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indie Semiconductor (NASDAQ: INDI) grows Q2 revenue 24% to $64M

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

indie Semiconductor, Inc. reported Q2 2026 revenue of $64.0 million, up 24 percent year-over-year and above the midpoint of its guidance range. GAAP operating loss narrowed to $35.1 million from $43.0 million, while non-GAAP operating loss improved to $8.9 million. GAAP loss per share was $0.17 and non-GAAP loss per share was $0.05.

The company highlighted total cash, cash equivalents and restricted cash of $149M and continued progress toward profitability, with non-GAAP net loss and Adjusted EBITDA losses both reduced versus a year earlier. For Q3 2026, it guides revenue between $67 million and $73 million, implying 30 percent year-over-year growth at the midpoint, with about $40 million from the core business and $30 million from Wuxi indie Micro.

Business highlights included new design wins for its 77GHz radar and Edge AI SoCs, record Quantum bookings and a Supplier Excellence Award from Mahindra for its emotion3D in-cabin software.

Positive

  • None.

Negative

  • None.

Filing Explained

Wuxi remains in Q3 guidance while its announced sale is pending; the filing also identifies potential future share-count expansion.

The company’s August 6 Form 8-K reports results for the quarter ended June 30 and furnishes supplemental materials; it is a material-event report, not a report of a completed transaction.

The filing leaves the proposed sale of indie’s entire Wuxi equity interest pending while the Q3 outlook includes $30 million of Wuxi revenue, so it does not report an ownership transfer or removal of that business from the current outlook.

Its non-GAAP share presentation includes 212,010,301 weighted-average Class A shares, 15,056,599 Class V shares and 489,820 vested, unexercised TeraXion options; the company says the latter categories will convert into Class A shares over time, indicating potential share-count expansion rather than a current issuance.

At June 30, the balance sheet reported $138,975 thousand of cash and equivalents and $10,027 thousand of restricted cash, alongside $12,324 thousand of current debt and $403,741 thousand of long-term debt; at December 31, the corresponding cash figures were $145,456 thousand and $10,285 thousand, and long-term debt was $339,834 thousand.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $64.0 million Second quarter 2026 revenue; up 24 percent year-over-year and above guidance midpoint
Q2 2026 GAAP Operating Loss $35.1 million GAAP operating loss for the second quarter 2026; narrowed from $43.0 million a year ago
Q2 2026 Non-GAAP Operating Loss $8.9 million Non-GAAP operating loss for the second quarter 2026; improved from $14.5 million a year ago
Q2 2026 GAAP Loss per Share $0.17 Second quarter 2026 GAAP loss per share
Q2 2026 Non-GAAP Loss per Share $0.05 Second quarter 2026 non-GAAP loss per share, in line with prior guidance
Cash, Cash Equivalents and Restricted Cash $149M Total cash, cash equivalents and restricted cash as highlighted for Q2 2026
Q3 2026 Revenue Outlook $67–$73 million Guided revenue range for the third quarter 2026; 30 percent year-over-year growth at midpoint
Adjusted EBITDA financial
"Computation of Adjusted EBITDA: Net loss ... Adjusted EBITDA"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
non-GAAP operating loss financial
"Computation of non-GAAP operating loss: GAAP loss from operations ..."
Non-GAAP operating loss is a company's reported operating loss after management removes certain items they consider unusual, one-time, or not part of regular business (for example, restructuring charges, stock-based compensation, or asset write-downs). Investors care because it reflects management’s view of the business’s ongoing operating performance—like looking at a car’s speed after smoothing out bumps—but it can be shaped differently by each company and so is less standardized than GAAP figures.
contingent considerations financial
"change in fair value of contingent considerations and acquisition-related holdbacks"
share-based compensation financial
"Share-based compensation related to the non-cash compensation expense associated with equity awards"
Share-based compensation is when a company pays employees, executives or directors with its own stock or rights to buy stock instead of, or in addition to, cash. Think of it like receiving store gift cards instead of extra paycheck — it can motivate staff to boost the company’s value, but it also increases the number of shares outstanding and can shrink each existing owner’s slice of profits and voting power. Investors watch it because it affects reported earnings, share count and the alignment between management and shareholders.
restructuring costs financial
"Restructuring costs related to the one-time expenses the Company incurs to reorganize its operations"
Restructuring costs are the immediate expenses a company incurs when reorganizing operations, such as closing facilities, laying off staff, breaking leases, or consolidating divisions. Investors care because these upfront outlays can lower short-term profits but may reduce future running costs or improve efficiency—like paying to renovate a house to make it cheaper to maintain—so they signal whether near-term earnings are being affected and what benefits might follow.
Revenue $64.0 million up 24 percent year-over-year
GAAP operating loss $35.1 million narrowed from $43.0 million a year ago
Non-GAAP operating loss $8.9 million improved from $14.5 million a year ago
GAAP loss per share $0.17 better than $0.20 a year ago
Non-GAAP loss per share $0.05 in line with prior guidance
Guidance

For Q3 2026, the company expects revenue between $67 million and $73 million, implying 30 percent year-over-year growth at the midpoint, with about $40 million from the core business and $30 million from Wuxi indie Micro.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did indie Semiconductor (INDI) perform in Q2 2026?

indie Semiconductor reported Q2 2026 revenue of $64.0 million, up 24 percent year-over-year. GAAP operating loss narrowed to $35.1 million, non-GAAP operating loss improved to $8.9 million, and non-GAAP loss per share was $0.05.

What guidance did indie Semiconductor (INDI) give for Q3 2026?

For Q3 2026, the company expects revenue between $67 million and $73 million, with $70 million at the midpoint. This implies 30 percent year-over-year growth, including about $40 million from the core business and $30 million from Wuxi indie Micro.

What is indie Semiconductor’s (INDI) cash position as of June 30, 2026?

As of June 30, 2026, indie reported total cash, cash equivalents and restricted cash of $149M. This liquidity sits alongside an ongoing net loss, providing resources to fund operations while the company works toward non-GAAP profitability.

What strategic wins did indie Semiconductor (INDI) highlight in Q2 2026?

The quarter featured a radar design win with a leading Tier 1 supporting Volvo, Physical AI design wins at Unitree and Agibot, launches of iND881 Edge AI SoC and new iND880 design wins, record Quantum bookings and a Supplier Excellence Award from Mahindra.

How does indie Semiconductor (INDI) use non-GAAP financial measures?

indie presents non-GAAP operating loss, non-GAAP net loss, Adjusted EBITDA and non-GAAP EPS by excluding items such as acquisition-related expenses, amortization, restructuring, share-based compensation, certain fair-value changes, non-cash interest and income taxes to highlight underlying operating performance.
0001841925false00018419252026-08-062026-08-06

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 06, 2026

 

 

indie Semiconductor, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40481

88-1735159

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

32 Journey

 

Aliso Viejo, California

 

92656

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (949) 608-0854

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A common stock, par value $0.0001 per share

 

INDI

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

 

On August 6, 2026, indie Semiconductor, Inc. (“indie” or the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2026. A copy of the press release is attached as Exhibit 99.1.

A conference call with simultaneous webcast to discuss the financial results for the second quarter ended June 30, 2026 will be held today, August 6, 2026 at 5:00 p.m. Eastern Time. After the live webcast of the conference call, an audio replay will remain available until August 20, 2026 under the Financials tab on the Investors page of indie's website at www.indie.inc.

 

The information set forth in Exhibit 99.1 of this Current Report on Form 8-K (“Current Report”) is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in Exhibit 99.1 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933 (“Securities Act”), except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01 Regulation FD Disclosure.

 

A quarterly presentation containing supplemental business and financial information for the Company’s second quarter ended June 30, 2026 is furnished as Exhibit 99.2 to this Current Report and is incorporated by reference herein.

 

The information set forth in Exhibit 99.2 of this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information set forth in Exhibit 99.2 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

 

 

Press release of the Registrant dated August 6, 2026 announcing its results of operations for the second quarter ended June 30, 2026

99.2

 

Quarterly presentation of the Registrant for the second quarter ended June 30, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

INDIE SEMICONDUCTOR, INC.

 

 

 

 

August 6, 2026

By:

/s/ Naixi Wu

 

 

Name:

Naixi Wu

 

 

Title:

Chief Financial Officer

 

 

 

(Principal Financial Officer and Principal Accounting Officer)

 


 

Exhibit 99.1

 

 

 

img98777787_0.jpg

 

indie Reports Second Quarter 2026 Results

 

Delivers Revenue of $64M, up 24% Y-o-Y and exceeds midpoint of the guidance range
Guides for accelerating growth of 30% Y-o-Y in Q3 2026
Substantially narrows GAAP and Non-GAAP Operating Losses
Gains global OEM adoption of highly innovative radar solutions for both front and corner applications

 

ALISO VIEJO, Calif. August 6, 2026 – indie Semiconductor, Inc. (Nasdaq: INDI), an automotive solutions innovator, today announced second quarter results for the period ended June 30, 2026. Q2 revenue was $64.0 million. On a GAAP basis operating loss for the second quarter of 2026 was $35.1 million, compared to $43.0 million a year ago. Non-GAAP operating loss for the second quarter of 2026 was $8.9 million, compared to $14.5 million a year ago, representing continued significant progress towards achieving profitability. Second quarter 2026 GAAP loss per share was $0.17, while Non-GAAP loss per share was $0.05, in line with prior guidance.

 

“indie delivered a solid quarter of top line growth, with revenue up 24 percent year-over-year, above the midpoint of our guidance range, demonstrating the significant strides we have made in returning to a high-growth profile,” said Donald McClymont, indie’s co-founder and chief executive officer. “Momentum continues for our 77GHz radar solution with OEMs spanning North America, Europe and China with new application use cases expanding our addressable market. Coupled with our growing computer vision activity, and our growing presence in Quantum and Physical AI, indie is well positioned to capture these rapidly emerging opportunities and drive disciplined, profitable growth.”

 

Business Highlights

 

Secured radar design win with a leading Tier 1 supplier supporting Volvo
Key Physical AI design wins at Unitree and Agibot for our sensing products
Launched iND881, a next-generation Edge AI SoC for automotive and physical AI applications
Captured new iND880 vision processor design wins with leading OEMs in China
Achieved a record quarter for Quantum bookings, including new customer-funded programs
Received Supplier Excellence Award from Mahindra for indie’s emotion3D in-cabin software
Showcased to much acclaim industry-first single-mirror integrated DMS/OMS and eMirror solution

 

Q3 2026 Outlook

 

We provide guidance on a non-GAAP basis only because certain information necessary to reconcile such results and guidance to GAAP is difficult to estimate and dependent on future events outside of our control and, therefore, is not available without unreasonable efforts. Please refer to the header captioned “Discussion Regarding the Use of Non-GAAP Financial Measures” in this release for a further discussion of our use of non-GAAP measures.

 

For the third quarter of 2026, indie expects revenue to be between $67 million and $73 million. At the midpoint of this outlook, the Company anticipates 30 percent year-over-year growth with approximately $40 million from the core business and $30 million from Wuxi indie Micro.

 


 

 

indie’s Q2 2026 Conference Call

 

indie Semiconductor will host a conference call with analysts to discuss its second quarter 2026 results and business outlook today at 5:00 p.m. Eastern time.

To listen to the conference call via the Internet, please go to the Financials tab on the Investors page of indie’s website. To listen to the conference call via telephone, please call (877) 451-6152 (domestic) or (201) 389-0879 (international).

A replay of the conference call will be available beginning at 9:00 p.m. Eastern time on August 6, 2026, until 11:59 p.m. Eastern time on August 20, 2026, under the Financials tab on the Investors page of indie’s website, or by calling (844) 512-2921 (domestic) or (412) 317-6671 (international), Access ID: 13761248.

About indie

 

Headquartered in Aliso Viejo, CA, indie is empowering the automotive revolution with next-generation semiconductors, photonics, and perception software platforms. We focus on developing innovative, high-performance, and energy-efficient mixed-signal SoCs and system solutions for ADAS and adjacent industrial applications, including humanoid robotics, and quantum technology. Our sensors span all major modalities (Radar, Computer Vision, LiDAR, and Ultrasound), accelerating the proliferation of automated vehicle safety and sensing features. As a global innovator, we are an approved vendor to Tier 1 partners, and our solutions can be found in marquee automotive OEMs worldwide.

 

Please visit us at www.indie.inc to learn more.

 

#indieSemi_earnings


 


 

 

Safe Harbor Statement

 

This communication contains “forward-looking statements” (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended). Such statements can be identified by words such as “will likely result,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,” “outlook,” “should,” “could,” “may” or words of similar meaning and include, but are not limited to, projected financial information, statements regarding our future business and financial performance and prospects, including statements regarding our return to a high-growth profile, expansion of our addressable market and our positioning to capture emerging opportunities and drive disciplined, profitable growth. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results included in such forward-looking statements. In addition to the factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 27, 2026, as supplemented by our Quarterly Reports on Form 10-Q and in our other public reports filed with the SEC (including those identified under “Risk Factors” therein), the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: macroeconomic conditions, including inflation, rising interest rates and volatility in the credit and financial markets, our reliance on contract manufacturing and outsourced supply chain and the availability of semiconductors and manufacturing capacity; competitive products and pricing pressures; our ability to win competitive bid selection processes and achieve additional design wins; the impact of the pending sale of our entire equity interest in Wuxi indie Microelectronics Technology Co., Ltd. and any potential adverse effects of such sale on our business, financial condition, operating results and stock price; the impact of recent acquisitions made and any other acquisitions we may make, including the announced acquisition of the CMOS Imaging Sensor Business from ams-OSRAM AG and the ability to complete such acquisition; our ability to develop, market and gain acceptance for new and enhanced products and expand into new technologies and markets; current and potential trade restrictions and trade tensions, including trade and tariff actions taken or proposed by the US government affecting the countries where we operate; and political or economic instability in our target markets. All forward-looking statements in this press release are expressly qualified in their entirety by the foregoing cautionary statements.

Investors are cautioned not to place undue reliance on the forward-looking statements in this press release, which information set forth herein speaks only as of the date hereof. We do not undertake, and we expressly disclaim, any intention or obligation to update any forward-looking statements made in this announcement or in our other public filings, whether as a result of new information, future events or otherwise, except as required by law.

 

Media Inquiries

media@indiesemi.com

 

 

Investor Relations

ir@indiesemi.com

 

#indieSemi_Earnings

 

INDIE SEMICONDUCTOR, INC.

PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except share and per share amounts)

(Unaudited)

 


 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Product revenue

 

$

60,507

 

 

$

49,720

 

 

$

112,074

 

 

$

100,140

 

Contract revenue

 

 

3,502

 

 

 

1,914

 

 

 

7,392

 

 

 

5,571

 

Total revenue

 

 

64,009

 

 

 

51,634

 

 

 

119,466

 

 

 

105,711

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold

 

 

40,923

 

 

 

30,693

 

 

 

75,302

 

 

 

62,221

 

Research and development

 

 

37,809

 

 

 

38,472

 

 

 

76,337

 

 

 

80,587

 

Selling, general, and administrative

 

 

20,359

 

 

 

18,355

 

 

 

41,778

 

 

 

37,722

 

Restructuring costs

 

 

 

 

 

7,107

 

 

 

 

 

 

7,107

 

Total operating expenses

 

 

99,091

 

 

 

94,627

 

 

 

193,417

 

 

 

187,637

 

Loss from operations

 

 

(35,082

)

 

 

(42,993

)

 

 

(73,951

)

 

 

(81,926

)

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

1,217

 

 

 

2,226

 

 

 

2,090

 

 

 

4,493

 

Interest expense

 

 

(4,688

)

 

 

(4,527

)

 

 

(9,031

)

 

 

(9,043

)

Gain (loss) from change in fair value of contingent considerations and acquisition-related holdbacks

 

 

(188

)

 

 

90

 

 

 

(1,273

)

 

 

4,893

 

Gain (loss) from extinguishment of debt

 

 

 

 

 

2,623

 

 

 

(3,656

)

 

 

2,623

 

Other income (expense)

 

 

(661

)

 

 

1,528

 

 

 

(1,022

)

 

 

792

 

Total other income (expense), net

 

 

(4,320

)

 

 

1,940

 

 

 

(12,892

)

 

 

3,758

 

Net loss before income taxes

 

 

(39,402

)

 

 

(41,053

)

 

 

(86,843

)

 

 

(78,168

)

Income tax benefit (provision)

 

 

448

 

 

 

(565

)

 

 

767

 

 

 

(621

)

Net loss

 

 

(38,954

)

 

 

(41,618

)

 

 

(86,076

)

 

 

(78,789

)

Less: Net loss attributable to noncontrolling interest

 

 

(1,879

)

 

 

(2,580

)

 

 

(5,809

)

 

 

(5,205

)

Net loss attributable to indie Semiconductor, Inc.

 

$

(37,075

)

 

$

(39,038

)

 

$

(80,267

)

 

$

(73,584

)

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common shares — basic

 

$

(37,075

)

 

$

(39,038

)

 

$

(80,267

)

 

$

(73,584

)

Net loss attributable to common shares — diluted

 

$

(37,075

)

 

$

(39,038

)

 

$

(80,267

)

 

$

(73,584

)

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share attributable to common shares — basic

 

$

(0.17

)

 

$

(0.20

)

 

$

(0.38

)

 

$

(0.38

)

Net loss per share attributable to common shares — diluted

 

$

(0.17

)

 

$

(0.20

)

 

$

(0.38

)

 

$

(0.38

)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding — basic

 

 

212,010,301

 

 

 

195,370,583

 

 

 

209,532,199

 

 

 

193,234,270

 

Weighted average common shares outstanding — diluted

 

 

212,010,301

 

 

 

195,370,583

 

 

 

209,532,199

 

 

 

193,234,270

 

 

 

 


 

 

INDIE SEMICONDUCTOR, INC.

PRELIMINARY CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

(Unaudited)

 

 

June 30,
2026

 

 

December 31,
2025

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

138,975

 

 

$

145,456

 

Restricted cash

 

 

10,027

 

 

 

10,285

 

Accounts receivable, net of allowance for doubtful accounts

 

 

67,816

 

 

 

57,485

 

Inventory

 

 

67,626

 

 

 

48,618

 

Prepaid expenses and other current assets

 

 

27,115

 

 

 

23,924

 

Total current assets

 

 

311,559

 

 

 

285,768

 

Property and equipment, net

 

 

44,368

 

 

 

43,349

 

Intangible assets, net

 

 

176,551

 

 

 

195,908

 

Goodwill

 

 

286,842

 

 

 

292,644

 

Operating lease right-of-use assets

 

 

13,730

 

 

 

14,363

 

Other assets and deposits

 

 

8,481

 

 

 

8,754

 

Total assets

 

$

841,531

 

 

$

840,786

 

 

 

 

 

 

 

Liabilities and stockholders' equity

 

 

 

 

 

 

Accounts payable

 

$

24,786

 

 

$

21,832

 

Accrued payroll liabilities

 

 

14,095

 

 

 

9,889

 

Contingent considerations

 

 

5,366

 

 

 

611

 

Accrued expenses and other current liabilities

 

 

22,852

 

 

 

24,772

 

Intangible asset contract liability

 

 

5,875

 

 

 

5,875

 

Current debt obligations

 

 

12,324

 

 

 

13,567

 

Total current liabilities

 

 

85,298

 

 

 

76,546

 

Long-term debt, net of current portion

 

 

403,741

 

 

 

339,834

 

Intangible asset contract liability, net of current portion

 

 

2,189

 

 

 

5,705

 

Deferred tax liabilities, non-current

 

 

13,840

 

 

 

14,198

 

Operating lease liability, non-current

 

 

11,798

 

 

 

13,046

 

Other long-term liabilities

 

 

2,503

 

 

 

7,444

 

Total liabilities

 

 

519,369

 

 

 

456,773

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

Preferred stock

 

 

 

 

 

 

Class A common stock

 

 

21

 

 

 

20

 

Class V common stock

 

 

1

 

 

 

2

 

Additional paid-in capital

 

 

1,025,213

 

 

 

998,730

 

Accumulated deficit

 

 

(717,377

)

 

 

(637,110

)

Accumulated other comprehensive loss

 

 

(13,186

)

 

 

(3,611

)

indie's stockholders' equity

 

 

294,672

 

 

 

358,031

 

Noncontrolling interest

 

 

27,490

 

 

 

25,982

 

Total stockholders' equity

 

 

322,162

 

 

 

384,013

 

Total liabilities and stockholders' equity

 

$

841,531

 

 

$

840,786

 

 

INDIE SEMICONDUCTOR, INC.

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP

(Unaudited)

 


 

 

GAAP refers to financial information presented in accordance with U.S. Generally Accepted Accounting Principles. This press release includes non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission. We believe that our presentation of non-GAAP financial measures provides useful supplementary information to investors. The presentation of non-GAAP financial measures is not meant to be considered in isolation from or as a substitute for results prepared in accordance with GAAP.

 

The reconciliations of our preliminary GAAP to non-GAAP measures are as follows (in thousands, except share and per share amounts):

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Computation of non-GAAP operating loss:

 

 

 

 

 

 

 

 

 

 

 

 

GAAP loss from operations

 

$

(35,082

)

 

$

(42,993

)

 

$

(73,951

)

 

$

(81,926

)

Acquisition related and other non-recurring professional expenses

 

 

477

 

 

 

63

 

 

 

477

 

 

 

223

 

Amortization of intangible assets

 

 

7,799

 

 

 

6,532

 

 

 

14,899

 

 

 

12,501

 

Share-based compensation

 

 

17,919

 

 

 

14,759

 

 

 

38,482

 

 

 

32,502

 

Restructuring

 

 

 

 

 

7,107

 

 

 

 

 

 

7,107

 

Non-GAAP operating loss

 

$

(8,887

)

 

$

(14,532

)

 

$

(20,093

)

 

$

(29,593

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Computation of non-GAAP net loss:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(38,954

)

 

$

(41,618

)

 

$

(86,076

)

 

$

(78,789

)

Acquisition related and other non-recurring professional expenses

 

 

477

 

 

 

63

 

 

 

477

 

 

 

223

 

Amortization of intangible assets

 

 

7,799

 

 

 

6,532

 

 

 

14,899

 

 

 

12,501

 

Share-based compensation

 

 

17,919

 

 

 

14,759

 

 

 

38,482

 

 

 

32,502

 

Restructuring

 

 

 

 

 

7,107

 

 

 

 

 

 

7,107

 

(Gain) loss from change in fair value of contingent considerations and acquisition-related holdbacks

 

 

188

 

 

 

(90

)

 

 

1,273

 

 

 

(4,893

)

(Gain) loss from extinguishment of debt

 

 

 

 

 

(2,623

)

 

 

3,656

 

 

 

(2,623

)

Other (income) expense

 

 

661

 

 

 

(1,528

)

 

 

1,022

 

 

 

(792

)

Non-cash interest expense

 

 

697

 

 

 

672

 

 

 

1,354

 

 

 

1,329

 

Income tax (benefit) expense

 

 

(448

)

 

 

565

 

 

 

(767

)

 

 

621

 

Non-GAAP net loss

 

$

(11,661

)

 

$

(16,161

)

 

$

(25,680

)

 

$

(32,814

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Computation of Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(38,954

)

 

$

(41,618

)

 

$

(86,076

)

 

$

(78,789

)

Interest income

 

 

(1,217

)

 

 

(2,226

)

 

 

(2,090

)

 

 

(4,493

)

Interest expense

 

 

4,688

 

 

 

4,527

 

 

 

9,031

 

 

 

9,043

 

(Gain) loss from change in fair value of contingent considerations and acquisition-related holdbacks

 

 

188

 

 

 

(90

)

 

 

1,273

 

 

 

(4,893

)

(Gain) loss from extinguishment of debt

 

 

 

 

 

(2,623

)

 

 

3,656

 

 

 

(2,623

)

Other (income) expense

 

 

661

 

 

 

(1,528

)

 

 

1,022

 

 

 

(792

)

Acquisition related and other non-recurring professional expenses

 

 

477

 

 

 

63

 

 

 

477

 

 

 

223

 

Depreciation and amortization

 

 

10,222

 

 

 

8,587

 

 

 

19,609

 

 

 

16,482

 

Share-based compensation

 

 

17,919

 

 

 

14,759

 

 

 

38,482

 

 

 

32,502

 

Restructuring

 

 

 

 

 

7,107

 

 

 

 

 

 

7,107

 

Income tax (benefit) expense

 

 

(448

)

 

 

565

 

 

 

(767

)

 

 

621

 

Adjusted EBITDA

 

$

(6,464

)

 

$

(12,477

)

 

$

(15,383

)

 

$

(25,612

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months
Ended June 30, 2026

 

Computation of non-GAAP share count:

 

 

 

Weighted Average Class A common stock - Basic

 

 

212,010,301

 

Weighted Average Class V common stock - Basic

 

 

15,056,599

 

TeraXion Unexercised Options

 

 

489,820

 

Non-GAAP share count

 

 

227,556,720

 

 

 

 

Non-GAAP net loss

 

$

(11,661

)

Less: Non-GAAP net income attributable to noncontrolling interest in Wuxi

 

 

811

 

Non-GAAP net loss attributable to indie Semiconductor, Inc.

 

$

(12,472

)

Non-GAAP net loss per share attributable to indie Semiconductor, Inc.

 

$

(0.05

)

 

 


 

 

Discussion Regarding the Use of Non-GAAP Financial Measures

 

Our earnings release contains some or all of the following financial measures that have not been calculated in accordance with United States Generally Accepted Accounting Principles (“GAAP”): (i) non-GAAP operating loss, (ii) non-GAAP net loss, (iii) Adjusted EBITDA, (iv) non-GAAP share count and (v) non-GAAP net loss per share. As set forth in the tables above, we derive such non-GAAP financial measures by excluding certain expenses and other items from the respective GAAP financial measure that is most directly comparable to each non-GAAP financial measure. Management may use these non-GAAP financial measures to, amongst other things, evaluate operating performance and compare it against past periods or against peer companies, make operating decisions, forecast for future periods and to determine payments under compensation programs. These non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods and competitors more difficult, obscure trends in ongoing operations or improve management’s ability to forecast future periods.

 

We provide investors with non-GAAP operating loss, non-GAAP net loss and non-GAAP net loss per share because we believe it is important for investors to be able to closely monitor and understand changes in our ability to generate income from ongoing business operations. We believe these non-GAAP financial measures give investors an additional method to evaluate historical operating performance and identify trends, an additional means of evaluating period-over-period operating performance and a method to facilitate certain comparisons of our operating results to those of our peer companies. We further believe these non-GAAP financial measures allow investors to assess the overall financial performance of our ongoing operations by eliminating the impact of (i) acquisition-related and other non-recurring professional expenses (including acquisition-related or other non-recurring professional fees and legal expenses, deemed compensation expense and expenses recognized in relation to changes in contingent consideration obligations), (ii) amortization of acquisition-related intangibles and certain license rights, (iii) restructuring costs, (iv) gains or losses recognized in relation to changes in the fair value of contingent considerations issued by indie, acquisition-related holdbacks and unrealized gains or losses from currency hedging contracts, (v) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (vi) share-based compensation, and (vii) income tax benefit (provision). We believe that disclosing these non-GAAP financial measures contributes to enhanced financial reporting transparency and provides investors with added clarity about complex financial performance measures.

 

We do not report a GAAP measure of gross profit or gross margin because certain costs related to contract revenues are expensed as incurred and included in research and development expenses, and not in cost of sales, as it is not practicable for us to bifurcate these expenses. We calculate non-GAAP operating loss by excluding from GAAP operating loss, any (i) acquisition-related and other non-recurring professional expenses (including acquisition-related or other non-recurring professional fees and legal expenses, deemed compensation expense and expenses recognized in relation to changes in contingent consideration obligations), (ii) amortization of acquisition-related intangibles and certain license rights, (iii) restructuring costs and (iv) share-based compensation. We calculate non-GAAP net loss by excluding from GAAP net income (loss), any (i) acquisition-related and other non-recurring professional expenses (including acquisition-related or non-recurring professional fees and legal expenses, deemed compensation expense and expenses recognized in relation to changes in contingent consideration obligations), (ii) amortization of acquisition-related intangibles and certain license rights, (iii) restructuring costs, (iv) gains or losses recognized in relation to changes in the fair value of contingent considerations issued by indie, acquisition-related holdbacks and unrealized gains or losses from currency hedging contracts, (v) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (vi) share-based compensation, and (vii) income tax benefit (provision). We calculate Adjusted EBITDA by excluding from GAAP net income (loss), any (i) acquisition-related and other non-recurring professional expenses (including acquisition-related or non-recurring professional fees and legal expenses, deemed compensation expense and expenses recognized in relation to changes in contingent consideration

 


 

 

obligations), (ii) amortization of acquisition-related intangibles and certain license rights, (iii) depreciation of fixed assets, (iv) restructuring costs, (v) gains or losses recognized in relation to changes in the fair value of contingent considerations issued by indie, acquisition-related holdbacks and unrealized gains or losses from currency hedging contracts, (vi) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (vii) share-based compensation, and (viii) income tax benefit (provision). We calculate non-GAAP share count by adding (i) weighted average Class A common stock, (ii) weighted average Class V common stock held by minority shareholders, which are exchangeable into Class A common stock and (iii) vested but unexercised options issued as part of the TeraXion acquisition. While both weighted average Class V common stock and vested but unexercised options issued as part of the TeraXion acquisition are considered anti-dilutive under ASC 260, therefore excluded from the GAAP earnings per share calculation, management includes both categories in this non-GAAP presentation because they will convert into Class A common stock over time. Management believes that including these categories provides investors with a more transparent view of the Company’s capital structure and potential impact of such conversions. Non-GAAP net loss per share is calculated by dividing non-GAAP net loss by non-GAAP share count.

 

We exclude the items identified above from the respective non-GAAP financial measure referenced above for the reasons set forth with respect to each such excluded item below:

 

Acquisition-related and other non-recurring professional expenses - including such items as, when applicable, fair value charges incurred upon the sale of acquired inventory, accounting impact to the cost of goods sold due to one-time inventory costing realignment with a specific supplier, acquisition-related professional fees and legal expenses and other professional fees that are non-recurring in nature because they are not considered by management in making operating decisions and we believe that such expenses do not have a direct correlation to our future business operations and thereby including such charges do not necessarily reflect the performance of our ongoing operations for the period in which such charges or reversals are incurred.

 

Amortization expenses - related to the amortization expense for acquired intangible assets and certain license rights.

 

Depreciation expenses - related to the depreciation expenses for all property and equipment on hand.

 

Share-based compensation - related to the non-cash compensation expense associated with equity awards granted to our employees (including those granted in lieu of cash compensation) and employer tax related to employee stock transactions. These expenses are not considered by management in making operating decisions and such expenses do not have a direct correlation to our future business operations.

 

Restructuring costs - related to the one-time expenses the Company incurs to reorganize its operations, which is primarily related to workforce reduction, long-lived intangible asset impairment, facilities and other purchase commitment charges.

 

Gain (loss) from change in fair values - because these adjustments (1) are not considered by management in making operating decisions, (2) are not directly controlled by management, (3) do not necessarily reflect the performance of our ongoing operations for the period in which such charges are recognized and (4) cannot make comparisons between peer company performance less reliable.

 

Non-cash interest expense - related to the amortization of debt discounts and issuance costs because (1) these expenses are not considered by management in making decision with respect to financing decisions, and (2) these generally reflect non-cash costs.

 

Income tax benefit (provision) - related to the estimated income tax benefit (provision) that does not result in a current period tax refunds (payments).

 


 

 

 

The non-GAAP financial measures presented should not be considered in isolation and are not an alternative for the respective GAAP financial measure that is most directly comparable to each such non-GAAP financial measure. Investors are cautioned against placing undue reliance on these 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 to arrive at these non-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 are likely to have limited value for purposes of drawing comparisons between companies as a result of different companies potentially calculating 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.

 

Adjusted EBITDA is calculated by removing non-recurring, irregular and one-time items that may distort EBITDA, to the current non-GAAP financial measures. We calculate Adjusted EBITDA by excluding from GAAP net income (loss), any (i) acquisition-related and other non-recurring expenses (including acquisition-related or other non-recurring professional fees and legal expenses, deemed compensation expense and expenses recognized in relation to changes in contingent consideration obligations), (ii) amortization of acquisition-related intangibles and certain license rights, (iii) depreciation of property, plant and equipment, (iv) restructuring costs, (v) gains or losses recognized in relation to changes in the fair value of contingent considerations issued by indie, acquisition-related holdbacks and unrealized gains or losses from currency hedging contracts, (vi) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (vii) share-based compensation, and (viii) income tax benefit (provision).

 

To the extent our disclosures contain forward-looking estimates of non-GAAP financial measures, these measures are provided to investors on a prospective basis for the same reasons (set forth above) we provide them to investors on a historical basis. We are generally unable to provide a reconciliation of our forward-looking non-GAAP measures because certain information needed to make a reasonable forward-looking estimate of such non-GAAP measures are difficult to predict and estimate and is often dependent on future events that may be uncertain or outside of our control and, therefore, is not available without unreasonable efforts. Such events may include unanticipated changes in our GAAP effective tax rate, unanticipated one-time charges related to asset impairments (fixed assets, inventory, intangibles, or goodwill), unanticipated acquisition-related and other non-recurring professional expenses, unanticipated settlements, gains, losses and impairments and other unanticipated items not reflective of ongoing operations. Our forward-looking estimates of both GAAP and non-GAAP measures of our financial performance may differ materially from our actual results and should not be relied upon as statements of fact.

 


Slide 1

Q2 FY26 Earnings presentation


Slide 2

DISCLAIMER Forward-Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “future,” “growth,” “opportunity,” “well-positioned,” "forecast," "intend," "seek," "target," “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” “project,” “may,” “could,” and “should,” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include, but are not limited to, projected financial information and outlook; statements regarding future events and opportunities; our product and technology roadmap; estimates and forecasts of financial and other performance metrics; projections of market opportunity, including opportunities in emerging and adjacent markets; the pending sale of our equity interest in Wuxi indie Microelectronics Technology Co., Ltd, its projected timing to close, impact to our consolidated financial statements and our sales in China, as well as the timing and anticipated benefits of our acquisitions. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results included in such forward-looking statements. In addition to the factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on February 27, 2026, as supplemented by our Quarterly Reports on Form 10-Q, and in our other public reports filed with the SEC (including those identified under “Risk Factors” therein), the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: macroeconomic conditions, including inflation, rising interest rates and volatility in the credit and financial markets; our reliance on contract manufacturing and outsourced supply chain and the availability of semiconductors and manufacturing capacity; competitive products and pricing pressures; our ability to win competitive bid selection processes and achieve additional design wins; the impact of the pending sale of our entire equity interest in Wuxi and any potential adverse effects of such sale on our business, financial condition, operating results and stock price; the impact of recent acquisitions made and any other acquisitions we may make, including the announced acquisition of the CMOS Imaging Sensor Business from ams-OSRAM AG, and the ability to complete such acquisition, and our ability to successfully integrate acquired businesses and risks that the anticipated benefits of any acquisitions may not be fully realized or take longer to realize than expected; our ability to develop, market and gain acceptance for new and enhanced products and expand into new technologies and markets; trade restrictions and trade tensions, including the recent trade and tariff actions taken or proposed by the U.S. government affecting the countries where we operate; armed conflict, political or economic instability in our target markets. We caution that the foregoing list of factors is not exclusive. All information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements made in this presentation or in our other public filings, whether as a result of new information, future events or otherwise, except as required by law.  Industry and Market Data  In this presentation, we rely on and refer to information and statistics regarding the sectors in which we compete and other industry data. We obtained this information and statistics from third-party sources, including reports by market research firms. Although we believe these sources are reliable, they have not independently verified the information and we do not guarantee their accuracy and completeness. We have supplemented this information where necessary with information from discussions with our customers and our own internal estimates, taking into account publicly available information about other industry participants and our management’s best view regarding information that is not publicly available.   Trademarks and Trade Names   indie and the indie logo are our trademarks. This presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties’ trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with indie, or an endorsement or sponsorship by or of indie.


Slide 3

DISCLAIMER Use of GAAP, Non-GAAP and Other Financial Measures   This presentation contains certain financial measures that have not been calculated in accordance with United States Generally Accepted Accounting Principles (“GAAP”), including non-GAAP operating expenses, non-GAAP operating income, and non-GAAP net earnings (loss) per share. We do not report a GAAP or non-GAAP measure of gross profit or gross margin because certain costs related to contract revenues are expensed as incurred and included in research and development expenses, and not in cost of sales, as it is not practicable for us to bifurcate these expenses. We believe that non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to our financial condition and results of operations. Management may use these non-GAAP financial measures to, among other things, evaluate operating performance and compare it against past periods or against peer companies, make operating decisions, forecast for future periods and to determine payments under compensation programs. These non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods and competitors more difficult, analyze trends in ongoing operations or improve management’s ability to forecast future periods. The non-GAAP financial measures presented should not be considered in isolation and are not an alternative for the respective GAAP financial measure that is most directly comparable to each such non-GAAP financial measure. Investors are cautioned against placing undue reliance on these 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 to arrive at these non-GAAP financial measures in our most recent earnings release. 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 are likely to have limited value for purposes of drawing comparisons between companies as a result of different companies potentially calculating 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.


Slide 4

Secured radar design win with a leading Tier 1 supplier supporting Volvo Key Physical AI design wins at Unitree and Agibot for our sensing products Second quarter Business highlights Launched iND881, a next-generation Edge AI SoC for automotive and physical AI applications Captured new iND880 vision processor design wins with leading OEMs in China Achieved a record quarter for Quantum bookings, including new customer-funded programs Received Supplier Excellence Award from Mahindra for indie’s emotion3D in-cabin software Showcased to much acclaim industry-first single-mirror integrated DMS/OMS and eMirror solution


Slide 5

Q2 FY26 earnings snapshot * See Appendix for GAAP to Non-GAAP reconciliation Broad-based Q2 execution with accelerating growth and expanding design win momentum Revenue of $64M, up 24% Y-o-Y, exceeding the midpoint of the guidance range Non-GAAP Operating Loss* of $8.9M, representing continued significant progress towards profitability Non-GAAP Net Loss Per Share* of $0.05 Total Cash, Cash Equivalents and Restricted Cash of $149M


Slide 6

Looking ahead to Q3 FY26 Q3 FY26 Outlook Revenue $67 - $73 million $70 million at midpoint $40M from core indie business $30M revenue from Wuxi Non-GAAP Operating Expenses* ~$37 million Down ~$1 million sequentially Non-GAAP Net Interest Expense* ~$3.2 million Non-GAAP Net Loss Per Share* $0.04 Including no tax expenses On a base of 230 million shares outstanding * See Disclaimer slides regarding Non-GAAP measures.


Slide 7

Appendix & Supplementals


Slide 8

Q2 2026 financial metrics GAAP Results (in thousands) Q2 2026 Q2 2025 Revenue 64,009 51,634 Cost of Goods Sold 40,923 30,693 SELECT NON-CASH Items Included in GAAP COGS (in thousands) Q2 2026 Q2 2025 Acquisition-related expenses 477 63 Amortization of intangible assets 7,799 6,532 Share-based compensation 17,919 14,759 indie Semiconductor | Supplemental Financial Detail


Slide 9

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP


Slide 10

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP


Slide 11

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP


Slide 12

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP

Filing Exhibits & Attachments

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