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Silicon Laboratories

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FY2018 Annual Report · Silicon Laboratories
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2018 Annual Report

The leader in silicon, software and solutions for a smarter, more connected world.

silabs.com

The leader in silicon, software and solutions for a smarter, more connected world.

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To Our Shareholders

We are proud of our performance in 2018, which was a 
strong year for Silicon Labs in many dimensions. We grew 
revenue by $100 million to a record $868 million, completed 
the successful acquisition of Z-Wave, and strengthened 
our team with the addition of critical talent in software, 
sales, applications, customer support and leadership. We 
continue to focus our strategy and investments on long-term, 
high-quality growth vectors where the insatiable demand 
for data, the electrifi cation of the world and the value in 
connecting “things” will only accelerate into the future.

We made signifi cant progress during the year with our IoT 
and Infrastructure products, which now represent more 
than 75 percent of total revenue. We saw growth in all 
geographies and key end market segments, led by Industrial, 
which increased over 20 percent year-on-year to more than 
50 percent of revenue. Our opportunity pipeline grew more 
than 40 percent year-on-year to $11 billion in lifetime revenue 
with design wins increasing approximately 30 percent, 
providing a strong tailwind for future growth potential.

Conservative  fi nancial  management  and  operational 
excellence have been the foundation of our success. In 
2018, we delivered GAAP gross margins of 60 percent and 
non-GAAP gross margins of 61 percent, above the high 
end of our target operating model range and refl ecting the 
quality of our products and served markets, as well as a 
stronger Infrastructure product mix. GAAP operating margin 
was 10 percent of revenue in 2018. We posted a notable 
improvement in non-GAAP profi tability, with operating 
margin up 70 basis points over 2017 to 21 percent. GAAP 
diluted earnings per share increased 74 percent year-on-year 
to $1.90. Non-GAAP diluted earnings per share increased 
14 percent year-on-year to a record $3.71. Strong operating 
cash fl ow of $174 million enabled Silicon Labs to repurchase 
$39 million of its shares. We ended the year with $620 
million in cash, cash equivalents and investments, and $160 
million remaining in our share repurchase authorization 
through fi scal 2019. We are well-positioned to execute 
on our capital deployment strategy focusing on M&A and 
share repurchases.

Our IoT products are gaining signifi cant traction in the 
smart home, industrial, metering, commercial, consumer 
and lighting markets. Revenue for the year grew 17 percent, 
representing more than 50 percent of total revenue, falling 
short of expectations due to headwinds from delayed 
product ramps in lighting and metering markets as well 
as macro weakness as we exited the year. Design wins 
increased nearly 30 percent year-on-year signaling strong 
market traction and future growth. We are focusing our 
R&D investments to deliver higher levels of integration 
and security, and new multiprotocol capabilities to extend 
our leadership and differentiation in target markets for 
low-power wireless end nodes. 

Infrastructure delivered more than 30 percent year-on-year 
revenue growth, and design win lifetime revenue increased 
approximately 50 percent. We continue to expand and 
diversify our timing revenue beyond core optical networking 
into industrial, data center and wireless infrastructure mar-
kets. The explosion of data is driving data center upgrades 
from 10G to 100G, wireless carrier upgrades from 4G to 5G 
and service provider upgrades from 100G to 400G. These 
faster speeds drive demand for higher performance timing 
products, which plays to our strength and leadership in 
clocks and oscillators. We have also established ourselves 
as the leading provider of digital isolation technology for 
the cloud, telecom and electric vehicle markets. We are 
encouraged by the longer-term demand for electric vehicles, 
which presents a large opportunity for Silicon Labs with 
the number of EVs on the road expected to grow to 125 
million by 2030. 

We believe we are well-positioned and remain confi dent 
in our longer-term ability to outperform the market. We 
are focused on executing on our product roadmaps and 
converting a large pipeline of opportunities into additional 
wins and share gains. The technologies we are developing 
are enabling our customers to transform industries and 
improve lives, and together we are creating a smarter, more 
connected world.

We appreciate your investment in Silicon Labs.

Board of Directors

Executive Offi cers

Corporate Information

Tyson Tuttle 
President and 
Chief Executive Officer

Nav Sooch
Founder and 
Chairman

Silicon Labs is a leading provider of 

silicon, software and solutions for a 

smarter, more connected world.

Founded in 1996 and headquartered in Austin, Texas, Silicon Labs has more than 1,700 patents issued or pending. 

The company’s common stock is traded on the NASDAQ exchange under the ticker symbol “SLAB.”

Tyson Tuttle 

President and 

Chief Executive Offi cer

Stock Listing 

Common stock traded on 

NASDAQ, symbol SLAB

Lead Independent Director 

John Hollister

Options

Nav Sooch

Founder and Chairman

Bill Wood

Bill Bock

Independent Director

Jack Lazar

Independent Director

Gregg Lowe

President and 

Chief Executive Offi cer, 

Cree 

Nina Richardson

Independent Director

Sumit Sadana

Executive Vice President and

Chief Business Offi cer, 

Micron Technology

Tyson Tuttle

President and 

Chief Executive Offi cer, 

Silicon Labs

Christy Wyatt

Chief Executive Offi cer,

Absolute Software Corporation

Worldwide Sales and Marketing

Legal Counsel

Senior Vice President and 

Chief Financial Offi cer 

Brandon Tolany

Senior Vice President of 

Sandeep Kumar, PhD

Senior Vice President of 

Worldwide Operations

Alessandro Piovaccari, PhD

Senior Vice President and 

Chief Technical Offi cer

The Company’s options are traded 

on the Chicago Board Option 

Exchange and the American 

Stock Exchange.

Independent Registered Public 

DLA Piper US LLP

401 Congress Avenue, 

Suite 2500

Austin, Texas, 78701 USA

Accounting Firm

Ernst & Young LLP

401 Congress Avenue, 

Suite 1800

Austin, Texas, 78701 USA

Transfer Agent and Registrar

American Stock Transfer & 

Trust Company

59 Maiden Lane

Plaza Level 

New York, New York, 10038 USA

+1 800-937-5449

Stock Data 

As of 1/21/2019, there were 67 

holders of record, holding a total 

of 43,088,623 shares. The table 

below shows the high and low per-

share sales prices of our common 

stock for the periods indicated, as 

reported by NASDAQ.

High

Low

$101.20

$84.48

$110.70

$85.96

$108.15

$90.50

$93.73

$73.13

Q1

Q2

Q3

Q4

Annual Meeting

The Silicon Laboratories Inc. 

annual meeting will be held on 

Thursday, April 18, 2019 at 9:00

a.m. Central Time at the Lady Bird 

Johnson Wildfl ower Center, 

4801 La Crosse Avenue, 

Austin, Texas, 78739 USA.

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 Street

Austin, Texas, 78701 USA

+1 512-416-8500

investor.relations@silabs.com

Designed by Make It So Design, Austin, Texas

GAAP Financials*
In thousands, except per share data

Revenue

  % YOY Growth

Gross Margin

  % of Revenue

R&D

  % of Revenue

SG&A

  % of Revenue

Q1 2018

Q2 2018

Q3 2018

Q4 2018

FY2018

 $205,384 

 $217,106 

 $230,243 

 $215,534 

 $868,267 

14.7%

14.2%

15.9%

7.2%

12.9%

 $124,237 

$131,292 

 $135,627 

 $130,243 

 $521,399 

60.5%

60.5%

58.9%

60.4%

60.1%

 $54,828 

 $59,495 

 $61,091 

$62,933 

 $238,347 

26.7%

27.4%

26.5%

29.2%

27.5%

 $45,694 

 $53,796 

 $49,406 

 $48,948 

 $197,844 

22.3%

24.8%

21.5%

22.7%

22.8%

Operating Expenses

 $100,522 

 $113,291 

 $110,497 

 $111,881 

 $436,191 

  % of Revenue

49.0%

52.2%

48.0%

51.9%

50.3%

Operating Income

 $23,715 

 $18,001 

 $25,130 

 $18,362 

 $85,208 

  % of Revenue

Net Income

  % of Revenue

Diluted Earnings Per Share

  % YoY Growth

11.5%

8.3%

10.9%

8.5%

9.8%

 $26,405 

 $14,280 

 $27,761 

 $15,145 

 $83,591 

12.9%

 $0.60 

66.7%

6.6%

 $0.32 

-15.8%

12.1%

 $0.63 

37.0%

7.0%

 $0.35 

NM1

9.6%

 $1.90 

74.3%

*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 2018 Form 10-K, which is included in this Annual Report. 
1Not a Meaningful Figure

Revenue
In millions

$621

$645

$868

$769

$698

FY14

FY15

FY16

FY17

FY18

Access

Broadcast

Infrastructure

IoT

Silicon Labs 2018 Annual Report

 
 
(This page has been left blank intentionally.)

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 December 29, 2018

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 every Interactive Data File required to be
submitted 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 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, a
smaller reporting company, or an  emerging growth  company. See the definitions of ‘‘large accelerated filer,’’ ‘‘accelerated filer,’’
‘‘smaller  reporting  company’’ and ‘‘emerging growth  company’’ in Rule 12b-2 of the Exchange Act.
Large  accelerated  filer (cid:1)

Non-accelerated filer  (cid:2)

Accelerated filer (cid:2)

Smaller reporting company  (cid:2)
Emerging growth company (cid:2)

If  an  emerging growth company, indicate  by  check mark if the registrant has elected not to use the extended transition
period for complying with  any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act.  (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 29,  2018)  was  approximately $4.2 billion (assuming, for this purpose, that only directors and officers
are  deemed affiliates).

There  were 43,088,623  shares  of the registrant’s common stock issued and outstanding as of January 21, 2019.

Portions of the Proxy Statement for  the  registrant’s 2018 Annual Meeting of Stockholders are incorporated by reference

into Part III of this  Form 10-K.

DOCUMENTS INCORPORATED BY REFERENCE

(This page has been left blank intentionally.)

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.
Item 16.

Exhibits and Financial Statement  Schedules . . . . . . . . . . . . . . . . . . . . .
Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page
Number

2
13
28
28
29
29

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32

33
45
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48
48

48

48
48

49
51

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. is a leading  provider of silicon, software and  solutions for a smarter, more

connected world. Our award-winning technologies are  shaping  the future  of  the Internet of Things
(IoT), Internet infrastructure, industrial  automation,  consumer and automotive markets. Our world-
class engineering team creates products focused on performance,  energy savings, connectivity  and
simplicity.

Our primary semiconductor products are mixed-signal integrated circuits (ICs), which are
electronic components that convert real-world  analog signals, such as sound and  radio waves, into
digital signals that electronic products can  process. Our mixed-signal ICs leverage standard
complementary metal oxide semiconductor (CMOS), a low cost, widely available  process technology.
Use of CMOS technology 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 mobile devices is driving  semiconductor consumption.
Intelligence is being added to electronic systems  to  enable Internet  connectivity, 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, 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, which is driving the  need for analog-intensive, mixed-signal circuits in a
wide range of electronic products. 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. To improve
their competitive position, electronics manufacturers must 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  rapidly

adapt to evolving industry standards and  new technologies.  Because analog-intensive, mixed-signal
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 solution providers lack sufficient analog expertise to develop  compelling  mixed-signal
products. As a result, manufacturers of  electronic devices value providers that can  supply them with
mixed-signal solutions offering 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 for the IoT including  connected home  and security,  industrial, smart
energy, consumer, automotive and lighting  applications.  We are a supplier  of wireless  connectivity
solutions for the IoT based on Zigbee(cid:4), sub-GHz proprietary technologies, Bluetooth(cid:4), Z-Wave(cid:4),
Thread, and Wi-Fi(cid:4).

We  provide a wide range of timing and isolation products for infrastructure applications including

high-performance clocks and oscillators  for networking equipment, data centers and  wireless  base
stations, as well as digital isolators and current sensors for industrial power supplies,  motor control,
solar inverters and hybrid-electric vehicles.  We  also provide broadcast products, such  as TV tuners  and
demodulators and automotive radio tuners, and access products including  subscriber line interface
circuits for voice over IP (VoIP), embedded  modems, and Power over  Ethernet  (PoE)  power  source
equipment and powered device ICs.

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 create
products that, when compared to many  competing products, offer the following benefits:

(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) Internet of Things products, which include our microcontroller (MCU),  wireless and sensor

products;

(cid:127) Broadcast products, which include our broadcast consumer and automotive  products;

(cid:127) Infrastructure products, which include our timing products (clocks  and  oscillators), and isolation

devices; and

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

Power over Ethernet (PoE) devices.

3

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

that we have introduced to customers:

Product  Areas and Description

Internet of Things Products

Microcontrollers and Wireless Products

We  offer a family of products ideal for  embedded systems  that
include energy friendly 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  wireless
connectivity devices such as our multiprotocol Wireless Gecko
system-on-chip (SoC) devices. Our wireless modules provide
flexible, highly integrated products that meet demanding
requirements and can be used in many  applications. Our wireless
connectivity solutions for the IoT are based on Zigbee, sub-GHz
proprietary technologies, Bluetooth, Z-Wave, Thread and Wi-Fi.
Our EFM32(cid:5), EFM8(cid:5), 8051, wireless MCUs and wireless SoCs
are supported by Simplicity Studio(cid:5), which provides one-click
access to design tools, documentation, software  and  support
resources. We also offer a Micrium(cid:4) real-time operating system
(RTOS)  to help simplify software development for IoT
applications by coordinating and prioritizing  multiprotocol
connectivity, SoC peripherals and other system-level  activities.
Our broad portfolio addresses a variety of target markets,
including smart home, commercial (building automation and
retail) and industrial (smart energy, factory automation, smart
cities).

Applications

(cid:127) Home automation
(cid:127) Security systems
(cid:127) Smart  lighting
(cid:127) Smart metering
(cid:127) Wearables
(cid:127) Industrial automation and

control

(cid:127) Consumer  electronics
(cid:127) Medical instrumentation
(cid:127) Automotive  sensors  and

controls

(cid:127) Electronic test and

measurement equipment

(cid:127) White goods
(cid:127) Remote controls

Sensors

Our sensor products include optical sensors (proximity,  ambient
light  gestures and heart rate monitoring), as  well as relative
humidity (RH) / temperature sensors  and Hall effect magnetic
sensors. These devices leverage our mixed-signal capability to
provide high accuracy, process technology  to  improve
performance and lower power consumption than  competing
parts.

(cid:127) Consumer health &  fitness

(wearables)

(cid:127) Smart home sensing
(cid:127) Industrial controls
(cid:127) Toys  and consumer  electronics
(cid:127) Monitors and  lavatory controls
(cid:127) Consumer  medical

Infrastructure Products

Timing  Devices

Robust demand for bandwidth is driving  the deployment  of
next-generation  Internet infrastructure equipment to deliver  higher
speed, higher capacity 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,
mass-customizable timing solutions that  accelerate development
time, minimize cost and improve system  reliability. Our
high-performance  ‘‘clock-tree-on-a-chip’’  products  offer highly
integrated single-chip IC solutions for clock synthesis and jitter
attenuation, offering superior jitter performance and frequency
flexibility  for high  data rate applications.

(cid:127) Optical networking
(cid:127) Telecommunications
(cid:127) Data communications
(cid:127) Switches/routers
(cid:127) Industrial
(cid:127) Servers and storage
(cid:127) Mobile fronthaul and backhaul
(cid:127) Wireless base stations
(cid:127) Small cells
(cid:127) Broadcast video

4

Product  Areas and Description

Isolation Products

Applications

Our digital isolation techniques enable customers to deploy more
energy efficient power solutions that  meet  isolation safety
standards  and solve difficult electronic noise issues. Systems such
as data center servers, cellular base stations, uninterruptable
power supplies and  electric  vehicles require increasingly energy
efficient power solutions. Electric motors used in electric vehicles,
pumps, HVAC compressors, fans and  automated machinery need
more sophisticated and efficient digital controls. Our isolation
technology enables customers to address these demanding
requirements. Products include multi-channel isolators, isolated
drivers, isolated power  converters  and mixed-signal devices that
simplify design, improve reliability, minimize  noise emissions  and
reduce  system cost

(cid:127) Industrial control and
automation  systems

(cid:127) Cloud,  datacenter  and telecom

power supplies

(cid:127) Electric vehicle charging

stations

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

drive trains
(cid:127) Motor  control
(cid:127) High power audio
(cid:127) Test and measurement

equipment

Broadcast Products

Broadcast Consumer

Our single-chip hybrid TV tuners and  analog TV  demodulators
leverage  our proven digital low-IF architecture and exceed the
performance of traditional discrete TV  tuners, enabling  TV
makers worldwide to deliver improved  picture quality and  better
reception for both analog and digital  broadcasts. Our small,
low-power and high-performance single and dual  digital  video
demodulators support DVB-T/T2, DVB-S/S2/S2X, DVB-C/C2,
and/or ISDB-T in a single chip and are  ideal for equipment
receiving digital terrestrial, satellite and/or cable services. Our
AM/FM, HD Radio(cid:5) and DAB/DAB+ receivers deliver a
complete radio solution 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.

Broadcast Automotive

Our high-performance solutions for car audio systems include
high-fidelity radio ICs that improve the end user experience,
reduce system cost and offer the latest digital radio technologies
like DAB/DAB+ and HD Radio. 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.

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

(cid:127) Integrated  digital  televisions

(iDTV)

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

set-top boxes

(cid:127) PVR/DVD/Blu-Ray/HDD

video recorders
(cid:127) PC-TV applications
(cid:127) AM/FM clock radios
(cid:127) DAB digital radios
(cid:127) HD  Radio  digital  radios
(cid:127) Home  theater systems
(cid:127) Portable audio devices
(cid:127) MP3/digital media players

(cid:127) Automotive OEM  infotainment

systems

(cid:127) Aftermarket car radios
(cid:127) Navigation/GPS devices

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 market for Voice over IP telephony applications  deployed
over cable, DSL, optical and wireless fixed terminal networks.

(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

5

Product  Areas and Description
ISOmodem(cid:4) Embedded Modems

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

Power over Ethernet

Our PoE 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.

Applications

(cid:127) Fax  machines and multi-

function printers

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

(cid:127) Enterprise  networking routers

and  switches

(cid:127) Wireless  access points (WAP)
(cid:127) VoIP phones
(cid:127) POS terminals
(cid:127) Security cameras

Revenues during fiscal 2018, 2017 and 2016 were  generated  predominately by sales of our mixed-

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

Fiscal Year

2018

2017

2016

Internet of Things . . . . . . . . . . . . . . . . . . . . . . . .
Infrastructure . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$463,838
199,478
141,412
63,539

$395,012
152,158
152,980
68,717

$314,614
147,677
157,746
77,589

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

$868,267

$768,867

$697,626

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. During  fiscal 2018, our ten  largest  end customers  accounted for  20% of
our  revenues. We had no customer that  represented more than 10% of our revenues during this period.
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 sell the  products to, and are paid  by
distributors and contract manufacturers, we refer to such end customer as our customer. Two of our
distributors who sell directly to our customers,  Arrow  Electronics and  Edom Technology, each
represented 21% and 17% of our revenues during fiscal  2018,  respectively.  There were  no contract
manufacturers that accounted for 10% or more of revenues  for fiscal 2018. During fiscal 2018,  we
consolidated our distribution relationships to a  single  global distributor, Arrow  Electronics.  We are
maintaining our extensive network of  regional distributor partners and etailers  to  complement our
single global distributor partner.

We  maintain numerous sales offices in Asia, the  Americas and  Europe. 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 83% in fiscal  2018. For further information regarding our revenues and
long-lived assets by geographic area, see  Note 18, Segment Information, to the Consolidated Financial
Statements.

6

Our direct sales force is comprised of many 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 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 products, we employ experienced applications
engineers who work closely with customers  and  distributors  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 help a customer incorporate  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 years) based on a wide variety of  customer  factors.  Not all  design wins ultimately result  in
revenue, or may result in less revenue than expected. 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 products  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  less
efficiently 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.

7

Research and development expenses were $238.3  million,  $209.5 million and  $199.7 million in

fiscal 2018, 2017 and 2016, 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) Mixed-signal, firmware and system design  expertise;

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

(cid:127) Software expertise, including multiprotocol connectivity  and real-time operating systems for the

IoT;

(cid:127) Module integration and wireless design 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.

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 our ICs  in standard  CMOS processes. Most
of our product designs now incorporate some type of RF in CMOS technology. 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 standalone
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.

Mixed-Signal, 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 mixed-signal and RF in  CMOS 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

8

performance. These patented approaches  require our advanced  signal processing 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 wireless SoC  devices  for
IoT applications integrate both digital  and analog domains in a single chip.  The  SoCs combine  ARM
Cortex-M processor cores, a variety of  digital  and analog  peripherals, hardware  cryptography
accelerators, and analog-intensive multiprotocol radio transceivers. This system  integration at  the chip
level  leverages our deep expertise in mixed-signal and RF design,  and  low-power wireless MCU
architectures pioneered for more than  a  decade.

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 enables machine-to-machine communications,
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 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.

As the IoT continues to mature, a new  class of embedded applications is  emerging, presenting
feature-rich and task-intensive use cases. This  growing  complexity  is driving the  need  for real-time
operating systems to help simplify software  development for IoT applications by coordinating and
prioritizing multiprotocol connectivity,  SoC  peripherals and  other system-level activities. In  addition  to
being able to manage numerous application tasks, an RTOS enhances scalability, and makes complex
applications predictable and reliable. To address these  application  needs, we acquired Micrium, an
embedded RTOS provider. Micrium  has  established itself as a reliable, high  performance and trusted
RTOS software platform, with an installed base that has  grown to millions of devices.

Module Integration and Wireless Design Expertise

The market for wireless modules has  grown  as customers search for  solutions  that  provide turnkey

wireless connectivity to their products. The development of modules is difficult  due  to  stringent
requirements, including high levels of integration, programmability, performance,  reliability, security
and power efficiency. In addition, designs must meet numerous wireless  standards deployed  in various
environments and serving diverse requirements.

9

Our combined expertise in IC design  and  software development allows us  to  engineer modules that
provide robust, high-performance connections  in challenging wireless environments.  We have developed
wireless modules based on numerous wireless  standards, including Z-Wave, Bluetooth,  Zigbee, Thread,
Wi-Fi and sub-GHz. We believe our  demonstrated  proficiency in the design of modules  provides our
customers with significant advantages such as  fast time  to  market,  reduced  development cost,  global
wireless certifications and software reuse.

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) 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 2018,  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 2019.

Backlog

We  include in backlog accepted product purchase orders from  customers  and worldwide distributor

stocking orders. Product orders in our backlog are  subject to changes in delivery schedules or

10

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. 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, Broadcom, Cypress,
IDT,  Infineon, Maxim Integrated Products, MaxLinear,  Microchip, Nordic Semiconductor,
NXP Semiconductors, Qualcomm, Renesas,  STMicroelectronics, Synaptics, Texas Instruments 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.

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 December 29, 2018, we  had approximately 1,730 issued  or pending  United States and
foreign patents. There can be no assurance that  patents will  ever be issued with respect to our patent
applications. Furthermore, it is possible that  any patents held by  us may be invalidated, circumvented,

11

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 December 29, 2018, we employed 1,505 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.

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.

12

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  mixed-signal solutions;

(cid:127) The rate of adoption of mixed-signal  products 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 mixed-signal 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;

(cid:127) Our customers may not be able to  obtain other  components such as capacitors (which are

currently in short supply) that they need to incorporate in  conjunction with our products,  leading
to potential downturn in the demand for our products;

(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

13

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 products 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  products 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  products. If our products 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 IoT market is  dependent 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.

14

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 products serve as components and solutions 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  2018 was $238.3 million,  or 27.5% of
revenues. A number of 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.

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

The semiconductor and software industries have experienced  significant  litigation  involving patents
and other intellectual property rights. From time to time, third  parties, including non-practicing entities,
allege intellectual property infringement by  our  products, our customers’ products, or products using
technologies or communications standards used in our industry. We also receive  communications from
customers or suppliers requesting indemnification for allegations  brought against them by third parties.
Some of these allegations have resulted,  and  may  result in  the future,  in our involvement in  litigation.
We  have certain contractual obligations  to defend and indemnify our  customers from certain
infringement claims. We also 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.

Given the unpredictable nature of litigation and the  complexity of the technology,  we may  not

prevail in any such litigation. Legal proceedings could  subject us to significant  liability,  invalidate our
proprietary rights, or harm our businesses and our ability to compete. 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  or  merit, could be time-consuming and expensive to resolve
and could divert our management’s time  and attention.  Intellectual property litigation also  could  force
us to take specific actions, including:

(cid:127) Cease  using, selling or manufacturing certain  products, services or processes;

(cid:127) Attempt to obtain a license, which license  may  require the payment of substantial royalties or

may not be available on reasonable terms or at all;

(cid:127) Incur significant costs, time delays and lost  business opportunities  to  develop alternative

technologies or redesign products; 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

15

offerings, expand the breadth of our markets or  enhance  our technical  capabilities. On April 18,  2018,
we acquired the Z-Wave business from  Sigma Designs. This acquisition and other 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;

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

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

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 2018,  71%
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

16

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.  Because we consolidated our distribution  relationships
to a single global distributor, Arrow  Electronics, in fiscal 2018, termination of the relationship with
Arrow Electronics, either by us or by  Arrow Electronics, could result  in a temporary or  permanent loss
of revenue. If Arrow Electronics fails  to  effectively market and sell  our products in  full compliance  with
applicable laws, or if we are unable to  maintain our existing relationship with Arrow  Electronics,  we
may not be able to find a distributor with the scale and resources of Arrow Electronics, maintain
existing levels of international revenue  or realize expected long-term international revenue  growth. We
may not be successful in finding suitable  alternative global distributors on  satisfactory terms, or  at all,
and this could adversely affect our ability  to effectively sell  our solutions in certain geographical
locations or to certain end customers.

We depend on a limited number of customers for  a significant  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  2018, our ten largest
customers accounted for 20% 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 products at all, purchase fewer  products 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 products; 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.

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.

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

17

products 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  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 and/or  when

new versions are released. Our products are increasingly designed in more complex processes, including
higher  levels of software and hardware  integration in  modules and  system-level solutions and/or  include
elements provided by third parties which further increase the risk of errors.  We rely primarily on  our
in-house testing personnel to design test  operations and procedures  to  detect any errors or
vulnerabilities prior to delivery of our products  to  our  customers.

Should problems occur in the operation  or performance of our products,  we may experience delays
in meeting key introduction dates or  scheduled delivery dates to our customers. These errors could also
cause  significant re-engineering costs,  the  diversion of our  engineering personnel’s attention from our
product  development efforts and cause  significant customer  relations and business reputation problems.
Any defects could result in refunds, product  replacement,  product recall or other liability. Any of the
foregoing could impose substantial costs and harm our business.

Product liability, data breach or cyber  liability  claims may be asserted with respect  to  our  products.

Many of our products focus on wireless connectivity and the IoT market and such  connectivity may
make these products particularly susceptible to cyber-attacks. 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, failure or vulnerability 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
end-products. There can be no assurance that any insurance we maintain  will  sufficiently protect  us
from 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 products 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.

18

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;

(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 have sold were manufactured either by TSMC

or 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.

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
product  or software, changes in the IC’s manufacturing process  or the selection  of  a new  supplier  by us
may 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.

19

We are a global company, 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 Asia, the Americas and Europe. 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 83% during fiscal 2018. We may not  be  able to maintain or  increase
global  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, including trade  restrictions, tariffs,  quotas and other

trade barriers, particularly with respect to China-U.S. trade policies;

(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,
including the impact of the Tax Cuts and Jobs  Act;

(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  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, substantially 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 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.

20

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.

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
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 products. In particular, there is a shortage of engineers who  are familiar  with the

21

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;

(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;

(cid:127) The required expensing of stock awards;  and

22

(cid:127) The required changes in our reported revenue and revenue recognition  accounting policy under

ASC Topic 606, Revenue from Contracts with Customers.

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 recent geopolitical
maneuverings, including nuclear weapons  and long-range missile testing, 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.

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.

23

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 convertible senior notes could adversely affect our operating results and financial condition

Upon conversion, our convertible senior notes may be settled  in cash,  shares of our common  stock

or a combination of cash and shares, at our  election. We intend to settle  the principal amount of the
notes in cash. If we do not have adequate  cash  available,  we  may  not  be  able to settle the  principal
amount in cash. In such case, we will  be  required to settle the principal amount in  stock, which would
result in immediate, and likely material, dilution to the ownership interests  of  our  existing stockholders.
Any sales in the public market of our  common stock issuable  upon  such conversion could adversely
affect prevailing market prices of our common stock.

Following any conclusion that we no longer have the  ability to settle  the convertible  senior  notes in

cash, we will be required on a going  forward basis to change our  accounting policy for earnings per
share from the treasury stock method  to  the if-converted method. Earnings per share may be lower
under the if-converted method as compared to the  treasury stock  method.

The principal balance of the convertible senior notes was separated into liability and equity

components, which were recorded initially at fair  value.  The  excess  of  the principal amount of the
liability component over its carrying amount  represents  the debt  discount, which is accreted to interest
expense over the term of the notes using  the effective interest method. Accordingly, we will report
higher  interest expense because of the  recognition  of  both the debt discount amortization  and the
notes’ coupon interest.

Our debt could adversely affect our operations and  financial  condition

We  believe we have the ability to service our debt,  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
herein, many of which are beyond our control. Our credit facility also  contains covenants, including
financial covenants. If we breach any  of  the covenants under  our credit  facility 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  facility
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
facility 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.

24

We have  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
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

25

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.  We  believe  the  semiconductor
industry is currently suffering a downturn due in large part to adverse macroeconomic conditions,
characterized by a slowdown in overall  GDP  performance and factory activity  in certain regions,
particularly  in  China  ,  higher  levels  of  customer  inventory,  the  impact  of  tariffs  on  trade  relations,  and
greater overall uncertainty regarding  the  economy.  This downturn has had, and may continue  to  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 products. 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 products 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, Broadcom, Cypress, IDT,  Infineon, Maxim Integrated Products,
MaxLinear, Microchip, Nordic Semiconductor, NXP Semiconductors, Qualcomm, Renesas,
STMicroelectronics, Synaptics, Texas  Instruments  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  products 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.

26

We may  be the victim of business disruptions and security breaches,  including  cyber-attacks, which  could lead
to liability or could damage our reputation  and financial results

Information technology system and/or  network disruptions, regardless of the cause, but  including

acts of sabotage, error, or other actions, could  harm the company’s  operations.  Failure to effectively
prevent, detect, and recover from security  breaches, including cyber-attacks, could result in the misuse
of company assets, disruption to the  company,  diversion of management resources, regulatory inquiries,
legal claims or proceedings, reputational  damage, loss  of sales and other costs to the  company. We
routinely face attacks that attempt to  breach  our  security protocols,  gain access to or disrupt our
computerized systems or steal proprietary company, customer, partner or employee information.  These
attacks are sometimes successful. These attacks  may be due  to  security breaches, employee error, theft,
malfeasance, phishing schemes, ransomware, faulty password or data security management,  or other
irregularities. The theft, loss, destruction,  unavailability or misuse of  personal or business data
collected, used, stored or transferred by us to run our business could result in  increased security costs
or costs related to defending legal claims.  Industrial espionage, theft or loss of our intellectual property
data could lead to counterfeit products  or harm  the competitive position of our products and  services.
Costs to implement, test and maintain measures to promote compliance with  applicable privacy and
data security laws as well as to protect the overall security of our  system could be significant.
Attempted or successful attacks against  our products and services could damage  our reputation with
customers or users and reduce demand  for our products and services.

Changes in the Privacy and Data Security/Protection Laws  Could Have an Adverse Effect on our Operations

Federal, state and international privacy-related or data  protection laws and regulations  could  have

an adverse effect on our operations.  Complying with these laws  and the possibility of proceedings
against us by  governmental entities or others  in relation to these  laws could increase operational costs.
In May 2018, the European Union’s General  Data  Protection Regulation (‘‘GDPR’’) went into effect,
replacing the EU’s 1995 Data Protection Directive. The costs of compliance with  the GDPR and the
potential for fines and penalties in the event of a  breach  of  the GDPR may have an  adverse  effect  on
our  operations.

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,
theft, 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 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,
distributors and customers, 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 reputation, business operations and financial results.

27

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.

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  products fail to achieve market acceptance, our
growth prospects, operating results and  competitive position  could be adversely affected.

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.

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
own, 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 129,000 square feet  were leased to other
tenants. In addition to these properties, we lease smaller facilities in various locations  in the United
States, Australia, Canada, China, Denmark, Finland, 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.

28

Item 3. Legal Proceedings

Information regarding legal proceedings is provided in Note 11, Commitments and Contingencies, to

the Consolidated Financial Statements. Such information is incorporated  by reference herein.

Item 4. Mine Safety Disclosures

Not applicable.

29

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 21,  2019, there  were 67 holders of record of
our  common stock.

High

Low

Fiscal Year 2017

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

$ 75.60
78.45
81.95
96.93

Fiscal Year 2018

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

$101.20
110.70
108.15
93.73

$63.15
66.85
66.35
80.17

$84.48
85.96
90.50
73.13

Dividend Policy

We  have never declared or paid any cash dividends on  our common stock and  we currently do not

intend to pay cash dividends. We currently expect to retain any future earnings to fund the  operation
and expansion of our business.

30

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.

300

250

200

150

100

50

D
O
L
L
A
R
S

0
12/28/13

01/03/15

01/02/16

12/31/16

12/30/17

12/29/18

Silicon Laboratories Inc.
PHLX Semiconductor Sector Total Return Index

NASDAQ Composite

25JAN201921264603

Company / Index

12/28/13

01/03/15

01/02/16

12/31/16

12/30/17

12/29/18

Silicon Laboratories Inc.
. . . . . . . . . . . . .
NASDAQ Composite . . . . . . . . . . . . . . . .
PHLX Semiconductor Sector Total Return
Index . . . . . . . . . . . . . . . . . . . . . . . . . .

$100.00
$100.00

$112.18
$115.10

$114.62
$123.34

$153.48
$134.27

$208.50
$174.07

$185.36
$167.82

$100.00

$131.84

$129.76

$180.79

$254.08

$237.11

(1) The graph assumes that $100 was  invested in our  common stock and in each index at  the market
close on December 28, 2013, 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.

31

Issuer  Purchases of Equity Securities

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

December 29, 2018 (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 30, 2018 - October 27, 2018 . .

October 28, 2018 - November 24, 2018 . .

November 25, 2018 - December 29, 2018 .

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

—

177

—

177

$ —

$84.78

$ —

$84.78

—

177

—

177

$175,733

$160,733

$160,733

In October 2018, the Board of Directors increased the share repurchase amount for the October

2017 program from $100 million to $200 million  and  extended the termination date  from December
2018 to December 2019. The program allows 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.

2018 (1)

2017

2016

2015

2014

(in thousands, except per share data)

Fiscal Year

Consolidated Statements of Income

Data

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

$ 868,267
85,208
$
83,591
$

$ 768,867
84,974
$
47,092
$

$ 697,626
66,277
$
61,494
$

$ 644,826
32,234
$
29,586
$

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

Earnings per share:

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

$
$

1.94
1.90

$
$

1.11
1.09

$
$

1.47
1.45

$
$

0.70
0.69

$
$

0.88
0.87

Consolidated Balance Sheet Data

Cash, cash equivalents and

investments . . . . . . . . . . . . . . . . . .
Working capital . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . .
Long-term obligations . . . . . . . . . . . .
Total stockholders’ equity . . . . . . . . . .

$ 619,581
681,793
1,624,354
412,219
1,067,290

$ 769,704
785,317
1,535,082
419,741
953,016

$ 300,263
351,156
1,081,844
115,191
826,958

$ 250,112
280,819
1,011,463
108,028
761,114

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

(1) In fiscal 2018, we adopted Accounting Standards Codification (ASC) Topic 606, Revenue from

Contracts with Customers. We elected the modified retrospective method of adoption. Prior periods
have  not been adjusted. See Note 2,  Significant Accounting Policies, to the Consolidated Financial
Statements for additional information.

32

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 fiscal year that ends on the Saturday closest to December 31. Fiscal 2018,  2017 and
2016 were 52-week years and ended on  December 29, 2018, December 30, 2017 and December  31,
2016, respectively.

Overview

We  are a leading provider of silicon, software  and  solutions  for a  smarter,  more connected world.

Our award-winning technologies are  shaping the future of the Internet of Things  (IoT), Internet
infrastructure, industrial automation, consumer  and  automotive markets. Our world-class engineering
team creates products focused on performance, energy savings, connectivity and  simplicity. Our primary
semiconductor products are mixed-signal integrated circuits (ICs), which  are electronic components  that
convert real-world analog signals, such as sound and radio  waves, into digital  signals that electronic
products can process.

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 and software enables  us to
develop highly differentiated solutions  that address multiple markets.  We  group our products  into  the
following categories:

(cid:127) Internet of Things products, which include  our microcontroller (MCU),  wireless and sensor

products;

(cid:127) Broadcast products, which include our broadcast consumer and automotive  products;

(cid:127) Infrastructure products, which include our timing  products (clocks  and  oscillators), and isolation

devices; and

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

Power over Ethernet (PoE) devices.

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.

33

Because many of our ICs are designed for use in consumer products such  as televisions,  set-top
boxes, radios  and wearables, 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.

Current Period Highlights

Revenues increased $99.4 million in fiscal 2018 compared to fiscal 2017, primarily due to increased

revenues from our IoT and Infrastructure  products offset  by decreased revenues from our Access and
Broadcast products. Gross margin increased  $67.2 million  during the same period due primarily to
increased product sales. Gross margin as a percent of revenues increased to 60.1% in  fiscal 2018
compared to 59.1% in fiscal 2017 primarily due to variations  in product  mix. Operating  expenses
increased $67.0 million in fiscal 2018  compared to fiscal 2017 due  primarily  to  increased  personnel-
related expenses, amortization of intangible  assets and acquisition-related costs.  Operating income in
fiscal 2018 was $85.2 million compared  to  $85.0 million in  fiscal 2017.

We  ended fiscal 2018 with $613.8 million  in cash, cash  equivalents  and short-term  investments.
Net cash provided by operating activities  was  $173.5 million during fiscal 2018.  Accounts receivable was
$73.2 million at December 29, 2018,  representing 31  days sales outstanding (DSO).  Inventory was
$75.0 million at December 29, 2018,  representing 79  days of inventory (DOI). In  fiscal 2018, we
repurchased 0.4 million shares of our common stock  for $39.3 million.

Through acquisitions and internal development  efforts, we  have continued to diversify our  product
portfolio and introduce new products  and  solutions with  added functionality and further integration. On
April 18, 2018, we acquired the Z-Wave business of Sigma Designs, Inc. Z-Wave  is an IoT  technology
for smart home solutions. See Note 8, Acquisitions, to the Consolidated Financial Statements for
additional information.

In fiscal  2018, we introduced the next-generation Z-Wave(cid:4) 700 on the Wireless Gecko platform, a

comprehensive hardware and software connectivity  solution for the  smart home; a  jointly developed
LTE-M expansion kit featuring the Digi  International Digi XBee3(cid:5) pre-certified cellular modem and a
Silicon Labs Gecko microcontroller; Wireless Xpress  modules  that deliver  Bluetooth and Wi-Fi
connectivity with no software development necessary; new any-frequency clocks combining the  clock  IC
and a quartz crystal reference inside the  same  package; timing solutions  to meet the high-performance
requirements of 56G/112G SerDes clocking applications;  new multiprotocol software for our Wireless
Gecko portfolio, enabling Bluetooth  Low Energy (LE)  connectivity with sub-GHz IoT  devices; a proven
reference design for ITU-T G.8262-compliant Synchronous Ethernet (SyncE) applications;  a
multiprotocol mesh networking solution for the  IoT jointly created with  Wirepas; low-power PCI
Express(cid:4) (PCIe(cid:4)) Gen 4 clock buffers for 1.5 V and 1.8  V applications; two new  Power over Ethernet
(PoE) Powered Device (PD) families  for a  wide range of IoT applications;  new Tiny Gecko MCUs that
extend battery life for IoT connected devices; and  a  new  Wi-Fi portfolio to simplify  the design of
power-sensitive, battery-operated Wi-Fi products. 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 2018, 2017 and 2016, we had  no customer that represented  more than 10% of our

revenues. 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  who sell  to  our
customers, Arrow Electronics and Edom Technology, each  represented 21%  and 17%  of our  revenues

34

during fiscal 2018. Edom, Avnet and  Arrow, each represented  19%,  14% and 12% of our revenues
during fiscal 2017, and 17%, 13% and  11% of our revenues during fiscal  2016, respectively. There were
no contract manufacturers that accounted  for more than 10% of our  revenues  in fiscal 2018,  2017 or
2016. During fiscal 2018, we consolidated our distribution relationships to a single global  distributor,
Arrow Electronics. We are maintaining our extensive network of regional distributor partners and
etailers to complement our single global  distributor  partner.

The percentage of our revenues derived from outside of the United  States was 83% in fiscal 2018,
85% in fiscal 2017 and 86% in fiscal  2016. 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.

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 products. 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.

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.  Our gross margin  as a percentage of
revenue fluctuates depending on product mix, manufacturing yields, inventory valuation  adjustments,
average selling prices and other factors.

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 and Other, Net.

Interest income and other, net reflects interest earned on  our

cash, cash equivalents and investment balances, foreign  currency remeasurement adjustments and other
non-operating income and expenses.

Interest Expense.

Interest expense consists of interest on  our  short and long-term obligations,
including our convertible senior notes and credit  facility. Interest expense on our convertible senior
notes includes contractual interest, amortization of  the debt discount  and  amortization  of debt  issuance
costs.

Provision (Benefit) for Income Taxes. Provision (benefit) 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.

35

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

revenues for the periods indicated:

Fiscal Year

2018

2017

2016

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

100.0% 100.0% 100.0%
40.9
39.9

39.6

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

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

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

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

Interest income and other, net . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income before income taxes . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes . . . . . . . . . . . . . . .

60.1

27.5
22.8

50.3

9.8

0.8
(2.3)

8.3
(1.3)

59.1

27.2
20.8

48.0

11.1

0.8
(1.9)

10.0
3.9

60.4

28.6
22.3

50.9

9.5

0.1
(0.4)

9.2
0.4

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

9.6%

6.1%

8.8%

Comparison of Fiscal 2018 to Fiscal  2017

Revenues

(in millions)

Fiscal Year

2018

2017

Change

Internet of Things . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Infrastructure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$463.8
199.5
141.4
63.6

$395.0
152.2
153.0
68.7

$ 68.8
47.3
(11.6)
(5.1)

%
Change

17.4%
31.1%
(7.6)%
(7.5)%

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$868.3

$768.9

$ 99.4

12.9%

The change in revenues in fiscal 2018  was due primarily to:

(cid:127) Increased revenues of $68.8 million for our IoT products, due primarily to increased demand for

our  wireless products and the addition of revenues from an  acquisition.

(cid:127) Increased revenues of $47.3 million for our Infrastructure products, due primarily to increased

demand for our isolation and timing products.

(cid:127) Decreased revenues of $11.6 million for Broadcast products, due primarily to decreases  in the

market for our consumer products.

(cid:127) Decreased revenues of $5.1 million  for our Access products,  due primarily to decreased demand

for our VoIP products and decreases in the market for such products.

Unit volumes of our products increased  by 11.5% and  average selling prices increased by 1.1%
compared to fiscal 2017. The average  selling prices of  our products may fluctuate significantly from
period to period due to changes in product mix and other  factors. 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.

36

Gross  Margin

(in millions)

Fiscal Year

2018

2017

Change

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

$521.4

$454.2

$67.2

60.1% 59.1% 1.0%

The increased dollar amount of gross margin in fiscal 2018 was due  to  increases in gross margin of

$42.8 million for our Internet of Things  products and $34.6 million  for our Infrastructure products,
offset by decreases in gross margin of $8.5 million for our Broadcast  products and $1.7  million for our
Access products. Gross margin increased in fiscal  2018 due primarily to increased product  sales.  Gross
margin in fiscal 2018 included $6.1 million in acquisition-related  charges  for the fair value  write-up
associated with acquired inventory. Gross  margin as  a percent  of  revenues increased  in fiscal 2018
primarily due to a higher mix of Infrastructure  products sold.

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 introduce higher margin new products and  gain market  share with our  products; reduce costs of
existing products through improved design; achieve  lower production costs from our wafer  suppliers
and third-party assembly and test subcontractors;  achieve lower production costs per unit as a result of
improved yields throughout the manufacturing  process;  or reduce logistics costs.

Research and Development

(in millions)

Fiscal Year

2018

2017

Change

%
Change

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

$238.3

$209.5

$28.8

13.8%

27.5% 27.2%

The increase in research and development expense in fiscal 2018  was  primarily due to increases of

$16.5 million for personnel-related expenses, including costs associated with increased headcount and
an acquisition, and $7.2 million for the  amortization of intangible assets. We expect that research and
development expense will increase in  absolute dollars in the first quarter  of  2019 compared  to  the
fourth quarter of 2018.

Selling, General and Administrative

(in millions)

Fiscal Year

2018

2017

Change

%
Change

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

$197.8

$159.7

$38.1

23.9%

22.8% 20.8%

The increase in selling, general and administrative  expense in  fiscal  2018 was primarily due to
increases of $23.6 million for personnel-related expenses, including  costs associated  with increased
headcount and an acquisition, $3.6 million for the amortization of intangible assets and $3.4 million for
acquisition-related costs. We expect that  selling, general and administrative expense will increase  in
absolute dollars in the first quarter of 2019  compared to the fourth quarter of  2018.

Interest Income and Other, Net

Interest income and other, net in fiscal 2018 was $6.6 million compared to $6.1  million  in fiscal

2017. The increase in interest income and  other, net in  fiscal  2018 was primarily due to increased

37

interest income earned as a result of higher market interest rates  and higher investment balances,  offset
by a net loss of $1.8 million recorded  in connection with fair value adjustments to an equity investment.

Interest Expense

Interest expense in fiscal 2018 was $19.7 million compared  to  $14.1 million  in fiscal 2017. The

increase in interest expense in fiscal 2018  was primarily due to increased interest expense of
$3.8 million on our convertible debt, including  amortization of the debt discount  and debt issuance
costs, as a result of recording a full year of interest  expense in  fiscal 2018 versus a partial  year  in fiscal
2017. In addition, interest expense in  fiscal 2017 was lower than  fiscal  2018 due to a  $2.0 million gain
recorded  in fiscal 2017 in connection with  the termination of our interest rate  swap agreement.

Provision (Benefit) for Income Taxes

(in millions)

Fiscal Year

2018

2017

Change

Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(11.4)
(15.8)% 38.8%

$29.8

$(41.2)

The effective tax rate for fiscal 2018  decreased from fiscal 2017  primarily due to a reduction  in the

U.S. federal statutory rate as well as  the inclusion of one-time  tax  impacts recorded in 2017 from the
enactment of the Tax Cuts and Jobs Act. The effective tax rate in  2018 further  decreased  from fiscal
2017 primarily as a result two discrete 2018  items:  the SAB 118 (defined  below) discrete  benefit related
to the transition tax calculation as well as  the impact of a  change of U.S. method of  tax accounting  for
recognizing revenue. This overall decrease in the effective  tax rate was offset by a decrease  in the
Company’s foreign tax rate benefit.

The effective tax rates for each of the periods presented differ from  the U.S.  federal statutory tax
rates of 21% and 35%, respectively, due to the amount of income earned in foreign jurisdictions  where
the tax rate may be higher or lower than  the federal statutory  tax rate,  as well as  other  permanent
items including research and development tax credits, and  the tax  effects of stock-based compensation.

Comparison of Fiscal 2017 to Fiscal  2016

Revenues

(in millions)

Fiscal Year

2017

2016

Change

Internet of Things . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Broadcast . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Infrastructure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$395.0
153.0
152.2
68.7

$314.6
157.7
147.7
77.6

$80.4
(4.7)
4.5
(8.9)

%
Change

25.6%
(3.0)%
3.0%
(11.4)%

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$768.9

$697.6

$71.3

10.2%

The change in revenues in fiscal 2017  was due primarily to:

(cid:127) Increased revenues of $80.4 million for our IoT products, due primarily to increased demand for

our  wireless products.

(cid:127) Decreased revenues of $4.7 million  for Broadcast  products, due primarily to decreases  in the
market for our consumer products offset by increased demand for our automotive  products.

38

(cid:127) Increased revenues of $4.5 million  for our Infrastructure products, due primarily to increased
demand for our isolation products offset by decreased demand for our timing products and
decreased patent sale revenue of $5.0  million in  fiscal 2016 with no patents  sales in fiscal 2017.

(cid:127) Decreased revenues of $8.9 million  for our Access products,  due primarily to decreased demand

for our VoIP products and decreases in the market for such products.

Unit volumes of our products increased  by 21.0% and  average selling prices decreased by 8.5%

compared to fiscal 2016.

Gross  Margin

(in millions)

Fiscal Year

2017

2016

Change

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

$454.2

$421.5

$32.7

59.1% 60.4% (1.3)%

The increased dollar amount of gross margin in fiscal 2017 was due  to  increases in gross margin of
$45.0 million for our IoT products and  $1.4 million for our Infrastructure products,  offset by decreases
in gross margin of $7.0 million for our Broadcast products  and $6.7  million for our Access  products.
Gross margin increased in fiscal 2017 due primarily  to  increased product sales.  Gross margin  as a
percent of revenues decreased in fiscal 2017 primarily due to  variations in product mix. Gross margin in
fiscal 2016 included $5.0 million from the  sale of patents, which had no  associated cost of  revenues.

Research and Development

(in millions)

Fiscal Year

2017

2016

Change

%
Change

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

$209.5

$199.7

$9.8

4.9%

27.2% 28.6%

The increase in research and development expense in fiscal 2017  was  primarily due to increases of

$12.6 million for personnel-related expenses, including costs associated with increased headcount and
acquisitions. The increase in research and  development expense in fiscal 2017  was  offset in  part by a
decrease of $2.3 million for new product introduction costs. The decrease in research and  development
expense as a percent of revenues in fiscal 2017 was due to our increased revenues.

Selling, General and Administrative

(in millions)

Fiscal Year

2017

2016

Change

%
Change

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

$159.7

$155.5

$4.2

2.7%

20.8% 22.3%

The increase in selling, general and administrative  expense in  fiscal  2017 was primarily due to an

increase of $6.1 million for personnel-related expenses, including  costs associated with increased
headcount and acquisitions. The increase  in selling, general and  administrative in fiscal 2017 was offset
in part by a decrease of $1.4 million for legal fees, primarily related to litigation. The decrease  in
selling, general and administrative expense as  a percent of revenues in  fiscal  2017 was due to our
increased revenues.

39

Interest Income and Other, Net

Interest income and other, net in fiscal 2017 was $6.1 million compared to $0.8  million  in fiscal

2016. The increase in interest income and  other, net in  fiscal  2017 was primarily due to increased
interest income earned as a result of higher market interest rates  and higher cash, cash  equivalents and
short-term investments balances.

Interest Expense

Interest expense in fiscal 2017 was $14.1 million compared  to  $2.6 million  in fiscal 2016. The

increase in interest expense in fiscal 2017  was primarily due to increased interest expense of
$14.6 million on our convertible debt, including  amortization of the debt  discount  and debt issuance
costs. The increase in interest expense  was offset  in part  by  a $2.0  million gain recorded  in connection
with the termination of our interest rate  swap agreement.

Provision (Benefit) for Income Taxes

(in millions)

Fiscal Year

2017

2016

Change

Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$3.0

$29.8
38.8% 4.7%

$26.8

On December 22, 2017, the U.S. government enacted comprehensive  tax  legislation  commonly

referred to as the Tax Cuts and Jobs  Act  (the  ‘‘Tax Act’’).  The effective tax rate for fiscal 2017
increased from fiscal 2016 primarily due  to  the impacts from  the Tax Act including  a one-time
transition tax of $54.4 million on unrepatriated earnings  of foreign subsidiaries  as well as tax  expense of
$21.8 million related to the revaluation of  our deferred tax assets and liabilities due to the reduction of
the U.S.  corporate tax rate from 35% to 21% under the  Tax Act.  These increases in tax expense  were
partially offset by the release of a deferred  tax liability related  to  future foreign  earnings expected
under our intercompany cost-sharing  arrangement of $39.4 million, as well  as a decrease  in the
valuation allowance established on federal  research and development tax credits of $10.5  million.

The effective tax rates for each of the periods  presented differ from  the U.S.  federal statutory tax

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, and other permanent  items including research and development
tax credits and nondeductible compensation expenses. In addition, the  effective tax  rate for fiscal 2017
was also impacted  by certain one-time effects as a result of the  enactment of  U.S. tax reform.

Business  Outlook

The following represents our business outlook for the first quarter  of fiscal 2019.

Income Statement Item

Estimate

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

$183 million to $193 million

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

60.0%

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

$114.0 million

Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10.0%

Diluted loss per share . . . . . . . . . . . . . . . . . . . . . . . .

$(0.11) to $(0.01)

40

Liquidity and Capital Resources

Our principal sources of liquidity as of December 29,  2018  consisted  of  $613.8 million in cash, cash

equivalents and short-term investments,  of which approximately $487.0 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 government debt securities, which include agency bonds, municipal
bonds, U.S. government securities and  variable-rate demand notes; corporate debt securities, which
include asset-backed securities, corporate bonds  and commercial paper; and money market funds. Our
long-term investments consisted of auction-rate securities.

Operating Activities

Net cash provided by operating activities  was  $173.5 million during fiscal 2018,  compared to net
cash provided of $189.5 million during  fiscal 2017. Operating  cash flows  during fiscal  2018 reflect our
net income of $83.6 million, adjustments  of  $114.7 million for depreciation,  amortization, stock-based
compensation and deferred income taxes, and a  net cash  outflow of $24.8 million due to changes in our
operating assets and liabilities.

Net cash provided by operating activities  was  $189.5 million during fiscal 2017,  compared to net
cash provided of $128.9 million during  fiscal 2016. Operating  cash flows  during fiscal  2017 reflect our
net income of $47.1 million, adjustments  of  $70.4 million for depreciation,  amortization, stock-based
compensation and deferred income taxes, and a  net cash  inflow  of $72.0 million due to changes in  our
operating assets and liabilities.

Accounts receivable increased to $73.2 million at  December  29, 2018 from  $71.4 million at
December 30, 2017. The increase in accounts receivable resulted primarily from  normal variations in
the timing of collections and billings.  Our  average DSO was  31 days at  December 29, 2018 and 32 days
at December 30, 2017.

Inventory increased to $75.0 million  at December 29, 2018 from $73.1 million at December  30,

2017. A portion of the increase was due  to inventory acquired from the Z-Wave business acquisition.
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 DOI was 79  days at
December 29, 2018 and 81 days at December 30, 2017.

Investing Activities

Net cash used in investing activities was $197.0 million during fiscal 2018, compared to net  cash

used of $374.3 million during fiscal 2017.  The decrease in  cash outflows was principally due to an
increase of $420.1 million in net sales  and  maturities of marketable securities, offset by an increase  of
$224.6 million in net payments for the acquisition of  businesses.  See  Note 8, Acquisitions, to the
Consolidated Financial Statements for  additional information.

Net cash used in investing activities was  $374.3 million  during fiscal 2017, compared to net  cash

used of $49.6 million during fiscal 2016.  The increase in cash  outflows was principally due to an
increase of $318.6 million in net purchases of marketable  securities  and  an  increase of $8.6  million in
net payments for the acquisition of businesses.

We  anticipate capital expenditures of approximately  $22 to $24 million for  fiscal 2019. 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.

41

Financing Activities

Net cash used in financing activities was $48.8  million  during  fiscal  2018, compared to net cash

provided of $313.0 million during fiscal 2017.  The  decrease in cash inflows was principally due to
$389.5 million in net proceeds from the issuance of long-term debt during fiscal  2017 and  an increase
of $39.3 million for repurchases of our common  stock  during fiscal 2018,  offset by a decrease  of
$72.5 million in payments on debt. In October 2018, the  Board of Directors increased the share
repurchase amount for the October 2017  program from $100  million to $200 million  and extended the
termination date from December 2018  to  December  2019.

Net cash provided by financing activities was  $313.0 million  during fiscal 2017, compared to net

cash used of $52.3 million during fiscal  2016. The increase in  cash inflows was  principally due to
$389.5 million in net proceeds from the issuance of long-term debt and a decrease  of $40.5 million for
repurchases of our common stock, offset  by an increase of $67.5 million in  payments on debt.

Our debt facilities  include $400 million  principal  amount  convertible senior notes (the  ‘‘Notes’’)

and a $300 million revolving credit facility. On March 6,  2017, we completed a  private offering of the
Notes. The Notes bear interest semi-annually  at a  rate of 1.375% per year and  will mature on March 1,
2022, unless repurchased, redeemed or converted at  an earlier date. In connection  with our offering  of
the Notes, we entered into an amendment to our credit agreement and paid off the then remaining
balance of $72.5 million. We have an  option to increase  the size of the borrowing capacity of the
revolving credit facility by up to an aggregate of $200  million  in additional  commitments, subject to
certain conditions. See Note 10, Debt, 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
Facility 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 December 29, 2018 (in

thousands):

Long-term debt obligations (1) . .
Interest on long-term debt

obligations (2) . . . . . . . . . . . .
Operating lease obligations (3) . .
Purchase obligations (4) . . . . . .
Other long-term obligations (5) .

Payments due by period

Total

2019

2020

2021

2022

2023

Thereafter

$400,000

$ — $ — $ — $400,000

$ — $ —

$ 20,427
$ 24,221
$ 49,326
$ 26,755

$5,927
$ 6,250
$4,746
$ 5,287
$49,256
70
$
$ — $4,679

$5,500
$
$
$4,051
$ — $
$ — $

2,750
3,485

$ — $ —
$ 3,842
$2,810
— $ — $ —
$14,403

$4,789

2,884

(1) Long-term debt obligations represent the  principal portion of  our convertible senior  notes (the

‘‘Notes’’). The Notes mature on March 1, 2022,  unless repurchased,  redeemed or  converted  at an
earlier date.

42

(2) Interest on our long-term debt obligations  primarily represents contractual  interest  on the Notes,

which  bear interest semi-annually at  a  rate of  1.375% per year. Interest excludes non-cash
amortization of the debt discount and  debt issuance costs.

(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 primarily  represent  non-current income taxes  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 $2.1 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 December 29, 2018, we had no  significant  off-balance sheet arrangements.

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.

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
selling price less costs of completion, disposal and transportation. 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.

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.

43

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.

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.

Revenue recognition—We recognize revenue when control of the promised goods or services is

transferred to customers, in an amount  that reflects the  consideration we  expect to be entitled to in
exchange for those goods or services. In order  to  achieve this  core principle, we apply a five-step
process. As part of this process, we analyze the performance obligations in a customer contract  and
estimate the consideration we expect  to  receive.  The evaluation of performance obligations  requires
that we identify the promised goods and  services in  the contract.  For contracts  that  contain more than
one promised good and service, we then must determine whether  the  promises  are capable  of  being
distinct and if they are separately identifiable from  other promises in the contract. Additionally, for our
sales to distributors, we must estimate the  impact that price adjustments and rights of return will have
on consideration. We make these estimates based on available information, including  recent sales
activity and pricing data. If our evaluation  of  performance  obligations  is incorrect, we may  recognize
revenue sooner or later than is appropriate. If our estimates of consideration are  inaccurate,  we may
recognize too much or too little revenue in a period.

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 14, Stock-Based
Compensation, to the Consolidated Financial Statements for additional information.

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.

44

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
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, they 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

Recent accounting pronouncements which we believe  may  materially impact the judgments and

uncertainties in the application of our accounting policies  are described  below.  See Note 2, Significant
Accounting Policies, to the Consolidated Financial Statements for  additional information.

In February 2016, the Financial Accounting Standards  Board (FASB)  issued  Accounting Standards

Update (ASU) No. 2016-02, Leases, which was subsequently amended in 2018 by  ASU 2018-10,
ASU 2018-11 and ASU 2018-20 (collectively, Topic  842).  The  core  principle  of Topic 842 is  that  a
lessee should recognize the assets and  liabilities that arise from leases. For operating leases, a lessee is
required to recognize a right-of-use asset  and a lease  liability,  initially measured at  the present value of
the lease payments, in the statement  of  financial position.  Topic  842 is  effective  for fiscal years
beginning after December 15, 2018, including interim periods  within those fiscal years. We will elect an
optional transition method to account  for  the impact of the  adoption with a  cumulative-effect
adjustment in the period of adoption  and  will not restate prior periods. We expect to elect certain
practical expedients permitted under the transition  guidance. We  are substantially complete with our
evaluation of the effect that the adoption  of this ASU  will have on our  financial statements. We believe
that most of our operating lease commitments will be subject to the  new standard.  In connection with
the adoption of ASC 842, we expect to recognize additional right-of-use assets and operating  lease
liabilities of $20.8 million on December 30, 2018.

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. A 100  basis point decline in yield on  our  investment
portfolio holdings as of December 29,  2018 and  December  30, 2017 would  decrease our future  annual
interest income by approximately $5.6  million  and $7.1  million,  respectively. We believe that our

45

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 Facility. The interest  rate on the Credit Facility consists of a  variable-rate of  interest
and an applicable margin. While we have  drawn from the Credit Facility in the past,  we have  no
borrowings as of December 29, 2018.  If we borrow from the Credit Facility in the future,  we will again
be exposed to interest rate fluctuations.

Foreign currency exchange rate risk

We  are exposed to foreign currency exchange  rate  risk primarily through  assets, liabilities and
operating expenses of our subsidiaries denominated in  currencies other than  the U.S.  dollar. Our
foreign subsidiaries are considered to be extensions  of  the U.S. parent. 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  recorded 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 during which the hedged  transaction is recognized.

Investments in Auction-rate Securities

As of December 29, 2018, we held $6.0 million par  value auction-rate  securities, all of which have
experienced failed auctions because sell orders exceeded  buy orders. 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.

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 December 29, 2018 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

46

during the fiscal quarter ended December 29,  2018 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

December 29, 2018. 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  December 29,  2018,
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

The 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.

48

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 December 29, 2018 and December 30, 2017 . . . . . . . . . . . . . . . .

Consolidated Statements of Income for  the fiscal years ended  December  29,  2018, December 30,
2017 and December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page

F-1

F-2

F-3

F-4

Consolidated Statements of Comprehensive Income for  the fiscal years ended December 29,

2018, December 30, 2017 and December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-5

Consolidated Statements of Changes  in  Stockholders’ Equity for the fiscal years ended

December 29, 2018, December 30, 2017  and December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . .

F-6

Consolidated Statements of Cash Flows  for  the fiscal years ended December 29, 2018,

December 30, 2017 and December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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.

49

(b) Exhibits

Exhibit
Number

2.1* Agreement and Plan of Merger, dated December 7,  2017, by  and among  Silicon

Laboratories Inc., Seguin Merger Subsidiary,  Inc. and Sigma Designs, Inc. (filed as
Exhibit 2.1 to the Form 8-K filed on December  8, 2017).

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

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

3.2* Fourth Amended and Restated Bylaws  of  Silicon  Laboratories  Inc. (filed as  Exhibit  3.2 to

the Form 8-K filed on January 27, 2017).

4.1*

4.2*

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

Indenture between Silicon Laboratories Inc. and  Wilmington Trust, National Association,
as trustee, dated March 6, 2017 (filed as  Exhibit 4.1  to  the Form 8-K filed on  March 6,
2017).

4.3* Form of 1.375% Convertible Senior Note due  2022 (filed  as Exhibit 4.2 to the Form 8-K

filed on March 6, 2017).

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* First Amendment to Credit Agreement, dated  July 24, 2015,  by and among Silicon

Laboratories Inc., the subsidiaries of the borrower identified therein, Wells  Fargo Bank,
National Association, Citibank, N.A., Regions Bank,  Bank of America, N.A. and  the
lenders party thereto (filed as Exhibit  10.1 to the Form  8-K  filed on July 29, 2015).

10.4*

10.5*

Second Amendment to Credit Agreement,  dated February  27, 2017,  by  and among Silicon
Laboratories Inc., the subsidiaries of the borrower identified therein, Wells  Fargo Bank,
National Association and the lenders party  thereto (filed  as Exhibit 10.1 to the  Form 8-K
filed on February 27, 2017).

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).

10.6*+ Silicon Laboratories Inc. 2009 Stock Incentive Plan,  as amended  and restated  on April  20,

2017 (filed as Exhibit 10.1 to the Form 10-Q filed on  July  26, 2017).

10.7*+ Silicon Laboratories Inc. 2009 Employee  Stock  Purchase  Plan,  as amended  and restated  on

April 20, 2017 (filed as Exhibit 10.2 to  the Form 10-Q  filed on July 26, 2017).

10.8*+ 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 10.7 to the Form 10-K filed on February 1, 2017).

50

Exhibit
Number

10.9*+ 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 10.8 to the Form 10-K filed on February 1, 2017).

10.10*+ 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  10.9 to
the Form 10-K filed on February 1, 2017).

10.11*+ Form of Performance Stock Units  Grant Notice and Global PSU Award Agreement under
Registrant’s 2009 Stock Incentive Plan, as amended and restated  (filed as  Exhibit  10.10 to
the Form 10-K filed on February 1, 2017).

10.12* Purchase Agreement between Silicon Laboratories Inc. and Goldman,  Sachs & Co. and

Wells Fargo Securities, LLC, as representatives of  the several initial  purchasers  named
therein, dated February 28, 2017 (filed as Exhibit 10.1 to the Form 8-K filed on March 6,
2017).

10.13*+ CEO Change in Control Agreement dated October 23, 2018 between Silicon

Laboratories Inc. and G. Tyson Tuttle (filed  as Exhibit 10.1 to the Form  8-K filed  on
October  24, 2018).

10.14*+ Silicon Laboratories Inc. Form  of Change in Control Agreement (filed as Exhibit 10.2 to

the Form 8-K filed on October 24, 2018).

10.15*+ Silicon Laboratories Inc. 2019 Bonus Plan  (filed as  Exhibit 10.1 to the  Form 8-K filed on

January  28,  2019).

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

Item 16. Form 10-K Summary

None.

51

SILICON LABORATORIES INC.
VALUATION AND QUALIFYING ACCOUNTS

SCHEDULE II

Valuation Allowance for
Deferred Tax Assets

Balance at
Beginning of
Period

Additions
Charged to
Expenses

Year ended December 29, 2018 . . . . . . . .
Year ended December 30, 2017 . . . . . . . .
Year ended December 31, 2016 . . . . . . . .

$ 6,518
$12,361
$10,264

$ 435
$2,110
$2,715

Additions
Charged to
Other
Accounts

(in thousands)
$ —
$1,732
$ —

Deductions

Balance  at
End  of  Period

$(1,978)
$(9,685)
$ (618)

$ 4,975
$ 6,518
$12,361

52

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 January  30, 2019.

SIGNATURES

SILICON LABORATORIES INC.

By:

/s/ G. TYSON TUTTLE

G. Tyson Tuttle
President and 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

Chairman of the Board

January 30, 2019

/s/ G. TYSON TUTTLE

G. Tyson Tuttle

President, Chief Executive Officer and
Director (Principal Executive Officer)

January 30, 2019

/s/ JOHN C. HOLLISTER

John C. Hollister

/s/ WILLIAM G. BOCK

William G. Bock

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

January 30, 2019

Director

January  30, 2019

53

Name

Title

Date

January  30, 2019

January  30, 2019

January  30, 2019

January  30, 2019

January  30, 2019

January  30, 2019

/s/ JACK R. LAZAR

Jack R. Lazar

/s/ GREGG LOWE

Gregg Lowe

/s/ NINA RICHARDSON

Nina Richardson

/s/ SUMIT SADANA

Sumit Sadana

/s/ WILLIAM P. WOOD

William P. Wood

/s/ CHRISTY WYATT

Christy Wyatt

Director

Director

Director

Director

Director

Director

54

Report of Independent Registered Public  Accounting Firm

The Board of Directors and Stockholders  of Silicon Laboratories Inc.
Opinion on Internal Control over Financial  Reporting

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

December 29, 2018, 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). In our opinion, Silicon Laboratories Inc. (the Company)  maintained,  in all material
respects, effective internal control over  financial reporting as  of December 29, 2018, based  on the
COSO criteria.

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

Oversight Board (United States) (PCAOB), the  consolidated balance  sheets  of  Silicon Laboratories Inc.
as of  December 29, 2018 and December 30, 2017, and the related consolidated statements of income,
comprehensive  income,  stockholders’  equity  and  cash  flows  for  each  of  the  three  years  in  the  period
ended December 29, 2018, and the related notes and  financial  statement schedule  listed in the Index at
Item 15(a) and our report dated January 30, 2019 expressed an unqualified  opinion thereon.

Basis for Opinion

The Company’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 are a public accounting firm registered with  the PCAOB and  are required  to  be
independent with respect to the Company in accordance  with the  U.S. federal securities  laws  and the
applicable rules and regulations of the Securities and Exchange  Commission and  the PCAOB.

We  conducted our audit in accordance with the standards of  the PCAOB. 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.

Definition and Limitations of Internal  Control Over Financial Reporting

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.

/s/ Ernst & Young LLP

Austin,  Texas
January 30, 2019

F-1

Report of Independent Registered Public  Accounting Firm

The Board of Directors and Stockholders  of Silicon Laboratories Inc.

Opinion on the Financial Statements

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

Company) as of December 29, 2018 and December 30, 2017, the related consolidated statements of
income, comprehensive income, stockholders’  equity  and  cash flows for each of the  three years in the
period ended December 29, 2018, and the related notes  and financial  statement schedule listed in the
Index at Item 15(a) (collectively referred  to as the  ‘‘consolidated  financial  statements’’). In our opinion,
the consolidated financial statements present fairly, in all material  respects, the financial position of the
Company at December 29, 2018 and  December  30, 2017,  and the  results  of its operations and  its  cash
flows for each of the three years in the period ended December 29, 2018, in conformity with U.S.
generally accepted accounting principles.

We  also have audited, in accordance  with the standards of  the Public Company Accounting
Oversight Board (United States) (PCAOB), the  Company’s internal  control over financial reporting as
of December 29, 2018, 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 January 30, 2019 expressed  an unqualified opinion thereon.

Adoption of ASU No. 2014-09

As discussed in Note 2 to the consolidated financial statements, the Company changed  its method
of accounting for revenue from sales  to  distributors in 2018 due to the adoption of ASU No. 2014-09,
Revenue from Contracts with Customers  (Topic 606).

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our  responsibility

is to express an opinion on the Company’s financial statements based on  our audits. We are a  public
accounting firm registered with the PCAOB and  are required to be independent with respect to the
Company in accordance with the U.S.  federal securities laws and the applicable rules and  regulations of
the Securities and Exchange Commission and the  PCAOB.

We  conducted our audits in accordance with the standards  of  the PCAOB. Those standards require

that we plan and perform the audit to  obtain reasonable assurance about whether  the financial
statements are free of material misstatement,  whether due to error or fraud. Our  audits included
performing procedures to assess the risks of material misstatement of the financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the  amounts and  disclosures in the financial statements.
Our audits also included evaluating the  accounting principles used and significant estimates made by
management, as well as evaluating the  overall  presentation of the financial statements. We believe  that
our  audits provide a reasonable basis  for  our opinion.

We  have served as the Company’s auditor since  1996.
Austin,  Texas
January 30, 2019

/s/ Ernst & Young LLP

F-2

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

December 29,
2018

December 30,
2017

Current assets:

Assets

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . .

$ 197,043
416,779
73,194
74,972
64,650

$ 269,366
494,657
71,367
73,132
39,120

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill
Other intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

826,638
139,049
397,344
170,832
90,491

947,642
127,682
288,227
83,144
88,387

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

$1,624,354

$1,535,082

Current liabilities:

Liabilities and Stockholders’ Equity

Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue and returns liability . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Convertible debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock—$0.0001 par value; 250,000 shares  authorized; 43,088  and

42,707 shares issued and outstanding  at  December  29, 2018 and
December 30, 2017, respectively . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . .

41,171
22,494
—
81,180

144,845
354,771
57,448

557,064

$

38,851
—
50,115
73,359

162,325
341,879
77,862

582,066

—

—

4
107,517
961,343
(1,574)

4
102,862
851,307
(1,157)

953,016

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

1,067,290

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

$1,624,354

$1,535,082

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)

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

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

$868,267
346,868

$768,867
314,676

$697,626
276,122

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

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

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

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

Interest income and other, net . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . .

521,399

454,191

421,504

238,347
197,844

436,191

85,208

6,647
(19,694)

72,161
(11,430)

209,491
159,726

369,217

84,974

6,057
(14,128)

76,903
29,811

199,744
155,483

355,227

66,277

806
(2,587)

64,496
3,002

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

$ 83,591

$ 47,092

$ 61,494

Earnings per share:

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

$
$

1.94
1.90

$
$

1.11
1.09

$
$

1.47
1.45

Weighted-average common shares outstanding:

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

43,159
44,044

42,446
43,332

41,713
42,376

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

December 29,
2018

December 30,
2017

December 31,
2016

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

$83,591

$47,092

$61,494

Other comprehensive income (loss),  before  tax:
Net changes to available-for-sale securities:

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

Net changes to cash flow hedges:

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

Other comprehensive income (loss),  before tax . . . . . . . . . . . .

Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . .

Other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . .

376
49

(953)
316

(212)

(45)

(167)

(729)
—

—
(1,808)

(2,537)

(888)

(1,649)

(179)
—

1,466
249

1,536

537

999

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

$83,424

$45,443

$62,493

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

F-5

—

999

—

—
—
—

492

—
—

61,494

999

6,346

(2,061)
(40,543)
39,609

826,958

2,216
47,092

(1,649)

(1,649)

—
—
—

(3,938)
44,809
37,528

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
Income  (Loss)

Total
Stockholders’
Equity

Balance as of January 2, 2016 . . . .

41,727

$ 4

$ 13,868

$747,749

$ (507)

$ 761,114

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

(loss) . . . . . . . . . . . . . . . . . . .

Stock issuances, net of shares

—

—

withheld for taxes . . . . . . . . . .

1,055

—

—

—

Income tax benefit (shortfall)

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

—

—
(893) —
—

—

—

—

6,346

(2,061)
(33,299)
39,609

61,494

—

—

—
(7,244)
—

Balance as of December 31, 2016 . .

41,889

4

24,463

801,999

—
—

—

(3,938)
44,809
37,528

2,216
47,092

—

—
—
—

Cumulative effect  of adoption of
accounting standard . . . . . . . .
Net income . . . . . . . . . . . . . . . .
Other comprehensive income

(loss) . . . . . . . . . . . . . . . . . . .

Stock issuances, net of shares

withheld for taxes . . . . . . . . . .
Stock-based compensation . . . . .
Convertible debt issuance . . . . . .

—
—

—

818
—
—

Balance as of December 30, 2017 . .

42,707

Cumulative effect  of adoption of
accounting standard . . . . . . . .
Net income . . . . . . . . . . . . . . . .
Other comprehensive income

(loss) . . . . . . . . . . . . . . . . . . .

Stock issuances, net of shares

withheld for taxes . . . . . . . . . .
Repurchases of common stock . .
Stock-based compensation . . . . .

—
—

—

—
—

—

—
—
—

4

—
—

—

102,862

851,307

(1,157)

953,016

—
—

—

26,445
83,591

—

—
—
—

(250)
—

(167)

—
—
—

26,195
83,591

(167)

(6,180)
(39,276)
50,111

—
815
(434) —
—

—

(6,180)
(39,276)
50,111

Balance as of December 29, 2018 . .

43,088

$ 4

$107,517

$961,343

$(1,574)

$1,067,290

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

December 29,
2018

December 30,
2017

December 31,
2016

$ 83,591

$ 47,092

$ 61,494

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

activities:
Depreciation of property  and  equipment . . . . . . . . . . . . . . . . . . . . .
Amortization of  other  intangible assets and other assets . . . . . . . . . . .
Amortization of  debt  discount and debt  issuance costs . . . . . . . . . . . .
Stock-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . .
Income  tax shortfall from  stock-based awards . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes  in operating assets and liabilities:

Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid  expenses and other assets . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liabilities and income taxes . . . . . . . . . . . . . . . . . . .
Deferred income, deferred revenue and returns liability . . . . . . . . . .
Other non-current  liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,912
44,102
12,892
50,077
—
(8,210)

3,931
7,660
(4,960)
5,952
(21,828)
(6,202)
(9,375)

Net cash provided  by operating activities

. . . . . . . . . . . . . . . . . . . . . .

173,542

Investing  Activities
Purchases of available-for-sale  investments . . . . . . . . . . . . . . . . . . . . .
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 long-term debt,  net . . . . . . . . . . . . . . . . . . .
Payments  on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment of taxes withheld  for vested  stock awards . . . . . . . . . . . . . . . .
Proceeds  from the issuance  of common  stock . . . . . . . . . . . . . . . . . . .
Payment of acquisition-related contingent  consideration . . . . . . . . . . . . .

Net cash provided  by (used  in) financing  activities . . . . . . . . . . . . . . . .

Increase (decrease)  in  cash and cash equivalents . . . . . . . . . . . . . . . . .
Cash  and cash equivalents at beginning  of  period . . . . . . . . . . . . . . . . .

(395,904)
474,129
(24,462)
(11,063)
(239,729)

(197,029)

—
—
(39,276)
(19,483)
13,303
(3,380)

(48,836)

(72,323)
269,366

14,766
27,246
10,146
44,752
—
(26,452)

3,234
(13,416)
25,266
(468)
61,924
4,453
(9,022)

189,521

(636,363)
294,452
(12,252)
(4,960)
(15,168)

(374,291)

389,468
(72,500)
—
(15,753)
11,815
—

313,030

128,260
141,106

13,216
27,715
—
39,628
(1,671)
(4,087)

46
(6,093)
(3,568)
263
2,879
9,713
(10,625)

128,910

(185,231)
161,921
(10,927)
(8,801)
(6,546)

(49,584)

—
(5,000)
(40,543)
(10,561)
13,299
(9,500)

(52,305)

27,021
114,085

Cash  and cash equivalents at end of period . . . . . . . . . . . . . . . . . . . . .

$ 197,043

$ 269,366

$ 141,106

Supplemental Disclosure of Cash Flow  Information:
Interest  paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

6,227

Income  taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 20,599

Supplemental Disclosure of Non-Cash  Activity:
Stock  issued in business combination . . . . . . . . . . . . . . . . . . . . . . . . .

$

—

$

$

$

3,859

8,929

$

2,222

$ 11,185

—

$

4,181

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

F-7

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018

1. Description of Business

Silicon Laboratories Inc. (the ‘‘Company’’), a Delaware corporation, is a leading provider of
silicon, software and solutions for a smarter, more connected world. Our award-winning technologies
are shaping the future of the Internet of  Things (IoT),  Internet infrastructure, industrial automation,
consumer and automotive markets. Within the semiconductor industry, the Company is known as a
‘‘fabless’’ company meaning that the  integrated  circuits (ICs) incorporated in  its products 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  2018,  2017 and  2016 had 52 weeks and ended on
December 29, 2018, December 30, 2017 and December 31, 2016, 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
interest income and other, 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, goodwill, acquired intangible assets, other
long-lived assets, revenue recognition, stock-based  compensation and income taxes. Actual  results could
differ  from those estimates, and such  differences  could be material to the financial statements.

Adoption of New Revenue Accounting Standard

The Company adopted Accounting Standards Codification (ASC) Topic 606, Revenue from
Contracts with Customers, on December 31, 2017, the first day of  its fiscal  year ended December 29,
2018. The Company elected the modified retrospective  method of adoption which only applies  to  those
contracts which were not completed as of December 31, 2017.  Prior periods have not been adjusted.  In
connection with its adoption of ASC 606,  the Company  recorded a cumulative-effect adjustment to

F-8

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

retained earnings of $26.2 million on  December 31, 2017. The following reflects the material changes
recorded  in connection with the cumulative-effect adjustment (in thousands):

Financial Statement Line Item

Accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . .
Other assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue and returns liability . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Increase
(Decrease)

$
230
$ 7,579
$ (2,282)
$ 27,806
$(50,115)
$ 1,641
$ 26,195

The following presents the amounts by which financial statement line  items  were affected in the

current period due to the adoption of  ASC 606  (in thousands):

Financial Statement Line Item*

Consolidated Statements of Income

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share:

Increase
(Decrease)

Year Ended
December 29,
2018

$ 12,943
$ 4,234
$ 6,610

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

$
$

0.15
0.15

Consolidated Balance Sheet**

Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue and returns liability . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

December 29,
2018

$ 5,953
$ (2,842)
$ (4,464)
$ 22,494
$(60,789)
$ 4,282
$ 32,805

*

Excludes line items that were not  materially affected  by the Company’s adoption  of
ASC 606. The adoption had no impact to cash provided by or used in  net operating,
investing or financing activities in the  Consolidated  Statements of Cash Flows.

** Balance sheet line item amounts include the cumulative-effect adjustment recorded on

December 31, 2017.

The primary impact of the Company’s  adoption of ASC 606 resulted from  the acceleration of the
timing of  revenue recognition on sales to distributors. The Company previously  deferred revenue and

F-9

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

cost of revenue on such sales until the  distributors sold the product to the end customers. The
Company now recognizes revenue at  the  time  of sale to the distributor provided all other revenue
recognition criteria have been met. The  Company records a right of return asset and a returns liability
in place of the deferred income on shipments to distributors previously recorded under ASC 605.

Fair Value of Financial Instruments

The fair values of the Company’s financial instruments are recorded using a hierarchical 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.

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, certificates of deposit, 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 interest income and  other,  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

F-10

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

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.

In addition, the Company has made equity  investments in non-publicly traded companies. Equity

investments in which the Company does not have control, but has the ability to exercise significant
influence over operating and financial policies, are  accounted for  using the equity method. The
Company’s proportionate share of income  or loss is recorded in interest income and other, net in the
Consolidated Statement of Income. All  other  non-marketable equity investments are recorded at  cost
minus impairment, if any, plus or minus  changes resulting from qualifying observable price changes.
Prior to fiscal 2018, all other non-marketable equity  investments were accounted for using  the cost
method. The Company periodically reviews  its  equity investments for other-than-temporary declines in
fair value based on the specific identification method and writes down investments  to  their fair values
when it determines that an other-than-temporary decline has occurred.

Derivative Financial Instruments

The Company uses derivative financial instruments  to  manage certain exposures to the variability

of foreign currency exchange rates and  interest  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.

Cash flow hedges used by the Company include  foreign  currency forward contracts and interest

rate swap agreements. Foreign currency forward contracts are used to reduce the earnings impact that
exchange rate fluctuations have on operating expenses  denominated in currencies other than  the U.S.
dollar. Interest rate swap agreements  are  used  to  manage exposure to interest rate risks.

The Company also uses foreign currency forward contracts to reduce the earnings impact that

exchange rate fluctuations have on non-U.S.  dollar balance sheet exposures. The  Company does not
apply  hedge accounting to these foreign  currency forward  contracts.

Inventories

Inventories are stated at the lower of  cost, determined using the  first-in, first-out method, or net
realizable value. 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 ten

F-11

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

years. Leasehold improvements are depreciated over the lease term or their useful  life, whichever is
shorter.

The Company owns 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.

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 three 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.

F-12

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

Revenue Recognition

Revenue is recognized when control  of the  promised  goods or services is transferred to customers,

in an amount that reflects the consideration the  Company expects  to  be  entitled to in  exchange for
those goods or services.

Performance Obligations

Substantially all of the Company’s contracts with customers contain a  single  performance
obligation, the sale of mixed-signal integrated circuit (IC) products. Such sales  represent a single
performance obligation because the sale is one  type of good (e.g.,  an IC) or includes multiple goods
that are neither capable of being distinct nor separable from the other promises in the contract
(e.g., an IC embedded with software). This performance obligation is satisfied when  control of the
product  is transferred to the customer,  which typically occurs upon delivery. Unsatisfied performance
obligations primarily represent contracts  for products  with future delivery dates  and with an original
expected duration of one year or less. As  allowed  under ASC 606, the Company has opted to not
disclose the amount of unsatisfied performance obligations as these contracts have original expected
durations of less than one year.

The Company’s products carry a one-year  replacement warranty. The replacement warranty
promises customers that delivered products are as  specified in the contract (an ‘‘assurance-type
warranty’’). Therefore, the Company  accounts for such warranties under ASC 460, Guarantees, and not
as a separate performance obligation.

Transaction Price

The transaction price reflects the Company’s  expectations about  the consideration it will  be
entitled to receive from the customer  and  may include fixed or variable amounts.  Fixed consideration
primarily includes sales to direct customers and sales  to  distributors in which both the sale to the
distributor and the sale to the end customer occur  within the same reporting period.  Variable
consideration includes sales in which  the amount of  consideration that  the Company  will  receive is
unknown as of the end of a reporting  period. Such consideration primarily includes  sales made to
distributors under agreements allowing certain rights of return, referred to as stock  rotation,  and credits
issued to the distributor due to price  protection. Stock  rotation allows distributors limited levels of
returns and is based on the distributor’s  prior purchases. Price protection represents price discounts
granted to certain distributors and is  based on  negotiations on sales to end  customers.

The Company estimates variable consideration at  the most  likely amount to which it  expects to be

entitled. Included  in the transaction price  estimate are  amounts  in which it  is probable that a  significant
reversal of cumulative revenue recognized will not occur when the  uncertainty associated  with the
variable consideration is subsequently resolved. The estimate  is based on information available to the
Company, including recent sales activity and pricing  data. The Company applies a constraint  to  its
variable consideration estimate which  considers both the likelihood of  a return and the amount of a
potential price concession.

Variable consideration that does not meet  revenue  recognition criteria  is deferred. The  Company
records a right of return asset in prepaid expenses and other current assets  for the  costs of distributor

F-13

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

inventory not meeting revenue recognition criteria. A  corresponding deferred revenue  and returns
liability amount is recorded for unrecognized revenue associated with such costs.

Contract Balances

Accounts receivable represents the Company’s unconditional right to receive consideration from  its

customer. Payments are typically due  within  30  days of  invoicing and do not include a significant
financing component. To date, there  have  been no material impairment losses on accounts receivable.
There were no material contract assets or contract  liabilities recorded on  the Consolidated Balance
Sheet in any of the periods presented.

Shipping and Handling

Shipping and handling costs are classified as a  component  of  cost of revenues in  the Consolidated

Statements of Income.

Stock-Based Compensation

The Company has stock-based compensation plans,  which are more fully described in Note 14,

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 $1.9 million, $1.4 million

and $1.6 million in fiscal 2018, 2017 and  2016, 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

F-14

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

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 February 2018, the Financial Accounting  Standards Board (FASB)  issued  Accounting Standards

Update (ASU) No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220):
Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This ASU allows
a reclassification from accumulated other comprehensive income to retained earnings  for stranded tax
effects resulting from the Tax Cuts and  Jobs Act.  The Company early  adopted this ASU on
December 31, 2017. The adoption did  not have  a material impact on its  financial statements.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted

Improvements to Accounting for Hedging Activities. The objectives of this ASU are to improve the
financial reporting of hedging relationships to better portray the  economic results of an entity’s risk
management activities in its financial  statements and to make certain targeted improvements to simplify
the application of the hedge accounting  guidance in current GAAP. This ASU is effective  for fiscal
years beginning after December 15, 2018 and interim periods  within those  fiscal years. The Company
early adopted this ASU on December 31,  2017. The adoption did not have  a material impact on its
financial statements.

In January 2017, the FASB issued ASU  No. 2017-04, Intangibles—Goodwill and Other (Topic 350):
Simplifying the Test for Goodwill Impairment. This ASU eliminates Step 2 from the  goodwill impairment
test, which previously measured an impairment loss  by comparing the implied fair value  of goodwill
with its carrying amount. Instead, an entity should recognize an  impairment charge for the amount by
which  the carrying value exceeds the  reporting unit’s  fair value, not to exceed the total amount of
goodwill allocated  to that reporting unit.  This ASU is  effective for annual or any interim goodwill
impairment tests in fiscal years beginning after December 15, 2019. The  Company is  currently
evaluating the effect of the adoption of  this ASU,  but anticipates that the adoption will not have a
material impact on its financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses on Financial  Instruments. This ASU requires instruments measured at
amortized cost to be presented at the  net amount expected  to  be  collected.  Entities are  also required to
record allowances for available-for-sale  debt securities rather than reduce the  carrying amount. This
ASU is effective for fiscal years beginning  after  December 15, 2019,  including interim  periods  within
those fiscal years. The Company expects  that the  adoption will not have  a material impact on  its
financial statements.

In February 2016, the FASB issued ASU No.  2016-02, Leases, which was subsequently amended in

2018 by ASU 2018-10, ASU 2018-11  and ASU  2018-20 (collectively, Topic 842). The core principle of
Topic 842 is that a lessee should recognize the  assets and liabilities that arise from leases. For operating

F-15

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

2. Significant Accounting Policies (Continued)

leases, a lessee is required to recognize  a  right-of-use asset and a lease liability, initially measured at
the present value of the lease payments,  in the  statement  of  financial position. Topic 842 is effective for
fiscal years beginning after December  15, 2018, including interim periods  within those fiscal years. The
Company will elect an optional transition method  to  account for the  impact of  the adoption with a
cumulative-effect adjustment in the period of  adoption and will not restate prior periods. The Company
expects to elect certain practical expedients  permitted under the transition guidance.  The Company is
substantially complete with its evaluation  of the effect that the adoption of this ASU  will have on its
financial statements. The Company believes that most  of  its operating lease commitments will be
subject to the new standard. In connection with the  adoption of ASC 842, the Company expects to
recognize additional right-of-use assets and operating lease liabilities of $20.8 million on December 30,
2018.

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

December 29,
2018

December 30,
2017

December 31,
2016

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

$83,591

Shares used in computing basic earnings  per  share . . . . . . . . .

43,159

Effect of dilutive securities:

Stock-based awards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

885

Shares used in computing diluted earnings per share . . . . . . . .

44,044

$47,092

42,446

$61,494

41,713

886

43,332

663

42,376

Earnings per share:

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

$ 1.94
$ 1.90

$
$

1.11
1.09

$
$

1.47
1.45

The Company intends to settle the principal  amount  of its  convertible senior notes in cash and  any
excess value in shares in the event of a conversion. Accordingly, shares  issuable upon conversion of the
principal amount have been excluded from the calculation of diluted earnings per share. If the market
value of the notes under certain prescribed  conditions exceeds the conversion amount, the excess  is
included in the denominator for the  computation of diluted earnings  per  share using the treasury stock
method. For fiscal 2018, approximately  0.1 million shares  were  included in the  denominator for  the
calculation of diluted earnings per share.  For fiscal 2017,  no such shares were included in  the
denominator for the calculation of diluted earnings per share. See Note 10, Debt, to the Consolidated
Financial Statements for additional information.

F-16

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

4. 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 December 29, 2018 Using

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable
Inputs
(Level 2)

Significant
Unobservable
Inputs
(Level 3)

Total

Description

Assets:
Cash equivalents:

Money market funds . . . . . . . . . . . . . . . .
Corporate debt securities . . . . . . . . . . . . .
Government debt securities . . . . . . . . . . .

Total cash equivalents . . . . . . . . . . . . . . . . .

Short-term investments:

Government debt securities . . . . . . . . . . .
Corporate debt securities . . . . . . . . . . . . .

Total short-term investments . . . . . . . . . . . .

Other assets, net:

Auction rate securities . . . . . . . . . . . . . . .

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

$ 74,990
—
9,338

$ 84,328

$ 48,141
—

$ 48,141

$

$

—

—

$

—
18,820
—

$ 18,820

$ 99,211
269,427

$368,638

$

$

—

—

$ —
—
—

$ —

$ —
—

$ —

$5,759

$5,759

$ 74,990
18,820
9,338

$103,148

$147,352
269,427

$416,779

$

$

5,759

5,759

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

$132,469

$387,458

$5,759

$525,686

F-17

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

4. Fair Value of Financial Instruments  (Continued)

Fair Value Measurements
at December 30, 2017 Using

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable
Inputs
(Level 2)

Significant
Unobservable
Inputs
(Level 3)

Total

Description

Assets:
Cash equivalents:

Money market funds . . . . . . . . . . . . . . . .
Corporate debt securities . . . . . . . . . . . . .
Government debt securities . . . . . . . . . . .

Total cash equivalents . . . . . . . . . . . . . . . . .

Short-term investments:

Government debt securities . . . . . . . . . . .
Corporate debt securities . . . . . . . . . . . . .

Total short-term investments . . . . . . . . . . . .

Other assets, net:

Auction rate securities . . . . . . . . . . . . . . .

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

$106,047
—
53,615

$159,662

$ 94,575
—

$ 94,575

$

$

—

—

$

—
11,231
1,453

$ 12,684

$228,247
171,835

$400,082

$

$

—

—

$ —
—
—

$ —

$ —
—

$ —

$5,681

$5,681

$106,047
11,231
55,068

$172,346

$322,822
171,835

$494,657

$

$

5,681

5,681

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

$254,237

$412,766

$5,681

$672,684

Valuation methodology

The Company’s cash equivalents and short-term investments that are 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 foreign  exchange rates, forward and  spot
prices for currencies, and market observable data  of  similar  instruments.

Available-for-sale investments

The Company’s investments 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.

F-18

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

4. Fair Value of Financial Instruments  (Continued)

The following summarizes the contractual  underlying  maturities of the Company’s available-for-sale
investments at December 29, 2018 (in thousands):

Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year through ten years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after ten years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$338,623
169,058
19,360

$337,910
168,657
19,119

Cost

Fair Value

$527,041

$525,686

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):

Less Than 12 Months

12 Months or Greater

Total

As of December  29, 2018

Fair
Value

Gross
Unrealized
Losses

Fair
Value

Government debt securities . . . . . .
Corporate debt securities . . . . . . . .
Auction rate securities . . . . . . . . . .

$ 13,278
112,699
—

$ (10)
(273)
—

$ 88,696
76,310
5,759

Gross
Unrealized
Losses

$ (583)
(448)
(241)

Fair
Value

$101,974
189,009
5,759

Gross
Unrealized
Losses

$ (593)
(721)
(241)

$125,977

$(283)

$170,765

$(1,272)

$296,742

$(1,555)

Less Than 12 Months

12 Months or Greater

Total

As of December  30, 2017

Fair
Value

Government debt securities . . . . . . .
Corporate debt securities . . . . . . . . .
Auction rate securities . . . . . . . . . . .

$244,880
151,149
—

Gross
Unrealized
Losses

$ (931)
(447)
—

Fair
Value

$ 3,027
11,578
5,681

Gross
Unrealized
Losses

Fair
Value

$ (15)
(73)
(319)

$247,907
162,727
5,681

Gross
Unrealized
Losses

$ (946)
(520)
(319)

$396,029

$(1,378)

$20,286

$(407)

$416,315

$(1,785)

The gross unrealized losses as of December 29, 2018  and  December 30, 2017  were due primarily to

changes in market interest rates and the  illiquidity of the Company’s auction-rate securities. The
Company’s auction-rate securities have  been illiquid since  2008  when auctions for the securities failed
because sell orders exceeded buy orders.  These securities have  a contractual maturity date of 2046.  The
Company is unable to predict if these funds  will  become available  before  their  maturity date.

The Company considers the declines  in market value of  its marketable securities investment

portfolio to be temporary in nature. When evaluating  an investment for  other-than-temporary
impairment, the Company reviews factors  such  as the severity and duration of the impairment, changes
in underlying credit ratings, forecasted recovery, the Company’s 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.  As of December 29, 2018,  the
Company has determined that no other-than-temporary impairment  losses existed.

F-19

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

4. Fair Value of Financial Instruments  (Continued)

At December 29, 2018 and December 30, 2017, there were  no material  unrealized gains associated

with the Company’s available-for-sale  investments.

Level  3 fair value measurements

The following summarizes quantitative  information about Level 3 fair value measurements.

Auction rate securities

Fair Value at
December 29, 2018
(000s)

Valuation Technique

Unobservable  Input

$5,759

Discounted cash flow Estimated  yield

Weighted
Average

3.23%

Expected holding period

10 years

Estimated discount rate

3.76%

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.

The following summarizes the activity in  Level  3 financial instruments  for  the years ended

December 29, 2018 and December 30, 2017 (in thousands):

Assets

Auction  Rate Securities

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain included in other comprehensive  income (loss) . . . . . . . . . . . . . . . . . .

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

December 29,
2018

December 30,
2017

$5,681
78

$5,759

$5,196
485

$5,681

F-20

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

4. Fair Value of Financial Instruments  (Continued)

Liabilities

Contingent Consideration (1)

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reclassification to acquisition-related  liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain recognized in selling, general and  administrative  expenses . . . . . . . . . . . . . . . . . . . .

Year Ended

December  30,
2017

$ —
3,829
(3,380)
(449)

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ —

(1) In connection with the acquisition  of  Zentri,  the Company recorded contingent consideration

based on fiscal 2017 revenue from certain  Zentri  products.

Fair values of other financial instruments

The Company’s debt is recorded at cost, but  is measured  at fair value for disclosure purposes. The
fair value of the Company’s convertible senior  notes is  determined  using observable market  prices. The
notes are traded in less active markets and  are therefore  classified as a Level 2 fair  value measurement.
As of December 29, 2018 and December 30, 2017, the fair value  of the convertible senior  notes was
$419.0 million and $466.2 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.

5. Derivative Financial Instruments

The Company uses derivative financial instruments  to  manage certain exposures to the variability

of foreign currency exchange rates and  interest  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.

Cash Flow Hedges

Foreign Currency Forward Contracts

The Company uses foreign currency forward contracts to reduce the earnings impact that exchange

rate fluctuations have on operating expenses denominated  in currencies other than the U.S. dollar.
Changes in the fair value of the contracts  are recorded in  accumulated  other  comprehensive loss in  the
Consolidated Balance Sheet and subsequently reclassified into earnings in the  period during  which the
hedged transaction is recognized. The reclassified amount is reported  in the  same financial statement
line item as the hedged item. If the foreign currency forward contracts are terminated  or can  no longer
qualify as hedging instruments prior to maturity, the  fair value of the  contracts recorded  in
accumulated other comprehensive loss  may be recognized in the  Consolidated  Statement of Income
based on an assessment of the contracts at the time of termination.

F-21

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

5. Derivative Financial Instruments (Continued)

The Company entered into foreign currency  forward contracts  in March 2018 for a portion of  its

forecasted operating expenses denominated in  the Norwegian  Krone.  As of December 29, 2018, the
contracts had maturities of one to twelve  months and an  aggregate notional value of $8.8 million.
Losses expected to be reclassified into  earnings in the  next 12 months were not material. The fair  value
of the contracts, contract losses recognized in other comprehensive income and amounts reclassified
from accumulated other comprehensive  loss into earnings were not material for any of the  periods
presented.

Interest Rate Swaps

The Company entered into an interest rate swap agreement  with an  original notional value of
$72.5 million in connection with its Credit  Facility in July  2016.  The Company terminated the swap
agreement on March 6, 2017, which resulted in the reclassification of $1.8 million of unrealized gains
that were previously recorded in accumulated other comprehensive  loss into earnings during fiscal 2017.

Non-designated Hedges

Foreign Currency Forward Contracts

The Company uses foreign currency forward contracts 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 interest income and  other, 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 these foreign
currency forward contracts.

As of December 30, 2017, the Company held one  foreign currency forward contract denominated

in the Norwegian Krone with a notional  value of  $2.4 million. The fair value of the contract was not
material as of December 30, 2017.

The before-tax effect of derivative instruments not designated as hedging instruments was as

follows (in thousands):

Gain  (Loss) Recognized in Income

Foreign currency forward

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Location

contracts . . . . . . . . . . . . . .

$105

$(207)

$(92)

Interest income and other, net

F-22

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

6. Balance Sheet Details

The following tables show the details of selected Consolidated Balance Sheet  items (in thousands):

Accounts  Receivable, Net

Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . .

Inventories

Work in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finished goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Property and Equipment

December 29,
2018

December 30,
2017

$73,832
(638)

$73,194

$72,005
(638)

$71,367

December 29,
2018

December 30,
2017

$50,983
23,989

$74,972

$46,698
26,434

$73,132

December 29,
2018

December 30,
2017

Buildings and improvements . . . . . . . . . . . . . . . . . . . . . .
Equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Computers and purchased software . . . . . . . . . . . . . . . . .
Leasehold interest in ground leases . . . . . . . . . . . . . . . . .
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . .
Furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 109,025
62,895
42,487
23,840
12,006
7,794

$ 96,196
59,836
37,598
23,840
10,483
5,691

Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . .

Other Current Liabilities

Accrued compensation and benefits . . . . . . . . . . . . . . . . .
Accrued price protection credits . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

258,047
(118,998)

233,644
(105,962)

$ 139,049

$ 127,682

December 29,
2018

December 30,
2017

$37,113
12,033
32,034

$81,180

$33,631
8,239
31,489

$73,359

F-23

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

6. Balance Sheet Details (Continued)

Other Non-current Liabilities

Non-current tax liabilities . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

December 29,
2018

December 30,
2017

$21,576
35,872

$57,448

$39,196
38,666

$77,862

7. 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, notes  receivable and
derivatives. The Company places its cash equivalents and investments  primarily in  municipal  bonds,
money market funds, corporate bonds, variable-rate demand notes,  U.S.  government securities, agency
securities, asset-back securities, certificates of deposit,  commercial paper, auction-rate securities and
international 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:

Arrow Electronics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edom Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Avnet

12%
10%
—

14%
*
16%

December 29,
2018

December 30,
2017

*

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.

The Company holds three notes receivable from two privately held  companies. The total carrying

value of the notes was $2.4 million as of  December 29,  2018, which  was  recorded in  other  assets, net in
the Consolidated Balance Sheet.

The Company holds two equity investments  in privately held companies. One investment is
accounted for using the equity method and  had  a carrying value of $4.1  million  as of December 29,
2018. The second investment is recorded at cost minus impairment and had a carrying value of
$2.0 million as of December 29, 2018. In fiscal 2018, the  Company reduced the carrying  value of  the
second  investment by $1.8 million, which  was recorded in  interest income and other, net in the
Consolidated Statements of Income.  Both  investments were  recorded in  other  assets, net in the
Consolidated Balance Sheet.

F-24

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

7. 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 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, results of operations and cash  flows.

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 end customers or

F-25

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

7. Risks and Uncertainties (Continued)

contract manufacturers accounted for greater  than 10% of revenue  during fiscal 2018, 2017  or 2016.
The Company’s distributors that accounted for greater  than 10% of revenue  consisted of the  following:

Arrow Electronics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edom  Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Avnet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

21%
17%
*

12%
19%
14%

11%
17%
13%

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

*

Less than 10% of revenue

8. Acquisitions

Z-Wave

On April 18, 2018, the Company completed the acquisition of the Z-Wave business from Sigma

Designs, Inc. for $243 million in cash.  Z-Wave  is an Internet  of  Things (IoT) technology for  smart
home solutions.

This strategic acquisition expands the  Company’s  IoT connectivity  portfolio  in the connected  home
market, 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. A portion of the goodwill is 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 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 20,900
69,875
25,000
9,900

Not amortized
7
4
7

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . .
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current assets . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . .

125,675
2,841
5,311
15,581
329
109,117
2,587
(3,306)
(8,918)
(6,648)

Total purchase price . . . . . . . . . . . . . . . . . . . . . . . . . .

$242,569

F-26

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

8. Acquisitions (Continued)

In-process research and development (IPR&D) represents acquired smart home  technology that
had not been completed as of the acquisition date.  The fair value of IPR&D  was determined using the
income approach. The discount rate applied  to  the projected cash flows was  15.0%, which reflects the
engineering and technical risks related to the projects. The  allocation of the purchase price is
preliminary and subject to change, based on the  finalization  of  income  tax  matters.

Revenues attributable to the Z-Wave  business from the date of acquisition to December  29, 2018

were $37.0 million. The Company recorded  approximately $4.9  million of  acquisition-related  costs in
selling, general and administrative expenses during fiscal  2018.

The following unaudited pro forma financial  information presents combined results of operations

for each  of the periods presented, giving effect to the acquisition as if it had been completed on
January 1, 2017. The pro forma financial  information includes charges for the fair value write-up
associated with acquired inventory, adjustments for amortization expense of  acquired intangible  assets
and tax-related expenses. The pro forma  results of operations are presented for informational purposes
only and are not necessarily indicative of  the results of operations that would have been achieved if the
acquisition had taken place on January  1, 2017  or of results that may occur in the future  (in  thousands,
except per share data):

Year Ended

December 29,
2018

December 30,
2017

(Unaudited)

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

$882,109
$ 87,874

$824,009
$ 27,958

Earnings per share:

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

$
$

2.04
2.00

$
$

0.66
0.65

Zentri

On January 20, 2017, the Company acquired  Zentri,  Inc., a private company. Zentri is an

innovator in low-power, cloud-connected  Wi-Fi technologies for  the IoT. The Company acquired Zentri
for approximately $18.1 million, including initial cash  consideration of approximately $14.3 million, and
potential additional consideration with an  estimated  fair value of approximately $3.8  million at the date
of acquisition.

The purchase price was allocated as follows: intangible assets—$6.7  million; goodwill—

$12.1 million; and other net liabilities—$0.7  million. The  goodwill is  not deductible  for tax purposes.
Pro forma information related to this  acquisition  has not been  presented because it would not be
materially different from amounts reported.

Micrium

On October 3, 2016, the Company acquired Micrium,  a private  company. Micrium  is a supplier of

real-time operating system (RTOS) software for the  IoT.  The Company acquired Micrium  for
approximately $12.4 million, consisting of  approximately $8.2  million  in cash  and $4.2 million  in stock
consideration. An additional approximately $1.0 million in stock  consideration 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 over four  years.

F-27

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

8. Acquisitions (Continued)

The purchase price was allocated as follows:  intangible assets—$9.5  million; goodwill—$3.4 million;

and other net liabilities—$0.5 million. A portion  of the goodwill is deductible for tax  purposes. Pro
forma information related to this acquisition has  not  been presented because  it would not be materially
different from amounts reported.

Energy Micro

On July 1, 2013, the Company acquired  Energy Micro. In fiscal 2016, the  Company entered into
an agreement which settled the amount  of the earn-out  to  be  paid  for fiscal 2015 through 2018. The
total settlement amount was approximately  $16.0 million (in lieu of potential payments of up to
$26.7 million) and was paid on May 11,  2016.

9. Goodwill and Other Intangible Assets

Goodwill

The following summarizes the activity  in  goodwill for the  years  ended December  29, 2018 and

December 30, 2017 (in thousands):

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additions due to business combinations . . . . . . . . . . . . . .

$288,227
109,117

$276,130
12,097

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$397,344

$288,227

Year Ended

December 29,
2018

December 30,
2017

Other Intangible Assets

The gross carrying amount and accumulated amortization  of  other intangible assets are as  follows

(in thousands):

Weighted-Average
Amortization
Period
(Years)

December 29, 2018

December 30,  2017

Gross
Amount

Accumulated
Amortization

Gross
Amount

Accumulated
Amortization

Core and developed technology . . . . .
Customer relationships . . . . . . . . . . .
Patents . . . . . . . . . . . . . . . . . . . . . . .
Trademarks . . . . . . . . . . . . . . . . . . .

Total

. . . . . . . . . . . . . . . . . . . . . . . .

8
5
—
7

8

$237,265
46,890
—
12,310

$(102,116)
(21,075)
—
(2,442)

$161,700
25,470
3,000
3,690

$ (89,442)
(16,180)
(2,750)
(2,344)

$296,465

$(125,633)

$193,860

$(110,716)

Gross intangible assets increased $125.7 million in fiscal 2018 for assets added due to the
acquisition of Z-Wave business. This  increase  was  offset by $23.1 million due to the removal of fully
amortized assets.

Amortization expense related to intangible  assets for fiscal 2018,  2017 and  2016 was $38.0 million,

$27.1 million and $27.3 million, respectively. The estimated aggregate amortization expense for

F-28

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

9. Goodwill and Other Intangible Assets (Continued)

intangible assets subject to amortization for each  of  the five succeeding fiscal years is as follows (in
thousands):

Fiscal Year

2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$39,222
36,727
32,337
24,206
18,286

10. Debt

1.375% Convertible Senior Notes

On March 6, 2017, the Company completed  a private  offering  of  $400 million principal amount

convertible senior notes (the ‘‘Notes’’). The Notes bear interest  semi-annually at a rate of 1.375%  per
year and will mature on March 1, 2022, unless repurchased, redeemed or converted at an  earlier date.
The Company used $72.5 million of  the proceeds  to  pay  off the then remaining balance under  its credit
agreement.

The Notes are convertible at an initial conversion rate of 10.7744 shares  of  common stock per

$1,000 principal amount of the Notes, or  approximately  4.3  million  shares of  common stock, which is
equivalent to a conversion price of approximately $92.81 per share. The conversion rate is  subject to
adjustment under certain circumstances. Holders may  convert  the Notes under the following
circumstances: during any calendar quarter after the calendar  quarter ended on  June 30, 2017 if the
closing price of the Company’s common  stock for at least 20  trading days in the 30 consecutive trading
days ending on the last trading day of the preceding calendar quarter is  greater than or equal  to  130%
of the conversion price of the Notes; during the  five  business  day period after  any ten  consecutive
trading day period (the ‘‘measurement  period’’) in  which the trading price  per  $1,000 principal amount
of notes for each trading day of the measurement  period was less than 98% of  the product of  the
closing sale price of our common stock and the conversion  rate on each such trading  day; if specified
distributions or corporate events occur; if the Notes  are called for redemption; or at any  time after
December 1, 2021. The Company may redeem all or  any  portion of the Notes, at its  option, on or after
March 6, 2020, if the last reported sale price of the Company’s common stock has  been at  least 130%
of the conversion price then in effect for  at least 20  trading  days during any  30 consecutive trading day
period. Upon conversion, the Notes may be settled in  cash, shares of the  Company’s common stock  or
a combination of cash and shares, at  the  Company’s election.

The principal balance of the Notes was separated into  liability  and equity components, and was
recorded  initially at fair value. The excess of the principal  amount  of the liability component over its
carrying  amount represents the debt discount, which  is amortized to interest  expense over the  term of
the Notes using the effective interest method.  The carrying amount of the liability component was
estimated by discounting the contractual  cash  flows  of  similar non-convertible  debt  at an appropriate
market rate at the date of issuance.

The Company incurred debt issuance  costs of approximately $10.6  million, which was allocated to
the liability and equity components in  proportion to the  allocation of the proceeds. The costs allocated

F-29

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

10. Debt (Continued)

to the liability component are being amortized as  interest expense over the  term of the Notes using the
effective interest method.

The carrying amount of the Notes consisted of the following (in  thousands):

December 29,
2018

December 30,
2017

Liability component

Principal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unamortized debt discount . . . . . . . . . . . . . . . . . . . . .
Unamortized debt issuance costs . . . . . . . . . . . . . . . . .

$400,000
(39,298)
(5,931)

$400,000
(50,499)
(7,622)

Net carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . .

$354,771

$341,879

Equity component

Net carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 57,735

$ 57,735

The liability component of the Notes is  recorded in convertible debt on the  Consolidated  Balance

Sheet. The equity component of the Notes is recorded in  additional  paid-in capital.  The  effective
interest rate for the liability component  was 4.75%. As  of December 29, 2018,  the remaining  period
over which the debt discount and debt issuance costs will be amortized  was 3.2 years.

Interest expense related to the Notes  was comprised of the following (in  thousands):

Contractual interest expense . . . . . . . . . . . . . . . . . . . . . .
Amortization of debt discount . . . . . . . . . . . . . . . . . . . . .
Amortization of debt issuance costs . . . . . . . . . . . . . . . . .

Year Ended

December 29,
2018

December 30,
2017

$ 5,500
11,202
1,690

$18,392

$ 4,492
8,816
1,330

$14,638

Credit Facility

In connection with the Company’s offering  of  the Notes,  it and certain  of  its  domestic  subsidiaries

(the ‘‘Guarantors’’) amended its existing  credit agreement and paid off the then  remaining balance of
$72.5 million. The amended agreement (the ‘‘Credit Facility’’) consists  of a $300  million  revolving credit
facility with a maturity date of July 24,  2020. The Credit Facility includes a $25  million  letter of credit
sublimit and a $10 million swingline loan sublimit. The Company  also  has an  option to increase  the size
of the borrowing capacity by up to an aggregate of $200 million in additional commitments, subject to
certain conditions.

The revolving credit facility, other than swingline loans,  will bear interest at  the Eurodollar  rate

plus an applicable margin or, at the option  of  the Company, a base rate  (defined as  the highest of the
Wells Fargo prime rate, the Federal Funds rate plus  0.50% and the Eurodollar Base Rate  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 Eurodollar rate  loans  range from 1.25% to 2.00%

F-30

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

10. Debt (Continued)

and for base rate loans range from 0.25%  to 1.00%,  depending in each case,  on the leverage ratio as
defined in the Credit Facility.

The Credit Facility contains 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 3.00 to 1 and a minimum fixed charge coverage ratio (EBITDA/interest  payments, income
taxes and capital expenditures) of no  less than 1.25 to 1.  As of December 29, 2018, the Company  was
in compliance with all covenants of the Credit Facility. The Company’s obligations under the  Credit
Facility are guaranteed by the Guarantors  and are secured by  a security interest in substantially all
assets of the Company and the Guarantors.

11. Commitments and Contingencies

Operating Leases

The Company leases certain facilities under operating  lease agreements that expire at various dates

through 2027. Some of these arrangements contain renewal options and require the Company to pay
taxes, insurance and maintenance costs.

Rent expense under operating leases  was $6.0  million,  $5.5 million and $4.7 million for fiscal 2018,

2017 and 2016, respectively. The minimum annual  future rentals under the  terms of these leases as of
December 29, 2018 are as follows (in  thousands):

Fiscal Year

2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 5,287
4,746
4,051
3,485
2,810
3,842

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$24,221

Investment Commitment

The Company has committed to invest up  to  $10.0 million in a limited partnership, of which

approximately $4.3 million was funded  through December 29,  2018.

Patent Litigation—Cresta Technology

On January 28, 2014, Cresta Technology Corporation (‘‘Cresta Technology’’), a Delaware

corporation, filed a lawsuit against the Company  in the United States District  Court in  the District of
Delaware, alleging infringement of three United  States Patents (the ‘‘Cresta Patents’’). On July 16,
2014, the Company filed a lawsuit against Cresta Technology in the United States District  Court in the
Northern District of California alleging  infringement  of  six United  States Patents.

F-31

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

11. Commitments and Contingencies  (Continued)

Cresta Technology declared bankruptcy in 2016  and  the Cresta patents and the Delaware lawsuit

were acquired by Crespe LLC.

On September 17,  2018, the Company and Crespe  LLC settled all matters. The Company received

a non-material payment from Crespe LLC.  There was no payment from the Company and the
Company received a full license to the  Cresta Patents  and dismissal of all claims.

Patent Litigation—Bandspeed

On June 21, 2018, Bandspeed, LLC (‘‘Bandspeed’’), a Texas limited liability company,  filed a
lawsuit against the Company in the United States District Court of the Western District of Texas,
Austin  Division, alleging infringement of eight United  States Patents. On November 9,  2018, the
Company and Bandspeed settled all matters, and the  Court ordered a  dismissal on  November 19, 2018.
The Company made a non-material payment to Bandspeed and received a full  license to the  alleged
patents and dismissal of all claims.

Other

The Company is involved in various  other  legal  proceedings that  have arisen in the normal course

of business. While the ultimate results  cannot be predicted with certainty, the Company does not expect
them to have a material adverse effect on  its Consolidated Financial Statements.

12. Stockholders’ Equity

Common Stock

The Company issued 0.8 million shares  of common stock  during fiscal 2018.

Share Repurchase Programs

The Board of Directors authorized the  following share repurchase programs (in thousands):

Program Authorization Date

Program
Termination
Date

Program
Amount

October 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . December 2019
January 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . December 2017
August  2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . December 2016

$200,000*
$100,000
$100,000

*

In  October 2018, the Board of Directors increased the share repurchase amount for the
October 2017 program from $100 million to $200  million and extended  the termination
date from December 2018 to December  2019.

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  0.4 million shares of its common stock for $39.3 million during
fiscal 2018. The Company did not repurchase any shares  of its common stock during fiscal 2017.  The

F-32

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

12. Stockholders’ Equity (Continued)

Company repurchased 0.9 million shares  of  its  common  stock for  $40.5 million during fiscal 2016.
These shares were retired upon repurchase.

Reclassifications From Accumulated Other Comprehensive Loss

The following table summarizes the effect  on net income from reclassifications out of  accumulated

other comprehensive loss (in thousands):

Reclassification

Losses on available-for-sales securities to:

Year ended

December 29,
2018

December 30,
2017

December 31,
2016

Interest income and other, net . . . . . . . . . . . . . . . . . . . . . .

$ (49)

$ —

$ —

Gains (losses) on cash flow hedges to:

Interest income and other, net . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income tax (expense) benefit

. . . . . . . . . . . . . . . . . . . . . . .

(316)
—

(365)

77

—
1,808

1,808

(633)

—
(249)

(249)

87

Total gains (losses) reclassified . . . . . . . . . . . . . . . . . . . . . . . .

$(288)

$1,175

$(162)

Income Tax Allocated to the Components of Other Comprehensive Income (Loss)

The income tax effects of the components of other  comprehensive  income  (loss)  were as follows

(in thousands):

Income tax (expense) benefit on:

Net changes to available-for-sale securities:

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

Net changes to cash flow hedges:

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

Year ended

December 29,
2018

December 30,
2017

December 31,
2016

$ (79)
(10)

200
(66)

$ 45

$255
—

—
633

$888

$ 63
—

(513)
(87)

$(537)

F-33

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

13. Revenues

The Company groups its revenues into four categories, based on the markets and applications in

which  its products may be used. The  following disaggregates the Company’s revenue by product
category (in thousands):

Year Ended

December 29,
2018

December 30,
2017 (1)

December 31,
2016 (1)

Internet of Things . . . . . . . . . . . . . . . . . . . .
Infrastructure . . . . . . . . . . . . . . . . . . . . . . .
Broadcast . . . . . . . . . . . . . . . . . . . . . . . . . .
Access . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$463,838
199,478
141,412
63,539

$395,012
152,158
152,980
68,717

$314,614
147,677
157,746
77,589

$868,267

$768,867

$697,626

(1) Under the modified retrospective method,  prior period amounts have not been  adjusted.

A portion of the Company’s sales are  made  to  distributors under agreements  allowing  certain

rights of return and/or price protection  related to the final selling  price to the end  customers.  These
factors impact the timing and uncertainty  of revenues and cash flows. The Company recognized
revenue of $24.3 million during fiscal  2018 from  performance  obligations  that were  satisfied in previous
reporting periods. The following disaggregates the Company’s  revenue by sales channel (in thousands):

Year Ended

December 29,
2018

December 30,
2017 (1)

December 31,
2016 (1)

Distributors . . . . . . . . . . . . . . . . . . . . . . . .
Direct customers . . . . . . . . . . . . . . . . . . . . .

$618,989
249,278

$547,419
221,448

$471,622
226,004

$868,267

$768,867

$697,626

(1) Under the modified retrospective method,  prior period amounts have not been  adjusted.

14. 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’’).  In  fiscal  2017, the
stockholders of the Company approved amendments to both the  2009 Plan and  the 2009 Purchase  Plan.
These 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.

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 fiscal 2017 amendments  to the  2009 Plan created a single share pool. All awards now
deduct one share from the 2009 Plan shares available for issuance for each share  granted. Awards

F-34

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

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 0.6  million,  0.7 million and 1.3 million shares of full value
awards and 0.0 million, 0.0 million, and 0.2  million  stock options from the 2009 Plan during fiscal 2018,
2017 and 2016, respectively.

The Company recorded $0.9 million  in  selling, general  and administrative expense during fiscal
2016 in connection with the modifications of certain equity awards. The modifications were pursuant to
three employee terminations in fiscal 2016.  There were no other significant modifications made to any
stock grants during fiscal 2018, 2017 or 2016.

Included in the full value awards granted under  the 2009 Plan in  fiscal  2018, 2017  and 2016 were a

total of 41 thousand, 54 thousand and 65  thousand  market-based stock awards, respectively. The
awards, also known as market stock units  (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  PHLX Semiconductor  Sector  Total Return
Index.

Also included in the full value awards granted  under the 2009 Plan during  fiscal 2018, 2017 and
2016 were 41 thousand, 54 thousand  and 65 thousand performance-based stock awards, respectively.
The awards, also known as PSUs, provide for  the rights  to acquire a number of shares of common
stock for no cash consideration based upon  the achievement of specified revenue  objectives  during the
year. The requisite service period for these  PSUs is approximately three years from  the date of  grant.

F-35

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

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 2018, 2017 and
2016, the Company issued 223 thousand, 239 thousand and 224 thousand shares, respectively, under the
2009 Purchase Plan to its employees.  The  weighted-average fair value for purchase rights granted  in
fiscal 2018 under the 2009 Purchase Plan was $22.59 per share.

Accounting for Stock-Based Compensation

Stock-based compensation costs are based  on the fair values on the date of grant for stock  awards
and stock options and on the date of  enrollment for the  employee stock purchase plans. The fair  values
of stock awards (such as RSUs, PSUs and RSAs) are  estimated based  on their intrinsic values. The fair
values of MSUs are estimated using a  Monte  Carlo  simulation.  The fair values of stock options and
employee stock purchase plans are estimated using the  Black-Scholes option-pricing model.

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.

The Company estimates potential forfeitures  of stock grants and adjusts 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

F-36

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

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. The fair values  of  PSUs  are amortized as compensation expense on a  straight-line
basis over the performance period when  the performance  is probable of achievement, and over the
remaining service periods thereafter. 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 for ESPP and stock options

granted were calculated using the following  assumptions:

Employee Stock Purchase Plan

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Expected volatility . . . . . . . . . . . . . . . . . . .
Risk-free interest rate % . . . . . . . . . . . . . . .
Expected term (in months) . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . .

30%
2.4%
9
—

28%
1.1%
8
—

Year Ended

30%
0.6%
15
—

Stock Options

December 29,
2018

December 30,
2017

December 31,
2016

Expected volatility . . . . . . . . . . . . . . . . . . .
Risk-free interest rate % . . . . . . . . . . . . . . .
Expected term (in years) . . . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . .

—
—
—
—

—
—
—
—

32%
1.3%
5.4
—

The fair values estimated from Monte Carlo simulation for  MSUs were  calculated using the

following assumptions:

MSUs

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Expected volatility . . . . . . . . . . . . . . . . . . .
Risk-free interest rate % . . . . . . . . . . . . . . .
Expected term (in years) . . . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . .

29%
2.4%
2.9
—

31%
1.6%
2.9
—

30%
0.9%
2.9
—

F-37

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

A summary of stock-based compensation activity with respect to fiscal 2018 follows:

Stock Options

Outstanding at December 30, 2017 . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Outstanding at December 29, 2018 . . . . . . . . . . . . . . . . .

Vested at December 29, 2018 and expected  to  vest . . . . .

Exercisable at December 29, 2018 . . . . . . . . . . . . . . . . .

RSAs and RSUs

Outstanding at December 30, 2017 . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested or issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancelled or forfeited . . . . . . . . . . . . . . . . . . . . . . . . . .

Shares
(000s)

170
(33)

137

83

50

Shares
(000s)

1,523
522
(730)
(97)

Outstanding at December 29, 2018 . . . . . . . . . . . . . . . . .

1,218

Outstanding at December 29, 2018 and  expected to  vest .

1,147

PSUs and  MSUs

Outstanding at December 30, 2017 . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earned or issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancelled or forfeited . . . . . . . . . . . . . . . . . . . . . . . . . .

Outstanding at December 29, 2018 . . . . . . . . . . . . . . . . .

Outstanding at December 29, 2018 and  expected to  vest .

Shares
(000s)

259
81
(37)
(21)

282

249

Weighted-
Average
Exercise
Price

$38.88
$36.45

$39.47

$40.39

$37.88

Weighted-Average
Remaining
Contractual
Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

7.1

7.1

7.1

$5,327

$3,154

$2,031

Weighted- Weighted-Average
Average
Purchase
Price

Remaining
Vesting Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

$—
$—
$—
$—

$—

$—

0.86

0.86

$95,620

$90,008

Weighted- Weighted-Average
Average
Purchase
Price

Remaining
Vesting Term
(In Years)

Aggregate
Intrinsic
Value
(000s)

$—
$—
$—
$—

$—

$—

1.1

1.1

$22,164

$19,615

The following summarizes the Company’s weighted average  fair value at the date of grant:

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Per grant of RSAs and RSUs . . . . . . . . . . .
Per grant of PSUs and MSUs . . . . . . . . . . .
Per grant of stock options . . . . . . . . . . . . . .

$93.75
$97.53
$ —

$72.85
$78.40
$ —

$40.55
$32.23
$40.38

F-38

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

The following summarizes the Company’s stock-based  payment and stock  option values (in

thousands):

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Intrinsic value of stock options exercised . . .
Intrinsic value of RSUs that vested . . . . . . .
Grant date fair value of RSUs that vested . .
Intrinsic value of MSUs that vested . . . . . . .
Grant date fair value of MSUs that vested . .

$ 1,952
$68,012
$37,720
$ 3,562
$ 1,788

$ 2,174
$53,093
$32,449
687
$
633
$

$ 2,560
$36,502
$39,853
$ —
$ —

The Company received cash of $13.3  million for the  issuance  of common stock, and paid
$19.5 million for shares withheld for taxes, during fiscal 2018. The Company issues shares from the
shares reserved under its stock plans upon  the exercise of stock  options, vesting of RSUs, PSUs 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

December 29,
2018

December 30,
2017

December 31,
2016

$ 1,238
23,867
24,972

50,077
8,890

$ 1,090
21,771
21,891

44,752
11,073

$ 1,070
19,573
18,985

39,628
8,496

$41,187

$33,679

$31,132

The decrease in income tax benefit in fiscal  2018 was due to the reduced current and  future
deductibility of executive stock compensation as a result of the  Tax Cuts and  Jobs Act.  The increase in
income tax benefit in fiscal 2017 was  primarily due to the recognition of excess tax benefits in
connection with the Company’s adoption of ASU 2016-09,  offset in part by an adjustment  in the
deferred tax asset due to the recent tax reform. The Company  had approximately $65.4 million of total
unrecognized compensation costs related to granted  stock options and  awards  as of December 29, 2018
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.

F-39

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

14. Stock-Based Compensation (Continued)

As of December 29, 2018, the Company had reserved shares of common  stock for future issuance

as follows (in thousands):

2009 Stock Incentive Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2009 Employee Stock Purchase Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,343
985

Total shares reserved . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,328

15. 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 $3.7 million, $3.5 million and  $3.4 million to the 401(k)  Plan
during fiscal 2018, 2017 and 2016, respectively.

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 30% of the Energy Micro equity. In fiscal 2016, the Company entered into an
agreement which settled the amount  of  the earn-out to be paid for  fiscal  2015 through 2018.  Under this
agreement, Mr. Førre received approximately $4.8  million.

Alf-Egil Bogen served on the Company’s  board  of  directors from October 17, 2013 to April  21,

2016. 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. Under the
settlement agreement, Mr. Bogen received approximately $0.3 million that was  paid for  fiscal  2015
through 2018 earn-out.

17. Income Taxes

The Tax Cuts and Jobs Act (the Act) was enacted in  the U.S. on December 22, 2017.  The Act
reduced the U.S. federal corporate income tax rate to 21% from 35%, required  companies to pay a
one-time Transition Tax on earnings of certain foreign subsidiaries that  were previously tax deferred
and created new taxes on certain foreign-sourced earnings. In 2017  and  the  first  nine  months of 2018,
the Company recorded provisional amounts for certain enactment-date effects of  the Act  by  applying
the guidance in Staff Accounting Bulletin  No. 118 or  ‘‘SAB  118’’ because  it had not yet completed  the
enactment-date accounting for these  effects. In 2017, the Company  recorded tax expense  related to the
enactment-date effects of the Act that included  recording the one-time  Transition Tax  liability  related to
undistributed earnings of certain foreign subsidiaries  that  were not  previously  taxed, the  revaluation  of
deferred tax assets and liabilities and  other deferred tax  impacts. In  2018, certain discrete  adjustments
to provisional amounts were recorded. The changes  to  the 2017 enactment-date provisional  amounts
decreased the effective tax rate in 2018 by (6.2)%.

F-40

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

SAB 118 measurement period

The Company applied the guidance in SAB  118 when accounting for the enactment-date effects of

the Act in 2017 and throughout 2018. At  December 30, 2017, the Company had  not  completed its
accounting for the enactment-date income tax effects of the Act under ASC 740, Income Taxes,
specifically for the following aspects: remeasurement of deferred  tax assets and  liabilities, one-time
Transition Tax, its indefinite reinvestment  assertion and its accounting policy for global intangible
low-taxed income. As of December 29, 2018, the  Company has now  completed  its accounting  for all of
the enactment-date income tax effects of the Act. As  further discussed below, during 2018, the
Company recognized a benefit of $4.5  million to the provisional amounts  recorded at  December 30,
2017 and included these adjustments as a component of income  tax expense from continuing
operations.

One-time Transition Tax

The one-time Transition Tax is based  on  the Company’s total post-1986  earnings and profits
(E&P), which were previously deferred from U.S. income tax  under U.S. tax law.  The Company
recorded  a provisional amount for its one-time Transition Tax liability for each of its foreign
subsidiaries, resulting in a Transition  Tax cost of $54.4 million, which after offset by tax  attributes
resulted in a total provisional Transition Tax liability of $42.6 million at December  30, 2017.

Upon further analysis of the Act, Notices and Regulations issued and proposed by the  U.S.

Department of the Treasury and the  Internal Revenue Service, the Company finalized its calculations of
the Transition Tax liability during 2018.  The Company decreased  its December 30,  2017 provisional
amount by $6.1 million, which is included  as a component of income tax expense from continuing
operations. The Company elected to  pay  the  Transition Tax over  the  eight-year period provided  in the
Act. As of December 29, 2018, the unpaid  balance  of its  Transition Tax obligation is $21.6  million,
which  is payable between April 2022  and  April  2025.

Deferred tax assets and liabilities

As of December 30, 2017, the Company remeasured certain  deferred  tax assets  and liabilities
based on the tax rates at which they were  expected to reverse in  the future  (which  was generally 21%),
by recording a net provisional benefit of $28.1 million. This included the release of a deferred tax
liability for future foreign earnings generated  by one  of  the Company’s  foreign subsidiaries upon
resolution of the Altera case of $39.4 million  as well  as the release of approximately  $10.5 million of
valuation allowances with corresponding  deferred tax  benefits. These  benefits were offset by the
revaluation of the Company’s net deferred  tax  asset and a corresponding increase to deferred tax
expense of $21.8 million. Upon further analysis of certain  aspects  of  the Act and refinement of its
calculations during the 12 months ended December 29, 2018, the Company reduced its  provisional
benefit by $1.0 million, which is included  as a  component  of  income  tax  expense from  continuing
operations.

Global intangible low-taxed income (GILTI)

The Act  subjects a U.S. shareholder to tax on GILTI  earned by certain foreign  subsidiaries.  The
FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an

F-41

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

entity can make an accounting policy election  to  either  recognize deferred taxes for  temporary basis
differences expected to reverse as GILTI  in future years or to provide  for  the tax  expense related to
GILTI in the year the tax is incurred as  a period  expense.

Because the Company was still evaluating the  GILTI provisions as of  December 30, 2017, no
GILTI-related deferred amounts were recorded  in 2017. After further consideration in the current  year,
the Company has elected to account  for GILTI  as a period  cost in  the year  the tax  is incurred.

Indefinite reinvestment assertion

Beginning in 2018, the Act provides for a 100% dividends received deduction for  dividends

received from 10-percent owned foreign  corporations by U.S. corporate  shareholders, subject to a
one-year holding period. Although dividend income is now generally exempt from U.S. federal income
tax in the hands of U.S. corporate shareholders,  companies must still apply  the guidance of
ASC 740-30-25-18  to account for the tax  consequences of outside basis differences and other tax
impacts of their investments in non-U.S. subsidiaries. As the Company was still evaluating how the Act
would impact the Company’s existing  indefinite  reinvestment assertion as of December 30, 2017, no
deferred tax impacts for this item were recorded.

Upon further analysis, the Company has modified its unremitted earnings assertion both

historically and on a go-forward basis to exclude  the net book  income  of its Singapore subsidiary from
the indefinite reinvestment assertion.  As  a result, the Company has accrued a  deferred tax liability of
$0.6 million associated with the state  tax  cost of remitting these earnings which is included as a
component of income tax expense from continuing  operations.

Income before income taxes includes  the  following  components (in thousands):

Domestic . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

$19,777
52,384

$72,161

$ 9,700
67,203

$76,903

$ 4,313
60,183

$64,496

F-42

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

The provision (benefit) for income taxes  consists  of the  following  (in thousands):

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Current:

Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (8,843)
5,888

$ 48,947
7,077

Total Current

. . . . . . . . . . . . . . . . . . . . .

(2,955)

56,024

$ 2,639
4,421

7,060

Deferred:

Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Deferred . . . . . . . . . . . . . . . . . . . .

(8,978)
503

(8,475)

(25,760)
(453)

(26,213)

(2,430)
(1,628)

(4,058)

Provision (benefit) for income taxes . . . . . . .

$(11,430)

$ 29,811

$ 3,002

The reconciliation of the federal statutory tax rate to the Company’s effective tax rate is as follows:

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

Federal statutory rate . . . . . . . . . . . . . . . . .
Foreign tax rate benefit . . . . . . . . . . . . . . . .
Research and development tax credits . . . . .
GILTI and Subpart F income . . . . . . . . . . .
Nondeductible (nontaxable) foreign expenses
State tax expense . . . . . . . . . . . . . . . . . . . .
Release of prior year unrecognized tax

benefits . . . . . . . . . . . . . . . . . . . . . . . . . .
Excess officer compensation . . . . . . . . . . . .
Other tax effects of equity compensation . . .
Change in cost-sharing treatment of stock-

based compensation . . . . . . . . . . . . . . . . .

Excess tax benefit of stock-based

compensation . . . . . . . . . . . . . . . . . . . . .
Change in prior period valuation allowance .
Transition tax on unremitted foreign

earnings . . . . . . . . . . . . . . . . . . . . . . . . .
Revaluation of deferred tax balances . . . . . .
Other deferred tax impacts of tax reform . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

21.0%
(12.9)
(9.8)
4.3
3.9
1.5

(2.7)
2.4
(0.4)

(2.2)

(5.9)
(2.5)

(8.4)
0.3
(3.1)
(1.3)

35.0%
(25.4)
(4.5)
1.4
1.1
0.9

(0.6)
1.5
(2.2)

5.2

(5.6)
(1.3)

70.8
28.2
(64.8)
(0.9)

35.0%
(22.6)
(4.1)
1.4
(4.0)
0.6

(1.7)
1.4
(1.5)

(0.5)

—
(0.6)

—
—
—
1.3

Effective Tax Rate . . . . . . . . . . . . . . . . . . .

(15.8)%

38.8%

4.7%

F-43

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

The effective tax rate for fiscal 2018  decreased from fiscal 2017  primarily due to the reduction  in
the U.S.  federal statutory rate as well  as the inclusion of one-time tax impacts recorded in  2017 from
the enactment of the Act. This decrease in the effective tax  rate was offset by a  decrease in the
Company’s foreign tax rate benefit.

The effective tax rate for fiscal 2017  increased  from fiscal 2016 primarily due to the one-time
Transition Tax on unrepatriated earnings of  certain foreign  subsidiaries as a result  of the enactment of
the Act. Additional tax expense was also  recognized  for the  revaluation of the Company’s deferred tax
assets and liabilities due to the change in the  federal tax rate from 35% to 21%.  These increases in tax
expense were partially offset by the release  of a deferred tax liability related to future foreign earnings
expected under the Company’s intercompany  cost-sharing arrangement, as well  as a decrease  in the
valuation allowance established on federal  research and development tax credits.

On July 27, 2015, the U.S. Tax Court  issued an opinion in Altera Corp. v. Commissioner  which

concluded that related parties in an intercompany cost-sharing arrangement are not required to share
expenses related to stock-based compensation. In February 2016, the U.S. Internal Revenue  Service
appealed the decision to the U.S Court  of  Appeals for  the Ninth Circuit (the ‘‘Ninth Circuit’’). On
July 24, 2018, the Ninth Circuit reversed the  2015  decision of the U.S. Tax Court; however, on
August 7, 2018, the Ninth Circuit withdrew  its  July 2018 decision to allow time for a reconstituted
panel  to confer on the appeal. On October 16,  2018, a rehearing was held, however, no decision  has
been made by the Ninth Circuit. Although the U.S.  Treasury  has not withdrawn  the requirement to
include stock-based compensation from its regulations, based on  the facts  and circumstances  of the Tax
Court Case, the Company continues to reflect a  tax  benefit in its financial statements based on the
expectation that the Tax Court decision  will be upheld  on appeal. As of the end of fiscal 2018, the
Company’s financial statements reflect a  net deferred tax asset of $27.2 million for this position.  The
Company will continue to monitor ongoing developments  and potential impacts to its Consolidated
Financial Statements.

The Company’s operations in Singapore are subject to reduced tax rates  through June 30, 2024, as

long as certain conditions are met. Without the impact of the one-time Transition Tax, the income tax
benefit from the reduced Singapore tax  rate reflected in earnings was approximately $5.4 million
(representing $0.12 per diluted share)  in  fiscal  2018, approximately $11.0 million  (representing $0.25
per  diluted share) in fiscal 2017 and  approximately $7.7 million (representing $0.18 per diluted share)
in fiscal 2016.

Deferred Income Taxes

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. Significant components  of the

F-44

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

Company’s deferred taxes as of December  29, 2018  and December 30, 2017 are as follows
(in thousands):

Deferred tax assets:

Net operating loss carryforwards . . . . . . . . . . . . . . . . .
Research and development tax credit carryforwards . . . .
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization . . . . . . . . . . . . . . . . . . .
Capitalized research and development . . . . . . . . . . . . .
Deferred income on shipments to distributors . . . . . . . .
Expected future cost-sharing adjustment . . . . . . . . . . . .
Accrued liabilities and other . . . . . . . . . . . . . . . . . . . .

Less: Valuation allowance . . . . . . . . . . . . . . . . . . . . . .

Deferred tax liabilities:

Acquired intangible assets . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization . . . . . . . . . . . . . . . . . . .
Convertible debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other . . . . . . . . . . . . . . . . . . . . .

December 29,
2018

December 30,
2017

$ 9,973
12,500
4,360
7,799
2,521
5,824
25,257
7,737

75,971
(4,975)

70,996

20,656
4,604
8,080
2,142

35,482

$12,925
12,322
5,256
—
3,468
7,070
21,582
6,999

69,622
(6,518)

63,104

13,884
1,274
10,351
1,421

26,930

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . .

$35,514

$36,174

As of December 29, 2018, the Company had federal net  operating loss and  research  and

development tax credit carryforwards of  approximately $32.7  million  and $1.9 million,  respectively, as a
result of the Silicon Clocks, Spectra Linear  and  Ember  acquisitions. These  carryforwards expire in fiscal
years 2020 through 2031. 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 December 29, 2018, the Company had foreign net operating  loss carryforwards of

approximately $1.9 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, state tentative minimum tax credit,  and state research and
development tax credit carryforwards of  approximately $43.8  million,  $0.1 million, and  $13.5 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, Ember and
Zentri acquisitions. Certain of these carryforwards expire  in fiscal years 2019  through 2036, 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.

F-45

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

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. As of December 29, 2018, the Company  maintains a
valuation allowance with respect to certain deferred  tax  assets relating to state research and
development tax credit and state net operating  loss carryforwards.

At the end of fiscal 2018, undistributed earnings of certain of the Company’s foreign subsidiaries

of approximately $105 million are intended  to  be  permanently reinvested outside the U.S. Accordingly,
no provision for foreign withholding  tax  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.

Uncertain Tax Positions

The following table summarizes the activity related to gross unrecognized tax benefits

(in thousands):

Beginning balance . . . . . . . . . . . . . . . . . . . .
Additions based on tax positions related to

current year . . . . . . . . . . . . . . . . . . . . . .

Additions based on tax positions related to

prior years . . . . . . . . . . . . . . . . . . . . . . .

Reductions for tax positions as a result  of a

lapse of the applicable statute of
limitations . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended

December 29,
2018

December 30,
2017

December 31,
2016

$ 3,187

$3,054

$ 3,610

630

115

456

114

439

99

(1,896)

(437)

(1,094)

Ending balance . . . . . . . . . . . . . . . . . . . . . .

$ 2,036

$3,187

$ 3,054

As of December 29, 2018, December 30, 2017 and December 31, 2016,  the Company had gross

unrecognized tax benefits, inclusive of  interest, of $2.1  million, $3.2  million and $3.0  million,
respectively, of which $2.1 million, $3.2  million and $2.2 million, respectively, would  affect the effective
tax rate if recognized.

The Company recognizes interest and penalties related to unrecognized tax benefits in the
provision  for income taxes. These amounts  were not material for fiscal years 2018, 2017 and 2016.

The Norwegian Tax Administration (‘‘NTA’’) has completed its examination of the Company’s

Norwegian subsidiary for income tax matters relating to fiscal years 2013, 2014, 2015 and 2016.  The
Company received a final assessment  from the  NTA  in December 2017 concerning an adjustment to its
2013 taxable income related to the pricing  of  an intercompany transaction. The Company is currently
appealing the assessment. Since the original assessment was issued,  the NTA has  reduced  its
assessment. The revised adjustment to  the  pricing  of the intercompany transaction results in
approximately $16.2 million additional  Norwegian income tax.  The Company disagrees with the NTA’s
assessment and believes the Company’s  position on this  matter is more likely than not to be sustained.
The Company plans to exhaust all available  administrative remedies, and  if unable to resolve this

F-46

Silicon Laboratories Inc.
Notes to Consolidated Financial Statements
December 29, 2018 (Continued)

17. Income Taxes (Continued)

matter through administrative remedies with the  NTA,  the Company plans to pursue judicial remedies.
The NTA may request an advance payment of approximately $9 million  during the appeal process.

The Company believes that it has accrued  adequate reserves related to all matters contained in tax

periods open to examination. Should the Company experience an unfavorable  outcome in the NTA
matter, however, such an outcome could  have a material impact on its financial statements.

Tax  years 2014 through 2018 remain open to examination by the  major taxing jurisdictions in  which

the Company operates. The Company  is not currently under audit in any major taxing jurisdiction.

The Company believes it is reasonably possible that the gross unrecognized tax benefits will not

decrease in the next 12 months.

18. Segment Information

The Company has one operating segment,  mixed-signal  analog intensive products, 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.

The Company groups its products into four categories, based on the markets and applications in
which  the products may be used. See  Note 13, Revenues, for a summary of the Company’s revenue  by
product  category.

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

December 29,
2018

December 30,
2017

December 31,
2016

United States . . . . . . . . . . . . . . . . . . . . . . .
China . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rest of world . . . . . . . . . . . . . . . . . . . . . . .

$149,385
344,255
374,627

$112,574
307,748
348,545

$ 94,583
291,974
311,069

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$868,267

$768,867

$697,626

The following summarizes the Company’s property  and equipment, net  by  geographic area

(in thousands):

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rest of world . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$128,622
10,427

$119,746
7,936

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$139,049

$127,682

December 29,
2018

December 30,
2017

F-47

Supplementary Financial Information  (Unaudited)

Quarterly financial information for fiscal 2018 and 2017  is as  follows. All  quarterly periods

reported here had 13 weeks (in thousands, except per share  amounts):

Fiscal 2018

Fourth
Quarter

Third
Quarter

Second
Quarter

First
Quarter

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$215,534
130,243
18,362
$ 15,145

$230,243
135,627
25,130
$ 27,761

$217,106
131,292
18,001
$ 14,280

$205,384
124,237
23,715
$ 26,405

Earnings per share:

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

$
$

0.35
0.35

$
$

0.64
0.63

$
$

0.33
0.32

$
$

0.61
0.60

Fiscal 2017

Fourth
Quarter

Third
Quarter

Second
Quarter

First
Quarter

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$201,018
119,264
26,390

$198,723
116,574
24,968
$ (4,852) $ 19,949

$190,098
113,192
20,934
$ 16,569

$179,028
105,161
12,682
$ 15,426

Earnings (loss) per share:

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

$
$

(0.11) $
(0.11) $

0.47
0.46

$
$

0.39
0.38

$
$

0.37
0.36

Supplementary Financial Information
to the Annual Report

Appendix I. Reconciliation of GAAP
to Non-GAAP Financial Measures

(This page has been left blank intentionally.)

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
December 29, 2018

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Acquisition
Related
Items*

Termination
Costs  and
Fair  Value

Non-cash
Interest

Income
Tax

Adjustments* Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Revenues .

.

.

Gross margin .

.

.

.

.

.

.

Research and

. $868,267

.

521,399

60.1%

$ 1,238

$ —

$ 6,114

$ —

$ —

$

—

$528,751

60.9%

development .

.

.

.

238,347

27.5%

23,867

27,297

—

Selling, general and
.
administrative .

.

197,844

22.8%

Operating expenses .

436,191

50.3%

Operating income .

Net income .

.

.

.

.

.

.

85,208

83,591

9.8%

9.6%

24,972

48,839

50,077

50,077

Diluted shares

10,440

37,737

37,737

37,737

4,863

4,863

10,977

10,977

—

256

256

256

—

—

—

—

—

—

—

—

187,183

21.6%

157,313

344,496

184,255

18.1%

39.7%

21.2%

18.8%

2,056

11,202

(32,081)

163,559

outstanding .

.

.

.

44,044

—

—

—

—

—

—

44,044

Diluted earnings per
.
.

share .

.

.

.

.

. $

1.90

$

3.71

*

Represents pre-tax amounts

Three Months Ended
December 29, 2018

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Acquisition
Related
Items*

Termination
Costs and
Fair  Value

Non-cash
Interest

Income
Tax

Adjustments* Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Revenues .

.

.

Gross margin .

.

.

.

.

.

.

Research and

. $215,534

.

130,243

60.4%

$

323

$ —

$—

$ —

$ —

$ —

$130,566

60.6%

development .

.

.

.

62,933

29.2%

6,413

7,760

Selling, general and
.
administrative .

.

48,948

22.7%

Operating  expenses .

111,881

51.9%

Operating  income .

Net income .

.

.

.

.

.

.

18,362

15,145

8.5%

7.0%

6,447

12,860

13,183

13,183

3,020

10,780

10,780

10,780

Diluted shares

outstanding .

.

.

.

43,774

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

2,785

2,880

(4,777)

48,760

22.6%

39,481

88,241

42,325

39,996

18.4%

41.0%

19.6%

18.6%

—

—

—

43,774

Diluted earnings per
.
.

share .

.

.

.

.

. $

0.35

$

0.91

*

Represents pre-tax amounts

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
September 29, 2018

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Acquisition
Related
Items*

Termination
Costs  and
Fair  Value

Non-cash
Interest

Income
Tax

Adjustments* Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Revenues .

.

.

Gross margin .

.

.

.

.

.

.

Research and

. $230,243

.

135,627

58.9%

$

324

$ —

$3,967

$ —

$ —

$

—

$139,918

60.8%

development .

.

.

.

61,091

26.5%

6,016

7,810

Selling, general and
.
administrative .

.

49,406

21.5%

Operating  expenses .

110,497

48.0%

Operating  income .

Net income .

.

.

.

.

.

.

25,130

10.9%

27,761

12.1%

6,242

12,258

12,582

12,582

3,179

10,989

10,989

10,989

—

—

—

3,967

3,967

Diluted shares

outstanding .

.

.

.

44,194

—

—

—

—

256

256

256

256

—

Diluted earnings per
.
.

share .

.

.

.

.

. $

0.63

*

Represents pre-tax amounts

Three Months Ended
June 30,  2018

—

—

—

—

—

—

—

—

2,801

(13,700)

47,265

20.5%

39,729

86,994

52,924

44,656

17.3%

37.8%

23.0%

19.4%

—

—

44,194

$

1.01

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Acquisition
Related
Items*

Termination
Costs  and
Fair  Value

Non-cash
Interest

Income
Tax

Adjustments* Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Revenues .

.

.

Gross margin .

.

.

.

.

.

.

Research and

. $217,106

.

131,292

60.5%

$

294

$ —

$2,148

$—

$ —

$ —

$133,734

61.6%

development .

.

.

.

59,495

27.4%

5,669

6,940

—

Selling, general and
.
administrative .

.

53,796

24.8%

Operating  expenses .

113,291

52.2%

Operating  income .

Net income .

.

.

.

.

.

.

18,001

14,280

8.3%

6.6%

6,156

11,825

12,119

12,119

2,726

9,666

9,666

9,666

4,163

4,163

6,311

6,311

Diluted shares

outstanding .

.

.

.

44,294

—

—

—

—

—

—

—

—

—

Diluted earnings per
.
.

share .

.

.

.

.

. $

0.32

*

Represents pre-tax amounts

—

—

—

—

—

—

—

—

2,767

(4,559)

46,886

21.6%

40,751

87,637

46,097

40,584

18.8%

40.4%

21.2%

18.7%

—

—

44,294

$

0.92

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
March 31, 2018

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Acquisition
Related
Items*

Termination
Costs  and
Fair  Value

Non-cash
Interest

Income
Tax

Adjustments* Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Revenues .

.

.

Gross margin .

.

.

.

.

.

.

Research and

. $205,384

.

124,237

60.5%

$

296

$ —

$ —

$ —

$ —

$ —

$124,533

60.6%

development .

.

.

.

54,828

26.7%

5,769

4,787

Selling, general and
.
administrative .

.

45,694

22.3%

Operating  expenses .

100,522

49.0%

Operating  income .

Net income .

.

.

.

.

.

.

23,715

11.5%

26,405

12.9%

6,127

11,896

12,192

12,192

1,515

6,302

6,302

6,302

Diluted shares

outstanding .

.

.

.

43,918

—

—

—

700

700

700

700

—

—

—

—

—

—

—

—

—

—

—

—

—

(985)

2,754

(9,045)

44,272

21.6%

37,352

81,624

42,909

38,323

18.1%

39.7%

20.9%

18.7%

—

—

—

43,918

Diluted earnings per
.
.

share .

.

.

.

.

. $

0.60

$

0.87

*

Represents pre-tax amounts

Year Ended
December 30,  2017

Non-GAAP Income
Statement Items

GAAP

Stock

GAAP

Percent of Compensation

Measure Revenue

Expense*

Intangible
Asset
Amortization*

Revenues . . . . . . . . . . $768,867

Acquisition Non-cash
Income
Tax
Interest
Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent  of
Revenue

Related
Items*

Gross  margin . . . . . . . .

454,191

59.1%

$ 1,090

$ —

$ 124

$ —

$ —

$455,405

59.2%

Research and

development . . . . . . .

209,491

27.2%

21,771

20,075

356

Selling, general and

administrative . . . . . .

159,726

20.8%

Operating expenses . . . .

369,217

48.0%

Operating income . . . . .

84,974

11.1%

Net income . . . . . . . . .

47,092

6.1%

21,891

43,662

44,752

44,752

6,546

26,621

26,621

26,621

1,101

1,457

1,581

1,581

—

—

—

—

—

—

—

—

167,289

21.8%

130,188

297,477

157,928

16.9%

38.7%

20.5%

18.4%

6,834

14,304

141,184

Diluted shares

outstanding . . . . . . .

43,332

—

—

—

—

—

43,332

Diluted earnings per

share . . . . . . . . . . . $

1.09

*

Represents pre-tax amounts

$

3.26

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
December 30, 2017

Non-GAAP  Income
Statement  Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Revenues

. . . . . . . . $201,018

Income
Acquisition Non-cash
Interest
Tax
Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Related
Items*

Gross  margin . . . . . .

119,264

59.3%

$

287

$ —

$ —

$ —

$ —

$119,551

59.5%

Research and

development

. . . . .

52,735

26.2%

5,611

4,943

—

Selling, general and

administrative . . . .

40,139

20.0%

Operating expenses

. .

92,874

46.2%

Operating income . . .

26,390

13.1%

Net  income  (loss)

. . .

(4,852)

(2.4)%

5,847

11,458

11,745

11,745

1,647

6,590

6,590

6,590

(110)

(110)

(110)

(110)

—

—

—

—

—

—

—

—

2,748

24,631

42,181

21.0%

32,755

74,936

44,615

40,752

16.3%

37.3%

22.2%

20.3%

GAAP
Measure

Diluted shares

outstanding . . . . . .

42,656

Diluted earnings

per share . . . . . . . $

(0.11)

*

Represents pre-tax  amounts

Dilutive  Securities Excluded From GAAP Measure Due to  Net Loss

1,088

Three Months Ended
September 30, 2017

Non-GAAP
Measure

43,744

$

0.93

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Revenues

. . . . . . . . $198,723

Income
Acquisition Non-cash
Interest
Tax
Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Related
Items*

Gross margin . . . . . .

116,574

58.7%

$

281

$ —

$ —

$ —

$ —

$116,855

58.8%

Research and

development

. . . . .

52,000

26.2%

5,411

5,187

Selling, general and

administrative . . . .

39,606

19.9%

Operating expenses

. .

91,606

46.1%

Operating income . . .

24,968

12.6%

Net income . . . . . . .

19,949

10.0%

5,663

11,074

11,355

11,355

1,647

6,834

6,834

6,834

Diluted shares

outstanding . . . . . .

43,374

—

—

—

161

161

161

161

—

Diluted earnings per

share . . . . . . . . . . $

0.46

*

Represents pre-tax  amounts

—

—

—

—

—

—

—

—

2,674

(1,796)

41,402

20.8%

32,135

73,537

43,318

39,177

16.2%

37.0%

21.8%

19.7%

—

—

43,374

$

0.90

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Continued)

Three Months Ended
July 1, 2017

Non-GAAP  Income
Statement  Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Revenues

. . . . . . . . $190,098

Income
Acquisition Non-cash
Interest
Tax
Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Related
Items*

Gross margin . . . . . .

113,192

59.5%

$

264

$ —

$ —

$ —

$ —

$113,456

59.7%

Research  and

development

. . . . .

52,432

27.6%

5,503

5,048

Selling, general and

administrative . . . .

39,826

20.9%

Operating expenses

. .

92,258

48.5%

Operating income . . .

20,934

11.0%

Net  income . . . . . . .

16,569

8.7%

5,399

10,902

11,166

11,166

1,647

6,695

6,695

6,695

Diluted shares

outstanding . . . . . .

43,178

—

—

—

234

234

234

234

—

Diluted earnings per

share . . . . . . . . . . $

0.38

*

Represents pre-tax  amounts

—

—

—

—

—

—

—

—

2,640

(3,319)

41,881

22.1%

32,546

74,427

39,029

33,985

17.1%

39.2%

20.5%

17.9%

—

—

43,178

$

0.79

Three Months Ended
April 1, 2017

Non-GAAP Income
Statement Items

GAAP

Percent  of Compensation

Measure Revenue

Expense*

GAAP

Stock

Intangible
Asset
Amortization*

Revenues

. . . . . . . . $179,028

Acquisition Non-cash
Income
Tax
Interest
Expense* Adjustments Measure

Non-GAAP
Non-GAAP Percent of
Revenue

Related
Items*

Gross margin . . . . . .

105,161

58.7%

$

258

$ —

$ 124

$ —

$ —

$105,543

59.0%

Research and

development

. . . . .

52,324

29.2%

5,246

4,897

356

Selling, general and

administrative . . . .

40,155

22.4%

Operating expenses

. .

92,479

51.6%

Operating income . . .

12,682

Net income . . . . . . .

15,426

7.1%

8.6%

4,982

10,228

10,486

10,486

Diluted shares

1,605

6,502

6,502

6,502

816

1,172

1,296

1,296

—

—

—

—

—

—

—

—

(1,228)

(5,212)

41,825

23.4%

32,752

74,577

30,966

27,270

18.3%

41.7%

17.3%

15.2%

outstanding . . . . . .

43,030

—

—

—

—

—

43,030

Diluted earnings per

share . . . . . . . . . . $

0.36

*

Represents pre-tax  amounts

$

0.63

(This page has been left blank intentionally.)

To Our Shareholders

We are proud of our performance in 2018, which was a 

Infrastructure delivered more than 30 percent year-on-year 

strong year for Silicon Labs in many dimensions. We grew 

revenue growth, and design win lifetime revenue increased 

revenue by $100 million to a record $868 million, completed 

approximately 50 percent. We continue to expand and 

the successful acquisition of Z-Wave, and strengthened 

diversify our timing revenue beyond core optical networking 

our team with the addition of critical talent in software, 

into industrial, data center and wireless infrastructure mar-

sales, applications, customer support and leadership. We 

kets. The explosion of data is driving data center upgrades 

continue to focus our strategy and investments on long-term, 

from 10G to 100G, wireless carrier upgrades from 4G to 5G 

high-quality growth vectors where the insatiable demand 

and service provider upgrades from 100G to 400G. These 

for data, the electrifi cation of the world and the value in 

faster speeds drive demand for higher performance timing 

connecting “things” will only accelerate into the future.

products, which plays to our strength and leadership in 

We made signifi cant progress during the year with our IoT 

as the leading provider of digital isolation technology for 

and Infrastructure products, which now represent more 

the cloud, telecom and electric vehicle markets. We are 

than 75 percent of total revenue. We saw growth in all 

encouraged by the longer-term demand for electric vehicles, 

geographies and key end market segments, led by Industrial, 

which presents a large opportunity for Silicon Labs with 

which increased over 20 percent year-on-year to more than 

the number of EVs on the road expected to grow to 125 

clocks and oscillators. We have also established ourselves 

50 percent of revenue. Our opportunity pipeline grew more 

million by 2030. 

than 40 percent year-on-year to $11 billion in lifetime revenue 

with design wins increasing approximately 30 percent, 

We believe we are well-positioned and remain confi dent 

providing a strong tailwind for future growth potential.

in our longer-term ability to outperform the market. We 

Conservative  fi nancial  management  and  operational 

converting a large pipeline of opportunities into additional 

excellence have been the foundation of our success. In 

wins and share gains. The technologies we are developing 

2018, we delivered GAAP gross margins of 60 percent and 

are enabling our customers to transform industries and 

non-GAAP gross margins of 61 percent, above the high 

improve lives, and together we are creating a smarter, more 

are focused on executing on our product roadmaps and 

end of our target operating model range and refl ecting the 

connected world.

quality of our products and served markets, as well as a 

was 10 percent of revenue in 2018. We posted a notable 

improvement in non-GAAP profi tability, with operating 

margin up 70 basis points over 2017 to 21 percent. GAAP 

diluted earnings per share increased 74 percent year-on-year 

to $1.90. Non-GAAP diluted earnings per share increased 

14 percent year-on-year to a record $3.71. Strong operating 

cash fl ow of $174 million enabled Silicon Labs to repurchase 

$39 million of its shares. We ended the year with $620 

million in cash, cash equivalents and investments, and $160 

million remaining in our share repurchase authorization 

through fi scal 2019. We are well-positioned to execute 

on our capital deployment strategy focusing on M&A and 

share repurchases.

Our IoT products are gaining signifi cant traction in the 

smart home, industrial, metering, commercial, consumer 

and lighting markets. Revenue for the year grew 17 percent, 

representing more than 50 percent of total revenue, falling 

short of expectations due to headwinds from delayed 

product ramps in lighting and metering markets as well 

as macro weakness as we exited the year. Design wins 

increased nearly 30 percent year-on-year signaling strong 

market traction and future growth. We are focusing our 

R&D investments to deliver higher levels of integration 

and security, and new multiprotocol capabilities to extend 

our leadership and differentiation in target markets for 

low-power wireless end nodes. 

Tyson Tuttle 

President and 

Chief Executive Officer

Nav Sooch

Founder and 

Chairman

Silicon Labs is a leading provider of 
silicon, software and solutions for a 
smarter, more connected world.

Founded in 1996 and headquartered in Austin, Texas, Silicon Labs has more than 1,700 patents issued or pending. 
The company’s common stock is traded on the NASDAQ exchange under the ticker symbol “SLAB.”

stronger Infrastructure product mix. GAAP operating margin 

We appreciate your investment in Silicon Labs.

Board of Directors

Executive Offi cers

Corporate Information

Tyson Tuttle 
President and 
Chief Executive Offi cer

John Hollister
Senior Vice President and 
Chief Financial Offi cer 

Brandon Tolany
Senior Vice President of 
Worldwide Sales and Marketing

Sandeep Kumar, PhD
Senior Vice President of 
Worldwide Operations

Alessandro Piovaccari, PhD
Senior Vice President and 
Chief Technical Offi cer

Nav Sooch
Founder and Chairman

Bill Wood
Lead Independent Director 

Bill Bock
Independent Director

Jack Lazar
Independent Director

Gregg Lowe
President and 
Chief Executive Offi cer, 
Cree 

Nina Richardson
Independent Director

Sumit Sadana
Executive Vice President and
Chief Business Offi cer, 
Micron Technology

Tyson Tuttle
President and 
Chief Executive Offi cer, 
Silicon Labs

Christy Wyatt
Chief Executive Offi cer,
Absolute Software Corporation

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.

Stock Data 
As of 1/21/2019, there were 67 
holders of record, holding a total 
of 43,088,623 shares. The table 
below shows the high and low per-
share sales prices of our common 
stock for the periods indicated, as 
reported by NASDAQ.

Legal Counsel
DLA Piper US LLP
401 Congress Avenue, 
Suite 2500
Austin, Texas, 78701 USA

Independent Registered Public 
Accounting Firm
Ernst & Young LLP
401 Congress Avenue, 
Suite 1800
Austin, Texas, 78701 USA

Transfer Agent and Registrar
American Stock Transfer & 
Trust Company
59 Maiden Lane
Plaza Level 
New York, New York, 10038 USA
+1 800-937-5449

High

Low

$101.20

$84.48

$110.70

$85.96

$108.15

$90.50

$93.73

$73.13

Q1

Q2

Q3

Q4

Annual Meeting
The Silicon Laboratories Inc. 
annual meeting will be held on 
Thursday, April 18, 2019 at 9:00
a.m. Central Time at the Lady Bird 
Johnson Wildfl ower Center, 
4801 La Crosse Avenue, 
Austin, Texas, 78739 USA.

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 Street
Austin, Texas, 78701 USA
+1 512-416-8500
investor.relations@silabs.com

Designed by Make It So Design, Austin, Texas

2018 Annual Report

The leader in silicon, software and solutions for a smarter, more connected world.

silabs.com

The leader in silicon, software and solutions for a smarter, more connected world.

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