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•Net income was $24.5 million, or $0.34 per diluted share, compared to net income of $239.3 million, or $3.36 per diluted share, in the previous year fiscal fourth quarter and net income of $11.9 million, or $0.17 per diluted share, in the prior fiscal quarter. Net income for fiscal year 2022 includes a $202.8 million non-cash income tax benefit associated with the release of the valuation allowance on the majority of our deferred tax assets.

•Net income was $91.6 million, or $1.28 per diluted share, compared to a net income of $440.0 million, or $6.18 income per diluted share in fiscal year 2022. Net income for fiscal year 2022 includes a $118.2 million gain associated with the sale of an equity interest and a non-cash income tax benefit of $202.8 million associated with the release of the valuation allowance on the majority of our deferred tax assets.

For the fiscal first quarter ending December 29, 2023, MACOM expects revenue to be in the range of $149 million to $153 million. Adjusted gross margin is expected to be between 59% and 61%, and adjusted earnings per diluted share is expected to be between $0.55 and $0.59 utilizing an anticipated non-GAAP income tax rate of 3% and 72.2 million fully diluted shares outstanding.

MACOM will host a conference call on Thursday, November 9, 2023 at 8:30 a.m. Eastern Time to discuss its fiscal fourth quarter and fiscal year 2023 financial results and business outlook. Investors and analysts may visit MACOM's Investor Relations website at https://ir.macom.com/events-webcasts to register for a user-specific access code for the live call or to access the live webcast. A replay of the call will be available within 24 hours and remain accessible by all interested parties for approximately 90 days.

MACOM designs and manufactures high-performance semiconductor products for the Telecommunications, Industrial and Defense and Data Center industries. MACOM services over 6,000 customers annually with a broad product portfolio that incorporates RF, Microwave, Analog and Mixed Signal and Optical semiconductor technologies. MACOM has achieved certification to the IATF16949 automotive standard, the AS9100D aerospace standard, the ISO9001 international quality standard and the ISO14001 environmental management standard. MACOM operates facilities across the United States, Europe, Asia and is headquartered in Lowell, Massachusetts.

This press release and the associated earnings call contains forward-looking statements based on MACOM management’s beliefs and assumptions and on information currently available to our management. These forward-looking statements include, among others, statements about MACOM’s strategic plans, priorities and long-term growth drivers, our ability to execute our long-term strategy, strengthen our position and drive market share gains and growth, our ability to better address certain markets, expand our capabilities and extend our product offerings through the acquisition of Linearizer Communications Group (“Linearizer Acquisition”), statements about the potential market and product expansion opportunities resulting from MACOM’s establishment of its European Semiconductor Center (“MESC”), the team’s capabilities and technology and expansion thereof and any potential financial benefits derived by and financial impact to MACOM from the Linearizer Acquisition or the OMMIC SAS asset acquisition and MESC establishment and the pending acquisition of the RF business of Wolfspeed, Inc., strength and competitiveness of new product introductions and technology portfolio expansion, including the anticipated rate of new product introductions, anticipated demand for our products, MACOM’s profitability, revenue targets, prospects and growth opportunities in our three primary markets, the potential impact to our business of an economic downturn or recession, anticipated financial and business improvements, the estimated financial results for our 2024 fiscal first quarter and the stated business outlook and future results of operations.

results to differ materially from those indicated by the forward-looking statements, including our ability to develop new products and achieve market acceptance of those products; component shortages or other disruptions in our supply chain, including as a result of geopolitical unrest or otherwise; inflationary pressures; any failure to accurately anticipate demand for our products and effectively manage our inventory; our dependence on a limited number of customers; risks related to any weakening of economic conditions; our ability to compete effectively; and those other factors described in “Risk Factors” in MACOM’s filings with the Securities and Exchange Commission (“SEC”), including its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and other filings with the SEC. These forward-looking statements speak only as of the date of this press release, and MACOM undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

In addition to United States Generally Accepted Accounting Principles (“GAAP”) reporting, MACOM provides investors with financial measures that have not been calculated in accordance with GAAP, such as: non-GAAP gross profit and gross margin, non-GAAP operating expenses, non-GAAP income from operations and operating margin, non-GAAP EBITDA, non-GAAP net income, non-GAAP diluted earnings per share, non-GAAP income tax rate and non-GAAP interest (income) expense. In this release or elsewhere, we may alternatively refer to such non-GAAP measures as “adjusted” measures. This non-GAAP information excludes the effect, where applicable, of intangible amortization expense, share-based compensation expense, non-cash interest, acquisition and integration related costs, equity method investment gains and losses, debt extinguishment costs and the tax effect of each non-GAAP adjustment.

Management believes these excluded items are not reflective of our underlying performance and uses these non-GAAP financial measures to: evaluate our ongoing operating performance and compare it against prior periods, make operating decisions, forecast future periods, evaluate potential acquisitions, compare our operating performance against peer companies and assess certain compensation programs. We believe this non-GAAP financial information provides additional insight into our ongoing performance and have therefore chosen to provide this information to investors to help them evaluate the results of our ongoing operations and enable more meaningful period-to-period comparisons. These non-GAAP measures are provided in addition to, and not as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP.

A reconciliation between GAAP and non-GAAP financial data is included in the supplemental financial data attached to this press release. We have not provided a reconciliation with respect to any forward-looking non-GAAP financial data presented because we do not have and cannot reliably estimate certain key inputs required to calculate the most comparable GAAP financial data, such as future acquisition costs, the possibility and impact of any litigation costs, changes in our GAAP effective tax rate and impairment charges. We believe these unknown inputs are likely to have a significant impact on any estimate of the comparable GAAP financial data.

Investors are cautioned against placing undue reliance on non-GAAP financial measures and are urged to review and consider carefully the adjustments made by management to the most directly comparable GAAP financial measures. Non-GAAP financial measures may have limited value as analytical tools because they may exclude certain expenses that some investors consider important in evaluating our operating performance or ongoing business performance. Further, non-GAAP financial measures may have limited value for purposes of drawing comparisons between companies because different companies may calculate similarly titled non-GAAP financial measures in different ways because non-GAAP measures are not based on any comprehensive set of accounting rules or principles.

Amortization Expense – is related to acquired intangible assets which are based upon valuation methodologies, and are generally amortized over the expected life of the intangible asset at the time of acquisition, which may result in amortization amounts that vary over time. This non-cash expense is not considered by management in making operating decisions.

Share-Based Compensation Expense – includes share-based compensation expense for awards that are equity and liability classified on our balance sheet and the related employer tax expense at vesting. Share-based compensation expense is partially outside of our control due to factors such as stock price volatility and interest rates, which may be unrelated to our operating performance during the period in which the expense is incurred. It is an expense based upon valuation methodologies and assumptions that vary over time, and the amount of the expense can vary significantly between companies. Share-based compensation expense amounts are not considered by management in making operating decisions.

Non-cash Interest, Net – includes amounts associated with the amortization of certain fees associated with the establishment or amendment of our term loans and convertible notes that are being amortized over the life of the agreements. We believe these amounts are non-cash in nature, are not correlated to future business operations and do not reflect our ongoing operations.

Acquisition and Integration Related Costs - includes items such as professional fees and other costs incurred in connection with acquisitions and integration specific activities which are not expected to have a continuing contribution to operations and the amortization of the fair market step-up value of acquired inventory and fixed assets. We believe the exclusion of these items is useful in providing management a basis to evaluate ongoing operating activities and strategic decision making.

Equity Method Investment Gain, net – primarily includes non-cash gains and losses associated with a non-marketable equity investment we had and the $118.2 million cash gain on the sale of this investment in December 2021. We believe these items are not correlated to future business operations and including such amounts does not reflect our ongoing operations.

Tax Effect of Non-GAAP Adjustments – includes adjustments to arrive at an estimate of our non-GAAP income tax rate associated with our non-GAAP income over a period of time. We determine our non-GAAP income tax rate using applicable rates in taxing jurisdictions and assessing certain factors including our historical and forecast earnings by jurisdiction, discrete items, cash taxes paid in relation to our non-GAAP net income before income taxes and our ability to realize tax assets. We generally assess this non-GAAP income tax rate quarterly and have utilized 3% for fiscal year 2023 and for our second, third and fourth quarters of fiscal year 2022 and 5% for our first quarter of fiscal year 2022. Our historical effective income tax rate under GAAP has varied significantly from our non-GAAP income tax rate due primarily to gains or losses associated with our equity method investment in a private business, income taxed in foreign jurisdictions at generally lower tax rates, research and development tax credits and acquisition expenses. We believe it is beneficial for management to review our non-GAAP income tax rate on a consistent basis over periods of time. Items such as those noted above may have a significant impact on our GAAP income tax expense and associated effective tax rate over time.


	Three Months Ended						Twelve Months Ended
	September 29, 2023		June 30, 2023		September 30, 2022		September 29, 2023		September 30, 2022

Revenue	$	150,375	$	148,522	$	178,143	$	648,407	$	675,170
Cost of revenue	63,749		62,396		69,636		262,610		268,989
Gross profit	86,626		86,126		108,507		385,797		406,181
Operating expenses:
Research and development	37,508		36,668		39,678		148,545		148,228
Selling, general and administrative	33,511		32,152		31,798		129,852		125,279

Total operating expenses	71,019		68,820		71,476		278,397		273,507
Income from operations	15,607		17,306		37,031		107,400		132,674
Other income (expense):


Interest income (expense), net	3,843		2,344		(372)		8,423		(4,300)
Other (expense) income, net	(458)		(29)		(120)		(665)		114,746
Total other income (expense)	3,385		2,315		(492)		7,758		110,446
Income before income taxes	18,992		19,621		36,539		115,158		243,120
Income tax expense (benefit)	(5,458)		7,768		(202,797)		23,581		(196,835)
Net income	$	24,450	$	11,853	$	239,336	$	91,577	$	439,955

Net income per share:
Income per share - Basic	$	0.34	$	0.17	$	3.42	$	1.29	$	6.30
Income per share - Diluted	$	0.34	$	0.17	$	3.36	$	1.28	$	6.18
Weighted average common shares:
Shares - Basic	70,988		70,937		69,998		70,801		69,783
Shares - Diluted	71,828		71,408		71,274		71,503		71,166


	September 29, 2023		September 30, 2022

ASSETS
Current assets:
Cash and cash equivalents	$	173,952	$	119,952
Short-term investments	340,574		466,580
Accounts receivable, net	91,253		101,551
Inventories	136,300		114,960
Prepaid and other current assets	19,114		10,040
Total current assets	761,193		813,083
Property and equipment, net	149,496		123,701
Goodwill and intangible assets, net	390,392		362,671
Deferred income taxes	218,107		237,415

Other long-term assets	34,056		34,947
Total assets	$	1,553,244	$	1,571,817
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of finance lease obligations	$	1,162	$	1,006

Accounts payable	24,966		30,733
Accrued liabilities	57,397		65,475
Total current liabilities	83,525		97,214
Finance lease obligations, less current portion	31,776		27,032
Financing obligation	9,307		9,544
Long-term debt obligations	447,134		565,920

Other long-term liabilities	33,902		29,359
Total liabilities	605,644		729,069
Stockholders’ equity	947,600		842,748
Total liabilities and stockholders’ equity	$	1,553,244	$	1,571,817


	Twelve Months Ended
	September 29, 2023		September 30, 2022


CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	91,577	$	439,955
Depreciation and intangible asset amortization	52,153		57,229
Share-based compensation	38,103		41,185
Gain on equity method investment, net	—		(114,908)

Deferred income taxes	19,798		(200,431)
Other adjustments, net	(6,948)		644
Accounts receivable	12,253		(16,981)
Inventories	(10,570)		(32,261)
Accrued and other liabilities	(21,315)		(5,643)
Change in other operating assets and liabilities	(8,134)		8,193
Net cash provided by operating activities	166,917		176,982
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of business, net	(87,692)		—
Proceeds from sale of equity method investment	—		127,750
Sales, purchases and maturities of investments	140,727		(284,121)
Purchases of property and equipment	(24,699)		(26,513)

Proceeds from sale of assets	8,005		23
Net cash provided by (used in) investing activities	36,341		(182,861)
CASH FLOWS FROM FINANCING ACTIVITIES:

Payments of long-term debt	(120,766)		—
Payments on finance leases and other	(1,209)		(957)
Proceeds from stock option exercises and employee stock purchases	5,574		8,052
Repurchase of common stock - tax withholdings on equity awards	(32,619)		(36,003)
Net cash used in financing activities	(149,020)		(28,908)
Foreign currency effect on cash	(238)		(1,798)
NET CHANGE IN CASH AND CASH EQUIVALENTS	54,000		(36,585)
CASH AND CASH EQUIVALENTS — Beginning of period	119,952		156,537
CASH AND CASH EQUIVALENTS — End of period	$	173,952	$	119,952


	Three Months Ended									Twelve Months Ended
	September 29, 2023			June 30, 2023			September 30, 2022			September 29, 2023			September 30, 2022
	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue
Gross profit - GAAP	$	86,626	57.6	$	86,126	58.0	$	108,507	60.9	$	385,797	59.5	$	406,181	60.2
Amortization expense	1,341		0.9	1,131		0.8	1,778		1.0	4,369		0.7	7,839		1.2
Share-based compensation expense	1,389		0.9	1,180		0.8	1,166		0.7	5,304		0.8	4,597		0.7
Acquisition and integration related costs	981		0.7	760		0.5	—		—	1,962		0.3	—		—
Adjusted gross profit (Non-GAAP)	$	90,337	60.1	$	89,197	60.1	$	111,451	62.6	$	397,432	61.3	$	418,617	62.0


	Three Months Ended									Twelve Months Ended
	September 29, 2023			June 30, 2023			September 30, 2022			September 29, 2023			September 30, 2022
	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue
Operating expenses - GAAP	$	71,019	47.2	$	68,820	46.3	$	71,476	40.1	$	278,397	42.9	$	273,507	40.5
Amortization expense	(6,092)		(4.1)	(5,976)		(4.0)	(6,258)		(3.5)	(23,735)		(3.7)	(25,592)		(3.8)
Share-based compensation expense	(9,180)		(6.1)	(7,538)		(5.1)	(10,692)		(6.0)	(38,285)		(5.9)	(40,276)		(6.0)

Acquisition and integration related costs	(2,462)		(1.6)	(3,095)		(2.1)	—		—	(8,379)		(1.3)	—		—
Debt extinguishment costs	(143)		(0.1)	—		—	—		—	(143)		—	—		—
Adjusted operating expenses (Non-GAAP)	$	53,142	35.3	$	52,211	35.2	$	54,526	30.6	$	207,855	32.1	$	207,639	30.8


	Three Months Ended									Twelve Months Ended
	September 29, 2023			June 30, 2023			September 30, 2022			September 29, 2023			September 30, 2022
	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue
Income from operations - GAAP	$	15,607	10.4	$	17,306	11.7	$	37,031	20.8	$	107,400	16.6	$	132,674	19.7
Amortization expense	7,433		4.9	7,107		4.8	8,036		4.5	28,104		4.3	33,431		5.0
Share-based compensation expense	10,569		7.0	8,718		5.9	11,859		6.7	43,589		6.7	44,873		6.6

Acquisition and integration related costs	3,443		2.3	3,855		2.6	—		—	10,341		1.6	—		—
Debt extinguishment costs	143		0.1	—		—	—		—	143		—	—		—
Adjusted income from operations (Non-GAAP)	$	37,195	24.7	$	36,986	24.9	$	56,926	32.0	$	189,577	29.2	$	210,978	31.2

Depreciation expense	6,218		4.1	5,827		3.9	6,141		3.4	23,846		3.7	23,798		3.5
Adjusted EBITDA (Non-GAAP)	$	43,413	28.9	$	42,813	28.8	$	63,067	35.4	$	213,423	32.9	$	234,776	34.8


	Three Months Ended									Twelve Months Ended
	September 29, 2023			June 30, 2023			September 30, 2022			September 29, 2023			September 30, 2022
	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue
Net income - GAAP	$	24,450	16.3	$	11,853	8.0	$	239,336	134.4	$	91,577	14.1	$	439,955	65.2
Amortization expense	7,433		4.9	7,107		4.8	8,036		4.5	28,104		4.3	33,431		5.0
Share-based compensation expense	10,569		7.0	8,718		5.9	11,859		6.7	43,589		6.7	44,873		6.6


Non-cash interest, net	328		0.2	412		0.3	412		0.2	1,563		0.2	1,692		0.3
Acquisition and integration related costs	3,443		2.3	3,855		2.6	—		—	10,341		1.6	—		—
Equity method investment gain, net	—		—	—		—	—		—	—		—	(114,908)		(17.0)

Debt extinguishment costs	560		0.4	—		—	—		—	560		0.1	—		—

Tax effect of non-GAAP adjustments	(6,698)		(4.5)	6,576		4.4	(204,503)		(114.8)	17,601		2.7	(204,037)		(30.2)
Adjusted net income (Non-GAAP)	$	40,085	26.7	$	38,521	25.9	$	55,140	31.0	$	193,335	29.8	$	201,006	29.8


	Three Months Ended												Twelve Months Ended
	September 29, 2023				June 30, 2023				September 30, 2022				September 29, 2023				September 30, 2022
	Net income		Income per diluted share		Net income		Income per diluted share		Net income		Income per diluted share		Net income		Income per diluted share		Net income		Income per diluted share


Net income - GAAP diluted	$	24,450	$	0.34	$	11,853	$	0.17	$	239,336	$	3.36	$	91,577	$	1.28	$	439,955	$	6.18

Adjusted net income (Non-GAAP)	$	40,085	$	0.56	$	38,521	$	0.54	$	55,140	$	0.77	$	193,335	$	2.70	$	201,006	$	2.82


	Three Months Ended									Twelve Months Ended
	September 29, 2023			June 30, 2023			September 30, 2022			September 29, 2023			September 30, 2022
	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue	Amount		% Revenue
Interest (income) expense, net - GAAP	$	(3,843)	(2.6)	$	(2,344)	(1.6)	$	372	0.2	$	(8,423)	(1.3)	$	4,300	0.6
Non-cash interest expense	(328)		(0.2)	(412)		(0.3)	(412)		(0.2)	(1,563)		(0.2)	(1,692)		(0.3)
Adjusted interest (income) expense (Non-GAAP)	$	(4,171)	(2.8)	$	(2,756)	(1.9)	$	(40)	—	$	(9,986)	(1.5)	$	2,608	0.4