8-K

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 8, 2011

MEMSIC, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-33813	04-3457049
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

One Tech Drive, Suite 325, Andover, MA 01810

 (Address of principal executive offices) (Zip Code)

One Tech Drive, Suite 325, Andover, MA 01810

 (Mailing Address)

(978) 738-0900

 (Registrant’s telephone number, including area code)

N/A

(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 2.02Results of Operations and Financial Condition

On November 8, 2011, we issued a press release announcing our financial results for the quarter ended September 30, 2011.  A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description	Furnished with this Form 8-K	Incorporated by Reference
			Form	Filing Date	Exhibit No.
99.1	Press release dated November 8, 2011.	X

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.

MEMSIC, INC.
By:	/s/ Patricia Niu
	Patricia Niu
	Chief Financial Officer

Date:  November 8, 2011

EX-99.1

Exhibit 99.1

MEMSIC Reports Record Sales of $18.4 Million;

Reaches EBITDA Positive in 3Q 2011

ANDOVER, Mass., Nov. 8, 2011 – MEMSIC, Inc. (NasdaqGM: MEMS), a leading MEMS sensing solution provider, today announced financial results for the third quarter ended September 30, 2011.

· Revenues rose to $18.4 million from $10.8 million in the third quarter of 2010.

· Gross margin was 33.8% compared to 37.8% in the 2010 quarter.

· Operating expenses, including R&D expense of $2.2 million, totaled $7.3 million compared to $6.4 million in the 2010 period.

· GAAP net loss was $0.4 million, or $0.02 per diluted share, compared to net loss of $1.9 million, or $0.08 per diluted share, in the 2010 quarter. This includes stock-based compensation of $0.5 million in the 2011 period and $0.4 million in the 2010 period.

· EBITDA was $0.9 million, compared to ($1.0) million in the 2010 quarter.

“MEMSIC delivered the highest sales in our company’s history,” said Chairman, President and CEO Dr. Yang Zhao.  “The 69% quarter-over-quarter increase reflects the continued success of our magnetic sensor in the smartphone market and strong sales in the automotive market, which increased by 29% over last year’s period.

“On a sequential basis, our gross margin improved from last quarter’s level of 32.5%, reflecting our focused effort on margin improvement through technology innovation and manufacturing cost reduction.  We are especially pleased to have reached EBITDA positive this quarter.

"While we are continuing our drive to secure more design wins with global customers in the growing mobile phone market, we continue to focus on margin improvement and market diversification by leveraging MEMSIC's established MEMS component and integrated system technology infrastructure. I believe that MEMSIC will improve gross margin through continuous product development aimed at industrial and other markets.”

Recent Highlights

· MEMSIC introduced our MXC6226XC two-axis digital accelerometer, the world’s smallest and the first wafer level packaged CMOS monolithic accelerometer. It is the most robust MEMS accelerometer that enablesenhanced functionality for cost-sensitive motion sensing applications.

· MEMSIC transferred its system solution product manufacturing to its newly completed building in Wuxi in August 2011.  With a total space of 14,500 square meters, the new building will facilitate the production and research and development of our wireless network and inertial products.

Outlook

· Revenue is expected to be between $17 million and $19 million for the fourth quarter of 2011.

· GAAP net loss, including stock-based compensation of $0.5 million, is expected to be in the range of $0.02 to $0.04 per share for the fourth quarter of 2011.

· Average diluted share count for the 2011 fourth quarter is estimated to be approximately 24 million.

Conference Call

Management will hold a conference call and webcast at 8:30 a.m. EST on Tuesday, November 8, 2011 to review and discuss the Company's results.

What:	MEMSIC 3Q 2011 financial results conference call and webcast
When:	Tuesday, November 8, 2011
Time:	8:30 a.m. EST
Live Call:	(877) 291-1367, domestic
	(914) 495-8534, international
Replay:	(855) 859-2056, pass code 19319526, domestic
	(404) 537-3406, pass code 19319526, international
Webcast:	http://investor.memsic.com (live and replay)

About Non-GAAP Financial Information

EBITDA is a measure used by management to evaluate the Company’s ongoing operations and as a general indicator of its operating cash flow (in conjunction with a cash flow statement that also includes, among other items, changes in working capital and the effect of non-cash charges). The Company defines EBITDA as net income, plus interest expense, net of interest income, provision for income taxes, and depreciation and amortization. Management believes EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties in the comparative evaluation of companies. Because not all companies use identical calculations, the company's presentation of EBITDA and EBITDA per share may not be comparable to similarly titled measures of other companies. EBITDA is not a recognized term under GAAP and does not purport to be an alternative to net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow for management's discretionary use as it does not reflect certain cash requirements such as interest payments, tax payments and debt service requirements.

Pursuant to the requirements of Regulation G, we have provided a reconciliation of EBITDA to GAAP net income as an exhibit to this release.

About MEMSIC, Inc.

MEMSIC, Inc., headquartered in Andover, Massachusetts, provides advanced semiconductor sensors and multi-sensor system solutions based on micro-electromechanical systems (MEMS) technology and sophisticated integration technologies in both the IC level and module level. MEMSIC's unique and proprietary approach combines leading-edge sensor technologies, such as magnetic sensors and accelerometers, with mixed signal processing circuitry to produce reliable, high quality, cost-effective solutions for the mobile phone, automotive, consumer, industrial, and general aviation markets. The company shares are listed on the NASDAQ Stock Exchange (NASDAQ GM: MEMS).

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Safe Harbor Statement

Statements included in this press release that are not historical in nature are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based upon the current beliefs and expectations of the company's management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements for reasons identified under the heading "Risk Factors" in the company's most recent annual report on Form 10-K and other periodic reports filed with the Securities and Exchange Commission. The forward-looking statements contained in this press release are made as of the date hereof, and the company does not undertake any obligation to update any forward-looking statements, whether as a result of future events, new information or otherwise.

Source:  MEMSIC, Inc.

Company Contact: Patricia Niu MEMSIC, Inc. Chief Financial Officer 978-738-0900   Investor Contact: Harriet Fried/ Jody Burfening Lippert Heilshorn & Associates (212) 838-3777 ir@memsic.com

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MEMSIC, Inc.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	September 30,			December 31,
	2011			2010
ASSETS
Current assets:
Cash and cash equivalents	$	52,526,619		$	55,694,205
Restricted cash		3,783,441			2,928,933
Short-term investments		1,414,008			-
Accounts receivable, net of allowance for doubtful accounts of $6,441 as of September 30, 2011 and December 31, 2010		7,387,858			3,664,444
Inventories		9,528,049			8,923,127
Other assets		2,564,794			2,537,445
Total current assets		77,204,769			73,748,154
Property and equipment, net		30,743,881			22,015,502
Long-term investments		4,620,000			5,020,000
Goodwill		5,047,953			4,919,513
Intangible assets, net		11,276,779			11,894,328
Other assets		9,844			67,599
Total assets	$	128,903,226		$	117,665,096
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	7,931,325		$	4,563,420
Accrued expenses		2,717,747			2,969,839
Advance research funding		3,783,441			2,928,933
Current portion of long-term debt		500,000			-
Total current liabilities		14,932,513			10,462,192
Note payable to bank		17,430,000			17,930,000
Building liability		7,996,237			-
Deferred rent		132,457			90,036
Total other liabilities		25,558,694			18,020,036
Stockholders’ equity:
Common stock, $0.00001 par value; authorized, 45,000,000 shares; 23,983,813 and 23,810,613 shares issued and outstanding at September 30, 2011 and December 31, 2010, respectively		240			238
Additional paid-in capital		100,930,240			99,615,378
Accumulated other comprehensive income		3,775,636			3,029,372
Accumulated deficit		(16,628,813	)		(13,823,565	)
MEMSIC, Inc. stockholders' equity		88,077,303			88,821,423
Non-controlling interest related to joint venture in Japan		334,716			361,445
Total stockholders' equity		88,412,019			89,182,868
Total liabilities and stockholders’ equity	$	128,903,226		$	117,665,096

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MEMSIC, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2011			2010			2011			2010
Net sales	$	18,357,300		$	10,844,719		$	46,684,854		$	27,212,338
Cost of goods sold		12,155,533			6,751,194			30,543,197			16,584,892
Gross profit		6,201,767			4,093,525			16,141,657			10,627,446
Operating expenses:
Research and development		2,200,240			2,377,649			6,610,213			6,386,394
Sales and marketing		1,881,240			1,376,893			4,875,893			3,557,223
General and administrative		2,799,433			2,212,399			7,573,663			6,525,484
Amortization expense		403,835			406,561			1,212,001			1,146,844
Total operating expenses		7,284,748			6,373,502			20,271,770			17,615,945
Operating loss		(1,082,981	)		(2,279,977	)		(4,130,113	)		(6,988,499	)
Other income:
Interest and dividend income		153,227			99,026			335,082			319,803
Foreign exchange gain		328,639			305,732			848,114			359,809
Other, net		323,587			19,342			406,007			70,552
Total other income		805,453			424,100			1,589,203			750,164
Loss before income taxes		(277,528	)		(1,855,877	)		(2,540,910	)		(6,238,335	)
Provision for (benefit from) income taxes		58,343			36,392			172,653			(79,102	)
Net loss		(335,871	)		(1,892,269	)		(2,713,563	)		(6,159,233	)
Less: net income (loss) attributable to non-controlling interest		32,895			39,004			91,685			66,093
Net loss attributable to MEMSIC, Inc.	$	(368,766	)	$	(1,931,273	)	$	(2,805,248	)	$	(6,225,326	)
Net loss per common share to MEMSIC, Inc.:
Basic	$	(0.02	)	$	(0.08	)	$	(0.12	)	$	(0.26	)
Diluted	$	(0.02	)	$	(0.08	)	$	(0.12	)	$	(0.26	)
Weighted average shares outstanding used in calculating net loss per common share:
Basic		23,825,134			23,805,072			23,822,587			23,802,357
Diluted		23,825,134			23,805,072			23,822,587			23,802,357

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MEMSIC, Inc.

Reconciliation of Net Loss to Earnings Before Interest, Taxes and Depreciation and Amortization (EBITDA) (Unaudited)

	Three months ended September 30,						Nine months ended September 30,
	2011			2010			2011			2010
Net loss	$	(368,766	)	$	(1,931,273	)	$	(2,805,248	)	$	(6,225,326	)
Interest (income) expense, net		(153,227	)		(99,026	)		(335,082	)		(319,803	)
Income tax expense (benefit)		58,343			36,392			172,653			(79,102	)
Depreciation and amortization		1,378,401			1,002,616			3,533,403			2,822,667
EBITDA	$	914,751		$	(991,291	)	$	565,726		$	(3,801,564	)

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