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): May 2, 2012
CEVA, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware |
000-49842 | 77-0556376 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1943 Landings Drive, Mountain View, CA | 94043 | |||
(Address of Principal Executive Offices) | (Zip Code) |
(650) 417-7900
(Registrants Telephone Number, Including Area Code)
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 May 2, 2012, CEVA, Inc. (the Company) announced its financial results for the quarter ended March 31, 2012. A copy of the press release, dated May 2, 2012, is attached and filed herewith as Exhibit 99.1. This information, including Exhibit 99.1 attached hereto, shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.
In addition to the disclosure of financial results for the quarter ended March 31, 2012 in accordance with generally accepted accounting principles in the United States (GAAP), the press release also included non-GAAP net income and diluted net income per share for the three months ended March 31, 2012 and 2011, that excluded equity-based compensation expenses for the respective periods. The Company believes that the reconciliation of financial measures in the press release is useful to investors in analyzing the results for the quarters ended March 31, 2012 and 2011 because the exclusion of the equity-based compensation expenses may provide a more meaningful analysis of the Companys core operating results. Further, the Company believes it is useful for investors to understand how the expenses associated with the application of FASB ASC No. 718 are reflected on its statements of income. The reconciliation of financial measures should be reviewed in addition to and in conjunction with results presented in accordance with GAAP, and are intended to provide additional insight into the Companys operations that, when viewed with its GAAP results and the accompanying reconciliation, offer a more complete understanding of factors and trends affecting the Companys business. The reconciliation of financial measures should not be viewed as a substitute for the Companys reported GAAP results.
ITEM 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. |
99.1 | Press Release of CEVA, Inc., dated May 2, 2012. |
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.
CEVA, INC. | ||||||
Date: May 2, 2012 | By: | /s/ Yaniv Arieli | ||||
Yaniv Arieli | ||||||
Chief Financial Officer |
Exhibit 99.1
CEVA, Inc. Announces First Quarter 2012 Financial Results
Strong licensing driven by demand for baseband and multimedia DSPs in mass market smartphones
MOUNTAIN VIEW, Calif. May 2, 2012 CEVA, Inc. (NASDAQ: CEVA), the leading licensor of silicon intellectual property (SIP) platform solutions and DSP cores for the mobile handset, portable and consumer electronics markets, today announced its financial results for the first quarter ended March 31, 2012.
Total revenue for the first quarter of 2012 was $15.1 million, flat compared to $15.1 million for the first quarter of 2011. Licensing revenue for the first quarter of 2012 was $5.1 million, flat compared to $5.1 million reported for the same quarter a year ago. Royalty revenue for the first quarter of 2012 was $9.1 million compared to $9.2 million reported for the first quarter of 2011. Revenue from services for the first quarter of 2012 was $0.9 million, an increase of 21% compared to $0.7 million reported for the first quarter of 2011.
Gideon Wertheizer, Chief Executive Officer, stated, Driven by strong licensing activities, we generated revenue and earnings results at the high-end of our expectations. We are particularly happy to augment our already strong customer base in baseband with new licensees who will use our DSPs for advanced audio processing in smartphones.
U.S. GAAP net income for the first quarter of 2012 was $4.9 million, an increase of 4% over $4.7 million reported for the same period in 2011. U.S. GAAP diluted earnings per share for the first quarter of 2012 were $0.20, an increase of 5% compared to $0.19 for the first quarter of 2011.
Non-GAAP net income and diluted earnings per share for the first quarter of 2012 was $5.9 million and $0.24, respectively, representing an increase of 6% and 4%, respectively, over the $5.5 million and $0.23 reported for the first quarter of 2011. Non-GAAP net income and diluted earnings per share for the first quarter of 2012 and 2011 excluded an aggregate equity-based compensation expense, net of taxes, of $1.1 million and $0.9 million, respectively.
During the first quarter of 2012, the Company concluded eight new license agreements. Six agreements were for CEVA DSP cores, platforms and software, and two agreements were for CEVA SATA/SAS product lines. Target applications for customer deployment are 3G and 4G basebands, audio and voice processing for mass market smartphones and SSD drives. Geographically, three of the agreements signed were in the U.S., four were in Asia and one was in Europe.
Yaniv Arieli, Chief Financial Officer stated, Our first quarter financial performance demonstrates our consistent execution in growing our customer base and diversifying our revenue sources. During the first quarter, we bought back approximately 400,000 shares of our common stock for an aggregate consideration of approximately $9.5 million. The recent buyback activity demonstrates our confidence in CEVAs strong fundamentals. At the end of the quarter, our cash balance, marketable securities and bank deposits totaled $163 million.
CEVA Conference Call
On May 2, 2012, CEVA management will conduct a conference call at 8:30 a.m. Eastern Time, to discuss the operating performance for the first quarter ended March 31, 2012.
The conference call will be available via the following dial in numbers:
| U.S. Participants: Dial 1-800-860-2442 (Access Code: CEVA) |
| International Participants: Dial +1-412-858-4600 (Access Code: CEVA) |
The conference call will also be available live via the Internet at the following link: http://www.videonewswire.com/ event.asp?id=86152. Please go to the web site at least fifteen minutes prior to the call to register, download and install any necessary audio software.
For those who cannot access the live broadcast, a replay will be available by dialing +1-877-344-7529 or +1-412-317-0088 (access code:10012367) from one hour after the end of the call until 9:00 a.m. (Eastern Time) on May 10, 2012. The replay will also be available at CEVAs web site www.ceva-dsp.com.
For More Information Contact:
Yaniv Arieli CEVA, Inc. CFO +1.650.417.7941 yaniv.arieli@ceva-dsp.com |
Richard Kingston CEVA, Inc. Director of Marketing & Investor Relations +1.650.417.7976 richard.kingston@ceva-dsp.com |
About CEVA, Inc.
CEVA is the worlds leading licensor of silicon intellectual property (SIP) DSP cores and platform solutions for the mobile handset, portable and consumer electronics markets. CEVAs IP portfolio includes comprehensive technologies for cellular baseband (2G / 3G / 4G), multimedia (HD video, Image Signal Processing (ISP) and HD audio), voice over packet (VoP), Bluetooth, Serial Attached SCSI (SAS) and Serial ATA (SATA). In 2011, CEVAs IP was shipped in over 1 billion devices and powers handsets from every top handset OEM, including HTC, Huawei, LG, Motorola, Nokia, Samsung, Sony and ZTE. Today, more than 40% of handsets shipped worldwide are powered by a CEVA DSP core. For more information, visit www.ceva-dsp.com. Follow CEVA on twitter at www.twitter.com/cevadsp.
Forward Looking Statement
This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that if they materialize or prove incorrect, could cause the results of CEVA to differ materially from those expressed or implied by such forward-looking statements and assumptions. Forward-looking statements include Mr. Wertheizers statements about CEVAs prospects with new licensees of its DSPs, and Mr. Arielis statements about CEVAs strong fundamentals. The risks, uncertainties and assumptions include: the ability of the CEVA DSP cores and other technologies to continue to be strong growth drivers for us; our success in penetrating new markets and maintaining our market position in existing markets; the ability of products incorporating our technologies to achieve market acceptance, the effect of intense industry competition and consolidation, global chip market trends, the possibility that markets for our technologies may not develop as expected or that products incorporating our technologies do not achieve market acceptance; our ability to timely and successfully develop and introduce new technologies; and general market conditions and other risks relating to our business, including, but not limited to, those that are described from time to time in our SEC filings. CEVA assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.
CEVA, INC. AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME U.S. GAAP
U.S. dollars in thousands, except per share data
Quarter ended March 31, |
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2012 | 2011 | |||||||
Unaudited | Unaudited | |||||||
Revenues: |
||||||||
Licensing |
$ | 5,116 | $ | 5,108 | ||||
Royalties |
9,106 | 9,206 | ||||||
Other revenues |
890 | 738 | ||||||
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|
|
|
|||||
Total revenues |
15,112 | 15,052 | ||||||
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|
|
|
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Cost of revenues |
870 | 948 | ||||||
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|
|
|
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Gross profit |
14,242 | 14,104 | ||||||
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|
|
|
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Operating expenses: |
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Research and development, net |
5,486 | 5,250 | ||||||
Sales and marketing |
2,289 | 2,224 | ||||||
General and administrative |
1,869 | 1,754 | ||||||
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|
|
|
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Total operating expenses |
9,644 | 9,228 | ||||||
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|
|
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Operating income |
4,598 | 4,876 | ||||||
Financial income, net |
948 | 545 | ||||||
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|
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Income before taxes on income |
5,546 | 5,421 | ||||||
Income tax expenses |
689 | 770 | ||||||
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|
|
|
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Net income |
$ | 4,857 | $ | 4,651 | ||||
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|
|
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Basic net income per share |
$ | 0.21 | $ | 0.20 | ||||
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Diluted net income per share |
$ | 0.20 | $ | 0.19 | ||||
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|
|
|
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Weighted-average number of Common Stock used in computation of net income per share (in thousands): |
||||||||
Basic |
23,507 | 22,692 | ||||||
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|
|
|
|||||
Diluted |
24,239 | 23,888 | ||||||
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Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
(U.S. Dollars in thousands, except per share amounts)
Quarter ended March 31, |
||||||||
2012 | 2011 | |||||||
Unaudited | Unaudited | |||||||
GAAP net income |
4,857 | $ | 4,651 | |||||
Equity-based compensation expense included in cost of revenues |
51 | 49 | ||||||
Equity-based compensation expense included in research and development expenses |
465 | 378 | ||||||
Equity-based compensation expense included in sales and marketing expenses |
239 | 201 | ||||||
Equity-based compensation expense included in general and administrative expenses |
490 | 326 | ||||||
Deferred tax related to equity-based compensation expenses Taxes on Income (1) |
|
(124 (102 |
) ) |
|
(84 |
)
| ||
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|
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Non-GAAP net income |
$ | 5,876 | $ | 5,521 | ||||
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(1) Results for the three months ended March 31, 2012 include the utilization of expenses on a previously booked capital gain |
| |||||||
GAAP weighted-average number of Common Stock used in computation of diluted net income per share (in thousands) |
24,239 | 23,888 | ||||||
Weighted-average number of shares related to outstanding options |
6 | 31 | ||||||
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|
|
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Weighted-average number of Common Stock used in computation of diluted net income per share excluding equity-based compensation expense (in thousands) |
24,245 | 23,919 | ||||||
GAAP diluted net income per share |
$ | 0.20 | $ | 0.19 | ||||
Equity-based compensation expense, net of taxes |
$ | 0.04 | $ | 0.04 | ||||
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Non GAAP diluted net income per share |
$ | 0.24 | $ | 0.23 | ||||
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CEVA, INC. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. Dollars in thousands)
March 31, 2012 |
December 31, 2011 |
|||||||
Unaudited | Audited | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 6,322 | $ | 14,954 | ||||
Marketable securities and short term bank deposits |
131,331 | 124,458 | ||||||
Trade receivables, net |
5,479 | 5,116 | ||||||
Deferred tax assets |
1,703 | 2,248 | ||||||
Prepaid expenses and other accounts receivables |
2,819 | 2,320 | ||||||
|
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|
|
|||||
Total current assets |
147,654 | 149,096 | ||||||
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Long-term investments: |
||||||||
Long term bank deposits |
25,252 | 25,106 | ||||||
Severance pay fund |
5,802 | 5,473 | ||||||
Deferred tax assets |
1,147 | 832 | ||||||
Property and equipment, net |
1,193 | 1,235 | ||||||
Goodwill |
36,498 | 36,498 | ||||||
Investment in other company |
900 | 900 | ||||||
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|
|
|
|||||
Total assets |
$ | 218,446 | $ | 219,140 | ||||
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LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
Current liabilities: |
||||||||
Trade payables |
$ | 831 | $ | 580 | ||||
Deferred revenues |
602 | 1,074 | ||||||
Accrued expenses and other payables |
11,313 | 10,669 | ||||||
Deferred tax liabilities |
138 | 290 | ||||||
|
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|
|
|||||
Total current liabilities |
12,884 | 12,613 | ||||||
Accrued severance pay |
5,957 | 5,607 | ||||||
|
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|
|
|||||
Total liabilities |
18,841 | 18,220 | ||||||
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|
|
|||||
Stockholders equity: |
||||||||
Common stock: |
23 | 24 | ||||||
Additional paid in-capital |
194,285 | 191,945 | ||||||
Other comprehensive income (loss) |
103 | (901 | ) | |||||
Treasury stock |
(9,463 | ) | | |||||
Retained earnings |
14,657 | 9,852 | ||||||
|
|
|
|
|||||
Total stockholders equity |
199,605 | 200,920 | ||||||
|
|
|
|
|||||
Total liabilities and stockholders equity |
$ | 218,446 | $ | 219,140 | ||||
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