indie Semiconductor, Inc.
For the period ended Sep 30, 2025. Filed Nov 7, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 7, 2025
INDI$1.81+33.6%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-08.
0000950170-25-105948
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-07.
0001193125-25-272468
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 2 previous paragraphs and 21 current paragraphs.
1 unchanged; 1 reworded; 18 added; 0 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
The pendency of the Wuxi Divestiture may have an adverse effect on our business, financial condition, operating results and stock price.
Current report
We are subject to risks in connection with the pendency of the Wuxi Divestiture. The occurrence of any of the following events individually, or in combination, could materially and adversely affect our business, financial condition and operating results:
Current report
the Wuxi Divestiture may not be completed, may be delayed or may be approved subject to materially burdensome conditions that we may be unable to satisfy;
Current report
if the Wuxi Divestiture is not completed, we may not be able to identify an alternate transaction, or if an alternate transaction is identified, such alternate transaction may not result in an equivalent price or on equivalent terms to what is proposed in the Wuxi Divestiture;
Current report
the announcement and pendency of the Wuxi Divestiture may cause disruptions to our business, including any adverse changes in our relationships with our customers, strategic partners, suppliers, licensees, other business partners and employees;
Current report
activities related to the Wuxi Divestiture may result in the diversion of our employees’ and management’s attention, which could otherwise be devoted to other opportunities that may be beneficial to us; and
Current report
the Wuxi Divestiture may lead to legal proceedings that may be instituted against us, our directors and others relating to the transactions contemplated by the Wuxi Asset Purchase Agreement.
Current report
In addition, we have incurred, and will continue to incur, costs, expenses and fees for professional services in connection with the Wuxi Divestiture, and such costs, expenses and fees are payable by us regardless of whether the Wuxi Divestiture is consummated.
Current report
Our and United Faith’s obligations to consummate the Wuxi Divestiture are subject to the satisfaction or waiver of certain closing conditions, including, but not limited to, (i) receipt of shareholder approval of the purchase of all of the outstanding equity of Wuxi by United Faith’s shareholders and (ii) the receipt of all required regulatory approvals of the sale of Wuxi, including approval by the Shenzhen Stock Exchange and the China Securities Regulatory Commission. There can be no assurance that the conditions to the completion of the Wuxi Divestiture will be satisfied in a timely manner or at all, that the requisite governmental approvals will be obtained, or that the governmental entities from which these approvals are required will not impose conditions on the completion, or require changes to the terms of, the Wuxi Divestiture. Any such conditions or changes could have the effect of jeopardizing or delaying completion of the Wuxi Divestiture.
Current report
If the Wuxi Divestiture is not completed, our stock price could fall to the extent that our current price reflects an assumption that the Wuxi Divestiture will be completed. Failure to complete the Wuxi Divestiture could negatively affect our stock price and may result in negative publicity and a negative impression of us in the investment community.
Current report
Reporting Wuxi as “discontinued operations” may negatively impact our business, financial condition and operating results.
Current report
During the period between entering into the Wuxi Asset Purchase Agreement and prior to closing the Wuxi Divestiture, the divestiture of Wuxi will meet the criteria to be reported as discontinued operations when we determine within the requisite period under applicable accounting guidance that it is probable that United Faith will receive all necessary local regulatory approvals.
Current report
For the three and nine months ended September 30, 2025, Wuxi accounted for 43% and 39% of our consolidated revenue and approximately 11% and 12% of our consolidated operating expenses for each period, respectively. Further, as of September 30, 2025, Wuxi accounted for approximately 10% and 2% of our consolidated total assets and total liabilities, respectively. Following any deconsolidation of Wuxi, we will no longer include any financial results of Wuxi in our future consolidated financial statements.
Current report
The Wuxi Divestiture may result in an impact to our future earnings if we are unable to offset the dilutive impact from the loss of revenue associated with Wuxi, which could have a material adverse effect on our results of operations and financial condition.
Current report
Additionally, if the Wuxi Divestiture is completed, we may face burdensome local and foreign tax consequences or restrictions on repatriating the cash consideration due both to the complexity of our corporate structure and multiple tax regimes as well as changes in, or new interpretations of, international tax treaties and structures.
Current report
Litigation filed against us or United Faith could prevent or delay, or result in the payment of damages following, the completion of the Wuxi Divestiture.
Current report
We and members of our Board of Directors may in the future be parties, among others, to various claims and litigation related to the pending Wuxi Divestiture. The results of complex legal proceedings are difficult to predict and could delay or prevent the Wuxi Divestiture from becoming effective in a timely manner. Moreover, any future additional litigation could be, time consuming and expensive, could divert management’s attention away from indie's ongoing business, and, if any potential future lawsuit is adversely resolved, could have a material adverse effect on our financial condition and cash flows.
Reworded paragraphs (1)
Previous wording
The business, financial condition, and operating results of the Company can be affected by many factors, whether currently known or unknown, including but not limited to those described in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 under the heading “Risk Factors,” any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past or the anticipated future financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results, and stock price. There have been no material changes to the Company’s risk factors disclosed under the heading “Risk Factors” in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed on March 3, 2025.
Current wording
The business, financial condition, and operating results of the Company can be affected by many factors, whether currently known or unknown, including but not limited to those described in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on March 3, 2025 under the heading “Risk Factors,” any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past or our anticipated future financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results, and stock price.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
For the quarter ended September 30, 2025, there were no material changes to the Company’s risk factors disclosed under the heading “Risk Factors” in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, except as disclosed below.