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) November 9, 2011
ADVANCED ANALOGIC TECHNOLOGIES INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware | 000-51349 | 77-0462930 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
3230 Scott Boulevard, Santa Clara, California 95054
(Address of principal executive offices, including zip code)
(408) 737-4600
(Registrants telephone number, including area code)
Not Applicable
(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)) |
Item 2.02 | Results of Operations and Financial Condition. |
On November 9, 2011, Advanced Analogic Technologies Incorporated (AnalogicTech) issued a press release regarding its financial results for the third quarter ended September 30, 2011 and certain other information. The full text of the press release concerning the foregoing is furnished herewith as Exhibit 99.1.
The press release refers to certain non-GAAP financial measures. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the press release.
The information in this Form 8-K and the Exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. | Other Events |
In the above-referenced press release, AnalogicTech also announced that it expects to file a Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2011. The due date for this Form 10-Q filing is November 9, 2011. Skyworks Solutions, Inc. has made certain allegations regarding AnalogicTechs accounting practices in connection with an arbitration proceeding in the Delaware Court of Chancery. The arbitration is set to begin November 28, 2011. The Audit Committee of AnalogicTechs Board of Directors has determined that it will conduct an internal review of the allegations prior to the filing of AnalogicTechs Form 10-Q for the quarter ended September 30, 2011.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit Number |
Description | |
99.1 | Text of press release issued by Advanced Analogic Technologies Incorporated, dated November 9, 2011 (furnished herewith). |
- 2 -
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.
ADVANCED ANALOGIC TECHNOLOGIES INCORPORATED |
/s/ Ashok Chandran |
Ashok Chandran |
Vice President, Chief Accounting Officer and interim Chief Financial Officer |
Date: November 9, 2011
- 3 -
EXHIBIT INDEX
Exhibit Number |
Description | |
99.1 | Text of press release issued by Advanced Analogic Technologies Incorporated, dated November 9, 2011 (furnished herewith). |
PRESS RELEASE
AnalogicTech Reports Financial Results for the Third Quarter 2011
| Provides Fourth Quarter 2011 Outlook |
| Updates Regarding Timing of Quarterly Report Filing |
Santa Clara, CA November 9, 2011 Advanced Analogic Technologies, Inc. (AnalogicTech or the Company) (Nasdaq: AATI), an analog semiconductor company focused on powering innovative solutions in consumer electronics, computing, and communications markets, today reported financial results for the third quarter ended September 30, 2011.
Net revenue for the third quarter of 2011 was $22.1 million, compared to net revenue of $25.0 million for the third quarter of 2010, and $24.1 million for the second quarter of 2011.
In accordance with U.S. generally accepted accounting principles (GAAP), net loss for the third quarter of 2011 was $3.7 million, or $0.08 per diluted share. This compares to a GAAP net loss of $1.3 million, or $0.03 per diluted share, for the third quarter of 2010 and a GAAP net loss of $3.1 million, or $0.07 per diluted share, for the second quarter 2011. Third and second quarter 2011 GAAP net loss includes non-recurring charges for acquisition-related expenses.
On a non-GAAP basis, net loss for the third quarter of 2011 was $0.4 million or $0.01 per diluted share. This compares to a non-GAAP net loss of $2.4 million, or $0.06 per diluted share, for the third quarter of 2010, and break even, or $0.00 per diluted share for the second quarter of 2011.
Please refer to the tables below for reconciliation between GAAP and non-GAAP financial measures.
AnalogicTech reported gross profit of 42.6% for the third quarter of 2011, compared to 43.5% for the third quarter of 2010 and 44.9% for the second quarter of 2011. Non-GAAP gross profit was 42.8% for the third quarter of 2011, compared to 44.2% for the third quarter of 2010 and 45.2% for the second quarter of 2011. The Company ended the quarter with $84.3 million in cash, cash equivalents, and short-term investments.
© Advanced Analogic Technologies Incorporated | Page 1 |
We are pleased to deliver results that are in line with our guidance for the third quarter, stated Richard K. Williams, President, CEO and CTO of AnalogicTech. Achieving the performance objectives that we set for the third quarter is even more notable in light of the challenging operating environment that semiconductor companies are currently facing. Given the state of the macroeconomic environment, we will continue to carefully manage our expense structure with a focus on investing prudently in the resources that support our growth and product innovation.
During the third quarter, we continued to make progress expanding our penetration and increasing our content at leading smartphone manufacturers. In LCD TVs, we booked our first order from one of the top TV manufacturers, with production expected to begin ramping up in the fourth quarter. In GreenPower, we introduced a new DC/DC converter that regulates power in USB peripherals. We are pleased with the solid momentum of our product offerings, particularly in LCD TVs and low-power computing, concluded Mr. Williams.
In light of the pending transaction with Skyworks Solutions, Inc. (Skyworks) (Nasdaq: SWKS), AnalogicTech will not be hosting a conference call in conjunction with this third quarter earnings release.
Business Outlook
The Company is providing a fourth quarter business outlook as part of the normal course of its business and doing so has no bearing on the Companys view of its pending transaction with Skyworks.
For the fourth quarter of 2011, AnalogicTech estimates net revenue in the range of $20 million to $22 million, and a net loss in the range of $0.15 to $0.13 per basic share on a GAAP basis. On a non-GAAP basis, net loss is expected to be in the range of $0.06 to $0.04 per basic share. The fourth quarter 2011 estimates include acquisition-related expenses of approximately $3 million and pre-tax quarterly stock-based compensation expense of approximately $1 million. Tax expense is expected to be approximately $0.2 million.
© Advanced Analogic Technologies Incorporated | Page 2 |
Non-GAAP Reporting
In addition to GAAP reporting, AnalogicTech reports net loss, gross profit and net loss per diluted share on a non-GAAP basis. This non-GAAP earnings information excludes certain items and their tax-related effects. AnalogicTech believes this non-GAAP earnings information provides meaningful insight into the Companys ongoing operational performance and has therefore chosen to provide this information to investors as an additional dimension of comparability to similar companies. AnalogicTech also uses this information internally to evaluate and manage company operations and to determine incentive compensation. Reconciliation between GAAP and non-GAAP net loss, gross profit and loss per diluted share is included in the tables below.
The non-GAAP information included in this press release is not necessarily comparable to non-GAAP information of other companies. Non-GAAP information should not be viewed as a substitute for, or superior to, net income or other data prepared in accordance with GAAP as measures of our profitability or liquidity. Users of this financial information should consider the types of events and transactions for which adjustments have been made.
Timing of Quarterly Report on Form 10-Q
AnalogicTech also announced today that it expects to file a Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2011. The due date for this Form 10-Q filing is November 9, 2011. Skyworks has made certain allegations regarding AnalogicTechs accounting practices in connection with the arbitration proceeding in the Delaware Court of Chancery. The arbitration is set to begin November 28, 2011. Although the outcome of the arbitration is uncertain, AnalogicTech stands behind its financial statements and accounting practices and believes Skyworks allegations are without merit. However, out of an abundance of caution, the Audit Committee of AnalogicTechs Board of Directors will conduct an internal review of the allegations prior to the filing of the Companys Form 10-Q.
For More Information
Investor Contacts:
Lisa Laukkanen | Matt Sherman /Andrew Siegel | |||||
The Blueshirt Group | Joele Frank, Wilkinson Brimmer | |||||
415-217-4967 | Katcher | |||||
212-355-4449 |
© Advanced Analogic Technologies Incorporated | Page 3 |
About Advanced Analogic Technologies, Inc.:
Advanced Analogic Technologies Incorporated (AATI), or AnalogicTech, develops advanced semiconductor system solutions that play a key role in the continuing evolution of feature-rich, energy efficient electronic devices. The company focuses on addressing the application-specific power management needs of consumer devices such as mobile handsets, digital cameras, tablets, notebooks, TV and LCD displays as well as devices in a broad range of industrial, medical and telecom applications. AATI also licenses device, process, package, and application-related technologies. Headquartered in Silicon Valley, AATI has design centers in Santa Clara and Shanghai, and Asia-based operations and logistics. For more information, please visit www.analogictech.com.
Safe Harbor Statement
This communication contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on managements current expectations and beliefs and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those indicated in such forward-looking statements. Factors that could cause AATIs results to differ materially from those set forth in these forward-looking statements include customers cancellation or modification of their orders; AATIs failure to accurately forecast demand for its products; the loss of, or a significant reduction in orders from, any of AATIs significant customers; consumer demand for cellular phones and other mobile consumer electronic devices; worldwide economic and political conditions, particularly in Asia; AATIs ability to manage inventory levels; fluctuations in AATIs operating results; AATIs inability to develop and sell new products; defects in or failures of AATIs products; the expense and uncertainty involved in AATIs customer design-win efforts; the financial viability of the distributors of AATIs products; fluctuations in AATIs costs to manufacture its products; AATIs reliance on third parties to manufacture, test, assemble and ship its products; AATIs ability to retain and attract key personnel; AATIs ability to compete with our competitors; and AATIs ability to protect its intellectual property rights and not infringe the intellectual property rights of others. Other factors that may cause AATIs actual results to differ from those set forth in the forward-looking statements contained in this press release and that may affect AATIs prospects in general are described in filings with the Securities and Exchange Commission, including, AATIs most recent Annual Report on Form 10-K, as amended, and subsequent Quarterly Reports on Form 10-Q, each as filed with the SEC. Any statements that are not statements of historical fact (including statements containing the words believes, should, plans, anticipates, expects, estimates and similar expressions) should also be considered to be forward-looking statements. These statements are not guarantees of future performance, involve certain risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. Therefore, actual outcomes and results may differ materially from what is expressed herein. AATI assumes no obligation to update any forward-looking statement contained in this document.
© Advanced Analogic Technologies Incorporated | Page 4 |
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
(in thousands)
Sep. 30, 2011 |
Dec. 31, 2010 (*) |
|||||||
ASSETS |
||||||||
CURRENT ASSETS |
||||||||
Cash and cash equivalents |
$ | 55,283 | $ | 37,158 | ||||
Short-term investments |
28,989 | 50,245 | ||||||
|
|
|
|
|||||
Total cash, cash equivalents and short term investments |
84,272 | 87,403 | ||||||
Accounts receivable, net of allowances |
15,284 | 13,629 | ||||||
Inventories |
12,542 | 11,390 | ||||||
Prepaid expenses and other current assets |
2,093 | 1,803 | ||||||
|
|
|
|
|||||
Total current assets |
114,191 | 114,225 | ||||||
Property and equipment, net |
4,578 | 5,061 | ||||||
Other assets |
2,148 | 3,182 | ||||||
Deferred income taxes |
202 | 188 | ||||||
Intangible assets, net |
| 50 | ||||||
Goodwill |
16,116 | 16,116 | ||||||
|
|
|
|
|||||
TOTAL ASSETS |
$ | 137,235 | $ | 138,822 | ||||
|
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|
|
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LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
CURRENT LIABILITIES |
||||||||
Accounts payable |
$ | 12,131 | $ | 9,315 | ||||
Accrued liabilities |
4,570 | 4,481 | ||||||
Income tax payable |
74 | 146 | ||||||
|
|
|
|
|||||
Total current liabilities |
16,775 | 13,942 | ||||||
Long-term income tax payable |
2,471 | 2,221 | ||||||
Other long-term liabilities |
298 | 297 | ||||||
|
|
|
|
|||||
Total liabilities |
19,544 | 16,460 | ||||||
|
|
|
|
|||||
Total stockholders equity |
117,691 | 122,362 | ||||||
|
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|
|
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
$ | 137,235 | $ | 138,822 | ||||
|
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|
|
* | Amounts as of December 31, 2010 were derived from the December 31, 2010 audited consolidated financial statements. |
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
Sep. 30, 2011 |
Sep. 30, 2010 |
Jun. 30, 2011 |
Sep. 30, 2011 |
Sep. 30, 2010 |
||||||||||||||||
NET REVENUE |
$ | 22,145 | $ | 24,982 | $ | 24,050 | $ | 66,681 | $ | 70,046 | ||||||||||
Cost of revenue |
12,711 | 14,111 | 13,255 | 37,689 | 38,035 | |||||||||||||||
|
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|
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|
|
|
|
|
|
|||||||||||
GROSS PROFIT |
9,434 | 10,871 | 10,795 | 28,992 | 32,011 | |||||||||||||||
OPERATING EXPENSES: |
||||||||||||||||||||
Research and development |
6,003 | 8,679 | 6,588 | 19,059 | 23,617 | |||||||||||||||
Sales, general and administrative |
6,236 | 6,546 | 7,072 | 20,912 | 18,816 | |||||||||||||||
Patent litigation |
| 41 | 5 | 2,188 | 1,370 | |||||||||||||||
|
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|
|
|
|
|
|
|
|
|||||||||||
Total operating expenses |
12,239 | 15,266 | 13,665 | 42,159 | 43,803 | |||||||||||||||
|
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|
|
|
|
|
|
|||||||||||
LOSS FROM OPERATIONS |
(2,805 | ) | (4,395 | ) | (2,870 | ) | (13,167 | ) | (11,792 | ) | ||||||||||
INTEREST AND OTHER INCOME (EXPENSE), NET |
(787 | ) | (12 | ) | (7 | ) | (825 | ) | 72 | |||||||||||
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|
|
|
|
|||||||||||
LOSS BEFORE INCOME TAXES |
(3,592 | ) | (4,407 | ) | (2,877 | ) | (13,992 | ) | (11,720 | ) | ||||||||||
PROVISION FOR (BENEFIT FROM) INCOME TAXES |
86 | (3,114 | ) | 175 | 432 | (2,312 | ) | |||||||||||||
|
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|
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|
|||||||||||
NET LOSS |
$ | (3,678 | ) | $ | (1,293 | ) | $ | (3,052 | ) | $ | (14,424 | ) | $ | (9,408 | ) | |||||
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|
|||||||||||
NET LOSS PER SHARE: |
||||||||||||||||||||
Basic |
$ | (0.08 | ) | $ | (0.03 | ) | $ | (0.07 | ) | $ | (0.33 | ) | $ | (0.22 | ) | |||||
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|
|
|
|
|
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|
|||||||||||
Diluted |
$ | (0.08 | ) | $ | (0.03 | ) | $ | (0.07 | ) | $ | (0.33 | ) | $ | (0.22 | ) | |||||
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|||||||||||
WEIGHTED AVERAGE SHARES USED IN NET LOSS PER SHARE CALCULATION: |
||||||||||||||||||||
Basic |
44,163 | 42,156 | 43,229 | 43,309 | 42,665 | |||||||||||||||
|
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|
|||||||||||
Diluted |
44,163 | 42,156 | 43,229 | 43,309 | 42,665 | |||||||||||||||
|
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|
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|
|||||||||||
Note: Stock-based compensation recorded in each expense classification above is as follows: |
||||||||||||||||||||
Cost of revenue |
$ | 37 | $ | 120 | $ | 65 | $ | 156 | $ | 257 | ||||||||||
Research and development |
434 | 832 | 475 | 1,374 | 1,969 | |||||||||||||||
Sales, general and administrative |
606 | 825 | 489 | 2,545 | 2,125 | |||||||||||||||
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|
|||||||||||
$ | 1,077 | $ | 1,777 | $ | 1,029 | $ | 4,075 | $ | 4,351 | |||||||||||
|
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|
Financial Summary (Non-GAAP)
(unaudited)
(in thousands, except per share amounts)
Three Months Ended | ||||||||||||
GAAP TO NON-GAAP RECONCILIATION | Sep. 30, 2011 |
Sep. 30, 2010 |
Jun. 30, 2011 |
|||||||||
GROSS MARGIN: |
||||||||||||
GAAP GROSS MARGIN |
$ | 9,434 | $ | 10,871 | $ | 10,795 | ||||||
GAAP GROSS MARGIN % |
42.6 | % | 43.5 | % | 44.9 | % | ||||||
Stock-based compensation |
37 | 120 | 65 | |||||||||
Restructuring and other severance expenses |
| 49 | | |||||||||
NON-GAAP GROSS MARGIN |
9,471 | 11,040 | 10,860 | |||||||||
NON-GAAP GROSS MARGIN % |
42.8 | % | 44.2 | % | 45.2 | % | ||||||
NET INCOME (LOSS): |
||||||||||||
NET LOSS ON GAAP BASIS: |
$ | (3,678 | ) | $ | (1,293 | ) | $ | (3,052 | ) | |||
Stock-based compensation |
1,077 | 1,777 | 1,029 | |||||||||
Acquisition-related charges |
1,412 | | 2,033 | |||||||||
Impairment of non-marketable securities |
833 | | | |||||||||
Reserve release due to settlement of an IRS audit |
| (3,407 | ) | | ||||||||
Restructuring and other severance expenses |
| 532 | | |||||||||
|
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|
|
|
|
|||||||
Total adjustments |
3,322 | (1,098 | ) | 3,062 | ||||||||
|
|
|
|
|
|
|||||||
NET INCOME (LOSS) ON NON-GAAP BASIS: |
$ | (356 | ) | $ | (2,391 | ) | $ | 10 | ||||
|
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|
|
|
|||||||
EPS: |
||||||||||||
GAAP EPS, DILUTED |
$ | (0.08 | ) | $ | (0.03 | ) | $ | (0.07 | ) | |||
NON-GAAP EPS, DILUTED |
$ | (0.01 | ) | $ | (0.06 | ) | $ | 0.00 | ||||
Weighted average shares used to calculate Non-GAAP diluted EPS: |
44,163 | 42,156 | 45,036 |
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