-----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, Q6lKur/qtamskFOUZymZ8F2eRzkDSruye53cqhBKBcAK5UQgyQaPrBKqSfU49IIv FxnoJ9MEIUhHvvGliFpvLQ== 0001193125-06-230337.txt : 20061109 0001193125-06-230337.hdr.sgml : 20061109 20061109161008 ACCESSION NUMBER: 0001193125-06-230337 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061109 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061109 DATE AS OF CHANGE: 20061109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLIED MICRO CIRCUITS CORP CENTRAL INDEX KEY: 0000711065 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942586591 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23193 FILM NUMBER: 061202305 BUSINESS ADDRESS: STREET 1: 215 MOFFETT PARK DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 8584509333 MAIL ADDRESS: STREET 1: 215 MOFFETT PARK DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 8-K 1 d8k.htm FORM 8-K Form 8-K

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): November 9, 2006

Applied Micro Circuits Corporation

(Exact Name of Registrant as Specified in Charter)

 

DELAWARE   000-23193   94-2586591

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

215 Moffett Park Drive, Sunnyvale, California 94089

(Address of Principal Executive Offices)

(858) 450-9333

(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 is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ 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 November 9, 2006, Applied Micro Circuits Corporation issued a press release regarding selected unaudited financial results for the quarter ended September 30, 2006. A copy of the press release is furnished as Exhibit 99.1 to this Current Report.

The information in this Item 2.02 and Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits.

 

99.1    Press release dated November 9, 2006


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.

 

    APPLIED MICRO CIRCUITS CORPORATION

Date: November 9, 2006

   

By:

 

/s/ Robert G. Gargus

       

Robert G. Gargus

       

Senior Vice President and Chief Financial Officer


INDEX TO EXHIBITS

 

99.1    Press Release dated November 9, 2006.
EX-99.1 2 dex991.htm PRESS RELEASE Press release

Exhibit 99.1

FOR ADDITIONAL INFORMATION:

 

Investor Relations Contact:    Media/Editorial Contact:

Applied Micro Circuits Corporation

Scott Dawson

  

The Ardell Group

Angela Edgerton

Phone: (858) 535-4217    Phone: (858) 792-2941
E-Mail: sdawson@amcc.com    E-Mail: angela@ardellgroup.com

Thursday, November 9, 2006

Company Press Release

APPLIED MICRO CIRCUITS CORPORATION DELIVERS STRONG

SECOND QUARTER FISCAL 2007 REVENUE GROWTH

Revenue of $76.4 million, up 17.6% from the second quarter last year and up 9.6% sequentially from the previous quarter

Completed Quake Technologies, Inc. Acquisition

SUNNYVALE, Calif., —November 9, 2006—Applied Micro Circuits Corporation [NASDAQ: AMCC] today reported its revenue for the second quarter of fiscal 2007.

Net revenue for the second quarter of fiscal 2007 was $76.4 million compared to $69.7 million reported in the first quarter of fiscal 2007 and $64.9 million reported in the second quarter of fiscal 2006. Net revenue for the second quarter of fiscal 2007 includes $2.1 million in revenue attributable to the Company’s acquisition of Quake Technologies, Inc. on August 25, 2006.

The Company’s cash, cash equivalents and short-term investments at September 30, 2006 totaled $265.8 million, a decrease of $70.3 million over the comparable balance at June 30, 2006. The decrease relates primarily to the closing of the Quake acquisition.

“This was another excellent quarter for us. We delivered significant top line growth and we continue to execute according to our stated goals in every part of our business,” said Kambiz Hooshmand, president and chief executive officer.


Internal Stock Options Review and Restatement Update

On September 14, 2006, the Company announced that its Audit Committee had concluded that the Company used incorrect measurement dates for certain historic stock option grants. The Company advised that it would restate its financial statements and that it expects to recognize up to $200 million in non-cash stock-based compensation expense beginning in fiscal year 1998. The Company intends to file its restated financial statements, as well as its annual report on Form 10-K for the year ended March 31, 2006 and its quarterly reports on Form 10-Q for the quarters ended June 30, 2006 and September 30, 2006, as soon as practicable after completion of audit activities by the Company’s registered public accounting firm, Ernst & Young LLP, including a pre-clearance with the SEC’s Office of the Chief Accountant of certain items relating to the investigation findings and restatement.

Nasdaq Listing Update

Due to the delay in the filing of the Company’s Annual Report on Form 10-K for the year ended March 31, 2006, the Company received a letter from The Nasdaq Stock Market indicating that the Company’s common stock is subject to delisting pursuant to Nasdaq Marketplace Rule 4310(c)(14). Last month the Company requested that the initial grace period be extended to allow the Company and Ernst & Young LLP additional time to pre-clear certain items with the SEC’s Office of the Chief Accountant relating to the investigation findings and restatement. The Company has received an extension from Nasdaq until December 21, 2006 to become current in its filings.

For More Information

AMCC management will be holding a conference call today, November 9, 2006, at 2:00 p.m. Pacific Time/5:00 p.m. Eastern Time to discuss the Company’s revenue for the second quarter of fiscal 2007 and to provide guidance for the third quarter of fiscal 2007. You may access the conference call via any of the following:

 

Teleconference:    913-981-5542
Conference ID:    4207717
Web Broadcast:    http://www.amcc.com
Replay:    719-457-0820
   (Available for 7 days following the call)

AMCC Overview

AMCC is a global leader in network and embedded PowerPC processing, optical transport and storage solutions. Our products enable the development of converged IP-based networks offering high-speed secure data, high-definition video and high-quality voice for carrier,


metropolitan, access and enterprise applications. AMCC provides networking equipment vendors with industry-leading network and communications processing, Ethernet, SONET and switch fabric solutions. AMCC is also the leading vendor of high-port count SATA RAID controllers enabling low-cost, high-performance, high-capacity storage. AMCC’s corporate headquarters are located in Sunnyvale, California. Sales and engineering offices are located throughout the world. For further information regarding AMCC, please visit our web site at http://www.amcc.com.

This news release contains forward-looking statements including statements regarding the Company’s future performance. These forward looking statements are only predictions based on current information and expectations and are subject to certain risks and uncertainties, including, but not limited to, customer demand for the Company’s products, the businesses of the Company’s major customers, reductions, rescheduling or cancellation of orders by the Company’s customers, successful and timely development of products, market acceptance of new products, the results of the Audit Committee’s review of the Company’s option grant practices and accounting, the Securities and Exchange Commission’s inquiry relating to the Company’s option grant practices, the investigations by U.S. Attorneys, the derivative lawsuits filed against the Company, and general economic conditions. More information about potential factors that could affect the Company’s business and financial results is included in the “Risk Factors” set forth in the Company’s Annual Report on Form 10-K for the year ended March 31, 2005, and the Company’s other filings with the Securities and Exchange Commission. Actual results could differ materially, as a result of such factors, from those set forth in the forward- looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and the Company undertakes no obligation to reuse or update any forward-looking statements to reflect events or circumstances after the issuance of this press release.

AMCC is a registered trademark of Applied Micro Circuits Corporation. The PowerPC name and logo are registered trademarks of IBM Corporation and used under license therefrom. All other trademarks are the property of their respective owners.

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