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8-K - 8-K - Mellanox Technologies, Ltd.a201803318-k.htm
PRESS RELEASE
 
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Mellanox Technologies, Ltd.

Press/Media Contact
Allyson Scott
McGrath/Power Public Relations and Communications
+1-408-727-0351
allysonscott@mcgrathpower.com

Investor Contact
Jeffrey Schreiner
+1-408-916-0012
jschreiner@mellanox.com

Israel PR Contact
Jonathan Wolf
Galai Communications Public Relations
+972-3-613-52-84
yoni@galaipr.com

Israel IR Contact
Emanuel Kahana
Gelbart Kahana Investor Relations
+972-3-607-47-17
mano@gk-biz.com


Mellanox Achieves Record Quarterly Revenues; Updates 2018 Outlook
Quarterly Revenue Record of $251 Million, Up 6 Percent Sequentially and 33 Percent Year Over Year
Ethernet Revenues Up 70 Percent Year-Over-Year, InfiniBand Up 6 Percent Year-Over-Year
Significant Improvement in Operating Leverage




SUNNYVALE, Calif. and YOKNEAM, ISRAEL — April 17, 2018 - Mellanox® Technologies, Ltd. (NASDAQ: MLNX) today announced financial results for its first quarter 2018 ended March 31, 2018.
“Our record first quarter financial performance is the result of the successful execution of our growth strategy and a testament to years of carefully planned R&D investments in 25 gigabit per second and above Ethernet technology, which is fast becoming the industry standard in markets around the world,” said Eyal Waldman, President and CEO of Mellanox Technologies. “First quarter Ethernet revenues, increased 12 percent sequentially, due to expanding global customer adoption of our 25 gigabit per second and above solutions. Our market leading Ethernet adapters, experienced broad based growth across global hyperscale, OEM, storage, financial services and artificial intelligence customers. Deployments of our LinkX Ethernet cables and transceivers accelerated across global hyperscale customers who recognize the benefits of performance, low-power, and configurability. InfiniBand revenues were up sequentially in the first quarter, outperforming seasonal trends, driven by strong demand from our high-performance computing and artificial intelligence customers using our EDR solutions. Our improved profitability during the first quarter, demonstrates the successful execution of our commitment to deliver top-line revenue growth and increased operating leverage.”

First Quarter 2018 -Highlights
Revenues of $251.0 million increased 33.0 percent, compared to $188.7 million in the first quarter of 2017.
GAAP gross margins of 64.5 percent in the first quarter, compared to 65.8 percent in the first quarter of 2017.
Non-GAAP gross margins of 69.0 percent in the first quarter, compared to 71.7 percent in the first quarter of 2017.
GAAP operating income was $12.0 million, compared to operating loss of $12.6 million in the first quarter of 2017.
Non-GAAP operating income was $52.1 million, or 20.8 percent of revenue, compared to $15.7 million, or 8.3 percent of revenue in the first quarter of 2017.
GAAP benefit from taxes on income in the first quarter was $26.4 million and included a reversal of valuation allowance on deferred tax assets of $26.7 million.



GAAP net income was $37.8 million, compared to net loss of $12.2 million in the first quarter of 2017.
Non-GAAP net income was $51.4 million, compared to $14.7 million in the first quarter of 2017.
GAAP net income per diluted share was $0.71 in the first quarter, compared to net loss per diluted share of $0.25 in the first quarter of 2017.
Non-GAAP net income per diluted share was $0.98 in the first quarter, compared to $0.29 in the first quarter of 2017.
$55.4 million in cash was provided by operating activities, compared to $35.0 million in the first quarter of 2017.
Cash and investments totaled $286.3 million at March 31, 2018, compared to $273.8 million at December 31, 2017.

Mr. Waldman continued, “We have increased our full year 2018 outlook based on the strength of our first quarter, and improved visibility we have into market trends as we enter the second quarter. We remain committed to delivering top-line revenue growth and driving down costs to enhance operational efficiencies and achieve our increased non-GAAP operating margin target for fiscal 2018. Our updated financial outlook is further evidence of the strength of our strategy, innovation and investment priorities. With the ramp of our BlueField System-on-Chip and 200 gigabit per second HDR InfiniBand in 2018, we expect to build on our positive momentum and deliver even greater shareholder value.”

Second Quarter 2018 Outlook
We currently project:
Quarterly revenues of $255 million to $265 million
Non-GAAP gross margins of 68.5 percent to 69.5 percent
Non-GAAP operating expenses of $119 million to $121 million
Share-based compensation expense of $15.5 million to $16.0 million
Non-GAAP diluted share count of 52.8 million to 53.3 million
Full Year 2018 Outlook
We currently project:
Revenues of $1,030 million to $1,050 million
Non-GAAP gross margins of 68.0 percent to 69.0 percent
Non-GAAP operating margin of 21.0 percent to 22.0 percent

3


Recent Mellanox Press Release Highlights

April 9, 2018
Chinese Leading Weather Research Institute Selected Mellanox InfiniBand, Replacing OmniPath in an Existing Data Center
April 9, 2018
Mellanox ConnectX-5 Adapters and Rivermax Software Media Acceleration Enable Breakthrough Performance for Grass Valley Video Streaming Platform
April 2, 2018
World's First 2 Petaflop Deep Learning System, NVIDIA DGX-2, Features Mellanox InfiniBand and Ethernet Solutions
March 20, 2018
Mellanox Simplifies Hybrid Cloud Connectivity between Enterprises and Microsoft Azure
March 19, 2018
Mellanox's Advanced Ethernet Solutions Selected to Connect the Tel-Aviv Stock Exchange Network Infrastructure
March 7, 2018
Mellanox Surpasses One Million 100Gb/s Ports with LinkX™ Optical Transceivers and Cables
March 6, 2018
Mellanox Introduces Next Generation Ethernet Network Operating System – Mellanox Onyx™

Conference Call
Mellanox will hold its first quarter 2018 financial results conference call today, at 5:30 a.m. Pacific Time (8:30 a.m. Eastern Time), to discuss the company’s financial results. To listen to the call, dial 1-877-876-9177, or for investors outside the U.S., +1-785-424-1667, approximately 10 minutes prior to the start time.
The Mellanox financial results conference call will be available via live webcast on the investor relations section of the Mellanox website at: http://ir.mellanox.com. Access the webcast 15 minutes prior to the start of the call to download and install any necessary audio software. A replay of the webcast will also be available on the Mellanox website.
About Mellanox
Mellanox Technologies is a leading supplier of end-to-end InfiniBand and Ethernet interconnect solutions and services for servers and storage. Mellanox interconnect solutions increase data center efficiency by providing the highest throughput and lowest latency, delivering data faster to applications and unlocking system performance capability. Mellanox offers a choice of fast interconnect products: adapters, switches, software, cables and silicon that accelerate application runtime and maximize business results for a wide range of markets including high-performance computing, enterprise data centers, Web 2.0, cloud, storage and financial services. More information is available at: www.mellanox.com.




GAAP to Non-GAAP Reconciliation
To supplement our consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), Mellanox uses non-GAAP measures of net income which are adjusted from results based on GAAP to exclude share-based compensation expense, amortization expense of acquired intangible assets, acquisition and other charges, restructuring and impairment charges, and income tax effects and adjustments. Acquisition and other charges include expenses related to acquisitions of other companies and non-routine shareholder matters. Restructuring and impairment charges include costs that are the result of restructuring, consisting of employee termination and severance costs, facilities related costs, contract cancellation charges, and impairment of long-lived assets. The purpose of income tax effects and adjustments is to exclude tax consequences associated with the above excluded expenses items, as well as the non-cash impact on the tax provision pertaining to changes in deferred tax assets associated with carryforward losses of group entities subject to tax holiday in Israel. The company believes the non-GAAP results provide useful information to both management and investors, as these non-GAAP results exclude expenses that are not indicative of our core operating results. Management believes it is useful to exclude share-based compensation expense, amortization expense of acquired intangible assets, acquisition and other charges, restructuring and impairment charges, and income tax effects and adjustments because it enhances investors' ability to understand our business from the same perspective as management, which believes that such items are not directly attributable to nor reflect the underlying performance of the company's business operations. Further, management believes certain non-cash charges such as share-based compensation, amortization of acquired intangible assets, impairment of long-lived assets, changes related to recognition of deferred taxes and the net impact on the company's tax provision for non-GAAP adjustments do not reflect the cash operating results of the business. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. These non-GAAP measures may be different than the non-GAAP measures used by other companies. A reconciliation of GAAP to non-GAAP condensed consolidated statements of operations is also presented in the financial statements portion of this release and is posted under the "Investor Relations" section on our website.
The company has not reconciled its non-GAAP gross margins or non-GAAP operating expenses to GAAP gross margins or GAAP operating expenses, respectively, in the outlook section of this press release, because it does not provide an outlook for GAAP gross margins or GAAP operating expenses due to uncertainty and variability of acquired intangibles, acquisition related costs, impairment charges and restructuring costs, which are reconciling items between non-GAAP gross margins and non-GAAP operating expenses, and GAAP gross margins and GAAP operating expenses, respectively. The company has not reconciled its non-GAAP diluted share count to GAAP diluted share count in this press release because it does not provide an outlook for GAAP diluted share count due to the uncertainty in its GAAP net income (loss) due to variability of GAAP gross margins and operating expenses described above. Because such items cannot be reasonably predicted and could have a significant impact on the calculation of GAAP gross margins, GAAP operating expenses and GAAP diluted share count, a reconciliation of our outlook of these non-GAAP financial measures to the corresponding GAAP measures is not available without unreasonable effort.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements, including the outlook for the three months ending June 30, 2018 and full fiscal 2018, statements related to trends in the market for our solutions and services, opportunities for our company in 2018 and beyond, and future product capabilities. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management's beliefs and certain assumptions made by us, all of which are subject to change.
Forward-looking statements can often be identified by words such as "projects," "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include the continued expansion of our product line, customer base and the total available market of our products, the continued growth in demand for our products, the continued, increased demand for industry standards-based technology, our ability to react to trends and challenges in our business and the markets in which we operate, our ability to anticipate market needs or develop new or enhanced products to meet those needs, the adoption rate of our products, our ability to establish and maintain successful relationships with our OEM partners, our ability to effectively compete in our industry, fluctuations in demand, sales cycles and prices for our products and services, our success converting design wins to revenue-generating product shipments, the continued launch and volume ramp of large customer sales opportunities, our ability to protect our intellectual property rights, our ability to successfully acquire businesses and technologies and to successfully integrate and operate these acquired businesses, our success in realizing the anticipated benefits of mergers and acquisitions, and our ability to obtain debt at competitive rates or in sufficient amounts in order to fund our contractual commitments. Furthermore, the majority of our quarterly revenues are derived from customer orders received and fulfilled in the same quarterly period. We have limited visibility into actual end-user demand as such demand impacts us and our OEM customer inventory balances in any given quarter. Consequently, this introduces risk and uncertainty into our revenue and production forecasts and



business planning and could negatively impact our financial results. In addition, current uncertainty in the global economic environment poses a risk to the overall economy as businesses may defer purchases in response to tighter credit conditions, changing overall demand for our products, and negative financial news. Consequently, our results could differ materially from our prior results due to these general economic and market conditions, political events and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission.
More information about the risks, uncertainties and assumptions that may impact our business is set forth in our annual report on Form 10-K filed with the SEC on February 16, 2018. All forward-looking statements in this press release, including the outlook for the three months ending June 30, 2018 and full fiscal 2018, are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.
Mellanox is a registered trademark of Mellanox Technologies, Ltd. All other trademarks are property of their respective owners.





Mellanox Technologies, Ltd.
Condensed Consolidated Statements of Operations
(in thousands, except per share data, unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
 
March 31,
 
 
2018
 
2017
Total revenues
 
$
251,000

 
$
188,651

Cost of revenues
 
88,998

 
64,450

Gross profit
 
162,002

 
124,201

Operating expenses:
 
 
 
 
Research and development
 
86,426

 
88,491

Sales and marketing
 
39,494

 
35,757

General and administrative
 
16,516

 
12,519

Restructuring charges
 
7,587

 

Total operating expenses
 
150,023

 
136,767

Income (loss) from operations
 
11,979

 
(12,566
)
Interest expense
 
(1,171
)
 
(1,993
)
Other income, net
 
638

 
683

Interest and other, net
 
(533
)
 
(1,310
)
Income (loss) before taxes on income
 
11,446

 
(13,876
)
Benefit from taxes on income
 
(26,397
)
 
(1,632
)
Net income (loss)
 
$
37,843

 
$
(12,244
)
Net income (loss) per share — basic
 
$
0.73

 
$
(0.25
)
Net income (loss) per share — diluted
 
$
0.71

 
$
(0.25
)
Shares used in computing net income (loss) per share:
 
 
 
 
Basic
 
51,819

 
49,337

Diluted
 
53,646

 
49,337



7



Mellanox Technologies, Ltd.
Reconciliation of Non-GAAP Adjustments
(in thousands, percentages, unaudited)
 
 
 
 
 
 
 
Three Months Ended
 
 
March 31,
 
 
2018
 
2017
Reconciliation of GAAP net income (loss) to non-GAAP:
 
 
 
 
GAAP net income (loss)
 
$
37,843

 
$
(12,244
)
Adjustments:
 
 
 
 
Share-based compensation expense:
 
 
 
 
Cost of revenues
 
411

 
482

Research and development
 
8,174

 
8,690

Sales and marketing
 
3,599

 
3,338

General and administrative
 
2,790

 
2,258

Total share-based compensation expense
 
14,974

 
14,768

Amortization of acquired intangibles:
 
 
 
 
Cost of revenues
 
10,883

 
10,588

Research and development
 
192

 
192

Sales and marketing
 
2,230

 
2,230

Total amortization of acquired intangibles
 
13,305

 
13,010

Acquisition and other charges:
 
 
 
 
Research and development
 
287

 
283

Sales and marketing
 
160

 
60

General and administrative
 
3,831

 
134

Total acquisition and other charges
 
4,278

 
477

Restructuring charges
 
7,587

 

Tax effects and adjustments
 
(26,604
)
 
(1,351
)
Non-GAAP net income
 
$
51,383

 
$
14,660

 
 
 
 
 
Reconciliation of GAAP gross profit to non-GAAP:
 
 
 
 
Revenues
 
$
251,000

 
$
188,651

GAAP gross profit
 
162,002

 
124,201

GAAP gross margin
 
64.5
%
 
65.8
%
Share-based compensation expense
 
411

 
482

Amortization of acquired intangibles
 
10,883

 
10,588

Non-GAAP gross profit
 
$
173,296

 
$
135,271

Non-GAAP gross margin
 
69.0
%
 
71.7
%
 
 


 
 
Reconciliation of GAAP operating expenses to non-GAAP:
 
 
 
 
GAAP operating expenses
 
$
150,023

 
$
136,767

Share-based compensation expense
 
(14,563
)
 
(14,286
)
Amortization of acquired intangibles
 
(2,422
)
 
(2,422
)
Acquisition and other charges
 
(4,278
)
 
(477
)
Restructuring charges
 
(7,587
)
 

Non-GAAP operating expenses
 
$
121,173

 
$
119,582


 

8



Mellanox Technologies, Ltd.
Reconciliation of Non-GAAP Adjustments
(in thousands, except per share data, unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
March 31,
 
 
2018
 
2017
 
 
 
 
 
Reconciliation of GAAP income (loss) from operations to non-GAAP:
 
 
 
 
GAAP income (loss) from operations
 
$
11,979

 
$
(12,566
)
Share-based compensation expense
 
14,974

 
14,768

Amortization of acquired intangibles
 
13,305

 
13,010

Acquisition and other charges
 
4,278

 
477

Restructuring charges
 
7,587

 

Non-GAAP income from operations
 
$
52,123

 
$
15,689

 
 
 
 
 
Shares used in computing GAAP diluted earnings per share
 
53,646

 
49,337

Adjustments:
 
 
 
 
Effect of dilutive securities under GAAP
 
(1,827
)
 

Total options vested and exercisable
 
821

 
1,116

Shares used in computing non-GAAP diluted earnings per share
 
52,640

 
50,453

 
 
 
 
 
GAAP diluted net income (loss) per share
 
$
0.71

 
$
(0.25
)
Adjustments:
 
 
 
 
Share-based compensation expense
 
0.28

 
0.31

Amortization of acquired intangibles
 
0.25

 
0.26

Acquisition and other charges
 
0.08

 
0.01

Restructuring charges
 
0.14

 

Tax effects and adjustments
 
(0.50
)
 
(0.03
)
Effect of dilutive securities under GAAP
 
0.03

 

Total options vested and exercisable
 
(0.01
)
 
(0.01
)
Non-GAAP diluted net income per share
 
$
0.98

 
$
0.29




9



Mellanox Technologies, Ltd.
Condensed Consolidated Balance Sheets
(in thousands, unaudited)
 
March 31,
 
December 31,
 
2018
 
2017
ASSETS
Current assets:
 
 
 
Cash and cash equivalents
$
90,578

 
$
62,473

Short-term investments
195,726

 
211,281

Accounts receivable, net
142,897

 
154,213

Inventories
69,886

 
64,657

Other current assets
15,553

 
14,295

Total current assets
514,640

 
506,919

Property and equipment, net
110,135

 
109,919

Severance assets
18,012

 
18,302

Intangible assets, net
218,738

 
228,195

Goodwill
472,437

 
472,437

Deferred taxes and other long-term assets
94,404

 
66,162

Total assets
$
1,428,366

 
$
1,401,934

 
 
 
 
LIABILIITES AND SHAREHOLDERS' EQUITY
Current liabilities:
 
 
 
Accounts payable
$
64,498

 
$
59,090

Accrued liabilities
107,661

 
114,058

Deferred revenue
20,216

 
23,485

Current portion of term debt
34,332

 

Total current liabilities
226,707

 
196,633

Accrued severance
22,770

 
23,205

Deferred revenue
18,600

 
17,820

Term debt

 
72,761

Other long-term liabilities
33,096

 
34,067

Total liabilities
301,173

 
344,486

Shareholders' equity:
 
 
 
Ordinary shares
224

 
221

Additional paid-in capital
903,008

 
873,979

Accumulated other comprehensive income (loss)
(13
)
 
1,618

Retained earnings
223,974

 
181,630

Total shareholders’ equity
1,127,193

 
1,057,448

Total liabilities and shareholders' equity
$
1,428,366

 
$
1,401,934



10



Mellanox Technologies, Ltd.
Condensed Consolidated Statement of Cash Flows
(in thousands, unaudited) 
 
 
Three Months Ended March 31,
 
 
2018
 
2017
Cash flows from operating activities:
 
 

 
 

Net income (loss)
 
$
37,843

 
$
(12,244
)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 

 
 

Depreciation and amortization
 
26,442

 
25,181

Deferred income taxes
 
(26,827
)
 
(942
)
Share-based compensation
 
14,974

 
14,768

Gain on investments, net
 
(886
)
 
(858
)
Loss on disposal of property and equipment
 
139

 

Changes in assets and liabilities:
 
 
 
 
Accounts receivable
 
11,316

 
15,532

Inventories
 
(5,654
)
 
(10,457
)
Prepaid expenses and other assets
 
(1,349
)
 
(3,693
)
Accounts payable
 
3,911

 
4,931

Accrued liabilities and other liabilities
 
(4,504
)
 
2,783

Net cash provided by operating activities
 
55,405

 
35,001

 
 
 
 
 
Cash flows from investing activities:
 
 
 
 
Purchase of severance-related insurance policies
 
(317
)
 
(315
)
Purchase of short-term investments
 
(20,899
)
 
(50,302
)
Proceeds from sales of short-term investments
 
8,943

 
54,242

Proceeds from maturities of short-term investments
 
28,104

 
1,815

Purchase of property and equipment
 
(7,226
)
 
(15,911
)
Purchase of intangible assets
 
(6,315
)
 
(1,115
)
Purchase of investments in private companies
 
(2,500
)
 
(11,000
)
Net cash used in investing activities
 
(210
)
 
(22,586
)
 
 
 
 
 
Cash flows from financing activities:
 
 

 
 
Principal payments on term debt
 
(39,000
)
 
(20,000
)
Payments on capital lease and intangible asset financings
 
(2,173
)
 
(2,514
)
Proceeds from issuances of ordinary shares through employee equity incentive plans
 
14,058

 
11,676

Net cash used in financing activities
 
(27,115
)
 
(10,838
)
 
 
 
 
 
Net increase in cash and cash equivalents
 
28,080

 
1,577

Cash and cash equivalents at beginning of period
 
70,498

 
56,780

Cash and cash equivalents at end of period
 
$
98,578

 
$
58,357


11