMENTS INCORPORATED BY  REFERENCE

Table of Contents

Part I

Part II

Part III

Part IV

Item 1.
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1A. Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1B. Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 2.
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 3.
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 4.

Item 5.

Market for Registrant’s Common Equity, Related Stockholder Matters

Item 6.
Item 7.

and Issuer Purchases of Equity Securities . . . . . . . . . . . . . . . . . . . . .
Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management’s Discussion and Analysis of Financial Condition  and

Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 7A. Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . .
Financial Statements and Supplementary  Data . . . . . . . . . . . . . . . . . . .
Item 8.
Changes in and Disagreements with  Accountants  on Accounting  and
Item 9.

Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 9A. Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 9B. Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 10. Directors, Executive Officers  and Corporate Governance . . . . . . . . . . . .
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 11.
Security Ownership of Certain Beneficial Owners and  Management and
Item 12.

Related Stockholder Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 13.

Certain Relationships and Related Transactions, and Director

Item 14.

Independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Principal Accounting Fees and  Services . . . . . . . . . . . . . . . . . . . . . . . . .

Item 15.

Exhibits and Financial Statement  Schedules . . . . . . . . . . . . . . . . . . . . .

Page
Number

2
12
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27
27
28

29
31

32
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46

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47

48
51

51

51
51

52

Cautionary Statement

Except for the historical financial information  contained herein, the matters discussed in this report  on

Form 10-K (as well as documents incorporated herein by reference) may be considered ‘‘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.  Such  forward-looking statements  include declarations
regarding the intent, belief or current expectations of  Silicon Laboratories Inc. and its management and may
be signified by the words ‘‘believe,’’ ‘‘estimate,’’ ‘‘expect,’’ ‘‘intend,’’ ‘‘anticipate,’’ ‘‘plan,’’ ‘‘project,’’ ‘‘will’’ or
similar language. You are cautioned that  any such forward-looking statements are  not guarantees of future
performance and involve a number of risks  and  uncertainties. Actual results could differ materially  from
those indicated by such forward-looking  statements. Factors  that could cause or contribute to such
differences include those discussed under ‘‘Risk Factors’’ and elsewhere in this report. Silicon Laboratories
disclaims any intention or obligation to update or revise  any forward-looking statements, whether as a result
of new information, future events or otherwise.

1

Item 1. Business

General

Part I

Silicon Laboratories Inc. designs and  develops  proprietary, analog-intensive,  mixed-signal

integrated circuits (ICs) for a broad  range  of applications.  Mixed-signal ICs are electronic  components
that convert real-world analog signals,  such as sound and radio  waves, into digital signals that electronic
products can process. Therefore, mixed-signal ICs are  critical  components  in products addressing a
variety of markets, including communications, consumer,  industrial and automotive.

Our world-class, mixed-signal ICs leverage  standard complementary metal oxide  semiconductor
(CMOS), a low cost, widely available  process  technology. This enables smaller, more cost  effective  and
energy efficient solutions. Our expertise in analog-intensive, mixed-signal  IC design  in CMOS allows  us
to develop new and innovative products  that are highly integrated,  simplifying our customers’ designs
and improving their time-to-market.

Industry Background

The pervasiveness of connectivity and the explosion in mobile  computing is driving semiconductor

consumption. Intelligence is being added  to  electronic systems to enable remote  monitoring, power
efficiency and an improved user experience. This in  turn  is increasing the demand  for bandwidth,
requiring more infrastructure to support higher  performance networks. The nearly ubiquitous
availability of Internet access and the  increasing intelligence  of  electronic devices and mobility are
enabling what is called the Internet of  Things (IoT), a term  that describes the exponential  increase in
IP-enabled devices connected to the Internet.

These trends require more and more  interaction between  the analog  world we live  in and the

digital world of computing, and therefore require  analog-intensive, mixed-signal circuits. Traditional
mixed-signal designs relied upon solutions built with  numerous, complex discrete analog and digital
components. While these traditional designs provide the required  functionality, they  are often
inefficient and inadequate for use in  markets where size,  cost, power consumption  and performance are
increasingly important product differentiators.  In  order to improve  their  competitive position,
electronics manufacturers need to reduce  the cost and complexity of  their systems and  enable new
features or functionality to differentiate themselves from their competitors.

Simultaneously, these manufacturers  face accelerating time-to-market demands and  must  be  able

to rapidly adapt to evolving industry  standards and new technologies. Because analog-intensive, mixed-
signal IC design expertise is difficult  to find, these manufacturers  increasingly are turning to third
parties, like us, to provide advanced mixed-signal solutions. Mixed-signal design requires specific
expertise and relies on creative, experienced engineers to deliver solutions that optimize speed,  power
and performance, despite the noisy digital environment, and within  the constraints of standard
manufacturing processes. The development of  this design expertise  typically  requires years of practical
analog design experience under the guidance  of  a senior engineer, and  engineers with  the required
level  of  skill and expertise are in short supply.

Many IC providers lack sufficient analog expertise to develop  compelling  mixed-signal ICs.  As a
result, manufacturers of electronic devices  value IC  providers that  can  supply them  with mixed-signal
solutions with greater functionality, smaller size  and  lower power requirements at a  reduced  cost and
shorter time-to-market.

2

Products

We  provide analog-intensive, mixed-signal solutions for  use in  a variety  of electronic products in a
broad range of applications including portable devices, AM/FM radios  and other  consumer electronics,
networking equipment, test and measurement  equipment, industrial monitoring  and control, home
automation and customer premises equipment. Our products integrate complex  mixed-signal functions
that are frequently performed by numerous discrete  components  in competing products into a single
chip  or  chipset. By doing so, we are  able  to create  products  that, when compared  to  many competing
products:

(cid:127) Require less printed circuit board (PCB) space;

(cid:127) Reduce the use of external components  lowering the  system cost and simplifying design;

(cid:127) Offer superior performance improving  our  customers’ end products;

(cid:127) Provide increased reliability and manufacturability,  improving customer yields; and/or

(cid:127) Reduce system power requirements enabling  smaller form factors and/or longer battery life.

We  group our products into the following categories:

(cid:127) Broad-based products, which include our microcontroller (MCU), wireless and sensor products,

timing products (clocks and oscillators), and power and isolation devices;

(cid:127) Broadcast products, which include our broadcast audio and video  products; and

(cid:127) Access products, which include our Voice over  IP (VoIP) products, embedded modems and our

Power over Ethernet (PoE) devices.

The following table summarizes the diverse product areas  and applications for the various  ICs that

we have introduced to customers:

Product Areas and Description

Broad-based Products

Microcontrollers

We  offer a family of products ideal for  embedded systems  that
include, 8-bit mixed-signal microcontrollers, 32-bit  wireless
MCUs and ultra low-power 32-bit MCUs based  on scalable,
ARM(cid:4) Cortex-M0/M3/M4 cores, as well as peripheral devices
such as our EZRadio(cid:4) family of fully integrated, low power
transceivers. These products generally  integrate intelligent data
capture, high performance processing, and communication
interfaces in a single system on a chip.  This family  of  products
addresses a variety of end-markets, including  the IoT,
automotive, communications, consumer, industrial, medical and
power management markets.

Applications

(cid:127) Connected devices for the IoT
(cid:127) Home automation
(cid:127) Security systems
(cid:127) Smart energy
(cid:127) Automotive sensors and

controls

(cid:127) Medical instrumentation
(cid:127) Electronic test and

measurement  equipment
(cid:127) Industrial automation and

control

(cid:127) Consumer electronics
(cid:127) Wearables
(cid:127) Computer peripherals
(cid:127) White goods
(cid:127) Smart metering
(cid:127) Remote controls

3

Product Areas and Description

Timing  Devices

Robust demand for bandwidth is driving the  deployment of
next-generation Internet infrastructure  equipment to deliver
higher  speed, higher performance and more flexible networks.
This transition puts unique requirements on the clocks and
oscillators used to provide timing and  synchronization  for  the
equipment responsible for switching, transporting, processing and
storing network traffic. To meet this need, we provide  low jitter,
frequency flexible, easily customizable  timing solutions that
simplify design, minimize cost and improve system reliability.
Our high-performance ‘‘clock-tree-on-a-chip’’ family offers highly
integrated single-chip IC solutions for clock synthesis and jitter
attenuation, offering superior jitter performance and frequency
flexibility for high data rate applications.

Power and Isolation Products

Our isolation techniques enable customers to meet  safety
standards for isolation and solve difficult electronic noise issues.
Products include multi-channel isolators  and isolated  drivers that
simplify design, improve reliability, minimize noise emissions,
and reduce system cost.

Sensors

Our sensor products include optical,  proximity, ambient  light and
relative humidity (RH) / temperature sensors. These devices
leverage  our mixed-signal capability to  provide high accuracy,
quicker response time and lower power consumption than
competing parts.

Broadcast Products

Video Tuners and Demodulators

Our complete, globally-compliant hybrid TV  tuners with analog
TV  demodulator in a single CMOS IC leverage our proven
digital low-IF architecture and exceed  the performance  of
traditional discrete TV tuners, enabling  TV  makers to deliver
improved picture quality and better reception for both analog
and digital broadcasts. Our small, low  power  and high
performance digital video demodulators  support DVB-T/T2,
DVB-S/S2, and/or DVB-C/C2 in a single chip and are ideal for
equipment receiving digital terrestrial, satellite  and/or cable
services.

Applications

(cid:127) Networking equipment
(cid:127) Telecommunications
(cid:127) Optical networking
(cid:127) Wireless base stations and

backhaul

(cid:127) Broadcast video systems
(cid:127) Servers and storage systems
(cid:127) Test and measurement

equipment

(cid:127) HDTV cameras
(cid:127) High-speed data acquisition

(cid:127) Motor control
(cid:127) Solar inverters
(cid:127) Hybrid / Electric automotive

drive trains

(cid:127) Industrial networking
(cid:127) Switch mode power supplies
(cid:127) Isolated analog data

acquisition

(cid:127) Electronic ballasts for lighting

(cid:127) Smart home sensing
(cid:127) Consumer health & fitness

(wearables)

(cid:127) Industrial controls
(cid:127) Toys and consumer electronics
(cid:127) Monitors and lavatory controls

(cid:127) Integrated digital televisions

(iDTV)

(cid:127) Free-to-Air (FtA) or pay-TV

set-top  box  receivers

(cid:127) PC-TV applications
(cid:127) DVD/HDD personal video

recorders

4

Product Areas and Description

Broadcast Radio Receivers and Transmitters

Our AM and FM receivers deliver the  entire tuner from antenna
input to audio output in a single chip.  The broadcast  audio
products are based on an innovative digital architecture that
enables significant improvements in performance,  which
translates to a better consumer experience, while reducing
system cost and board space for our  customers.

Access Products
ProSLIC(cid:4) Subscriber Line Interface Circuits for VoIP

Our ProSLIC provides the analog subscriber line interface on
the source end of the telephone which  generates dial  tone, busy
tone, caller ID and ring signal. Our offerings  are well  suited for
the rapidly expanding market for Voice over IP telephony
applications deployed over cable, DSL,  optical and wireless fixed
terminal networks.

ISOmodem(cid:4) Embedded Modems

The ISOmodem embedded modems  leverage  innovative silicon
direct access arrangement (DAA) technology and  a digital signal
processor to deliver a globally compliant, compact analog
modem for embedded applications.

Applications

(cid:127) Automotive infotainment

systems

(cid:127) Stand-alone AM/FM radios
(cid:127) Portable audio devices
(cid:127) MP3/digital media players
(cid:127) Navigation/GPS devices
(cid:127) Satellite radios
(cid:127) Home stereos

(cid:127) Voice functionality for cable,

DSL and  optical digital
modems and terminal adapters

(cid:127) VoIP residential gateways
(cid:127) Wireless local loop remote

access systems

(cid:127) PBXs

(cid:127) Fax machines and multi-

function printers

(cid:127) Industrial monitoring
(cid:127) Postage meters
(cid:127) Security systems
(cid:127) Remote medical monitoring
(cid:127) Point of sale (POS) terminals

Power over Ethernet

Our Power over Ethernet power source  equipment and powered
device ICs offer highly differentiated  solutions with a  reduced
total bill of materials (BOM) and improved  performance and
reliability. Our solutions offer a higher  level of integration  not
available with competing solutions.

(cid:127) Enterprise networking routers

and switches

(cid:127) Wireless access points (WAP)
(cid:127) VoIP phones
(cid:127) Radio frequency identification

(RFID) tag readers

(cid:127) POS terminals
(cid:127) Security cameras

Revenues during fiscal 2014, 2013 and 2012 were  generated  predominately by sales of our mixed-

signal products. The following summarizes  our revenue by product  category  (in  thousands):

Broad-based . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$317,128
204,256
99,320

$281,777
199,837
98,473

$270,098
186,067
107,129

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$620,704

$580,087

$563,294

Fiscal Year

2014

2013

2012

5

Customers, Sales and Marketing

We  market our products through our direct  sales  force and through a network of independent
sales representatives and distributors. Direct and distributor customers buy  on an individual  purchase
order basis, rather than pursuant to long-term agreements.

We  consider our customer to be the  end customer purchasing either directly from a distributor, a

contract manufacturer or us. An end  customer purchasing through a contract manufacturer typically
instructs such contract manufacturer to obtain our products and  incorporate such  products with other
components for sale by such contract  manufacturer to the end  customer. Although  we actually sell the
products to, and are paid by, the distributors and contract  manufacturers, we refer  to  such end
customer as our customer.

Two of our distributors, Edom Technology and  Avnet, represented  20%  and 12% of our revenues
during fiscal 2014, respectively. No other  distributor accounted for 10% or  more of revenues for  fiscal
2014.

During  fiscal 2014, our ten largest end  customers accounted for  36%  of  our revenues.  We had one

customer, Samsung, whose purchases across a variety of  product areas  represented  12% of our
revenues during this period. Our major customers include  Cisco, Garmin, Harman Becker, Huawei, LG
Electronics, Pace, Samsung, Technicolor, Varian Medical  Systems and ZTE.

We  maintain numerous sales offices in North  America, Europe and  Asia. Revenue  is attributed to

a geographic area based on the shipped-to location. The  percentage of our revenues derived  from
outside of the United States was 86% in fiscal  2014. For  further  information regarding our  revenues
and long-lived assets by geographic area, see  Note 18, Segment Information, to the Consolidated
Financial Statements.

Our direct sales force is comprised of a number of sales professionals who  possess varied levels of

responsibility and experience, including directors, country managers, regional  sales  managers, district
sales managers, strategic account managers, field sales engineers  and  sales representatives.  We also
utilize independent sales representatives  and distributors to generate sales  of our  products. We have
relationships with many independent  sales  representatives and  distributors worldwide whom we  have
selected  based on their understanding  of the  mixed-signal IC marketplace  and their ability to provide
effective field sales applications support for  our products.

Our marketing efforts are targeted at both identified industry leaders  and  emerging market
participants. Direct marketing activities are supplemented by a focused marketing communications
effort that seeks to raise awareness of our company and products. Our public relations efforts are
focused on leading trade and business  publications. Our  external website  is used to deliver corporate
and product information. We also pursue  targeted  advertising  in key trade publications and  we have a
cooperative marketing program that allows our distributors and representatives to promote  our
products to their local markets in conjunction with  their own advertising activities.  Finally, we maintain
a presence at strategic trade shows and  industry  events. These activities, in  combination with direct
sales activities, help drive demand for our  products.

Due to the complex and innovative nature of our ICs, we employ experienced applications
engineers who work closely with customers  to  support the design-win process, and can  significantly
accelerate the customer’s time to market. A design-win occurs  when a customer has designed our ICs
into its  product architecture and ordered product from us. A considerable amount of effort to assist the
customer in incorporating our ICs into  its  products is typically  required prior to any  sale. In many
cases, our innovative ICs require significantly different implementations than existing approaches and,
therefore, successful implementations  may require  extensive  communication with  potential customers.
The amount of time required to achieve a  design-win  can vary substantially depending on  a customer’s
development cycle, which can be relatively short (such as  three months) or very long (such  as two

6

years) based on a wide variety of customer factors. Not all design wins ultimately result in revenue.
However, once a completed design architecture has  been implemented and produced in  high volumes,
our  customers are reluctant to significantly alter their designs  due to this  extensive design-win process.
We  believe this process, coupled with  our  intellectual property protection, promotes  relatively  longer
product  life cycles for our ICs and high  barriers to entry  for competitive products, even if such
competing products are offered at lower prices. Our close collaboration  with our customers provides us
with knowledge of derivative product ideas or completely new product  line offerings that may  not
otherwise arise in other new product  discussions.

Research and Development

Through our research and development efforts, we leverage experienced analog  and mixed-signal

engineering talent and expertise to create new  ICs that integrate functions  typically performed
inefficiently by multiple discrete components. This integration generally results in  lower costs,  smaller
die sizes, lower power demands and enhanced price/performance characteristics. We attempt  to  reuse
successful techniques for integration in new  applications where similar  benefits can be realized. We
believe that we have attracted many of the best  engineers in  our industry.  We believe that reliable  and
precise analog and mixed-signal ICs  can only be developed by teams of engineers  who have significant
analog experience and are familiar with  the intricacies  of  designing these  ICs for commercial volume
production. The development of test methodologies is  just one example of  a critical activity requiring
experience and know-how to enable the rapid release of a  new product for commercial success. We
have accumulated a vast set of trade  secrets that allow us to pursue innovative approaches to mixed-
signal problems that are difficult for  competitors to duplicate. We highly value  our engineering talent
and strive to maintain a very high bar  when bringing  new recruits to the company.

Research and development expenses were $173.0  million,  $157.8 million and  $138.0 million in fiscal

2014, 2013 and 2012, respectively.

Technology

Our product development process facilitates the  design of highly-innovative, analog-intensive,
mixed-signal ICs. Our engineers’ deep knowledge of existing and emerging standards and performance
requirements helps us to assess the technical feasibility of  a  particular IC.  We target  areas where  we
can provide compelling product improvements. Once we have solved the primary challenges, our field
application engineers continue to work  closely  with our customers’ design teams to maintain and
develop an understanding of our customers’ needs, allowing us to formulate derivative products and
refined features.

In providing mixed-signal ICs for our  customers, we believe our key competitive advantages are:

(cid:127) Analog and RF design expertise in CMOS;

(cid:127) Digital signal processing, firmware and system  design expertise;

(cid:127) Microcontroller and system on a chip  design expertise;

(cid:127) Software expertise; and

(cid:127) Our broad understanding of systems technology  and  trends.

To fully capitalize on these advantages, we have  assembled a world-class development team with

exceptional analog and mixed-signal design expertise led by accomplished senior engineers.

7

Analog and RF Design Expertise in CMOS

We  believe that our most significant  core competency is world-class analog and RF design
capability. Additionally, we strive to design substantially all of  our ICs in standard  CMOS processes.
While it is often significantly more difficult to design analog ICs in CMOS, CMOS provides  multiple
benefits versus existing alternatives, including significantly  reduced cost,  reduced technology risk and
greater worldwide foundry capacity. CMOS is the  most commonly used process technology for
manufacturing digital ICs and as a result is most likely  to  be  used  for the  manufacturing of  ICs with
finer line geometries. These finer line geometries can enable smaller  and  faster ICs. By  designing our
ICs in CMOS, we enable our products to benefit from this trend  towards finer line geometries, which
allows us to integrate more digital functionality into our mixed-signal ICs.

Designing analog and mixed-signal ICs is significantly more complicated than  designing stand alone

digital ICs. While advanced software  tools  exist  to  help automate  digital  IC design,  there are far  fewer
tools for advanced analog and mixed-signal IC design.  In  many cases, our analog circuit design efforts
begin at the fundamental transistor level.  We believe that  we have a demonstrated  ability  to  design the
most difficult analog and RF circuits using standard CMOS technologies.

Digital Signal Processing, Firmware and System Design Expertise

We  consider the partitioning of a circuit to be a proprietary and  creative design  technique. Deep

systems knowledge allows us to use our digital signal processing (DSP)  design expertise  to  maximize
the price/performance characteristics  of  both the analog  and digital functions and  allow  our  ICs to work
in an optimized manner to accomplish  particular tasks. Generally, we attempt  to  move analog functions
into the digital domain as quickly as  possible, creating  system efficiencies  without compromising
performance. These patented approaches  require our advanced  DSP and systems expertise. We  then
leverage  our firmware know-how to change  the ‘personality’ of our devices, optimizing features and
functions needed by various markets we serve.  For  example, our  broadcast audio  products use a proven
digital low-IF receiver and transmitter architecture to deliver  superior RF performance  and
interference rejection compared to traditional, analog-only  approaches. Digital signal processing is
utilized to optimize sound quality under  varying signal conditions, enabling a better consumer
experience. Firmware has enabled us  to  rapidly expand  the  portfolio to address multiple markets
without substantial silicon changes, including shortwave, longwave, analog  tuned, digital tuned and even
high performance HD-capable automotive radios.

Microcontroller and System on a Chip Design  Expertise

We  have the talent and circuit integration  methodologies required to combine precision analog,

high-speed digital, flash memory and  in-system programmability  into  a  single,  monolithic  CMOS
integrated circuit. Our microcontroller products are designed to capture an external  analog signal,
convert it to a digital signal, compute  digital functions  on the stream  of data  and then  communicate the
results through a standard digital interface. The ability to develop standard products  with the broadest
possible customer application base while  being cost  efficient with the silicon area of  the monolithic
CMOS integrated  circuit requires a keen sense of customer value and  engineering capabilities.
Additionally, to manage the wide variety  of signals  on a  monolithic piece  of silicon including electrical
noise, harmonics and other electronic distortions requires a fundamental knowledge  of device  physics
and accumulated design expertise.

Software  Expertise

Our software expertise allows us to develop products for  markets where intelligent data capture,
high-performance processing and communication are increasingly important product  differentiators.  The
software we have developed to address  these markets enable machine-to-machine communications,

8

providing intelligence to electronic systems.  Our products integrate  high-performance, low-power
wireless and microcontroller ICs with reliable and scalable software into  a flexible and  robust
networking platform.

The demand for low-power, small-footprint  wireless  technology is accelerating as  more and  more

IP-enabled end points are being connected to the Internet of Things (IoT). Our software enables a
broad range of power-sensitive applications for the IoT, including smart energy, home automation,
security and other connected products.  We believe that the combination  of  our  software and  IC design
expertise differentiates us from many  of our competitors.

Understanding of Systems Technology and Trends

Our focused expertise in mixed-signal  ICs  is the result  of the breadth  of  engineering talent  we

have assembled with experience working  in analog-intensive CMOS design for a wide variety of
applications. This expertise, which we  consider a competitive advantage, is the foundation of our
in-depth understanding of the technology  and trends that impact electronic  systems and markets. Our
expertise includes:

(cid:127) Isolation, which is critical for existing  and  emerging industrial applications  and telecom

networks;

(cid:127) Frequency synthesis, which is core technology for  wireless and clocking applications;

(cid:127) Integration, which enables the elimination of discrete components  in a system; and

(cid:127) Signal processing and precision analog, which  forms the heart of consumer,  industrial, medical

and automotive electronics applications.

Our understanding of the role of analog/digital interfaces  within electronic  systems, standards

evolution, and end market drivers enables us to identify product development opportunities and
capitalize on market trends.

Manufacturing

As a fabless semiconductor company, we conduct IC design and development  in our facilities and
electronically transfer our proprietary IC  designs to third-party semiconductor fabricators who process
silicon wafers to produce the ICs that we design. Our IC designs typically use  industry-standard CMOS
manufacturing process technology to achieve a  level of performance normally associated with more
expensive special-purpose IC fabrication technology. We believe the use  of  CMOS technology facilitates
the rapid production of our ICs within a  lower  cost framework. Our  IC production employs  submicron
process geometries which are readily available  from leading foundry suppliers  worldwide,  thus
increasing the likelihood that manufacturing capacity will be  available throughout our products’ life
cycles. We currently partner with Taiwan  Semiconductor Manufacturing Co.  (TSMC) or  TSMC’s
affiliates and Semiconductor Manufacturing International Corporation (SMIC) to manufacture the
majority of our semiconductor wafers. We believe that our fabless manufacturing model significantly
reduces our capital requirements and allows us to focus our resources on design,  development and
marketing of our ICs.

Once the silicon wafers have been produced, they are shipped directly  to  our  third-party assembly

subcontractors. The assembled ICs are then moved  to  the final testing stage.  This operation can  be
performed by the same contractor that assembled the  IC, other third-party test  subcontractors or within
our  internal facilities prior to shipping to our customers. During fiscal 2014,  most of our units  shipped
were tested by offshore third-party test  subcontractors. We  expect  that our utilization of offshore third-
party test subcontractors will remain  substantial  during fiscal 2015.

9

Backlog

As of January 3, 2015, our backlog was approximately $122.4  million, compared  to  approximately

$109.9 million as of December 28, 2013. We include in backlog  accepted product  purchase  orders  from
customers and worldwide distributor stocking orders. We only include  orders with an expected shipping
date  from us  within six months. Product  orders  in our backlog are subject  to  changes in delivery
schedules or cancellation at the option of  the purchaser  typically without penalty. Our backlog  may
fluctuate significantly depending upon  customer order patterns which  may, in turn, vary considerably
based on rapidly changing business circumstances.  Shipments  to  distributors are not recognized  as
revenue until the products are sold by  the distributors. Additionally, our arrangements with distributors
typically provide for price protection and  stock rotation activities. Accordingly, we  do not believe that
our  backlog at any time is necessarily representative of actual  sales  for  any succeeding period.

Competition

The markets for semiconductors generally, and for  analog and mixed-signal ICs  in particular, are
intensely competitive. We anticipate that the market for our products  will continually evolve and  will be
subject to rapid technological change. We  believe the principal  competitive  factors in  our industry  are:

(cid:127) Product size;
(cid:127) Level of integration;
(cid:127) Product capabilities;
(cid:127) Reliability;
(cid:127) Price;
(cid:127) Performance;

(cid:127) Power requirement;
(cid:127) Customer support;
(cid:127) Reputation;
(cid:127) Ability to rapidly introduce new products to market;
(cid:127) Intellectual property; and
(cid:127) Software.

We  believe that we are competitive with respect  to  these factors, particularly because our ICs
typically are smaller in size, are highly integrated, achieve high performance specifications at lower
price points than competitive products  and are  manufactured in standard CMOS which generally
enables us to supply them on a relatively  rapid basis to customers  to  meet  their product introduction
schedules. However, disadvantages we  face include our  relatively  short operating history in  certain  of
our  markets and the need for customers to redesign their products and modify their  software to
implement our ICs in their products.

Due to our diversified product portfolio and the numerous markets and applications we serve, we

target a relatively large number of competitors. We compete with Analog  Devices, Atmel,  Conexant,
Cypress,  Epson, Freescale, IDT, Laird,  Lantiq,  Marvell Technology  Group, Maxim  Integrated Products,
MaxLinear, Microchip, Microsemi, NXP Semiconductors, Renesas, STMicroelectronics,  Texas
Instruments, Vectron International and others. We expect  to face competition  in the future from our
current competitors, other manufacturers and designers of semiconductors and start-up semiconductor
design companies. Our competitors may also offer bundled solutions  offering a more  complete product,
which  may negatively impact our competitive position despite the technical  merits or advantages of  our
products. In addition, our customers could develop products or technologies internally that would
replace their need  for our products and would  become a source of  competition. We could also  face
competition from module makers or  other systems  suppliers that may include mixed-signal components
in their products that could eliminate  the  need for  our  ICs.

Many of our competitors and potential  competitors have longer operating  histories, greater name

recognition, access to larger customer  bases, complementary product offerings, and significantly greater
financial, sales and marketing, manufacturing, distribution,  technical  and other resources than us.
Current and potential competitors have established or may establish financial and strategic relationships
between themselves or with our existing or  potential customers, resellers or other third parties.
Accordingly, it is possible that new competitors or alliances among competitors could emerge and
rapidly acquire significant market share.

10

Intellectual Property

Our future success depends in part upon our proprietary technology.  We  seek to protect our
technology through a combination of  patents, copyrights, trade  secrets, trademarks  and confidentiality
procedures. As of January 3, 2015, we had approximately  1,484 issued or pending United States patents
in the IC field. We also frequently file  for  patent protection  in a  variety of international  jurisdictions
with respect to the proprietary technology covered by  our  U.S.  patents and patent applications. There
can be no assurance that patents will  ever  be issued with respect to these applications. Furthermore, it
is possible that any patents held by us  may be invalidated, circumvented,  challenged  or licensed to
others. In addition, there can be no assurance that such  patents will  provide us with  competitive
advantages or adequately safeguard our proprietary  rights. While we continue  to  file new patent
applications with respect to our recent developments,  existing patents are  granted for  prescribed time
periods and will expire at various times  in  the future.

We  claim copyright protection for proprietary documentation for our products. We have filed for

registration, or are in the process of  filing for registration, the  visual images of  certain  ICs with  the
U.S. Copyright Office. We have registered the ‘‘Silicon Labs’’ logo and a variety of other product  and
product  family names as trademarks  in the United  States and selected foreign jurisdictions. All other
trademarks, service marks or trade names appearing in  this  report  are the property  of their  respective
owners. We also attempt to protect our  trade secrets  and  other proprietary  information through
agreements with our customers, suppliers,  employees and consultants, and through other customary
security measures. We intend to protect  our rights vigorously, but there can be no  assurance that our
efforts will be successful. In addition, the laws  of  other countries in  which our products are sold may
not protect our products and intellectual property rights to  the same extent  as the laws of the  United
States.

While our ability to effectively compete depends in large part on  our ability to protect our

intellectual property, we believe that our  technical expertise and ability  to introduce  new products in a
timely manner will be an important factor  in  maintaining our competitive position.

Many participants in the semiconductor and electronics industries have a  significant  number of

patents and have frequently demonstrated a  readiness to commence litigation based on  allegations  of
patent and other intellectual property infringement. From time to time, third parties may  assert
infringement claims against us. We may  not prevail in any such litigation or  may not be able  to  license
any valid and infringed patents from third parties  on commercially  reasonable terms,  if at all.
Litigation, regardless of the outcome,  is  likely to result in substantial cost and diversion  of our
resources, including our management’s time. Any such litigation could materially adversely  affect us.

Our licenses include industry standard licenses with our  vendors, such as wafer fabrication tool

libraries, third-party core libraries, computer-aided  design  applications and business software
applications.

Employees

As of January 3, 2015, we employed 1,107 people.  Our success  depends on the continued service of

our  key technical and senior management  personnel and on our ability to continue to attract, retain
and motivate highly skilled analog and mixed-signal engineers. The competition  for such personnel  is
intense. We have never had a work stoppage and none of our U.S. employees are represented by a
labor organization. We consider our  employee  relations to be good.

Environmental Regulation

Federal, state and local regulations impose various environmental controls on the storage, use,

discharge and disposal of certain chemicals and gases used in the semiconductor industry. Our
compliance with these laws and regulations has  not  had a material impact on our financial position or
results of operations.

11

Available  Information

Our website address is www.silabs.com. Our  annual report  on Form 10-K, quarterly reports on
Form 10-Q, current reports on Form 8-K and amendments to those reports  filed or  furnished pursuant
to Section 13(a) or 15(d) of the Securities Exchange Act of 1934  are  available through  the investor
relations page of our website free of charge  as soon as reasonably  practicable  after we electronically file
such material with, or furnish it to, the Securities  and Exchange Commission (SEC). Our website and
the information contained therein or connected thereto are not intended to be incorporated  into  this
Annual Report on Form 10-K.

Item 1A. Risk Factors

Risks Related to our Business

We may  not be able to maintain our historical growth  and  may experience significant period-to-period
fluctuations in our revenues and operating  results, which may result in volatility  in our stock price

Although we have generally experienced revenue  growth in  our history, we may  not  be  able to

sustain this growth. We may also experience significant period-to-period fluctuations  in our revenues
and operating results in the future due to a number of factors,  and any  such variations may cause our
stock price to fluctuate. In some future period our  revenues or operating  results may be below the
expectations of public market analysts  or investors. If this  occurs, our stock price  may drop, perhaps
significantly.

A number of factors, in addition to those cited  in other risk factors  applicable  to  our business, may

contribute to fluctuations in our revenues  and  operating results,  including:

(cid:127) The timing and volume of orders received  from our customers;

(cid:127) The timeliness of our new product introductions and the rate at which  our new products may

cannibalize our older products;

(cid:127) The rate of acceptance of our products by  our  customers, including the acceptance  of  new

products we may develop for integration  in the products manufactured  by  such customers, which
we refer to as ‘‘design wins’’;

(cid:127) The time lag and realization rate between ‘‘design wins’’ and production orders;

(cid:127) The demand for, and life cycles of, the products incorporating our  ICs;

(cid:127) The rate of adoption of mixed-signal  ICs in  the markets we  target;

(cid:127) Deferrals or reductions of customer orders in anticipation  of new products or product

enhancements from us or our competitors  or other providers of ICs;

(cid:127) Changes in product mix;

(cid:127) The average selling prices for our products could  drop suddenly due  to  competitive offerings or

competitive predatory pricing;

(cid:127) The average selling prices for our products generally decline over time;

(cid:127) Changes in market standards;

(cid:127) Impairment charges related to inventory, equipment or  other long-lived  assets;

(cid:127) The software used in our products, including software  provided by  third parties,  may not meet

the needs of our customers;

12

(cid:127) Significant legal costs to defend our intellectual property  rights or respond to claims against us;

and

(cid:127) The rate at which new markets emerge  for  products we are  currently  developing or  for which

our  design expertise can be utilized to develop products  for  these  new markets.

The markets for consumer electronics,  for example,  are characterized  by rapid  fluctuations in
demand and seasonality that result in corresponding  fluctuations in the  demand for  our  products that
are incorporated in such devices. Additionally, the rate of technology  acceptance by our customers
results in  fluctuating demand for our  products as  customers are reluctant to incorporate a new  IC into
their products until the new IC has achieved market acceptance. Once  a new  IC achieves market
acceptance, demand for the new IC can quickly accelerate  to  a point and then  level off such that rapid
historical growth in sales of a product  should not be viewed  as indicative  of continued future growth. In
addition, demand can quickly decline  for  a product when a new IC product is  introduced and  receives
market acceptance. Due to the various factors mentioned above, the results  of  any prior quarterly or
annual periods should not be relied upon as an  indication of our  future operating performance.

If we are unable to develop or acquire new  and enhanced  products that achieve market acceptance  in a  timely
manner, our operating results and competitive position could be  harmed

Our future success will depend on our  ability to develop or acquire  new ICs and  product

enhancements that achieve market acceptance in  a timely and cost-effective manner.  The development
of mixed-signal ICs is highly complex, and  we have at times experienced delays in completing the
development and introduction of new  products and product enhancements.  Successful  product
development and market acceptance  of our products  depend on a number of factors,  including:

(cid:127) Requirements of customers;

(cid:127) Accurate prediction of market and technical requirements;

(cid:127) Timely completion and introduction of new designs;

(cid:127) Timely qualification and certification of our  ICs for use in our customers’ products;

(cid:127) Commercial acceptance and volume production of  the products into which our ICs will be

incorporated;

(cid:127) Availability of foundry, assembly and  test capacity;

(cid:127) Achievement of high manufacturing yields;

(cid:127) Quality, price, performance, power use and  size of  our products;

(cid:127) Availability, quality, price and performance of competing products and technologies;

(cid:127) Our customer service, application support capabilities and responsiveness;

(cid:127) Successful development of our relationships with existing  and  potential customers;

(cid:127) Technology, industry standards or end-user preferences; and

(cid:127) Cooperation of third-party software providers  and our semiconductor vendors to support our

chips within a system.

We  cannot provide any assurance that products  which we recently have  developed  or may develop
in the future will achieve market acceptance. We have introduced  to  market or  are in development  of
many  ICs. If our ICs fail to achieve market acceptance, or  if  we  fail to develop new  products on a
timely basis that achieve market acceptance,  our growth prospects, operating results and  competitive
position could be adversely affected.  The growth of the Internet of Things (IoT) market is dependent

13

on the adoption of industry standards to permit devices to connect and communicate with each  other.
If the industry cannot agree on a common set of standards, then the growth of the IoT  market may  be
slower than expected.

Our research and development efforts are  focused on  a limited  number of  new  technologies and products, and
any delay in the development, or abandonment, of these technologies or products  by industry participants, or
their failure to achieve market acceptance, could compromise  our competitive position

Our ICs are used as components in electronic  devices  in various markets.  As a result, we  have

devoted and expect to continue to devote  a  large amount of resources to develop products based  on
new and emerging technologies and standards that  will be commercially introduced in  the future.
Research and development expense during  fiscal  2014 was $173.0  million,  or 27.9% of revenues. A
number of large companies are actively involved  in the development  of  these new technologies and
standards. Should any of these companies delay or abandon their  efforts to develop commercially
available products based on new technologies and standards, our  research and  development efforts with
respect to these technologies and standards likely would  have no appreciable value.  In  addition, if we
do not correctly anticipate new technologies and standards,  or  if the products  that  we develop based on
these new technologies and standards fail to achieve market  acceptance, our competitors may be better
able to address market demand than  we would. Furthermore,  if markets  for  these  new technologies and
standards develop later than we anticipate, or do  not  develop at all,  demand  for our products that are
currently in development would suffer, resulting in lower sales of these products than we currently
anticipate.

We depend on a limited number of customers for  a substantial portion  of our  revenues, and the loss  of, or a
significant reduction in orders from, any  key  customer could significantly reduce our revenues

The loss of any of  our key customers,  or a significant reduction in sales to  any one  of  them, would

significantly reduce our revenues and  adversely affect our  business.  During  fiscal  2014, our ten largest
customers accounted for 36% of our revenues. Some of the markets for  our products are dominated  by
a small  number of potential customers. Therefore,  our  operating results  in the  foreseeable future will
continue to depend on our ability to  sell  to  these dominant customers, as well as the ability  of  these
customers to sell products that incorporate our  IC products. In  the future,  these  customers may  decide
not to purchase our ICs at all, purchase fewer ICs  than they did  in the past or  alter their purchasing
patterns, particularly because:

(cid:127) We  do not have material long-term purchase contracts with our customers;

(cid:127) Substantially all of our sales to date have been  made on a purchase order basis, which permits

our  customers to cancel, change or delay product  purchase  commitments with little or no notice
to us and without penalty;

(cid:127) Some of our customers may have efforts underway  to  actively diversify  their vendor base which

could reduce purchases of our ICs; and

(cid:127) Some of our customers have developed or acquired products that  compete directly with products
these customers purchase from us, which could affect our customers’ purchasing decisions in the
future.

While we have been a significant supplier of ICs used in many of  our customers’ products, our

customers regularly evaluate alternative sources of  supply  in  order to diversify their supplier base,
which  increases their negotiating leverage  with  us  and  protects their  ability  to  secure  these  components.
We  believe that any expansion of our  customers’ supplier bases could have an adverse  effect on  the
prices we are able to charge and volume  of product that  we  are able to sell  to  our  customers, which
would negatively affect our revenues and  operating results.

14

Significant litigation over intellectual property in our industry may cause  us to become involved in costly and
lengthy litigation which could seriously  harm our business

In recent years, there has been significant  litigation in the United States involving  patents  and

other intellectual property rights. From  time  to  time, we receive letters  from  various industry
participants alleging infringement of patents, trademarks or misappropriation  of trade secrets or from
customers or suppliers requesting indemnification for claims brought  against them by third parties. The
exploratory nature of these inquiries has become relatively common  in the semiconductor industry. We
respond when we deem appropriate and as advised  by  legal counsel. We have  been involved  in
litigation to protect our intellectual property rights in the past and may become involved  in such
litigation again in the future. We are currently involved in litigation  with Cresta  Technology in which  we
and certain of our customers have been  accused of patent infringement related  to  our television tuner
products. In the future, we may become involved in  additional  litigation  to  defend allegations  of
infringement asserted by others, both  directly and indirectly as  a result  of certain industry-standard
indemnities we may offer to our customers or suppliers.  Legal proceedings could subject us to
significant liability for damages or invalidate our proprietary rights. Legal proceedings  initiated  by  us to
protect our intellectual property rights  could also  result in  counterclaims or  countersuits against  us. Any
litigation, regardless of its outcome, would  likely be time-consuming  and expensive  to  resolve and
would divert our management’s time and attention. Intellectual property litigation also could force us
to take specific actions, including:

(cid:127) Cease  selling or manufacturing products  that use the challenged intellectual  property;

(cid:127) Obtain from the owner of the infringed intellectual property a right  to  a license to sell or use
the relevant technology, which license  may  not be available on  reasonable terms, or  at all;

(cid:127) Redesign those products that use infringing intellectual property; or

(cid:127) Pursue legal remedies with third parties to enforce our indemnification rights, which may not

adequately protect our interests.

Any acquisitions we make could disrupt our  business and harm our financial condition

As part of our growth and product diversification strategy, we continue to evaluate  opportunities
to acquire other businesses, intellectual property or technologies that would complement our current
offerings, expand the breadth of our markets or  enhance  our technical  capabilities. The  acquisitions
that we have made and may make in the  future entail a  number of risks that could materially and
adversely affect our business and operating results, including:

(cid:127) Problems integrating the acquired operations, technologies or products with our existing business

and products;

(cid:127) Diversion of management’s time and attention from our core business;

(cid:127) Need for financial resources above our  planned investment levels;

(cid:127) Difficulties in retaining business relationships  with suppliers and customers of the  acquired

company;

(cid:127) Risks associated with entering markets in which we lack prior experience;

(cid:127) Risks associated with the transfer of licenses of intellectual property;

(cid:127) Increased operating costs due to acquired  overhead;

(cid:127) Tax  issues associated with acquisitions;

(cid:127) Acquisition-related disputes, including disputes over earn-outs and escrows;

15

(cid:127) Potential loss of key employees of the  acquired company; and

(cid:127) Potential impairment of related goodwill  and  intangible assets.

In contrast to the ICs that we have historically developed, our acquisition of Bluegiga will entail

additional efforts to develop modules,  which are products that incorporate ICs as well as  additional
software. We have limited experience  with  developing  modules. Modules tend to have higher average
selling prices but lower overall gross  margins  than  ICs. Bluegiga’s modules currently incorporate
products from some of our competitors.  Any disruption in supply  of those products would adversely
affect our business.

Future acquisitions also could cause us to incur debt or contingent liabilities  or cause us to issue

equity securities that could negatively  impact the ownership percentages of existing shareholders.

We may  be unable to protect our intellectual  property,  which would  negatively affect  our  ability to compete

Our products rely on our proprietary  technology, and we expect that  future  technological  advances
made by us will be critical to sustain market  acceptance of our products.  Therefore, we believe that the
protection of our intellectual property  rights  is and will continue to be important to the  success of our
business. We rely on a combination of patent, copyright, trademark  and trade secret laws and
restrictions on disclosure to protect our intellectual  property  rights. We  also enter into confidentiality or
license agreements with our employees, consultants, intellectual property providers and  business
partners, and control access to and distribution  of  our  documentation  and  other  proprietary
information. Despite these efforts, unauthorized parties may attempt to copy or  otherwise obtain and
use our proprietary technology. Monitoring  unauthorized use of our technology is difficult, and  we
cannot be certain that the steps we have  taken will prevent unauthorized use of our technology,
particularly in foreign countries where the laws  may  not  protect our proprietary  rights as  fully as  in the
United States. We cannot be certain that patents  will  be  issued as a result of our pending applications
nor can we be certain that any issued patents  would protect or benefit us or  give us adequate
protection from competing products.  For  example, issued  patents may be circumvented or challenged
and declared invalid or unenforceable.  We  also cannot  be  certain that  others will not develop effective
competing technologies on their own.

Failure to manage our distribution channel  relationships could  impede our  future growth

The future growth of our business will depend  in large  part  on our ability to manage our

relationships with current and future distributors and  sales  representatives, develop additional channels
for the distribution and sale of our products  and manage these relationships. During fiscal 2014,  62%
of our revenue was derived from distributors. As we execute our indirect sales strategy,  we must
manage the potential conflicts that may arise with our direct sales efforts. For example,  conflicts with a
distributor may arise when a customer  begins purchasing directly  from us rather  than through  the
distributor. The inability to successfully execute or  manage a multi-channel sales strategy could impede
our  future growth. In addition, relationships with  our distributors  often involve the use  of price
protection and inventory return rights.  This often requires a significant amount of sales management’s
time and system resources to manage properly.

We are subject to increased inventory risks  and costs because we build our products based on forecasts
provided  by customers before receiving purchase orders for  the products

In order to ensure availability of our products for some of our largest  customers,  we start the
manufacturing of our products in advance of  receiving  purchase orders based  on forecasts provided by
these customers. However, these forecasts do not represent  binding  purchase  commitments and we do
not recognize sales for these products  until they  are shipped to the customer. As  a result, we incur
inventory and manufacturing costs in  advance of anticipated sales. Because  demand for  our  products

16

may not materialize, manufacturing based on forecasts subjects  us to increased  risks  of  high inventory
carrying  costs, increased obsolescence and increased  operating costs.  These inventory  risks are
exacerbated when our customers purchase indirectly through contract manufacturers or hold
component inventory levels greater than  their  consumption rate  because this causes us to have less
visibility regarding the accumulated levels of inventory for such  customers. A resulting write-off of
unusable or excess inventories would adversely affect our operating results.

Our products are complex and may contain  errors which could lead to  product  liability, an  increase in our
costs and/or a reduction in our revenues

Our products are complex and may contain errors,  particularly when first introduced or as new
versions  are released. Our new products  are increasingly being designed in more complex processes
which  further increases the risk of errors.  We rely primarily on  our in-house testing personnel  to  design
test operations and procedures to detect  any  errors prior to delivery of our products  to  our customers.
Because our products are manufactured  by third  parties, should problems occur in the  operation or
performance of our ICs, we may experience delays  in meeting key introduction dates  or scheduled
delivery dates to our customers. These errors  also could cause  us to incur significant  re-engineering
costs, divert the attention of our engineering  personnel from our  product development  efforts and
cause  significant customer relations and  business  reputation problems. Any defects could require
product  replacement or recall or we could be obligated  to  accept product  returns. Any of the foregoing
could impose substantial costs and harm  our business.

Product liability claims may be asserted with  respect to our products. Our products are typically

sold at prices that are significantly lower than  the cost of  the end-products into which  they are
incorporated. A defect or failure in our product could cause failure in our customer’s end-product, so
we could face claims for damages that are disproportionately  higher than the revenues and  profits we
receive from the products involved. Furthermore, product liability risks are particularly significant with
respect to medical and automotive applications  because of the risk of serious harm to users of these
products. There can be no assurance  that any insurance we maintain will  sufficiently  protect us from
any such claims.

We rely on third parties to manufacture,  assemble and test our products and the  failure to  successfully manage
our relationships with our manufacturers and  subcontractors  would  negatively impact our  ability to sell our
products

We  do not have our own wafer fab manufacturing facilities.  Therefore, we rely on third-party

vendors to manufacture the ICs we design. We also currently rely on Asian third-party assembly
subcontractors to assemble and package  the silicon chips  provided by the wafers for use  in final
products. Additionally, we rely on these offshore subcontractors  for  a  substantial  portion of the testing
requirements of our products prior to  shipping. We  expect utilization  of  third-party subcontractors to
continue in the future.

The cyclical nature of the semiconductor industry drives wide fluctuations in available  capacity at
third-party vendors. On occasion, we have been unable to adequately respond to unexpected increases
in customer demand due to capacity constraints  and,  therefore, were  unable to benefit  from this
incremental demand. We may be unable  to  obtain adequate foundry,  assembly or test capacity from our
third-party subcontractors to meet our customers’ delivery requirements even if we adequately  forecast
customer demand.

There are significant risks associated  with relying on  these  third-party foundries and

subcontractors, including:

(cid:127) Failure by us, our customers or their end customers to qualify a selected supplier;

17

(cid:127) Potential insolvency of the third-party subcontractors;

(cid:127) Reduced control over delivery schedules and quality;

(cid:127) Limited warranties on wafers or products  supplied to us;

(cid:127) Potential increases in prices or payments in  advance  for  capacity;

(cid:127) Increased need for international-based  supply, logistics and financial management;

(cid:127) Their  inability to supply or support new or changing packaging technologies; and

(cid:127) Low test yields.

We  typically do not have long-term supply contracts with  our third-party vendors which obligate
the vendor to perform services and supply products  to  us for a specific period, in  specific quantities,
and at specific prices. Our third-party foundry, assembly  and test subcontractors  typically do not
guarantee that adequate capacity will  be  available to us within the time required to meet demand for
our  products. In the event that these  vendors fail to meet  our demand for whatever reason,  we expect
that it would take up to 12 months to  transition performance of  these services to new providers. Such a
transition may also require qualification  of the  new providers by our customers or their end customers.

Most of the silicon wafers for the products that we sold during fiscal 2014  were manufactured
either by Taiwan Semiconductor Manufacturing  Co.  (TSMC)  or TSMC’s affiliates or by Semiconductor
Manufacturing International Corporation  (SMIC). Our  customers typically complete  their  own
qualification process. If we fail to properly balance customer demand across the existing semiconductor
fabrication facilities that we utilize or  are  required by our foundry partners to increase,  or otherwise
change the number of fab lines that we  utilize for our production,  we  might  not  be  able to fulfill
demand for our products and may need  to divert our engineering  resources away from new product
development initiatives to support the fab line  transition,  which would  adversely affect  our operating
results.

We  monitor the financial condition of our third-party  foundries and subcontractor partners. In
August 2014, we received notice that Telefunken Semiconductors GmbH & Co (TSG),  a wafer supplier
for our  high-voltage products, had filed  an  insolvency proceeding  in Germany. Currently, the  operations
of TSG are being managed by a trustee appointed by  the local court of  Heilbronn, Germany.

It  is unclear whether TSG will emerge from its insolvency as an ongoing business. We have
negotiated with the trustee to purchase a limited number of wafers from  TSG through  the end of the
first quarter of 2015 in an attempt to mitigate the impact of TSG’s insolvency on our customers. In
addition, we have expedited our previously-planned transition of the  manufacturing of certain
high-voltage products to another of our foundry  partners, Vanguard International Semiconductor
Corporation. If there is a disruption in the supply of  wafers or if  our customers or  their  end-customers
take longer than expected to qualify our  replacement products, we may experience a short term decline
in revenue or a longer term decline in revenue  if our  customers shift their  demand to alternative
suppliers. Either of these conditions would  adversely affect  our operating results.

Our customers require our products to  undergo  a lengthy and expensive qualification process  without any
assurance of product sales

Prior to purchasing our products, our customers  require that our products  undergo  an extensive
qualification process, which involves  testing of the  products in  the customer’s system as well as rigorous
reliability testing. This qualification process may  continue for six months or longer. However,
qualification of a product by a customer  does not  ensure any sales of the  product to that customer.
Even after successful qualification and  sales of a product to  a customer,  a subsequent  revision to the IC
or software, changes in the IC’s manufacturing process or the selection of  a new  supplier by us may

18

require a new qualification process, which  may  result in  delays and in  us  holding  excess  or obsolete
inventory. After our products are qualified,  it  can take an additional six  months or  more before  the
customer commences volume production of  components or devices that  incorporate  our  products.
Despite these uncertainties, we devote substantial resources, including design,  engineering, sales,
marketing and management efforts, toward qualifying our products with customers in anticipation of
sales. If  we are unsuccessful or delayed in qualifying any of our products  with a customer, such  failure
or delay would preclude or delay sales  of such product  to  the customer, which may impede our growth
and cause our business to suffer.

We have  substantial international activities, which  subjects us to  additional  business risks including  logistical
and financial complexity, political instability  and currency fluctuations

We  have established international subsidiaries and have opened offices in  international markets to

support our activities in Europe and  Asia.  This  has included the establishment of a headquarters in
Singapore for non-U.S. operations. The  percentage  of our revenues derived from  outside of the  United
States was 86% during fiscal 2014. We  may not be able  to  maintain or increase  international market
demand for our products. Our international operations are subject to a number of risks, including:

(cid:127) Complexity and costs of managing international  operations and  related tax obligations, including

our  headquarters for non-U.S. operations in  Singapore;

(cid:127) Protectionist laws and business practices that favor local competition  in some countries;

(cid:127) Difficulties related to the protection of our intellectual  property rights in some  countries;

(cid:127) Multiple, conflicting and changing tax and other laws and regulations  that may impact both our
international and domestic tax and other liabilities  and result in increased complexity and costs;

(cid:127) Longer sales cycles;

(cid:127) Greater difficulty in accounts receivable  collection and longer  collection  periods;

(cid:127) High levels of distributor inventory subject to price protection and rights of return  to  us;

(cid:127) Political and economic instability;

(cid:127) Greater difficulty in hiring and retaining qualified  technical sales and applications engineers and

administrative personnel; and

(cid:127) The need to have business and operations systems that can  meet  the needs of our international

business and operating structure.

To date, all of our sales to international customers and purchases of  components from

international suppliers have been denominated in  U.S. dollars.  As a result, an increase in the value of
the U.S.  dollar relative to foreign currencies could make our products more expensive for our
international customers to purchase,  thus  rendering our products less  competitive. Similarly, a decrease
in the value of the U.S. dollar could reduce our buying  power with respect  to  international suppliers.

Our products incorporate technology licensed from third  parties

We  incorporate technology (including software) licensed from third parties in our products. We
could be subjected to claims of infringement  regardless of our lack of  involvement in the development
of the licensed technology. Although a  third-party licensor is  typically obligated to indemnify  us if  the
licensed technology infringes on another  party’s intellectual property rights, such indemnification is
typically limited in amount and may  be  worthless if  the licensor  becomes insolvent. See Significant
litigation over intellectual property in our  industry may  cause us  to become involved in costly and lengthy
litigation which could seriously harm our business. Furthermore, any failure of third-party technology  to
perform properly would adversely affect  sales of  our  products incorporating  such technology.

19

Our inability to manage growth could materially and adversely affect  our business

Our past growth has placed, and any future growth of our operations will continue  to  place, a
significant strain on our management  personnel, systems and  resources. We anticipate that we  will  need
to implement a variety of new and upgraded sales,  operational  and financial enterprise-wide systems,
information technology infrastructure, procedures and controls, including  the improvement  of  our
accounting and other internal management systems to manage  this growth and maintain compliance
with regulatory guidelines, including  Sarbanes-Oxley  Act  requirements. To the extent our business
grows, our internal management systems and processes  will need  to  improve  to  ensure that we remain
in compliance. We also expect that we  will need to continue  to  expand,  train,  manage and  motivate our
workforce. All of these endeavors will require substantial management effort, and we anticipate  that  we
will require additional management personnel  and  internal  processes  to  manage these  efforts and  to
plan  for the succession from time to  time  of certain persons  who have  been key management  and
technical personnel. If we are unable to effectively  manage our expanding global operations, including
our  international headquarters in Singapore, our business could be materially and adversely affected.

We are subject to risks relating to product concentration

We  derive a substantial portion of our  revenues from a limited number of products, and  we expect

these products to continue to account  for  a large  percentage of  our revenues  in the near  term.
Continued market acceptance of these products,  is therefore, critical to our future success.  In  addition,
substantially all of our products that we  have  sold  include technology  related to one or more  of our
issued U.S. patents. If these patents are found  to  be  invalid or unenforceable,  our competitors  could
introduce competitive products that could  reduce  both the volume and price per unit of our products.
Our business, operating results, financial  condition  and  cash flows could therefore be adversely affected
by:

(cid:127) A decline in demand for any of our  more significant  products;

(cid:127) Failure of our products to achieve continued market acceptance;

(cid:127) Competitive products;

(cid:127) New technological  standards or changes to existing standards that  we are  unable to address  with

our  products;

(cid:127) A failure to release new products or  enhanced versions of  our existing products  on a  timely

basis; and

(cid:127) The failure of our new products to achieve market acceptance.

We are subject to credit risks related to  our accounts  receivable

We  do not generally obtain letters of credit or other security for payment from  customers,
distributors or contract manufacturers. Accordingly,  we are not protected against accounts receivable
default or bankruptcy by these entities. Our ten  largest  customers or  distributors  represent  a substantial
majority of our accounts receivable. If any such  customer or  distributor,  or a material portion  of  our
smaller customers or distributors, were to become insolvent or otherwise  not satisfy  their  obligations to
us, we could be materially harmed.

We depend on our key personnel to manage  our business effectively in  a rapidly  changing market, and  if we
are unable to retain our current personnel  and hire additional personnel, our ability to  develop and
successfully market our products could  be  harmed

We  believe our future success will depend in  large part  upon our  ability to  attract and  retain highly

skilled managerial, engineering, sales and marketing personnel. We believe  that  our  future success will

20

be dependent on retaining the services  of our key personnel, developing their successors  and certain
internal processes to reduce our reliance  on specific individuals, and on  properly managing the
transition of key roles when they occur.  There is currently  a shortage of qualified  personnel with
significant experience in the design, development, manufacturing, marketing and  sales  of  analog and
mixed-signal ICs. In particular, there is  a shortage of engineers who are familiar  with the intricacies of
the design and manufacturability of analog elements, and  competition for such  personnel is intense.
Our key technical personnel represent  a significant asset and serve as the primary source for our
technological and product innovations.  We may not be successful in attracting  and retaining sufficient
numbers of technical personnel to support  our anticipated growth. The loss  of any  of  our  key
employees or the inability to attract or  retain qualified  personnel both  in the United States and
internationally, including engineers, sales,  applications and  marketing personnel, could delay the
development and introduction of, and  negatively impact our ability to sell, our  products.

Any dispositions could harm our financial condition

Any disposition of a product line would entail a  number of risks that could  materially and

adversely affect our business and operating results, including:

(cid:127) Diversion of management’s time and attention from our core business;

(cid:127) Difficulties separating the divested business;

(cid:127) Risks to relations with customers who previously  purchased products from our disposed product

line;

(cid:127) Reduced leverage with suppliers due  to  reduced aggregate volume;

(cid:127) Risks related to employee relations;

(cid:127) Risks associated with the transfer and licensing of intellectual  property;

(cid:127) Security risks and other liabilities related to the transition services  provided in connection with

the disposition;

(cid:127) Tax  issues associated with dispositions; and

(cid:127) Disposition-related disputes, including disputes over earn-outs and escrows.

Our stock price may be volatile

The market price of our common stock has  been volatile in the past and may be volatile in the
future. The market price of our common  stock may be significantly affected by the following factors:

(cid:127) Actual or anticipated fluctuations in our operating results;

(cid:127) Changes in financial estimates by securities analysts or our failure to perform  in line with such

estimates;

(cid:127) Changes in market valuations of other technology companies, particularly semiconductor

companies;

(cid:127) Announcements by us or our competitors of significant technical innovations,  acquisitions,

strategic partnerships, joint ventures or  capital commitments;

(cid:127) Introduction of technologies or product  enhancements  that reduce the need for  our products;

(cid:127) The loss of, or decrease in sales to, one or more key customers;

(cid:127) A large sale of stock by a significant shareholder;

21

(cid:127) Dilution from the  issuance of our stock in connection with acquisitions;

(cid:127) The addition or removal of our stock to or from  a stock index fund;

(cid:127) Departures of key personnel; and

(cid:127) The required expensing of stock awards.

The stock market has experienced extreme volatility that often has been unrelated  to  the
performance of particular companies.  These market fluctuations  may  cause our stock price to fall
regardless of our performance.

Most of our current manufacturers, assemblers,  test service providers,  distributors and customers are
concentrated in the same geographic region, which  increases the  risk that a  natural disaster, epidemic, labor
strike, war or political unrest could disrupt our operations or sales

Most of our foundries and several of our assembly  and  test subcontractors’ sites are located in
Taiwan and most of our other foundry,  assembly and test subcontractors are located in the  Pacific Rim
region. In addition, many of our customers  are located in  the Pacific Rim  region. The risk of
earthquakes in Taiwan and the Pacific  Rim region is  significant due to the proximity  of major
earthquake fault lines in the area. Earthquakes, tsunamis, fire, flooding, lack of water  or other natural
disasters, an epidemic, political unrest,  war,  labor  strikes  or work stoppages in countries  where our
semiconductor manufacturers, assemblers and test subcontractors are located, likely would result  in the
disruption of our foundry, assembly or  test capacity. There can  be  no assurance  that  alternate capacity
could be obtained on favorable terms, if at all.

A natural disaster, epidemic, labor strike, war or political unrest  where our customers’ facilities are
located would likely reduce our sales  to  such customers. North Korea’s geopolitical maneuverings have
created unrest. Such unrest could create  economic uncertainty  or instability, could escalate  to  war or
otherwise adversely affect South Korea  and  our South  Korean customers and  reduce our sales to such
customers, which would materially and  adversely affect our operating results.  In  addition, a  significant
portion of the assembly and testing of our  products occurs in South Korea. Any disruption resulting
from these events could also cause significant delays in shipments of our products  until we are able  to
shift  our manufacturing, assembling or  testing from the affected  subcontractor to another third-party
vendor.

The semiconductor manufacturing process is highly  complex  and, from  time to time, manufacturing  yields
may fall below our expectations, which  could  result in our inability to satisfy demand  for our  products in a
timely manner and may decrease our gross  margins due to  higher unit  costs

The manufacturing of our products is  a highly  complex and technologically  demanding process.
Although we work closely with our foundries and assemblers to minimize the  likelihood of reduced
manufacturing yields, we have from time to time  experienced lower than anticipated  manufacturing
yields. Changes in manufacturing processes or the inadvertent  use of defective  or contaminated
materials could result in lower than anticipated manufacturing  yields or  unacceptable performance
deficiencies, which could lower our gross  margins.  If our foundries fail  to deliver fabricated silicon
wafers of satisfactory quality in a timely manner, we  will  be unable to meet  our  customers’ demand for
our  products in a timely manner, which  would adversely affect our operating  results and damage  our
customer relationships. Additionally,  we are beginning to utilize microelectromechanical systems
(MEMS) in certain of our timing products rather than  the pure CMOS manufacturing process that we
have traditionally utilized. We have less operating history with  MEMS  IC design  and MEMS IC
manufacturing processes. If we are unable  to  successfully execute the design and  product qualification
of MEMS-based products we may encounter lower yields  and  reduced manufacturing  capacity.

22

We depend on our customers to support  our products, and some of our customers offer competing products

We  rely  on our customers to provide hardware, software, intellectual  property  indemnification and

other technical support for the products  supplied  by our customers. If  our customers do not provide
the required functionality or if our customers do not provide satisfactory  support for  their  products, the
demand for these devices that incorporate our products may diminish  or  we may  otherwise be
materially adversely affected. Any reduction  in the demand  for these devices would significantly reduce
our  revenues.

In certain products, some of our customers offer their own competitive products. These customers

may find it advantageous to support their own offerings in the  marketplace  in lieu of  promoting our
products.

Our debt could adversely affect our operations and  financial  condition

We  believe we have the ability to service our debt  under our credit facilities, but  our  ability  to
make the required payments thereunder when  due depends upon our future performance, which will be
subject to general economic conditions,  industry cycles and other  factors affecting our operations,
including risk factors described under this  Item 1A, many of which are beyond our control. Our credit
facilities also  contain covenants, including financial covenants. If we breach  any of  the covenants under
our  credit facilities and do not obtain appropriate  waivers, then,  subject to any applicable  cure periods,
our  outstanding indebtedness thereunder could be declared  immediately  due  and payable.

We could seek to raise additional debt or equity capital in the future, but additional capital may not be
available on terms acceptable to us, or at all

We  believe that our existing cash, cash  equivalents, investments and credit under our credit

facilities will be sufficient to meet our  working capital needs, capital expenditures, investment
requirements and commitments for at least  the next 12  months. However, our ability to borrow further
under the credit facilities is dependent upon our ability to satisfy various  conditions, covenants and
representations. It is possible that we  may  need  to  raise additional funds to finance  our  activities or to
facilitate acquisitions of other businesses, products, intellectual property or  technologies. We believe we
could raise these funds, if needed, by  selling equity  or debt securities  to  the  public  or to selected
investors. In addition, even though we  may not need  additional  funds, we may still elect to sell
additional equity or debt securities or  obtain  credit facilities for  other reasons.  However, we may not be
able to obtain additional funds on favorable  terms, or at all. If we decide to raise additional funds by
issuing equity or convertible debt securities, the  ownership percentages  of existing shareholders  would
be reduced.

We are a relatively small company with limited resources compared to some of our current  and  potential
competitors and we may not be able to  compete  effectively and increase market share

Some of  our current and potential competitors have longer operating histories, significantly greater

resources and name recognition and  a  larger base of customers than  we have.  As a result, these
competitors may have greater credibility  with our existing  and  potential customers. They also  may be
able to adopt more aggressive pricing  policies and  devote  greater resources to the development,
promotion and sale of their products than we can to ours. In addition, some of our current and
potential competitors have already established  supplier  or joint development relationships with the
decision makers at our current or potential customers. These competitors may be able to leverage  their
existing relationships to discourage their  customers  from purchasing  products from  us  or persuade  them
to replace our products with their products. Our competitors may also offer bundled solutions offering
a more  complete product despite the technical  merits or  advantages  of  our  products. These competitors
may elect not to support our products which could complicate our sales efforts. These and other

23

competitive pressures may prevent us  from competing successfully against current or future
competitors, and may materially harm  our  business. Competition could decrease our prices, reduce our
sales, lower our gross margins and/or decrease  our  market  share.

Provisions in our charter documents and  Delaware  law could prevent, delay  or impede a  change in control  of
us and may reduce the market price of  our common  stock

Provisions of our certificate of incorporation and bylaws could  have the effect of discouraging,
delaying or preventing a merger or acquisition that a stockholder may consider favorable.  For example,
our  certificate of incorporation and bylaws provide for:

(cid:127) The division of our Board of Directors into three classes to  be  elected on a  staggered  basis, one

class each year;

(cid:127) The ability of our Board of Directors to issue shares  of our  preferred stock in  one or more

series without further authorization of our stockholders;

(cid:127) A prohibition on stockholder action  by written consent;

(cid:127) Elimination of the right of stockholders to call  a special  meeting of stockholders;

(cid:127) A requirement that stockholders provide advance notice of any stockholder nominations  of

directors or any proposal of new business  to  be  considered at  any meeting of stockholders; and

(cid:127) A requirement that a supermajority vote be obtained to amend or repeal certain provisions of

our  certificate of incorporation.

We  also are subject to the anti-takeover  laws  of  Delaware  which may discourage,  delay or  prevent

someone from acquiring or merging with us,  which may adversely affect the  market price of our
common stock.

Risks related to our industry

We are subject to the cyclical nature of the semiconductor industry, which has been subject to significant
fluctuations

The semiconductor industry is highly cyclical  and is characterized by  constant and rapid

technological change, rapid product obsolescence  and  price  erosion, evolving standards,  short product
life cycles and wide fluctuations in product supply  and demand.  The  industry  has experienced
significant fluctuations, often connected  with, or in  anticipation  of,  maturing product cycles and new
product  introductions of both semiconductor companies’ and their customers’ products and fluctuations
in general economic conditions. Deteriorating general worldwide  economic  conditions, including
reduced economic activity, concerns about  credit and inflation, increased energy costs, decreased
consumer confidence, reduced corporate  profits,  decreased spending  and similar adverse business
conditions, would make it very difficult  for our customers,  our vendors, and us to accurately forecast
and plan future business activities and could cause U.S. and foreign  businesses to slow  spending  on our
products. We cannot predict the timing, strength, or duration of any economic slowdown or economic
recovery. If the economy or markets  in  which we operate deteriorate, our business, financial condition,
and results of operations would likely  be  materially and adversely affected.

Downturns have been characterized by diminished  product  demand, production  overcapacity,  high

inventory levels and accelerated erosion of average  selling  prices. In the recent past, we believe the
semiconductor industry suffered a downturn due in  large part  to  adverse conditions  in the global  credit
and financial markets, including diminished liquidity and credit availability, declines in consumer
confidence, declines in economic growth, increased unemployment rates  and  general uncertainty

24

regarding the economy. Such downturns  may have a material adverse effect on  our  business  and
operating results.

Upturns have been characterized by increased  product demand and production capacity constraints

created by increased competition for  access  to  third-party foundry, assembly  and test capacity. We  are
dependent on the availability of such capacity  to  manufacture, assemble  and  test our ICs. None of our
third-party foundry, assembly or test subcontractors have provided assurances that adequate capacity
will be available to us.

The average selling prices of our products  could decrease rapidly  which  may  negatively impact our  revenues
and gross margins

We  may experience substantial period-to-period fluctuations in future  operating results  due  to  the

erosion of our average selling prices.  We  have reduced the  average unit  price of our products  in
anticipation of or in response to competitive pricing pressures, new product introductions by us or our
competitors and other factors. If we  are  unable  to  offset any such reductions in  our average  selling
prices by increasing our sales volumes, increasing our sales content per application or  reducing
production costs, our gross margins and revenues  will  suffer. To maintain our gross  margin percentage,
we will need to develop and introduce new products  and  product enhancements on a timely basis and
continually reduce our costs. Our failure  to do so could  cause our  revenues and gross  margin
percentage to decline.

Competition within the numerous markets we target  may  reduce sales  of our products and reduce our market
share

The markets for semiconductors in general, and for  mixed-signal ICs  in particular, are  intensely

competitive. We expect that the market for our  products will continually evolve and  will  be  subject to
rapid technological change. In addition,  as we target and supply  products  to  numerous markets and
applications, we face competition from a  relatively large  number of competitors. We compete with
Analog Devices, Atmel, Conexant, Cypress, Epson, Freescale, IDT, Lantiq, Maxim Integrated  Products,
Marvell Technology Group, MaxLinear,  Microchip, Microsemi, NXP Semiconductors, Renesas,
STMicroelectronics, Texas Instruments, Vectron  International and others.  We expect to face
competition in the future from our current  competitors,  other  manufacturers and designers  of
semiconductors, and start-up semiconductor  design companies. As the markets for communications
products grow, we also may face competition from traditional communications device companies. These
companies may enter the mixed-signal  semiconductor market by introducing their own  ICs or by
entering into strategic relationships with  or acquiring other existing providers of semiconductor
products. In addition, large companies may restructure their  operations to create separate companies  or
may acquire new businesses that are focused on providing  the types of products we  produce or  acquire
our  customers.

Our products must conform to industry standards and  technology  in order to  be  accepted  by end users in our
markets

Generally, our products comprise only  a part  of a device. All components of such devices must

uniformly comply with industry standards  in  order  to  operate  efficiently together. We depend  on
companies that provide other components  of the devices to support  prevailing  industry standards. Many
of these  companies are significantly larger  and  more  influential in affecting industry standards  than we
are. Some industry standards may not be widely adopted or implemented uniformly,  and competing
standards may emerge that may be preferred by  our  customers or end users. If larger  companies do not
support the same industry standards  that  we  do,  or if competing standards emerge, market acceptance
of our products could be adversely affected which would harm our  business.

25

Products for certain applications are  based on  industry  standards  that are continually  evolving.  Our
ability to compete in the future will depend on our ability to identify  and  ensure compliance with these
evolving industry standards. The emergence of  new industry standards could  render  our  products
incompatible with products developed by other  suppliers.  As a result, we  could  be  required to invest
significant time and effort and to incur  significant expense to redesign our products  to  ensure
compliance with relevant standards. If our  products are not in compliance with prevailing industry
standards for a significant period of time,  we could miss opportunities to achieve  crucial design wins.

Our pursuit of necessary technological advances may require substantial time and expense.  We may

not be successful in developing or using  new  technologies or  in developing new  products or  product
enhancements that achieve market acceptance. If  our  ICs fail  to  achieve market acceptance, our growth
prospects, operating results and competitive position could be adversely affected.

We may  be subject to information technology failures that could damage our reputation, business operations
and financial condition

We  rely  on information technology for the effective  operation of our business. Our systems  are

subject to damage or interruption from a number  of potential sources, including  natural disasters,
accidents, power disruptions, telecommunications failures, acts of terrorism or  war, computer viruses,
physical or electronic break-ins, cyber attacks,  sabotage, vandalism,  or similar events  or disruptions. Our
security measures may not detect or prevent such security breaches.  Any  such compromise of our
information security could result in the  theft or  unauthorized publication  or use of  our confidential
business or proprietary information,  result  in the  unauthorized release of customer,  supplier  or
employee data, result in a violation of privacy or other  laws,  expose us  to a risk of litigation or damage
our  reputation. In addition, our inability  to use or access these information systems at  critical  points in
time could unfavorably impact the timely and efficient operation of our business, which could
negatively affect our business and operating results.

Third parties with which we conduct  business, such as foundries,  assembly  and test contractors, and

distributors, have access to certain portions of our  sensitive data. In the event  that  these  third parties
do not properly safeguard our data that they hold, security breaches  could result and  negatively impact
our  business, operations and financial results.

Customer demands and new regulations related to conflict-free minerals may adversely affect  us

The Dodd-Frank Wall Street Reform and Consumer Protection  Act  imposes  new disclosure
requirements regarding the use of ‘‘conflict’’ minerals mined from the Democratic Republic of Congo
and adjoining countries in products,  whether  or not these products are manufactured by third parties.
These new requirements could affect the  pricing,  sourcing and availability of minerals used in the
manufacture of semiconductor devices (including our products).  There will be additional costs
associated with complying with the disclosure  requirements, such as  costs related to determining the
source of any conflict minerals used in  our  products. Our supply chain is complex and we may be
unable to verify the origins for all metals used in our  products.  We may also encounter challenges with
our  customers and stockholders if we  are  unable  to  certify that our products are conflict free.

Item 1B. Unresolved Staff Comments

None.

26

Item 2. Properties

Our corporate headquarters, housing engineering, sales and  marketing, administration and  test
operations, is located in Austin, Texas. Our headquarters facilities consist of two  buildings, which we
purchased in 2012, that are located on  land which we have  leased through  2099. The buildings contain
approximately 441,000 square feet of floor space, of which approximately  141,000 square feet were
leased to other tenants. In addition to  these properties, we  lease smaller facilities in various  locations in
the United States, China, France, Germany, Hungary, India,  Italy, Japan, Norway,  Singapore, South
Korea, Taiwan and the United Kingdom  for  engineering, sales and marketing,  administrative and
manufacturing support activities. We  believe that  these facilities  are suitable and adequate to meet  our
current operating needs.

Item 3. Legal Proceedings

Patent Litigation

On January 21, 2014, Cresta Technology Corporation (‘‘Cresta Technology’’), a Delaware

corporation, filed a lawsuit against us,  Samsung Electronics Co., Ltd., Samsung Electronics
America, Inc., LG Electronics Inc. and LG Electronics U.S.A., Inc. in the  United States District Court
in the District of Delaware, alleging infringement of United States Patent  Nos.  7,075,585, 7,265,792 and
7,251,466. The lawsuit relates to our family of television  tuner products.  Cresta Technology  seeks
unspecified compensatory and enhanced  damages, attorney  fees  and a permanent  injunction. On
January 28, 2014, Cresta Technology  also  filed  a complaint with  the United States  International Trade
Commission (‘‘ITC’’) alleging infringement of the same patents against us, Samsung and LG
Electronics and seeking to prevent the importation and sale of allegedly infringing  products in  the
United States. The ITC instituted an investigation based  on Cresta Technology’s complaint on
February 27, 2014. An evidentiary hearing in  this  ITC Investigation concluded  on December 5, 2014.
The ITC Administrative Law Judge is scheduled to issue  an Initial Determination on February 27,
2015, and the Final Determination by  the ITC is scheduled  to  issue on June  29, 2015. The  Delaware
District  Court action has been stayed pending completion of  the  proceedings in the ITC.  We intend  to
vigorously defend against these allegations.

On April 11, 2014, we filed a lawsuit  against  Cresta Technology in the United States District  Court

in the Western District of Texas, Austin Division, alleging  infringement of United States Patent
Nos. 6,308,055, 6,965,761 and 7,353,011.  On  July 14,  2014, the Court dismissed the lawsuit without
prejudice due to the lack of commercial  activity by Cresta Technology  in the  Western District of Texas.
On July 16, 2014, we refiled our claims  for the ‘055, ‘761 and ‘011 patents in a lawsuit in the United
States District Court in the Northern District of California. In  addition,  we added additional claims
alleging  infringement of United States  Patent Nos. 6,304,146, 6,137,372 and 6,233,441. We are seeking a
permanent injunction stopping the sale  of  all allegedly infringing Cresta Technology  products and an
award of damages and attorney fees.

On May 6, 2014, we filed a complaint with  the ITC alleging  infringement of United States Patent

Nos. 6,137,372 and 6,233,441 against Cresta  Technology,  Hauppauge Digital, Inc., Hauppague
Computer Works, Inc., PCTV Systems,  S.a.r.l., Luxembourg and PCTV Systems S.a.r.l., seeking  to
prevent the importation and sale of allegedly infringing products in the United  States. On June 6, 2014,
the ITC instituted an investigation based  on our complaint.  On June 13, 2014, Cresta Technology
proposed a consent order whereby Cresta  Technology will not  sell for importation, import or sell in the
United States television tuners that infringe the  patent  claims asserted by us. On  July 1,  2014, the
Administrative Law Judge accepted the  proposed consent order. Accordingly, this ITC investigation has
been terminated in its entirety. Under the  consent order, Cresta Technology is  prohibited from selling
for importation, importing or selling  in  the United States television tuners  that  infringe  our  United
States Patent Nos. 6,137,372 and 6,233,441.

27

As is customary in the semiconductor  industry, we provide indemnification protection to our
customers for intellectual property claims  related to our products. We have not accrued any material
liability on our consolidated balance sheet  related  to  such indemnification obligations  in connection
with the Cresta Technology litigation.

At this time, we cannot predict the outcome of these matters  or the resulting financial impact to

us, if any.

Other

We  are involved in various other legal  proceedings that  have arisen  in the normal  course  of

business. While the ultimate results of  these matters cannot be predicted with  certainty,  we do not
expect them to have a material adverse effect on our  consolidated  financial statements.

Item 4. Mine Safety Disclosures

Not applicable.

28

Item 5. Market for Registrant’s Common Equity,  Related  Stockholder Matters  and Issuer Purchases

Part II

of Equity Securities

Market Information and Holders

Our registration statement (Registration  No. 333-94853) under the Securities Act of 1933, as
amended, relating to our initial public offering of  our common  stock  became effective on  March 23,
2000. Our common stock is quoted on the NASDAQ National Market (NASDAQ)  under the  symbol
‘‘SLAB’’. The table below shows the high and low per-share  sales prices of our common stock for the
periods indicated, as reported by NASDAQ. As of January 27,  2015, there  were 97 holders of record of
our  common stock.

Fiscal Year 2013

First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Fiscal Year 2014

First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

High

Low

$47.41
44.00
46.21
44.19

$54.00
53.78
50.05
48.50

$39.65
38.04
38.16
37.57

$41.19
42.41
39.28
36.29

Dividend Policy

We  have never declared or paid any cash dividends on  our common stock and  we do not intend to
pay cash  dividends in the foreseeable  future.  We currently expect to retain any  future earnings  to  fund
the operation and expansion of our business.

29

Stock Performance Graph

The graph depicted below shows a comparison of cumulative total stockholder returns  for an
investment in Silicon Laboratories Inc.  common  stock, the NASDAQ Composite Index and the PHLX
Semiconductor Index.

D
O
L
L
A
R
S

250

200

150

100

50

0

01/02/10

01/01/11

12/31/11

12/29/12

12/28/13

01/03/15

Silicon Laboratories Inc.

NASDAQ Composite

PHLX Semiconductor Index
30JAN201516230336

Company / Index

01/02/10

01/01/11

12/31/11

12/29/12

12/28/13

01/03/15

Silicon Laboratories Inc.
. . . . . . . . . . . . .
NASDAQ Composite . . . . . . . . . . . . . . . .
PHLX Semiconductor Index . . . . . . . . . . .

$100.00
$100.00
$100.00

$ 95.12
$118.02
$115.90

$ 89.75
$117.04
$103.96

$ 85.76
$134.77
$109.37

$ 87.54
$191.67
$156.59

$ 98.20
$220.62
$206.44

(1) The graph assumes that $100 was  invested in our  common stock and in each index at  the market
close on January 2, 2010, and that all  dividends  were reinvested. No cash dividends have been
declared on our common stock.

(2) Stockholder returns over the indicated period  should not be considered indicative  of  future

stockholder returns.

30

Issuer  Purchases of Equity Securities

The following table summarizes repurchases of our common stock during  the three months ended

January 3, 2015 (in thousands, except  per  share amounts):

Period

Total Number
of Shares
Purchased

Average Price
Paid per
Share

Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs

Approximate
Dollar Value  of
Shares that May
Yet Be  Purchased
Under the Plans
or Programs

September 28, 2014 - October 25, 2014 . .

October 26, 2014 - November 22, 2014 . .

November 23, 2014 - January 3, 2015 . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

263

63

98

424

$40.01

$44.74

$44.82

$41.83

263

63

98

424

$100,000

$ 97,197

$ 92,785

In October 2014, the Board of Directors authorized a program to repurchase up to $100 million of

our  common stock through December 2015  (and terminated  the $35.6 million remaining authorization
under the previously announced share  repurchase  program). The programs allow for repurchases to be
made in the open market or in private transactions,  including  structured  or accelerated  transactions,
subject to applicable legal requirements and market conditions.

Item 6. Selected Financial Data

Please read this selected consolidated financial  data  in conjunction  with ‘‘Management’s Discussion
and Analysis of Financial Condition and Results of Operations,’’ our Consolidated Financial Statements
and the notes to those statements included in this Form  10-K.

Fiscal Year

2014

2013

2012

2011

2010

(in thousands, except per share data)

Consolidated Statements of Income Data

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . .

$ 620,704
51,421
$
38,021
$

$580,087
$ 64,310
$ 49,819

$563,294
$ 85,675
$ 63,548

$491,625
$ 50,074
$ 35,472

$493,341
$ 86,671
$ 73,242

Earnings per share:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

0.88
0.87

$
$

1.17
1.14

$
$

1.51
1.47

$
$

0.82
0.79

$
$

1.63
1.57

Consolidated Balance Sheet Data

Cash, cash equivalents and investments (1) . .
Working capital . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term obligations . . . . . . . . . . . . . . . . .
Total stockholders’ equity . . . . . . . . . . . . . . .

$ 342,614
365,223
1,042,561
121,191
758,056

$286,025
350,170
991,150
143,441
738,562

$293,360
361,304
871,966
115,615
649,973

$324,967
370,211
705,991
24,214
598,939

$383,362
414,073
727,658
22,372
625,430

(1) Reflects repurchases of $72 million,  $26  million, $62 million,  $110 million and  $140 million of our

common stock in fiscal 2014, 2013, 2012, 2011 and 2010, respectively.

31

Item 7. Management’s Discussion and  Analysis  of Financial  Condition and  Results  of Operations

The following discussion and analysis of financial condition and results  of  operations  should be
read in  conjunction with the Consolidated  Financial Statements and related notes  thereto  included
elsewhere in this report. This discussion  contains forward-looking statements. Please see  the
‘‘Cautionary Statement’’ and ‘‘Risk Factors’’ above for discussions of the uncertainties,  risks and
assumptions associated with these statements. Our  fiscal  year-end financial reporting periods are a 52-
or 53-week year ending on the Saturday  closest to December 31st. Fiscal 2014  was a 53-week year with
the extra week occurring in the fourth  quarter of  the year and ended on January 3,  2015. Fiscal 2013
and 2012 were 52-week years and ended  on December 28, 2013  and December 29, 2012, respectively.

Overview

We  design and develop proprietary, analog-intensive, mixed-signal integrated circuits (ICs)  for a
broad range of applications. Mixed-signal ICs are electronic components that convert real-world analog
signals, such as sound and radio waves, into digital signals that electronic products can process.
Therefore, mixed-signal ICs are critical components in products addressing a variety of markets,
including communications, consumer, industrial and automotive. Our major  customers include Cisco,
Garmin,  Harman Becker, Huawei, LG  Electronics, Pace,  Samsung, Technicolor, Varian  Medical Systems
and ZTE.

As a fabless semiconductor company, we rely on third-party semiconductor  fabricators in Asia,  and

to a lesser extent the United States and Europe, to manufacture the silicon wafers  that  reflect our  IC
designs. Each wafer contains numerous die, which  are cut from the wafer to create a chip for an IC.
We  rely  on third parties in Asia to assemble, package, and, in most cases, test these devices  and ship
these units to our customers. Testing  performed by  such third parties facilitates faster delivery of
products to our customers (particularly  those located  in Asia), shorter  production cycle times, lower
inventory requirements, lower costs and increased flexibility  of test capacity.

Our expertise in analog-intensive, high-performance, mixed-signal ICs enables us  to  develop  highly

differentiated solutions that address multiple  markets. We  group our products into the following
categories:

(cid:127) Broad-based products, which include our microcontroller (MCU), wireless and sensor products,

timing products (clocks and oscillators), and power and isolation devices;

(cid:127) Broadcast products, which include our broadcast audio and video  products; and

(cid:127) Access products, which include our Voice over  IP (VoIP) products, embedded modems and our

Power over Ethernet (PoE) devices.

Through acquisitions and internal development efforts, we  have continued to diversify our product

portfolio and introduce next-generation  ICs  with  added functionality and further integration. On
February 28, 2014, we purchased the  full  product portfolio and intellectual property of  Touchstone
Semiconductor, including op-amps, current sense amplifiers,  low-power analog-to-digital converters
(ADCs), comparators, power management  ICs,  timers, and voltage detectors and references.

In fiscal  2014, we introduced digital TV demodulators offering expanded support for emerging and

established satellite, terrestrial and cable standards; a  new family of PCI Express (PCIe) Gen1/2/3
fanout buffers designed for data center applications; next-generation EZRadio and EZRadioPRO(cid:4)
wireless ICs offering outstanding power efficiency, wireless range  and  flexibility; the sixth generation of
our  high-performance TV tuner ICs addressing global hybrid TV and digital TV markets; a  small
PCIe-compliant clock generator targeting  consumer and embedded  applications; sensor development
kits to accelerate Internet of Things (IoT) system design; high-performance automotive tuner ICs
designed to enhance AM/FM digital  radio performance for  car radio systems supporting broadcast

32

standards worldwide; ultra-low-jitter, frequency-flexible clock solutions for high-speed  data  centers  and
Internet infrastructure; digital isolators  offering high channel  count,  reliability and  data  rates for
cost-sensitive consumer electronics applications; energy-efficient capacitive sensing MCUs for human-
machine interfaces (HMI); a comprehensive  software solution designed  to simplify the development of
wirelessly connected smart meters; a 32-bit hardware  and  firmware development kit designed to
accelerate the design of Made for iPod(cid:4)/iPhone(cid:4)/iPad(cid:4) (MFi) accessories; a new version of the
Simplicity Studio(cid:5)  development ecosystem that provides unified support for our energy-friendly 32-bit
EFM32(cid:5)  Gecko MCUs and 8-bit MCUs; the expansion of our  ARM-based Ember(cid:4) ZigBee(cid:4)
system-on-chip (SoC) family for advanced smart energy  and  home automation applications;  and
single-chip digital ultraviolet (UV) index  sensors designed to track  UV exposure, ambient  light and
biometrics for smartphones and wearables. We plan  to  continue  to  introduce products that increase the
content we provide for existing applications, thereby enabling us  to  serve markets we  do not currently
address and expand our total available market opportunity.

During  fiscal 2014, 2013 and 2012, we had  one  customer, Samsung, whose purchases across  a
variety of product areas represented 12%, 15% and  19% of our  revenues,  respectively. In addition to
direct sales to customers, some of our  end customers purchase products indirectly from us through
distributors and contract manufacturers. An end  customer purchasing through a contract  manufacturer
typically instructs such contract manufacturer to obtain  our products and incorporate such products
with other components for sale by such  contract manufacturer  to  the end customer. Although  we
actually sell the products to, and are  paid by, the distributors and  contract manufacturers, we refer to
such end customer as our customer.  Two  of  our  distributors, Edom Technology  and Avnet,  represented
20% and 12% of our revenues during  fiscal 2014, 21%  and  11% of  our revenues during fiscal 2013,  and
22% and 11% of our revenues during  fiscal 2012, respectively. There were  no other distributors or
contract manufacturers that accounted for more than 10% of our revenues in fiscal  2014, 2013 or  2012.

The percentage of our revenues derived from  outside of  the United  States was 86% in fiscal 2014,

88% in fiscal 2013 and 88% in fiscal  2012. All  of our revenues to date have been  denominated in
U.S. dollars. We believe that a majority  of  our revenues  will continue to be derived from customers
outside of the United States.

The sales cycle for our ICs can be as long as 12  months or more. An additional three to six
months or more are usually required before a customer ships a significant volume of  devices that
incorporate our ICs. Due to this lengthy  sales  cycle,  we typically experience a significant  delay between
incurring research and development  and  selling, general and administrative expenses, and the
corresponding sales. Consequently, if  sales in any quarter  do not occur when  expected, expenses and
inventory levels could be disproportionately high, and our  operating  results for that quarter and,
potentially, future quarters would be  adversely affected.  Moreover, the amount of time between initial
research and development and commercialization  of  a product, if ever,  can be substantially longer than
the sales cycle for the product. Accordingly, if we incur  substantial research and development costs
without developing a commercially successful product, our operating results,  as well as  our  growth
prospects, could be adversely affected.

Because many of our ICs are designed for use in consumer products such  as televisions,  set-top

boxes and radios, we expect that the  demand for our products will  be  typically subject to some degree
of seasonal demand. However, rapid  changes in our markets  and  across our product  areas make it
difficult for us to accurately estimate the  impact  of  seasonal factors  on  our business.

Results of Operations

The following describes the line items set  forth in our Consolidated  Statements of Income:

Revenues. Revenues are generated predominately by sales  of our ICs. We recognize revenue on

sales when all of the following criteria  are  met:  1)  there is persuasive evidence that an arrangement

33

exists, 2) delivery of goods has occurred,  3) the sales price is fixed or determinable, and  4)  collectibility
is reasonably assured. Generally, we  recognize revenue from product  sales  to  direct customers and
contract manufacturers upon shipment.  Certain of our sales  are  made to distributors under agreements
allowing certain rights of return and  price protection on products unsold  by  distributors. Accordingly,
we defer the revenue and cost of revenue  on such  sales  until the distributors sell the product to the
end customer. A small portion of our revenues is  derived from the sale  of  patents. The above  revenue
recognition criteria for patent sales are generally met  upon the  execution  of the patent sale agreement.
Our products typically carry a one-year replacement warranty. Replacements have  been insignificant  to
date.

Our revenues are subject to variation from period to period due to the volume of shipments made

within a period, the mix of products we sell and the prices  we charge for our  products. The  vast
majority of our revenues were negotiated  at prices that reflect a  discount from the  list prices for  our
products. These discounts are made for a variety of reasons, including:  1) to establish a relationship
with a new customer, 2) as an incentive for customers to purchase products in larger volumes, 3) to
provide profit margin to our distributors  who  resell our products or 4)  in response to competition. In
addition, as a product matures, we expect that the  average selling price for such  product will decline
due to the greater availability of competing products. Our  ability to increase revenues in the  future is
dependent on increased demand for our established products and our ability  to  ship  larger  volumes of
those products in response to such demand, as  well as our ability  to  develop or  acquire new  products
and subsequently achieve customer acceptance of newly introduced  products.

Cost of Revenues. Cost of revenues includes the cost of  purchasing finished silicon wafers

processed by independent foundries; costs associated with assembly, test and  shipping of those
products; costs of personnel and equipment  associated  with manufacturing support, logistics and  quality
assurance; costs of software royalties, other intellectual property  license costs and  certain acquired
intangible assets; and an allocated portion of our  occupancy  costs.

Research and Development. Research and development expense consists  primarily of  personnel-

related expenses, including stock-based  compensation,  as well  as new product masks, external consulting
and services costs, equipment tooling,  equipment depreciation, amortization of intangible assets, and an
allocated portion of our occupancy costs. Research and development activities include the design of
new products, refinement of existing  products and design  of test methodologies to ensure compliance
with required specifications.

Selling, General and Administrative. Selling, general and administrative expense consists
primarily of personnel-related expenses, including stock-based compensation, as well as an allocated
portion of our occupancy costs, sales commissions to independent sales representatives, applications
engineering support, professional fees,  legal fees and promotional and marketing expenses.

Interest Income.
investment balances.

Interest income reflects interest earned on our  cash,  cash equivalents and

Interest Expense.

Interest expense consists of interest on  our  short and long-term obligations,

including our Credit Facilities.

Other Income (Expense), Net. Other income (expense), net consists  primarily of  foreign currency

remeasurement adjustments as well as  other  non-operating income  and expenses.

Provision for Income Taxes. Provision for income taxes includes both  domestic  and  foreign

income taxes at the applicable tax rates adjusted for non-deductible  expenses, research and
development tax credits and other permanent differences.

34

The following table sets forth our Consolidated  Statements of Income data  as a percentage of

revenues for the periods indicated:

Fiscal Year

2014

2013

2012

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

100.0% 100.0% 100.0%
39.2
39.0

40.0

Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

61.0

60.8

60.0

Operating expenses:

Research and development . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative . . . . . . . . . . . . . . . .

Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other income (expense):

Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense), net . . . . . . . . . . . . . . . . . . . . .

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . .
Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . .

27.9
24.8

52.7

8.3

0.2
(0.6)
0.0

7.9
1.8

27.2
22.5

49.7

11.1

0.2
(0.6)
0.0

10.7
2.1

24.5
20.3

44.8

15.2

0.2
(0.2)
0.1

15.3
4.0

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6.1% 8.6% 11.3%

Comparison of Fiscal 2014 to Fiscal  2013

Revenues

(in millions)

Fiscal Year

2014

2013

Change

Broad-based . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$317.1
204.3
99.3

$281.8
199.8
98.5

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$620.7

$580.1

$35.3
4.5
0.8

$40.6

The change in revenues in fiscal 2014  was due primarily to:

%
Change

12.5%
2.2%
0.9%

7.0%

(cid:127) Increased revenues of $35.3 million for our Broad-based ICs,  due primarily to market  share
gains for our MCU, wireless and sensor products, including  products acquired from Energy
Micro in July 2013. Broad-based revenue growth was  offset in  part  by a decline  in revenue  for
our  touch controller ICs due to our exit from this  market.

(cid:127) Increased revenues of $4.5 million for Broadcast,  due primarily to an  increase in market share

for our video ICs and the sale of patents of $7.1  million.  The  increase in  Broadcast revenues  was
offset by decreased revenues for our audio ICs due to declines in market share.

Unit volumes of our products increased  compared to fiscal 2013  by 5.2%. Average selling prices

increased compared to the same period by 0.7%.  The  average selling prices of  our products may
fluctuate significantly from period to  period. In general,  as our products become more mature, we
expect to experience decreases in average  selling prices. We  anticipate that newly announced, higher
priced, next generation products and product  derivatives  will offset some of these decreases.

35

Gross  Margin

(in millions)

Fiscal Year

2014

2013

Change

Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$378.6

$352.9

$25.7

61.0% 60.8% 0.2%

The increased dollar amount of gross  margin in  fiscal 2014 was due  to  increases in gross margin of

$25.3 million for our Broad-based products  and $2.2 million for our Broadcast  products, offset by a
decrease in gross margin of $1.9 million for  our Access products.  Fiscal 2014  includes gross margin
from the sale of patents of $7.1 million,  which had no  associated cost of revenues.

We  may experience declines in the average selling prices  of certain of  our products. This creates
downward pressure on gross margin as a percentage of  revenues  and may be offset to the extent we are
able to: 1) introduce higher margin new products and  gain market share  with our ICs; 2) reduce costs
of existing products through improved  design; 3) achieve lower production  costs from our wafer
suppliers and third-party assembly and  test subcontractors; 4) achieve lower production costs  per  unit
as a result of improved yields throughout  the manufacturing process; or 5) reduce logistics costs.

Research and Development

(in millions)

Fiscal Year

2014

2013

Change

%
Change

Research and development . . . . . . . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$173.0

$157.8

$15.2

9.6%

27.9% 27.2%

The increase in research and development expense in fiscal 2014  was  principally due to increases

of (a)  $11.0 million for personnel-related expenses, including  personnel costs associated with
(i) increased headcount, and (ii) the acquisition of Energy Micro, and (b)  $2.9 million for  the
amortization of intangible assets primarily related to our acquisition of  Energy Micro. We expect that
research and development expense will  increase  in absolute dollars in the first quarter of  2015,
primarily due to costs associated with the  acquisition of Bluegiga.

Recent development projects include  digital TV demodulators offering expanded support for
emerging and established satellite, terrestrial and  cable standards;  a new family of  PCIe Gen1/2/3
fanout buffers designed for data center applications; next-generation EZRadio  and EZRadioPRO
wireless ICs offering outstanding power efficiency, wireless range  and  flexibility; the sixth generation of
our  high-performance TV tuner ICs addressing  global hybrid TV and digital TV markets; a  small
PCIe-compliant clock generator targeting  consumer and embedded  applications; sensor development
kits to accelerate IoT system design;  high-performance  automotive  tuner ICs  designed to enhance
AM/FM digital radio performance for car  radio systems  supporting broadcast  standards worldwide;
ultra-low-jitter, frequency-flexible clock  solutions for  high-speed data  centers  and Internet
infrastructure; digital isolators offering  high channel count, reliability  and data rates for cost-sensitive
consumer electronics applications; energy-efficient capacitive sensing MCUs for HMI; a  comprehensive
software solution designed to simplify  the development of  wirelessly  connected smart  meters; a 32-bit
hardware and firmware development kit designed to accelerate the design  of MFi accessories; a new
version of the Simplicity Studio development ecosystem  that provides unified support for  our energy-
friendly 32-bit EFM32 Gecko MCUs  and  8-bit MCUs; the  expansion of our  ARM-based Ember ZigBee
SoC family for advanced smart energy and home automation  applications; and single-chip digital
UV index sensors designed to track UV exposure, ambient  light and biometrics for smartphones and
wearables.

36

Selling, General and Administrative

(in millions)

Fiscal Year

2014

2013

Change

%
Change

Selling, general and administrative . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$154.1

$130.8

$23.3

17.9%

24.8% 22.5%

The increase in selling, general and administrative  expense in  fiscal  2014 was principally due to

increases of (a) $11.0 million for adjustments to the  fair value of acquisition-related contingent
consideration, (b) $7.5 million for legal  fees,  primarily related to litigation, and (c) $7.5 million for
personnel-related expenses, primarily  associated with  (i) increased headcount, and (ii)  the acquisition of
Energy Micro. The increase in selling,  general and administrative  expense in fiscal  2014 was offset  in
part by acquisition-related costs of $1.5 million in  fiscal 2013. We expect that selling, general  and
administrative expense will decrease  in absolute  dollars in the  first quarter of 2015, primarily due to
declines in legal fees related to patent litigation.

Interest Income

Interest income in fiscal 2014 was $1.0  million compared to  $0.9 million in fiscal  2013.

Interest Expense

Interest expense in fiscal 2014 was $3.2 million compared $3.3 million  in fiscal 2013.

Other Income (Expense), Net

Other income (expense), net in fiscal 2014 was $(0.2)  million  compared to $0.2 million in  fiscal

2013.

Provision for Income Taxes

(in millions)

Fiscal Year

2014

2013

Change

Provision for income taxes . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . .

$ 11.0

$ 12.2

$ (1.2)

22.5% 19.7%

The effective tax rate for fiscal 2014  increased from fiscal  2013, primarily due to the recognition of

the fiscal 2012 federal research and development tax credit in fiscal 2013 due to the enactment of the
American Taxpayer Relief Act of 2012 on  January 2,  2013, as well  as a  decrease in the foreign  tax rate
benefit in fiscal 2014. This increase in  the effective tax rate was partially offset  by  the reduction  to  a
valuation  allowance  recorded  in  a  prior  year  related  to  certain  state  loss  and  research  and  development
tax credit carryforwards and the release in fiscal 2014 of  prior year unrecognized tax benefits  due  to  the
lapse of the statute of limitations applicable to a tax deduction claimed  on a prior  year  foreign tax
return.  We  expect  our  effective  tax  rate  for  fiscal  2015  to  decrease,  primarily  due  to  an  expected
increase  in  the  ratio  of  foreign  income  to  total  income  resulting  from  the  completion  of  payments
related to an intercompany licensing transaction. This expected decrease in the  effective  tax rate will be
partially  offset  by  the  expiration  of  the  federal  research  and  development  tax  credit  on  December 31,
2014.

The effective tax rates for each of the periods presented differ from  the federal  statutory rate of
35% due to the amount of income earned in foreign jurisdictions where  the tax rate  may be lower than
the federal statutory rate, research and  development tax credits and other permanent items including
changes to the liability for unrecognized  tax benefits.

37

Comparison of Fiscal 2013 to Fiscal  2012

Revenues

(in millions)

Fiscal Year

2013

2012

Change

%
Change

Broad-based . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$281.8
199.8
98.5

$270.1
186.1
107.1

$11.7
13.7
(8.6)

4.3%
7.4%
(8.1)%

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$580.1

$563.3

$16.8

3.0%

The change in revenues in fiscal 2013  was due primarily to:

(cid:127) Increased revenues of $11.7 million for our Broad-based ICs,  due primarily to the addition of

revenues from the  acquisition of Energy Micro in July 2013 and Ember in July  2012 and  market
share gains for our timing ICs. Broad-based  revenue growth was offset  in part by declines in
revenue for our touch controller ICs due to our planned exit from this  market.

(cid:127) Increased revenues of $13.7 million for our Broadcast ICs, due primarily  to  market share gains
for our video ICs.  Broadcast revenue growth  was  offset in part by  declines in revenue for  our
audio ICs, which decreased primarily due to declines in market share.

(cid:127) Decreased revenues of $8.6 million for our Access ICs.  The  decrease in Access revenues resulted

primarily due to declines in market  share  for  our  VoIP  ICs.

Unit volumes of our products decreased  compared to fiscal 2012  by 8.1%. Average selling prices

increased compared to the same period by 12.1%.

Gross  Margin

(in millions)

Fiscal Year

2013

2012

Change

Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$352.9

$338.0

$14.9

60.8% 60.0% 0.8%

The increased dollar amount of gross  margin in  fiscal 2013 was due  primarily to increases  in gross

margin of $15.2 million for our Broad-based  products and $11.4 million for our Broadcast products,
offset by a decrease in gross margin of  $11.7 million for  our Access products.

Research and Development

(in millions)

Fiscal Year

2013

2012

Change

%
Change

Research and development . . . . . . . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$157.8

$138.0

$19.8

14.4%

27.2% 24.5%

The increase in research and development expense in fiscal 2013  was  principally due to increases

of (a)  $11.4 million for personnel-related expenses, including  personnel costs associated with
(i) increased headcount, and (ii) the acquisition of Energy Micro and Ember, and  (b) $4.0 million  for
the amortization of intangible assets primarily related to our  acquisition  of  Energy  Micro.

38

Selling, General and Administrative

(in millions)

Fiscal Year

2013

2012

Change

%
Change

Selling, general and administrative . . . . . . . . . . .
Percent of revenue . . . . . . . . . . . . . . . . . . . . . . .

$130.8

$114.4

$ 16.4

14.3%

22.5% 20.3%

The increase in selling, general and administrative expense in  fiscal  2013 was principally due to a
net gain of $8.5 million in fiscal 2012 from the  purchase  of  our headquarters. Furthermore, the increase
in selling, general and administrative  expense in fiscal 2013 was  also due to increases  of (a) $2.5  million
for sales commissions, (b) $2.1 million for personnel-related expenses, primarily associated with
(i) increased headcount, and (ii) the acquisition of Energy Micro and Ember, and  (c)  $1.5 million for
legal fees, primarily related to litigation and acquisition-related costs.

Interest Income

Interest income in fiscal 2013 was $0.9 million compared to  $1.3 million in fiscal  2012.

Interest Expense

Interest expense in fiscal 2013 was $3.3  million compared $1.1 million  in fiscal 2012. The  increase

in fiscal 2013 was principally due to higher average  debt  balances in  the period  on our Term Loan
Facility under our Credit Agreement.

Other Income (Expense), Net

Other income (expense), net in fiscal 2013 was  $0.2 million compared to  $0.5 million in fiscal 2012.

Provision for Income Taxes

(in millions)

Fiscal Year

2013

2012

Change

Provision for income taxes . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . .

$ 12.2

$ 22.8

$(10.6)

19.7% 26.4%

The effective tax rate for fiscal 2013  decreased  from fiscal 2012,  primarily due to the fiscal 2012

tax charge related to the intercompany license of  certain technology associated with  the acquisition of
Ember during fiscal 2012 and the recognition of the fiscal 2012  and fiscal 2013  federal research and
development tax credits in fiscal 2013  as a  result of the  enactment of the  American Taxpayer  Relief Act
of 2012 (the ‘‘Act’’) on January 2, 2013. The decrease in the  effective tax rate  for  fiscal 2013 was
partially offset by the release during  fiscal 2012 of unrecognized tax benefits that were determined  to
be effectively settled during fiscal 2012.

The effective tax rates for each of the periods presented differ from  the federal  statutory rate of
35% due to the amount of income earned in foreign jurisdictions where  the tax rate  may be lower than
the federal statutory rate, research and development tax credits and other permanent items including
changes to the liability for unrecognized  tax benefits.

Business Outlook

We expect revenues in the first quarter of  fiscal  2015 to be in  the range of $156 to $162 million.

Furthermore, we expect our diluted earnings per share  to  be  in the range  of $0.08 to $0.14.

39

Liquidity and Capital Resources

Our principal sources of liquidity as of January  3, 2015  consisted of $335.2  million in cash,  cash
equivalents and short-term investments,  of which approximately $225.7 million was held by our U.S.
entities. The remaining balance was held  by our foreign subsidiaries.  Our cash equivalents and
short-term investments consisted of municipal bonds,  money market funds, corporate  bonds,
commercial paper, variable-rate demand notes, certificates of deposit, asset-backed securities,
international government bonds, U.S.  government agency and  U.S.  government bonds.

Our long-term investments consisted  of auction-rate securities.  In fiscal 2008, auctions for  many of

our  auction-rate securities failed because sell orders exceeded buy  orders. As of January 3,  2015, we
held $8.0 million par value auction-rate securities, all of which have experienced  failed auctions. These
securities have contractual maturity dates  ranging  from 2033  to  2046. We are receiving the  underlying
cash flows on all of our auction-rate securities. The principal amounts associated  with failed  auctions
are not expected to be accessible until  a  successful auction occurs, the issuer redeems the security,  a
buyer is found outside of the auction  process or the  underlying  securities  mature. We are unable  to
predict if these funds will become available before their maturity dates. We do not expect to need
access to the capital represented by any  of our auction-rate securities prior to their maturities.

Operating Activities

Net cash provided by operating activities  was  $137.4 million during fiscal 2014,  compared to net
cash provided of $120.2 million during  fiscal 2013. Operating  cash flows  during fiscal  2014 reflect our
net income of $38.0 million, adjustments  of  $72.4 million for depreciation,  amortization, stock-based
compensation and deferred income taxes, and a  net cash  inflow  of $27.0 million due to changes in  our
operating assets and liabilities.

Net cash provided by operating activities  was  $120.2 million during fiscal 2013,  compared to net
cash provided of $97.1 million during fiscal 2012. Operating  cash flows during fiscal 2013 reflect our net
income of $49.8 million, adjustments  of $62.7 million  for  depreciation, amortization,  stock-based
compensation and deferred income taxes, and a  net cash  inflow  of $7.7 million due to changes in  our
operating assets and liabilities.

Accounts receivable decreased to $70.4 million at January 3,  2015 from $72.1 million at

December 28, 2013. The decrease in  accounts  receivable resulted  primarily from  normal variations in
the timing of collections and billings.  Our  average days sales outstanding  (DSO) was 39 days at
January 3, 2015 and 44 days at December  28, 2013.

Inventory increased to $52.6 million  at January 3, 2015 from  $45.3 million at  December 28,  2013.

Our inventory level is primarily impacted  by our need to make purchase commitments to support
forecasted demand and variations between forecasted and  actual demand. Our average days  of
inventory (DOI) was 73 days at January 3,  2015 and 71 days at December 28, 2013.

Investing Activities

Net cash used in investing activities was $26.3 million during fiscal 2014, compared to net  cash
used of $105.9 million during fiscal 2013.  The decrease in  cash outflows was principally due to a  net
payment of $86.4 million for the acquisition  of Energy Micro  during fiscal 2013, offset by a decrease of
$6.5 million of net proceeds from sales and maturities of marketable  securities. In fiscal 2013, we
acquired Energy Micro for approximately  $140.6 million. See Note 9, Acquisitions, for additional
information.

Net cash used in investing activities was $105.9 million during fiscal 2013, compared to net  cash

used of $139.3 million during fiscal 2012.  The decrease in  cash outflows was principally due to a

40

decrease of $91.6 million for purchases of  property  and  equipment,  offset by an  increase of
$46.1 million for net purchases of marketable securities.

We  anticipate capital expenditures of approximately $14 to $16 million for  fiscal 2015. Additionally,

as part of our growth strategy, we expect to evaluate opportunities to invest  in or acquire  other
businesses, intellectual property or technologies  that would complement or expand our current
offerings, expand the breadth of our markets or  enhance  our technical  capabilities.

Financing Activities

Net cash used in financing activities was $65.2  million  during  fiscal  2014, compared to net cash

used of $23.9 million during fiscal 2013.  The increase in cash  outflows was principally due to an
increase of $45.7 million for repurchases of our  common stock. In October  2014, the Board  of
Directors authorized a program to repurchase up to $100 million of our common stock  through
December 2015 (and terminated the  $35.6 million remaining authorization under the  previously
announced share repurchase program).

Net cash used in financing activities was $23.9  million  during  fiscal  2013, compared to net cash

provided of $52.7 million during fiscal  2012. The  increase in cash outflows was  principally due to net
proceeds of $98.3 million from the issuance of  long-term debt in fiscal 2012,  offset by a decline  of
$36.0 million for repurchases of our  common stock in fiscal 2013.

Debt

On July 31, 2012, we entered into a $230 million five-year Credit  Agreement (the ‘‘Agreement’’).

The Agreement consists of a $100 million Term Loan Facility and a $130 million Revolving Credit
Facility.

The Term Loan Facility provides for  quarterly principal amortization (equal to 5% of the  principal

in each of the first two years and 10% of  the principal in each of the  next three years) with the
remaining balance payable upon the maturity date. The Revolving Credit Facility includes a  $25 million
letter of credit sublimit and a $10 million swingline loan  sublimit. We have  an option  to  increase the
size of the Revolving Credit Facility by  up  to  an aggregate  of  $50 million in additional commitments,
subject to certain conditions. On September 27,  2012, we borrowed $100 million under the Term Loan
Facility. To date, we have not borrowed  under the Revolving Credit Facility.

The Term Loan Facility and Revolving Credit Facility, other than swingline  loans, will bear interest
at LIBOR plus an applicable margin or,  at our option,  a base  rate (defined as  the highest of the  Bank
of America prime  rate, the Federal Funds rate plus  0.50% and a daily rate equal to one-month LIBOR
plus 1.00%) plus an applicable margin. Swingline loans accrue interest at  the base rate plus the
applicable margin for base rate loans.  The applicable margins for the LIBOR  rate loans range from
1.50% to 2.50% and for base rate loans range from 0.50%  to  1.50%,  depending  in each case, on the
leverage  ratio as defined in the Agreement. We also pay a commitment fee on  the unused  amount  of
the Revolving Credit Facility.

In connection with the closing of the  Credit Agreement, we entered into a security and  pledge
agreement. Under the security and pledge  agreement, we  pledged equity securities of certain of our
subsidiaries, subject to exceptions and  limitations.  The  Credit  Facilities contain various conditions,
covenants and representations with which we must  be  in compliance  in order to borrow funds and  to
avoid an event of default, including financial covenants that we must maintain a leverage ratio (funded
debt/EBITDA) of no more than 2.5 to 1  and  a minimum fixed charge coverage ratio (EBITDA/debt
payments, income taxes and capital expenditures) of no less  than 1.50 to 1. As of January 3,  2015, the
Company was in compliance with all  covenants of the  Credit  Facilities. See Note 11, Debt, to the
Consolidated Financial Statements for  additional information.

41

We  have entered into an interest rate swap  agreement as a hedge against the  LIBOR portion  of

the variable interest payments under  the Term  Loan Facility and effectively converted the LIBOR
portion of the interest on the Term Loan Facility to a fixed  interest rate through the  maturity date.  See
Note 5, Derivative Financial Instruments, to the Consolidated Financial Statements for  additional
information.

Our future capital requirements will depend on many  factors, including the rate of sales growth,

market acceptance of our products, the timing and extent of research  and  development projects,
potential acquisitions of companies or technologies  and the  expansion of our sales and marketing
activities. We believe our existing cash, cash equivalents, investments  and  credit under our Credit
Facilities are sufficient to meet our capital requirements  through at least the next 12 months, although
we could be required, or could elect,  to  seek additional funding prior to that  time. We may  enter into
acquisitions or strategic arrangements  in  the future  which also could require us to seek additional
equity or debt financing.

Contractual Obligations

The following table summarizes our contractual obligations as of  January 3,  2015 (in thousands):

Total

2015

2016

2017

2018

2019

Thereafter

Payments due by period

Long-term debt obligations (1) . . . . . . . . . $87,500 $10,000 $10,000 $67,500 $ — $ — $ —
Interest on long-term debt obligations  (2)
—
.
6,398
Operating lease obligations (3) . . . . . . . . .
—
Purchase obligations (4) . . . . . . . . . . . . . .
—
Other long-term obligations (5) . . . . . . . . .

2,241
4,137
—
— 8,993

5,926
22,403
38,156
21,012

1,189
3,398
—
5,054

—
1,490
—
2,472

—
2,517
—
4,493

2,496
4,463
38,156

(1) Long-term debt obligations represent the  principal due under our  Term Loan Facility and include

amounts classified as current portion of  long-term debt.

(2) Interest on our long-term debt obligations  is based on LIBOR plus an  applicable margin. We have
entered into an interest rate swap agreement as a  hedge against  the  LIBOR  portion of such
variable interest payments and effectively  converted the LIBOR portion of the  interest on the
Term Loan Facility to a fixed interest  rate through the maturity date. As of  January 3, 2015,  the
combined interest rate on the Term Loan Facility  was  2.514%. The impact of the  interest rate swap
was factored into the calculation of the future interest payments  on our long-term debt obligations.

(3) Operating lease obligations include  amounts for leased facilities.

(4) Purchase obligations include contractual arrangements in the form of purchase orders with

suppliers where there is a fixed non-cancelable payment schedule or  minimum payments due with
a reduced delivery schedule.

(5) Other long-term obligations represent estimated contingent consideration payments due in

connection with the acquisition of Energy Micro and software  license obligations.

We  are unable to make a reasonably  reliable estimate  as to when or if cash settlement with taxing
authorities will occur for our unrecognized  tax  benefits. Therefore,  our liability of $3.9 million  for
unrecognized tax benefits is not included in the table  above. See Note  17, Income Taxes, to the
Consolidated Financial Statements for  additional information.

Off-Balance Sheet Arrangements

As of January 3, 2015, we had no significant off-balance  sheet  arrangements.

42

Critical Accounting Policies and Estimates

The preparation of financial statements  and  accompanying notes in conformity with  U.S. generally

accepted accounting principles requires that  we make estimates and assumptions that affect the
amounts reported. Changes in facts and  circumstances  could have a significant  impact  on the  resulting
estimated amounts included in the financial statements. We believe the following critical accounting
policies affect our more complex judgments and estimates. We also have other policies that we consider
to be key accounting policies, such as our  policies for  revenue recognition, including the deferral  of
revenues and cost of revenues on sales to distributors; however, these  policies do not meet  the
definition of critical accounting estimates  because they  do not generally require us to make estimates or
judgments that are difficult or subjective.

Inventory valuation—We assess the recoverability of inventories through  the application of a set of
methods, assumptions and estimates. In determining  net realizable value,  we  write down inventory that
may be  slow moving or have some form of obsolescence, including inventory that has  aged more than
12 months. We also adjust the valuation of inventory when its manufacturing cost  exceeds  the estimated
market value less selling costs. We assess the potential for  any unusual customer returns based  on
known quality or business issues and write-off inventory losses for  scrap or  non-saleable  material.
Inventory not otherwise identified to be written  down is compared to an  assessment of our 12-month
forecasted demand. The result of this  methodology is  compared  against  the  product life  cycle  and
competitive situations in the marketplace to determine the appropriateness of the resulting  inventory
levels. Demand for our products may fluctuate significantly over time,  and  actual demand and market
conditions may be more or less favorable than those that we  project. In  the event that actual demand  is
lower or market conditions are worse  than  originally  projected, additional  inventory  write-downs  may
be required.

Stock-based compensation—We recognize the fair-value of stock-based compensation transactions in

the Consolidated Statements of Income. The fair value of our  full-value stock awards  (with the
exception of market-based performance awards)  equals the fair market value of our stock on the date
of grant. The fair value of our market-based  performance awards  is estimated at the date  of grant using
a Monte-Carlo simulation. The fair value  of our stock  option and employee stock purchase plan grants
is estimated at the date of grant using the  Black-Scholes option pricing  model.  In addition, we are
required to estimate the expected forfeiture  rate of our  stock grants and only recognize  the expense for
those shares expected to vest. If our actual experience differs significantly  from the assumptions used to
compute our stock-based compensation cost, or  if different  assumptions had been  used, we may  have
recorded  too much or too little stock-based  compensation  cost. See Note 13, Stock-Based
Compensation, to the Consolidated Financial Statements for additional information.

Investments in auction-rate securities—We determine the fair value of our investments in
auction-rate securities using a discounted cash flow model. The assumptions used in preparing the
discounted cash flow model include estimates for interest rates, amount of cash flows, expected  holding
periods of the securities and a discount  to reflect our inability  to  liquidate  the securities. For
available-for-sale auction-rate securities, if the  calculated value is  below the carrying amount of the
securities, we then determine if the decline in value  is other-than-temporary. We  consider various
factors in determining whether an impairment is other-than-temporary, including the severity  and
duration of the impairment, changes in underlying credit  ratings, forecasted recovery, our intent to sell
or the likelihood that we would be required to sell the investment  before  its anticipated recovery in
market value  and the probability that  the scheduled  cash payments  will continue to be made. When we
conclude that an other-than-temporary  impairment has occurred, we assess whether we intend to sell
the security or if it is more likely than not that we  will  be  required to sell the security  before  recovery.
If either of these two conditions is met, we  recognize a charge in  earnings equal to the  entire
difference between the security’s amortized cost basis and its fair value. If we  do not  intend  to  sell  a

43

security and it is not more likely than  not  that we will  be  required to sell the security before recovery,
the unrealized loss is separated into an  amount representing the  credit loss, which  is recognized in
earnings, and the amount related to  all  other factors, which is  recorded in  accumulated other
comprehensive loss.

Acquired intangible assets—When we acquire a business, a portion  of the purchase price  is typically
allocated to identifiable intangible assets,  such as  acquired technology  and  customer relationships. Fair
value of these assets is determined primarily using  the income  approach, which requires us to project
future cash flows and apply an appropriate  discount rate. We amortize intangible assets with finite  lives
over their expected useful lives. Our estimates are based upon  assumptions believed to be reasonable
but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate,
and unanticipated events and circumstances may occur. Incorrect estimates could result in future
impairment charges, and those charges could be material to our results  of operations.

Impairment of goodwill and other long-lived assets—We review long-lived assets which are held and

used, including fixed assets and purchased intangible assets,  for  impairment  whenever changes  in
circumstances indicate that the carrying amount of the assets  may  not be recoverable. Such evaluations
compare the carrying amount of an asset to future undiscounted net  cash flows expected to be
generated by  the asset over its expected useful life and are significantly impacted  by  estimates of future
prices and volumes for our products,  capital needs, economic  trends and  other factors  which are
inherently difficult to forecast. If the  asset is considered to be impaired, we record  an impairment
charge  equal to the amount by which  the carrying value of  the  asset exceeds its fair value determined
by either a quoted market price, if any, or a  value determined by  utilizing a  discounted cash flow
technique.

We  test our goodwill for impairment  annually as of the  first day of our fourth fiscal quarter and in

interim periods if certain events occur  indicating that the carrying  value  of  goodwill  may be impaired.
The goodwill impairment test is a two-step process. The first  step of the  impairment analysis  compares
our  fair value to our net book value.  In  determining fair  value,  the  accounting guidance allows for the
use of several valuation methodologies, although  it states quoted market prices are the  best evidence of
fair value. If the fair value is less than  the net  book value, the  second step of  the analysis  compares  the
implied fair value of our goodwill to  its carrying amount. If  the carrying  amount  of goodwill  exceeds  its
implied fair value, we recognize an impairment  loss equal to that excess amount.

Income taxes—We are required to calculate income taxes in  each of the jurisdictions in which we

operate. This process involves calculating the actual current  tax  liability  together with assessing
temporary differences in recognition of income (loss) for  tax  and  accounting  purposes. These
differences result in deferred tax assets and  liabilities, which are included  in our Consolidated Balance
Sheet. We record a valuation allowance when it is more likely than not that some portion  or all of the
deferred tax assets will not be realized.  In assessing the  need  for a  valuation  allowance, we are required
to estimate the amount of expected future taxable income.  Judgment  is inherent in this  process  and
differences between the estimated and actual taxable income could result  in a material impact on our
Consolidated Financial Statements.

We recognize liabilities for uncertain tax positions based on a two-step process. The first step
requires us to determine whether the weight  of  available evidence indicates that the  tax position has
met the threshold for recognition. Therefore, we  must evaluate whether  it  is more likely than not that
the position will be sustained  on audit, including resolution of any related appeals  or litigation
processes. The second step requires us to measure the tax  benefit of the  tax position taken, or expected
to be taken, in an income tax return as the  largest amount that is more  than 50%  likely of  being
realized  upon ultimate settlement. This measurement step  is inherently  complex and  requires subjective
estimations of such amounts to determine the  probability of  various  possible outcomes. We  re-evaluate
the uncertain tax positions each quarter based on factors  including, but not limited to, changes in  facts

44

or circumstances, changes in tax law,  expirations  of  statutes  of  limitation, effectively  settled issues under
audit, and new audit activity. Such a  change in  recognition  or  measurement would  result in  the
recognition of a tax benefit or an additional charge  to  the tax provision in  the period.

Although we believe the measurement of our liabilities for uncertain tax positions is reasonable,  no

assurance can be given that the final outcome of these matters  will not be different than what is
reflected in the historical income tax  provisions and  accruals. If additional taxes are assessed as a  result
of an audit or litigation, it could have  a material effect on our  income  tax  provision and net income in
the period or periods for which that determination is  made. We  operate within multiple taxing
jurisdictions and are subject to audit in  these  jurisdictions.  These audits can involve complex issues
which  may require an extended period of time to resolve and  could result in additional assessments  of
income tax. We believe adequate provisions for income taxes  have been made for all periods.

Recent  Accounting Pronouncements

In June 2014, the Financial Accounting Standards Board (FASB) issued FASB Accounting

Standards Update (ASU) No. 2014-12, Compensation—Stock Compensation (Topic 718): Accounting for
Share-Based Payments When the Terms of an  Award Provide That  a Performance Target Could Be
Achieved after the Requisite Service Period. The amendments in this update require that a  performance
target that affects vesting and that could be achieved after the requisite  service period  should be
treated as a performance condition. A reporting entity should  apply  existing guidance in Topic 718  as it
relates to awards with performance conditions that  affect vesting to account  for such awards. As  such,
the performance target should not be  reflected  in estimating the  grant-date fair value of the award.
ASU 2014-12 is effective for annual periods and  interim periods within  those annual periods  beginning
after December 15, 2015. Earlier adoption  is permitted. We are currently evaluating the  effect that the
adoption of this ASU will have on our  financial statements.

In May 2014, the FASB issued FASB ASU No.  2014-09, Revenue from Contracts with Customers

(Topic 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition.
The core principle of ASU 2014-09 is that  an entity should recognize revenue  to  depict the transfer of
promised goods or services to customers  in an amount that reflects the consideration to which the
entity expects to be entitled in exchange for those  goods or services.  The  guidance provides a  five-step
process to achieve that core principle. ASU 2014-09 requires disclosures enabling users  of financial
statements to understand the nature,  amount, timing and uncertainty  of revenue  and cash flows arising
from contracts with customers. Additionally, qualitative  and quantitative  disclosures are required about
contracts with customers, significant  judgments  and changes in judgments, and  assets recognized from
the costs to obtain or fulfill a contract.  ASU 2014-09 is  effective for  annual reporting  periods  beginning
after December 15, 2016, including interim  periods within that reporting period, using one of  two
retrospective application methods. Early  application is  not permitted. We are currently evaluating the
effect that the adoption of this ASU  will have on our financial statements.

In April 2014, the FASB issued FASB ASU  No. 2014-08, Presentation of Financial Statements
(Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and
Disclosures of Disposals of Components of  an Entity. The amendments in this update require  a disposal
of a component of an entity or a group of components  of an entity  to  be  reported in discontinued
operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s
operations and financial results. ASU  2014-08 expands  disclosure requirements  about discontinued
operations and adds new disclosures  for  individually significant dispositions that do not qualify as
discontinued operations. ASU 2014-08  is effective prospectively for annual periods beginning on or
after December 15, 2014, and interim  periods within annual  periods beginning  on or  after
December 15, 2015. Early adoption is  permitted, but only for disposals that have not been reported in
financial statements previously issued.  The adoption of this ASU is not  expected to have  a material
impact on our financial statements.

45

Item 7A. Quantitative and Qualitative  Disclosures about Market  Risk

Interest Income

Our investment portfolio includes cash, cash  equivalents, short-term  investments and long-term

investments. Our main investment objectives are the  preservation of investment  capital and  the
maximization of after-tax returns on our investment portfolio. Our interest income is sensitive to
changes in the general level of U.S. interest rates. Our investment portfolio holdings as of  January 3,
2015 and December 28, 2013 yielded less  than 100 basis points.  A  decline in yield  to  zero basis  points
on our investment  portfolio holdings  as of January  3, 2015 and December 28, 2013 would decrease  our
annual interest income by approximately  $1.0 million and $0.9 million, respectively. We  believe that our
investment policy, which defines the  duration, concentration, and minimum credit quality of the
allowable investments, meets our investment objectives.

Interest Expense

We  are exposed to interest rate fluctuations  in the normal  course of our business,  including
through our Credit Facilities. The interest payments on  the facility  are  calculated using a variable-rate
of interest. We have entered into an interest rate swap agreement with an original notional value  of
$100 million (equal to the full amount borrowed under the Term Loan  Facility) and, effectively,
converted the variable-rate interest payments  on the Term  Loan Facility to fixed-rate interest payments
through July 2017.

Foreign currency exchange rate risk

We  are exposed to foreign currency exchange  rate  risk primarily through  assets and liabilities of

our  subsidiaries denominated in currencies  other  than  the U.S. dollar. Gains and losses  resulting from
remeasuring transactions denominated  in  currencies other than U.S. dollars are recorded  in other
income (expense), net in the Consolidated  Statements of Income. We use foreign  currency  forward
contracts to manage exposure to foreign exchange  risk.  Gains and losses on  foreign currency forward
contracts are recognized in earnings  in  the same  period as the remeasurement  loss and gain of  the
related foreign currency denominated  asset or liability.

Investments in Auction-rate Securities

In fiscal  2008, auctions for many of our auction-rate  securities failed because sell orders exceeded

buy orders. As of January 3, 2015, we held $8.0 million par value auction-rate  securities, all of which
have experienced failed auctions. The principal amounts  associated with failed auctions are not
expected to be accessible until a successful  auction  occurs, the  issuer  redeems the  securities, a  buyer is
found outside of the auction process or  the  underlying  securities mature. We are unable  to  predict if
these funds will become available before their maturity dates. Additionally,  if  we determine that an
other-than-temporary decline in the fair  value of any of our available-for-sale auction-rate securities has
occurred, we may be required to adjust  the  carrying value of the investments  through an impairment
charge.

Item 8. Financial Statements and Supplementary Data

The Financial Statements and supplementary data required by this  item  are included  in Part IV,

Item 15 of this Form 10-K and are presented beginning on  page F-1.

Item 9. Changes in and Disagreements with Accountants  on Accounting  and Financial Disclosure

None.

46

Item 9A. Controls and Procedures

We  have performed an evaluation under the supervision  and  with the participation of our

management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the
effectiveness of our disclosure controls and procedures, as defined in  Rule  13a-15(e) under the
Securities Exchange Act of 1934 (the Exchange Act). Based on that  evaluation, our management,
including our CEO and CFO, concluded  that our disclosure controls  and procedures  were effective as
of January 3, 2015 to provide reasonable  assurance that information required to be disclosed  by  us  in
the reports filed or submitted by us under the  Exchange Act is recorded,  processed,  summarized and
reported within the time periods specified in the SEC’s rules and forms. Such disclosure controls and
procedures include controls and procedures  designed to ensure that information required  to  be
disclosed is accumulated and communicated to our management, including  our CEO and CFO, to
allow timely decisions regarding required  disclosures.  There  was no  change in our internal controls
during the fiscal quarter ended January 3,  2015 that  materially affected, or is  reasonably  likely to
materially affect, our internal controls over financial reporting.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal  control over
financial reporting. Our internal control  system was designed to provide reasonable assurance to our
management and Board of Directors  regarding the preparation and fair presentation  of published
financial statements.

Our management assessed the effectiveness of our internal control  over financial  reporting as of

January 3, 2015. In making this assessment, it used the criteria  set  forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated
Framework (2013 framework). Based on our assessment we concluded that, as  of  January 3, 2015,  our
internal control over financial reporting is  effective based  on those criteria.

Our independent registered public accounting firm, Ernst & Young LLP, issued an  attestation

report on our internal control over financial reporting. This report appears on page  F-1.

Item 9B. Other Information

None.

47

Part III

Certain information required by Part III is omitted from  this report because we intend to file a
definitive Proxy Statement pursuant to  Regulation  14A (the ‘‘Proxy Statement’’) no later than 120 days
after the end of the fiscal year covered  by this  report, and certain information to be included therein is
incorporated herein by reference.

Item 10. Directors, Executive Officers and  Corporate Governance

Set forth below is information regarding  the executive  officers and  directors  of Silicon Laboratories

as of  January 31, 2015.

Name

Age

Position

Navdeep S. Sooch . . . . . . . . . .
G. Tyson Tuttle . . . . . . . . . . . .
William G. Bock . . . . . . . . . . .
John C. Hollister . . . . . . . . . . .
. . . . . . . . . . . . .
Kurt W. Hoff
Sandeep Kumar . . . . . . . . . . .
David R. Welland . . . . . . . . . .
Alf-Egil Bogen . . . . . . . . . . . .
Harvey B. Cash . . . . . . . . . . . .
R. Ted Enloe III . . . . . . . . . . .
Jack R. Lazar . . . . . . . . . . . . .
Laurence G. Walker . . . . . . . .
William P. Wood . . . . . . . . . . .

President and Director

Senior Vice President of Worldwide Sales
Senior Vice President of Worldwide Operations

52 Chairman of the Board
47 Chief Executive Officer and Director
64
45 Chief Financial Officer and Senior Vice  President
57
50
59 Vice President and Director
48 Director
76 Director
76 Director
49 Director
66 Director
59 Director

Navdeep S. Sooch co-founded Silicon Laboratories in August  1996 and  has served as Chairman  of

the Board since our inception. Mr. Sooch  served as  our  Chief Executive Officer from our inception
through the end of fiscal 2003 and served as  interim Chief Executive Officer  from April 2005  to
September 2005. From March 1985 until  founding Silicon Laboratories, Mr.  Sooch held  various
positions at Crystal Semiconductor/Cirrus  Logic, a  designer and  manufacturer of integrated circuits,
including Vice President of Engineering,  as well  as Product  Planning  Manager of Strategic Marketing
and Design Engineer. From May 1982 to March 1985, Mr. Sooch was a  Design Engineer with AT&T
Bell Labs. Since October 2011, Mr. Sooch has served as the  CEO  of Ketra,  Inc., a private company in
the field of solid state lighting. Mr. Sooch  holds a  B.S. in  Electrical Engineering from the  University of
Michigan, Dearborn and an M.S. in Electrical Engineering from Stanford University.  Mr.  Sooch’s prior
experience as our Chief Executive Officer as well as a semiconductor  designer provides  him with
extensive insight into our industry and  our operations and qualifies him  to serve  as Chairman  of our
Board of Directors.

G. Tyson Tuttle has served as a director and our Chief  Executive Officer  since  April 2012.
Mr. Tuttle served as our Chief Operating  Officer  and  Senior Vice President  from May  2011 to April
2012. From January 2010 to May 2011, Mr. Tuttle served as our Chief  Technical  Officer.  From May
2005 to December 2009, he was our  Vice President  and General Manager  of Broadcast products
including the audio and video product families.  Mr.  Tuttle joined  Silicon  Laboratories in 1997 as a
senior design engineer. From 1999 to 2005, Mr. Tuttle  served in a variety  of product management,
marketing and business leadership positions. Previously,  Mr.  Tuttle held senior design engineering
positions at Crystal Semiconductor/Cirrus  Logic and Broadcom Corporation where he focused on
high-speed mixed-signal circuit design for mass storage and Ethernet applications. Mr. Tuttle holds an
M.S. in Electrical Engineering from UCLA and a  B.S. in Electrical Engineering from  Johns  Hopkins
University. Mr. Tuttle has been granted  over 70 patents covering many  fundamental semiconductor
inventions including key aspects of wireless communications. Mr. Tuttle’s intimate knowledge of our

48

company and the industry and his service as our  Chief  Executive Officer qualify him to serve  as a
member of our Board of Directors.

William G. Bock has served as our President since June 2013. He served Silicon Laboratories as

Interim Chief Financial Officer and Senior Vice President  from  February  2013 until June 2013.  He
served as Chief Financial Officer from  November  2006 to July 2011 and Senior Vice President of
Finance and Administration from July 2011 through  December 2011.  He joined  Silicon Laboratories as
a director in March 2000, and served  as Chairman of the  audit committee until November  2006 when
he stepped down from the Board of  Directors to assume the CFO role. Mr.  Bock rejoined Silicon
Laboratories’ Board of Directors in July of 2011. From 2001  to  2006,  Mr. Bock participated in  the
venture capital industry, principally as a partner with CenterPoint Ventures. Before his venture career,
Mr. Bock held senior executive positions  with three venture-backed  companies, Dazel  Corporation,
Tivoli Systems and Convex Computer Corporation. Mr. Bock  began his career with  Texas Instruments.
He also serves on the Board of Directors of Borderfree  and is Chair of the Audit Committee.
Mr. Bock currently serves on the Board  of  Directors of  Entropic Communications and  as a member of
the Audit Committee. Mr. Bock holds  a B.S.  in Computer Science  from Iowa State University  and an
M.S. in Industrial Administration from  Carnegie Mellon University. Mr. Bock’s extensive financial and
executive experience and his in-depth  knowledge of Silicon  Laboratories qualify him to serve  as a
member of our Board of Directors.

John C. Hollister has served Silicon Laboratories as our Chief Financial Officer  since  June 2013.
Prior  to this role, Mr. Hollister was our Vice President, Business Development since April 2012, and also
served as our Chief Information Officer since November 2012. Mr. Hollister served as our Vice
President, Manufacturing and Asia Operations from November 2009 to April  2012.  From April 2007 to
October 2009, he was Managing Director, Asia Operations. Mr. Hollister joined Silicon  Laboratories in
2004 and held financial management positions until April 2007. Prior to joining Silicon  Laboratories,
Mr. Hollister’s experience included Vice President of Finance at Cicada Semiconductor as well as various
finance positions at Cirrus Logic, Veritas DGC, 3-D Geophysical and PricewaterhouseCoopers LLP.
Mr. Hollister  is a Certified Public Accountant and has a master’s degree in Accounting and a bachelor’s
degree in Business  Administration from the University of Texas at Austin.

Kurt W. Hoff has served as our Senior Vice President of Worldwide Sales  since April 2012. He

previously served as our Vice President  of  Worldwide Sales from July 2007 to April 2012. From 2005
until July 2007, he managed the company’s European sales and operations. Prior to joining Silicon
Laboratories in 2005, Mr. Hoff served  as president, Chief  Executive Officer and  director of Cognio.
Mr. Hoff also managed the operations and sales of C-Port Corporation, a network processor  company
acquired by Motorola in May 2000. Additionally,  Mr.  Hoff spent 10 years in various sales positions at
AMD. Mr. Hoff holds a B.S. in Physics  from the University  of  Illinois  and  an M.B.A. from  the
University of Chicago.

Dr. Sandeep Kumar has served as Senior  Vice President  of  Worldwide Operations since July  2013.

He previously served as Vice President of  Operations  Engineering from September 2009  to  July 2013.
He joined Silicon Laboratories in July 2006  as Engineering Director.  Prior to joining  Silicon
Laboratories, Dr. Kumar managed global  test  engineering teams and  was  responsible  for worldwide
product  and test engineering for the  storage business at  Agere Systems, Lucent technologies and  AT&T
Bell Labs. Dr. Kumar has a bachelor’s degree in Electrical Engineering from the  Indian Institute of
Technology in Bombay, a M.S. in Electrical Engineering from  the University of Evansville in Indiana
and a Ph.D. in Electrical Engineering from  Lehigh University.

David R. Welland co-founded Silicon  Laboratories in August 1996,  has served as a  Vice President
and director since our inception and was appointed Fellow  in March  2004. From November  1991 until
founding Silicon Laboratories, Mr. Welland held various positions at Crystal  Semiconductor/Cirrus
Logic, a designer and manufacturer of  integrated circuits, including Senior Design  Engineer.

49

Mr. Welland holds a B.S. in Electrical  Engineering from the Massachusetts Institute  of Technology.
Mr. Welland’s years of experience as a semiconductor designer provide him with extensive insight into
our  operations and qualifies him to serve as a  member  of  our  Board of Directors.

Alf-Egil Bogen has served as a director of Silicon  Laboratories since October 2013.  Mr.  Bogen  is a

20-year semiconductor veteran and one of the inventors of the highly successful AVR microcontroller.
He is currently the chief executive officer and a  member  of the Board of Directors of  Novelda  AS, a
privately held semiconductor company based  in Norway  specializing in nanoscale wireless low-power
technology for ultra-high-resolution impulse radar. Prior  to Novelda, he  was chief  marketing officer  of
Energy Micro AS until it was acquired by Silicon  Laboratories  in July 2013. Mr. Bogen also held
various management positions during  his 17  years  at Atmel  Corporation,  including managing director of
the AVR business unit as well as vice president of corporate  marketing and chief  marketing officer.  He
began his career at Nordic VLSI in Norway. Mr.  Bogen holds an M.S. in Electrical  Engineering  and
Computer Science from Norwegian University of  Science and  Technology and a B.S. in Electrical and
Computing Engineering from Trondheim  University College. Mr. Bogen’s combination of independence
and his experience, including past experience in the semiconductor industry, qualifies him to serve  as a
member of our Board of Directors.

Harvey B. Cash has served as a director of Silicon Laboratories since June  1997. Mr. Cash has
served as general partner of InterWest  Partners, a venture capital firm,  since  1986. Mr. Cash currently
serves on the Board of Directors of the following public companies: Ciena Corporation, a designer  and
manufacturer of dense wavelength division multiplexing systems  for fiber optic networks; Argo Group
International Holdings, Ltd., a specialty insurance company; and  First Acceptance  Corp, a provider of
low-cost auto insurance. Mr. Cash holds a  B.S. in Electrical Engineering from Texas A&M University
and an M.B.A. from Western Michigan  University. Mr. Cash’s independence and experience as a
director of various public companies,  as  well as his prior operational experience as an  executive,
qualifies him to serve as a member of  our Board  of  Directors.

R. Ted Enloe III has served as a director  of  Silicon Laboratories since April 2003. Mr. Enloe is
currently the Managing General Partner of  Balquita  Partners, Ltd., a family investment firm. Mr. Enloe
formerly served as Vice Chairman and  member of the  office of  chief executive of Compaq Computer
Corporation. He also served as President  of  Lomas Financial Corporation  and Libert´e Investors for
more than 15 years. Mr. Enloe co-founded a number of other  publicly held firms, including  Capstead
Mortgage Corp., Tyler Cabot Mortgage Securities  Corp., and Seaman’s Corp. Mr. Enloe currently
serves on the Board of Directors of Leggett  & Platt, Inc. and Live Nation,  Inc. Mr. Enloe holds a B.S.
in Engineering from Louisiana Polytechnic University  and a J.D.  from  Southern Methodist University.
Mr. Enloe’s combination of independence, qualification as an  audit committee financial expert and his
experience, including past experience  as an  executive officer and current and  past experience as a
director of various public companies,  qualifies  him to serve  as a member of our Board of Directors.

Jack R. Lazar has served as a director of Silicon Laboratories since  April 2013. Mr. Lazar is
currently the Chief Financial Officer of GoPro, a  leading provider of wearable and mountable camera
products and accessories. From January  2013 to January  2014, he  was an independent business and
financial consultant. Mr. Lazar was previously employed by Qualcomm and served as Senior  Vice
President, Corporate Development and  General Manager of Qualcomm Atheros  from 2011 to 2013.
Prior to the acquisition of Atheros Communications  by Qualcomm in  2011, Mr. Lazar  served as Senior
Vice President of Corporate Development, Chief Financial  Officer and Secretary of  Atheros from 2010
to 2011. Atheros Communications was a publicly  traded  provider of communications  semiconductor
solutions. From 2003 to 2010 Mr. Lazar held the positions including Vice President,  Corporate
Development, Chief Financial Officer and Secretary. Previously, from 2002 to 2003, Mr. Lazar  was  an
independent business and financial consultant. From 1999 to 2002,  Mr. Lazar  served  in a variety of
positions at NetRatings, a publicly traded Internet  audience measurement and analysis company
(acquired by The Nielsen Company in  2007), most recently as Executive Vice President of  Corporate

50

Development,  Chief  Financial  Officer  and  Secretary.  Prior  to  joining  NetRatings,  Mr. Lazar  held  a
variety of executive and management positions  at Apptitude, Inc., Electronics for Imaging and Price
Waterhouse from 1987 to 1999. Mr. Lazar  currently serves on the  Board of Directors and  as Chairman
of the audit committee of TubeMogul, a  publicly traded enterprise software  company for digital
branding. Mr. Lazar is a Certified Public Accountant and holds a  B.S. in Commerce  with an emphasis
in Accounting from Santa Clara University. Mr. Lazar’s combination of independence and his
experience,  including  past  experience  as  an  executive  officer,  qualifies  him  to  serve  as  a  member  of  our
Board of Directors.

Laurence  G. Walker has served as a director of Silicon Laboratories since  June 2003. Previously,
Mr. Walker co-founded and served as Chief Executive Officer of C-Port Corporation,  a pioneer  in the
network processor industry, which was acquired by Motorola in 2000. Following the acquisition,
Mr. Walker served as Vice President of Strategy for Motorola’s Network and Computing Systems Group
and then as Vice President and General Manager of the Network and Computing Systems  Group  until
2002. From August 1996 to May 1997, Mr. Walker served as Chief Executive  Officer of CertCo, a digital
certification supplier. Mr. Walker served as Vice President and General Manager, Network Products
Business Unit, of Digital Equipment Corporation, a computer hardware company, from January 1994 to
July 1996.  From 1998 to 2007, he served on the Board of Directors of McData  Corporation,  a provider of
storage networking solutions. From 1981 to 1994, he held a variety of other  management positions at
Digital Equipment Corporation. Mr. Walker holds a B.S. in Electrical Engineering from Princeton
University  and an M.S. and Ph.D. in Electrical Engineering from the Massachusetts Institute of
Technology.  Mr. Walker’s combination of independence and his experience, including past experience as
an executive  officer, qualifies him to serve as a member of our Board of Directors.

William P. Wood has served as a director of Silicon Laboratories since March 1997 and as Lead
Director since  December 2005. Since 1996, Mr. Wood has also served as general partner of various funds
associated with Silverton Partners, a venture capital firm. From 1984 to 2003, Mr.  Wood  was a general
partner, and  for certain funds created since 1996, a special limited partner, of various  funds associated
with Austin  Ventures, a venture capital firm. Mr. Wood holds a B.A. in History from Brown  University
and an M.B.A. from Harvard University. Mr. Wood’s combination  of independence and his experience,
including  past experience as an investor in numerous semiconductor and technology companies, qualifies
him to  serve as a member of our Board of Directors.

The remaining  information required by this Item is incorporated by reference to  the Proxy Statement

under the sections captioned ‘‘Proposal One: Election of Directors,’’ ‘‘Executive Compensation,’’
‘‘Section 16(a) Beneficial Ownership Reporting Compliance’’ and ‘‘Code of Ethics.’’

Item 11. Executive Compensation

The information under the caption ‘‘Executive Compensation’’ and ‘‘Proposal  One: Election of

Directors’’ appearing  in the Proxy Statement, is incorporated herein by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management  and Related Stockholder

Matters

The information under the caption ‘‘Ownership of Securities’’ and ‘‘Equity Compensation Plan

Information’’ appearing in the Proxy Statement is incorporated herein by reference.

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information under the caption ‘‘Certain Relationships and Related Transactions, and Director

Independence’’ appearing in the Proxy Statement is incorporated herein by reference.

Item 14. Principal Accounting Fees and Services

The information under the caption ‘‘Proposal Two: Ratification of Appointment of Independent

Registered Public  Accounting Firm’’ appearing  in the Proxy Statement is incorporated herein by
reference.

51

Item 15. Exhibits and Financial Statement Schedules

(a) 1. Financial Statements

Part IV

Index

Report of independent registered public  accounting firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Report of independent registered public  accounting  firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Consolidated Balance Sheets at January 3, 2015 and December 28, 2013 . . . . . . . . . . . . . . . . . .

Page

F-1

F-2

F-3

Consolidated Statements of Income for  the  fiscal  years  ended  January 3,  2015,  December 28,

2013 and December 29, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-4

Consolidated Statements of Comprehensive  Income for the fiscal years ended January  3, 2015,

December 28, 2013 and December 29, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-5

Consolidated Statements of Changes  in  Stockholders’ Equity for the fiscal years ended January 3,
2015, December 28, 2013 and December  29, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Consolidated  Statements  of  Cash  Flows  for  the  fiscal  years  ended  January 3,  2015,  December  28,
2013 and December 29, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-6

F-7

F-8

2.

Schedules

Schedule II—Valuation and Qualifying Accounts

All other schedules have been omitted  since the  information required by the schedule is not

applicable, or is not present in amounts  sufficient  to  require submission  of the schedule, or
because the information required is included  in  the Consolidated Financial Statements and notes
thereto.

3. Exhibits

The exhibits listed on the accompanying index to exhibits  immediately following the

Consolidated Financial Statements are filed as  part  of,  or hereby incorporated by reference into,
this  Form 10-K.

52

(b) Exhibits

Exhibit
Number

2.1*

2.2*

Share Purchase Agreement, dated June  6, 2013, by  and between Silicon  Laboratories
International Pte.  Ltd. and Energy AS and Silicon Laboratories  Inc. (filed as Exhibit 2.1 to
the Form 8-K filed on June 7, 2013).

Sale and Purchase Agreement  dated January 30, 2015, by  and between  Silicon Laboratories
International Pte.  Ltd. and the holders of shares, options and capital loans in Bluegiga
Technologies Oy (filed as Exhibit 2.1 to the Form 8-K filed on  February 4, 2015).

3.1* Form of Fourth Amended and Restated  Certificate  of Incorporation of Silicon

Laboratories Inc. (filed as Exhibit 3.1 to the Registrant’s Registration Statement on
Form S-1 (Securities and Exchange Commission File No. 333-94853) (the ‘‘IPO
Registration Statement’’)).

3.2*

4.1*

Second Amended and Restated  Bylaws of Silicon Laboratories Inc. (filed  as Exhibit 3.2 to
the Registrant’s Annual Report on Form 10-K for the fiscal year  ended January 3, 2004).

Specimen certificate for shares of common stock  (filed as  Exhibit 4.1 to the IPO
Registration Statement).

10.1* Form of Indemnification Agreement  between Silicon  Laboratories Inc. and each of its

directors and executive officers (filed as Exhibit 10.1 to the IPO Registration Statement).

10.2* Credit Agreement, dated July  31, 2012, by  and  among Silicon Laboratories Inc., the

subsidiaries of the borrower identified therein, Bank of America, N.A., Wells Fargo Bank,
National Association, and Regions Bank (filed as Exhibit 10.1  to  the Form 8-K  filed
August 1, 2012).

10.3*

10.4*

10.5*

Security and Pledge Agreement, dated  July 31, 2012, by  and among  Silicon
Laboratories Inc., with the other parties identified as ‘‘Obligors’’ (as defined therein) and
such other parties that may become Obligors thereunder after the  date thereof, and Bank
of America, N.A (filed as Exhibit 10.2 to the Form 8-K  filed August 1, 2012).

Silicon Laboratories Inc. 2009 Stock Incentive Plan,  as amended  and restated  on April  15,
2014 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed  on
April 16, 2014).

Silicon Laboratories Inc. 2009 Employee Stock  Purchase Plan, as amended  and restated  on
April 15, 2014 (filed as Exhibit 10.2 to  the Registrant’s Current Report on Form 8-K filed
on April 16, 2014).

10.6* Form of Restricted Stock Units  Grant Notice and  Global Restricted Stock Units Award

Agreement under Registrant’s 2009 Stock Incentive Plan, as amended and restated (filed
as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on April 16, 2014).

10.7* Form of Market Stock Units Grant Notice and Global  Market Stock Units Award

Agreement under Registrant’s 2009 Stock Incentive Plan, as amended and restated (filed
as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on April 16, 2014).

10.8* Form of Stock Option Grant  Notice and Global  Stock Option  Award Agreement under

Registrant’s 2009 Stock Incentive Plan, as amended and restated (filed  as Exhibit 10.5  to
the Registrant’s Current Report on Form 8-K filed on April 16, 2014).

10.9*

Silicon Laboratories Inc. 2015 Bonus Plan (filed  as  Exhibit 10.1 to the  Registrant’s Current
Report on Form 8-K filed on January 30,  2015).

53

Exhibit
Number

21

Subsidiaries of the Registrant.

23.1

Consent of Independent Registered  Public Accounting Firm.

24

Power of Attorney (included on signature page to this Form  10-K).

31.1

31.2

Certification of the Principal Executive Officer, as required by Section  302 of the Sarbanes-
Oxley Act of 2002.

Certification of the Principal Financial Officer,  as required  by Section  302 of the Sarbanes-
Oxley Act of 2002.

32.1

Certification as required by Section 906 of the Sarbanes-Oxley Act  of  2002.

101.INS

XBRL Instance Document

101.SCH XBRL Taxonomy Extension  Schema Document

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB

XBRL Taxonomy Extension Label  Linkbase  Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document

*

Incorporated herein by reference to the indicated filing.

+ Management contract or compensatory plan  or arrangement

54

SILICON LABORATORIES INC.
VALUATION AND QUALIFYING ACCOUNTS

SCHEDULE II

Valuation Allowance for
Deferred Tax Assets

Balance at
Beginning  of
Period

Additions

Charged to
Expenses

Charged to
Goodwill

Deductions

Balance  at
End  of  Period

Year ended January 3, 2015 . . . . . . . .
Year ended December 28, 2013 . . . . . .
Year ended December 29, 2012 . . . . . .

$3,775
$2,114
$ —

$ —
$2,335
$ —

(in thousands)
$ —
$ —
$2,114

$(320)
$(674)
$ —

$3,455
$3,775
$2,114

55

Pursuant to the requirements of Section  13  or 15(d) of the Securities Exchange Act of 1934, the

registrant has duly caused this report to be signed on its  behalf  by the undersigned,  thereunto duly
authorized, in Austin, Texas, on February 6,  2015.

SIGNATURES

SILICON LABORATORIES INC.

By:

/s/ G. TYSON TUTTLE

G. Tyson Tuttle
Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose signature appears

below constitutes and appoints G. Tyson  Tuttle  and  John C. Hollister and each of them, acting
individually, as his or her attorney-in-fact, each with full  power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all capacities, to sign any and all
amendments to this annual report on Form 10-K and  other documents in connection herewith and
therewith, and to file the same, with  all exhibits thereto, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and  agents, and  each  of  them, full power and authority to do and
perform each and every act and thing requisite  and  necessary to be done  in connection herewith  and
therewith and about the premises, as  fully  to all intents  and purposes as  he or she might or could do in
person, hereby ratifying and confirming  all  that said attorneys-in-fact and agents,  or any  of them, or
their or his substitute or substitutes, may lawfully do  or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has  been signed

below by the following persons on behalf of the registrant and in the capacities and on the dates
indicated:

Name

Title

Date

/s/ NAVDEEP S. SOOCH

Navdeep S. Sooch

/s/ G.  TYSON TUTTLE

G. Tyson Tuttle

/s/ WILLIAM G. BOCK

William G. Bock

/s/ JOHN C. HOLLISTER

John C. Hollister

Chairman of the Board

February  6, 2015

Chief Executive Officer and Director
(Principal Executive Officer)

February 6, 2015

President and Director

February  6, 2015

Senior Vice President and Chief
Financial Officer (Principal Financial
Officer and Principal Accounting
Officer)

February 6, 2015

56

Name

Title

Date

/s/ DAVID R. WELLAND

David R. Welland

/s/ ALF-EGIL BOGEN

Alf-Egil Bogen

/s/ HARVEY B. CASH

Harvey  B. Cash

/s/ ROBERT TED ENLOE, III

Robert Ted Enloe, III

/s/ JACK R. LAZAR

Jack R. Lazar

Laurence G. Walker

/s/ WILLIAM P. WOOD

William P. Wood

Vice President and Director

February 6,  2015

February 6, 2015

February 6, 2015

February 6, 2015

February 6, 2015

February 6, 2015

February 6, 2015

Director

Director

Director

Director

Director

Director

57

(This page has been left blank intentionally.)

Report of Independent Registered Public  Accounting Firm

The Board of Directors and Stockholders  of Silicon Laboratories Inc.

We  have audited Silicon Laboratories Inc.’s internal control over financial reporting as of

January 3, 2015, based on criteria established in  Internal Control—Integrated Framework issued by the
Committee of Sponsoring Organizations  of  the Treadway  Commission (2013 framework) (the COSO
criteria). Silicon Laboratories Inc.’s management is responsible for maintaining  effective internal
control over financial reporting, and for  its assessment of the effectiveness of internal control over
financial reporting included in the accompanying Management’s Report on Internal Control over
Financial Reporting. Our responsibility  is to express an opinion  on the company’s internal control over
financial reporting based on our audit.

We  conducted our audit in accordance with the standards of  the Public Company Accounting
Oversight Board (United States). Those  standards require that we  plan and perform the audit to obtain
reasonable assurance about whether  effective  internal control over financial reporting was maintained
in all material respects. Our audit included  obtaining an understanding  of internal control  over
financial reporting, assessing the risk that a  material weakness exists, testing and evaluating the design
and operating effectiveness of internal control based  on the assessed risk, and performing such other
procedures as we considered necessary in  the circumstances. We  believe that our audit provides a
reasonable basis for our opinion.

A company’s internal control over financial reporting is a  process designed to provide reasonable

assurance regarding the reliability of  financial  reporting and the preparation  of  financial  statements  for
external  purposes in accordance with  generally accepted accounting  principles. A company’s internal
control over financial reporting includes those policies and procedures that (1)  pertain to the
maintenance of records that, in reasonable  detail, accurately and fairly reflect the  transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions  are
recorded  as necessary to permit preparation of financial statements in  accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made  only
in accordance with authorizations of management and directors of the company; and  (3) provide
reasonable assurance regarding prevention  or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets  that could have a material effect on  the financial statements.

Because of its inherent limitations, internal control over  financial  reporting may not prevent or

detect misstatements. Also, projections  of any evaluation  of  effectiveness to future periods are  subject
to the risk that controls may become inadequate  because of changes in conditions, or  that  the degree
of compliance with the policies or procedures may deteriorate.

In our opinion, Silicon Laboratories Inc. maintained, in  all material  respects, effective internal

control over financial reporting as of  January 3, 2015, based on the  COSO criteria.

We  also have audited, in accordance  with the standards of  the Public Company Accounting
Oversight Board (United States), the  consolidated balance sheets of Silicon  Laboratories Inc. as of
January 3, 2015 and December 28, 2013,  and  the related  consolidated  statements of income,
comprehensive income, changes in stockholders’ equity and cash flows for each of the three fiscal  years
in the period ended January 3, 2015  of Silicon Laboratories  Inc. and our report dated February 6,  2015
expressed an unqualified opinion thereon.

/s/ ERNST & YOUNG LLP

Austin,  Texas
February 6, 2015

F-1

Report of Independent Registered Public  Accounting Firm

The Board of Directors and Stockholders  of Silicon Laboratories Inc.

We  have audited the accompanying consolidated balance sheets of Silicon  Laboratories  Inc. as of

January 3, 2015 and December 28, 2013,  and  the related  consolidated  statements of income,
comprehensive income, changes in stockholders’ equity and cash flows for each of the three fiscal  years
in the period ended January 3, 2015. Our  audits also  included the financial  statement  schedule listed in
the Index at Item 15(a). These financial statements and schedule  are  the  responsibility of the
Company’s management. Our responsibility is to express an  opinion  on these financial statements and
schedule based on our audits.

We  conducted our audits in accordance with the standards  of  the Public Company Accounting
Oversight Board (United States). Those  standards require that we plan and perform the audit to obtain
reasonable assurance about whether  the  financial  statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures  in the
financial statements. An audit also includes assessing the  accounting  principles used  and significant
estimates made by management, as well as evaluating the  overall financial statement presentation. We
believe that our audits provide a reasonable  basis for  our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects,
the consolidated financial position of  Silicon Laboratories Inc.  at January 3, 2015 and December 28,
2013, and the consolidated results of  its  operations and its cash flows for  each of the three fiscal  years
in the period ended January 3, 2015, in conformity  with  U.S. generally accepted  accounting principles.
Also, in our opinion, the related financial statement schedule, when  considered in relation  to  the basic
financial statements taken as a whole, present fairly in all material respects the information set forth
therein.

We  also have audited, in accordance  with the standards of  the Public Company Accounting

Oversight Board (United States), Silicon  Laboratories  Inc.’s internal control over financial reporting as
of January 3, 2015, based on criteria established  in Internal Control—Integrated Framework issued by
the Committee of Sponsoring Organizations  of the Treadway Commission  (2013  framework) and  our
report dated February 6, 2015 expressed an unqualified opinion  thereon.

/s/ ERNST & YOUNG LLP

Austin,  Texas
February 6, 2015

F-2

Silicon Laboratories Inc.
Consolidated Balance Sheets
(In thousands, except per share data)

January 3,
2015

December 28,
2013

Current assets:

Assets

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts receivable, net of allowances  for doubtful accounts of $786 at

January 3, 2015 and $797 at December 28,  2013 . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . .

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 141,706
193,489

$ 95,800
179,593

70,367
52,631
21,173
49,171

528,537
7,419
132,820
228,781
115,021
29,983

72,124
45,271
18,878
47,651

459,317
10,632
132,445
228,781
131,593
28,382

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,042,561

$991,150

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current portion of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . . . . . . . . . . . . . .
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments and contingencies
Stockholders’ equity:

Preferred stock—$0.0001 par value; 10,000 shares authorized; no shares

38,922
10,000
73,646
38,662
2,084

163,314
77,500
43,691

284,505

$ 22,126
7,500
45,975
30,853
2,693

109,147
87,500
55,941

252,588

issued  and outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—

—

Common stock—$0.0001 par value; 250,000 shares authorized; 42,225  and

42,779 shares issued and outstanding  at  January 3,  2015 and
December 28, 2013, respectively . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . .

4
29,501
728,633
(82)

4
48,630
690,612
(684)

Total stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

758,056

738,562

Total liabilities and stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,042,561

$991,150

The accompanying notes are an integral part of these Consolidated  Financial Statements.

F-3

Silicon Laboratories Inc.
Consolidated Statements of Income
(In thousands, except per share data)

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating expenses:

Research and development . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative . . . . . . . . . . . . . . . . . . .

Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense):

Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense), net . . . . . . . . . . . . . . . . . . . . . . . .

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

January 3,
2015

$620,704
242,153

December 28,
2013

December 29,
2012

$580,087
227,183

$563,294
225,277

378,551

352,904

338,017

172,985
154,145

327,130

51,421

1,007
(3,154)
(234)

49,040
11,019

157,799
130,795

288,594

64,310

853
(3,293)
157

62,027
12,208

137,952
114,390

252,342

85,675

1,338
(1,149)
484

86,348
22,800

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 38,021

$ 49,819

$ 63,548

Earnings per share:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

0.88
0.87

$
$

1.17
1.14

$
$

1.51
1.47

Weighted-average common shares outstanding:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

42,970
43,793

42,715
43,537

42,136
43,106

The accompanying notes are an integral part of these  Consolidated  Financial Statements.

F-4

Silicon Laboratories Inc.
Consolidated Statements of Comprehensive Income
(In thousands)

Year Ended

January 3,
2015

December 28,
2013

December 29,
2012

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$38,021

$49,819

$63,548

Other comprehensive income, before tax:

Net changes to available-for-sale securities:

Unrealized gains (losses) arising during  the period . . . . . .
Reclassification for gains included in net  income . . . . . . .

1,107
—

(535)
(232)

Net changes to cash flow hedges:

Unrealized gains (losses) arising during  the period . . . . . .
Reclassification for losses included in net income . . . . . . .

Other comprehensive income, before tax . . . . . . . . . . . . . . . . .

Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . .

(799)
618

926

324

602

611
560

404

142

262

1,000
—

(956)
2,295

2,339

818

1,521

Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$38,623

$50,081

$65,069

The accompanying notes are an integral part of these  Consolidated  Financial Statements.

F-5

Silicon Laboratories Inc.
Consolidated Statements of Changes in  Stockholders’  Equity
(In thousands)

Common Stock

Number
of Shares

Par
Value

Additional
Paid-In
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Loss

Total
Stockholders’
Equity

Balance as of December 31, 2011 . .

42,068

$ 4

$ 14,749

$586,653

$(2,467)

$598,939

Net income . . . . . . . . . . . . . . . .
Other comprehensive income . . .
Stock issuances under employee
plans, net of shares withheld
for taxes . . . . . . . . . . . . . . . . .

Income tax benefit (shortfall)

from stock-based awards . . . . .
Repurchases of common stock . .
Stock-based compensation . . . . .

—
—

—
—

—
—

63,548
—

—
1,521

63,548
1,521

1,560

—

15,148

—

—

1,675
—
(1,749) — (52,611)
31,161
—

—

—
(9,408)
—

—

—
—
—

15,148

1,675
(62,019)
31,161

Balance as of December 29, 2012 . .

41,879

10,122

640,793

(946)

649,973

Net income . . . . . . . . . . . . . . . .
Other comprehensive income . . .
Stock issuances under employee
plans, net of shares withheld
for taxes . . . . . . . . . . . . . . . . .

Income tax benefit (shortfall)

from stock-based awards . . . . .
Repurchases of common stock . .
Stock-based compensation . . . . .
Stock issued in business

Net income . . . . . . . . . . . . . . . .
Other comprehensive income . . .
Stock issuances under employee
plans, net of shares withheld
for taxes . . . . . . . . . . . . . . . . .

Income tax benefit (shortfall)

from stock-based awards . . . . .
Repurchases of common stock . .
Stock-based compensation . . . . .

4

—
—

—
—

—
—

49,819
—

1,057

—

15,301

—

—

(772)
(661) — (26,022)
30,753

—

—

—

4

—
—

19,248

48,630

—
—

—
—

1,124

—

13,320

—

120
—
(1,678) — (71,676)
39,107
—

—

—

—
—
—

—

690,612

38,021
—

—

—
—
—

combination . . . . . . . . . . . . . .

504

Balance as of December 28, 2013 . .

42,779

—
262

—

—
—
—

—

(684)

—
602

—

—
—
—

49,819
262

15,301

(772)
(26,022)
30,753

19,248

738,562

38,021
602

13,320

120
(71,676)
39,107

Balance as of January 3, 2015 . . . .

42,225

$ 4

$ 29,501

$728,633

$

(82)

$758,056

The accompanying notes are an integral part of these Consolidated  Financial Statements.

F-6

Silicon Laboratories Inc.
Consolidated Statements of Cash Flows
(In thousands)

Year Ended

January 3,
2015

December 28,
2013

December 29,
2012

$ 38,021

$ 49,819

$ 63,548

Operating Activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile  net income  to  cash provided  by  operating

activities:
Depreciation of property and equipment . . . . . . . . . . . . . . . . . . .
Net gain on the purchase  of property  and equipment
. . . . . . . . . .
. . . . . . . .
Amortization of other intangible assets and other assets
Impairment of long-lived assets . . . . . . . . . . . . . . . . . . . . . . . . .
Stock-based compensation expense . . . . . . . . . . . . . . . . . . . . . . .
Income tax benefit (shortfall) from stock-based awards . . . . . . . . .
Excess income tax benefit from stock-based awards . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:

Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . . . . . . .
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .

12,561
—
17,923
—
39,067
489
(632)
3,054

1,757
(7,170)
9,332
11,475
27,671
7,809
(3,371)
(20,543)

13,491
—
15,911
—
30,800
(606)
(290)
3,319

8,972
5,588
(2,514)
(3,979)
463
(2,381)
5,189
(3,632)

Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . .

137,443

120,150

Investing Activities
Purchases of available-for-sale investments . . . . . . . . . . . . . . . . . . .
Proceeds from sales and maturities of available-for-sale investments . .
Purchases of property and equipment . . . . . . . . . . . . . . . . . . . . . . .
Purchases of other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisitions of businesses, net of cash acquired . . . . . . . . . . . . . . . .

Net cash used in  investing activities . . . . . . . . . . . . . . . . . . . . . . . .

Financing Activities
Proceeds from issuance of common stock, net of  shares withheld  for

taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Excess income tax benefit from stock-based awards . . . . . . . . . . . . .
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from issuance of long-term debt, net . . . . . . . . . . . . . . . . .
Payments on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net cash provided by (used in) financing  activities . . . . . . . . . . . . . .

Increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of  period . . . . . . . . . . . . . .

(166,094)
156,520
(11,225)
(5,514)
—

(26,313)

13,320
632
(71,676)
—
(7,500)

(65,224)

45,906
95,800

(213,883)
210,824
(10,472)
(5,939)
(86,441)

(105,911)

15,301
290
(26,022)
—
(13,434)

(23,865)

(9,626)
105,426

13,621
(8,457)
14,154
708
31,176
1,827
(1,294)
4,725

(20,743)
(13,056)
10,629
7,217
3,247
4,623
(7,816)
(7,059)

97,050

(192,450)
235,517
(102,043)
(8,508)
(71,852)

(139,336)

15,148
1,294
(62,019)
98,325
—

52,748

10,462
94,964

Cash and cash equivalents at end of period . . . . . . . . . . . . . . . . . . .

$ 141,706

$ 95,800

$ 105,426

Supplemental Disclosure of Cash Flow  Information:
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

2,950

Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 11,587

$

$

2,925

3,838

$

677

$ 23,564

Supplemental Disclosure of Non-Cash Activity:
Stock issued in business combination . . . . . . . . . . . . . . . . . . . . . . .

$

—

$ 19,248

$

—

The accompanying notes are an integral part of these  Consolidated Financial Statements.

F-7

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015

1. Description of Business

Silicon Laboratories Inc. (the ‘‘Company’’), a Delaware corporation, develops and markets mixed-

signal analog intensive integrated circuits  (ICs) for a broad  range of applications for global markets.
Within the semiconductor industry, the Company is known as a ‘‘fabless’’ company meaning that the
ICs are manufactured by third-party  foundry semiconductor companies.

2. Significant Accounting Policies

Basis of Presentation and Principles of  Consolidation

The Company prepares financial statements on a 52-  or 53-week fiscal year that ends on the
Saturday closest to December 31. Fiscal  2014  had 53  weeks with  the extra week  occurring in the  fourth
quarter of the year and ended on January  3, 2015.  Fiscal 2013 and  2012 were 52-week  years  and ended
on December 28, 2013 and December 29,  2012,  respectively. The accompanying  Consolidated  Financial
Statements include the accounts of the Company and its wholly owned subsidiaries. All  significant
intercompany balances and transactions have been eliminated in  consolidation.

Foreign Currency Transactions

The Company’s foreign subsidiaries are considered to be extensions of  the U.S. Company. The
functional currency of the foreign subsidiaries is the U.S. dollar.  Accordingly, gains and  losses resulting
from remeasuring transactions denominated in currencies other  than U.S. dollars are  included in other
income (expense), net in the Consolidated Statements  of  Income.

Use of Estimates

The preparation of financial statements in  conformity with  accounting principles generally accepted

in the  United States requires management to make estimates and assumptions that affect the  amounts
reported in the financial statements and  accompanying  notes. Among the significant estimates  affecting
the financial statements are those related to inventories,  stock-based compensation, investments  in
auction-rate securities, acquired intangible assets, goodwill,  long-lived assets  and income taxes. Actual
results could differ from those estimates, and such differences could  be  material  to  the financial
statements.

Reclassifications

Certain reclassifications have been made  to  prior year financial statements  to  conform to current

year presentation.

Fair Value of Financial Instruments

The fair values of the Company’s financial instruments are recorded using a hierarchal  disclosure

framework based upon the level of subjectivity of the  inputs used in measuring assets and liabilities.
The three levels are described below:

Level 1—Inputs are unadjusted, quoted prices  in active markets for identical assets or  liabilities at
the measurement date.

F-8

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

2. Significant Accounting Policies (Continued)

Level 2—Inputs are inputs other than quoted prices included  within  Level 1 that are observable
for the asset or liability, either directly or indirectly.

Level 3—Inputs are unobservable for the asset or liability and are developed based on the best
information available in the circumstances, which  might include the Company’s own data.

Cash and Cash Equivalents

Cash and cash equivalents consist of  cash deposits, money market  funds and  investments in debt

securities with original maturities of ninety days  or less  when purchased.

Investments

The Company’s investments typically have original maturities  greater  than ninety days as  of the

date of purchase and are classified as  either available-for-sale or trading securities. Investments in
available-for-sale securities are reported at fair value,  with unrealized  gains and  losses, net of tax,
recorded as a component of accumulated other  comprehensive  loss in  the Consolidated Balance Sheet.
Investments in trading securities are reported  at  fair value, with  both realized and  unrealized gains and
losses recorded in other income (expense),  net in the Consolidated  Statement of Income.  Investments
in which the Company has the ability and intent, if  necessary, to liquidate  in order to support its
current  operations (including those with contractual  maturities  greater than one year from the  date of
purchase) are classified as short-term.

The Company reviews its available-for-sale investments as of the end  of  each  reporting period  for
other-than-temporary declines in fair value based on the specific identification  method. The Company
considers various factors in determining whether an impairment is other-than-temporary,  including the
severity and duration of the impairment, changes in underlying credit ratings, forecasted recovery,  its
intent to sell or the likelihood that it would  be  required to sell the investment before its anticipated
recovery  in market value and the probability that  the scheduled  cash payments will continue to be
made. When the Company concludes that an other-than-temporary impairment  has occurred, the
Company assesses whether it intends to sell the security  or if it is more  likely than not that it will  be
required to sell the security before recovery.  If either of these two conditions is  met, the  Company
recognizes a charge in earnings equal to the  entire difference  between the security’s amortized cost
basis and its fair value. If the Company does  not  intend to sell a security and it  is not more likely than
not that it will be required to sell the  security before recovery, the unrealized loss  is separated into an
amount representing the credit loss, which  is recognized in earnings,  and  the amount related to all
other factors, which is recorded in accumulated  other comprehensive loss.

Derivative Financial Instruments

The Company uses derivative financial instruments to manage certain exposures to the variability

of interest rates and foreign currency  exchange rates. The  Company’s objective is to offset increases
and decreases in expenses resulting from  these exposures with  gains and losses on the derivative
contracts, thereby reducing volatility of  earnings. The Company does not  use derivative contracts for
speculative or trading purposes. The  Company recognizes derivatives,  on  a gross basis, in the
Consolidated Balance Sheet at fair value.  Cash flows from derivatives are classified  according to the
nature of the cash receipt or payment  in the  Consolidated Statement  of Cash  Flows.

F-9

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

2. Significant Accounting Policies (Continued)

The Company uses interest rate swap  agreements to manage  exposure to interest rate risks. The
swap agreements are designated and  qualify as  cash flow hedges. The effective portion of the gain or
loss on the interest rate swaps is recorded  in accumulated other comprehensive  loss as a separate
component of stockholders’ equity and is subsequently recognized as interest expense  in the
Consolidated Statement of Income when the  hedged exposure affects earnings.

The Company uses foreign currency forward contracts to manage exposure to foreign exchange
risk. These instruments are used to reduce the earnings  impact  that exchange  rate fluctuations  have on
non-U.S.  dollar balance sheet exposures. The Company recognizes gains and losses on the  foreign
currency forward contracts in other income (expense), net in the  Consolidated  Statement of Income  in
the same period as the remeasurement  loss and gain of the related foreign currency denominated asset
or liability. The Company does not apply  hedge accounting to its foreign currency derivative
instruments.

Inventories

Inventories are stated at the lower of  cost, determined using the  first-in,  first-out  method, or
market. The Company writes down the  carrying  value  of  inventory to net realizable  value for estimated
obsolescence or unmarketable inventory based upon  assumptions about the age of inventory, future
demand and market conditions. Inventory impairment  charges establish a new cost basis for  inventory
and charges are not subsequently reversed  to  income even  if circumstances later suggest  that  increased
carrying  amounts are recoverable.

Property and Equipment

Property and equipment are stated at  cost, net of accumulated depreciation. Depreciation is
computed using the straight-line method over  the useful  lives of the  assets ranging from three  to  seven
years. Leasehold improvements are depreciated  over the contractual  lease  period or  their useful life,
whichever is shorter.

In fiscal  2012, the Company purchased the facilities  it had previously  leased  for its headquarters in

Austin,  Texas. The buildings are located on land which is leased through  2099 from a  third party.  The
rents for these ground leases were prepaid  for the term of the leases by the previous lessee. The
buildings and leasehold interest in ground leases  are being depreciated on a  straight-line  basis over
their estimated useful lives of 40 years  and 86 years, respectively.

Business Combinations

The Company records business combinations using the acquisition method  of accounting and
accordingly, allocates the fair value of  purchase  consideration to the assets  acquired  and liabilities
assumed based on their fair values at the  acquisition  date. The excess of the fair value of purchase
consideration over the fair value of the  assets acquired and liabilities assumed is recorded as goodwill.
The results of operations of the businesses  acquired are included  in the Company’s consolidated results
of operations beginning on the date of the acquisition.

F-10

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

2. Significant Accounting Policies (Continued)

Long-Lived Assets

Purchased intangible assets are stated  at cost, net of accumulated amortization, and are amortized
using the straight-line method over their estimated useful lives, ranging from four  to  twelve years. Fair
values are determined primarily using  the income approach, in which the Company  projects  future
expected cash flows and applies an appropriate  discount rate.

Long-lived assets ‘‘held and used’’ by the Company are reviewed for impairment  whenever  events

or changes in circumstances indicate that  their  net book  value may not be recoverable. When such
factors and circumstances exist, the Company compares the projected  undiscounted future cash flows
associated with the related asset or group  of assets over their  estimated  useful lives, against their
respective carrying amounts. Impairment, if any,  is based on  the excess of the carrying  amount  over the
fair value of those assets and is recorded  in  the period in  which the determination was made.

The carrying value of goodwill is reviewed at  least annually by the Company  for possible
impairment. The goodwill impairment test is a  two-step process. The first  step of  the impairment
analysis compares  the fair value of the  reporting unit to the  net book value of the reporting unit. In
determining fair value, several valuation  methodologies are  allowed, although quoted market  prices are
the best evidence of fair value. If the results of the first  step demonstrate that the net book value  is
greater than the fair value, the Company  must proceed  to step two of the analysis. Step two of the
analysis compares  the implied fair value  of goodwill to its carrying  amount.  If the carrying  amount  of
goodwill exceeds its implied fair value, an impairment  loss is recognized equal to that excess. The
Company tests goodwill for impairment annually as of the first day of its fourth fiscal quarter and in
interim periods if events occur that would indicate that the carrying value of goodwill may be impaired.

Revenue Recognition

Revenues are generated predominately by sales of the Company’s ICs. The Company recognizes

revenue when all of the following criteria  are  met: 1)  there is persuasive evidence that an arrangement
exists, 2) delivery of goods has occurred,  3)  the sales price is fixed or determinable, and  4)  collectibility
is reasonably assured. Generally, revenue from product sales to direct customers and contract
manufacturers is recognized upon shipment.

A portion of the Company’s sales are made to distributors under agreements allowing certain
rights of return and price protection related to the final  selling price to the  end customers. Accordingly,
the Company defers revenue and cost of revenue on  such sales  until  the distributors sell the product to
the end customers. The net balance of deferred revenue less deferred  cost of revenue associated with
inventory shipped to a distributor but  not  yet sold to an  end  customer is recorded in the deferred
income on shipments to distributors liability on the Consolidated Balance  Sheet. Such net deferred
income balance reflects the Company’s estimate of the impact of rights of return and  price protection.

A small portion of the Company’s revenues is derived from the sale of  patents. The above  revenue
recognition criteria for patent sales are generally met upon the  execution  of the patent sale agreement.

Shipping and Handling

Shipping and handling costs are classified  as a component  of  cost of revenues in  the Consolidated

Statements of Income.

F-11

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

2. Significant Accounting Policies (Continued)

Stock-Based Compensation

The Company has stock-based compensation  plans, which are more  fully described in Note 13,

Stock-Based Compensation. The Company accounts for those plans using a fair-value method  and
recognizes the expense in its Consolidated Statement  of  Income.

Research and Development

Research and development costs are expensed as incurred.  Research and development expense
consists primarily of personnel-related  expenses,  including stock-based  compensation, as well as  new
product  masks, external consulting and services costs,  equipment  tooling, equipment depreciation,
amortization of intangible assets, and  an allocated  portion of  our occupancy  costs. Assets purchased to
support the Company’s ongoing research and development  activities  are capitalized when related  to
products which have achieved technological feasibility or  have an  alternative  future use, and  are
amortized over their estimated useful lives.

Advertising

Advertising costs are expensed as incurred. Advertising expenses were $1.7 million, $2.0 million

and $1.7 million in fiscal 2014, 2013 and  2012, respectively.

Income Taxes

The Company accounts for income taxes using the asset and  liability  method whereby deferred tax
asset and liability account balances are determined based on differences between  the financial  reporting
and the tax bases of assets and liabilities  and  are measured using the enacted  tax laws and related rates
that will be in effect when the differences  are expected to reverse. These differences result  in deferred
tax assets and liabilities, which are included in the Company’s Consolidated Balance Sheet. The
Company then assesses the likelihood  that  the deferred  tax  assets will  be  realized.  A valuation
allowance is established against deferred  tax assets  to  the extent the  Company believes  that  it is more
likely than not that the deferred tax  assets will not be realized, taking  into  consideration the level of
historical taxable income and projections for  future  taxable income over the periods in  which the
temporary differences are deductible.

Uncertain tax positions must meet a  more-likely-than-not threshold to be recognized in  the

financial statements and the tax benefits  recognized are measured based  on the largest benefit that has
a greater than 50% likelihood of being  realized  upon final settlement. See Note 17, Income Taxes, for
additional information.

Recent Accounting Pronouncements

In June 2014, the Financial Accounting Standards Board  (FASB) issued FASB Accounting

Standards Update (ASU) No. 2014-12, Compensation—Stock Compensation (Topic  718): Accounting for
Share-Based Payments When the Terms of an Award  Provide That  a Performance Target Could Be
Achieved after the Requisite Service Period. The amendments in this update require  that  a performance
target that affects vesting and that could be achieved  after the requisite  service period  should be
treated as a performance condition. A reporting  entity  should  apply  existing guidance in Topic 718  as it

F-12

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

2. Significant Accounting Policies (Continued)

relates to awards with performance conditions that  affect vesting to account  for such awards. As  such,
the performance target should not be  reflected  in estimating the  grant-date fair value of the award.
ASU 2014-12 is effective for annual periods and  interim periods within  those annual periods  beginning
after December 15, 2015. Earlier adoption  is permitted. The Company  is currently evaluating the effect
that the adoption of this ASU will have  on  its  financial statements.

In May 2014, the FASB issued FASB ASU No.  2014-09, Revenue from Contracts with Customers

(Topic 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition.
The core principle of ASU 2014-09 is that  an entity should recognize revenue  to  depict the transfer of
promised goods or services to customers  in an amount that reflects the consideration to which the
entity expects to be entitled in exchange for those  goods or services.  The  guidance provides a  five-step
process to achieve that core principle. ASU 2014-09 requires disclosures enabling users  of financial
statements to understand the nature,  amount, timing and uncertainty  of revenue  and cash flows arising
from contracts with customers. Additionally, qualitative  and quantitative  disclosures are required about
contracts with customers, significant  judgments  and changes in judgments, and  assets recognized from
the costs to obtain or fulfill a contract.  ASU 2014-09 is  effective for  annual reporting  periods  beginning
after December 15, 2016, including interim  periods within that reporting period, using one of  two
retrospective application methods. Early  application is  not permitted. The Company  is currently
evaluating the effect that the adoption  of this  ASU will have on its financial statements.

In April 2014, the FASB issued FASB ASU  No. 2014-08, Presentation of Financial Statements
(Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and
Disclosures of Disposals of Components of  an Entity. The amendments in this update require  a disposal
of a component of an entity or a group of components  of an entity  to  be  reported in discontinued
operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s
operations and financial results. ASU  2014-08 expands  disclosure requirements  about discontinued
operations and adds new disclosures  for  individually significant dispositions that do not qualify as
discontinued operations. ASU 2014-08  is effective prospectively for annual periods beginning on or
after December 15, 2014, and interim  periods within annual  periods beginning  on or  after
December 15, 2015. Early adoption is  permitted, but only for disposals that have not been reported in
financial statements previously issued.  The adoption of this ASU is not  expected to have  a material
impact on the Company’s financial statements.

F-13

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

3. Earnings Per Share

The following table sets forth the computation of basic  and diluted  earnings  per  share (in

thousands, except per share data):

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$38,021

$49,819

$63,548

Shares used in computing basic earnings  per share . . . . . . . . . . .

42,970

42,715

42,136

Effect of dilutive securities:

Stock options and other stock-based awards . . . . . . . . . . . . . .

823

822

Shares used in computing diluted earnings per share . . . . . . . . . .

43,793

43,537

970

43,106

Earnings per share:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

0.88
0.87

$
$

1.17
1.14

$
$

1.51
1.47

For fiscal years ended January 3, 2015,  December  28, 2013 and December 29,  2012, approximately

0.1 million, 0.4 million and 0.5 million  shares, respectively, were not included in the  diluted earnings
per  share calculation since the shares were  anti-dilutive.

4. Cash, Cash Equivalents and Investments

The Company’s cash equivalents and short-term investments as of January 3, 2015  consisted  of
municipal bonds, money market funds,  corporate bonds, commercial  paper, variable-rate  demand notes,
certificates of deposit, asset-backed securities, international government bonds,  U.S. government agency
and  U.S. government bonds. The Company’s long-term investments consisted of  auction-rate securities.
In fiscal  2008, auctions for many of the Company’s auction-rate securities failed because sell  orders
exceeded  buy orders. As of January 3,  2015, the Company held  $8.0 million par value auction-rate
securities, all of which have experienced  failed auctions.  The  underlying  assets of the securities
consisted of student loans and municipal bonds, of which  $6.0 million were guaranteed by the U.S.
government and the remaining $2.0 million  were privately insured. As of January 3, 2015, $6.0  million
of the auction-rate securities had credit ratings of AA and $2.0 million had a credit rating of  A. These
securities have contractual maturity dates  ranging  from 2033 to 2046 at January  3, 2015. The Company
is receiving the underlying cash flows  on  all of its auction-rate securities. The  principal amounts
associated with failed auctions are not  expected to be accessible until a successful  auction occurs, the
issuer redeems the securities, a buyer is found outside of the auction process or the underlying
securities mature. The Company is unable to predict if these funds will become available before their
maturity dates.

The Company does not expect to need access  to  the capital  represented by any  of its  auction-rate

securities prior to their maturities. The  Company does  not intend to sell,  and believes it  is not more
likely than not that it will be required  to  sell,  its  auction-rate securities  before  their anticipated
recovery in market value or final settlement at  the underlying par value. The Company believes that
the credit ratings and credit support of  the security issuers indicate that they have the ability  to  settle

F-14

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

4. Cash, Cash Equivalents and Investments (Continued)

the securities at par value. As such, the Company has  determined that no other-than-temporary
impairment losses existed as of January  3, 2015.

The Company’s cash, cash equivalents and investments  consisted of the following (in  thousands):

January 3, 2015

Gross
Unrealized
Losses

Gross
Unrealized
Gains

Cost

Fair Value

$ 52,144

$ —

$ —

$ 52,144

Cash and Cash Equivalents:

Cash on hand . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Available-for-sale securities:

Money market funds . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit
. . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . .
Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
U.S. government agency . . . . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
U.S. government bonds . . . . . . . . . . . . . . . . . . . . . .

Total available-for-sale securities . . . . . . . . . . . . . . . . .

71,415
7,739
5,348
1,756
1,202
1,101
1,000

89,561

—
—
—
—
—
—
—

—

Total cash and cash equivalents . . . . . . . . . . . . . . . . . . . .

$141,705

$ —

$

Short-term Investments:

Available-for-sale securities:

Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Variable-rate demand notes . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed securities . . . . . . . . . . . . . . . . . . . . . . .
International government bonds . . . . . . . . . . . . . . . .
U.S. government bonds . . . . . . . . . . . . . . . . . . . . . .
U.S. government agency . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit

$129,005
33,043
12,915
8,995
5,380
2,526
650
601
250

Total short-term investments . . . . . . . . . . . . . . . . . . . . . .

$193,365

$ (25)
(35)
—
—
(3)
(10)
—
—
—

$ (73)

$172
25
—
—
—
—
—
—
—

$197

—
—
—
1
—
—
—

1

1

71,415
7,739
5,348
1,757
1,202
1,101
1,000

89,562

$141,706

$129,152
33,033
12,915
8,995
5,377
2,516
650
601
250

$193,489

Long-term Investments:

Available-for-sale securities:

Auction rate securities . . . . . . . . . . . . . . . . . . . . . . .

Total long-term investments . . . . . . . . . . . . . . . . . . . . . . .

$

$

8,000

8,000

$(581)

$(581)

$ —

$ —

$

$

7,419

7,419

F-15

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

4. Cash, Cash Equivalents and Investments (Continued)

December 28, 2013

Gross
Unrealized
Losses

Gross
Unrealized
Gains

Cost

Fair Value

Cash and Cash Equivalents:

Cash on hand . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Available-for-sale securities:

Money market funds . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit
. . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . .
Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total available-for-sale securities . . . . . . . . . . . . . . . . .

$ 45,544

$ —

$ —

$ 45,544

39,538
7,768
2,499
451

50,256

—
—
—
—

—

—
—
—
—

—

39,538
7,768
2,499
451

50,256

Total cash and cash equivalents . . . . . . . . . . . . . . . . . . . .

$ 95,800

$ —

$ —

$ 95,800

Short-term Investments:

Available-for-sale securities:

Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Variable-rate demand notes . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed securities . . . . . . . . . . . . . . . . . . . . . . .

$119,289
38,025
17,788
3,748
515

$

Total short-term investments . . . . . . . . . . . . . . . . . . . . . .

$179,365

$

(11)
—
(4)
—
—

(15)

$182
—
60
—
1

$243

$119,460
38,025
17,844
3,748
516

$179,593

Long-term Investments:

Available-for-sale securities:

Auction rate securities . . . . . . . . . . . . . . . . . . . . . . .

$ 12,425

$(1,793)

Total long-term investments . . . . . . . . . . . . . . . . . . . . . . .

$ 12,425

$(1,793)

$ —

$ —

$ 10,632

$ 10,632

The available-for-sale investments that  were in a continuous unrealized loss  position, aggregated by

length of time that individual securities have been  in a continuous loss  position,  were as follows (in
thousands):

As of January 3, 2015

Municipal bonds . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . .
Auction rate securities . . . . . . . . . . . .
Asset-backed securities . . . . . . . . . . . .
International government bond . . . . . .

Less Than 12 Months

12 Months  or Greater

Total

Fair
Value

$23,735
20,327
—
5,080
2,516

$51,658

Gross
Unrealized
Losses

$(25)
(35)
—
(3)
(10)

$(73)

Fair
Value

$ —
—
7,419
—
—

$7,419

Gross
Unrealized
Losses

Fair
Value

Gross
Unrealized
Losses

$ — $23,735
20,327
7,419
5,080
2,516

—
(581)
—
—

$(581)

$59,077

$ (25)
(35)
(581)
(3)
(10)

$(654)

F-16

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

4. Cash, Cash Equivalents and Investments (Continued)

Less Than 12 Months

12 Months or Greater

Total

As of December  28, 2013

Municipal bonds . . . . . . . . . . . . . . . . .
Auction rate securities . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . .

Fair
Value

$11,079
—
2,605

$13,684

$(11)
—
(4)

$(15)

Gross
Unrealized
Losses

Fair
Value

Gross
Unrealized
Losses

Fair
Value

Gross
Unrealized
Losses

$

(11)
(1,793)
(4)

$ — $ — $11,079
10,632
(1,793)
10,632
2,605
—
—

$10,632

$(1,793)

$24,316

$(1,808)

The gross unrealized losses as of January 3, 2015 and December 28, 2013 were due primarily to

the illiquidity of the Company’s auction-rate securities and, to a lesser extent, to changes in market
interest rates.

The following summarizes the contractual underlying maturities of the Company’s available-for-sale

investments at January 3, 2015 (in thousands):

Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year through ten years . . . . . . . . . . . . . . . . . . .
Due after ten years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$208,047
62,464
20,415

$208,166
62,470
19,834

Cost

Fair Value

$290,926

$290,470

5. Derivative Financial Instruments

The Company uses derivative financial instruments  to  manage certain exposures to the variability

of interest rates and foreign currency  exchange rates. The Company’s objective is to offset increases
and decreases in expenses resulting from  these  exposures with  gains and losses on the derivative
contracts, thereby reducing volatility of  earnings.

Interest Rate Swaps

The Company is exposed to interest rate fluctuations  in the normal course of its business,
including through its Credit Facilities. The interest payments on the facility are calculated using  a
variable-rate of interest. The Company has entered into an  interest rate swap agreement with  an
original notional value of $100 million  (equal to the full amount  borrowed under the  Term  Loan
Facility) and, effectively, converted the  LIBOR portion of the variable-rate  interest payments to
fixed-rate interest payments through  July 2017 (the maturity date  of  the Term Loan Facility).  The
Company’s interest rate swap agreement is designated and  qualifies as a cash flow hedge.

The Company’s previous swap agreement with a notional value  of  $50.1 million was terminated in

fiscal 2012 in connection with the Company’s purchase of its corporate headquarters facilities. See
Note 9, Acquisitions, for additional information.

The Company estimates the fair values of interest rate  swaps based  on quoted prices and market

observable data of similar instruments. If  the  Term Loan Facility or the interest rate  swap agreement is
terminated prior to maturity, the fair value  of the interest  rate swap  recorded in accumulated other

F-17

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

5. Derivative Financial Instruments (Continued)

comprehensive loss may be recognized  in the  Consolidated  Statement of Income based on an
assessment of the agreements at the  time of termination. The termination of the Company’s swap
agreement with a notional value of $50.1 million resulted in its  remaining fair value of $0.9 million that
was previously recorded in accumulated  other comprehensive loss  to  be  reclassified into earnings during
fiscal 2012. The Company did not discontinue any other cash flow hedges  in the periods presented.

The Company measures the effectiveness  of its  cash flow hedge by comparing the  change in fair
value of the hedged variable interest payments  with the change  in fair value of the  interest  rate swap.
The Company recognizes ineffective  portions  of  the hedge, as well  as amounts not included in the
assessment of effectiveness, in the Consolidated Statement of Income. As  of January 3, 2015, no
portion of the gains or losses from the  Company’s hedging instrument was excluded from  the
assessment of effectiveness. Hedge ineffectiveness was not  material for  any of  the periods presented.

The Company’s derivative financial instrument in cash flow hedging  relationships  consisted of the

following (in thousands):

Interest rate swap . . . . . . . . . . . . . . . . Other assets, net

$331

$513

The before-tax effect of derivative instruments in cash flow hedging relationships was as  follows  (in

Balance Sheet Location

January 3,
2015

December 28,
2013

Fair Value

thousands):

Interest rate

Gain (Loss) Recognized in
OCI on Derivatives
(Effective Portion)
during the Year Ended

Location
of Loss
Reclassified
into Income

Loss Reclassified
from  Accumulated
OCI into Income
(Effective Portion)
during the Year  Ended

January 3, December 28, December 29,

2015

2013

2012

January  3, December 28, December 29,

2015

2013

2012

swaps . . . . . . .

$(799)

$611

$(956) Rent  expense

Interest expense

$ —
(618)

$ —
(560)

$(2,197)
(98)

The Company expects to reclassify $0.4 million  of its  interest rate swap  losses included in

accumulated other comprehensive loss  as of January  3, 2015 into earnings in the next 12 months, which
would be offset by lower interest payments.

Foreign Currency Forward Contracts

The Company uses foreign currency forward contracts  to  manage exposure to foreign exchange

risk. As of January 3, 2015, the Company  held one foreign currency forward  contract denominated  in
Norwegian Krone with a notional value  of $7.7 million. The  fair value of the contract was not material
as of  January 3, 2015. The contract has  a  maturity date of April  1, 2015 and it was not designated as a
hedging instrument. The Company held no foreign currency forward contracts prior to fiscal  2014.

The before-tax effect of derivative instruments not designated  as hedging instruments was as

follows (in thousands):

Gain Recognized in Income

Year Ended
January 3,
2015

Location

Foreign currency forward contracts . . . . .

$1,075

Other income (expense), net

F-18

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

6. Fair Value of Financial Instruments

The following summarizes the valuation  of the Company’s financial instruments (in thousands).

The tables do not include either cash  on hand or assets and liabilities that are measured at historical
cost or any basis other than fair value.

Fair Value Measurements
at January 3, 2015 Using

Quoted Prices in
Active Markets for
Identical Assets
(Level  1)

Significant Other
Observable
Inputs
(Level  2)

Significant
Unobservable
Inputs
(Level  3)

Description

Assets:
Cash Equivalents:

Money market funds . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . .
Municipal bonds . . . . . . . . . . . . . . . . . . . . .
U.S. government agency . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . .
U.S. government bonds . . . . . . . . . . . . . . . .

Total cash equivalents . . . . . . . . . . . . . . . . . . .

Short-term Investments:

Municipal bonds . . . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . .
Variable-rate demand notes . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . .
Asset-backed securities . . . . . . . . . . . . . . . .
International  government bonds . . . . . . . . . .
U.S. government bond . . . . . . . . . . . . . . . . .
U.S. government agency . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . .

Total short-term investments . . . . . . . . . . . . . .

Long-term Investments:

Auction rate securities . . . . . . . . . . . . . . . . .

Total long-term investments . . . . . . . . . . . . . . .

Other assets, net:

Derivative instruments . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$71,415
—
—
—
—
—
1,000

$72,415

$ —
—
—
—
—
—
650
—
—

$

650

$ —

$ —

$ —

$ —

$

—
7,739
5,348
1,757
1,202
1,101
—

$ 17,147

$129,152
33,033
12,915
8,995
5,377
2,516
—
601
250

$192,839

$

$

$

$

—

—

331

331

Total

$ 71,415
7,739
5,348
1,757
1,202
1,101
1,000

$ 89,562

$129,152
33,033
12,915
8,995
5,377
2,516
650
601
250

$193,489

$ —
—
—
—
—
—
—

$ —

$ —
—
—
—
—
—
—
—
—

$ —

$ 7,419

$ 7,419

$ 7,419

$ 7,419

$ —

$ —

$

$

331

331

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$73,065

$210,317

$ 7,419

$290,801

Liabilities:
Accrued expenses:

Contingent consideration . . . . . . . . . . . . . . .

$ —

Other non-current liabilities:

Contingent consideration . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ —

$ —

$

$

$

—

—

—

$ 4,288

$ 4,288

$14,150

$18,438

$ 14,150

$ 18,438

F-19

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

6. Fair Value of Financial Instruments  (Continued)

Description

Assets:
Cash Equivalents:

Money market funds . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . .
Commercial paper
Municipal bonds . . . . . . . . . . . . . . . . . . .

Total cash equivalents . . . . . . . . . . . . . . . . .

Short-term Investments:

Municipal bonds . . . . . . . . . . . . . . . . . . .
Variable-rate demand notes . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . .
Commercial paper
. . . . . . . . . . . . . . . . .
Asset-backed securities . . . . . . . . . . . . . .

Total short-term investments . . . . . . . . . . . .

Long-term Investments:

Auction rate securities . . . . . . . . . . . . . . .

Total long-term investments . . . . . . . . . . . .

Other assets, net:

Derivative instruments . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Fair Value Measurements
at December 28, 2013 Using

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable
Inputs
(Level 2)

Significant
Unobservable
Inputs
(Level 3)

Total

$39,538
—
—
—

$39,538

$ —
—
—
—
—

$ —

$ —

$ —

$ —

$ —

$

—
7,768
2,499
451

$ — $ 39,538
7,768
2,499
451

—
—
—

$ 10,718

$ — $ 50,256

$119,460
38,025
17,844
3,748
516

$179,593

$

$

$

$

—

—

513

513

$ — $119,460
38,025
17,844
3,748
516

—
—
—
—

$ — $179,593

$10,632

$10,632

$ 10,632

$ 10,632

$ — $

$ — $

513

513

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$39,538

$190,824

$10,632

$240,994

Liabilities:
Other non-current liabilities:

Contingent consideration . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ —

$ —

$

$

—

—

$12,919

$12,919

$ 12,919

$ 12,919

The Company’s cash equivalents and short-term investments that  are classified as Level 1 are
valued using quoted prices and other relevant  information generated  by market  transactions involving
identical assets. Cash equivalents and short-term investments classified as Level 2  are valued using
non-binding market consensus prices  that are corroborated with  observable  market  data; quoted  market
prices for similar instruments in active  markets;  or pricing models, such  as a discounted cash  flow
model, with all significant inputs derived from or corroborated with observable market data.
Investments classified as Level 3 are valued using a discounted  cash  flow  model.  The  assumptions  used
in preparing the discounted cash flow model include estimates for interest rates, amount of cash flows,
expected holding periods of the securities  and  a discount to reflect the Company’s inability to liquidate
the securities. The Company’s derivative instruments are valued using discounted cash  flow  models. The
assumptions used in preparing the valuation  models  include quoted interest  swap rates, foreign

F-20

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

6. Fair Value of Financial Instruments  (Continued)

exchange rates, forward and spot prices  for currencies, and market observable  data  of  similar
instruments.

The Company’s contingent consideration is valued using  a Monte  Carlo simulation model or a
probability weighted discounted cash flow model.  The assumptions used in preparing the  Monte Carlo
simulation model include estimates for revenue growth rates, revenue volatility, contractual terms and
discount rates. The assumptions used in preparing  the discounted  cash flow model include estimates for
outcomes if milestone goals are achieved, the probability of achieving each outcome and discount rates.

The following summarizes quantitative  information about Level  3 fair value measurements.

Auction rate securities

Fair  Value at
January 3,  2015
(000s)

Valuation Technique

Unobservable Input

$7,419

Discounted cash flow

Estimated yield

Expected holding period

Estimated discount rate

Weighted
Average

1.04%

10 years

3.23%

The Company has followed an established internal  control  procedure used in  valuing auction  rate
securities. The procedure involves the analysis of valuation  techniques and evaluation  of  unobservable
inputs commonly used by market participants to price similar  instruments,  and which have been
demonstrated to provide reasonable estimates  of prices obtained  in actual market  transactions. Outputs
from the valuation process are assessed against various market sources  when they are available,
including marketplace quotes, recent trades of similar illiquid securities, benchmark indices and
independent pricing services. The technique and unobservable input parameters  may be recalibrated
periodically to achieve an appropriate estimation of the  fair value of the securities.

Significant changes in any of the unobservable inputs used in the fair value measurement of

auction rate securities in isolation could result in a significantly  lower  or  higher fair  value measurement.
An increase in expected yield would  result  in a higher fair value measurement, whereas an increase  in
expected holding period or estimated discount rate would  result  in a lower  fair value measurement.
Generally, a change in the assumptions  used for expected  holding period is  accompanied  by  a
directionally similar change in the assumptions used for estimated yield and discount  rate.

Contingent consideration

Fair  Value at
January 3,  2015
(000s)

Valuation Technique

Unobservable Input

Range

$18,438 Monte Carlo simulation Expected revenue growth rate

35.6% - 69.1%

Expected revenue volatility

20.0%

Expected term

0.0 years -  4.0 years

Estimated discount rate

0.1% - 1.7%

F-21

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

6. Fair Value of Financial Instruments  (Continued)

The Company has followed an established internal control procedure used in  valuing contingent
consideration. The valuation of contingent  consideration for the Energy Micro acquisition is based on
the Company’s revenue data for fiscal 2014 and a Monte Carlo simulation  model for fiscal  2015 to
2018. The fair value of this valuation  is estimated on  a quarterly basis  through a collaborative effort by
the Company’s sales, marketing and finance departments.

Significant changes in any of the unobservable  inputs used in the fair value measurement of
contingent consideration in isolation  could result in a significantly lower or higher fair value.  A change
in projected revenue growth rates would be accompanied  by a directionally similar change in fair value.

The following summarizes the activity in  Level  3 financial instruments  for  the years ended

January 3, 2015 and December 28, 2013  (in thousands):

Assets

Auction  Rate Securities

Year Ended

January 3,
2015

December 28,
2013

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss) included in other comprehensive  income . . . . . . . . . . . . . . . . . . . .

$10,632
(4,425)
1,212

$11,369
(100)
(637)

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 7,419

$10,632

Liabilities

Contingent Consideration (1)

Year Ended

January 3,
2015

December 28,
2013

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Gain) loss recognized in earnings (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$12,919
—
5,519

$ 2,750
13,964
(3,795)

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$18,438

$12,919

Net gain (loss) for the period included in  earnings attributable to contingent

consideration held at the end of the  period: . . . . . . . . . . . . . . . . . . . . . . . .

$ (5,519)

$ 1,045

(1) In connection with the acquisition  of  Energy Micro  and  Ember,  the Company recorded  contingent
consideration based upon the expected achievement  of  certain milestone goals. Changes to the  fair
value of contingent consideration due to changes in assumptions used in preparing the valuation
model are recorded in selling, general and administrative  expenses in  the Consolidated Statement
of Income.

(2) Changes to the estimated fair value of  contingent consideration were primarily due to revisions to

the Company’s expectations of earn-out achievement.

F-22

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

6. Fair Value of Financial Instruments  (Continued)

Fair values of other financial instruments

The Company’s Term Loan Facility bears interest at LIBOR plus an  applicable  margin. The Term

Loan Facility is recorded at cost, but is measured at fair value for  disclosure  purposes. Fair value is
estimated based on Level 2 inputs, using a discounted cash flow analysis  of future principal  payments
and  projected interest based on current market rates. As of January 3,  2015 and  December 28,  2013,
the fair value of the Company’s debt was approximately $87.4 million and $94.8 million, respectively.

The Company’s other financial instruments, including  cash, accounts receivable and accounts
payable, are recorded at amounts that approximate their fair values due  to  their  short maturities.

7. Balance Sheet Details

The following tables show the details of selected Consolidated  Balance Sheet  items  (in  thousands):

Inventories

Work in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finished goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Prepaid Expenses and Other Current Assets

Distributor advances . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Property and Equipment

January 3,
2015

December 28,
2013

$40,640
11,991

$52,631

$34,503
10,768

$45,271

January 3,
2015

December 28,
2013

$32,932
16,239

$49,171

$31,839
15,812

$47,651

January 3,
2015

December 28,
2013

Buildings and improvements . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment
Computers and purchased software . . . . . . . . . . . . . . . . . . .
Leasehold interest in ground leases . . . . . . . . . . . . . . . . . . .
Furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 94,453
51,654
27,282
23,840
4,008
8,901

$ 94,221
51,071
25,556
23,840
3,496
7,784

Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . .

210,138
(77,318)

205,968
(73,523)

$132,820

$132,445

F-23

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

7. Balance Sheet Details (Continued)

Accrued Expenses

Accrued compensation and benefits . . . . . . . . . . . . . . . . . .
Acquisition-related holdback . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other Non-current Liabilities

Contingent consideration . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition-related holdback . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

January 3,
2015

December 28,
2013

$28,443
20,010
25,193

$73,646

$24,896
—
21,079

$45,975

January 3,
2015

December 28,
2013

$14,150
—
29,541

$43,691

$12,919
20,010
23,012

$55,941

8. Risks and Uncertainties

Financial Instruments

Financial instruments that potentially subject  the Company  to  significant concentrations  of  credit

risk consist primarily of cash equivalents,  investments, accounts receivable and  derivatives.  The
Company places its cash equivalents and  investments primarily in municipal  bonds, money market
funds,  corporate bonds, commercial paper,  variable-rate demand notes, certificates  of  deposit,
auction-rate securities, asset-backed securities, international government bonds,  U.S. government agency
and U.S. government bonds. Concentrations of credit risk with respect to  accounts receivable are
primarily due to customers with large  outstanding  balances.  The Company’s customers that accounted
for greater than 10% of accounts receivable consisted of the  following:

Edom Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Arrow Electronics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Avnet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

25%
11%
11%

26%
10%
**

January 3,
2015

December 28,
2013

** Less than 10% of accounts receivable

The Company performs periodic credit evaluations of its customers’ financial condition and
generally requires no collateral from  its customers.  The  Company provides an  allowance for potential
credit losses based upon the expected  collectibility  of  such receivables.  Losses have  not  been significant
for any of the periods presented.

F-24

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

8. Risks and Uncertainties (Continued)

As a result of its use of derivative instruments, the  Company is  exposed to the  risk that its
counterparties will fail to meet their  contractual obligations. To mitigate this  counterparty  credit risk,
the Company has a policy to enter into contracts with only selected major financial institutions. The
Company periodically reviews and re-assesses the creditworthiness of such counterparties  based on  a
variety of factors.

Distributor Advances

On sales to distributors, the Company’s payment terms often require the distributor to initially pay

amounts owed to the Company for an  amount in  excess  of their ultimate cost. The Company’s sales
price to its distributors may be higher than  the amount that the distributors will ultimately owe the
Company because distributors often  negotiate price reductions after  purchasing the product from the
Company and such reductions are often  significant. These negotiated price discounts are not granted
until the distributor sells the product to the end  customer, which may occur  after the distributor has
paid the original invoice amount to the  Company. Payment of invoices  prior to receiving an associated
discount can have an adverse impact  on  the working capital of the Company’s distributors. Accordingly,
the Company has entered into agreements with certain distributors whereby it  advances cash  to  the
distributors to reduce the distributor’s working capital requirements. The  advance  amounts  are based
on the distributor’s inventory balance, and are adjusted quarterly. Such amounts are recorded in
prepaid expenses and other current assets  in the Consolidated  Balance  Sheet. The terms of  these
advances are  set forth in binding legal agreements  and are unsecured, bear no interest on unsettled
balances  and are due upon demand. The agreements governing these advances can be cancelled  by  the
Company at any time.

Suppliers

A significant portion of the Company’s products are fabricated by Taiwan Semiconductor
Manufacturing Co. (TSMC) or TSMC’s affiliates and Semiconductor Manufacturing  International
Corporation (SMIC). The inability of TSMC or  SMIC to deliver  wafers to the Company on a timely
basis could impact the production of  the Company’s products for a substantial period of  time, which
could have a material adverse effect  on  the Company’s business, financial condition and results  of
operations.

Customers

The Company sells directly to end customers, distributors  and contract manufacturers. Although
the Company actually sells the products  to,  and  is paid by, distributors and contract manufacturers, the
Company refers to the end customer as  its customer.  None of the Company’s contract manufacturers

F-25

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

8. Risks and Uncertainties (Continued)

accounted for greater than 10% of revenue during fiscal 2014, 2013  or 2012.  The  Company’s end
customers and distributors that accounted for greater than 10% of revenue  consisted of the  following:

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

End Customers
Samsung* . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12%

15%

Distributors
Edom  Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Avnet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

20%
12%

21%
11%

19%

22%
11%

*

Samsung’s purchases were across a variety of product areas.

9. Acquisitions

Energy Micro

On July 1, 2013, the Company acquired Energy Micro AS, a late-stage private company.  Energy

Micro designed and developed energy-efficient  32-bit microcontrollers based on ARM Cortex-M
architecture. Energy Micro’s energy-friendly solutions are designed to enable a broad range  of  power-
sensitive applications for the Internet of  Things  (IoT),  including smart energy,  home automation,
security and portable electronics markets.

The Company acquired Energy Micro for  approximately  $140.6 million, including: 1) Initial
consideration of $107.4 million; 2) Deferred consideration  in the form of a promissory note with an
estimated fair value of $19.2 million at the date of acquisition (the promissory note  was  subsequently
exchanged for approximately 0.5 million shares  of  the Company’s restricted stock after a mandatory
two-month creditor notice.); and 3) Contingent consideration  (the ‘‘Earn-Out’’) with an estimated fair
value of $14.0 million at the date of  acquisition.  The Earn-Out is payable up to approximately
$33.3 million based on the extent to  which the annual revenue growth  rate from  certain Energy Micro
and Silicon Laboratories products (the ‘‘Earn-Out Products’’) exceeds 25% per year, over a five-year
period from fiscal 2014 through 2018 (the ‘‘Earn-Out Period’’). The Earn-Out is payable on an annual
basis and in no event shall exceed $6,666,666 per year, unless revenue from the  Earn-Out Products
exceeds $400  million in a single fiscal  year during the Earn-Out  Period  (in which case,  the entire
Earn-Out amount less any amounts previously paid will  become payable). Approximately $20.3  million
of the initial consideration was withheld by the Company  as security for breaches of  representations
and warranties and certain other expressly  enumerated matters. The holdback obligation was  recorded
in other non-current liabilities in the Consolidated Balance  Sheet.

A portion of the Earn-Out (28.76%)  is contingent  on the  continued employment  of certain key

employees for the three years following  the acquisition date  (the ‘‘Departure Percentage’’). The
Departure Percentage was accounted for  as a  transaction separate  from  the business combination based
on its economic substance and will be recorded as post-combination  compensation  expense in  the
Company’s financial statements during the Earn-Out  period.

F-26

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

9. Acquisitions (Continued)

The Company believes that this strategic acquisition will accelerate  its deployment of energy-
friendly solutions across the IoT industries, while further scaling the  Company’s engineering team.
These factors contributed to a purchase  price that was in  excess  of the fair  value of the  net assets
acquired and, as a result, the Company recorded goodwill. The goodwill is not deductible  for tax
purposes. The purchase price was allocated as follows (in thousands):

Weighted-Average
Amortization Period
(Years)

Amount

Intangible assets:

In-process research and development . . . . . . . . . . . .
Core and developed technology . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . .
Trademarks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 18,600
29,100
6,400
1,300

Not amortized
7
8
8

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . .
Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current assets . . . . . . . . . . . . . . . . . . . . . .
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-current deferred tax liabilities, net . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . .

55,400
919
6,486
98,515
3,117
(8,000)
(6,288)
(8,434)
(1,133)

Total purchase price . . . . . . . . . . . . . . . . . . . . . . . . . .

$140,582

In-process research and development (IPR&D) represents acquired technology that had  not

achieved technological feasibility as of the acquisition date and had no  alternative future use.  The
IPR&D recorded in connection with the  acquisition of Energy Micro  consisted of a  multi-protocol
wireless RF solution. The fair value of  this technology  was determined using  the income approach. The
discount rate applicable to the cash flows was  13.0%.

Pro forma information related to this  acquisition has  not  been  presented because it would not be

materially different from amounts reported. The Company recorded approximately $2.4  million  of
acquisition-related costs in selling, general  and  administrative  expenses during fiscal 2013.

Ember

On July 3, 2012, the Company acquired  Ember  Corporation, a  privately  held company. Ember’s

products integrate high-performance,  low-power 2.4 GHz  wireless ICs  with reliable  and scalable
software into a flexible and robust networking platform. The  Company acquired Ember for
approximately $79.0 million, including contingent consideration with an estimated fair value of
$4.0 million at the date of acquisition.

The Company believes that this strategic acquisition provides it  with the technology  and software

expertise required to enable the low-power  mesh sensor networks being deployed today  in a wide range
of residential, commercial and industrial  applications. These  factors contributed  to  a purchase price

F-27

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

9. Acquisitions (Continued)

that was in excess of the fair value of the  net assets acquired and, as  a  result, the Company recorded
goodwill. The goodwill is not deductible  for  tax purposes. The purchase price was allocated as  follows
(in thousands):

Weighted-Average
Amortization Period
(Years)

Amount

Intangible assets:

In-process research and development . . . . . . . . . . . . .
Developed technology . . . . . . . . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . . .
Trademarks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$14,810
17,800
5,620
910

Not amortized
11
9
12

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . .
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-current deferred tax assets, net . . . . . . . . . . . . . . .
Other non-current assets . . . . . . . . . . . . . . . . . . . . . . .
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

39,140
3,115
1,928
4,749
324
14,777
16,449
1,776
(3,287)

Total purchase price . . . . . . . . . . . . . . . . . . . . . . . . . . .

$78,971

The IPR&D recorded in connection with the acquisition of Ember consisted  of a low-power
RF transceiver. The fair value of this technology was determined  using the income approach.  The
discount rate applicable to the cash flows was  12.5%.

Pro forma information related to this  acquisition has  not  been  presented because it would not be

materially different from amounts reported. Acquisition-related  costs  were  not  significant.

Corporate Headquarters Buildings

The Company leased facilities at 400  W.  Cesar Chavez (‘‘400 WCC’’) and 200 W. Cesar Chavez

(‘‘200 WCC’’) in Austin, Texas for its corporate headquarters. During the terms of  the leases, the
Company had options to purchase the  buildings for approximately $44.3 million  for 400 WCC and
$50.1 million for 200 WCC. In September 2012, the  Company exercised  such options and purchased the
facilities.

The buildings are located on  land which is leased through 2099 from a third party. The  rents  for
these ground leases were prepaid for  the term of the leases by the previous lessee. The first floor of
each  building was leased to the same  third  party for the term of the ground leases.  The base rents for
the first floor leases were prepaid to the  previous owner of  the buildings. Portions of the  remaining
floors were also leased to other tenants.

The Company determined that the purchase of the facilities represented a business combination.

Under the acquisition method of accounting, the assets acquired and liabilities assumed were recorded

F-28

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

9. Acquisitions (Continued)

at their fair values as of the date of the  acquisition.  The purchase price was allocated as  follows  (in
thousands):

Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leasehold interest in ground leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquired unfavorable leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease-related charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net gain on purchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Amount

$ 90,900
23,840
(11,925)
(8)
(8,457)

Total purchase price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 94,350

The buildings and leasehold interest in ground leases will be  depreciated on a straight-line basis

over their estimated useful lives of 40 years and 86  years,  respectively. Acquired unfavorable leases
represent the difference between contractual minimum rental payments due  under previously-existing
leases in each building and the market  rates of those  same leases.  This amount was recorded  in other
non-current liabilities in the Consolidated Balance Sheet and will be amortized  to  rental income over
the estimated terms of the leases.

The purchase of the facilities resulted in a  net gain of approximately $8.5  million, which was
recorded  in selling, general and administrative expenses in the  Consolidated  Statement of Income  in
fiscal 2012. The gain resulted primarily because the  assets acquired and liabilities assumed  were
recorded  at their fair values as of the date  of  the acquisition, which  was substantially higher than the
purchase prices of the facilities. The purchase prices were fixed at the beginning of the two leases  in
March 2006 and March 2008. While market prices for such  facilities increased  over the terms  of the
leases, the purchase prices remained the same.

10. Goodwill and Other Intangible Assets

Goodwill

The following summarizes the activity in  goodwill  for the  years  ended January 3,  2015 and

December 28, 2013 (in thousands):

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additions due to business combinations . . . . . . . . . . . . . . .

$228,781
—

$130,265
98,516

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$228,781

$228,781

Year Ended

January 3,
2015

December 28,
2013

F-29

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

10. Goodwill and Other Intangible Assets (Continued)

Other Intangible Assets

The gross carrying amount and accumulated amortization  of  other intangible assets are as  follows

(in thousands):

Intangible assets:

Subject to amortization:

Core and developed technology . .
Customer relationships . . . . . . . .
Patents . . . . . . . . . . . . . . . . . . .
Trademarks . . . . . . . . . . . . . . . .

Weighted-Average
Amortization
Period
(Years)

January 3, 2015

December 28, 2013

Gross
Amount

Accumulated
Amortization

Gross
Amount

Accumulated
Amortization

9
9
6
10

9

$148,891
14,500
3,000
2,210

$(47,894)
(4,003)
(1,250)
(433)

$138,340
14,500
3,000
2,210

$(41,782)
(2,330)
(750)
(195)

168,601

(53,580)

158,050

(45,057)

Not subject to amortization:
In-process research and

development . . . . . . . . . . . . . .

Not
amortized

—

—

18,600

—

Total intangible assets . . . . . . . . . . . .

$168,601

$(53,580)

$176,650

$(45,057)

Gross intangible assets decreased in fiscal  2014  primarily due  to  the removal of $9.4 million  of

fully amortized assets.

Amortization expense related to intangible  assets for fiscal 2014,  2013 and  2012 was $17.9 million,

$14.6 million and $10.7 million, respectively. The estimated aggregate amortization expense for
intangible assets subject to amortization for each of the  five  succeeding fiscal years is  as follows (in
thousands):

Fiscal Year

2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$19,331
18,682
17,715
16,690
14,251

11. Debt

On July 31, 2012, the Company and certain of  its domestic subsidiaries (the ‘‘Guarantors’’) entered

into a $230 million five-year Credit Agreement (the ‘‘Agreement’’). The Agreement consists of a
$100 million Term Loan Facility and a  $130  million Revolving  Credit  Facility (collectively, the ‘‘Credit
Facilities’’).

The Term Loan Facility provides for  quarterly principal amortization (equal to 5% of the  principal

in each of the first two years and 10% of  the principal in each of the  next three years) with the
remaining balance payable upon the maturity date. The Revolving Credit Facility includes a  $25 million
letter of credit sublimit and a $10 million swingline loan  sublimit. The  Company has an  option to

F-30

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

11. Debt (Continued)

increase the size of the Revolving Credit  Facility by  up to an  aggregate  of $50 million in  additional
commitments, subject to certain conditions. On  September 27, 2012, the Company  borrowed
$100 million under the Term Loan Facility. To  date, the Company  has not borrowed under the
Revolving Credit Facility.

The Term Loan Facility and Revolving Credit Facility, other than swingline  loans, will bear interest

at LIBOR plus an applicable margin or,  at the option of the Company,  a base rate (defined as the
highest of the Bank of America prime rate, the  Federal  Funds rate plus 0.50%  and a  daily rate  equal
to one-month LIBOR plus 1.00%) plus  an  applicable margin. Swingline loans accrue interest at  the
base rate plus the applicable margin for  base rate loans. The applicable  margins for the LIBOR rate
loans range from 1.50% to 2.50% and for base rate loans  range from 0.50% to 1.50%, depending in
each  case, on the leverage ratio as defined  in the Agreement. The Company also pays a  commitment
fee on the unused  amount of the Revolving Credit Facility.

In connection with the closing of the  Credit Agreement, the Company entered into a security and
pledge agreement. Under the security and pledge  agreement, the Company  pledged equity  securities  of
certain of its subsidiaries, subject to exceptions and limitations. The Credit Facilities  contain various
conditions, covenants and representations  with  which the Company  must be in compliance in order to
borrow funds and to avoid an event of default, including  financial covenants that the Company must
maintain a leverage ratio (funded debt/EBITDA) of no more  than 2.5  to  1 and a minimum  fixed  charge
coverage ratio (EBITDA/debt payments,  income  taxes and capital expenditures)  of  no less than 1.50 to
1. As of January 3, 2015, the Company was in compliance with all covenants of the Credit Facilities.

As of January 3, 2015, the remaining  contractual maturities  of  the Term Loan Facility  were as

follows (in thousands):

Fiscal Year

2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$10,000
10,000
67,500

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$87,500

Interest Rate Swap Agreement

In connection with the $100 million borrowed under the Term Loan Facility, the Company entered

into an interest rate swap agreement  as  a hedge against the LIBOR portion  of  such variable interest
payments. Under the terms of the swap agreement, the  Company effectively converted the LIBOR
portion of the interest on the Term Loan Facility to a fixed  interest rate of 0.764%  through the
maturity date. As of January 3, 2015, the  combined interest rate on  the Term  Loan Facility (which
includes an applicable margin) was 2.514%.  See Note 5, Derivative Financial Instruments, for additional
information.

12. Stockholders’ Equity

Common Stock

The Company issued 1.1 million shares  of common stock during fiscal 2014.

F-31

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

12. Stockholders’ Equity (Continued)

Share Repurchase Programs

The Board of Directors authorized the following share repurchase programs (in thousands):

Program Authorization Date

Program
Termination
Date

October 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . December 2015
January 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
January 2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
October 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . April 2012

January 2015
January 2014
January 2013

Program
Amount

$100,000
$100,000
$ 50,000
$100,000
$ 50,000

These programs allow for repurchases to be made in the  open market or  in private  transactions,
including structured or accelerated transactions, subject to  applicable legal requirements  and market
conditions. The Company repurchased  1.7 million shares, 0.7  million shares and  1.7 million shares  of its
common stock for $71.7 million, $26.0  million and $62.0 million during  fiscal 2014, 2013  and 2012,
respectively. These shares were retired  upon repurchase.

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss,  net of taxes,  were as  follows  (in

thousands):

Unrealized Gain
(Loss) on Cash
Flow Hedge

Net Unrealized
Losses on
Available-
For-Sale Securities

Balance at December 31, 2011 . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) before  reclassifications .
Amount reclassified from accumulated  other  comprehensive
loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net change for the period . . . . . . . . . . . . . . . . . . . . . . . . .

$(1,299)
(621)

1,492

871

Balance at December 29, 2012 . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) before reclassifications .
Amount reclassified from accumulated  other comprehensive
loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net change for the period . . . . . . . . . . . . . . . . . . . . . . . . .

Balance at December 28, 2013 . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) before  reclassifications .
Amount reclassified from accumulated  other  comprehensive
loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net change for the period . . . . . . . . . . . . . . . . . . . . . . . . .

(428)
397

364

761

333
(520)

402

(118)

$(1,168)
650

—

650

(518)
(348)

(151)

(499)

(1,017)
720

—

720

Total

$(2,467)
29

1,492

1,521

(946)
49

213

262

(684)
200

402

602

Balance at January 3, 2015 . . . . . . . . . . . . . . . . . . . . . . . .

$

215

$ (297)

$

(82)

F-32

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

12. Stockholders’ Equity (Continued)

Reclassifications From Accumulated Other Comprehensive Loss

Reclassification  (in thousands)

Losses on cash flow hedges to:

Year ended

January 3,
2015

December 28,
2013

December 29,
2012

Rent expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ —
(618)

$ —
(560)

$(2,295)
—

Gains on available-for-sales securities  to:

Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—

(618)

216

232

(328)

115

—

(2,295)

803

Total reclassifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(402)

$(213)

$(1,492)

Income Tax Allocated to the Components of  Other  Comprehensive Income

The income tax effects of the components of other comprehensive  income  were as follows (in

thousands):

Income tax (expense) benefit on:

Net changes to available-for-sale securities:

Year ended

January 3,
2015

December 28,
2013

December 29,
2012

Unrealized gains (losses) arising during  the period . . . . . . . . .
Reclassification for gains included in net  income . . . . . . . . . . .

$(387)
—

$ 187
81

Net changes to cash flow hedges:

Unrealized gains (losses) arising during  the period . . . . . . . . .
Reclassification for losses included in net  income . . . . . . . . . .

279
(216)

(214)
(196)

$(350)
—

335
(803)

Other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(324)

$(142)

$(818)

13. Stock-Based Compensation

In fiscal  2009, the stockholders of the Company approved the 2009  Stock Incentive Plan (the ‘‘2009
Plan’’) and the 2009 Employee Stock Purchase Plan (the ‘‘2009 Purchase Plan’’). On April 15, 2014, the
stockholders of the Company approved amendments to both the  2009 Plan and  the 2009 Purchase  Plan.
The amendments authorized additional shares of common stock  for issuance, to comply  with changes in
applicable law, improve the Company’s corporate governance and to implement other best practices.
The amended plans are currently effective.

F-33

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

13. Stock-Based Compensation (Continued)

2009 Stock Incentive Plan

Under the 2009 Plan, the following may  be  granted: stock options, stock appreciation  rights,

performance shares, performance stock units, restricted  stock  units  (RSUs),  restricted stock awards
(RSAs), performance-based awards and  other  awards (collectively, all such  grants are referred to as
‘‘awards’’). The amendment of the shares of common stock reserved for  issuance in the 2009 Plan
created two share pools—Prior Pool and New Pool. Awards of stock  options  and  stock appreciation
rights each deduct one share from the 2009 Plan shares available for issuance for  each  share granted,
and  full value awards (awards other than for which the participant is required to pay  at least the  fair
market value of the underlying shares on the date  of  grant)  deduct 1.55  shares from  the 2009 Plan
shares available for issuance for each share granted under the Prior Pool. Awards of  stock  options,
stock appreciation rights, and full value awards  each deduct one (1) share  from the 2009 Plan shares
available for issuance for each share  granted under  the New Pool. Awards granted  under the  2009 Plan
generally  contain vesting provisions ranging from  three  to  four years. The exercise  price of stock
options offered under the 2009 Plan may  not be less than 100% of the fair  market  value of a  share of
our common stock on the date of grant. To the extent  awards granted under the  2009 Plan terminate,
expire or lapse for any reason, or are  settled  in cash, shares  subject to such awards will again be
available for grant.

2000 Stock Incentive Plan

In fiscal 2000, the Company’s Board of Directors and stockholders approved the 2000  Plan.  The

2000 Plan contains programs for (i) the  discretionary granting of stock options to employees,
non-employee board members and consultants for the purchase of shares of the  Company’s common
stock, (ii) the discretionary issuance of  common stock  directly (as  granted under  direct issuance shares
in RSAs and RSUs), (iii) the granting of special  below-market stock options to executive officers and
other highly compensated employees  of the Company for  which the exercise  price can  be  paid using
payroll  deductions and (iv) the automatic  issuance of stock  options to non-employee  board members.
The discretionary issuance of common stock,  RSUs and stock  options generally contain  vesting
provisions ranging from three to eight  years.  If permitted by the Company, stock options can be
exercised immediately and, similar to  the  direct issuance shares, are subject to repurchase rights which
generally lapse in accordance with the vesting schedule. The repurchase  rights provide that upon
certain defined events, the Company can  repurchase unvested shares  at  the price paid per share. The
term of each stock option is no more than  ten years from the  date of  grant.

Stock Grants and Modifications

The Company granted to its employees 0.8 million, 1.1 million and 0.8 million shares of full value

awards and no stock options from the  2009 Plan during fiscal 2014, 2013  and 2012, respectively.

The Company recorded $1.9 million  in selling, general  and administrative expense during fiscal
2012 in connection with modifications to certain stock awards. The  Company accelerated  the vesting of
certain RSUs and Market Stock Units (MSUs)  and extended  the exercise period  of stock options
pursuant to a separation agreement between the Company  and its former Chief Executive Officer
(CEO). There were no other significant modifications made  to  any  stock grants during fiscal 2014,  2013
or 2012.

F-34

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

13. Stock-Based Compensation (Continued)

Included in the full value awards granted under  the 2009 Plan in  fiscal  2014, 2013  and 2012 were  a

total of 76 thousand, 132 thousand and 110 thousand market-based stock awards, respectively. The
awards, also known as MSUs, provide  the rights to acquire a number of shares of common  stock  for no
cash consideration based upon achievement  of  specified levels of market conditions. The requisite
service period for these MSUs is also  the vesting period, which is  generally three  years.  The
performance criteria of the MSUs measure  the difference  between the total stockholders’ return of the
Company against that of the Philadelphia  Semiconductor  Sector  Total Return Index.

2009 Employee Stock Purchase Plan

The rights to purchase common stock granted under the 2009 Purchase Plan  are intended to be

treated as either (i) purchase rights granted under an ‘‘employee stock purchase plan,’’ as that term is
defined in Section 423(b) of the Internal Revenue Code (the ‘‘423(b) Plan’’), or (ii) purchase rights
granted under an employee stock purchase plan that is  not  subject to the terms  and conditions  of
Section 423(b) of the Internal Revenue Code (the ‘‘Non-423(b) Plan’’). The Company will retain the
discretion to grant purchase rights under either the 423(b) Plan or  the  Non-423(b)  Plan. Eligible
employees may purchase a limited number of shares of the  Company’s common stock at no less than
85% of the fair market value of a share of common stock at prescribed purchase intervals  during  an
offering period. Each offering period  will  be comprised  of a series of one or  more successive and/or
overlapping purchase intervals and has  a  maximum term  of 24 months.  During fiscal 2014, 2013 and
2012, the Company issued 204 thousand, 190 thousand and 181 thousand shares, respectively,  under the
2009 Purchase Plan to its employees.  The  weighted-average fair value for purchase rights granted  in
fiscal 2014 under the 2009 Purchase Plan was  $12.17 per share.

Accounting for Stock-Based Compensation

Stock-based compensation costs are based on  the fair  values on  the date of  grant for  stock  options

and on the date of enrollment for the employee stock purchase plans, estimated  by  using  the Black-
Scholes option-pricing model. The fair  values  of stock awards and RSUs equal  their  intrinsic value on
the date of grant. The fair values of MSUs generally  are estimated using  a Monte Carlo simulation
based on the date of grant.

The Black-Scholes valuation calculation requires the Company to estimate  key  assumptions such as

future stock price volatility, expected  terms, risk-free rates  and dividend yield. Expected stock price
volatility is based upon a combination of  both  historical volatility and implied volatility derived  from
traded options on the Company’s stock in the marketplace. Expected term  is derived  from an analysis
of historical exercises and remaining contractual  life of options. The risk-free rate is based on the  U.S.
Treasury yield curve in effect at the time of grant. The  Company has never paid  cash dividends and
does not currently intend to pay cash  dividends, thus it has  assumed a 0%  dividend  yield.

The Monte Carlo simulation used to  calculate the fair value of the MSUs simulates  the present

value of the potential outcomes of future stock prices  of  the Company  and  the Philadelphia
Semiconductor Sector Total Return Index  over the  requisite service period. The projection of stock
prices are based on the risk-free rate  of  return, the  volatilities  of  the stock price of the  Company and
the Index, and the correlation of the  stock price  of the Company with  the Index.

F-35

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

13. Stock-Based Compensation (Continued)

The Company must estimate potential forfeitures of stock grants  and adjust compensation  cost

recorded  accordingly. The estimate of forfeitures will  be  adjusted over the requisite service period to
the extent that actual forfeitures differ,  or are expected  to differ, from such estimates. Changes in
estimated forfeitures are recognized  through a  cumulative catch-up adjustment in the  period of change
and will also impact the amount of stock-based compensation expense  to  be recognized  in future
periods.

The fair values of stock options and  RSUs are amortized as compensation  expense on a

straight-line basis over the vesting period of the grants. The  fair values of RSAs are fully expensed in
the period of grant, when shares are  immediately issued with no  vesting  restrictions. The fair values  of
MSUs are amortized as compensation  expense on a straight-line  basis over the  performance and service
periods of the grants. Compensation  expense recognized is shown in the  operating activities  section  of
the Consolidated Statements of Cash Flows.

The fair values estimated from the Black-Scholes option-pricing model were calculated using  the

following assumptions:

2009 Employee Stock Purchase Plan

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

Expected volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk-free interest rate % . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected term (in months) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

28%
0.2%
15
—

27%
0.1%
7
—

38%
0.2%
15
—

The fair values estimated from Monte Carlo simulation were  calculated  using the  following

assumptions:

2009 Stock  Incentive Plan

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

Expected volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk-free interest rate % . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected term (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

33%
0.7%
2.8
—

32%
0.5%
2.9
—

32%
0.4%
2.9
—

F-36

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

13. Stock-Based Compensation (Continued)

A summary of stock-based compensation activity with respect to fiscal 2014 follows:

Stock Options

Outstanding at December 28, 2013 . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancelled or expired . . . . . . . . . . . . . . . . . . . . . . . . . . .

Outstanding at January 3, 2015 . . . . . . . . . . . . . . . . . . .

Vested at January 3, 2015 and expected to vest . . . . . . . .

Exercisable at January 3, 2015 . . . . . . . . . . . . . . . . . . . .

RSAs and RSUs

Outstanding at December 28, 2013 . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancelled or expired . . . . . . . . . . . . . . . . . . . . . . . . . . .

Shares
(000s)

1,089
(444)
(116)

529

529

529

Shares
(000s)

1,835
735
(680)
(109)

Outstanding at January 3, 2015 . . . . . . . . . . . . . . . . . . .

1,781

Outstanding at January 3, 2015 and expected  to  vest . . . .

1,654

MSUs

Outstanding at December 28, 2013 . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancelled or expired . . . . . . . . . . . . . . . . . . . . . . . . . . .

Outstanding at January 3, 2015 . . . . . . . . . . . . . . . . . . .

Outstanding at January 3, 2015 and expected to vest . . . .

Shares
(000s)

246
76
—
(24)

298

274

Weighted-
Average
Exercise
Price

Weighted-Average
Remaining
Contractual
Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

$35.09
$35.67
$49.19

$31.50

$31.50

$31.50

1.61

1.61

1.61

$8,661

$8,661

$8,661

Weighted- Weighted-Average
Average
Purchase
Price

Remaining
Vesting Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

$—
$—
$—
$—

$—

$—

1.02

1.02

$84,584

$78,567

Weighted- Weighted-Average
Average
Purchase
Price

Remaining
Vesting Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

$—
$—
$—
$—

$—

$—

1.18

1.18

$14,181

$13,034

The following summarizes the Company’s weighted average fair value at the date of grant:

Per grant of RSAs and RSUs . . . . . . . . . . . . .
Per grant of MSUs . . . . . . . . . . . . . . . . . . . . .

$47.93
$60.08

$43.01
$31.94

$42.25
$53.25

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

F-37

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

13. Stock-Based Compensation (Continued)

The following summarizes the Company’s stock-based payment and stock option values  (in

thousands):

Intrinsic value of stock options exercised . . . . .
Intrinsic value of RSAs and RSUs that vested .
Grant date fair value of RSAs and RSUs  that

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

$ 5,674
$32,138

$ 4,198
$23,649

$ 9,064
$40,105

vested . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$29,668

$24,026

$31,215

The Company received cash of $13.3  million for the  issuance  of common stock, net of shares
withheld for taxes, during fiscal 2014. The  Company  issues shares  from the shares reserved under its
stock plans upon the exercise of stock  options, issuance of RSAs, vesting of RSUs and MSUs, and
purchases through employee stock purchase  plans. The  Company does not  currently  expect to
repurchase shares from any source to  satisfy such obligation.

The following table presents details of  stock-based  compensation  costs recognized in the

Consolidated Statements of Income (in thousands):

Cost of revenues . . . . . . . . . . . . . . . . . . . . . .
Research and development . . . . . . . . . . . . . . .
Selling, general and administrative . . . . . . . . .

Income tax benefit . . . . . . . . . . . . . . . . . . . . .

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

$

775
18,521
19,771

39,067
4,024

$

952
14,530
15,318

30,800
2,633

$ 1,206
12,602
17,368

31,176
4,911

$35,043

$28,167

$26,265

The increase in stock-based compensation  costs in  fiscal  2014 was principally due to increased

headcount. The Company had approximately $51.2 million of total unrecognized  compensation costs
related to granted stock awards as of  January 3, 2015  that are  expected to be recognized over a
weighted-average period of approximately  1.9 years. There  were no significant stock-based
compensation costs capitalized into assets  in any  of the periods presented.

As of January 3, 2015, the Company  had reserved shares of common stock for future  issuance  as

follows (in thousands):

2000 Stock Incentive Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2009 Stock Incentive Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2009 Employee Stock Purchase Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

529
3,740
882

Total shares reserved . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,151

F-38

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

14. Employee Benefit Plan

The Company maintains a defined contribution or 401(k) Plan for  its qualified  U.S. employees.

Participants may contribute a percentage  of  their compensation  on a pre-tax  basis, subject  to  a
maximum annual contribution imposed by  the Internal Revenue Code. The  Company may make
discretionary matching contributions  as well  as discretionary profit-sharing contributions to the 401(k)
Plan. The Company contributed $3.2 million, $3.0 million  and $2.9  million  to  the 401(k) Plan during
fiscal 2014, 2013 and 2012, respectively.

15. Commitments and Contingencies

Operating Leases

The Company leases certain facilities under operating lease agreements that expire at various dates

through 2025. Some of these arrangements contain renewal options and require the Company to pay
taxes, insurance and maintenance costs.

Rent expense under operating leases  was $4.2 million, $4.2 million and $4.4  million for fiscal 2014,

2013 and 2012, respectively. The minimum annual future rentals under the  terms of these leases  as of
January 3, 2015 are as follows (in thousands):

Fiscal Year

2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 4,463
4,137
3,398
2,517
1,490
6,398

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$22,403

Litigation

Patent Litigation

On January 21, 2014, Cresta Technology Corporation (‘‘Cresta Technology’’), a Delaware

corporation, filed a lawsuit against the Company,  Samsung  Electronics Co., Ltd., Samsung Electronics
America, Inc., LG Electronics Inc. and LG Electronics U.S.A., Inc. in the  United States District Court
in the District of Delaware, alleging infringement of United States Patent  Nos.  7,075,585, 7,265,792 and
7,251,466. The lawsuit relates to the  Company’s family of television tuner products.  Cresta Technology
seeks unspecified compensatory and  enhanced  damages, attorney fees and a permanent injunction. On
January 28, 2014, Cresta Technology  also  filed a complaint with  the United States  International Trade
Commission (‘‘ITC’’) alleging infringement of the same patents against the  Company, Samsung and LG
Electronics and seeking to prevent the importation and  sale of allegedly infringing  products in  the
United States. The ITC instituted an  investigation  based on Cresta Technology’s complaint on
February 27, 2014. An evidentiary hearing in this ITC Investigation concluded  on December 5, 2014.
The ITC Administrative Law Judge is scheduled  to  issue an Initial Determination on February 27,
2015, and the Final Determination by  the ITC is scheduled  to  issue on June  29, 2015. The  Delaware

F-39

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

15. Commitments and Contingencies  (Continued)

District  Court action has been stayed pending completion of  the  proceedings in the ITC.  The Company
intends to vigorously defend against  these  allegations.

On April 11, 2014, the Company filed  a lawsuit against  Cresta Technology in the United States
District  Court in the Western District of Texas, Austin Division,  alleging infringement  of  United States
Patent Nos. 6,308,055, 6,965,761 and 7,353,011. On  July 14, 2014, the Court dismissed the lawsuit
without prejudice due to the lack of commercial activity  by  Cresta Technology in the Western  District
of Texas. On July 16, 2014, the Company  refiled  its  claims  for the ‘055, ‘761 and ‘011 patents in a
lawsuit in the United States District  Court in the  Northern District of California. In  addition,  the
Company added additional claims alleging infringement of United States  Patent  Nos.  6,304,146,
6,137,372 and 6,233,441. The Company is  seeking  a permanent injunction stopping the sale of all
allegedly infringing Cresta Technology  products and an award of damages and  attorney  fees.

On May 6, 2014, the Company filed a complaint with  the ITC alleging  infringement of United

States Patent Nos. 6,137,372 and 6,233,441  against Cresta  Technology, Hauppauge Digital,  Inc.,
Hauppague Computer Works, Inc., PCTV  Systems, S.a.r.l., Luxembourg  and  PCTV Systems S.a.r.l.,
seeking to prevent the importation and  sale  of allegedly  infringing products  in the United States. On
June 6, 2014, the ITC instituted an investigation based on the  Company’s complaint. On June 13, 2014,
Cresta Technology proposed a consent  order whereby  Cresta Technology will  not  sell for importation,
import or sell in the United States television  tuners that infringe the patent claims asserted by the
Company. On July 1, 2014, the Administrative Law Judge  accepted  the  proposed consent order.
Accordingly, this ITC investigation has been terminated in its entirety. Under the consent order, Cresta
Technology is prohibited from selling for  importation,  importing or selling in the United States
television tuners that infringe the Company’s United States Patent Nos. 6,137,372  and  6,233,441.

As is customary in the semiconductor industry, the  Company provides indemnification protection
to its customers for intellectual property  claims  related to the Company’s products. The Company has
not accrued any material liability on its  consolidated  balance sheet related to such indemnification
obligations in connection with the Cresta  Technology litigation.

At this time, the Company cannot predict the outcome of these matters  or the resulting financial

impact to it, if any.

Other

The Company is involved in various  other legal  proceedings that  have arisen in the  normal course

of business. While the ultimate results  of  these  matters cannot be predicted with certainty, the
Company does not expect them to have  a  material adverse effect on its  consolidated financial
statements.

16. Related Party Transactions

On July 1, 2013, Geir Førre joined the Company as senior vice president. Mr. Førre was chief
executive officer of Energy Micro, until  it was acquired by the Company.  Mr.  Førre was the beneficial
owner of approximately 32% of the Energy  Micro equity  and accordingly (a) received approximately
$35 million of the initial consideration of  $107.4 million, (b)  may receive an  additional approximately

F-40

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

16. Related Party Transactions (Continued)

$6.5 million out of the $20.3 million  holdback related to potential indemnification claims  and (c) may
receive up to approximately $10.5 million  of the $33.3  million earn-out.

On October 17, 2013, the Company appointed Alf-Egil Bogen  to  its board of directors. Mr. Bogen
was chief marketing officer of Energy  Micro, until it was acquired by the Company. Mr. Bogen was the
beneficial owner of approximately 2% of  the Energy Micro equity and accordingly (a)  received
approximately $0.9 million of the initial consideration of $107.4 million, (b) may receive an additional
approximately $0.4 million out of the $20.3 million holdback related to potential indemnification claims
and (c) may receive up to approximately  $0.7 million  of the $33.3  million earn-out. Mr. Bogen had
invested approximately $0.8 million in Energy Micro prior to the  acquisition.

17. Income Taxes

Significant components of the provision for income taxes are  as follows (in thousands):

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

Current:

Domestic . . . . . . . . . . . . . . . . . . . . . . . . . .
International . . . . . . . . . . . . . . . . . . . . . . . .

$ 7,083
882

Total Current . . . . . . . . . . . . . . . . . . . . . . .

7,965

$ 4,796
4,093

8,889

$21,084
(3,009)

18,075

Deferred:

Domestic . . . . . . . . . . . . . . . . . . . . . . . . . .
International . . . . . . . . . . . . . . . . . . . . . . . .

Total Deferred . . . . . . . . . . . . . . . . . . . . . .

2,352
702

3,054

5,591
(2,272)

3,319

5,444
(719)

4,725

$11,019

$12,208

$22,800

F-41

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

17. Income Taxes (Continued)

The Company’s provision for income taxes differs from  the expected  tax expense  amount

computed by applying the statutory federal  income tax rate to income before income taxes  as a result
of the following:

Federal statutory rate . . . . . . . . . . . . . . . . . . .
Foreign tax rate benefit
. . . . . . . . . . . . . . . . .
Research and development tax credits . . . . . . .
Release of prior year unrecognized tax benefits
Intercompany technology license . . . . . . . . . . .
Excess officer compensation . . . . . . . . . . . . . .
Change in prior period valuation  allowance . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

35.0%
(3.5)
(8.6)
(2.6)
—
2.3
(1.4)
1.3

22.5%

35.0%
(8.2)
(12.8)
—
—
1.9
3.1
0.7

19.7%

35.0%
(11.8)
(0.5)
(8.4)
11.8
1.0
—
(0.7)

26.4%

The effective tax rate for fiscal 2014  increased from fiscal  2013, primarily due to the recognition of

the fiscal 2012 federal research and development tax credit in fiscal 2013 due to the enactment of the
American Taxpayer Relief Act of 2012  on  January 2,  2013, as well  as a  decrease  in the foreign  tax rate
benefit in fiscal 2014. This increase in  the effective tax rate was partially offset  by  the reduction  to  a
valuation allowance recorded in a prior  year  related to certain  state loss and  research  and development
tax credit carryforwards and the release in fiscal 2014 of  prior year unrecognized tax benefits  due  to  the
lapse of the statute of limitations applicable to a tax deduction claimed  on a prior  year  foreign tax
return.

The effective tax rate for fiscal 2013  decreased from fiscal 2012,  primarily due to the fiscal 2012

tax charge related to the intercompany license of certain technology associated with  the acquisition of
Ember during fiscal 2012 and the recognition of  the fiscal 2012  and fiscal 2013  federal research and
development tax credits in fiscal 2013  as a result  of the enactment of the  American Taxpayer  Relief Act
of 2012 (the ‘‘Act’’) on January 2, 2013. The decrease in the effective  tax rate  for  fiscal 2013 was
partially offset by the release during  fiscal 2012 of unrecognized tax benefits that were determined  to
be effectively settled during fiscal 2012.

Income before income taxes included the following components (in  thousands):

Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

$38,174
10,866

$49,040

$41,849
20,178

$62,027

$80,494
5,854

$86,348

Foreign income before taxes decreased from fiscal 2013  to  fiscal 2014 primarily  due  to  an increase

in fiscal 2014 of the fair value of the Company’s acquisition-related contingent consideration liability.

F-42

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

17. Income Taxes (Continued)

Foreign income before income taxes increased  from fiscal 2012 to fiscal 2013 primarily due to
intercompany technology license payments made by a foreign  subsidiary in 2012.

Deferred tax assets and liabilities are recorded for  the estimated tax  impact of temporary
differences between the tax basis and  book basis of assets  and  liabilities. A valuation  allowance is
established against a deferred tax asset  when it is more likely than not that the  deferred tax asset will
not be realized. The Company recorded a  new valuation allowance of $0.5 million  in fiscal 2014  related
to certain state research and development  tax  credit carryforwards generated  in fiscal 2014. The
Company has determined that it is more likely than not that a portion  of these  carryforwards will
expire or go unutilized because the Company  no longer expects  to  recognize sufficient  income  in the
jurisdictions in which the attributes were created. The impact of this new valuation allowance was offset
by a reduction of $0.6 million to a valuation allowance recorded  in fiscal  2013 related to certain state
loss and research and development tax  credit  carryforwards,  resulting in  a net valuation allowance
reduction of $0.1 million reflected as  a  benefit to income tax expense  in fiscal 2014. In addition, the
Company recorded a reduction of $0.2 million  to  the fiscal 2013 valuation allowance related to the
expiration of certain acquired state net  operating loss carryforwards which were fully valued. Since this
change was due to the expiration of  the  losses,  the reduction  to  the valuation allowance  was  offset by a
reduction in deferred tax assets rather than a charge to income tax expense.  No valuation allowance
was recorded against other deferred  tax assets  in fiscal 2014. Management believes that the  Company’s
results of future operations will generate sufficient taxable  income such that it  is more likely than not
that the remaining deferred tax assets will  be  realized.

Significant components of the Company’s deferred taxes as of January 3, 2015 and December 28,

2013 are as follows (in thousands):

Deferred tax assets:

Net operating loss carryforwards . . . . . . . . . . . . . . . . . . .
Research and development tax  credit carryforwards . . . . .
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . .
Capitalized research and development . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . .
Accrued liabilities and other . . . . . . . . . . . . . . . . . . . . . .

Less: Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . .

Deferred tax liabilities:

Acquired intangible assets . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other . . . . . . . . . . . . . . . . . . . . . . .

January 3,
2015

December 28,
2013

$31,518
9,740
6,353
7,371
8,117
6,481

69,580
(3,455)

66,125

33,630
3,388
1,517

38,535

$38,399
9,276
6,757
8,999
5,733
8,302

77,466
(3,775)

73,691

38,444
2,022
1,889

42,355

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . .

$27,590

$31,336

F-43

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

17. Income Taxes (Continued)

As of January 3, 2015, the Company  had federal net operating  loss and research and development
tax credit carryforwards of approximately  $64.9 million and $2.0  million, respectively, as a  result of the
Cygnal  Integrated Products, Silicon Clocks, Spectra Linear  and  Ember  acquisitions. These
carryforwards expire in fiscal years 2020 through  2032. Recognition of these loss and  credit
carryforwards is subject to an annual limit,  which may cause them  to  expire before they are used.

As of January 3, 2015, the Company  had foreign net  operating loss carryforwards  of  approximately

$21.6 million as a result of the Energy  Micro acquisition. These loss carryforwards do  not  expire and
recognition is not subject to an annual limit.

The Company also had state loss and  research  and  development tax credit carryforwards of

approximately $57.9 million and $11.8  million,  respectively. A portion of  these loss and credit
carryforwards was generated by the Company  and a  portion was acquired through the  Integration
Associates, Silicon Clocks, Spectra Linear and Ember acquisitions.  Certain of these carryforwards
expire in fiscal years 2015 through 2033 and  others do not expire. Recognition of some of these loss
and credit carryforwards is subject to an  annual limit, which  may  cause them  to  expire before they are
used.

At the end of fiscal 2014, undistributed earnings of  the Company’s foreign subsidiaries of

approximately $303.1 million are intended to be permanently  reinvested  outside the U.S. Accordingly,
no provision for U.S. federal and state income  taxes associated with a  distribution  of these  earnings has
been made. Determination of the amount  of the  unrecognized deferred  tax liability on these
unremitted earnings is not practicable.

The Company’s operations in Singapore are subject to reduced tax  rates  through 2019, as long as

certain conditions are met. The income tax benefit (expense) from the reduced Singapore tax rate
reflected  in earnings was approximately  $2.0 million (representing $0.05 per diluted share) in fiscal
2014, approximately $2.2 million (representing $0.05  per  diluted share) in  fiscal  2013, and
approximately $(13.3) million (representing $(0.31) per diluted share) in fiscal 2012. The  impact  of  the
reduced Singapore tax rates in fiscal 2014 and fiscal 2012  reflect the  recognition  of  prior year
unrecognized tax benefits.

The following table reflects changes in the  unrecognized tax benefits (in thousands):

Year Ended

January 3,
2015

December 28,
2013

December  29,
2012

$4,998

$4,364

$10,943

Beginning balance . . . . . . . . . . . . . . . . . . . . .
Additions based on tax positions related to

current year . . . . . . . . . . . . . . . . . . . . . . . .

Additions based on tax positions related to

prior years . . . . . . . . . . . . . . . . . . . . . . . . .

Reductions for tax positions related to  prior

465

58

years . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1,592)

316

318

—

1,818

—

(8,397)

Ending balance . . . . . . . . . . . . . . . . . . . . . . .

$3,929

$4,998

$ 4,364

F-44

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

17. Income Taxes (Continued)

As of January 3, 2015, December 28,  2013 and  December  29, 2012, the  Company had gross

unrecognized tax benefits of $3.9 million, $5.0 million, and $4.4  million, respectively, of which
$4.0 million, $4.8 million, and $4.1 million, respectively,  would affect the effective tax rate  if  recognized.
During  fiscal 2014, the Company had gross increases  of  $0.5 million to its current and prior year
unrecognized tax benefits, as well as gross decreases of $1.3 million to its  prior year unrecognized tax
benefits related to an uncertain tax position  that  was closed by statute.  In addition, there  was  a
reduction of $0.3 million due to foreign  currency remeasurement adjustments related  to  prior year
unrecognized tax benefits which were recognized in other income (expense), net. During fiscal 2013, the
Company had gross increases of $0.6 million. During fiscal 2012,  the Company  had gross increases of
$1.8 million to its current year unrecognized  tax  benefits, as well  as a  gross decrease  of  $8.4 million to
its  prior  year unrecognized tax benefits  related to an  uncertain tax position that was determined  to  be
effectively settled. A portion of these  amounts in fiscal  2012  represents foreign currency remeasurement
adjustments and was recognized in other  income (expense), net.

The Company recognizes interest and penalties related to unrecognized tax benefits in the

provision  for income taxes. The Company  recognized less than  $0.1 million of interest in the  provision
for income taxes in both fiscal 2014 and fiscal 2013. The  Company did not recognize  interest in the
provision  for income taxes in fiscal 2012. The Company has  an accrual of less than $0.1 million for the
payment of interest related to unrecognized tax positions at  the end of both  fiscal  2014 and fiscal 2013,
with no such accrual at the end of fiscal  2012.

The Company believes it is reasonably possible that the gross unrecognized tax benefits  will
decrease by approximately $0.6 million in the  next 12 months  due to the lapse of the  statute of
limitations applicable to a tax deduction  claimed on a prior year foreign tax return.

The tax years 2010 through 2014 remain  open to examination by the  major taxing jurisdictions to

which  the Company is subject. The Company is not currently under audit in  any major taxing
jurisdiction.

18. Segment Information

The Company has one operating segment,  mixed-signal analog intensive ICs,  consisting of

numerous product areas. The Company’s chief operating decision maker is considered to be its  Chief
Executive Officer. The chief operating decision maker allocates resources and assesses performance of
the business and other activities at the operating segment level.

F-45

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

18. Segment Information (Continued)

The Company groups its products into three  categories, based on the markets and applications in
which  its ICs may be used. The following summarizes  the Company’s revenue by product category (in
thousands):

Year Ended

January 3,
2015

December 28,
2013

December 29,
2012

Broad-based . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast
. . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$317,128
204,256
99,320

$281,777
199,837
98,473

$270,098
186,067
107,129

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$620,704

$580,087

$563,294

Revenue is attributed to a geographic  area based on the shipped-to location. The  following

summarizes the Company’s revenue by geographic area (in thousands):

Year Ended

January 3,
2015

December 28,
2013

December 29,
2012

United States . . . . . . . . . . . . . . . . . . . . . . . . .
China . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
South Korea . . . . . . . . . . . . . . . . . . . . . . . . .
Rest of world . . . . . . . . . . . . . . . . . . . . . . . . .

$ 89,935
271,818
57,191
12,824
188,936

$ 68,566
253,261
55,036
21,303
181,921

$ 64,856
219,400
64,150
57,910
156,978

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$620,704

$580,087

$563,294

The following summarizes the Company’s property and equipment, net by geographic  area (in

thousands):

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rest of world . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$127,928
4,892

$126,263
6,182

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$132,820

$132,445

January 3,
2015

December 28,
2013

19. Subsequent Event

Acquisition

On January 30, 2015, the Company acquired  Bluegiga Technologies Oy, a private company.
Bluegiga is a provider of Bluetooth(cid:4) Smart,  Bluetooth  Classic  and  Wi-Fi(cid:4) modules and software stacks
for a multitude of applications in the Internet of Things  (IoT), industrial automation, consumer
electronics, automotive, retail, residential,  and health and fitness markets. The Company  acquired
Bluegiga for cash consideration of approximately $61 million.

F-46

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
January 3, 2015 (Continued)

19. Subsequent Event (Continued)

The Company will record the purchase of Bluegiga using the acquisition method of accounting and

will recognize the assets acquired and  liabilities assumed  at their  fair values as of the  date of the
acquisition. The results of Bluegiga’s operations will be included in the Company’s consolidated results
of operations beginning on the date of the acquisition.

The Company is currently evaluating  the  fair values of the  consideration transferred, assets

acquired and liabilities assumed. The Company expects to complete its initial  purchase  price allocation
in the first quarter of fiscal 2015.

F-47

Supplementary Financial Information  (Unaudited)

Quarterly financial information for fiscal 2014 and 2013  is as  follows. The fourth  quarter  of  fiscal
2014 had 14 weeks. All other quarterly periods reported here had 13 weeks (in thousands, except per
share amounts):

Fiscal 2014

Fourth
Quarter

Third
Quarter

Second
Quarter

First
Quarter

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$161,951
96,672
11,006
$ 10,024

$158,144
96,111
9,604
5,608

$

$154,918
98,663
20,802
$ 14,279

$145,691
87,105
10,009
8,110

$

Earnings per share:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

0.24
0.23

$
$

0.13
0.13

$
$

0.33
0.32

$
$

0.19
0.18

Fiscal 2013

Fourth
Quarter

Third
Quarter

Second
Quarter

First
Quarter

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$146,236
88,598
14,154
$ 10,642

$146,933
88,161
10,490
6,531

$

$141,543
88,773
19,029
$ 12,612

$145,375
87,372
20,637
$ 20,034

Earnings per share:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

0.25
0.24

$
$

0.15
0.15

$
$

0.30
0.29

$
$

0.47
0.46

Supplementary Financial Information
to the Annual Report

Appendix I. Reconciliation of GAAP
to Non-GAAP Financial Measures

Appendix I: Supplemental Financial  Information (Unaudited)

The non-GAAP financial measurements  provided below do not replace  the presentation  of Silicon
Laboratories’ GAAP financial results. These measurements merely provide supplemental information to
assist investors in analyzing Silicon Laboratories’ financial position and results of operations; however, these
measures are not in accordance with,  or an  alternative to, GAAP and may be different from non-GAAP
measures used by other companies. We are providing this information because it may enable  investors  to
perform meaningful comparisons of operating  results, and more clearly highlight the results of core ongoing
operations.

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)

Year Ended
January 3, 2015

Non-GAAP Income
Statement Items

GAAP

Percent of Compensation

Measure Revenue

Expense

GAAP

Stock

Intangible
Asset
Amortization

Acquisition
Related
Items

Revenues

. . . . . . . . . $620,704

Non-GAAP
Termination Unrecognized Non-GAAP Percent of
Revenue
Tax Benefits Measure

Release of

Costs

Gross margin . . . . . . .

378,551

61.0%

$

775

$ 1,559

$ —

$ 37

$ —

$380,922

61.4%

Research and

development . . . . . .

172,985

27.9%

18,521

12,948

—

85

Selling, general and

administrative . . . . .

154,145

24.8%

Operating expenses

. . .

327,130

52.7%

Operating income . . . .

51,421

Net income . . . . . . . .

38,021

8.3%

6.1%

Diluted shares

19,771

38,292

39,067

35,043

2,917

15,865

17,424

12,150

7,524

7,524

7,524

7,524

(264)

(179)

(142)

(74)

—

—

—

—

141,431

22.8%

124,197

265,628

115,294

20.0%

42.8%

18.6%

14.7%

(1,292)

91,372

outstanding . . . . . . .

43,793

—

—

—

—

—

43,793

Diluted earnings per

share . . . . . . . . . . . $

0.87

$

2.09

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
January 3, 2015

Non-GAAP Income
Statement Items

GAAP

Percent of Compensation

Measure Revenue

Expense

GAAP

Stock

Intangible
Asset
Amortization

Acquisition
Related
Items

Revenues

. . . . . . . . . $161,951

Non-GAAP
Termination Unrecognized Non-GAAP Percent of
Revenue
Tax Benefits Measure

Release of

Costs

Gross margin . . . . . . .

96,672

59.7%

$ 200

$ 390

$ —

$ 37

$—

$97,299

60.1%

Research and

development . . . . . .

46,139

28.5%

5,240

3,589

—

Selling, general and

administrative . . . . .

39,527

24.4%

Operating expenses

. . .

85,666

52.9%

Operating income . . . .

11,006

Net income . . . . . . . .

10,024

6.8%

6.2%

5,454

10,694

10,894

9,927

729

4,318

4,708

3,335

1,047

1,047

1,047

1,047

Diluted shares

outstanding . . . . . . .

43,137

—

—

—

85

3

88

125

125

—

Diluted earnings per

share . . . . . . . . . . . $

0.23

—

—

—

—

—

—

37,225

23.0%

19.9%

42.9%

17.2%

15.1%

32,294

69,519

27,780

24,458

43,137

$

0.57

Three Months Ended
September 27, 2014

Non-GAAP Income
Statement Items

GAAP

Percent of Compensation

Measure Revenue

Expense

GAAP

Stock

Intangible
Asset
Amortization

Acquisition
Related
Items

Revenues

. . . . . . . . . $158,144

Non-GAAP
Termination Unrecognized Non-GAAP Percent of
Revenue
Tax Benefits Measure

Release of

Costs

Gross margin . . . . . . .

96,111

60.8%

$ 201

$ 390

$ —

$—

$—

$96,702

61.1%

Research and

development . . . . . .

42,517

26.9%

4,713

3,008

—

Selling, general and

administrative . . . . .

43,990

27.8%

Operating expenses

. . .

86,507

54.7%

Operating income . . . .

Net income . . . . . . . .

9,604

5,608

6.1%

3.5%

4,700

9,413

9,614

8,456

729

3,737

4,127

2,407

6,483

6,483

6,483

6,483

Diluted shares

outstanding . . . . . . .

43,815

—

—

—

—

—

—

—

—

—

Diluted earnings per

share . . . . . . . . . . . $

0.13

—

—

—

—

—

—

34,796

22.0%

20.2%

42.2%

18.9%

14.5%

32,078

66,874

29,828

22,954

43,815

$

0.52

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
June 28, 2014

Non-GAAP Income
Statement Items

GAAP

Percent of Compensation

Measure Revenue

Expense

GAAP

Stock

Intangible
Asset
Amortization

Acquisition
Related
Items

Revenues

. . . . . . . . . $154,918

Non-GAAP
Termination Unrecognized Non-GAAP Percent of
Revenue
Tax Benefits Measure

Release of

Costs

Gross margin . . . . . . .

98,663

63.7%

$ 178

$ 390

$ —

$—

$—

$99,231

64.1%

Research and

development . . . . . .

41,844

27.0%

4,327

3,104

—

Selling, general and

administrative . . . . .

36,017

23.3%

Operating expenses

. . .

77,861

50.3%

Operating income . . . .

20,802

13.4%

Net income . . . . . . . .

14,279

9.2%

4,777

9,104

9,282

8,695

729

3,833

4,223

3,388

(822)

(822)

(822)

(822)

Diluted shares

outstanding . . . . . . .

44,218

—

—

—

—

—

—

—

—

—

Diluted earnings per

share . . . . . . . . . . . $

0.32

—

—

—

—

—

—

34,413

22.2%

20.3%

42.5%

21.6%

16.5%

31,333

65,746

33,485

25,540

44,218

$

0.58

Three Months Ended
March 29, 2014

Non-GAAP Income
Statement Items

GAAP

Percent of Compensation

Measure Revenue

Expense

GAAP

Stock

Intangible
Asset
Amortization

Acquisition
Related
Items

Revenues

. . . . . . . . . $145,691

Non-GAAP
Termination Unrecognized Non-GAAP Percent of
Revenue
Tax Benefits Measure

Release of

Costs

Gross margin . . . . . . .

87,105

59.8%

$ 195

$ 390

$ —

$ —

$ —

$87,690

60.2%

Research and

development . . . . . .

42,485

29.2%

4,241

3,247

Selling, general and

administrative . . . . .

34,611

23.7%

Operating expenses

. . .

77,096

52.9%

Operating income . . . .

10,009

Net income . . . . . . . .

8,110

6.9%

5.6%

4,841

9,082

9,277

7,966

729

3,976

4,366

3,019

Diluted shares

outstanding . . . . . . .

44,056

—

—

—

816

816

816

816

—

Diluted earnings per

share . . . . . . . . . . . $

0.18

—

(267)

(267)

(267)

(199)

—

—

—

—

(1,292)

34,997

24.0%

28,492

63,489

24,201

18,420

19.6%

43.6%

16.6%

12.6%

—

—

44,056

$

0.42

The company is a leading supplier of silicon, 
software and system solutions for the Internet 
of Things, Internet infrastructure, industrial 
automation, consumer and automotive markets. 

We solve the electronics industry’s toughest problems, providing 
customers  with  significant  advantages  in  performance,  energy 
savings, connectivity and design simplicity. Backed by our world-
class engineering teams with unsurpassed software and mixed-signal 
design expertise, Silicon Labs empowers developers with the tools 
and technologies they need to advance quickly and easily from initial 
idea to final product.

The company, founded in 1996, has more than 1,400 patents issued 
or pending. Based in Austin, Texas, Silicon Labs’ common stock is 
traded on the NASDAQ® exchange under the ticker symbol “SLAB.”

2014 Directors

Corporate Information

Nav S. Sooch 
Chief Executive Officer,  
Ketra 

Tyson Tuttle 
Chief Executive Officer,  
Silicon Labs 

William G. Bock
President, 
Silicon Labs

David R. Welland
Vice President and Fellow,  
Silicon Labs

Alf-Egil Bogen 
Chief Executive Officer, 
Novelda AS 

Harvey B. Cash
General Partner,  
InterWest Partners 

Robert Ted Enloe, III 
Managing General Partner, 
Balquita Partners, Ltd. 

Jack Lazar
Chief Financial Officer, 
GoPro

Laurence G. Walker, PhD 

Bill Wood
General Partner, 
Silverton Partners 

Executive Officers

Tyson Tuttle
Chief Executive Officer

William G. Bock
President

John Hollister
Senior Vice President and  
Chief Financial Officer 

Kurt Hoff
Senior Vice President of  
Worldwide Sales

Sandeep Kumar, PhD
Senior Vice President  
of Worldwide Operations 

Stock Listing  
Common stock traded on 
NASDAQ, symbol SLAB

Options
The Company’s options are 
traded on the Chicago Board 
Option Exchange and the 
American Stock Exchange.

Legal Counsel
DLA Piper US LLP 
401 Congress Avenue,  
Suite 2500 
Austin, Texas 78701

Independent Registered Public 
Accounting Firm
Ernst & Young LLP 
401 Congress Avenue,  
Suite 1800 
Austin, Texas 78701

Transfer Agent and Registrar
American Stock Transfer &  
Trust Company 
59 Maiden Lane 
Plaza Level  
New York, New York 10038 
800-937-5449

Stock Data 
As of January 27, 2015, there 
were 42,137,503 shares issued 
and outstanding, and 97 holders 
of record. The following table 
shows the record high and 
low per share prices of the 
Company’s common stock as 
reported by the NASDAQ  
for the periods.

High

Low

$54.00

$41.19

$53.78

$42.41

$50.05

$39.28

$48.50

$36.29

Q1

Q2

Q3

Q4

Annual Meeting
The Silicon Laboratories Inc. 
annual meeting will be held on 
Friday, April 24, 2015 at 9:30 am 
Central Time at the Lady Bird 
Johnson Wildflower Center,  
4801 La Crosse Avenue,  
Austin, Texas, 78739.

Investor Relations
For more information about 
Silicon Labs, please visit our 
website at www.silabs.com,  
or contact:

Investor Relations  
Silicon Labs 
400 West Cesar Chavez 
Austin, Texas 78701 
512-416-8500 
investor.relations@silabs.com

Created by Make It So Design, Austin, Texas 

 
 
 
We are engineers. We are innovators. We are Silicon Labs.