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):
April 30, 2014
Integrated Silicon Solution, Inc.
______________
(Exact name of registrant
as specified in its charter)
Delaware | 000-23084 | 77-0199971 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1623 Buckeye Drive, Milpitas, California 95035
(Address of Principal Executive Offices of Registrant)
Registrant's telephone
number, including area code: (408) 969-6600
(Former name or former address, if changed since last report)
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.
The information under this Item 2.02 is being furnished as contemplated by General Instruction B(2) to Form 8-K.
On April 30, 2014, we announced the results of our operations for the second fiscal quarter ended March 31, 2014. The complete release is attached to this report as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release dated April 30, 2014.
SIGNATURE
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.
INTEGRATED SILICON SOLUTION, Inc. | |
Date: April 30, 2014 | /s/ JOHN M. COBB |
John M. Cobb | |
Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
99.1 | Press Release dated April 30, 2014 |
ISSI Announces Second Fiscal Quarter 2014 Results
MILPITAS, Calif., April 30, 2014 /PRNewswire/ -- Integrated Silicon Solution, Inc. (Nasdaq: ISSI) today reported financial results for the second fiscal quarter ended March 31, 2014.
Second Fiscal Quarter Highlights:
"Second fiscal quarter 2014 set a revenue record for ISSI at $80.9 million, driven by record revenue for our DRAM products as well as record sales in our automotive and IMM end markets," said Scott Howarth, ISSI's President and CEO. "IMM was once again our strongest growth market, primarily due to strength among European customers, while automotive continues to be a growth market for us.
"In addition, gross margin improved 200 basis points sequentially thanks to improved product mix, favorable Taiwan currency rates and ongoing product cost initiatives which helped us exceed our net income expectations for the quarter. Looking forward, we continue to see end market growth in IMM and automotive and expect further revenue growth as volumes continue to ramp across our expanded product portfolio."
Second Fiscal Quarter 2014 Results
Revenue in the second fiscal quarter ended March 31, 2014 was $80.9 million, compared to $79.1 million in the fiscal first quarter of 2014 and $75.0 million in the second fiscal quarter of 2013. Revenue in the second fiscal quarter of 2014 consisted of $72.9 million of SRAM and DRAM revenue, $6.6 million of NOR flash revenue, and $1.4 million of analog revenue. SRAM and DRAM revenue increased 5.1% from the December 2013 quarter and 10.2% from the March 2013 quarter.
Gross margin in the second fiscal quarter was 34.3%, compared to 32.3% in the December 2013 quarter, and 33.3% in the March 2013 quarter.
During the quarter, the Company continued to sell a portion of the Nanya shares it purchased in September 2012, realizing a gain of $3.9 million. The remaining tradable Nanya shares are classified as short-term investments since the Company intends to sell such shares within one year. Additionally, the Company sold its remaining SMIC shares, realizing a gain of $2.1 million.
GAAP income tax expense in the second fiscal quarter was $2.9 million, compared to $1.6 million in the December 2013 quarter and $3.2 million in the March 2013 quarter.
GAAP net income in the second fiscal quarter of 2014 was $8.8 million, or $0.28 per diluted share, compared to GAAP net income of $5.4 million, or $0.18 per diluted share, in the December 2013 quarter and GAAP net income of $3.3 million, or $0.11 per diluted share, in the March 2013 quarter.
Second quarter non-GAAP net income was $7.2 million, or $0.23 per diluted share, compared to $5.4 million, or $0.18 per diluted share, in the December 2013 quarter and $6.1 million, or $0.21 per diluted share, in the March 2013 quarter.
Non-GAAP results exclude stock based compensation, amortization of intangibles related to acquisitions, gains on the sales of investments, and non-cash tax expense. A reconciliation of GAAP results to non-GAAP results is provided in the financial statement tables following the text of this press release.
June Quarter Outlook
The Company expects total revenue for the June quarter to range between $81.0 million and $86.0 million, consisting of SRAM and DRAM revenue of between $72.5 million and $76.0 million, NOR flash revenue between $6.5 million and $7.5 million, and analog revenue of between $2.0 million and $2.5 million. Gross margin for the June quarter is expected to range between 33.5 percent and 34.5 percent. Operating expenses are expected to range between $22.0 million and $23.0 million. The Company expects to realize additional gains on the Nanya shares in the June quarter. However, it is difficult to predict the total gains for the quarter and, as such, these gains have been excluded from the GAAP and non-GAAP net income guidance. GAAP net income is expected to be between $0.12 and $0.16 per diluted share and non-GAAP net income, which excludes stock based compensation, amortization of
intangibles related to acquisitions, gains on the sales of Nanya shares and non-cash tax expense, is expected to range between $0.22 and $0.26 per diluted share.
Conference Call Information
A conference call will be held today at 7:00 a.m. Pacific Time to discuss the Company's second fiscal quarter financial results. To access ISSI's conference call via telephone, dial 888-455-2260 by 6:50 a.m. Pacific Time. The participant passcode is 8293165. The call will also be webcast from ISSI's website at http://www.issi.com.
Non-GAAP Financial Information
In addition to disclosing results determined in accordance with GAAP, ISSI discloses its non-GAAP operating income, provision for income taxes and net income for certain periods that exclude stock based compensation, the amortization of intangibles related to acquisitions, gains on sales of investments, and non-cash tax expense. When presenting non-GAAP results, the Company includes a reconciliation of the non-GAAP results to the results under GAAP. Management believes that including the non-GAAP results assists investors in assessing the Company's operational performance and its performance relative to its competitors. The Company has presented its non-GAAP results as a complement to its results provided in accordance with GAAP, and these results should not be regarded as a substitute for GAAP. Management uses non-GAAP measures to plan and forecast future periods, to
establish operational goals, to compare with its business plan and individual operating budgets, to assist the public in measuring the Company's performance, to allocate resources and, relative to the Company's historical financial performance, to enable comparability between periods. Management also considers such non-GAAP results to be an important supplemental measure of its performance. The economic substance behind management's decision to use such non-GAAP measures relates to the non-GAAP measures being a useful measure of the potential future performance of the Company's business. In line with common industry practice and to help enable comparability with other technology companies, the Company's non-GAAP presentation excludes the impact of the items described above. Other companies may calculate non-GAAP results differently than the Company, limiting its
usefulness as a comparative measure. In addition, such non-GAAP measures may exclude financial information that some may consider important in evaluating the Company's performance. Management compensates for the foregoing limitations of non-GAAP measures by presenting certain information on both a GAAP and non-GAAP basis and providing reconciliations of the GAAP and non-GAAP measures.
About the Company
ISSI is a fabless semiconductor company that designs and markets high performance integrated circuits for the following key markets: (i) automotive, (ii) communications, (iii) industrial, medical, and military, and (iv) digital consumer. The Company's primary products are high speed and low power SRAM and low and medium density DRAM. The Company also designs and markets NOR flash products and high performance analog and mixed signal integrated circuits. ISSI is headquartered in Silicon Valley with worldwide offices in Taiwan, Japan, Singapore, China, Europe, Hong Kong, India, and Korea. Visit our web site at http://www.issi.com/.
Forward Looking Statements
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements concerning automotive continuing to be a growth market, continuing to see end market growth in IMM and automotive and expecting further revenue growth as volumes continue to ramp across our expanded product portfolio, intending to sell more Nanya shares within one year and our outlook for the June 2014 quarter with respect to total revenue, SRAM and DRAM revenue, NOR flash revenue, analog revenue, gross margin, operating expenses, expecting additional gains on sales of Nanya shares, and GAAP and Non-GAAP net income per share are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those anticipated. Such risks and uncertainties include supply and demand conditions in the
market place (especially in the automotive market and the IMM market), unexpected reductions in average selling prices for our products, our ability to sell our products in our key markets (including automotive and IMM) and the pricing and gross margins achieved on such sales, our ability to continue to control or reduce operating expenses, our ability to obtain a sufficient supply of wafers, wafer pricing, our ability to maintain sufficient inventory of products to satisfy customer orders, our ability to realize the expected benefits of our acquisitions including maintaining relationships with key customers, vendors and employees, changes in manufacturing yields, order cancellations, order rescheduling, product warranty claims, competition, the level and value of inventory held by OEM customers or other risks listed from time to time in the Company's filings with the Securities and
Exchange Commission, including the Company's Form 10-K for the year ended September 30, 2013 and Form 10-Q for the period ended December 31, 2013. In addition, the financial information in this press release is unaudited and subject to any adjustments that may be made in connection with the year-end audit. The Company assumes no obligation to update or revise the forward-looking statements in this release because of new information, future events, or otherwise.
Integrated Silicon Solution, Inc. | |||||||
Condensed Consolidated Statements of Income | |||||||
(Unaudited) | |||||||
(In thousands, except per share data) | |||||||
|
|
|
|
|
|
|
|
|
|
| Three Months Ended |
| Three Months Ended | ||
|
|
| March 31, |
| December 31, | ||
|
|
| 2014 |
| 2013 |
| 2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
| $ 80,868 |
| $ 74,991 |
| $ 79,123 |
Cost of sales |
|
| 53,118 |
| 50,002 |
| 53,594 |
Gross profit |
|
| 27,750 |
| 24,989 |
| 25,529 |
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
Research and development |
|
| 10,827 |
| 10,308 |
| 10,558 |
Selling, general and administrative |
|
| 11,469 |
| 10,730 |
| 11,434 |
Total operating expenses |
|
| 22,296 |
| 21,038 |
| 21,992 |
|
|
|
|
|
|
|
|
Operating income |
|
| 5,454 |
| 3,951 |
| 3,537 |
Interest and other income (expense), net |
|
| 375 |
| 515 |
| 431 |
Gain on the sale of investments |
|
| 6,039 |
| 2,059 |
| 3,121 |
|
|
|
|
|
|
|
|
Income before income taxes |
|
| 11,868 |
| 6,525 |
| 7,089 |
Provision for income taxes |
|
| 2,910 |
| 3,245 |
| 1,643 |
|
|
|
|
|
|
|
|
Consolidated net income |
|
| 8,958 |
| 3,280 |
| 5,446 |
|
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Net (income) loss attributable to |
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|
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|
noncontrolling interests |
|
| (146) |
| 7 |
| (11) |
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|
|
|
|
|
Net income attributable to ISSI |
|
| $ 8,812 |
| $ 3,287 |
| $ 5,435 |
|
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|
|
|
|
|
Basic net income per share |
|
| $ 0.30 |
| $ 0.12 |
| $ 0.19 |
Shares used in basic per share calculation |
|
| 29,818 |
| 27,976 |
| 29,318 |
|
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|
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|
Diluted net income per share |
|
| $ 0.28 |
| $ 0.11 |
| $ 0.18 |
Shares used in diluted per share calculation |
|
| 31,244 |
| 29,348 |
| 30,717 |
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Reconciliation of GAAP to Non-GAAP Financial Measures |
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Operating income: |
|
|
|
|
|
|
|
GAAP operating income |
|
| $ 5,454 |
| $ 3,951 |
| $ 3,537 |
Adjustments: |
|
|
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|
|
|
Chingis intangible asset amortization |
|
| 347 |
| 330 |
| 347 |
Stock-based compensation expense |
|
| 1,555 |
| 1,469 |
| 1,491 |
Total adjustments |
|
| 1,902 |
| 1,799 |
| 1,838 |
Non-GAAP operating income |
|
| $ 7,356 |
| $ 5,750 |
| $ 5,375 |
|
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|
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Provision for income taxes: |
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|
|
|
|
|
|
On a GAAP basis |
|
| $ 2,910 |
| $ 3,245 |
| $ 1,643 |
Adjustments: |
|
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|
Tax impact of gains on sale of investments |
| 2,114 |
| 927 |
| 1,092 | |
Non-cash tax expense |
|
| 409 |
| 2,110 |
| 203 |
Total adjustments |
|
| 2,523 |
| 3,037 |
| 1,295 |
Non-GAAP provision for income taxes |
|
| $ 387 |
| $ 208 |
| $ 348 |
|
|
|
|
|
|
|
|
Net income attributable to ISSI: |
|
|
|
|
|
|
|
On a GAAP basis |
|
| $ 8,812 |
| $ 3,287 |
| $ 5,435 |
Adjustments: |
|
|
|
|
|
|
|
Chingis intangible asset amortization |
|
| 347 |
| 330 |
| 347 |
Stock-based compensation expense |
|
| 1,555 |
| 1,469 |
| 1,491 |
Gain on sales of investment |
|
| (6,039) |
| (2,059) |
| (3,121) |
Tax impact of gains on sale of investments |
| 2,114 |
| 927 |
| 1,092 | |
Non-cash tax expense |
|
| 409 |
| 2,110 |
| 203 |
Total adjustments |
|
| (1,614) |
| 2,777 |
| 12 |
Non-GAAP net income |
|
| $ 7,198 |
| $ 6,064 |
| $ 5,447 |
|
|
|
|
|
|
|
|
Shares used in Non-GAAP net income per share: |
|
|
|
| |||
Basic |
|
| 29,818 |
| 27,976 |
| 29,318 |
Diluted |
|
| 31,244 |
| 29,348 |
| 30,717 |
|
|
|
|
|
|
|
|
Non-GAAP net income per share: |
|
|
|
|
|
|
|
Basic |
|
| $ 0.24 |
| $ 0.22 |
| $ 0.19 |
Diluted |
|
| $ 0.23 |
| $ 0.21 |
| $ 0.18 |
Integrated Silicon Solution, Inc. | |||||
Condensed Consolidated Balance Sheets | |||||
(In thousands) | |||||
|
|
|
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| |
|
| March 31, |
| September 30, | |
|
| 2014 |
| 2013 | |
|
| (unaudited) |
| (1) | |
ASSETS | |||||
Current assets: |
|
|
|
| |
Cash and cash equivalents |
| $ 124,779 |
| $ 119,997 | |
Restricted cash |
| 1,000 |
| - | |
Short-term investments |
| 5,038 |
| 21,558 | |
Accounts receivable, net |
| 51,166 |
| 46,088 | |
Inventories |
| 75,883 |
| 68,469 | |
Other current assets |
| 18,924 |
| 16,928 | |
|
|
|
|
| |
Total current assets |
| 276,790 |
| 273,040 | |
Property and equipment, net |
| 50,122 |
| 46,504 | |
Purchased intangible assets, net |
| 5,808 |
| 6,626 | |
Goodwill |
| 9,178 |
| 9,178 | |
Other assets |
| 33,419 |
| 26,521 | |
Total assets |
| $ 375,317 |
| $ 361,869 | |
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| |
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
Current liabilities: |
|
|
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| |
Accounts payable |
| $ 48,628 |
| $ 50,229 | |
Accrued compensation and benefits |
| 7,996 |
| 8,072 | |
Accrued expenses |
| 10,147 |
| 7,357 | |
Current portion of long-term debt |
| 195 |
| 195 | |
|
|
|
|
| |
Total current liabilities |
| 66,966 |
| 65,853 | |
|
|
|
|
| |
Long-term debt |
| 4,436 |
| 4,534 | |
Other long-term liabilities |
| 5,607 |
| 8,712 | |
|
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| |
Total liabilities |
| 77,009 |
| 79,099 | |
|
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Commitments and contingencies |
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Stockholders' equity: |
|
|
|
| |
Common stock |
| 3 |
| 3 | |
Additional paid-in capital |
| 354,593 |
| 343,947 | |
Accumulated deficit |
| (58,251) |
| (72,498) | |
Accumulated other comprehensive income |
| (217) |
| 9,121 | |
|
|
|
|
| |
Total ISSI stockholders' equity |
| 296,128 |
| 280,573 | |
|
|
|
|
| |
Noncontrolling interest |
| 2,180 |
| 2,197 | |
|
|
|
|
| |
Total stockholders' equity |
| 298,308 |
| 282,770 | |
Total liabilities and stockholders' equity |
| $ 375,317 |
| $ 361,869 | |
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| |
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(1) Derived from audited financial statements. |
CONTACT: John M. Cobb, Chief Financial Officer, Investor Relations, (408) 969-6600, ir@issi.com, or Shelton Group, Leanne Sievers, EVP, P: 949-224-3874, E: lsievers@sheltongroup.com, Matt Kreps, Managing Director, P: 972-239-5119 ext. 125, E: mkreps@sheltongroup.com