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): February
26, 2014
HITTITE
MICROWAVE CORPORATION
(Exact Name of Registrant as
Specified in Charter)
Delaware |
000-51448 |
04-2854672 |
||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
2 Elizabeth Drive, Chelmsford, Massachusetts 01824
(Address
of principal executive offices) (Zip Code)
(978) 250-3343
(Registrant’s
telephone number, including area code)
(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 (see General Instruction A.2. below).
⃞ 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 February 26, 2014, Hittite Microwave Corporation issued a press release announcing revised financial results for the fourth quarter of fiscal 2013. The full text of the press release is attached hereto as Exhibit 99.1 to this Report and is incorporated by reference herein.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed 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 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1. Press Release, dated February 26, 2014, entitled “Hittite Microwave Corporation Revises Financial Results For The Fourth Quarter Of 2013.”
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 thereunto duly authorized.
HITTITE MICROWAVE CORPORATION |
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By: |
/s/ William W. Boecke |
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William W. Boecke |
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Chief Financial Officer |
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Date: |
February 26, 2014 |
Exhibit Index
Exhibit No. |
Description |
99.1 |
Press Release of Hittite Microwave Corporation, dated February 26, 2014. |
4
Exhibit 99.1
Hittite Microwave Corporation Revises Financial Results For The Fourth Quarter Of 2013
Adjustment for Foreign Exchange Losses of $0.9 Million Leads to Revised Other Expense and Net Income Amounts
CHELMSFORD, Mass.--(BUSINESS WIRE)--February 26, 2014--Hittite Microwave Corporation (NASDAQ:HITT) today announced that it revised its financial results for the fourth quarter ended December 31, 2013 to correct an error in its accounting for foreign exchange losses related to an intra-company loan. The impact to the company’s results of operations from the correction of the error was to increase other expense by $0.9 million and to reduce net income by a corresponding amount. Revenue, gross profit and income from operations for the quarter remain unchanged.
Giving effect to the correction, net income for the quarter was $15.6 million, or $0.50 per diluted share, rather than $16.5 million, or $0.53 per diluted share, as previously reported on February 6, 2014. For the full year 2013, the company’s revised net income was $70.0 million, or $2.25 per diluted share, rather than $70.9 million, or $2.28 per diluted share, as previously reported. Revised financial results for the fourth quarter and year ended December 31, 2013 accompany this release.
The error related to a loan by the company to its subsidiary in Norway that is denominated in Norwegian kroner. In its previously reported results, the company had recorded net foreign exchange losses related to this loan as a component of foreign currency translation losses within stockholders’ equity. In preparing to file its Annual Report on Form 10-K for 2013, the company concluded that such net foreign exchange losses should instead have been classified within other expense. The loan has been substantially repaid in the first quarter of 2014, and accounting for the loan is not expected to have a material impact on future financial results.
About Hittite Microwave Corporation
Hittite Microwave Corporation is an innovative designer and manufacturer of high performance integrated circuits, or ICs, modules, subsystems and instrumentation for technically demanding digital, RF, microwave and millimeterwave applications covering DC to 110 GHz. The company’s standard and custom products apply analog, digital and mixed-signal semiconductor technologies, which are used in a wide variety of wireless & wired communication and sensor applications for the automotive, broadband, cellular infrastructure, fiber optic, microwave & millimeterwave communications, military, space and test & measurement markets. The company is headquartered in Chelmsford, Massachusetts.
“Safe Harbor Statement” under the Private Securities Litigation Reform Act of 1995
Statements in this press release regarding Hittite Microwave Corporation that do not relate to historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, any statements regarding our expectations as to future levels of revenue, net income and earnings per share. Readers are cautioned that these forward-looking statements are subject to risks and uncertainties and are only predictions, and actual future events and results may differ materially from these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the impact of macro-economic conditions on demand for our products; our ability to effectively manage our costs and expenses in response to fluctuations in our growth rate; market acceptance of our new products; our ability to assess accurately our end market requirements; our success in maintaining the business of our significant customers; our ability to keep pace with new semiconductor processes; risks related to our dependence on third-party suppliers; regulatory, operational, financial and political risks inherent in operating internationally; competition within the semiconductor industry; product returns and warranty claims; the possibility that intellectual property claims initiated by or against us could be costly or have adverse outcomes; and other risks and uncertainties that are discussed under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission.
Hittite Microwave Corporation | |||||||||||
Condensed Consolidated Balance Sheets (unaudited) | |||||||||||
(In thousands) | |||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||
Assets |
|||||||||||
Current assets: | |||||||||||
Cash and cash equivalents | $ | 118,600 | $ | 269,157 | |||||||
Marketable securities | 353,947 | 140,069 | |||||||||
Accounts receivable, net | 36,186 | 30,921 | |||||||||
Inventories | 76,020 | 65,926 | |||||||||
Income taxes receivable | 5,991 | 1,566 | |||||||||
Prepaid expenses and other current assets | 2,997 | 2,761 | |||||||||
Deferred taxes | 13,399 | 14,988 | |||||||||
Total current assets | 607,140 | 525,388 | |||||||||
Property and equipment, net | 39,433 | 36,294 | |||||||||
Deferred taxes | 1,725 | 709 | |||||||||
Other assets | 8,190 | 11,172 | |||||||||
Total assets | $ | 656,488 | $ | 573,563 | |||||||
Liabilities and Stockholders' Equity | |||||||||||
Current liabilities: | |||||||||||
Accounts payable | $ | 4,971 | $ | 3,205 | |||||||
Accrued expenses | 10,386 | 12,889 | |||||||||
Income taxes payable | 193 | 584 | |||||||||
Deferred revenue and customer advances | 6,735 | 4,699 | |||||||||
Total current liabilities | 22,285 | 21,377 | |||||||||
Long-term income taxes payable | 5,839 | 412 | |||||||||
Deferred taxes | 232 | 446 | |||||||||
Other liabilities | 103 | 124 | |||||||||
Total liabilities | 28,459 | 22,359 | |||||||||
Total stockholders' equity | 628,029 | 551,204 | |||||||||
Total liabilities and stockholders' equity | $ | 656,488 | $ | 573,563 |
Hittite Microwave Corporation | ||||||||||||||||||
Condensed Consolidated Statements of Operations (unaudited) | ||||||||||||||||||
(In thousands except per-share data) | ||||||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||
Revenue | $ | 68,775 | $ | 68,515 | $ | 273,815 | $ | 264,395 | ||||||||||
Cost of revenue | 22,502 | 18,296 | 79,040 | 69,415 | ||||||||||||||
Gross profit | 46,273 | 50,219 | 194,775 | 194,980 | ||||||||||||||
67.3 | % | 73.3 | % | 71.1 | % | 73.7 | % | |||||||||||
Operating expenses: | ||||||||||||||||||
Research and development | 11,823 | 12,449 | 49,764 | 49,202 | ||||||||||||||
Sales and marketing | 6,105 | 6,319 | 23,516 | 23,966 | ||||||||||||||
General and administrative | 3,364 | 3,468 | 13,855 | 14,598 | ||||||||||||||
Total operating expenses | 21,292 | 22,236 | 87,135 | 87,766 | ||||||||||||||
Income from operations | 24,981 | 27,983 | 107,640 | 107,214 | ||||||||||||||
36.3 | % | 40.8 | % | 39.3 | % | 40.6 | % | |||||||||||
Interest and other income (expense), net | (1,015 | ) | 68 | (682 | ) | 57 | ||||||||||||
Income before income taxes | 23,966 | 28,051 | 106,958 | 107,271 | ||||||||||||||
Provision for income taxes | 8,360 | 10,337 | 36,965 | 38,702 | ||||||||||||||
Net income | $ | 15,606 | $ | 17,714 | $ | 69,993 | $ | 68,569 | ||||||||||
Earnings per share: | ||||||||||||||||||
Basic | $ | 0.51 | $ | 0.58 | $ | 2.29 | $ | 2.26 | ||||||||||
Diluted | $ | 0.50 | $ | 0.57 | $ | 2.25 | $ | 2.22 | ||||||||||
Weighted average shares outstanding: | ||||||||||||||||||
Basic | 30,672 | 30,401 | 30,609 | 30,359 | ||||||||||||||
Diluted | 31,174 | 31,003 | 31,093 | 30,895 |
CONTACT:
Hittite Microwave Corporation
William W. Boecke,
978-250-3343
V.P. and Chief Financial Officer