Maxim Integrated Products, Inc. ("Maxim Integrated" or the "Company" and also referred to as "we," "our" or "us") disclaims any duty to and undertakes no obligation to update any forward-looking statement, whether as a result of new information relating to existing conditions, future events or otherwise, including the impact of the recent coronavirus (COVID-19) pandemic and the responses to it, or to release publicly the results of any future revisions it may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, including the impact of the COVID-19 pandemic and the responses to it, except as required by federal securities laws. Readers are cautioned not to place undue reliance on such statements, which speak only as of the date of this Quarterly Report on Form 10-Q. Readers should carefully review future reports and documents that the Company files with or furnishes to the SEC from time to time, such as its Annual Reports on Form 10-K, its Quarterly Reports on Form 10-Q, and any Current Reports on Form 8-K.

Overview of Business

Maxim Integrated Products, Inc. ("Maxim Integrated" or the "Company" and also referred to as "we," "our" or "us") designs, develops, manufactures and markets a broad range of linear and mixed-signal integrated circuits, commonly referred to as analog circuits, for a large number of customers in diverse geographical locations. The analog market is fragmented and characterized by many diverse applications, a great number of product variations and, with respect to many circuit types, relatively long product life cycles. We are a global company with a wafer manufacturing facility in the U.S., test facilities in the Philippines and Thailand, and sales and circuit design offices around the world. We also utilize third parties for manufacturing and assembly of our products.

Impact of COVID-19

The recent coronavirus (COVID-19) pandemic and the mitigation efforts by governments to attempt to control its spread are impacting and will likely continue to impact our operations, customers, and suppliers for an indefinite period of time. While we have implemented safeguards and procedures to counter the impact of the COVID-19 pandemic, the full extent to which the COVID-19 pandemic has and will directly or indirectly impact us, including our business, financial condition, and results of operations, will depend on future developments that are highly uncertain and cannot be accurately predicted, including the further mitigation efforts taken to contain it or treat its impact and the economic impact on local, regional, national and international markets. We will continue to actively monitor the situation and may take further actions that alter our business operations as may be required by federal, state, or local authorities or that we determine are in the best interests of our employees, customers, suppliers, and stockholders.

The Linear and Mixed-Signal Analog Integrated Circuit Market

All electronic signals generally fall into one of two categories, linear or digital. Linear (or analog) signals represent real world phenomena, such as temperature, pressure, sound or speed, and are continuously variable over a wide range of values. Digital signals represent the "ones" and "zeros" of binary arithmetic and are either on or off.



Three general classes of semiconductor products arise from this distinction
between linear and digital signals:
•      digital devices, such as memories and microprocessors that operate
       primarily in the digital domain;


•      linear devices, such as amplifiers, references, analog multiplexers and
       switches that operate primarily in the analog domain; and


•      mixed-signal devices such as data converter devices that combine linear
       and digital functions on the same integrated circuit and interface between
       the analog and digital domains.


Our strategy has been to target both the linear and mixed-signal markets, often collectively referred to as the analog market. However, some of our products are exclusively or principally digital. While our focus continues to be on the linear and mixed-signal market, our capabilities in the digital domain enable development of new mixed-signal and other products with highly sophisticated digital characteristics.

At the beginning of fiscal year 2020, we combined our Computing Major End-Market category with our Communications and Data Center Major End-Market category. Our former Computing Major End-Market category focused on Desktop Computers, Notebook Computers, and Peripherals and Other Computer markets.



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Our linear and mixed-signal products now serve four major end-markets: (i)
Automotive, (ii) Communications and Data Center, (iii) Consumer and (iv)
Industrial. These major end-markets and their corresponding markets are noted in
the table below:

MAJOR END-MARKET              MARKET

AUTOMOTIVE                    Infotainment
                              Powertrain
                              Body Electronics
                              Safety and Security

COMMUNICATIONS & DATA CENTER  Base Stations
                              Data Center
                              Data Storage
                              Desktop Computers
                              Network & Datacom
                              Notebook Computers
                              Peripherals & Other Computer
                              Server
                              Telecom
                              Other Communications

CONSUMER                      Smartphones
                              Digital Cameras
                              Handheld Computers
                              Home Entertainment & Appliances
                              Wearables
                              Other Consumer

INDUSTRIAL                    Automatic Test Equipment
                              Control & Automation
                              Electrical Instrumentation
                              Financial Terminals
                              Medical
                              Security
                              USB Extension
                              Other Industrial




CRITICAL ACCOUNTING POLICIES

The methods, estimates, and judgments we use in applying our most critical accounting policies have a significant impact on the results we report in our financial statements. The Securities and Exchange Commission ("SEC") has defined the most critical accounting policies as the ones that are most important to the presentation of our financial condition and results of operations, and that require us to make our most difficult and subjective accounting judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based on this definition, our most critical accounting policies include revenue recognition, which impacts the recording of net revenues; valuation of inventories, which impacts costs of goods sold and gross margins; the assessment of recoverability of long-lived assets, which impacts impairment of long-lived assets; assessment of recoverability of intangible assets and goodwill, which impacts impairment of goodwill and intangible assets; accounting for income taxes, which impacts the income tax provision; and assessment of litigation and contingencies, which impacts charges recorded in cost of goods



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sold, selling, general and administrative expenses and income taxes. These policies and the estimates and judgments involved are discussed further in the Management's Discussion and Analysis of Financial Condition in our Annual Report on Form 10-K for the fiscal year ended June 29, 2019. We have other significant accounting policies that either do not generally require estimates and judgments that are as difficult or subjective, or it is less likely that such accounting policies would have a material impact on our reported results of operations for a given period.

Except for the accounting policies and estimates outlined under Part I, Item 1. Financial Statements - Note 2, there have been no material changes during the nine months ended March 28, 2020 to the items that we disclosed as our critical accounting policies and estimates in Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended June 29, 2019.




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RESULTS OF OPERATIONS



Impact of COVID-19 on Our Business
The COVID-19 pandemic has impacted and will continue to impact the Company's
operations, employees, customers, and suppliers, due to shelter-in-place orders,
mandated quarantines, reduced facility operations, and travel bans and
restrictions. While the operating results for the fourth quarter of fiscal year
2020 and thereafter may be impacted by COVID-19, the extent and form of such
impact to our business is uncertain and cannot be estimated with any degree of
certainty.
Employee Health and Safety
During the last month of the fiscal quarter, the Company's facilities and
offices were either operating at reduced capacity or temporarily closed for
non-essential operations. In an effort to protect the health and safety of our
employees, we implemented safety measures such as work-from-home practices,
travel restrictions, extensive cleaning protocols, and social distancing when
engaging in essential activities.
Focus on Customers
We continue to work with our sales, supplier, and customer design and
engineering teams to meet current demand. Teams meet remotely, through
telephonic or video conferences and by leveraging available technology, to
continue the design and engineering process that would normally take place at
physical customer locations.
Manufacturing and Operations
We will continue to actively monitor this rapidly-evolving situation and are
working to adopt and implement government-placed orders, in addition to our own
actions, in all our locations. While supply chain disruptions outside of our
operations have impacted the way we conduct business, we continuously implement
alternative procedures to counter the negative effects of such disruptions.
The following table sets forth certain Condensed Consolidated Statements of
Income data expressed as a percentage of net revenues for the periods indicated:
                                              Three Months Ended             Nine Months Ended
                                           March 28,       March 30,     March 28,       March 30,
                                             2020            2019           2020           2019

Net revenues                                 100.0  %         100.0 %       100.0 %         100.0 %
Cost of goods sold                            34.8  %          37.2 %        35.0 %          34.9 %
Gross margin                                  65.2  %          62.8 %        65.0 %          65.1 %
Operating expenses:
Research and development                      19.4  %          19.7 %        20.0 %          18.8 %
Selling, general and administrative           12.7  %          13.7 %        13.6 %          13.3 %
Intangible asset amortization                  0.1  %           0.1 %         0.1 %           0.1 %
Impairment of long-lived assets                  -  %             - %           - %             - %
Severance and restructuring expenses           0.1  %           0.3 %         0.3 %           0.2 %
Other operating expenses (income), net         0.2  %             - %         0.1 %             - %
Total operating expenses                      32.6  %          33.9 %        34.1 %          32.5 %
Operating income                              32.6  %          29.0 %        30.9 %          32.6 %
Interest and other income (expense), net      (0.3 )%           0.6 %           - %           0.2 %

Income before provision for income taxes 32.3 % 29.6 % 30.9 % 32.8 % Income tax provision (benefit)

                 3.7  %           5.5 %         3.7 %           6.6 %
Net income                                    28.7  %          24.1 %        27.2 %          26.2 %



The following table shows stock-based compensation included in the components of the Condensed Consolidated Statements of Income reported above as a percentage of net revenues for the periods indicated:




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                                           Three Months Ended               Nine Months Ended
                                       March 28,        March 30,       March 28,        March 30,
                                         2020             2019            2020             2019
Cost of goods sold                         0.6 %            0.5 %           0.5 %            0.4 %
Research and development                   2.0 %            2.0 %           2.0 %            1.7 %
Selling, general and administrative        1.6 %            1.7 %           1.8 %            1.5 %
                                           4.2 %            4.2 %           4.3 %            3.6 %



Net Revenues

Net revenues were $561.9 million and $542.4 million for the three months ended March 28, 2020 and March 30, 2019, respectively. Revenue from communications and data center products was up by 26% driven by an increased demand for base station and data center products. Revenue from consumer products was down by 18% primarily due to lower demand in smartphone products. These results include net revenues for the three months ended March 30, 2019 that align with our revised end-market categories.

Net revenues were $1.6 billion and $1.8 billion for the nine months ended March 28, 2020 and March 30, 2019, respectively. Revenue from consumer products was down by 20% primarily due to lower demand in smartphone products. Revenue from industrial products was down by 7% primarily due to lower demand in control and automation, and medical products. These results include net revenues for the nine months ended March 30, 2019 that align with our revised end-market categories.

During each of the three months ended March 28, 2020 and March 30, 2019, approximately 89% of net revenues were derived from customers outside of the United States. While less than 1.0% of our sales are denominated in currencies other than U.S. dollars, we enter into foreign currency forward contracts to mitigate our risks on firm commitments and net monetary assets denominated in foreign currencies. The impact of changes in foreign exchange rates on our revenue and results of operations for the three and nine months ended March 28, 2020 and March 30, 2019 was immaterial.

Gross Margin

Our gross margin percentages were 65.2% and 62.8% for the three months ended March 28, 2020 and March 30, 2019, respectively. Our gross margin increased by 2.4 percentage points, primarily due to lower inventory reserve requirements.

Our gross margin percentages were 65.0% and 65.1% for the nine months ended March 28, 2020 and March 30, 2019, respectively. Our gross margin decreased by 0.1 percentage point, remaining flat compared to the same period last year.

Research and Development

Research and development expenses were $109.1 million and $107.1 million for the three months ended March 28, 2020 and March 30, 2019, respectively, which represented 19.4% and 19.7% of net revenues for each respective period. The $2.0 million increase was primarily due to higher employee compensation expense.

Research and development expenses were $330.0 million and $330.1 million for the nine months ended March 28, 2020 and March 30, 2019, respectively, which represented 20.0% and 18.8% of net revenues for each respective period. Research and development expenses remained flat compared to the same period last year.

Selling, General and Administrative

Selling, general and administrative expenses were $71.6 million and $74.1 million for the three months ended March 28, 2020 and March 30, 2019, respectively, which represented 12.7% and 13.7% of net revenues for each respective period. The $2.5 million decrease was mainly due to lower depreciation expenses.

Selling, general and administrative expenses were $223.8 million and $233.5 million for the nine months ended March 28, 2020 and March 30, 2019, respectively, which represented 13.6% and 13.3% of net revenues for each respective period. The $9.7 million decrease was due to lower depreciation, professional fees, and travel expenses.

Provision for Income Taxes




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In the three and nine months ended March 28, 2020, the Company recorded an income tax provision of $20.5 million and $61.2 million, respectively, compared to $29.8 million and $116.8 million for the three and nine months ended March 30, 2019, respectively. The Company's effective tax rate for the three and nine months ended March 28, 2020 was 11.3% and 12.0%, respectively, compared to 18.6% and 20.3% for the three and nine months ended March 30, 2019, respectively.

The Company's federal statutory tax rate is 21%. The Company's effective tax rate for the three and nine months ended March 28, 2020 was lower than the statutory rate primarily due to earnings of foreign subsidiaries, generated by the Company's international operations managed in Ireland, that were taxed at lower rates, partially offset by U.S. tax expense related to Global Intangible Low-Taxed Income ("GILTI").

The Company's effective tax rate for the three months ended March 30, 2019 was lower than the statutory rate primarily due to earnings of foreign subsidiaries, generated by the Company's international operations managed in Ireland, that were taxed at lower rates, partially offset by tax generated by the GILTI provisions, a $4.1 million discrete charge for differences between the Company's fiscal year 2018 tax returns and the tax provision originally recorded, and $5.7 million of discrete interest accruals for unrecognized tax benefits.

The Company's effective tax rate for the nine months ended March 30, 2019 was lower than the statutory rate primarily due to earnings of foreign subsidiaries, generated by the Company's international operations managed in Ireland, that were taxed at lower rates, partially offset by $21.0 million of discrete charges for the Transition Tax, tax generated by the GILTI provisions, $15.1 million of discrete interest accruals for unrecognized tax benefits, and $4.8 million of discrete charges for differences between the Company's fiscal year 2018 tax returns and the tax provision originally recorded.

BACKLOG

As of March 28, 2020 and June 29, 2019, our current quarter backlog was approximately $508.5 million and $391.3 million, respectively. In backlog, we include orders with customer request dates within the next three months. As is customary in the semiconductor industry, these orders may be canceled in most cases without penalty to customers. Accordingly, we believe that our backlog is not a reliable measure of future revenues. All backlog numbers have been adjusted for estimated future distribution ship and debit pricing adjustments.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES



Financial Condition

Cash flows were as follows:
                                                           Nine Months Ended
                                                      March 28,       March 30,
                                                         2020            2019
                                                            (in thousands)

Net cash provided by (used in) operating activities $ 588,526 $ 638,373 Net cash provided by (used in) investing activities 42,386 785,387 Net cash provided by (used in) financing activities (749,587 ) (1,312,681 ) Net increase (decrease) in cash and cash equivalents $ (118,675 ) $ 111,079

Operating activities

Cash provided by operating activities is net income adjusted for certain non-cash items and changes in certain assets and liabilities.

Cash provided by operating activities decreased by $49.8 million for the nine months ended March 28, 2020 compared with the nine months ended March 30, 2019 due mainly to lower net income and changes in working capital. Changes in working capital were driven by a decrease in income tax payable and an increase in accounts receivable, partially offset by a decrease in inventory and an increase in accrued expenses.

Investing activities

Investing cash flows consist primarily of net investment purchases and maturities, and capital expenditures.




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Cash provided by investing activities decreased by $743.0 million for the nine months ended March 28, 2020 compared with the nine months ended March 30, 2019. The decrease was due to lower proceeds from maturity of available-for-sale securities partially offset by lower purchases of available-for-sale securities.

Financing activities

Financing cash flows consist primarily of payment of debt, dividends to stockholders, and repurchases of common stock.

Cash used in financing activities decreased by $563.1 million for the nine months ended March 28, 2020 compared with the nine months ended March 30, 2019. The decrease was due to a $500.0 million debt repayment we made in November 2018 and lower repurchases of common stock.

Liquidity and Capital Resources

Our primary source of liquidity is our cash flows from operating activities resulting from net income and management of working capital.

As of March 28, 2020, our available funds consisted of $1.7 billion in cash, cash equivalents and short-term investments.

On October 30, 2018, we were authorized to repurchase up to $1.5 billion of the Company's common stock. During the three and nine months ended March 28, 2020, we repurchased an aggregate of $157.0 million and $358.5 million of the Company's common stock, respectively.

During the three and nine months ended March 28, 2020, we paid cash dividends of $0.48 and $1.44 per common share totaling $129.1 million and $389.1 million, respectively.

We anticipate that the available funds and cash generated from operations will be sufficient to meet cash and working capital requirements, including the anticipated level of capital expenditures, debt repayments and dividend payments for at least the next twelve months.

Off-Balance-Sheet Arrangements

As of March 28, 2020, we did not have any material off-balance-sheet arrangements, as defined in Item 303(a)(4)(ii) of SEC Regulation S-K.

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