Warren Buffett continued to sell BYD amid tariffs on Chinese EVs in major markets. There has been lots of consternation in the electric vehicle industry these days, as generating demand beyond early EV adopters has been a challenge -- especially in the current interest rate environment. As evidence, Germany's Federal Motor Transport Authority also reported today that the number of newly registered electric vehicles has fallen by 16% this year, with electric vehicle market share falling from 14.3% in the Jan ...

PM Images While indie Semiconductor, Inc. (NASDAQ:INDI) has gotten a boost off the lows from takeover speculation, the stock is still far below the SPAC price from years ago. The automotive semiconductor has a massive opportunity ahead for the cheap stock price and for the company to cash out now. My investment thesis remains ultraBullish on the stock with the opportunity ahead. Source: Finviz Market Headwinds indie Semi. reported a weak quarter at the start of May. The automotive market is facing some shor ...

A major financial publication leaked that the high-growth chip company was exploring options, including a sale. While Indie is still a rather small company, with just $235 million in trailing-12-month revenue and a $1.25 billion market cap, it has actually assembled a rather broad array of automotive technologies, spanning lidar, radar, and computer vision for autonomous applications, as well as wireless charging inside the cabin and plug- in fast charging technologies for EVs. Indie has developed these tec ...

indie Semiconductor, Inc. (NASDAQ:INDI) Q1 2024 Earnings Conference Call May 9, 2024 5:00 PM ET Company Participants Ashish Gupta - Investor Relations Don McClymont - Co-Founder and Chief Executive Officer Tom Schiller - Chief Financial Officer and Executive Vice President, Strategy Conference Call Participants Suji Desilva - Roth MKM Ross Seymore - Deutsche Bank Anthony Stoss - Craig-Hallum Cody Acree - Benchmark Jonathan Tanwanteng - CJS Securities Operator Good afternoon and welcome to indie Semiconducto ...

Indie Semiconductor, Inc. (INDI) came out with a quarterly loss of $0.10 per share versus the Zacks Consensus Estimate of a loss of $0.08. This compares to loss of $0.10 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -25%. A quarter ago, it was expected that this company would post a loss of $0.01 per share when it actually produced a loss of $0.01, delivering no surprise.Over the last four quarters, the company has not been ...

[FORM 10-Q Filing Information](index=1&type=section&id=FORM%2010-Q%20Filing%20Information) This section provides key administrative details regarding the company's quarterly report filing, including registrant, filing type, stock listing, filer status, and shares outstanding - Registrant: **INDIE SEMICONDUCTOR, INC.**[2](index=2&type=chunk) - Filing Type: Quarterly Report (Form 10-Q) for the period ended March 31, 2024.[2](index=2&type=chunk) - Stock Listing: Class A common stock (INDI) on The Nasdaq Stock Market LLC.[3](index=3&type=chunk) - Filer Status: Large accelerated filer.[4](index=4&type=chunk) - Shares Outstanding (as of May 7, 2024): Class A: **168,168,203**; Class V: **18,594,328**.[6](index=6&type=chunk) [Table of Contents](index=3&type=section&id=Table%20of%20Contents) This section provides an organized listing of all report sections and their corresponding page numbers [FORWARD-LOOKING STATEMENTS](index=4&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section outlines the inherent uncertainties and risks associated with forward-looking statements, emphasizing potential material differences in actual results - Forward-looking statements are based on current beliefs and expectations, inherently subject to significant business, economic, and competitive uncertainties and contingencies.[10](index=10&type=chunk) - Actual results may differ materially due to various factors, including macroeconomic conditions (inflation, rising interest rates), reliance on contract manufacturing, competitive pressures, acquisition integration risks, and geopolitical instability (Ukraine, Middle East).[10](index=10&type=chunk) - The Company disclaims any intention or obligation to update forward-looking statements, except as required by law.[11](index=11&type=chunk) [PART I. FINANCIAL INFORMATION](index=5&type=section&id=Part%20I.%20Financial%20Information) This part presents the unaudited condensed consolidated financial statements and related notes, along with management's discussion and analysis of financial condition and results of operations, quantitative and qualitative disclosures about market risk, and controls and procedures for the quarter ended March 31, 2024 [ITEM 1. FINANCIAL STATEMENTS](index=5&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) This item includes the unaudited condensed consolidated financial statements of Indie Semiconductor, Inc. for the quarter ended March 31, 2024, and December 31, 2023, comprising the Balance Sheets, Statements of Operations, Comprehensive Loss, Changes in Stockholders' Equity, and Cash Flows, along with detailed notes [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents a snapshot of the company's assets, liabilities, and equity at specific points in time, highlighting financial position changes | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Total Assets | $803,648 | $818,876 | $(15,228) | (1.86)% | | Total Current Assets | $263,750 | $271,820 | $(8,070) | (2.97)% | | Cash and Cash Equivalents | $138,174 | $151,678 | $(13,504) | (8.90)% | | Total Liabilities | $342,177 | $341,851 | $326 | 0.10% | | Total Current Liabilities | $151,666 | $138,875 | $12,791 | 9.21% | | Total Stockholders' Equity | $461,471 | $477,025 | $(15,554) | (3.26)% | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section details the company's revenues, expenses, and net loss over a specific period, reflecting operational performance | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Revenue | $52,353 | $40,452 | $11,901 | 29.42% | | Product Revenue | $48,578 | $33,653 | $14,925 | 44.35% | | Contract Revenue | $3,775 | $6,799 | $(3,024) | (44.48)% | | Total Operating Expenses | $102,000 | $77,433 | $24,567 | 31.73% | | Loss from Operations | $(49,647) | $(36,981) | $(12,666) | 34.25% | | Total Other Income (Expense), Net | $14,315 | $(48,691) | $63,006 | (129.39)% | | Net Loss | $(34,223) | $(81,966) | $47,743 | (58.25)% | | Net Loss Attributable to indie Semiconductor, Inc. | $(31,179) | $(72,746) | $41,567 | (57.14)% | | Net Loss Per Share (Basic & Diluted) | $(0.19) | $(0.55) | $0.36 | (65.45)% | [Condensed Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) This section presents the net loss and other comprehensive income/loss items, providing a complete view of changes in equity from non-owner sources | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Net Loss | $(34,223) | $(81,966) | $47,743 | (58.25)% | | Foreign Currency Translation Adjustments | $(4,638) | $(2,205) | $(2,433) | 110.34% | | Comprehensive Loss | $(38,861) | $(84,171) | $45,310 | (53.83)% | | Comprehensive Loss Attributable to indie Semiconductor, Inc. | $(35,906) | $(74,246) | $38,340 | (51.64)% | [Condensed Consolidated Statements of Stockholders' Equity and Noncontrolling Interest](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20and%20Noncontrolling%20Interest) This section outlines changes in the company's equity accounts, including net loss, share-based compensation, and noncontrolling interests - Total Stockholders' Equity was **$477,025 thousand** as of December 31, 2023, and **$461,471 thousand** as of March 31, 2024.[23](index=23&type=chunk) - Net loss attributable to indie Semiconductor, Inc. for Q1 2024 was **$(31,179) thousand**.[23](index=23&type=chunk) - Additional paid-in capital increased by **$22,544 thousand** in Q1 2024, primarily due to share-based compensation (**$18,608 thousand**) and shares issued for investment in Expedera (**$2,963 thousand**).[23](index=23&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section reports the cash generated and used by operating, investing, and financing activities, illustrating liquidity and solvency | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Net Cash Used in Operating Activities | $(9,349) | $(32,885) | $23,536 | (71.57)% | | Net Cash Used in Investing Activities | $(5,517) | $(101,628) | $96,111 | (94.57)% | | Net Cash Provided by Financing Activities | $6,880 | $21,066 | $(14,186) | (67.34)% | | Net Decrease in Cash and Cash Equivalents | $(3,504) | $(114,481) | $110,977 | (96.94)% | | Cash, Cash Equivalents and Restricted Cash at End of Period | $148,174 | $207,398 | $(59,224) | (28.56)% | [Notes to Unaudited Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures and explanations for the figures presented in the condensed consolidated financial statements, covering the nature of the business, significant accounting policies, business combinations, debt, equity, and other financial instruments [1. Nature of the Business and Basis of Presentation](index=12&type=section&id=1.%20Nature%20of%20the%20Business%20and%20Basis%20of%20Presentation) This note describes the company's core business, global operations, recent acquisitions, and the impact of macroeconomic conditions on its financial reporting - indie Semiconductor, Inc. offers highly innovative automotive semiconductors and software solutions for Advanced Driver Assistance Systems (ADAS), autonomous vehicle, connected car, user experience, and electrification applications, focusing on edge sensors across multiple modalities.[29](index=29&type=chunk) - The Company has design centers and sales offices globally, including in the United States, Argentina, Hungary, Germany, Scotland, Switzerland, Morocco, Israel, Canada, South Korea, Japan, and China, and engages subcontractors primarily in Asia for manufacturing.[29](index=29&type=chunk) - On January 25, 2024, indie completed the acquisition of Kinetic Technologies, LLC to support custom product development for a North American electric vehicle OEM.[31](index=31&type=chunk) - The Company is closely monitoring macroeconomic conditions, including inflation, rising interest rates, and geopolitical conflicts (Middle East), for potential impacts on its business, customers, suppliers, and operations.[33](index=33&type=chunk) - The condensed consolidated financial statements are prepared in accordance with U.S. GAAP and SEC rules, consolidating majority-owned subsidiaries, including ADK LLC (approximately **90%** owned by indie) and Wuxi (**59%** voting control, **34%** owned by indie).[35](index=35&type=chunk) [2. Business Combinations](index=15&type=section&id=2.%20Business%20Combinations) This note details the company's strategic acquisitions, including consideration, goodwill generated, and the preliminary nature of fair value estimates - The Company completed acquisitions of Silicon Radar (February 2023), GEO Semiconductor (March 2023), Exalos (September 2023), and Kinetic (January 2024) to expand its automotive semiconductor and software offerings.[43](index=43&type=chunk) - The Kinetic acquisition (January 2024) involved **$3.2 million** in cash and **$4.6 million** in contingent considerations, adding smart connectivity solutions and resulting in **$664 thousand** in goodwill, which is expected to be tax deductible.[31](index=31&type=chunk)[43](index=43&type=chunk)[80](index=80&type=chunk) - The GEO Semiconductor acquisition (March 2023) had a net consideration of **$249.3 million**, including **$93.4 million** cash, **$96.5 million** equity, and **$59.3 million** contingent consideration, generating **$112.5 million** in non-tax-deductible goodwill to strengthen ADAS and autonomous vehicle market expansion.[43](index=43&type=chunk)[59](index=59&type=chunk)[60](index=60&type=chunk) - The Exalos acquisition (September 2023) had a net consideration of **$55.1 million**, including **$45.3 million** equity and **$13.2 million** contingent consideration, generating **$32.0 million** in non-tax-deductible goodwill to expand ADAS and User Experience product offerings, particularly FMCW LiDAR.[43](index=43&type=chunk)[73](index=73&type=chunk)[74](index=74&type=chunk) - The Silicon Radar acquisition (February 2023) had a net consideration of **$28.3 million**, including **$9.2 million** cash, **$9.8 million** equity, and **$9.2 million** contingent consideration, generating **$9.0 million** in non-tax-deductible goodwill to expand into the radar market.[43](index=43&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk) - Fair value estimates for the purchase price allocations of Exalos and Kinetic are preliminary and may change during the allowable measurement period (up to one year from acquisition date).[44](index=44&type=chunk)[45](index=45&type=chunk) [3. Inventory, Net](index=21&type=section&id=3.%20Inventory,%20Net) This note provides a breakdown of inventory components and changes, including raw materials, work-in-process, finished goods, and write-downs | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :---------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Raw materials | $11,001 | $7,360 | $3,641 | 49.47% | | Work-in-process | $12,222 | $12,423 | $(201) | (1.62)% | | Finished goods | $17,282 | $15,896 | $1,386 | 8.72% | | Inventory, net | $37,899 | $33,141 | $4,758 | 14.36% | - Inventory write-downs for the three months ended March 31, 2024, were **$262 thousand**, compared to **$31 thousand** for the same period in 2023.[84](index=84&type=chunk) [4. Property and Equipment, Net](index=22&type=section&id=4.%20Property%20and%20Equipment,%20Net) This note presents the gross and net values of property and equipment, along with associated accumulated depreciation and expense | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Property and equipment, gross | $45,470 | $41,619 | $3,851 | 9.25% | | Accumulated depreciation | $16,071 | $14,653 | $1,418 | 9.68% | | Property and equipment, net | $29,399 | $26,966 | $2,433 | 9.02% | - Depreciation expense for the three months ended March 31, 2024, was **$1,485 thousand**, an increase from **$955 thousand** for the same period in 2023.[86](index=86&type=chunk) [5. Intangible Assets, Net](index=22&type=section&id=5.%20Intangible%20Assets,%20Net) This note details the composition of intangible assets, including developed technology, software licenses, customer relationships, IPR&D, and amortization expenses | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Total Intangible Assets | $198,635 | $208,134 | $(9,499) | (4.56)% | | Developed technology (net) | $85,546 | $88,636 | $(3,090) | (3.49)% | | Software licenses (net) | $2,716 | $4,917 | $(2,201) | (44.77)% | | Customer relationships (net) | $35,693 | $36,285 | $(592) | (1.63)% | | IPR&D (indefinite lives) | $57,258 | $56,508 | $750 | 1.33% | - Amortization of intangible assets for the three months ended March 31, 2024, was **$8,066 thousand**, an increase from **$5,080 thousand** for the same period in 2023.[89](index=89&type=chunk) Expected Amortization Expense for Definite-Lived Intangible Assets | Year | Amount (in thousands) | | :--- | :-------------------- | | 2024 (remaining 9 months) | $19,509 | | 2025 | $23,197 | | 2026 | $21,171 | | 2027 | $18,187 | | 2028 | $17,932 | | Thereafter | $42,346 | | **Total** | **$142,342** | [6. Goodwill](index=23&type=section&id=6.%20Goodwill) This note outlines the changes in goodwill, primarily due to acquisitions and exchange rate effects, and confirms the absence of impairment indicators | Metric | Amount (in thousands) | | :------------------------------------ | :-------------------- | | Balance as of December 31, 2023 | $295,096 | | Acquisitions (Kinetic) | $664 | | Effect of exchange rate on goodwill | $(5,363) | | Balance as of March 31, 2024 | $290,397 | - The change in goodwill is primarily due to a **$664 thousand** increase from the Kinetic acquisition, offset by a **$5,363 thousand** decrease due to exchange rate effects.[91](index=91&type=chunk) - No indicators of impairment were noted during the three months ended March 31, 2024.[92](index=92&type=chunk) [7. Debt](index=23&type=section&id=7.%20Debt) This note provides details on the company's debt obligations, including carrying amounts, new credit facilities, interest expense, and future maturities | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Total Debt (Carrying Amount) | $170,180 | $160,841 | $9,339 | 5.81% | | 2027 Notes (Carrying Amount) | $155,962 | $155,712 | $250 | 0.16% | | Revolving lines of credit (Carrying Amount) | $10,686 | $1,171 | $9,515 | 812.55% | - The Company entered into a new revolving line of credit agreement with Wells Fargo Bank on March 29, 2024, with a credit limit of **$10,000 thousand**, bearing interest at SOFR plus **1.75%**, and collateralized by restricted cash.[104](index=104&type=chunk) - Total interest expense for the three months ended March 31, 2024, was **$2,106 thousand**, consistent with **$2,148 thousand** for the same period in 2023.[107](index=107&type=chunk) Future Maturities of Debt Obligations | Year | Amount (in thousands) | | :--- | :-------------------- | | 2024 (remaining 9 months) | $0 | | 2025 | $14,279 | | 2026 | $0 | | 2027 | $160,000 | | 2028 | $0 | | **Total** | **$174,279** | [8. Warrant Liability](index=26&type=section&id=8.%20Warrant%20Liability) This note explains the company's warrant exchange offer, the reclassification of warrant fair value to equity, and the elimination of warrant liability - The Company completed an exchange offer for its outstanding warrants on November 9, 2023, with **24,658,461** warrants (approximately **90%**) tendered.[113](index=113&type=chunk) - As a result, **7,027,517** shares of Class A common stock were issued for tendered warrants, and **703,175** shares for remaining untendered warrants, leading to the delisting of warrants from Nasdaq.[113](index=113&type=chunk)[114](index=114&type=chunk) - The warrants were remeasured to a fair value of **$38,331 thousand** and reclassified to Additional Paid-in Capital on November 9, 2023, with a total change in fair value of **$7,066 thousand** net gain recorded in Other income (expense), net.[115](index=115&type=chunk) - There was no warrant liability remaining on the balance sheet as of December 31, 2023, and no gain or loss was recorded for the three months ended March 31, 2024.[116](index=116&type=chunk) [9. Contingent and Earn-Out Liabilities](index=27&type=section&id=9.%20Contingent%20and%20Earn-Out%20Liabilities) This note details various contingent and earn-out liabilities, including earn-out shares, and the fair value measurements of acquisition-related contingent considerations - Certain indie stockholders are entitled to receive up to **10,000,000** earn-out shares of Class A common stock if specific stock price milestones (**$12.50** or **$15.00**) are met by December 31, 2027, or upon a Sale event.[118](index=118&type=chunk) - The remaining **$500 thousand** second tranche of City Semi contingent consideration was settled in January 2024 by issuing **62,562** Class A shares (fair value **$500 thousand**); the fair value of the remaining **$500 thousand** tranche is **$460 thousand** as of March 31, 2024.[121](index=121&type=chunk) - As of March 31, 2024, the fair value of Silicon Radar's first tranche contingent consideration was **$6,820 thousand** and the second tranche was **$2,970 thousand**; the first tranche was settled in May 2024 by issuing **1,103,140** Class A shares (fair value **$6,045 thousand**).[123](index=123&type=chunk)[124](index=124&type=chunk) - As of March 31, 2024, the fair value of GEO's first tranche contingent consideration was **$42,060 thousand** and the second tranche was **$14,020 thousand**.[125](index=125&type=chunk) - As of March 31, 2024, the fair value of Exalos' first tranche contingent consideration was **$6,504 thousand** and the second tranche was **$4,070 thousand**.[126](index=126&type=chunk) - As of March 31, 2024, the fair value of Kinetic's first tranche contingent consideration was **$2,288 thousand** and the second tranche was **$2,386 thousand**.[127](index=127&type=chunk) [10. Fair Value Measurements](index=29&type=section&id=10.%20Fair%20Value%20Measurements) This note describes the fair value of the company's debt and financial instruments, including currency forward contracts and Level 3 contingent considerations - The fair value of the Company's 2027 Notes was **$176,784 thousand** (**110.49%** of principal) as of March 31, 2024, classified as Level 2.[103](index=103&type=chunk)[128](index=128&type=chunk) - The Company held currency forward contracts with an aggregated notional amount of **$22,987 thousand** as of March 31, 2024, resulting in a net loss of **$552 thousand** in Q1 2024.[129](index=129&type=chunk) Fair Value Measurements of Level 3 Liabilities (Contingent Considerations) as of March 31, 2024 | Liability | Fair Value (in thousands) | | :------------------------------------ | :------------------------ | | Exalos Contingent Consideration - First Tranche | $6,504 | | Exalos Contingent Consideration - Second Tranche | $4,070 | | GEO Contingent Consideration - First Tranche | $42,060 | | GEO Contingent Consideration - Second Tranche | $14,020 | | Kinetic Contingent Consideration - First Tranche | $2,288 | | Kinetic Contingent Consideration - Second Tranche | $2,386 | | Silicon Radar Contingent Consideration - First Tranche | $6,820 | | Silicon Radar Contingent Consideration - Second Tranche | $2,970 | | City Semi Contingent Consideration - Second Tranche | $460 | | Symeo Contingent Consideration - Second Tranche | $7 | - Contingent considerations are valued using Monte Carlo Simulations or probability methods, incorporating significant judgment and discount rates.[132](index=132&type=chunk) [11. Stockholders' Equity](index=31&type=section&id=11.%20Stockholders'%20Equity) This note outlines changes in stockholders' equity, including ownership adjustments in subsidiaries, stock option exercises, and the remaining capacity of the stock repurchase program - In November 2022, Wuxi raised **CNY300,000** (approximately **$42,000 thousand**) from investors, reducing indie's ownership from **45%** to **38%** while maintaining **59%** voting control.[136](index=136&type=chunk) - In December 2023, employees in Wuxi exercised stock options, contributing **CNY87,959** (approximately **$12,346 thousand**) in capital; **$11,802 thousand** of unrecognized compensation cost related to these options will be recognized upon a probable IPO.[139](index=139&type=chunk)[140](index=140&type=chunk) - The Board authorized a stock repurchase program of up to **$50,000 thousand** in November 2022; **$42,596 thousand** remains available as of March 31, 2024, with no repurchases in Q1 2024.[143](index=143&type=chunk) [12. Noncontrolling Interest](index=32&type=section&id=12.%20Noncontrolling%20Interest) This note clarifies the company's ownership and voting control in subsidiaries, along with details on Class V common stock and minority interests - ADK LLC Minority Holders retained approximately **26%** membership interest in ADK LLC, which can be exchanged for indie's Class A common stock, with indie's ownership in ADK LLC being approximately **90%** as of March 31, 2024.[144](index=144&type=chunk) - As of March 31, 2024, there were **18,594,332** shares of Class V common stock issued and outstanding, providing voting rights but no economic rights.[145](index=145&type=chunk) - ADK LLC maintained **59%** voting control and **34%** ownership interest in Wuxi as of March 31, 2024, with Wuxi's financial statements consolidated with ADK LLC.[146](index=146&type=chunk) [13. Revenue](index=33&type=section&id=13.%20Revenue) This note provides a detailed breakdown of total revenue by product and contract, disaggregated by geographic region, and discusses customer concentration | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :---------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Revenue | $52,353 | $40,452 | $11,901 | 29.42% | | Product Revenue | $48,578 | $33,653 | $14,925 | 44.35% | | Contract Revenue | $3,775 | $6,799 | $(3,024) | (44.48)% | Revenue Disaggregated by Geography (Q1 2024) | Geographic Region | Amount (in thousands) | | :---------------- | :-------------------- | | Greater China | $22,293 | | Europe | $9,253 | | United States | $8,688 | | Rest of Asia Pacific | $5,238 | | South Korea | $4,613 | | Rest of North America | $1,781 | | South America | $487 | | **Total** | **$52,353** | - No single customer accounted for more than **10%** of total revenue for the three months ended March 31, 2024, compared to two customers in Q1 2023 (Customer A: **15.8%**, Customer B: **11.9%**).[151](index=151&type=chunk) - Unbilled revenue increased to **$11,662 thousand** as of March 31, 2024, from **$8,506 thousand** as of December 31, 2023, while contract liabilities (deferred revenue) increased to **$2,878 thousand** from **$2,473 thousand**.[149](index=149&type=chunk) [14. Share-Based Compensation](index=34&type=section&id=14.%20Share-Based%20Compensation) This note details the total share-based compensation expense, disaggregated by functional area, and includes amounts related to liability-classified awards | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Share-Based Compensation | $25,577 | $11,395 | $14,182 | 124.46% | | Research and development | $16,994 | $6,262 | $10,732 | 171.39% | | Selling, general, and administrative | $8,252 | $5,065 | $3,187 | 62.92% | | Cost of goods sold | $331 | $68 | $263 | 386.76% | - Share-based compensation expense for Q1 2024 included **$6,969 thousand** related to liability-classified awards issuable upon distribution of annual incentive plans.[154](index=154&type=chunk) [15. Net Loss per Common Share](index=35&type=section&id=15.%20Net%20Loss%20per%20Common%20Share) This note presents the net loss attributable to common stockholders and the weighted average shares outstanding, along with the calculation of basic and diluted net loss per share | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change | % Change | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :------- | :------- | | Net Loss Attributable to Common Stockholders | $(31,179) | $(72,746) | $41,567 | (57.14)% | | Weighted Average Shares Outstanding (Basic & Diluted) | 164,602,608 | 131,490,221 | 33,112,387 | 25.18% | | Net Loss Per Share (Basic & Diluted) | $(0.19) | $(0.55) | $0.36 | (65.45)% | - Potentially dilutive securities, including unvested units, restricted stock units, convertible Class V common shares, warrants, unexercised options, earn-out shares, escrow shares, and convertible debt, were excluded from diluted net loss per share computation due to their antidilutive effect.[155](index=155&type=chunk) [16. Income Taxes](index=35&type=section&id=16.%20Income%20Taxes) This note explains the income tax benefits recorded, the establishment of valuation allowances against deferred tax assets, and the accounting method used - The Company recorded an income tax benefit of **$1,109 thousand** for the three months ended March 31, 2024, primarily related to foreign operations.[162](index=162&type=chunk) - For the three months ended March 31, 2023, the income tax benefit was **$3,706 thousand**, primarily related to the tax effects of the GEO acquisition and subsequent tax reorganizations.[162](index=162&type=chunk) - A full valuation allowance has been recorded against domestic federal and state deferred tax assets due to significant uncertainty regarding their realization.[159](index=159&type=chunk) - No liability has been recorded under Tax Receivable Agreements (TRAs) as there is a full valuation allowance on the related deferred tax assets.[160](index=160&type=chunk) [17. Commitments and Contingencies](index=36&type=section&id=17.%20Commitments%20and%20Contingencies) This note discloses legal claims, royalty expenses for licensed technology, and the absence of tax distributions during the reporting period - On November 3, 2023, the Company received a demand letter alleging breaches related to covenants and demanding **$7,500 thousand** in contingent consideration from a previously completed business combination; the Company denies the claims and intends to vigorously defend.[163](index=163&type=chunk) - Total royalty expense incurred for licensed technology was **$639 thousand** for Q1 2024, an increase from **$480 thousand** for Q1 2023.[165](index=165&type=chunk) - No tax distributions were approved by the Board of Directors or paid by the Company during the three months ended March 31, 2024, or 2023.[167](index=167&type=chunk) [18. Supplemental Financial Information](index=37&type=section&id=18.%20Supplemental%20Financial%20Information) This note provides additional details on accrued expenses, holdbacks, deferred payments for business combinations, and accrued interest and royalties | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | Change (in thousands) | % Change | | :------------------------------------------ | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Accrued expenses and other current liabilities | $29,280 | $21,411 | $7,869 | 36.75% | | Holdbacks and deferred payments for business combinations | $14,091 | $4,339 | $9,752 | 224.75% | | Accrued interest | $2,915 | $1,120 | $1,795 | 160.27% | | Accrued royalties | $316 | $789 | $(473) | (59.95)% | [19. Subsequent Events](index=37&type=section&id=19.%20Subsequent%20Events) This note confirms management's review and evaluation of material events occurring after the balance sheet date up to the financial statement issuance date - Management reviewed and evaluated material subsequent events from the condensed consolidated balance sheet date of March 31, 2024, through May 9, 2024, the date the condensed consolidated financial statements were issued.[169](index=169&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=38&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the Company's financial condition and results of operations for the three months ended March 31, 2024, discussing revenue trends, operating expenses, other income/expense, liquidity, and critical accounting estimates [OUR COMPANY](index=38&type=section&id=OUR%20COMPANY) This section describes indie's core business in automotive semiconductors and software, its global operational footprint, and geographic revenue concentration - indie offers highly innovative automotive semiconductors and software solutions for ADAS, autonomous vehicle, connected car, user experience, and electrification applications, focusing on edge sensors across multiple modalities (LiDAR, radar, ultrasound, computer vision).[173](index=173&type=chunk) - The Company maintains design centers globally and engages subcontractors, primarily in Asia, for manufacturing its products.[173](index=173&type=chunk)[174](index=174&type=chunk) - Approximately **66%** of product revenues for the three months ended March 31, 2024, were recognized for shipments to customer locations in Asia (**65%** in the prior year period).[174](index=174&type=chunk) [Execution of At-The-Market Agreement](index=38&type=section&id=Execution%20of%20At-The-Market%20Agreement) This section details the company's At Market Issuance Agreement, including the amount raised and shares issued, noting no activity in the current quarter - The Company has an At Market Issuance Agreement (ATM Agreement) allowing it to offer and sell up to **$150.0 million** of Class A common stock.[175](index=175&type=chunk) - As of March 31, 2024, **$70.3 million** in gross proceeds had been raised, issuing **7,351,259** shares of Class A common stock at an average per-share sales price of **$9.57**.[175](index=175&type=chunk) - There was no activity under the ATM Agreement during the three months ended March 31, 2024.[175](index=175&type=chunk) [Recent Acquisitions](index=38&type=section&id=Recent%20Acquisitions) This section highlights the recent acquisition of Kinetic Technologies, LLC, outlining the initial cash and contingent considerations involved - On January 25, 2024, indie completed the acquisition of Kinetic Technologies, LLC, acquiring R&D personnel, intellectual property, and business properties.[176](index=176&type=chunk) - The closing consideration for Kinetic included **$3.2 million** in initial cash and **$4.6 million** in contingent considerations (production-based and revenue-based milestones).[176](index=176&type=chunk)[177](index=177&type=chunk) [Impact of Macroeconomic Conditions](index=39&type=section&id=Impact%20of%20Macroeconomic%20Conditions) This section discusses the potential dampening effects of inflation, rising interest rates, and geopolitical conflicts on economic activity and automotive demand - Current inflationary conditions, rising interest rates, and geopolitical conflicts (Middle East) are dampening overall economic activity and consumer demand for automotive products.[179](index=179&type=chunk) - The Company is closely monitoring developments and potential impacts on its business, customers, suppliers, employees, and operations in affected regions.[179](index=179&type=chunk) [OPERATING RESULTS](index=39&type=section&id=OPERATING%20RESULTS) This section analyzes the company's financial performance, focusing on revenue trends, operating expenses, other income/expense, and income taxes [Revenue](index=39&type=section&id=Revenue) This section analyzes the changes in total, product, and contract revenue, attributing shifts to product mix, volume, acquisitions, and project completion | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :---------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Revenue | $52,353 | $40,452 | $11,901 | 29% | | Product Revenue | $48,578 | $33,653 | $14,925 | 44% | | Contract Revenue | $3,775 | $6,799 | $(3,024) | (44)% | - The increase in product revenue was primarily due to changes in product mix, higher product volume, and recent acquisitions.[181](index=181&type=chunk) - The decrease in contract revenue was primarily due to a large multi-year non-recurring engineering project winding down.[181](index=181&type=chunk) [Operating Expenses](index=39&type=section&id=Operating%20Expenses) This section details the changes in total operating expenses, including cost of goods sold, research and development, and selling, general, and administrative costs | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Operating Expenses | $102,000 | $77,433 | $24,567 | 32% | | Cost of goods sold | $30,089 | $24,056 | $6,033 | 25% | | Research and development | $49,589 | $36,563 | $13,026 | 36% | | Selling, general, and administrative | $22,322 | $16,814 | $5,508 | 33% | - Research and development expense increased by **$13.0 million** (**36%**) due to a **$3.7 million** increase in personnel costs and a **$10.7 million** increase in share-based compensation expense.[184](index=184&type=chunk) - Selling, general and administrative expense increased by **$5.5 million** (**33%**) due to a **$2.3 million** increase in personnel costs, a **$3.2 million** increase in share-based compensation expense, and a **$0.6 million** increase in depreciation and amortization from recent business combinations.[185](index=185&type=chunk) [Other income (expense), net](index=40&type=section&id=Other%20income%20(expense),%20net) This section explains the significant changes in other income and expense, primarily driven by warrant revaluation, contingent consideration gains, and interest income fluctuations | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Total Other Income (Expense), Net | $14,315 | $(48,691) | $63,006 | (129)% | | Interest income | $1,309 | $2,419 | $(1,110) | (46)% | | Loss from change in fair value of warrants | $0 | $(47,332) | $47,332 | (100)% | | Gain (loss) from change in fair value of contingent considerations and acquisition-related holdbacks | $15,359 | $(1,630) | $16,989 | (1042)% | - The significant improvement in other income (expense), net, was primarily due to the absence of a **$47.3 million** loss from change in fair value of warrants (due to their exchange in November 2023) and a **$15.4 million** net unrealized gain from contingent considerations and acquisition-related holdbacks in Q1 2024.[187](index=187&type=chunk)[188](index=188&type=chunk) - Interest income decreased by **$1.1 million** (**46%**) due to lower cash balances.[186](index=186&type=chunk) - Other expense of **$0.2 million** in Q1 2024 was primarily driven by a **$0.6 million** net loss related to the change in fair value of currency forward contracts.[190](index=190&type=chunk) [Income Taxes](index=41&type=section&id=Income%20Taxes) This section discusses the income tax benefits recorded, their primary drivers, and the company's accounting method for income taxes and valuation allowances - The Company recorded an income tax benefit of **$1,109 thousand** for the three months ended March 31, 2024, primarily related to foreign operations.[193](index=193&type=chunk) - Income tax benefits for the three months ended March 31, 2023, were **$3,706 thousand**, primarily related to the tax effects of the GEO acquisition and subsequent tax reorganizations.[193](index=193&type=chunk) - The Company utilizes the asset and liability method for income taxes and establishes valuation allowances against deferred tax assets when their realization is not more likely than not.[191](index=191&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) This section outlines the company's cash uses and sources, including operating activities, acquisitions, capital expenditures, and future material cash obligations - The Company's primary uses of cash include operating expenses (R&D, working capital, G&A), mergers and acquisitions, capital expenditures, and debt repayments.[194](index=194&type=chunk) - Immediate sources of liquidity are cash and cash equivalents (**$138.2 million** as of March 31, 2024), funds from operations, available borrowings under its revolving credit facility, and the issuance of Class A common stock under the ATM Agreement.[194](index=194&type=chunk)[195](index=195&type=chunk) - The Company expects to continue incurring net operating losses and negative cash flows from operations, with increasing R&D, G&A, and capital expenditures as it expands.[204](index=204&type=chunk) Condensed Consolidated Cash Flows Summary | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | :-------------------- | :------- | | Net Cash Used in Operating Activities | $(9,349) | $(32,885) | $23,536 | (72)% | | Net Cash Used in Investing Activities | $(5,517) | $(101,628) | $96,111 | (95)% | | Net Cash Provided by Financing Activities | $6,880 | $21,066 | $(14,186) | (67)% | Future Material Cash Obligations (as of March 31, 2024) | Contractual Obligations | Total (in thousands) | | :---------------------- | :------------------- | | Debt obligations | $174,279 | | Interest on debt obligations | $26,118 | | Operating leases | $13,997 | | Holdbacks payable in cash | $1,300 | | **Total** | **$215,694** | [Critical Accounting Estimates](index=44&type=section&id=Critical%20Accounting%20Estimates) This section identifies the company's most critical accounting estimates, such as revenue recognition, business combinations, and contingent considerations, noting no material changes - The Company's most critical accounting estimates, involving significant estimation uncertainty, include revenue recognition, business combinations (fair value of acquired assets and assumed liabilities), and contingent considerations.[216](index=216&type=chunk) - There have been no material changes to the Company's critical accounting policies and estimates as disclosed in its Annual Report on Form 10-K for the fiscal year ended December 31, 2023.[217](index=217&type=chunk) [Recently Issued and Adopted Accounting Standards](index=44&type=section&id=Recently%20Issued%20and%20Adopted%20Accounting%20Standards) This section discusses the impact and effective dates of new accounting standards, including ASU No. 2023-09 and ASU No. 2023-07, on the company's financial reporting - ASU No. 2023-09 (Income Taxes – Improvements to Income Tax Disclosures) is effective for annual periods in **2025** and is not expected to materially impact the Company's financial position or results of operations.[40](index=40&type=chunk) - ASU No. 2023-07 (Segment Reporting – Improvements to Reportable Segment Disclosures) is effective for fiscal years beginning after December 15, 2023 (interim periods after December 15, 2024), and the Company is currently evaluating its impact.[41](index=41&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=44&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This item discusses the Company's exposure to foreign currency risk and investment/interest rate risk, noting an increase in foreign currency translation loss and a low material exposure to investment risks [Foreign Currency Risk](index=44&type=section&id=Foreign%20Currency%20Risk) This section details the company's exposure to foreign currency exchange rate changes, including translation losses and plans for hedging strategies - The Company has exposure to foreign currency exchange rate changes, primarily involving the Canadian dollar, Chinese yuan/renminbi, Euro, British pound sterling, and Israeli New Shekel.[219](index=219&type=chunk) - A foreign currency translation exchange loss of **$(0.2) million** was included in loss before income taxes for Q1 2024, primarily driven by changes in the fair value of currency forward contracts.[219](index=219&type=chunk) - A cumulative foreign currency translation loss of **$10.8 million** is included in 'Accumulated other comprehensive loss' as of March 31, 2024, related to permanently invested intercompany loans.[219](index=219&type=chunk) - The Company plans to enter into additional foreign currency forward contracts to mitigate increasing risks from currency fluctuations.[220](index=220&type=chunk) [Investment and Interest Rate Risk](index=45&type=section&id=Investment%20and%20Interest%20Rate%20Risk) This section describes the company's investment portfolio, objectives for liquidity and capital preservation, and the assessment of investment and interest rate risks - The Company's investment portfolio, consisting of cash and cash equivalents (money market funds and marketable securities with less than ninety days until maturity) and restricted cash, totaled approximately **$148.2 million** as of March 31, 2024.[221](index=221&type=chunk) - The main objectives of investment activities are liquidity and preservation of capital, with investments diversified across securities with high credit ratings.[222](index=222&type=chunk) - Due to the short-term maturity periods of cash equivalent investments and the objectives, investment or interest rate risks are not considered material exposures, even in the current rising interest rate environment.[223](index=223&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the Company's disclosure controls and procedures were not effective as of March 31, 2024, due to previously reported material weaknesses in risk assessment, information control processes (including ITGCs and manual spreadsheets), and process-level controls. Remediation efforts are ongoing [Evaluation of Disclosure Controls and Procedures](index=45&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) This section presents management's conclusion on the effectiveness of disclosure controls and procedures, citing material weaknesses in internal control over financial reporting - Management concluded that the Company's disclosure controls and procedures were not effective as of March 31, 2024.[224](index=224&type=chunk) - This conclusion was based on the existence of material weaknesses in internal control over financial reporting.[224](index=224&type=chunk) - Management acknowledges that any system of controls can provide only reasonable, not absolute, assurance.[226](index=226&type=chunk) [Previously Reported Material Weaknesses](index=45&type=section&id=Previously%20Reported%20Material%20Weaknesses) This section identifies the persistent material weaknesses, including ineffective risk assessment, information control processes, and process-level control activities - Material weaknesses persisted as of March 31, 2024, including ineffective risk assessment for non-routine transactions (e.g., mergers and acquisitions).[228](index=228&type=chunk)[229](index=229&type=chunk) - Ineffective information control processes, including those related to information technology general controls (ITGCs), user access controls, and the use of manual spreadsheets, also persisted.[228](index=228&type=chunk)[229](index=229&type=chunk) - The Company also had ineffective control activities related to the design and operation of process-level controls across certain key financial reporting processes.[228](index=228&type=chunk) [Remediation Efforts to Address the Material Weaknesses](index=45&type=section&id=Remediation%20Efforts%20to%20Address%20the%20Material%20Weaknesses) This section outlines the ongoing remediation efforts to address material weaknesses, acknowledging uncertainties regarding their completion and potential additional measures - Management's remediation efforts are ongoing, following the actions outlined in the Form 10-K for the year ended December 31, 2023.[231](index=231&type=chunk) - The Company cannot guarantee when material weaknesses will be remediated or if additional measures will be required.[231](index=231&type=chunk) - Remediation efforts are subject to continuous management evaluation and audit committee supervision.[232](index=232&type=chunk) [Changes in Internal Control Over Financial Reporting](index=46&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) This section confirms that no changes in internal control over financial reporting occurred during the quarter, apart from ongoing remediation activities - There were no changes in internal control over financial reporting during the quarter ended March 31, 2024, except for the ongoing remediation efforts related to the material weaknesses.[233](index=233&type=chunk) [PART II. OTHER INFORMATION](index=47&type=section&id=Part%20II.%20Other%20Information) This part contains other required disclosures, including legal proceedings, risk factors, unregistered sales of equity securities, defaults upon senior securities, other information, and a list of exhibits [ITEM 1. LEGAL PROCEEDINGS](index=47&type=section&id=Item%201.%20Legal%20Proceedings) This item states that the company is not party to any material legal proceedings, while acknowledging routine claims and their potential impacts - The Company is not party to any material legal proceedings.[235](index=235&type=chunk) - From time to time, the Company may be involved in routine claims or litigation matters that arise in the ordinary course of its business.[235](index=235&type=chunk) - The outcome of litigation is inherently uncertain, and such proceedings can have an adverse impact due to defense and settlement costs, and diversion of resources.[235](index=235&type=chunk) [ITEM 1A. RISK FACTORS](index=47&type=section&id=Item%201A.%20Risk%20Factors) This item confirms no material changes to the company's previously disclosed risk factors from its annual report - There have been no material changes to the Company's risk factors disclosed in Part 1, Item 1A of its Annual Report on Form 10-K for the fiscal year ended December 31, 2023.[236](index=236&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item details the issuance of Class A common stock to ADK Minority Holders and Expedera, Inc. under specific Securities Act exemptions - Between January 8, 2024, and March 4, 2024, the Company issued **130,516** shares of Class A common stock to two ADK Minority Holders in exchange for ADK LLC units, relying on the exemption under Section 4(a)(2) of the Securities Act.[237](index=237&type=chunk) - On March 20, 2024, the Company issued **525,000** shares of Class A common stock to Expedera, Inc. in connection with its investment in Expedera's Series B-1 Preferred Stock.[238](index=238&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=47&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) This item reports that there were no defaults upon senior securities during the reporting period - None.[239](index=239&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=47&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item indicates that mine safety disclosures are not applicable to the company's operations - Not applicable.[240](index=240&type=chunk) [ITEM 5. OTHER INFORMATION](index=47&type=section&id=Item%205.%20Other%20Information) This item discloses Rule 10b5-1 trading arrangements adopted by certain directors and officers for the sale of Class A common stock - On March 14, 2024, Ichiro Aoki, Director and President, adopted a Rule 10b5-1 trading arrangement for the sale of up to **1,950,000** shares of Class A common stock until March 15, 2026.[241](index=241&type=chunk) - On March 15, 2024, Michael Wittmann, Chief Operating Officer, adopted a Rule 10b5-1 trading arrangement for the sale of up to **126,135** shares of Class A common stock until March 10, 2026.[241](index=241&type=chunk) [ITEM 6. EXHIBITS](index=47&type=section&id=Item%206.%20Exhibits) This item lists various agreements and corporate governance documents filed as exhibits, including acquisition agreements and certifications - The exhibits include various agreements such as the Master Transactions Agreement, Share Purchase Agreements (TeraXion, GEO, Exalos), and the Asset Purchase Agreement for Kinetic.[242](index=242&type=chunk)[243](index=243&type=chunk) - Also included are corporate governance documents (Amended and Restated Certificate of Incorporation and Bylaws), CEO/CFO Certifications (Section 302 and 906 of Sarbanes-Oxley Act), and Inline XBRL documents.[242](index=242&type=chunk)[243](index=243&type=chunk) [SIGNATURES](index=49&type=section&id=SIGNATURES) This section formally concludes the report, indicating the signatory and the date of filing - The report is signed by Thomas Schiller, Chief Financial Officer and EVP of Strategy, on behalf of INDIE SEMICONDUCTOR, INC.[247](index=247&type=chunk) - The report was signed on May 9, 2024.[247](index=247&type=chunk)

[First Quarter 2024 Results Overview](index=1&type=section&id=First%20Quarter%202024%20Results%20Overview) [Q1 2024 Financial Performance Summary](index=1&type=section&id=Q1%202024%20Financial%20Performance%20Summary) indie Semiconductor reported a 29% year-over-year revenue increase to $52.4 million in Q1 2024, with a Non-GAAP gross margin of 50.3% | Metric | Q1 2024 | Q1 2023 | YoY Change | | :-------------------------- | :---------- | :---------- | :--------- | | Revenue | $52.4 million | $40.452 million | +29% | | Non-GAAP Gross Margin | 50.3% | 52.2% | -1.9 ppts | | GAAP Operating Loss | $(49.6) million | $(37.0) million | -34.05% | | Non-GAAP Operating Loss | $(17.2) million | $(16.8) million | -2.38% | | GAAP Loss Per Share | $(0.19) | $(0.55) | +65.45% | | Non-GAAP Loss Per Share | $(0.10) | N/A | N/A | [CEO Commentary](index=1&type=section&id=CEO%20Commentary) CEO Donald McClymont highlighted indie's significant outperformance relative to peers and its capitalization on Autotech market technology deployment - indie Semiconductor **significantly outpaced its industry peer group**, capitalizing on technology deployment momentum in the Autotech market[3](index=3&type=chunk) - Despite contracting automotive end market units, the company achieved **29% year-over-year top-line growth** to a record first-quarter level[3](index=3&type=chunk) - Management believes the company has passed its trough and expects a **resumption of outsized sales growth in the second half of 2024**, driven by new product ramps and key global flagship car launches[3](index=3&type=chunk) [Business Highlights](index=1&type=section&id=Business%20Highlights) indie Semiconductor achieved several key milestones in Q1 2024, including ramping new solutions for major automotive OEMs and securing strategic design wins - Ramped Occupant Monitoring System (OMS) solutions for BMW[7](index=7&type=chunk) - Enabled Cadillac Escalade Augmented Reality (AR) navigational systems[7](index=7&type=chunk) - Secured Image Signal Processor (ISP) wins at a leading Japanese OEM for blindspot monitoring and captured strategic camera design wins at Valeo[7](index=7&type=chunk) - Supported Xiaomi's SU7 electric vehicle launch with multiple User Experience solutions[7](index=7&type=chunk) - Achieved production readiness with a mixed-signal solution for Ultrasonic Intrusion Detection applications at Volkswagen[7](index=7&type=chunk) [Q2 2024 Outlook and Future Growth](index=1&type=section&id=Q2%202024%20Outlook%20and%20Future%20Growth) For Q2 2024, indie Semiconductor anticipates sequential revenue growth of flat to 5% and gross margin expansion to 51-52% | Metric | Q2 2024 Outlook | | :-------------------- | :-------------------- | | Revenue (Sequential) | Flat to up 5% | | Non-GAAP Gross Margin | 51% to 52% | - The company expects to offset current market softness from industry-wide inventory rebalancing[6](index=6&type=chunk) - **Gross margin expansion** is expected due to a richer product mix and flat expenses, leading to a **narrower operating loss sequentially**[6](index=6&type=chunk)[8](index=8&type=chunk) - indie plans to **return to high growth mode in the back half of 2024** and **resume its industry-leading growth trajectory into 2025 and beyond**, supported by new product pipeline strength and general market recovery[8](index=8&type=chunk) [Company Information](index=2&type=section&id=Company%20Information) [About indie Semiconductor](index=2&type=section&id=About%20indie%20Semiconductor) indie Semiconductor is an Autotech solutions innovator focused on developing high-performance, energy-efficient automotive semiconductors and software platforms - indie Semiconductor **empowers the Autotech revolution** with next-generation automotive semiconductors and software platforms[10](index=10&type=chunk) - Focus areas include **ADAS, user experience, and electrification applications**, with mixed-signal SoCs enabling **edge sensors (Radar, LiDAR, Ultrasound, Computer Vision)**[10](index=10&type=chunk) - Their embedded system control, power management, and interfacing solutions **enhance the in-cabin experience** and **support automated and electrified vehicles**[10](index=10&type=chunk) [Q1 2024 Conference Call Details](index=2&type=section&id=Q1%202024%20Conference%20Call%20Details) indie Semiconductor hosted a conference call on May 9, 2024, to discuss Q1 2024 results and business outlook - A conference call was held on May 9, 2024, at 5:00 p.m. Eastern time to discuss Q1 2024 results and business outlook[8](index=8&type=chunk) - Conference call access was available via the Investors page of indie's website or by telephone (domestic: 1-888-886-7786, international: 416-764-8658, Conference ID: 34978665)[8](index=8&type=chunk) - A replay was available from May 9, 2024, to May 23, 2024, via the website or by calling (844) 512-2921 (domestic) or (412) 317-6671 (international), Replay Pin Number: 34978665[9](index=9&type=chunk) [Media & Investor Relations](index=3&type=section&id=Media%20%26%20Investor%20Relations) Contact information for media and investor inquiries is provided - Media inquiries can be directed to media@indiesemi.com[14](index=14&type=chunk) - Investor relations inquiries can be directed to ir@indiesemi.com[14](index=14&type=chunk) [Legal Disclosures](index=3&type=section&id=Legal%20Disclosures) [Safe Harbor Statement](index=3&type=section&id=Safe%20Harbor%20Statement) This section contains forward-looking statements regarding future business and financial performance, subject to significant uncertainties and risks - The communication contains **forward-looking statements** regarding future business and financial performance, including expectations for financial outlook, market recovery, product ramps, gross margin expansion, and revenue growth[12](index=12&type=chunk) - These statements are based on current beliefs and expectations but are subject to **significant business, economic, and competitive uncertainties and contingencies**, many of which are difficult to predict and beyond the company's control[12](index=12&type=chunk) - Key risk factors include **macroeconomic conditions** (inflation, interest rates), ongoing conflicts, **reliance on contract manufacturing**, **competitive pressures**, ability to achieve design wins, **impacts of acquisitions**, ability to develop new products, **trade restrictions**, and political/economic instability[12](index=12&type=chunk) - Investors are cautioned **not to place undue reliance on forward-looking statements**, and the company does not undertake to update them except as required by law[13](index=13&type=chunk) [Preliminary Condensed Consolidated Financial Statements](index=4&type=section&id=Preliminary%20Condensed%20Consolidated%20Financial%20Statements) [Statements of Operations](index=4&type=section&id=Statements%20of%20Operations) The condensed consolidated statements of operations show indie Semiconductor's financial performance for the three months ended March 31, 2024 | Metric (in thousands) | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :---------------------------------- | :---------------------------------- | | Product revenue | $48,578 | $33,653 | | Contract revenue | $3,775 | $6,799 | | **Total revenue** | **$52,353** | **$40,452** | | Cost of goods sold | $30,089 | $24,056 | | Research and development | $49,589 | $36,563 | | Selling, general, and administrative | $22,322 | $16,814 | | **Total operating expenses** | **$102,000** | **$77,433** | | **Loss from operations** | **$(49,647)** | **$(36,981)** | | Total other income (loss), net | $14,315 | $(48,691) | | Net loss before income taxes | $(35,332) | $(85,672) | | Income tax benefit | $1,109 | $3,706 | | **Net loss** | **$(34,223)** | **$(81,966)** | | Net loss attributable to indie Semiconductor, Inc. | $(31,179) | $(72,746) | | Net loss per share attributable to common shares — basic | $(0.19) | $(0.55) | | Weighted average common shares outstanding — basic | 164,602,608 | 131,490,221 | [Balance Sheets](index=5&type=section&id=Balance%20Sheets) The condensed consolidated balance sheets present indie Semiconductor's financial position as of March 31, 2024, compared to December 31, 2023 | Metric (in thousands) | March 31, 2024 | December 31, 2023 | | :---------------------------------- | :--------------- | :---------------- | | **Assets** | | | | Cash and cash equivalents | $138,174 | $151,678 | | Accounts receivable, net | $52,418 | $63,602 | | Inventory, net | $37,899 | $33,141 | | Total current assets | $263,750 | $271,820 | | Property and equipment, net | $29,399 | $26,966 | | Intangible assets, net | $198,635 | $208,134 | | Goodwill | $290,397 | $295,096 | | **Total assets** | **$803,648** | **$818,876** | | **Liabilities and stockholders' equity** | | | | Accounts payable | $18,955 | $18,405 | | Contingent considerations | $75,122 | $83,903 | | Total current liabilities | $151,666 | $138,875 | | Long-term debt, net of current portion | $156,996 | $156,735 | | **Total liabilities** | **$342,177** | **$341,851** | | indie's stockholders' equity | $432,877 | $446,149 | | Noncontrolling interest | $28,594 | $30,876 | | **Total stockholders' equity** | **$461,471** | **$477,025** | | **Total liabilities and stockholders' equity** | **$803,648** | **$818,876** | [Non-GAAP Financial Measures Reconciliation and Discussion](index=6&type=section&id=Non-GAAP%20Financial%20Measures%20Reconciliation%20and%20Discussion) [Reconciliation of Preliminary Non-GAAP Measures to GAAP](index=6&type=section&id=Reconciliation%20of%20Preliminary%20Non-GAAP%20Measures%20to%20GAAP) This section provides a reconciliation of indie Semiconductor's preliminary GAAP financial measures to non-GAAP measures by adjusting for specific expenses Non-GAAP Gross Margin Reconciliation | Metric (in thousands) | Q1 2024 | Q1 2023 | | :-------------------------- | :------ | :------ | | GAAP revenue | $52,353 | $40,452 | | GAAP cost of goods sold | $30,089 | $24,056 | | Acquisition-related expenses | $(110) | $(2,648) | | Amortization of intangible assets | $(3,735) | $(2,019) | | Inventory cost realignments | $(145) | — | | Share-based compensation | $(100) | $(68) | | **Non-GAAP gross profit** | **$26,354** | **$21,131** | | **Non-GAAP gross margin** | **50.3%** | **52.2%** | Non-GAAP Operating Loss Reconciliation | Metric (in thousands) | Q1 2024 | Q1 2023 | | :-------------------------- | :------ | :------ | | GAAP loss from operations | $(49,647) | $(36,981) | | Acquisition-related expenses | $1,195 | $5,133 | | Amortization of intangible assets | $5,771 | $3,423 | | Inventory cost realignments | $145 | — | | Share-based compensation | $25,384 | $11,626 | | **Non-GAAP operating loss** | **$(17,152)** | **$(16,799)** | Non-GAAP Net Loss and EBITDA Reconciliation | Metric (in thousands) | Q1 2024 | Q1 2023 | | :------------------------------------------------------------------ | :------ | :------ | | GAAP Net loss | $(34,223) | $(81,966) | | Non-GAAP Net loss | $(17,699) | $(16,269) | | Non-GAAP Net loss per share | $(0.10) | N/A | | Non-GAAP share count | 185,710,540 | N/A | | Non-GAAP EBITDA | $(15,616) | $(15,842) | [Discussion Regarding the Use of Non-GAAP Financial Measures](index=9&type=section&id=Discussion%20Regarding%20the%20Use%20of%20Non-GAAP%20Financial%20Measures) indie Semiconductor uses non-GAAP financial measures to provide supplementary information to investors, believing they offer a clearer view of ongoing business operations - Non-GAAP financial measures are used to provide **useful supplementary information to investors**, **evaluate operating performance**, make operating decisions, and forecast future periods[23](index=23&type=chunk) - Key exclusions from GAAP measures to derive non-GAAP figures include: **acquisition-related expenses**, **amortization of intangible assets**, **inventory cost realignments**, **share-based compensation**, gains/losses from changes in **fair value changes** of warrants/contingent considerations, **non-cash interest expense**, and **income tax benefit/expense**[24](index=24&type=chunk)[25](index=25&type=chunk) - **Non-GAAP EBITDA was added starting in Q4 2023** to remove non-recurring, irregular, and one-time items that may distort EBITDA[34](index=34&type=chunk) - The company emphasizes that non-GAAP measures should **not be considered in isolation or as a substitute for GAAP results** and may have **limited value for comparisons** due to varying calculation methods across companies[33](index=33&type=chunk)

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ALISO VIEJO, Calif.--(BUSINESS WIRE)--indie Semiconductor (Nasdaq: INDI), an Autotech solutions innovator, today announced that it has granted equity awards (the “Inducement Grants”) under its 2023 Inducement Incentive Plan to new employees who joined indie. The grants were previously approved by the Compensation Committee of the Board of Directors of indie Semiconductor. Information regarding the equity awards can be found on the company's investor relations website at: https://investors.indiesemi.com/news ...