-----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, D8wuDBqqkrTK9q9Incy7kVv5xIl+Wu776Xa4nuz0zlMLtvB3RRNsHZcVdo5UlnqF v4xaQei7WsC0VCyEwsMgaQ== 0001157523-10-004092.txt : 20100720 0001157523-10-004092.hdr.sgml : 20100720 20100720080518 ACCESSION NUMBER: 0001157523-10-004092 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100720 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100720 DATE AS OF CHANGE: 20100720 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: 10959478 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 a6364629.htm 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 20, 2010


 

CIRRUS LOGIC, INC.

(Exact name of Registrant as specified in its charter)



Delaware

 

0-17795

 

77-0024818

(State or Other Jurisdiction of

Incorporation or Organization)

(Commission

File Number)

(IRS Employer

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 20, 2010, the Company issued a press release announcing its first quarter fiscal year 2011 results. The full text of the press release is attached as Exhibit No. 99.1 to this Current Report on Form 8-K.  The press release contains forward-looking statements regarding the Company and cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.

The information contained in Items 2.02 and 9.01 in this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Use of Non-GAAP Financial Information
To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including non-GAAP operating expenses, non-GAAP net income, non-GAAP net income from operations, non-GAAP operating margin and non-GAAP diluted earnings per share. A reconciliation of the adjustments to GAAP results is included in the tables below. Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies.  These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.

Item 9.01     Financial Statements and Exhibits.

 

(d)                   Exhibits

 

 

Exhibit

Description

 
Exhibit 99.1 Cirrus Logic, Inc. press release dated July 20, 2010

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 20, 2010

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 20, 2010.


Exhibit 99.1

EX-99.1 2 a6364629ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Cirrus Logic Reports Fiscal First Quarter Revenue Up 118 Percent to $81.9 Million

Expects Second Quarter Revenue of $98 Million to $106 Million

AUSTIN, Texas--(BUSINESS WIRE)--July 20, 2010--Cirrus Logic, Inc. (Nasdaq: CRUS), a leader in high-precision analog and digital signal processing components, today announced financial results for the first quarter of fiscal year 2011, which ended June 26, 2010.

Revenue for the quarter was $81.9, up 118 percent compared to $37.5 million during the first quarter of fiscal year 2010, and up 31% from $62.6 million in the previous quarter. Gross margin for the quarter was 57 percent, up from 52 percent in the first quarter a year ago, and up from 56 percent for the previous quarter.

Total GAAP operating expenses for the quarter were approximately $29.2 million, up from $27 million in the previous quarter. Research and Development (R&D) investment for the quarter was $15.1 million, and Selling, General and Administrative (SG&A) expenses totaled $14 million. These expenses include charges of $1.3 million for stock-based compensation, $400,000 in acquisition-related amortization of intangibles, and an $800,000 charge related to the reorganization of the international sales force. Income from operations on a GAAP basis was approximately $17.5 million, or a 21 percent operating margin.

Non-GAAP operating expenses for the quarter were approximately $26.6 million, resulting in non-GAAP income from operations of $20.2 million, or a 25 percent operating margin. In the previous quarter, non-GAAP operating expenses were $24.9 million, with non-GAAP income from operations of $10.5 million, or a 17 percent operating margin.

GAAP net income for the quarter was approximately $17.6 million or $0.25 per share based on 70.8 million average diluted shares outstanding. Excluding the items noted previously, non-GAAP net income was $20.3 million, or $0.29 per diluted share.


“We are extremely pleased with our Q1 financial results as revenue growth in portable audio was supported by revenue growth from several other audio and energy-related product lines,” said Jason Rhode, president and chief executive officer, Cirrus Logic. “With a great second quarter ahead of us, and our newly released products being very well received by customers, we believe that the future for Cirrus Logic remains very bright.”

Outlook for Second Quarter FY 2011 (ending September 25, 2010):

  • Revenue is expected to range between $98 million and $106 million;
  • Gross margin is expected to be between 56 percent and 58 percent; and
  • Combined R&D and SG&A expenses are expected to range between $28 million and $30 million, which include approximately $1.7 million in share-based compensation and amortization of acquisition-related intangibles expenses.

Conference Call

Cirrus Logic management will hold a conference call to discuss the company’s results for the first quarter fiscal year 2011, on July 20, 2010 at 10:30 a.m. EDT. Those wishing to join should call (480) 629-9690, or toll-free at (866) 225-8754 (Conference ID: 4328597) by 10:20 a.m. on July 20, 2010. A replay of the conference call will also be available beginning one hour after the completion of the call, until July 27, 2010. To access the recording, call (303) 590-3030, or toll-free at (800) 406-7325 (Conference ID: 4328597). A live and an archived webcast of the conference call will also be available via the Investor section of the company’s website at www.cirrus.com.

Shareholders who would like to submit a question to be addressed during the call are requested to contact investor.relations@cirrus.com.

Cirrus Logic, Inc.

Cirrus Logic develops high-precision, analog and mixed-signal integrated circuits for a broad range of innovative customers. Building on its diverse analog and signal-processing patent portfolio, Cirrus Logic delivers highly optimized products for a variety of audio and energy-related 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.


Use of non-GAAP Financial Information

To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including non-GAAP operating expenses, non-GAAP net income, non-GAAP net income from operations, non-GAAP operating margin and non-GAAP diluted earnings per share. A reconciliation of the adjustments to GAAP results is included in the tables below. Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.

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 2011 revenue, gross margin, combined research and development and selling, general and administrative expense levels, share-based compensation expense, and amortization of acquired intangible expenses. In some cases, forward-looking statements are identified by words such as “expect,” “anticipate,” “target,” “project,” “believe,” “goals,” “opportunity,” “estimates,” “intend,” and variations of these types of words and similar expressions. 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: overall economic pressures and general market and economic conditions; overall conditions in the semiconductor market; the level of orders and shipments during the second quarter of fiscal year 2011, as well as customer cancellations of orders, or the failure to place orders consistent with forecasts; the loss of a key customer; pricing pressures; and the risk factors listed in our Form 10-K for the year ended March 27, 2010, 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.


 
CIRRUS LOGIC, INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(unaudited)
(in thousands, except per share data)
     
Three Months Ended
Jun. 26, Mar. 27, Jun. 27,
2010 2010 2009
Q1'11 Q4'10 Q1'10
Audio products $ 53,988 $ 40,540 $ 24,787
Energy products   27,927   22,099     12,727  
Net revenue   81,915   62,639     37,514  
Cost of sales   35,180   27,355     17,927  
Gross Profit 46,735 35,284 19,587
 
Operating expenses:
Research and development 15,092 13,724 12,508
Selling, general and administrative 14,011 12,678 10,071
Restructuring and other costs - 572 -
Provision for litigation expenses and settlements   135   -     (2,745 )
Total operating expenses   29,238   26,974     19,834  
 
Operating income (loss) 17,497 8,310 (247 )
 
Interest income, net 228 237 463
Other income (expense), net   32   (20 )   (18 )
Income before income taxes 17,757 8,527 198
Provision (benefit) for income taxes   155   (11,831 )   (23 )
Net income $ 17,602 $ 20,358   $ 221  
 
Basic income (loss) per share: $ 0.26 $ 0.31 $ -
Diluted income (loss) per share: $ 0.25 $ 0.31 $ -
 
Weighted average number of shares:
Basic 66,639 65,517 65,254
Diluted 70,755 66,595 65,341
 
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)
     
Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.
 
 
Three Months Ended
Jun. 26, Mar. 27, Jun. 27,
2010 2010 2009
Net Income Reconciliation Q1'11 Q4'10 Q1'10
GAAP Net Income $ 17,602 $ 20,358 $ 221
Amortization of acquisition intangibles 370 404 404
Stock based compensation expense 1,356 1,181 1,353
Facility Related adjustments 4 - (22 )
International sales reorganization charges 790 - -
Provision for litigation expenses and settlements 135 - (2,745 )
Restructuring and other costs, net - 572 -
Provision (benefit) for income taxes   -     (11,838 )   -  
Non-GAAP Net Income (Loss) $ 20,257   $ 10,677   $ (789 )
 
Earnings Per Share reconciliation
GAAP Diluted income per share $ 0.25 $ 0.31 $ -
Effect of Amortization of acquisition intangibles 0.01 - 0.01
Effect of Stock based compensation expense 0.02 0.02 0.02
Effect of Facility Related adjustments - - -
Effect of International sales reorganization charges 0.01 - -
Effect of Provision for litigation expenses and settlements - - (0.04 )
Effect of Restructuring and other costs, net - 0.01 -
Effect of Provision (benefit) for income taxes - (0.18 ) -
     
Non-GAAP Diluted income (loss) per share $ 0.29   $ 0.16   $ (0.01 )
 
Operating Income Reconciliation
GAAP Operating Income (Loss) $ 17,497 $ 8,310 $ (247 )
GAAP Operating Margin 21 % 13 % -1 %
Amortization of acquisition intangibles 370 404 404
Stock compensation expense - COGS 55 61 52
Stock compensation expense - R&D 521 501 514
Stock compensation expense - SG&A 780 619 787
Facility Related adjustments 4 - (22 )
International sales reorganization charges 790 - -
Provision for litigation expenses and settlements 135 - (2,745 )
Restructuring and other costs, net   -     572     -  
Non-GAAP Operating Income (Loss) $ 20,152   $ 10,467   $ (1,257 )
Non-GAAP Operating Margin 25 % 17 % -3 %
 
Operating Expense Reconciliation
GAAP Operating Expenses $ 29,238 $ 26,974 $ 19,834
Amortization of acquisition intangibles (370 ) (404 ) (404 )
Stock compensation expense - R&D (521 ) (501 ) (514 )
Stock compensation expense - SG&A (780 ) (619 ) (787 )
Facility Related adjustments (4 ) - 22
International sales reorganization charges (790 ) - -
Provision for litigation expenses and settlements (135 ) - 2,745
Restructuring and other costs, net   -     (572 )   -  
Non-GAAP Operating Expenses $ 26,638   $ 24,878   $ 20,896  
 

 
CIRRUS LOGIC, INC.
CONSOLIDATED CONDENSED BALANCE SHEET
(in thousands)
 
  Jun. 26,   Mar. 27,   Jun. 27,
2010 2010 2009
(unaudited) (unaudited)
ASSETS
Current assets
Cash and cash equivalents $ 46,158 $ 16,109 $ 26,942
Restricted investments 6,355 5,855 5,755
Marketable securities 96,148 85,384 78,413
Accounts receivable, net 34,536 23,963 13,969
Inventories 42,415 35,396 20,192
Other current assets   18,656     18,148     4,615  
Total Current Assets 244,268 184,855 149,886
 
Long-term marketable securities 13,008 34,278 11,254
Property and equipment, net 21,306 18,674 18,631
Intangibles, net 21,402 21,896 22,567
Goodwill 6,027 6,027 6,027
Other assets   1,866     1,880     1,972  
Total Assets $ 307,877   $ 267,610   $ 210,337  
 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 28,088 $ 20,340 $ 14,180
Accrued salaries and benefits 8,685 9,962 5,129
Other accrued liabilities 5,845 5,100 4,924
Deferred income on shipments to distributors   8,561     6,488     3,249  
Total Current Liabilities 51,179 41,890 27,482
 
Long-term restructuring accrual 497 596 849
Other long-term obligations 6,487 6,523 7,336
 
Stockholders' equity:
Capital stock 966,414 952,803 946,886
Accumulated deficit (715,951 ) (733,553 ) (771,730 )
Accumulated other comprehensive loss   (749 )   (649 )   (486 )
Total Stockholders' Equity   249,714     218,601     174,670  
Total Liabilities and Stockholders' Equity $ 307,877   $ 267,610   $ 210,337  
 
Prepared in accordance with Generally Accepted Accounting Principles

CONTACT:
Cirrus Logic, Inc.
Thurman K. Case, 512-851-4125
Chief Financial Officer
Investor.Relations@cirrus.com

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