0000703361-13-000025.txt : 20130725 0000703361-13-000025.hdr.sgml : 20130725 20130725160413 ACCESSION NUMBER: 0000703361-13-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20130725 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130725 DATE AS OF CHANGE: 20130725 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRATED DEVICE TECHNOLOGY INC CENTRAL INDEX KEY: 0000703361 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942669985 STATE OF INCORPORATION: DE FISCAL YEAR END: 0401 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12695 FILM NUMBER: 13986447 BUSINESS ADDRESS: STREET 1: 6024 SILVER CREEK VALLEY ROAD CITY: SAN JOSE STATE: CA ZIP: 95138 BUSINESS PHONE: 4082848200 MAIL ADDRESS: STREET 1: 6024 SILVER CREEK VALLEY ROAD CITY: SAN JOSE STATE: CA ZIP: 95138 8-K 1 a8-kq1fy14earningspr.htm 8-K 8-K Q1FY14 Earnings PR


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) July 25, 2013
  ______________
Integrated Device Technology, Inc.
(Exact name of registrant as specified in its charter)
  ______________
 

Delaware
0-12695
94-2669985
(State of
Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)


6024 Silver Creek Valley Road, San Jose, California  95138
(Address of principal executive offices) (Zip Code)
 
(408) 284-8200
(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:
 
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))
 






Item 2.02.  Results of Operations and Financial Condition.
 
The information in this Current Report, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 2.02 of this Current Report.  Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references this Current Report.
 
On July 25, 2013, Integrated Device Technology, Inc. (the “Company”) announced its results of operations and financial condition as of and for the three months ended June 30, 2013, in a publicly disseminated press release that is attached hereto as Exhibit 99.1.
 
The Company's press release contains non-GAAP financial measures.  Pursuant to the requirements of Regulation G and Item 10(e)(1)(i) of Regulation S-K, the Company has provided reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures included in the press release.
 
The foregoing description is qualified in its entirety by reference to the Company's press release dated July 25, 2013, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.  

 
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d)       Exhibits.
 

Exhibit No.
Description
 
 
99.1
Press Release Dated July 29, 2013.






 
SIGNATURE
 
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.
 

Dated:
July 25, 2013
 
 
INTEGRATED DEVICE TECHNOLOGY, INC.
 
 
 
 
By:
/S/ Richard D. Crowley, Jr.
 
Richard D. Crowley, Jr.
 
Senior Vice President and Chief Financial Officer
(duly authorized officer)


 
EXHIBIT INDEX
 

Exhibit No.
Description
 
 
99.1
Press Release Dated July 29, 2013.



EX-99.1 2 a8-kq1fy14exhibit991.htm EXHIBIT 8-K Q1FY14 Exhibit 99.1


Exhibit 99.1

FOR IMMEDIATE RELEASE

Financial Contact:
 
Press Contact:
Mike Knapp
IDT Investor Relations
Phone: (408) 284-6515
E-mail: mike.knapp@idt.com 
 
Graham Robertson
IDT Worldwide Marketing
Phone: (408) 284-2644
E-mail: graham.robertson@idt.com



IDT REPORTS Q1 FISCAL YEAR 2014 FINANCIAL RESULTS
Q1 Revenue of $118.0 Million, up 9 Percent Q/Q
Record Sales of RapidIO® Solutions, Strong Recovery in Core Business

SAN JOSE, Calif., Jul. 25, 2013 - Integrated Device Technology, Inc. (IDT® or the Company) (NASDAQ: IDTI), the Analog and Digital Company™ delivering essential mixed-signal semiconductor solutions, today announced results for the fiscal first quarter ended June 30, 2013.
“We were pleased to deliver Q1 results that were ahead of our prior projections,” said Dr. Ted Tewksbury, president and CEO of IDT. “Revenue from RapidIO solutions serving our 4G/LTE base station customers hit record levels and sales from our core timing and memory interface product lines improved significantly from the prior quarter. We also expanded operating margins through continued improvements in gross margin and persistent focus on cost controls.”
“We're off to a strong start for fiscal 2014 with improving fundamentals and leadership positions in timing, wireless power and interfaces. With major product declines behind us, new products designed in and revenue ramping, our attention is focused on continued operating margin expansion. We remain committed to delivering 60 percent non-GAAP gross margins and 20 percent non-GAAP operating margins through growth in our core and new product businesses combined with judicious cost reductions.”
  
Recent Highlights
IDT recently announced:
The divestiture of its PCI Express enterprise flash controller business to PMC-Sierra for approximately $96 million in cash.
The industry's first low-power quad 16-bit DACs with high-speed JESD204B interface enabling wide bandwidth support and simplified board routing in 4G multi-carrier broadband wireless applications.
A low-noise timing chipset for wireless base station radio cards, offering engineers the tools needed to solve phase noise-related challenges and build cutting-edge wireless systems.





The World's lowest jitter Synchronous Ethernet single-chip timing solution that reduces jitter by over 50 percent versus competing solutions and meets the industry's most stringent 10G or 40G Ethernet performance requirements.
Breakthrough timing architectures enabling the industry's lowest phase noise VCO and fractional output divider. The new designs empower customers to solve phase noise-related challenges in high-performance communication and networking applications.
A cross-platform power management solution system-validated by Intel, for Intel® Atom™ processors, Intel® Xeon® processors and Intel® Core™ processors. IDT's innovative distributed power solution offers tremendous flexibility for point-of-load regulation, circuit board routing, and thermal distribution.
The industry's most integrated WPC 1.1 Qi-certified wireless power transmitters, offering wireless charger manufacturers the smallest application footprint and bill-of-materials (BOM) of any solution on the market today.
Its wireless power transmitter has been selected for TYLT's award-winning “VÜ” wireless charging base. IDT's solution was selected for its multi-coil support, compact size, reduced bill-of-materials (BOM), functional flexibility, programmability, and superior customer support.
The following highlights the Company's financial performance on both a GAAP and supplemental non-GAAP basis. The Company provides supplemental information regarding its operating performance on a non-GAAP basis that excludes certain gains, losses and charges which occur relatively infrequently and which management considers to be outside our core operating results. Non-GAAP results are not in accordance with GAAP and may not be comparable to non-GAAP information provided by other companies. Non-GAAP information should be considered a supplement to, and not a substitute for, financial statements prepared in accordance with GAAP. A complete reconciliation of GAAP to non-GAAP results from continuing operations is attached to this press release.
Revenue for the fiscal first quarter of 2014 was $118.0 million, compared with $130.2 million reported in the same period one year ago.
GAAP net loss from continuing operations for the fiscal first quarter of 2014 was $2.3 million, or a loss of $0.02 per diluted share, versus GAAP net income from continuing operations of $0.5 million or breakeven per diluted share in the same period one year ago. Fiscal first quarter 2014 GAAP results include $6.2 million in acquisition and restructuring related charges, $5.0 million in stock-based compensation, and $0.8 million from related tax effects.
Non-GAAP net income from continuing operations for the fiscal first quarter of 2014 was $8.2 million or $0.05 per diluted share, compared with non-GAAP net income from continuing operations of $11.0 million or $0.08 per diluted share reported in the same period one year ago.
GAAP gross profit for the fiscal first quarter of 2014 was $66.2 million, or 56.1 percent, compared with GAAP gross profit of $72.5 million, or 55.7 percent, reported in the same period one year ago. Non-GAAP gross profit for the fiscal first quarter of 2014 was $69.3 million, or 58.8 percent, compared with non-GAAP gross profit of $77.0 million, or 59.2 percent, reported in the same period one year ago.
GAAP R&D expense for the fiscal first quarter of 2014 was $40.8 million, compared with GAAP R&D expense of $41.5 million reported in the same period one year ago. Non-GAAP R&D expense for the fiscal first quarter of 2014 was $37.3 million, compared with non-GAAP R&D of $39.7 million in the same period one year ago.





GAAP SG&A expense for the fiscal first quarter of 2014 was $27.8 million, compared with GAAP SG&A expense of $36.4 million in the same period one year ago. Non-GAAP SG&A expense for the fiscal first quarter of 2014 was $23.4 million, compared with non-GAAP SG&A expense of $24.6 million in the same period one year ago.

Webcast and Conference Call Information
Investors can listen to a live or replay webcast of the Company's quarterly financial conference call at http://ir.idt.com/. The live webcast will begin at 1:30 p.m. Pacific time on July 25, 2013. The webcast replay will be available after 5 p.m. Pacific time on July 25, 2013.
Investors can also listen to the live call at 1:30 p.m. Pacific time on July 25, 2013 by calling (800) 288-8975 or (612) 332-0932. The conference call replay will be available after 5 p.m. Pacific time on July 25, 2013 through 11:59 p.m. Pacific time on August 1, 2013 at (800) 475-6701 or (320) 365-3844. The access code is 298311.

About IDT
Integrated Device Technology, Inc., the Analog and Digital Company™, develops system-level solutions that optimize its customers' applications. IDT uses its market leadership in timing, serial switching and interfaces, and adds analog and system expertise to provide complete application-optimized, mixed-signal solutions for the communications, computing and consumer segments. Headquartered in San Jose, Calif., IDT has design, manufacturing, sales facilities and distribution partners throughout the world, with direct purchase services through IDT Direct™. IDT stock is traded on the NASDAQ Global Select Stock Market® under the symbol “IDTI.” Additional information about IDT is accessible at www.IDT.com. Follow IDT on Facebook, LinkedIn, Twitter, and YouTube.


Forward Looking Statements
Investors are cautioned that forward-looking statements in this release, including but not limited to statements regarding demand for Company products, anticipated trends in Company sales, expenses and profits, involve a number of risks and uncertainties that could cause actual results to differ materially from current expectations. Risks include, but are not limited to, global business and economic conditions, fluctuations in product demand, manufacturing capacity and costs, inventory management, competition, pricing, patent and other intellectual property rights of third parties, timely development and introduction of new products and manufacturing processes, dependence on one or more customers for a significant portion of sales, successful integration of acquired businesses and technology, availability of capital, cash flow and other risk factors detailed in the Company's Securities and Exchange Commission filings. The Company urges investors to review in detail the risks and uncertainties in the Company's Securities and Exchange Commission filings, including but not limited to the Annual Report on Form 10-K for the fiscal year ended April 1, 2012. All forward-looking statements are made as of the date of this release and the Company disclaims any duty to update such statements.

Non-GAAP Reporting
To supplement its consolidated financial results presented in accordance with GAAP, IDT uses non-GAAP financial measures which are adjusted from the most directly comparable GAAP financial measures to exclude certain items, as described in detail below. Management believes that these non-GAAP financial measures reflect an additional and useful way of viewing aspects of the Company's operations that, when viewed in conjunction with IDT's GAAP results, provide a more comprehensive understanding of the various factors and trends affecting the Company's business and operations. It should also





be noted that IDT's non-GAAP information may be different from the non-GAAP information provided by other companies. Non-GAAP financial measures used by IDT include:

Gross profit;
Research and development expenses;
Selling, general and administrative expenses;
Interest income and other;
Provision (benefit) for income taxes, continuing operations
Operating income (loss);
Net income (loss) from continuing operations;
Diluted net income (loss) per share, continuing operations; and
Weighted average shares outstanding - diluted

The Company presents non-GAAP financial measures because the investor community uses non-GAAP results in its analysis and comparison of historical results and projections of the Company's future operating results. These non-GAAP results exclude acquisition related expense, restructuring and divestiture related costs (gain), share-based compensation expense, results from discontinued operations, stockholder expenses and certain other expenses and benefits. Management uses these non-GAAP measures to manage and assess the profitability of the business. These non-GAAP results are also consistent with the way management internally analyzes IDT's financial results.

There are limitations in using non-GAAP financial measures because they are not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies. The presentation of non-GAAP financial information is not meant to be considered in isolation or as a substitute for the most directly comparable GAAP financial measures. The non-GAAP financial measures supplement, and should be viewed in conjunction with, GAAP financial measures. Investors should review the reconciliations of the non-GAAP financial measures to their most directly comparable GAAP financial measures as provided in the accompanying press release.

As presented in the “Reconciliation of GAAP to Non-GAAP” tables in the accompanying press release, each of the non-GAAP financial measures excludes one or more of the following items:

Acquisition related. Acquisition-related charges are not factored into management's evaluation of potential acquisitions or IDT's performance after completion of acquisitions, because they are not related to the Company's core operating performance. Adjustments of these items provide investors with a basis to compare IDT's performance to other companies without the variability caused by purchase accounting. Acquisition-related expenses primarily include:

Amortization of acquisition related intangibles, which include acquired intangibles such as purchased technology, patents, customer relationships, trademarks, backlog and non-compete agreements.
Acquisition related costs such as legal, accounting and other professional or consulting fees directly related to an acquisition.
Other acquisition related costs which consists of an accrued deferred closing date fee associated with the acquisition of NXP's high-speed data converter assets.





Fair market value adjustment to acquired inventory sold.

Restructuring related. Restructuring charges primarily relate to changes in IDT's infrastructure in efforts to reduce costs and expenses (gains) associated with strategic divestitures of business units. Restructuring charges (gains) are excluded from non-GAAP financial measures because they are not considered core operating activities. Although IDT has engaged in various restructuring activities in the past, each has been a discrete event based on a unique set of business objectives. As such, management believes that it is appropriate to exclude restructuring charges (gains) from IDT's non-GAAP financial measures as it enhances the ability of investors to compare the Company's period-over-period operating results from continuing operations. Restructuring-related charges (gains) primarily include:

Severance and retention costs directly related to a restructuring action.
Facility closure costs consist of ongoing costs associated with the exit of our leased and owned facilities.
Gain on divestiture consists of gains recognized upon the strategic sale of business units.
Assets impairments consists of an impairment charge related to a note receivable and subsequent recoveries.

Other adjustments. These items are excluded from non-GAAP financial measures because they are not related to the core operating activities and on-going future operating performance of IDT. Excluding this data allows investors to better compare IDT's period-over-period performance without such expense, which IDT believes may be useful to the investor community. Other adjustments primarily include:

Asset impairments, consists of the accelerated depreciation of certain design tools no longer in use and the release of capitalized financing fees associated with a financing facility which expired unused.
Other-than-temporary impairment loss on investments consists of fair value write-downs of certain private equity investments.
Stock based compensation expense.
Expenses related to stockholder activities reflect advisory fees related to inquiries of Starboard Value LP.
Compensation expense (benefit) - deferred compensation, consists of gains and losses on marketable equity securities related to our deferred compensation arrangements.
Loss (gain) on deferred compensation plan securities represents the changes in the fair value of the assets in a separate trust that is invested in corporate owned life insurance under our deferred compensation plan.
Life insurance proceeds received, represents proceeds received under corporate owned life insurance under our deferred compensation plan.
Tax effects of non-GAAP adjustments.
Diluted weighted average shares non-GAAP adjustment, for purposes of calculating non-GAAP diluted net income per share, the GAAP diluted weighted average shares outstanding is adjusted to exclude the benefits of stock compensation expense attributable to future services not yet recognized in the financial statements that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury method.
###
IDT and the IDT logo are trademarks or registered trademarks of Integrated Device Technology, Inc. All other brands, product names and marks are or may be trademarks or registered trademarks used to identify products or services of their respective owners.







INTEGRATED DEVICE TECHNOLOGY, INC.
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
(Unaudited)
 
 
(In thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
 
June 30,
 
March 31,
 
July 1,
 
 
 
 
2013
 
2013
 
2012
 
 
Revenues
 
$
117,982

 
$
108,527

 
$
130,161

 
 
Cost of revenues
 
51,809

 
49,014

 
57,648

 
 
Gross profit
 
66,173

 
59,513

 
72,513

 
 
Operating expenses:
 
 
 
 
 
 
 
 
  Research and development
 
40,849

 
45,732

 
41,544

 
 
  Selling, general and administrative
 
27,843

 
29,133

 
36,412

 
 
Total operating expenses
 
68,692

 
74,865

 
77,956

 
 
 
 
 
 
 
 
 
 
 
Operating loss
 
(2,519
)
 
(15,352
)
 
(5,443
)
 
 
 
 
 
 
 
 
 
 
 
Gain from divestiture
 

 
7,986

 

 
 
Other-than-temporary impairment loss on investments
 

 
(1,708
)
 

 
 
Other income (expense), net
 
57

 
258

 
2,000

 
 
Loss from continuing operations before income taxes
 
(2,462
)
 
(8,816
)
 
(3,443
)
 
 
Provision (benefit) for income taxes
 
(198
)
 
1,811

 
(3,986
)
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
(2,264
)
 
(10,627
)
 
543

 
 
 
 
 
 
 
 
 
 
 
Discontinued operations:
 
 
 
 
 
 
 
 
  Loss from discontinued operations
 

 

 
(4,858
)
 
 
  Provision (benefit) for income taxes
 

 

 

 
 
Net income (loss) from discontinued operations
 

 

 
(4,858
)
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
$
(2,264
)
 
$
(10,627
)
 
$
(4,315
)
 
 
 
 
 
 
 
 
 
 
 
Basic net income (loss) per share continuing operations
 
$
(0.02
)
 
$
(0.07
)
 
$

 
 
Basic net loss per share discontinued operations
 

 

 
(0.03
)
 
 
Basic net loss per share
 
$
(0.02
)
 
$
(0.07
)
 
$
(0.03
)
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per share continuing operations
 
$
(0.02
)
 
$
(0.07
)
 
$

 
 
Diluted net loss per share discontinued operations
 

 

 
(0.03
)
 
 
Diluted net loss per share
 
$
(0.02
)
 
$
(0.07
)
 
$
(0.03
)
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares:
 
 
 
 
 
 
 
 
Basic
 
147,056

 
145,626

 
142,595

 
 
Diluted
 
147,056

 
145,626

 
143,984

 
 






INTEGRATED DEVICE TECHNOLOGY, INC.
 
 
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (a)
 
 
(Unaudited)
 
 
(In thousands, except per share data)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
 
June 30,
 
March 31,
 
July 1,
 
 
 
 
2013
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
 
GAAP net income (loss) from continuing operations
 
$
(2,264
)
 
$
(10,627
)
 
$
543

 
 
GAAP diluted net income (loss) per share continuing operations
 
$
(0.02
)
 
$
(0.07
)
 
$

 
 
Acquisition related:
 
 
 
 
 
 
 
 
Amortization of acquisition related intangibles
 
4,321

 
5,409

 
4,891

 
 
Acquisition related legal and consulting fees
 
730

 
1,129

 
4,836

 
 
Other acquisition related costs
 

 

 
1,800

 
 
Fair market value adjustment to acquired inventory sold
 

 

 
358

 
 
Restructuring related:
 
 
 
 
 
 
 
 
Severance and retention costs
 
1,174

 
1,662

 
715

 
 
Facility closure costs
 
8

 
2

 
13

 
 
Gain on divestiture
 

 
(7,986
)
 

 
 
Assets impairment
 
(36
)
 
(37
)
 
(59
)
 
 
Other:
 
 
 
 
 
 
 
 
Other-than-temporary impairment loss on investments
 

 
1,708

 

 
 
Stock-based compensation expense
 
4,986

 
3,966

 
3,122

 
 
Assets impairment
 

 
5,724

 

 
 
Expenses related to stockholder activities
 

 
(1,000
)
 
2,576

 
 
Compensation expense (benefit)—deferred compensation plan
 
(100
)
 
704

 
(136
)
 
 
Loss (gain) on deferred compensation plan securities
 
101

 
(696
)
 
314

 
 
Life insurance proceeds received
 

 

 
(2,313
)
 
 
Tax effects of Non-GAAP adjustments
 
(761
)
 
1,544

 
(5,677
)
 
 
Non-GAAP net income from continuing operations
 
$
8,159

 
$
1,502

 
$
10,983

 
 
GAAP weighted average shares - diluted
 
147,056

 
145,626

 
143,984

 
 
Non-GAAP adjustment
 
5,884

 
5,026

 
1,716

 
 
Non-GAAP weighted average shares - diluted
 
152,940

 
150,652

 
145,700

 
 
Non-GAAP diluted net income per share continuing operations
 
$
0.05

 
$
0.01

 
$
0.08

 
 








INTEGRATED DEVICE TECHNOLOGY, INC.
 
 
RECONCILIATION OF GAAP TO NON-GAAP (continued)
 
 
(Unaudited)
 
 
(In thousands, except per share data)
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
June 30,
 
March 31,
 
July 1,
 
 
 
2013
 
2013
 
2012
 
 
GAAP gross profit
66,173

 
59,513

 
72,513

 
 
Acquisition and divestiture related:
 
 
 
 
 
 
 
Amortization of acquisition related intangibles
2,905

 
3,210

 
3,622

 
 
Fair market value adjustment to acquired inventory sold

 

 
358

 
 
Restructuring related:
 
 
 
 
 
 
 
Severance and retention costs
1

 

 
301

 
 
Facility closure costs
2

 
(9
)
 
6

 
 
Assets impairment
(36
)
 
(37
)
 
(59
)
 
 
Other:
 
 
 
 
 
 
 
Compensation expense (benefit)—deferred compensation plan
(31
)
 
217

 
(34
)
 
 
Stock-based compensation expense
333

 
263

 
303

 
 
Non-GAAP gross profit
69,347

 
63,157

 
77,010

 
 
 
 
 
 
 
 
 
 
GAAP R&D expenses:
40,849

 
45,732

 
41,544

 
 
Restructuring related:
 
 
 
 
 
 
 
Severance and retention costs
(1,092
)
 
(1,560
)
 
(340
)
 
 
Facility closure costs
(2
)
 
(6
)
 
(4
)
 
 
Other:
 
 
 
 
 
 
 
Assets impairment

 
(3,203
)
 

 
 
Compensation expense (benefit)—deferred compensation plan
52

 
(365
)
 
82

 
 
Stock-based compensation expense
(2,472
)
 
(2,146
)
 
(1,542
)
 
 
Non-GAAP R&D expenses
37,335

 
38,452

 
39,740

 
 
 
 
 
 
 
 
 
 
GAAP SG&A expenses:
27,843

 
29,133

 
36,412

 
 
Acquisition and divestiture related:
 
 
 
 
 
 
 
Amortization of acquisition related intangibles
(1,416
)
 
(2,199
)
 
(1,269
)
 
 
Acquisition related legal and consulting fees
(730
)
 
(1,129
)
 
(4,836
)
 
 
Other acquisition related costs

 

 
(1,800
)
 
 
Restructuring related:
 
 
 
 
 
 
 
Severance and retention costs
(81
)
 
(102
)
 
(74
)
 
 
Facility closure costs
(4
)
 
(5
)
 
(3
)
 
 
Other:
 
 
 
 
 
 
 
Assets impairment

 
(2,521
)
 

 
 
Compensation expense (benefit)—deferred compensation plan
17

 
(122
)
 
20

 
 
Stock-based compensation expense
(2,181
)
 
(1,557
)
 
(1,277
)
 
 
Expenses related to stockholder activities

 
1,000

 
(2,576
)
 
 
Non-GAAP SG&A expenses
23,448

 
22,498

 
24,597

 
 





INTEGRATED DEVICE TECHNOLOGY, INC.
 
 
RECONCILIATION OF GAAP TO NON-GAAP (continued)
 
 
(Unaudited)
 
 
(In thousands, except per share data)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
 
June 30,
 
March 31,
 
July 1,
 
 
 
 
2013
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
 
GAAP interest income and other, net
 
57

 
258

 
2,000

 
 
Loss (gain) on deferred compensation plan securities
 
101

 
(696
)
 
314

 
 
Life insurance proceeds received
 

 

 
(2,313
)
 
 
Non-GAAP interest income and other, net
 
158

 
(438
)
 
1

 
 
 
 
 
 
 
 
 
 
 
GAAP provision (benefit) for income taxes continuing operations
 
(198
)
 
1,811

 
(3,986
)
 
 
Tax effects of Non-GAAP adjustments (7)
 
761

 
(1,544
)
 
5,677

 
 
Non-GAAP provision (benefit) for income taxes continuing operations
 
563

 
267

 
1,691

 
 
 
 
 
 
 
 
 
 
 
(a) Refer to the accompanying “Notes to Non-GAAP Financial Measures” for a detailed discussion of management’s use of non-GAAP financial measures.






INTEGRATED DEVICE TECHNOLOGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
 
 
 
 
 
 
 
 
 
June 30,
 
March 31,
(In thousands)
2013
 
2013
 
 
 
 
 
 
ASSETS
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
 
 
$
113,995

 
$
130,837

Short-term investments
 
 
196,242

 
166,333

Accounts receivable, net
 
 
65,647

 
62,083

Inventories
 
 
56,827

 
56,555

Prepaid and other current assets
 
 
22,650

 
24,697

Total current assets
 
 
455,361

 
440,505

 
 
 
 
 
 
Property, plant and equipment, net
 
 
76,163

 
74,988

Goodwill
 
 
144,924

 
144,924

Acquisition-related intangibles
 
 
44,281

 
48,602

Other assets
 
 
18,611

 
19,560

TOTAL ASSETS
 
 
$
739,340

 
$
728,579

 
 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Accounts payable
 
 
$
27,843

 
$
23,244

Accrued compensation and related expenses
 
 
22,589

 
21,090

Deferred income on shipments to distributors
 
 
13,962

 
14,539

Deferred taxes liabilities
 
 
1,005

 
1,000

Other accrued liabilities
 
 
11,813

 
14,652

Total current liabilities
 
 
77,212

 
74,525

 
 
 
 
 
 
Deferred tax liabilities
 
 
1,552

 
1,552

Long term income taxes payable
 
 
284

 
454

Other long term obligations
 
 
20,673

 
22,022

Total liabilities
 
 
99,721

 
98,553

 
 
 
 
 
 
Stockholders' equity
 
 
639,619

 
630,026

 
 
 
 
 
 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
$
739,340

 
$
728,579




GRAPHIC 3 logoa02.jpg GRAPHIC begin 644 logoa02.jpg M_]C_X``02D9)1@`!`0$`8`!@``#_VP!#``(!`0(!`0("`@("`@("`P4#`P,# M`P8$!`,%!P8'!P<&!P<("0L)"`@*"`<'"@T*"@L,#`P,!PD.#PT,#@L,#`S_ MVP!#`0("`@,#`P8#`P8,"`<(#`P,#`P,#`P,#`P,#`P,#`P,#`P,#`P,#`P, M#`P,#`P,#`P,#`P,#`P,#`P,#`P,#`S_P``1"``[`)H#`2(``A$!`Q$!_\0` M'P```04!`0$!`0$```````````$"`P0%!@<("0H+_\0`M1```@$#`P($`P4% M!`0```%]`0(#``01!1(A,4$&$U%A!R)Q%#*!D:$((T*QP152T?`D,V)R@@D* M%A<8&1HE)B7J#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN'BX^3EYN?HZ>KQ\O/T]?;W^/GZ_\0`'P$``P$!`0$! M`0$!`0````````$"`P0%!@<("0H+_\0`M1$``@$"!`0#!`<%!`0``0)W``$" M`Q$$!2$Q!A)!40=A<1,B,H$(%$*1H;'!"2,S4O`58G+1"A8D-.$E\1<8&1HF M)R@I*C4V-S@Y.D-$149'2$E*4U155E=865IC9&5F9VAI:G-T=79W>'EZ@H.$ MA8:'B(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4 MU=;7V-G:XN/DY>;GZ.GJ\O/T]?;W^/GZ_]H`#`,!``(1`Q$`/P#]]+^_M])L M9[JZGBM[:W1I)99'"QQ(HRS,3P``,DFOPP_X*R_\'3>HVWB/5/`/[,\EG#:V M>.;B!+@W#`D-_9\3`IL_P"F\@;<"2B@8D/1_P#!US_P4ZUKP#::=^S? MX/NKG3AXBT]-7\7WL>8WGM'=E@L$;^XYC9Y7RTR0TBG\&L'VYYS_3_/2O MVSP]X!HUZ,/%\^O^-O%&O^ M+M_EO+@]\!I&)`[!1P!P..*_6[_`(-?_P#@FUX<\4>'?%7[3OQ# MTB/6-,\%2S6GA.RNHO,A-Q!$);F_V,"':,%(XB,A7$IQN12/QK)`!)Z"OZKO M^"4WP^M?A+_P08\#6BHL45SX!O\`6IR#N)-VMQ=LW'4_O>G88':OI_$[,9X# M*(T,-[OM'RZ:65KM*WW&=!V?A?7;"20O; MQ6\TD5Q#N/EM$0&)(!"E27LIL M+\1!;S386D/EK*JY$JJN`2/G&"%PZ3(PR&4C@C!'(JVQ`4DG`%?GG_P`$ MIOVIKWP[XU3X:ZM--<:1K&^;22V7-G<`,[H/1'56/H&&<#4?\-Y?`T*2?C+\*@/7_A++#'_`*-KK/AA\>_`_P`;/MP\&^,O"OBX MZ9L^V?V-JUO?_9-^[9YGE,VS=L?&[&=C8Z&OXE!D;>@(P/P`XK]R?^#,)X_Y"_Z5^G\2>'4,LRMY@J_-;ETM;XFEW\S&%9RERV/V'\5_MB_" M/P)XCO-&UWXI?#K1M7T^3RKFROO$=G;W-L^,[7C>0,IQS@@&L_\`X;R^!W.? MC+\*R!_U-EA_\=K^6K_@N'D_\%9_CMP`3XFD)Q_USC_H/UKY5[XZ'.*]G+O" M:EB<-3KO$M.<4[@"I(37H:L#T;@5_#1C.1U!ZU]3?L*?\%D/C[_P3_P!?L1X1\::AJWAB MV<";POKDKWVDSIC!18V;,!_VH&C.0.JY!SS'P?K0I.>#KJ;722M?YW?Y`L2N MI_73K&LV>@Z5=7]_=6UE8V,37%Q<3RB.*WC4%F=V.`JJ`223@`9KR_\`X;S^ M!G('QD^%>?\`L:[#_P".U\S_``D_X*:>$/\`@J1_P25^,?C3PUI]_H>IZ5X. MUC3M=T>Z!GB9NG*DTFK7W^9=2KRV\S^S_\`X;O^!W_19?A7_P"%78?_`!VE'[>' MP.!S_P`+E^%?_A5V'_QVOXP,$G&.0<4A.!UQQG^7^(KZ_P#X@[2_Z"7_`.`K M_,R6)?8_M0\)_MB_"/QYXBL](T+XI?#K6=6U!_*M;*Q\26=Q<7+G^%(TD+,? M8`UZ1R>SRSIXGUNXGL1(23! M9(WE6D8STV6Z1)T'W?PKQ^DP%X[9Z?Y]J6OZJP&'C0P].C35DDE\DD<,I7;8 M#.1@D'U]*_K>_9*TN+2/^"%WP_B@5E1_@E9SD%B3NDT-9&/_`'TQK^2`Y((' M4U_7!^SE>BQ_X(9?#R3:'#?!+2H\=/OZ)"H/X9S7Y)XQ-K"89?WI?DCHPV[/ MS@`XQU-&<I_%B>HK]RO^#,+_6?M(_3PS_[EZ_#4]17[E?\ M&8'^M_:0^GAG_P!R]?TQXB?\DS/_`+<_.)S4?C/S@_X+A\_\%9OCL,9_XJ63 M_P!%1UL_\$+_`-BOP/\`M]?M[Z?\//B%;ZC=>'+G1;^^=+&[:UE,L2*4(<`D M#GIWK'_X+A?\I9_CM_V,LG_HJ.O?L"_M`:M\-_B)IT-EKFF*L\,]N[2VF MHVSEA'=0.0-\3[2!D!@596"LK*/[0!TP,@FOQK_X/%/@?INH_LU_"?XDB&%= M7T7Q-)X;,P&))8+NUEN`I/<*UD<9Z>8V/O'/YGP#QQF$\RA@<94=2%317W3Z M?+I8UJTHVT/R6_X)6?MNR_L:?M&FVUN]OU^%OQ)M7\*>/=/BG*+Q.2.,&O?\49XG+I4\?@JCIN?NRY=+V5TW\KD4+2T9_)Q^VS\*=(^!G[ M97Q<\#Z#'/'H/@[QIK.A::DTAED2UM;Z:&%68\LP1!DGK7T]_P`&^'[`/P\_ MX*.?MH>)?`_Q+MM6N=!TOP7=:[`NGWS6DHNH[ZQ@5BZ@Y7R[B0;>G(KP;_@I MY_RDH_:&_P"RF>)/_3I"^L' MNM=DGA20*RY9"O(PQXK[LX]/TH'N*6OY?QV98G&253%S_:!\.:#(VB^)H(]&\5WMNV]8;^)0EK-*F,H)(%$0DR5)@13 MM9E\S\9J_K3A7.(9EEM+$QW:2?DUHSSZL;-ASVZU_6G\#[U;'_@A%\-W*L0W MP:T./`_VM)ME'\Z_DK.<'`R>U?UG>-M2'@O_`((M^"[9U>SGD\#>'=/CA9/+ M8$PVBM&5XP0@?([;2/8_G/C%.^'PJ7\TOR1MANI^>5%%''?#70=`C99(]#TVWT] M6'1A%$J`_P#CN>:_.S_@E=^S_)\2/C?_`,)7?V#2Z'X3'F1ROQ&U\<&)1Q\Q M0%GZC:PCR>0#^E\N#$QYZ9]\TF]4:TUU/X:SU%?N5_P9@?ZW]I#Z>&?_`'+U M^&IZBOW*_P"#,'F7]I`>WAG_`-R]?TQXB/\`XQF?_;GYQ.6C\9^Y?\&K6?\`A[5H^.H\,:K_`.BTKPS_`(+A_P#*6;X[9&1_ MPDLGO_RRCK"_X)7_`+=Y_P""G7 M?QZ5Z-?!U<5PQ]7HJ\Y4DDO-I"0?M;_P#!UY\; M/B?HMQHOPSM_#_@BRO(]DFJG1C_:T(VJ"(VDN9X%R=WS;-P!4@J>:_+3Q=XN MU;X@>)]0UO7=3O\`6=9U:X>ZO;^^G>XN+R9R2\LDCDL[L3RQ)R2<]:^%X&\/ M,7@\=',,PLN36*7?N_)=C2K65K(HP0/=S)%&CRR2D*BJ"6 M_L+?!:[_`&<_V,/A/X#U'!U/PCX3TS2[XJ@R7OPX^%DZZG?7<\@C@N-40;[.V`P3,0^V5TX4*A#D M;T1_Z?D<`@<`&O-\6\[A6Q-/+J;O[.\I>KV7R7YE8>.ES^-O_@IW_P`I*/VA M?^RF>(__`$Z7-?%_$EF]CJ-C^*7P!UGQ5IZ:L=/0S MZYHVG-('./F6,[0W]%?8^XH4<5[^1<3XW*.=8:7NS33 M3VUZ^371D2@I;GPO_P`%)O\`@@[\(_V\_@QX>\-^']*\.?"C7/#-W"UAK6B: M!`K1V8.)K1HHS&'C93N4$_(ZJ1P7#1_\%!M(\)K4X4*TW*,;M)] M&]Q\J/QQ_P"&./BK_P!$^\6#_N'2?X5W_P"SY_P39\??%KQ8L?B#2[_P?H5J MP-U=7T1CG=?[D,;8+,>1N/R@=23A3^I]%W_`-<5^P7_``:B?L>_%/\`92?X]'XE^`/%?@8Z^/#_ M`/9W]M:?):"]\G^T_-\O>!N*>;'NQ_?7UK]AU'RGBA0-I..17WN>>(6-S/`/ M+ZM.*B[:J]]+6ZF,:*C+F3/YA_\`@K]_P3'_`&A?B[_P4Q^,GB7PM\&?B+K_ M`(?UCQ`\]CJ-EHL\UO=Q^6F'1P"&7J,BOF__`(=`?M2?]$"^*H_[EZX/_LM? MV$+T)QS0OWB,"O3P7BOF&&H0P\*,&H)*[O=V^8GATW>Y_(7X/_X(F_M8>.M4 M6SLO@/\`$"&9B!F_LET^+G_;N&2,=/4?49%?=/["7_!I%X^\;:Y9:Q\?O$=C MX+T*-E>70-"NDOM6N>YC>X`-O".VY#,2,\+PU?T&X`Z#%!Z&L,Q\5,XQ%)TZ M2C3OUBG?\6[?<$:$4';#POX6T:,16UC9I@#U MD=FR\DC'EI'9G8DEB3DUV^`%.#S2?PFE'/6OS:I6E4DYU&VWJVW=MFQ_*I_P M4*_X)8?M(?$#]OCXX:_H?P2^)6KZ)KGQ`U[4-/O;70YY(;RWEU&>2*6-PIW( MR,"".""#WK[#_P"#7G]@_P",_P"S#^W]XM\0?$3X8^-?!>B7?P_O;"&]U?2Y M;6"6X;4=-=80S``N4BD;'7"$]J_>;N1Z4J=?I7W^/\1\9BLL>6SIQ4'%1NKW MLK>=NAFJ*4N:Y\S^%;?XQ+^VO//?7&LGPB\ERDD#*ITQ+,.YMW0X"[BA0':S 87'FJ=RK!RWTU117PN(K^U<=$K*VAJ?_9 ` end