EX-99.1 2 a5380942ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 Cirrus Logic Completes Restatement of Past Financial Statements, Files SEC Reports AUSTIN, Texas--(BUSINESS WIRE)--April 18, 2007--Cirrus Logic Inc. (Nasdaq:CRUS) announced that today it has filed with the Securities and Exchange Commission (SEC) an amended Annual Report on Form 10-K/A for the fiscal year ended March 25, 2006, its amended Quarterly Report on Form 10-Q/A for the quarter ended June 24, 2006, and its Quarterly Reports on Form 10-Q for the quarters ended Sept. 23, 2006 and Dec. 30, 2006. The Form 10-K/A filed today includes restated financial statements for fiscal years 2002 through 2006, with adjustments for fiscal years 1997 through 2001 reflected in the opening balances in the restated fiscal year 2002 financial statements. The total additional non-cash, stock-based compensation expenses recorded for fiscal years 1997 through the first quarter of fiscal year 2007 were approximately $32 million. The company previously reported on March 2, 2007 that it estimated these charges would range between $22 million and $24 million. Although no additional changes to option measurement dates were identified, after further review of the accounting treatment of certain option grants, the company determined that additional non-cash stock-based compensation expenses should be recorded. With today's filings, the company is now current in its SEC reporting obligations and believes that it has satisfied all of the conditions of the NASDAQ Listing Qualifications Panel for the continued listing of its common stock on the NASDAQ Global Select Market. Q4 Financial Results and Conference Call Cirrus Logic will hold its quarterly conference call to discuss fourth quarter fiscal 2007 financial results on Wednesday, May 9, 2007 at 5 p.m. EDT. Cirrus Logic will release the company's financial results at approximately 4 p.m. EDT on the same day. To listen to the live conference call, please dial (303) 262-2131 (Passcode: Cirrus Logic) by 4:50 p.m. EDT on May 9. A replay of the call will also be available, starting one hour after the completion of the call, until May 16, 2007. To access the recording, dial (303) 590-3000 (Passcode: 11088085#). Additionally, the conference call will be webcast live on the company's website. Cirrus Logic, Inc. Cirrus Logic develops high-precision, analog and mixed-signal integrated circuits for a broad range of consumer and industrial markets. Building on its diverse analog mixed-signal patent portfolio, Cirrus Logic delivers highly optimized products for consumer and commercial audio, automotive entertainment and industrial applications. The company operates from headquarters in Austin, Texas, with offices in Europe, Japan and Asia. More information about Cirrus Logic is available at www.cirrus.com. Except for historical information contained herein, the matters set forth in this news release contain forward-looking statements, including our beliefs with regards to the status of the Company's current SEC reporting obligations and the satisfaction of all of the conditions of the NASDAQ Listing Qualifications Panel for the continued listing of its common stock on the NASDAQ Global Select Market. In some cases, forward-looking statements are identified by words such as we "expect," "anticipate," "target," "project," "believe," "goals," "estimates," and "intend," variations of these types of words and similar expressions are intended to identify these forward-looking statements. These forward-looking statements are based on our current expectations, estimates and assumptions and are subject to certain risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, but are not limited to, the on-going SEC inquiry relating to the Company's historical stock option grants and practices, and the risk factors listed in our Form 10-K/A for the year ended March 25, 2006, and in our other filings with the SEC, which are available at www.sec.gov. Cirrus Logic and Cirrus are trademarks of Cirrus Logic Inc. Summary financial data follows: CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (unaudited) (in thousands, except per share data) Three Months Ended Jun. 24, Sep. 23, Dec. 30, 2006 2006 2006 -------- -------- -------- Net revenue $45,181 $48,179 $45,297 Cost of sales 18,021 20,014 17,886 -------- -------- -------- Gross Margin 27,160 28,165 27,411 Gross Margin % 60.1% 58.5% 60.5% Operating expenses: Research and development 11,670 10,103 11,190 Selling, general and administrative 11,091 12,389 13,478 Restructuring and other costs - (428) 1,013 Acquired in process research and development - - 1,925 -------- -------- -------- Total operating expenses 22,761 22,064 27,606 Total operating expenses as a percentage of revenue 50.4% 45.8% 60.9% Income (loss) from operations 4,399 6,101 (195) Realized gain on marketable equity securities 193 - - Interest income, net 2,965 3,154 3,615 Other income (expense), net 55 (25) 76 -------- -------- -------- Income (loss) before income taxes 7,612 9,230 3,496 Provision (benefit) for income taxes (213) (97) 32 -------- -------- -------- Net income (loss) $7,825 $9,327 $3,464 ======== ======== ======== Basic income per share: $0.09 $0.11 $0.04 Diluted income per share: $0.09 $0.11 $0.04 Basic weighted average common shares outstanding 87,196 87,553 87,756 Diluted weighted average common shares outstanding 88,759 88,499 88,725 Prepared in accordance with Generally Accepted Accounting Principles CIRRUS LOGIC, INC. RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION (unaudited, in thousands, except per share data) (not prepared in accordance with GAAP) Jun. 24, Sep. 23, Dec. 30, 2006 2006 2006 -------- -------- -------- We use these non-GAAP financial numbers to assist us in the management of the Company because we believe that this information provides a more consistent and complete understanding of the underlying results and trends of the business. GAAP net income $7,825 $9,327 $3,464 Non-GAAP adjustments: Stock-based compensation expense 1,208 1,766 1,404 Restructuring costs - (428) 1,013 Stock Option Special Committee expenses - - 1,583 Acquired in process R&D - - 1,925 Realized gain on marketable securities (193) - - Other non-recurring items (259) 58 - -------- -------- -------- Non-GAAP net income 8,581 10,723 9,389 ======== ======== ======== GAAP diluted earnings per share $0.09 $0.11 $0.04 Non-GAAP adjustments: Effect of the stock-based compensation expense 0.01 $0.02 $0.02 Effect of restructuring costs - (0.01) 0.01 Effect of Special Committee expenses - - 0.02 Effect of acquired in process R&D - - 0.02 Effect of realized gain on marketable securities - - - Effect of other non-recurring items - - - -------- -------- -------- Non-GAAP diluted earnings per share $0.10 $0.12 $0.11 ======== ======== ======== Summary of stock-based compensation expense recorded during each quarter of fiscal year 2007 included above as a reconciling item to GAAP net income. Jun. 24, Sep. 23, Dec. 30, 2006 2006 2006 -------- -------- -------- Cost of sales 13 17 17 Research and development 472 642 488 Selling, general and administrative 723 1,107 899 -------- -------- -------- Effect on Income from continuing operations (before taxes) 1,208 1,766 1,404 Income Tax - (2) - -------- -------- -------- Total stock-based compensation expense (net of taxes) 1,208 1,764 1,404 ======== ======== ======== CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED BALANCE SHEET (in thousands) Jun. 24, Sep. 23, Dec. 30, 2006 2006 2006 --------- --------- --------- ASSETS Current assets Cash and cash equivalents $103,053 $96,140 $81,885 Restricted cash 5,755 5,755 5,755 Marketable securities 137,123 158,817 176,527 Accounts receivable, net 21,518 21,924 16,585 Inventories 21,391 21,427 20,331 Other current assets 5,634 5,949 6,654 --------- --------- --------- Total Current Assets 294,474 310,012 307,737 Long-term marketable securities 5,972 992 - Property and equipment, net 13,263 12,845 12,324 Intangibles, net 2,593 2,894 9,039 Goodwill - - 6,146 Non-marketable securities 7,947 7,947 7,947 Other assets 3,293 3,347 3,253 --------- --------- --------- Total Assets $327,542 $338,037 $346,446 ========= ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $11,943 $10,824 $12,142 Accrued salaries and benefits 6,813 7,038 6,349 Other accrued liabilities 9,704 9,565 12,425 Deferred income on shipments to distributors 6,199 6,427 4,907 Income taxes payable 1,990 2,079 2,091 --------- --------- --------- Total Current Liabilities 36,649 35,933 37,914 Long-term restructuring accrual 4,469 3,621 3,367 Other long-term obligations 9,536 9,155 9,763 Stockholders' equity: Capital stock 919,339 922,086 924,665 Accumulated deficit (641,250) (631,923) (628,459) Accumulated other comprehensive income (loss) (1,201) (835) (804) --------- --------- --------- Total Stockholders' Equity 276,888 289,328 295,402 --------- --------- --------- Total Liabilities and Stockholders' Equity $327,542 $338,037 $346,446 ========= ========= ========= Prepared in accordance with Generally Accepted Accounting Principles CONTACT: Cirrus Logic, Inc., Austin Investor Contact: Thurman K. Case, 512-851-4000 Chief Financial Officer InvestorRelations@cirrus.com