-----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, RJPDYolTZZeQcK6S0GZ8HYH9+l+XPwAWkTF02F7rrQShjWlxROo1SWJ3k1sigTEl eA4+w0FCrFUU/XrcAT+2jw== 0001157523-03-003039.txt : 20030718 0001157523-03-003039.hdr.sgml : 20030718 20030717173437 ACCESSION NUMBER: 0001157523-03-003039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030717 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030718 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: 1934 Act SEC FILE NUMBER: 000-19032 FILM NUMBER: 03791888 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 a4436602.txt ATMEL 8-K 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: July 17, 2003 (Date of earliest event reported) ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 --------- ------- ---------- (State of (Commission (IRS Employer incorporation) File Number) Identification No.) 2325 Orchard Parkway, San Jose, California, 95311 ------------------------------------------------- (Address of principal executive offices) (408) 441-0311 (Registrant's telephone number, including area code) 1 Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit No. Description 99.1 Press Release, dated as of July 17, 2003, entitled "Atmel Announces Growth in all Four Business Units During Second Quarter 2003" Item 9. Regulation FD Disclosure (pursuant to Item 12) In accordance with SEC Release No. 33-8216, the following information, intended to be furnished under "Item 12. Results of Operations and Financial Condition," is instead furnished under "Item 9. Regulation FD Disclosure." On July 17, 2003, Atmel Corporation issued a press reporting its results for the three months ended June 30, 2003. The press release is attached as Exhibit 99.1. 2 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. ATMEL CORPORATION (Registrant) Date: July 17, 2003 By: /s/ Francis Barton ------------------ Francis Barton Executive Vice President and Chief Financial Officer 3 Exhibit Index Exhibit No. Description 99.1 Press Release, dated as of July 17, 2003, entitled "Atmel Announces Growth in all Four Business Units During Second Quarter 2003" 4 EX-99 3 a4436602ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Atmel Announces Growth in all Four Business Units During Second Quarter 2003; 7% Sequential Revenue Growth for Q2 SAN JOSE, Calif.--(BUSINESS WIRE)--July 17, 2003--Atmel Corporation (Nasdaq:ATML), a worldwide leader in the development, fabrication and sale of advanced semiconductors, today announced financial results for the second quarter ended June 30, 2003. Revenues for the second quarter of 2003 totaled $318,472,000, versus $296,478,000 in the first quarter of 2003 and $314,753,000 in the second quarter of 2002. This represents a sequential increase in revenues of 7% and year over year growth of 1%. Net loss for the second quarter of 2003 totaled $44,077,000 or $0.09 per share. In the first quarter of 2003, the Company reported a net loss of $53,120,000 or $0.11 per share. In the second quarter of 2002, the Company's net loss was $478,931,000 or $1.02 per share. Included in the net loss for the second quarter of 2002 were approximately $341 million of restructuring and asset impairment charges. The net impact of currency changes during the second quarter of 2003 was approximately $5 million, lowering results by one penny per share. After adding back the $70 million non-cash expense of depreciation and amortization to the net loss of $44 million for the second quarter 2003, the Company generated $26 million to use towards the reduction of debt. During the quarter, the Company paid off approximately $135 million related to the 2018 convertible bond. Cash and cash equivalents, short-term investments and restricted cash as of June 30, 2003 were approximately $313 million. "We are very excited to report that we saw an increase in demand in the majority of our product lines during the second quarter," stated George Perlegos, Atmel's President and Chief Executive Officer. "Revenue grew in each of our four business units, led by continued market share gains in smart cards and record unit shipments of our proprietary AVR microcontrollers." Perlegos added, "During the quarter, we continued the migration to higher density non-volatile memory products, introducing our 128Mb DataFlash, the world's fastest serial interface flash memory. "Additionally, we jointly introduced with Wavecom SA a single chip GPS/GPRS baseband processor that will serve 2.5G phones as well as future generations of phones. Through this partnership, we anticipate the introduction of many wireless application components over the coming quarters. "The Company also introduced a new secure memory solution that utilizes the strengths of our smart card products. This new family of lower-cost products is focused on access control and secure data applications such as PDAs and networking systems. Additionally, this product family provides the industry with the only secure memory with data encryption, demonstrating Atmel's growing presence in the security industry," concluded Perlegos. Outlook The Company believes that in the third quarter of 2003, revenues should be sequentially flat to up slightly, as much of the European business is seasonally slow. Additionally, R&D should be approximately $63-65 million, while SG&A should remain between $34-36 million. Finally, gross margins should be sequentially flat in the third quarter. Teleconference Atmel will hold a teleconference at 3:00 PM Pacific Daylight Time today to discuss second quarter financial results. Atmel will provide a real-time audio broadcast of the teleconference from the Investor Relations page of its website at http://www.atmel.com. Investors may access the live teleconference by dialing 212-329-1452, passcode 542797. A webcast replay will be available for twelve months after the teleconference at http://www.atmel.com. Atmel will also provide a telephone recording of the teleconference, which will be available for 48 hours, starting approximately at 6:00 PM PDT today. Interested parties may listen to the playback of the teleconference by calling the following number: 1-303-590-3000 and entering the passcode 542797. About Atmel Founded in 1984, Atmel Corporation is headquartered in San Jose, California, with manufacturing facilities in North America and Europe. Atmel designs, manufactures and markets worldwide, advanced logic, mixed-signal, nonvolatile memory and RF semiconductors. Atmel is also a leading provider of system-level integration semiconductor solutions using CMOS, BiCMOS, SiGe, and high-voltage BCDMOS process technologies. Atmel and the Atmel logo are the registered trademarks of Atmel Corporation or its subsidiaries. Other terms and product names may be the trademarks of others. Information in this release regarding Atmel's forecasts, outlook, expectations and beliefs are forward-looking statements that involve risks and uncertainties. These statements include statements about Atmel's expected revenue, operating costs and gross margins for the second quarter of 2003, new product shipments and market position. All forward-looking statements included in this release are based upon information available to Atmel as of the date of this release, which may change, and we assume no obligation to update any such forward-looking statement. These statements are not guarantees of future performance and actual results could differ materially from our current expectations. Factors that could cause or contribute to such differences include 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 and/or company overcapacity, effective and cost efficient utilization of manufacturing capacity, 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, including our Form 10-K, filed on March 24, 2003 and subsequent Form 10-Q reports. Atmel Corporation Condensed Consolidated Income Statements (In thousands, except per-share data) (Unaudited) Three Months Ended Six Months Ended June 30 June 30 2003 2002 2003 2002 Net revenues: $318,472 $314,753 $614,950 $590,526 Expenses: Cost of sales 248,567 244,980 480,967 468,449 Research and development 66,080 62,458 130,254 125,632 Selling, general and administrative 36,831 34,832 68,404 65,137 Asset Impairment Charge (360) 341,383 (360) 341,383 --------- --------- --------- --------- Total expenses 351,118 683,653 679,265 1,000,601 Operating loss (32,646) (368,900) (64,315) (410,075) Interest and other expense, net (8,431) (11,248) (26,882) (19,332) --------- --------- --------- --------- Loss before taxes (41,077) (380,148) (91,197) (429,407) Income tax provision (3,000) (98,783) (6,000) (93,857) --------- --------- --------- --------- Net loss ($44,077)($478,931) ($97,197)($523,264) ========= ========= ========= ========= Basic net loss per share ($0.09) ($1.02) ($0.21) ($1.12) Diluted net loss per share ($0.09) ($1.02) ($0.21) ($1.12) Shares used in basic net loss per-share calculation 468,774 467,618 468,123 467,200 Shares used in diluted net loss per-share calculation 468,774 467,618 468,123 467,200 Atmel Corporation Condensed Consolidated Balance Sheets (In thousands) (Unaudited) June 30, Dec. 31, 2003 2002 Current assets: Cash and cash equivalents $221,659 $346,371 Short-term investments 66,184 99,431 Accounts receivable, net 196,683 195,182 Inventories 262,377 276,069 Other current assets 114,214 107,672 ----------- ----------- Total current assets 861,117 1,024,725 Fixed assets, net 1,011,719 1,049,031 Fixed assets held for sale 168,734 174,651 Other assets 41,264 32,025 Restricted cash 24,704 22,127 ----------- ----------- Total assets $2,107,538 $2,302,559 =========== =========== Current liabilities: Current portion of long-term debt $ 173,776 $ 163,444 Convertible notes -- 132,485 Trade accounts payable 109,149 95,002 Accrued liabilities and other 276,315 295,725 Deferred income on shipments to distributors 19,618 20,791 ----------- ----------- Total current liabilities 578,858 707,447 Long-term debt less current portion 200,445 259,261 Convertible notes 199,119 194,248 Other long-term liabilities 183,722 172,460 ----------- ----------- Total liabilities 1,162,144 1,333,416 Stockholders' equity: Common stock 1,381,287 1,307,839 Accumulated deficit (435,893) (338,696) ----------- ----------- Total stockholders' equity 945,394 969,143 Total liabilities and stockholders' equity $2,107,538 $2,302,559 =========== =========== CONTACT: Atmel Corporation Fran Barton, 408-436-4360 (Chief Financial Officer) Steven Horwitz, 408-487-2677 (Director, IR) -----END PRIVACY-ENHANCED MESSAGE-----