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) |
Exhibit No. | Description |
99.1 | Press Release Dated August 1, 2016 |
Dated: | August 1, 2016 | |
INTEGRATED DEVICE TECHNOLOGY, INC. | ||
By: | /S/ BRIAN C. WHITE | |
Brian C. White | ||
Vice President and Chief Financial Officer (duly authorized officer) |
Exhibit No. | Description |
99.1 | Press Release Dated August 1, 2016. |
Suzanne Schmidt IDT Investor Relations Phone: (415) 217-4962 E-mail: suzanne@blueshirtgroup.com | Dean Solov IDT Worldwide Marketing Phone: (408) 284-2608 E-mail: dean.solov@idt.com |
• | IDT Speeds Adoption of Wireless Power in Ultra-Compact, Low-Power Applications |
• | IDT Wireless Charging Technology Powers China’s New Ticwatch |
• | Implantable Glucose Sensor Featuring IDT Sensing Technology Awarded CE Mark |
• | iHome Selects IDT Technology to Provide Convenience of Wireless Charging in Hotel Rooms |
• | IDT Completes Full Automotive Qualification of Penang, Malaysia Test Facility |
• | IDT Selects Marubeni Information Systems for Japanese Distribution |
• | IDT Demonstrates gas, optical and thermopile sensors for industrial and automotive applications at Sensors Expo |
• | IDT Demonstrates high-precision magneto-resistive sensors at Sensor and Test |
• | IDT Demonstrates Next-Generation Sensor Signal Conditioning IC's for high-temperature sensing greater than 1000 degrees C |
• | IDT Demonstrates UL Certified Arc Fault Detection system for photovoltaic systems |
• | IDT and BAE Systems Win Electrons d’Or Award for Space-Grade Chip that Speeds Data Movement in Space |
• | IDT Introduces Latest Generation Highly Integrated, Programmable and Scalable Power Management IC |
• | IDT RapidIO Technology Speeds Data Movement in Sugon’s New Super Server |
• | IDT and CERN openlab Mark Milestone for Data Acquisition and Data Center Analytics Applications Used for Large Hadron Collider |
• | IDT Collaborates with Cavium to Support Hyperscale Data Centers |
• | New IDT 12-Output Clock Generator Delivers Best-In-Class Jitter Performance for Today’s Demanding Applicatons |
• | IDT’s New VersaClock 3S Clock Generators Deliver Innovative Features for Optimal Blend of Performance, Power, and Flexibility |
• | IDT Introduces New Constant Linearity Technology with Launch of Latest RF Digital VGA |
• | IDT’s Latest Broadband RF Switches Deliver Industry-Leading Isolation and Power Handling While Maintaining Low Insertion Loss |
• | New Addition to IDT’s FemtoClock Family Delivers Unparalleled Frequency Flexibility for Complex Timing Networks |
• | Revenue from continuing operations for the fiscal first quarter of 2017 was $192.1 million. This compared with $189.4 million reported last quarter, and $160.9 million reported in the same period one year ago. |
• | GAAP net income from continuing operations for the fiscal first quarter of 2017 was $20.9 million, or $0.15 per diluted share, versus GAAP net income from continuing operations of $81.6 million or $0.59 per diluted share last quarter, and GAAP net income from continuing operations of $38.7 million or $0.25 per share in the same period one year ago. Fiscal first quarter GAAP results include $10.5 million in stock-based compensation, $21.0 million in acquisition and restructuring charges, $3.3 million in non-cash interest expense and $4.5 million in related tax effects. |
• | Non-GAAP net income for the fiscal first quarter of 2017 was $51.2 million or $0.36 per diluted share, compared with non-GAAP net income of $51.5 million or $0.36 per diluted share last quarter, and non-GAAP net income of $48.2 million or $0.31 per diluted share reported in the same period one year ago. |
• | GAAP gross profit from continuing operations for the fiscal first quarter of 2017 was $108.3 million, or 56.4 percent, compared with GAAP gross profit of $108.0 million or 57.0 percent last quarter, and $99.2 million, or 61.7 percent, reported in the same period one year ago. Non-GAAP gross profit for the fiscal fourth quarter of 2016 was $117.9 million, or 61.3 percent, compared with non-GAAP gross profit of $117.0 million, or 61.8 percent last quarter, and $100.9 million, or 62.7 percent, reported in the same period one year ago. |
• | GAAP R&D expense for the fiscal first quarter of 2017 was $49.6 million, compared with GAAP R&D expense of $41.0 million last quarter, and $33.8 million reported in the same period one year ago. Non-GAAP R&D expense for the fiscal first quarter of 2017 was $37.7 million, compared with non-GAAP R&D expense of $36.1 million last quarter, and $29.7 million in the same period one year ago. |
• | GAAP SG&A expense for the fiscal first quarter of 2017 was $38.8 million, compared with GAAP SG&A expense of $40.3 million last quarter, and $28.1 million in the same period one year ago. Non-GAAP SG&A expense for the fiscal first quarter of 2017 was $28.3 million, compared with non-GAAP SG&A expense of $28.9 million last quarter, and $24.0 million in the same period one year ago. |
• | 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. |
• | Fair market value adjustment to acquired inventory sold. |
• | 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 including accelerated depreciation of certain assets no longer in use. |
• | Stock based compensation expense. |
• | Compensation expense (benefit) - deferred compensation, consists of gains and losses on marketable equity securities related to our deferred compensation arrangements. |
• | Non-cash interest expense, consists of amortization of issuance cost and accretion of discount related to the convertible notes. |
• | 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. |
• | Tax effects of non-GAAP adjustments. Effective first quarter of fiscal 2016, the Company changed its methodology for reporting non-GAAP taxes to be based on estimated cash tax expense and reserves. The Company forecasts its annual cash tax liability and allocates the tax to each quarter in proportion to earnings for that period. This approach is designed to enhance the ability of investors to understand the impact of the Company's tax expense on its current operations, provide improved modeling accuracy, and substantially reduce fluctuations caused by GAAP to non-GAAP adjustments, which may not reflect actual cash tax expense. Non-GAAP tax amounts for periods prior to March 30, 2015 have not been adjusted to reflect the new methodology. |
• | 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. |
INTEGRATED DEVICE TECHNOLOGY, INC. | ||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||
(Unaudited) | ||||||||||||
(In thousands, except per share data) | ||||||||||||
Three Months Ended | ||||||||||||
July 3 | Apr. 3 | June 28 | ||||||||||
2016 | 2016 | 2015 | ||||||||||
Revenues | $ | 192,128 | $ | 189,361 | $ | 160,907 | ||||||
Cost of revenues | 83,779 | 81,398 | 61,673 | |||||||||
Gross profit | 108,349 | 107,963 | 99,234 | |||||||||
Operating expenses: | ||||||||||||
Research and development | 49,648 | 41,023 | 33,754 | |||||||||
Selling, general and administrative | 38,816 | 40,287 | 28,143 | |||||||||
Total operating expenses | 88,464 | 81,310 | 61,897 | |||||||||
Operating income | 19,885 | 26,653 | 37,337 | |||||||||
Interest and other income (expense), net | (2,496 | ) | (3,601 | ) | 1,818 | |||||||
Income from continuing operations before income taxes | 17,389 | 23,052 | 39,155 | |||||||||
Provision for (benefit from) income taxes | (3,558 | ) | (58,559 | ) | 435 | |||||||
Net income from continuing operations | 20,947 | 81,611 | 38,720 | |||||||||
Discontinued operations: | ||||||||||||
Loss from discontinued operations | — | — | (547 | ) | ||||||||
Provision for income taxes | — | — | 15 | |||||||||
Net loss from discontinued operations | — | — | (562 | ) | ||||||||
Net income | $ | 20,947 | $ | 81,611 | $ | 38,158 | ||||||
Basic net income per share - continuing operations | $ | 0.16 | $ | 0.61 | $ | 0.26 | ||||||
Basic net income per share - discontinued operations | — | — | — | |||||||||
Basic net income per share | $ | 0.16 | $ | 0.61 | $ | 0.26 | ||||||
Diluted net income per share - continuing operations | $ | 0.15 | $ | 0.59 | $ | 0.25 | ||||||
Diluted net income per share - discontinued operations | — | — | — | |||||||||
Diluted net income per share | $ | 0.15 | $ | 0.59 | $ | 0.25 | ||||||
Weighted average shares: | ||||||||||||
Basic | 133,934 | 134,788 | 148,396 | |||||||||
Diluted | 138,109 | 139,239 | 153,758 |
INTEGRATED DEVICE TECHNOLOGY, INC. | ||||||||||||
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (a) | ||||||||||||
(Unaudited) | ||||||||||||
(In thousands, except per share data) | ||||||||||||
Three Months Ended | ||||||||||||
July 3 | Apr. 3 | June 28 | ||||||||||
2016 | 2016 | 2015 | ||||||||||
GAAP net income from continuing operations | $ | 20,947 | $ | 81,611 | $ | 38,720 | ||||||
GAAP diluted net income per share - continuing operations | $ | 0.15 | $ | 0.59 | $ | 0.25 | ||||||
Acquisition related: | ||||||||||||
Amortization of acquisition related intangibles | 5,775 | 9,347 | 832 | |||||||||
Acquisition related fees | — | 245 | — | |||||||||
Amortization of fair market value adjustment to inventory | 2,395 | 4,641 | — | |||||||||
Restructuring related: | ||||||||||||
Severance and retention costs | 11,918 | 2,587 | 921 | |||||||||
Facility closure costs | 19 | 53 | — | |||||||||
Assets impairment and other | 870 | — | 147 | |||||||||
Other: | ||||||||||||
Stock-based compensation expense | 10,515 | 8,249 | 7,866 | |||||||||
Non-cash interest expense | 3,268 | 3,191 | — | |||||||||
Gain from divestiture | — | — | (51 | ) | ||||||||
Asset impairment and other | — | — | (325 | ) | ||||||||
Compensation expense - deferred compensation plan | 402 | 157 | 115 | |||||||||
Gain on deferred compensation plan securities | (392 | ) | (151 | ) | (108 | ) | ||||||
Non-GAAP tax adjustments | (4,540 | ) | (58,388 | ) | 83 | |||||||
Non-GAAP net income from continuing operations | $ | 51,177 | $ | 51,542 | $ | 48,200 | ||||||
GAAP weighted average shares - diluted | 138,109 | 139,239 | 153,758 | |||||||||
Non-GAAP adjustment | 2,287 | 2,100 | 1,836 | |||||||||
Non-GAAP weighted average shares - diluted | 140,396 | 141,339 | 155,594 | |||||||||
Non-GAAP diluted net income per share - continuing operations | $ | 0.36 | $ | 0.36 | $ | 0.31 | ||||||
GAAP gross profit | $ | 108,349 | $ | 107,963 | $ | 99,234 | ||||||
Acquisition related: | ||||||||||||
Amortization of acquisition related intangibles | 3,415 | 3,355 | 617 | |||||||||
Amortization of fair market value adjustment to inventory | 2,395 | 4,641 | — | |||||||||
Restructuring related: | ||||||||||||
Severance and retention costs | 2,430 | 262 | 182 | |||||||||
Assets impairment and other | 336 | — | 147 | |||||||||
Other: | ||||||||||||
Compensation expense - deferred compensation plan | 148 | 58 | 42 | |||||||||
Stock-based compensation expense | 779 | 715 | 682 | |||||||||
Non-GAAP gross profit | $ | 117,852 | $ | 116,994 | $ | 100,904 |
GAAP R&D expenses: | $ | 49,648 | $ | 41,023 | $ | 33,754 | ||||||
Restructuring related: | ||||||||||||
Severance and retention costs | (7,334 | ) | (1,152 | ) | (347 | ) | ||||||
Assets impairment and other | (107 | ) | — | — | ||||||||
Other: | ||||||||||||
Compensation expense - deferred compensation plan | (157 | ) | (61 | ) | (45 | ) | ||||||
Stock-based compensation expense | (4,308 | ) | (3,660 | ) | (3,632 | ) | ||||||
Non-GAAP R&D expenses | $ | 37,742 | $ | 36,150 | $ | 29,730 | ||||||
GAAP SG&A expenses: | $ | 38,816 | $ | 40,287 | $ | 28,143 | ||||||
Acquisition related: | ||||||||||||
Amortization of acquisition related intangibles | (2,360 | ) | (5,992 | ) | (215 | ) | ||||||
Acquisition related fees | — | (245 | ) | — | ||||||||
Restructuring related: | ||||||||||||
Severance and retention costs | (2,154 | ) | (1,173 | ) | (392 | ) | ||||||
Facility closure costs | (18 | ) | (53 | ) | — | |||||||
Assets impairment and other | (428 | ) | — | — | ||||||||
Other: | ||||||||||||
Compensation expense - deferred compensation plan | (98 | ) | (38 | ) | (28 | ) | ||||||
Stock-based compensation expense | (5,428 | ) | (3,874 | ) | (3,552 | ) | ||||||
Non-GAAP SG&A expenses | $ | 28,330 | $ | 28,912 | $ | 23,956 | ||||||
GAAP interest and other income (expense), net | $ | (2,496 | ) | $ | (3,601 | ) | $ | 1,818 | ||||
Non-cash interest expense | 3,268 | 3,191 | — | |||||||||
Gain from divestiture | — | — | (51 | ) | ||||||||
Gain on deferred compensation plan securities | (393 | ) | (151 | ) | (108 | ) | ||||||
Assets impairment and other | — | — | (325 | ) | ||||||||
Non-GAAP interest and other income (expense), net | $ | 379 | $ | (561 | ) | $ | 1,334 | |||||
GAAP provision for (benefit from) income taxes - continuing operations | $ | (3,558 | ) | $ | (58,559 | ) | $ | 435 | ||||
Non-GAAP tax adjustments | 4,540 | 58,388 | (83 | ) | ||||||||
Non-GAAP provision for (benefit from) income taxes - continuing operations | $ | 982 | $ | (171 | ) | $ | 352 | |||||
(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) | |||||||||
July 3 | Apr. 3 | ||||||||
(In thousands) | 2016 | 2016 | |||||||
ASSETS | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | $ | 150,985 | $ | 203,231 | |||||
Short-term investments | 199,661 | 151,233 | |||||||
Accounts receivable, net | 80,622 | 74,386 | |||||||
Inventories | 45,107 | 54,243 | |||||||
Prepaid and other current assets | 14,950 | 15,008 | |||||||
Assets held for sale | 4,155 | — | |||||||
Total current assets | 495,480 | 498,101 | |||||||
Property, plant and equipment, net | 74,845 | 73,877 | |||||||
Goodwill | 305,572 | 305,733 | |||||||
Acquisition-related intangibles | 121,479 | 127,761 | |||||||
Deferred non-current tax assets | 85,726 | 60,929 | |||||||
Other assets | 31,739 | 32,788 | |||||||
TOTAL ASSETS | $ | 1,114,841 | $ | 1,099,189 | |||||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||
Current liabilities: | |||||||||
Accounts payable | $ | 32,773 | $ | 39,858 | |||||
Accrued compensation and related expenses | 22,332 | 45,269 | |||||||
Deferred income on shipments to distributors | 12,285 | 7,006 | |||||||
Other accrued liabilities | 23,166 | 14,974 | |||||||
Liabilities held for sale | 2,732 | — | |||||||
Total current liabilities | 93,288 | 107,107 | |||||||
Deferred tax liabilities | 15,090 | 19,712 | |||||||
Long-term income taxes payable | 976 | 2,190 | |||||||
Convertible notes | 275,489 | 272,221 | |||||||
Other long-term obligations | 21,808 | 21,264 | |||||||
Total liabilities | 406,651 | 422,494 | |||||||
Stockholders' equity | 708,190 | 676,695 | |||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 1,114,841 | $ | 1,099,189 |