8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): October 24, 2012

SILICON LABORATORIES INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-29823	74-2793174
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

400 West Cesar Chavez, Austin, TX	78701
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (512) 416-8500

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 (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On October 24, 2012, Silicon Laboratories Inc. (“Silicon Laboratories”) issued a press release describing its results of operations for its fiscal quarter ended September 29, 2012.  A copy of the press release is attached as Exhibit 99 to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

99     Press Release of Silicon Laboratories Inc. dated October 24, 2012

Use of Non-GAAP Financial Information

From time to time, Silicon Laboratories provides certain non-GAAP financial measures as additional information relating to its operating results.  The non-GAAP financial measurements provided in the press release furnished herewith do not replace the presentation of Silicon Laboratories’ GAAP financial results. These additional measurements merely provide supplemental information to assist investors in analyzing Silicon Laboratories’ financial position and results of operations; however, these measures are not in accordance with, or an alternative to, GAAP and may be different from non-GAAP measures used by other companies. Silicon Laboratories has chosen to provide this information to investors because it believes that such supplemental information enables them to perform meaningful comparisons of past, present and future operating results, and as a means to highlight the results of core ongoing operations.

Pursuant to the requirements of Regulation G, we have provided in the press release furnished with this report a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section.  The information contained therein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Silicon Laboratories, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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SIGNATURE

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.

	SILICON LABORATORIES INC.
October 24, 2012	/s/ Paul V. Walsh, Jr.
Date	Paul V. Walsh, Jr.
	Senior Vice President and
	Chief Financial Officer
	(Principal Financial Officer)

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EXHIBIT INDEX

Exhibit No.	Description
99	Press Release of Silicon Laboratories Inc. dated October 24, 2012

4

EX-99

Exhibit 99

SILICON LABORATORIES REPORTS RECORD REVENUE

—Company Delivers Strong Quarterly Performance and Outlook—

AUSTIN, Texas — Oct. 24, 2012 — Silicon Laboratories Inc. (Nasdaq: SLAB), a leader in high-performance, analog-intensive, mixed-signal integrated circuits (ICs), today reported record third quarter revenue of $149.5 million, an impressive 25 percent increase compared to the third quarter of 2011.  The company believes market share gains across the portfolio and record design win activity are enabling the business to outperform the end markets.

Financial Highlights

Third quarter revenue was up ten percent sequentially due to both organic growth and the additional revenue from an acquisition completed during the quarter. On a GAAP-basis, gross margin was 57.9 percent, which included one-time charges associated with the acquisition.  R&D investment increased to $34.8 million, and SG&A expense decreased to $24.5 million. SG&A expense declined primarily due to an $8.1 million gain from the purchase of the company’s headquarters. Resulting GAAP operating income increased to 18.2 percent. Diluted GAAP earnings per share declined to $0.24 and included other charges related to the acquisition of Ember and a net gain from the purchase of the headquarters buildings.

The following non-GAAP results exclude the impact of stock compensation and other one-time items. Gross margin was 61.0 percent for the quarter. Operating expenses decreased to 39.1 percent of sales. R&D increased to $31.7 million, and SG&A increased to $26.7 million due to the acquisition and increased variable compensation. Operating income, therefore, was better than expected at 21.9 percent of revenue. Strong revenue growth and operating performance resulted in significant earnings leverage. Diluted earnings per share for the quarter was 61 cents, a 20 percent sequential increase. Reconciling charges are set forth in the financial measures table included below.

The company repurchased $14.9 million of stock and ended the quarter with $285 million in cash, cash equivalents and investments due to continued healthy cash flow from operations.

Business Highlights

All of the company’s major product categories, Access, Broadcast and Broad-based, grew sequentially again in the third quarter.  The company believes it is benefiting from growth trends in energy efficiency, the Internet of Everything, and the explosion in demand for bandwidth, all of which drive an increasing need for mixed-signal ICs.

The Broad-based business was up 15 percent as the company’s microcontroller (MCU) products posted record revenue. The increase, driven by both organic growth and the acquisition of ZigBee® wireless products, resulted from market share gains in communications infrastructure, consumer devices, smart energy, home automation and security.  The company’s power products benefited from customers’ redesigns of power systems and grew 20 percent sequentially.

The Broadcast business increased in both audio and video as consumer equipment makers continued to build ahead of the holidays.  Design win traction remains very strong, with the company’s video products closing on the majority of 2013 TV models, enabling continued share gains into next year. The Access products also posted sequential growth due to new ramps in PBX systems, voice over cable and Power over Ethernet applications.

“Our Broad-based business has achieved critical mass, and with double-digit annual growth rates, it is on track to be the majority of our business as we exit the year,” said Tyson Tuttle, president and CEO of Silicon Laboratories. “We’ve aligned our product focus to capitalize on the most important trends impacting mixed-signal ICs, and I feel good about extending the breadth and quality of the growth we’re seeing in the business into 2013.”

The company expects revenue for the fourth quarter to be in the range of $145 to $150 million.

Webcast and Conference Call

A conference call discussing the quarterly results will follow this press release at 7:30 a.m. Central time. An audio webcast will be available simultaneously on Silicon Laboratories’ website under Investor Relations (www.silabs.com).  A replay will be available after the call at the same website listed above or by calling 1 (855) 859-2056 or +1 (404) 537-3406 (international) and by entering 39712936. The replay will be available through November 7.

About Silicon Laboratories Inc.

Silicon Laboratories Inc. is a leading designer of high-performance, analog-intensive, mixed-signal integrated circuits (ICs) for a broad range of applications. Silicon Laboratories’ diverse portfolio of highly integrated, patented solutions is developed by a world-class engineering team with expertise in cutting-edge mixed-signal design. The company has design, engineering, marketing, sales and applications offices throughout North America, Europe and Asia. For more information about Silicon Laboratories, please visit www.silabs.com.

Forward-Looking Statements

This press release contains forward-looking statements based on Silicon Laboratories’ current expectations. The words “believe,” “estimate,” “expect,” “intend,” “anticipate,” “plan,” “project,” “will” and similar phrases as they relate to Silicon Laboratories are intended to identify such forward-looking statements. These forward-looking statements reflect the current views and assumptions of Silicon Laboratories and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. Among the factors that could cause actual results to differ materially from those in the forward-looking statements are the following: risks that Silicon Laboratories may not be able to maintain its historical growth; quarterly fluctuations in revenues and operating results; volatile stock price; average selling prices of products may decrease significantly and rapidly; difficulties developing new products that achieve market acceptance; dependence on a limited number of products and customers; intellectual property litigation risks; inventory-related risks; risks associated with acquisitions; difficulties managing international activities; difficulties managing our manufacturers and subcontractors; risks that Silicon Laboratories may not be able to manage strains associated with its growth; credit risks associated with our accounts receivable; dependence on key personnel;

risks associated with divestitures; geographic concentration of manufacturers, assemblers, test service providers and customers in Asia that subjects Silicon Laboratories’ business and results of operations to risks of natural disasters, epidemics, war and political unrest; the competitive and cyclical nature of the semiconductor industry and other factors that are detailed in Silicon Laboratories’ filings with the SEC. Silicon Laboratories disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Note to editors: Silicon Laboratories, Silicon Labs and the Silicon Labs logo are trademarks of Silicon Laboratories Inc. All other product names noted herein may be trademarks of their respective holders.

CONTACT: Silicon Laboratories Inc., Shannon Pleasant, (512) 464 9254, shannon.pleasant@silabs.com

Silicon Laboratories Inc.

Condensed Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

	Three Months Ended						Nine Months Ended
	September 29,2012			October 1,2011			September 29,2012			October 1,2011
Revenues	$	149,461		$	119,100		$	410,833		$	364,933
Cost of revenues	62,968			46,203			166,442			143,666
Gross margin	86,493			72,897			244,391			221,267
Operating expenses:
Research and development	34,768			31,715			101,943			101,248
Selling, general and administrative	24,495			27,254			82,075			85,168
Operating expenses	59,263			58,969			184,018			186,416
Operating income	27,230			13,928			60,373			34,851
Other income (expense):
Interest income	243			388			1,103			1,432
Interest expense	(234		)	(4		)	(299		)	(14		)
Other income (expense), net	(161		)	(81		)	807			292
Income before income taxes	27,078			14,231			61,984			36,561
Provision for income taxes	17,054			2,976			17,131			13,894
Net income	$	10,024		$	11,255		$	44,853		$	22,667
Earnings per share:
Basic	$	0.24		$	0.26		$	1.06		$	0.52
Diluted	$	0.24		$	0.26		$	1.04		$	0.50
Weighted-average common shares outstanding:
Basic	41,735			42,834			42,279			43,902
Diluted	42,520			43,919			43,261			45,305

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures

(In thousands, except per share data)

	Three Months Ended September 29, 2012
Non-GAAP Income Statement Items	GAAP Measure		GAAP Percent of Revenue		Stock Compensation Expense *		Termination Costs		Acquisition  Related  Items		Headquarters Purchase Items			Non- GAAP Measure		Non- GAAP Percent of Revenue
Revenues	$	149,461
Gross margin	86,493		57.9	%	$	261	$	—	$	4,466	$	—		$	91,220	61.0	%
Research and development	34,768		23.3	%	3,039		—		—		—			31,729		21.2	%
Selling, general and administrative	24,495		16.4	%	4,096		1,428		358		(8,113		)	26,726		17.9	%
Operating expenses	59,263		39.7	%	7,135		1,428		358		(8,113		)	58,455		39.1	%
Operating income	27,230		18.2	%	7,396		1,428		4,824		(8,113		)	32,765		21.9	%

	Three Months Ended September 29, 2012
Non-GAAP Diluted Earnings Per Share	GAAP Measure		Stock Compensation Expense *		Termination Costs		Acquisition Related Items		Headquarters Purchase Items			Non- GAAP Measure
Net income	$	10,024	$	6,595	$	1,136	$	13,651	$	(5,274	)	$	26,132
Diluted shares outstanding	42,520											42,520
Diluted earnings per share	$	0.24										$	0.61

*  Excludes stock compensation recognized in connection with terminations costs for our former CEO.

Silicon Laboratories Inc.

Condensed Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

	September 29,2012			December 31,2011
Assets
Current assets:
Cash and cash equivalents	$	125,505		$	94,964
Short-term investments	148,573			212,526
Accounts receivable, net of allowances for doubtful accounts of $789 at September 29, 2012 and $725 at December 31, 2011	75,749			55,351
Inventories	42,523			34,778
Deferred income taxes	15,870			11,563
Prepaid expenses and other current assets	36,735			43,867
Total current assets	444,955			453,049
Long-term investments	11,418			17,477
Property and equipment, net	136,321			25,141
Goodwill	130,069			115,489
Other intangible assets, net	94,611			60,005
Other assets, net	37,669			34,830
Total assets	$	855,043		$	705,991
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	35,476		$	26,354
Current portion of long-term debt	5,000			—
Accrued expenses	41,441			30,857
Deferred income on shipments to distributors	30,903			24,962
Income taxes	3,339			665
Total current liabilities	116,159			82,838
Long-term debt	95,000			—
Other non-current liabilities	22,663			24,214
Total liabilities	233,822			107,052
Commitments and contingencies
Stockholders’ equity:
Preferred stock—$0.0001 par value; 10,000 shares authorized; no shares issued and outstanding	—			—
Common stock—$0.0001 par value; 250,000 shares authorized; 41,706 and 42,068 shares issued and outstanding at September 29, 2012 and December 31, 2011, respectively	4			4
Additional paid-in capital	—			14,749
Retained earnings	622,098			586,653
Accumulated other comprehensive loss	(881		)	(2,467		)
Total stockholders’ equity	621,221			598,939
Total liabilities and stockholders’ equity	$	855,043		$	705,991

Silicon Laboratories Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	Nine Months Ended
	September 29,2012			October 1,2011
Operating Activities
Net income	$	44,853		$	22,667
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation of property and equipment	10,247			10,119
Net gain on the purchase of property and equipment	(8,457		)	—
Amortization of other intangible assets and other assets	11,001			8,570
Stock-based compensation expense	23,796			27,224
Income tax benefit from employee stock-based awards	2,301			2,301
Excess income tax benefit from employee stock-based awards	(2,470		)	(2,111		)
Deferred income taxes	5,024			2,011
Changes in operating assets and liabilities:
Accounts receivable	(18,470		)	(11,581		)
Inventories	(5,994		)	1,670
Prepaid expenses and other assets	13,283			227
Accounts payable	9,113			871
Accrued expenses	(797		)	819
Deferred income on shipments to distributors	5,267			1,495
Income taxes	(4,378		)	1,287
Net cash provided by operating activities	84,319			65,569
Investing Activities
Purchases of available-for-sale investments	(138,822		)	(113,784		)
Proceeds from sales and maturities of marketable securities	209,972			166,262
Purchases of property and equipment	(99,720		)	(7,472		)
Purchases of other assets	(6,146		)	(891		)
Acquisition of businesses, net of cash acquired	(71,852		)	(27,262		)
Net cash provided by (used in) investing activities	(106,568		)	16,853
Financing Activities
Proceeds from issuance of common stock, net of shares withheld for taxes	3,035			2,320
Excess income tax benefit from employee stock-based awards	2,470			2,111
Repurchases of common stock	(51,040		)	(110,063		)
Proceeds from issuance of long-term debt, net	98,325			—
Payments on debt	—			(7,174		)
Net cash provided by (used in) financing activities	52,790			(112,806		)
Increase (decrease) in cash and cash equivalents	30,541			(30,384		)
Cash and cash equivalents at beginning of period	94,964			138,567
Cash and cash equivalents at end of period	$	125,505		$	108,183

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