-----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, J7jpev3fpPTtSFcXK7jZq91CSOsefSBOjSI2GwMEHAoFRDjK4XoBlOa+Gr+M5b9w KHA3Hhpy9KoBK338smFHJw== 0001157523-07-007221.txt : 20070725 0001157523-07-007221.hdr.sgml : 20070725 20070725161534 ACCESSION NUMBER: 0001157523-07-007221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070725 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070725 DATE AS OF CHANGE: 20070725 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CIRRUS LOGIC INC CENTRAL INDEX KEY: 0000772406 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770024818 STATE OF INCORPORATION: DE FISCAL YEAR END: 0330 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17795 FILM NUMBER: 07999519 BUSINESS ADDRESS: STREET 1: 2901 VIA FORTUNA CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 512-851-4000 MAIL ADDRESS: STREET 1: 2901 VIA FORTUNA CITY: AUSTIN STATE: TX ZIP: 78746 8-K 1 a5455996.txt CIRRUS LOGIC, INC. 8-K - -------------------------------------------------------------------------------- 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, 2007 CIRRUS LOGIC, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Delaware 0-17795 77-0024818 - ------------------------------- ----------------- -------------------------- (State or Other Jurisdiction of (Commission (IRS Employer Incorporation or Organization) File Number) Identification No.) 2901 Via Fortuna, Austin, TX 78746 ---------------------------------------- -------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (512) 851-4000 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: [ ] 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 July 25, 2007, the Company issued a press release reporting the financial results of the Company for the first fiscal quarter of 2008 ended June 30, 2007. A copy of this press release is attached to this Report as exhibit 99.1. All of the information furnished in Item 2.02 of this Report and the accompanying exhibit shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Description ------- ----------- Exhibit 99.1 Cirrus Logic, Inc. press release dated July 25, 2007 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CIRRUS LOGIC, INC. Date: July 25, 2007 By: /s/ Thurman K. Case ------------------------------ Name: Thurman K. Case Title: Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Registrant's press release dated July 25, 2007. EX-99.1 2 a5455996-ex991.txt EXHIBIT 99.1 EXHIBIT 99.1 Cirrus Logic Reports Fiscal Q1 2008 Financial Results Cirrus Logic Forecasts Sequential Growth for the September Quarter AUSTIN, Texas--(BUSINESS WIRE)--July 25, 2007--Cirrus Logic Inc. (Nasdaq:CRUS), a leader in high-precision analog and digital signal processing components, today announced financial results for the first quarter fiscal year 2008, which ended June 30, 2007. The company reported first quarter fiscal year 2008 revenue of $41.1 million, compared with $45.2 million during the first quarter of fiscal year 2007. First quarter gross margin was 59.2 percent compared to 60.1 percent for the first quarter of fiscal year 2007. Combined research and development (R&D) and selling, general and administrative (SG&A) expenses for the quarter were $23.9 million. R&D and SG&A expenses included $1.5 million in stock-based compensation expense, as well as $0.5 million in expenses associated with the company's recently concluded stock-option review. Total cash and marketable securities at the end of the first fiscal quarter was $277.6 million, compared with $271.7 million at the end of the prior fiscal quarter, an increase of $5.9 million. "While June quarter revenue reflects weak demand for older products, I am pleased to see a stronger mix of new customers and new products reflected in our backlog for the September quarter, particularly in portable audio and automotive products," said Jason Rhode, Cirrus Logic president and chief executive officer. Outlook for Second Quarter FY 2008 (ending September 29, 2007), including the recently completed Apex Microtechnology acquisition: -- Revenue is expected to range between $46 million and $51 million; -- Gross margin is expected to be between 58 percent and 60 percent; and -- Combined GAAP R&D and SG&A expenses are expected to range between $25 million and $27 million, including share-based compensation expense of approximately $1.6 million. Conference Call Cirrus Logic management will hold a conference call to discuss the company's results for the first quarter of fiscal year 2008, on July 25, 2007, at 5:00 p.m. EDT. Those wishing to join should call 303-262-2190 (passcode: Cirrus Logic) at approximately 4:50 p.m. EDT. A replay of the conference call will also be available beginning one hour after the completion of the call, until Aug. 1, 2007. To access the recording, call 303-590-3000 (passcode: 11093466#). A live and an archived webcast of the conference call will also be available via the company's Web site at www.cirrus.com. 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, industrial and aerospace applications. The company operates from headquarters in Austin, Texas, with offices in Tucson, Ariz., Europe, Japan and Asia. More information about Cirrus Logic is available at www.cirrus.com. Safe Harbor Statement Except for historical information contained herein, the matters set forth in this news release contain forward-looking statements, including our estimates of second quarter fiscal year 2008 revenue, gross margin, combined research and development and selling, general and administrative expense levels, and share-based compensation expense. 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. In addition, any statements that refer to our plans, expectations, strategies or other characterizations of future events or circumstances are 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 following: our ability to successfully integrate our recent acquisitions into our business; overall conditions in the semiconductor market; our ability to introduce new products on a timely basis and to deliver products that perform as anticipated; risks associated with international sales and international operations; the level of orders and shipments during the second quarter of fiscal year 2008, as well as customer cancellations of orders, or the failure to place orders consistent with forecasts; overall economic pressures; pricing pressures; hardware or software deficiencies; our dependence on subcontractors for assembly, manufacturing, packaging and testing functions; our ability to make continued sufficient investments in research and development; foreign currency fluctuations; the retention of key employees; expenses associated with the Company's stock option investigation, and related on-going litigation and administrative proceedings; and the risk factors listed in our Form 10-K for the year ended March 31, 2007, and in our other filings with the Securities and Exchange Commission, which are available at www.sec.gov. The foregoing information concerning our business outlook represents our outlook as of the date of this news release, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise. Cirrus Logic and Cirrus are trademarks of Cirrus Logic Inc. Summary financial data follows: CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED BALANCE SHEET (in thousands) Jun. 30, Mar. 31, Jun. 24, 2007 2007 2006 ----------- ---------- ----------- ASSETS (unaudited) (unaudited) Current assets Cash and cash equivalents $ 97,566 $ 87,960 $ 103,053 Restricted investments 5,755 5,755 5,755 Marketable securities 174,242 178,000 137,123 Accounts receivable, net 19,428 19,127 21,518 Inventories 17,512 16,496 21,391 Other current assets 14,138 13,699 5,634 ----------- ---------- ----------- Total Current Assets 328,641 321,037 294,474 Long-term marketable securities - - 5,972 Property and equipment, net 10,508 11,407 13,263 Intangibles, net 11,246 8,550 2,593 Goodwill 6,461 6,461 - Investment in Magnum Semiconductor 3,657 3,657 7,947 Other assets 1,900 1,948 3,293 ----------- ---------- ----------- Total Assets $ 362,413 $ 353,060 $ 327,542 =========== ========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 11,643 $ 10,434 $ 11,943 Accrued salaries and benefits 6,565 7,816 6,813 Other accrued liabilities 9,890 10,519 9,704 Deferred income on shipments to distributors 5,362 4,290 6,199 Income taxes payable 6 1,561 1,990 ----------- ---------- ----------- Total Current Liabilities 33,466 34,620 36,649 Long-term restructuring accrual 2,995 3,418 4,469 Other long-term obligations 9,664 10,085 9,536 Stockholders' equity: Capital stock 932,689 926,900 919,339 Accumulated deficit (615,616) (621,180) (641,250) Accumulated other comprehensive loss (785) (783) (1,201) ----------- ---------- ----------- Total Stockholders' Equity 316,288 304,937 276,888 ----------- ---------- ----------- Total Liabilities and Stockholders' Equity $ 362,413 $ 353,060 $ 327,542 =========== ========== =========== Prepared in accordance with Generally Accepted Accounting Principles CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS (unaudited) (in thousands, except per share data) Quarter Ended ------------------------------ Jun. 30, Mar. 31, Jun. 24, 2007 2007 2006 --------- --------- ---------- Net revenue $ 41,124 $ 43,647 $ 45,181 Cost of sales 16,759 17,369 18,021 --------- --------- ---------- Gross Margin 24,365 26,278 27,160 --------- --------- ---------- Gross Margin Percentage 59.2% 60.2% 60.1% Operating expenses: Research and development 10,913 10,998 11,670 Selling, general and administrative 12,981 14,797 11,091 Restructuring and other costs - 521 - Impairment of goodwill and other intangibles - 4,290 - Acquired in process R&D - - - License agreement - - - --------- --------- ---------- Total operating expenses 23,894 30,606 22,761 --------- --------- ---------- Income (loss) from operations 471 (4,328) 4,399 Realized gain on marketable equity securities - - 193 Interest income, net 3,507 3,412 2,965 Other income (expense), net 26 71 55 --------- --------- ---------- Income (loss) before income taxes 4,004 (845) 7,612 Provision (benefit) for income taxes 15 (8,124) (213) --------- --------- ---------- Net income $ 3,989 $ 7,279 $ 7,825 ========= ========= ========== Basic income per share: $ 0.05 $ 0.08 $ 0.09 Diluted income per share: $ 0.04 $ 0.08 $ 0.09 Basic weighted average common shares outstanding 88,490 88,076 87,196 Diluted weighted average common shares outstanding 89,669 89,333 88,759 Prepared in accordance with Generally Accepted Accounting Principles CONTACT: Cirrus Logic, Inc., Austin Thurman K. Case, 512-851-4125 Chief Financial Officer InvestorRelations@cirrus.com -----END PRIVACY-ENHANCED MESSAGE-----