8-K 1 e-10197.txt CURRENT REPORT DATED 7/17/2003 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) July 17, 2003 MICROCHIP TECHNOLOGY INCORPORATED (Exact Name Of Registrant As Specified In Its Charter) Delaware 0-21184 86-0629024 (State Or Other Jurisdiction (Commission File No.) (IRS Employer Of Incorporation) Identification No.) 2355 West Chandler Boulevard, Chandler, Arizona 85224-6199 (Address Of Principal Executive Offices) (480) 792-7200 (Registrant's Telephone Number, Including Area Code) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) EXHIBITS 99.1 July 17, 2003 Press Release: Microchip Technology Announces First Quarter Fiscal Year 2004 Financial Results. ITEM 9. REGULATION FD DISCLOSURE This information is being furnished pursuant to Item 12 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION - as provided in SEC Release No. 34-47583. On July 17, 2003, we announced the results of operations for the quarter ended June 30, 2003. The complete release is attached to this report as Exhibit 99.1. Our press release includes information regarding certain of our historical results on a pro forma basis (a non-GAAP financial measure). Our pro forma results for the first quarter of fiscal 2004 excludes the effects of special charges of $33.4 million which consisted of $30.6 million of accelerated depreciation relating to the closure of Fab 1 and $2.8 million of additional charges principally for contract cancellation, severance, and other related costs. We believe that the pro forma data provides investors with a useful representation of our core ongoing performance, and a helpful baseline for assessing our future earnings potential. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. The information required under this Item 12 is being provided under Item 9 -REGULATION FD DISCLOSURE - pursuant to the guidance set forth in SEC Release No. 34-47226. 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. Microchip Technology Incorporated (Registrant) Dated: July 17, 2003 By: /s/ Gordon W. Parnell ------------------------------------ Gordon W. Parnell Vice President, Chief Financial Officer (Principal Accounting and Financial Officer) EXHIBITS EXHIBIT 99.1 July 17, 2003 -- Microchip Technology Announces First Quarter Fiscal Year 2004 Financial Results.