-----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, TAvnRbnfFxngFO17xEr/GzYbO9exBGPLftUnHv+HMv6EI5mtdWVdJM3tEDnRhgqX pWyqx6dYfwhIIPDupSvSVA== 0000891618-00-000183.txt : 20000202 0000891618-00-000183.hdr.sgml : 20000202 ACCESSION NUMBER: 0000891618-00-000183 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000120 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATMEL CORP CENTRAL INDEX KEY: 0000872448 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770051991 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19032 FILM NUMBER: 510507 BUSINESS ADDRESS: STREET 1: 2325 ORCHARD PKWY CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4084410311 MAIL ADDRESS: STREET 1: 2325 ORCHARD PKWY CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 FORM 8-K 1 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) January 20, 2000 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 ------------------------ ------------------------ ------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 2325 Orchard Parkway, San Jose, California 95131 ------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code: (408) 441-0311 Not applicable ------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS Atmel Corporation, issued a press release dated January 20, 2000 (the "Press Release") announcing the Company's results for the three months and the year ended December 31, 1999. The Press Release is attached to Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. Any statements contained in the Press Release that are not historical facts are forward-looking statements. In particular, statements using the words "will," "plans," "expects," "believes," "anticipates," or like terms are by their nature predictions based upon current plans, expectations, estimates, and assumptions. These statements are subject to a number of risks and uncertainties that could significantly affect outcomes, which may differ materially from the expectations, estimates, or assumptions expressed in or implied by any such forward-looking statements. Specific risks applicable to such forward-looking statements include risk associated with the failure to conclude any proposed agreement and/or changing conditions in the marketplace. Other risks and uncertainties associated with the business of Atmel Corporation may be reviewed in Atmel Corporation's Annual Report on Form 10-K filed on March 23, 1999, as amended on Form 10-K/A filed on July 21, 1999 for the fiscal year ended December 31, 1998. Those documents are publicly on file with the U.S. Securities and Exchange Commission. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Not applicable (b) Not applicable (c) Exhibits Exhibit 99.1 Press Release of Atmel Corporation, dated January 20, 2000. -2- 3 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. ATMEL CORPORATION Date: January 20, 2000 /s/ DONALD COLVIN ------------------------------------------ Donald Colvin Vice-President and Chief Financial Officer -3- 4 EXHIBIT INDEX
EXHIBIT DOCUMENT DESCRIPTION NUMBER -------------------- ------- 99.1 Press Release of Atmel Corporation, dated January 20, 2000.
EX-99.1 2 EX-99.1 1 EXHIBIT 99.1 ATMEL - -------------------------------------------------------------------------------- NEWS RELEASE - -------------------------------------------------------------------------------- ATMEL REPORTS 14% SEQUENTIAL GROWTH IN 4Q99 REVENUES 4Q99 EARNINGS PER SHARE INCREASE 78% SEQUENTIALLY SAN JOSE, CA - JANUARY 20, 2000 --- Atmel Corporation (NASDAQ: ATML) today reported fourth quarter revenues of $388,738,000 and net income of $33,039,000 or $0.16 per share, which takes into account the Company's 2-for-1 stock split, effected in December 1999. In the immediately preceding third quarter of 1999, the Company reported revenues of $340,244,000 and net income of $17,306,000 or $0.09 per share. In the fourth quarter of 1998, the Company reported revenues of $288,681,000 and net income of $9,960,000 or $0.05 per share. Revenues for 1999 totaled $1,330,161,000, and before the cumulative effect of an accounting change made in the first quarter of 1999, net income was $82,447,000, or $0.40 per share on a fully diluted basis. Revenues for 1998 were $1,111,092,000. Atmel reported a net loss for 1998 of $50,038,000 or approximately $0.25 per share. George Perlegos, President and Chief Executive Officer commented, "This quarter finishes a very successful year for Atmel. We are pleased by the increasing number of customers who are using Atmel 's wide range of products, particularly in the wireless telecommunication end market. Revenue momentum and the increased manufacturing output of Fab 7 in Rousset, France, enabled us to achieve a 91% quarter-to-quarter increase in net income on a 14% sequential revenue gain." Mr. Perlegos continued, "We are especially proud of the improvement we achieved in our balance sheet this past year. Despite retiring approximately $50 million of long-term obligations, we also achieved significant improvements in key balance sheet metrics particularly receivables days and cash, and we improved our cash position, ending the year with $412 million in cash and marketable securities." "During 1999 we introduced many new products and made key acquisitions that position the Company to take advantage of the cyclical recovery now underway. We purchased Motorola's Smart Card IC business, placing Atmel as the 3rd largest Smart Card IC manufacturer in the world. We also purchased in January a state-of-the-art 8 inch wafer fabrication facility located in Irving, Texas, where we will manufacture advanced semiconductors using BiCMOS and silicon germanium (SiGe) BiCMOS processes. We will commence installation of 0.18 micron manufacturing equipment later this year, and intend to run test wafers by year-end. Most recently, we announced our intent to acquire Thomson-CSF Semiconducteurs Specifique (TCS), a wholly owned subsidiary of Thomson-CSF. With expertise in 2 image sensors and RF and GPS for wireless transmission, TCS will be an excellent complement for our existing businesses. The engineering design team gives us added expertise in areas we believe to be strategically important to Atmel as we execute our strategy of becoming a world leader in providing integrated solutions for the fast-growing wireless and consumer end markets. "Capital expenditures totaled approximately $180 million for the year, and were primarily focused on purchases of advanced equipment that will enable us to continue ramping manufacturing capacity at our state-of-the-art 8 inch manufacturing facility in Rousset, France. Atmel's book-to-bill ratio for the fourth quarter was similar to the third quarter level which was greater than 1.3." Founded in 1984, Atmel Corporation is headquartered in San Jose, California with principal manufacturing facilities in Colorado Springs, Colorado, Nantes and Rousset, France and Heilbronn, Germany. Atmel designs, manufactures and markets on a worldwide basis advanced logic, mixed-signal, nonvolatile memory, and RF semiconductors. Atmel is also a leading provider of system-level integration semiconductor solutions using advanced CMOS, BiCMOS, BiPolar and SiGe process technologies.. Atmel product and financial information can be retrieved from its Fax-on Demand service. In North America call 1(800) 292-8635. Internationally from a fax phone, dial 1(408) 441-0732. Requests may be sent via e-mail to literature@atmel.com or by visiting Atmel's website at http://www.atmel.com. Except for historical information contained herein, the matters set forth in this press release are forward looking statements that are subject to risks and uncertainties that could cause actual results to differ materially, including the impact of competitive products and pricing, timely design acceptance by our customers, timely introduction of new technologies, ability to ramp new products into volume, industry wide shifts in supply and demand for semiconductor products, industry overcapacity, financial stability in foreign markets, ability to integrate and manage acquisitions, and other risks detailed from time to time in the Atmel s SEC reports and filings. CONTACT: Atmel: Donald Colvin, Chief Financial Officer (408) 436-4360 3 ATMEL CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
DECEMBER 31, DECEMBER 31, 1999 1998 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 251,272 $ 161,721 Short-term investments 161,190 161,844 Accounts receivable, net 281,843 252,601 Inventories 274,065 240,258 Other current assets 70,938 74,967 ---------- ---------- TOTAL CURRENT ASSETS 1,039,308 891,391 Other assets 37,040 107,220 Fixed assets, net 938,562 964,126 ---------- ---------- TOTAL ASSETS $2,014,910 $1,962,737 ========== ========== CURRENT LIABILITIES: Current portion of long-term debt $ 85,102 $ 81,995 Trade accounts payable 216,102 141,842 Accrued liabilities and other 157,044 151,212 Deferred income on shipments to distributors 31,500 24,170 ---------- ---------- TOTAL CURRENT LIABILITIES 489,748 399,219 Convertible notes 275,899 269,250 Long-term debt less current portion 440,198 501,819 Other long-term liabilities 7,586 3,404 ---------- ---------- TOTAL LIABILITIES 1,213,431 1,173,692 ---------- ---------- Put warrants 0 56,850 ---------- ---------- SHAREHOLDERS' EQUITY: Common stock 346,007 330,102 Retained earnings 455,472 402,093 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 801,479 732,195 ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,014,910 $1,962,737 ========== ==========
-1- 4 ATMEL CORPORATION CONDENSED CONSOLIDATED INCOME STATEMENTS (In thousands, except per-share data)
THREE MONTHS ENDED TWELVE MONTHS ENDED DECEMBER 31, DECEMBER 31, 1999 1998 1999 1998 --------- --------- ----------- ----------- NET REVENUES: $ 388,738 $ 288,681 $ 1,330,161 $ 1,111,092 EXPENSES: Cost of sales 234,159 180,581 826,301 717,147 Research and development 57,101 48,826 193,750 174,808 Selling, general and administrative 40,486 41,332 167,132 149,069 In process research and development 0 0 0 23,425 Restructuring charges 0 0 0 66,300 --------- --------- ----------- ----------- TOTAL EXPENSES 331,746 270,739 1,187,183 1,130,749 --------- --------- ----------- ----------- Operating income (loss) 56,992 17,942 142,978 (19,657) Other income (expense), net (5,369) (7,804) (14,157) (31,274) --------- --------- ----------- ----------- Income before taxes 51,623 10,138 128,821 (50,931) Income tax (provision) benefit (18,584) (178) (46,374) 893 --------- --------- ----------- ----------- INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE 33,039 9,960 82,447 (50,038) Cumulative effect of accounting change (net of tax effect) 0 0 (29,068) 0 --------- --------- ----------- ----------- NET INCOME (LOSS) $ 33,039 $ 9,960 $ 53,379 $ (50,038) ========= ========= =========== =========== BASIC NET INCOME (LOSS) PER SHARE Income (loss) per share before cumulative effect of accounting change $ 0.16 $ 0.05 $ 0.41 $ (0.25) Cumulative effect of accounting change per share 0.00 0.00 (0.14) 0.00 --------- --------- ----------- ----------- Basic net income (loss) per share $ 0.16 $ 0.05 $ 0.27 $ (0.25) ========= ========= =========== =========== DILUTED NET INCOME (LOSS) PER SHARE Income (loss) per share before cumulative effect of accounting change $ 0.16 $ 0.05 $ 0.40 $ (0.25) Cumulative effect of accounting change per share 0.00 0.00 (0.14) 0.00 --------- --------- ----------- ----------- Diluted net income (loss) per share $ 0.16 $ 0.05 $ 0.26 $ (0.25) ========= ========= =========== =========== SHARES USED IN BASIC NET INCOME (LOSS) PER-SHARE CALCULATION 201,813 199,224 200,783 198,716 ========= ========= =========== =========== SHARES USED IN DILUTED NET INCOME (LOSS) PER-SHARE CALCULATION 209,201 200,540 207,322 198,716 ========= ========= =========== ===========
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