-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AoEUH3X8zLMejAxYnGH6MKBrK/Os5pQUO6ZVz4yAyJuwJjDNXTyXI3o18IHzXFy5 m9UDGXyUhFIpqlyV0h55BQ== 0000950134-05-000425.txt : 20050110 0000950134-05-000425.hdr.sgml : 20050110 20050110130152 ACCESSION NUMBER: 0000950134-05-000425 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050104 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050110 DATE AS OF CHANGE: 20050110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LSI LOGIC CORP CENTRAL INDEX KEY: 0000703360 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942712976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10317 FILM NUMBER: 05520202 BUSINESS ADDRESS: STREET 1: 1621 BARBER LANE CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4084338000 MAIL ADDRESS: STREET 1: 1621 BARBER LANE CITY: MILPITAS STATE: CA ZIP: 95035 8-K 1 f04490e8vk.htm FORM 8-K e8vk
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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)
January 4, 2005

LSI LOGIC CORPORATION

(Exact name of registrant as specified in its charter)
         
DELAWARE
(State or other jurisdiction
of incorporation)
  0-11674
(Commission File Number)
  94-2712976
(IRS Employer
Identification No.)

1621 Barber Lane
Milpitas, California 95035

(Address of principal executive offices, including zip code)

(408) 433-8000
(Registrant’s 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 (see General Instruction A.2. below):

o   Written 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))



 


TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition
Use of Non-GAAP Financial Information
Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1


Table of Contents

Item 2.02 Results of Operations and Financial Condition

On January 4, 2005, LSI Logic Corporation issued a news release announcing a business update for the fourth fiscal quarter ended December 31, 2004. A copy of this news release is furnished as Exhibit 99.1 to this report.

The information in Item 2.02 of this Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Use of Non-GAAP Financial Information

LSI Logic has referenced non-GAAP financial information in the news release. LSI Logic management believes that the results of operations excluding special items presented for the fourth quarter of 2004 provides useful information to investors regarding results of operations, as it excludes charges, expenses, gains and losses that are not directly related to the ongoing business results and/or stem from purchase business combinations. These business results are used by management for evaluating historical performance in addition to being used for the Company’s forecasting and planning for future periods. Restructuring of operations, acquisition-related amortization and other special items are examples of charges that are not directly related to the Company’s ongoing business and/or stem from purchase business combinations.

Results of operations excluding special items for the period presented are provided for illustrative purposes only and should be read in conjunction with the comparable information presented in accordance with generally accepted accounting principles in the United States and LSI Logic’s most recent annual report on Form 10-K for the fiscal year ended December 31, 2003.

The Non-GAAP financial information is arrived at by adding 54-58 cents per diluted share to the GAAP projection, and consists of acquisition-related amortization, restructuring and other special items. The GAAP projection includes the previously announced estimated $180 million non-cash asset impairment charge associated with the Company’s Gresham manufacturing campus in the fourth quarter of 2004.

 


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Item 9.01 Financial Statements and Exhibits

     (c) Exhibits.

     
Exhibit    
No.   Description
99.1
  LSI Logic Corporation News Release issued January 4, 2005.*

* Furnished, not filed.

 


Table of Contents

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.
         
  LSI LOGIC CORPORATION,
a Delaware corporation

 
 
  By:   /s/ David G. Pursel    
    David G. Pursel   
    Vice President, General Counsel & Corporate Secretary   
 

Date: January 10, 2005

 


Table of Contents

EXHIBIT INDEX

     
Exhibit    
No.   Description
99.1
  LSI Logic Corporation News Release issued January 4, 2005*

* Furnished, not filed.

 

EX-99.1 2 f04490exv99w1.htm EXHIBIT 99.1 exv99w1
 

     
FOR IMMEDIATE RELEASE   JANUARY 4, 2005
Media Relations Contact:
  Investor Relations Contact:
Kevin Brett 408-433-7150
kbrett@lsil.com
  Diana Matley 408-433-4365
diana@lsil.com

LSI LOGIC RAISES Q4 REVENUE RANGE

Storage and Consumer Lead Sales Growth

MILPITAS, CA — LSI Logic Corporation (NYSE: LSI) today raised its 2004 fourth quarter revenue and earnings per share guidance, led by growth of the company’s Storage Systems, Storage Components and Consumer businesses.

LSI Logic expects to report 2004 fourth quarter revenues in the range of $415 million to $420 million, compared to the previously forecasted fourth quarter revenue range of $360 million to $390 million. The updated 2004 fourth quarter revenue range represents approximately 10 percent sequential revenue growth over the company’s 2004 third quarter revenues of $380 million.

LSI Logic anticipates reporting a 2004 fourth quarter GAAP* net loss in the range of 53-55 cents per diluted share. The company earlier projected a GAAP net loss of 54-57 cents per diluted share. The GAAP projection includes the previously announced estimated $180 million non-cash, asset impairment charge associated with the company’s Gresham manufacturing campus in the fourth quarter.

The company projects reporting 2004 fourth quarter net income, excluding special items**, in the range of a 1-3 cent profit per diluted share. The company earlier expected to report a net loss, excluding special items, in the range of 2-5 cents per diluted share.

 


 

LSI Logic Raises Q4 Revenue Range   Page 2 of 3

LSI Logic expects 2004 fourth quarter gross margin in the range of 41-42 percent. The company earlier projected fourth quarter gross margin in the range of 41-43 percent.

“The growth of our Storage and Consumer businesses in the fourth quarter serves as a positive indicator that the inventory correction in the supply chain is substantially over in these two markets,” said Wilfred J. Corrigan, LSI Logic chairman and chief executive officer. “Our Storage Systems subsidiary, Engenio Information Technologies, Inc., recorded a very strong fourth quarter. Our Storage Components business demonstrated broad strength through growth in storage ASICs, standard products and RAID storage adapters. Our Consumer business grew and inventory in our customer supply chain appears to be under control.”

LSI Logic will not hold a conference call today about this news release. The company will report its 2004 and fourth quarter financial results, provide its 2005 first quarter business outlook and hold its quarterly conference call on Wednesday, January 26, 2005.

* Generally Accepted Accounting Principles
** Acquisition-related amortization, restructuring and other special items.

Notwithstanding this news release, it continues to be the company’s policy to not comment on financial analyst estimates or to provide periodic financial guidance updates.

Safe Harbor for Forward Looking Statements: This news release includes preliminary financial estimates and forward-looking statements, which include the following: the company’s updated estimates of revenues for the fourth quarter of 2004; projected GAAP net loss for the fourth quarter of 2004; projected asset impairment charges associated with the company’s manufacturing facility for the fourth quarter for 2004; projected net income, excluding special items, for the fourth quarter of 2004 and projected gross margins. These forward-looking statements are based on the opinions and estimates of management at the time the statements are made and are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated in the forward-looking statements. Factors that could cause LSI Logic’s actual results to differ materially from those set forth in the forward-looking statements include, but are not limited to: receipt of additional information impacting the company’s fourth quarter results; further analysis of revenues and expenses for the fourth quarter; the strength of the global semiconductor industry and the timing and volumes of customer demand. For additional information, readers are referred to the risk factors contained in the documents filed by LSI Logic with the SEC, and specifically the most recent reports on Form 10-K, 10-Q and 8-K.

 


 

LSI Logic Raises Q4 Revenue Range   Page 3 of 3

About LSI Logic

LSI Logic Corporation (NYSE: LSI) focuses on the design and production of high-performance semiconductors for Consumer, Communications and Storage applications that access, interconnect and store data, voice and video. LSI Logic engineers incorporate reusable, industry-standard intellectual property building blocks that serve as the heart of leading-edge systems. LSI Logic serves its global OEM, channel and distribution customers with Platform ASICs, standard-cell ASICs, standard products, host bus adapters, RAID controllers and software. In addition, the company supplies storage network solutions for the enterprise. LSI Logic is headquartered at 1621 Barber Lane, Milpitas, CA 95035. http://www.lsilogic.com

# # #

Editor’s Notes:

1.   All LSI Logic news releases (financial, acquisitions, manufacturing, products, technology etc.) are issued exclusively by PR Newswire and are immediately thereafter posted on the company’s external website, http://www.lsilogic.com.
 
2.   The LSI Logic logo design is a registered trademark of LSI Logic Corporation.
 
3.   All other brand or product names may be trademarks or registered trademarks of their respective companies.

 

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