-----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, SPOAizZ5dLnffZfrJhOzzS/5Qmy/Y7cfqRGnt+kGNt4qsFdzuhuOwgPK55GOKPv0 ypZfTySqEMj/1rYsRxZwpw== 0001275287-05-001301.txt : 20050418 0001275287-05-001301.hdr.sgml : 20050418 20050418090559 ACCESSION NUMBER: 0001275287-05-001301 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050418 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050418 DATE AS OF CHANGE: 20050418 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: 05755416 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 at2436.txt ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2005 ---------- ATMEL CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 ------------------------------- ---------------- ------------------- (State or other jurisdiction of (Commission File (IRS Employer incorporation) Number) Identification No.) 2325 Orchard Parkway San Jose, CA 95131 (Address of principal executive offices, including zip code) (408) 441-0311 (Registrant's telephone number, including area code) 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 (see General Instruction A.2. below): [ ] 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 April 18, 2005, Atmel Corporation issued a press release updating its guidance for the first quarter ended March 31, 2005. The press release is attached as Exhibit 99.1. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS. EXHIBIT NO. DESCRIPTION - ----------- ---------------------------------------------------------- 99.1 Press release, dated as of April 18, 2005, entitled "Atmel Updates First Quarter Expectations" 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) By: /s/ Francis Barton -------------------------------------- Francis Barton Executive Vice President and Chief Financial Officer Date: April 18, 2005 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ---------------------------------------------------------- 99.1 Press release, dated as of April 18, 2005, entitled "Atmel Updates First Quarter Expectations" EX-99.1 2 at2436991.txt Exhibit 99.1 ATMEL UPDATES FIRST QUARTER EXPECTATIONS SAN JOSE, Calif., April 18 /PRNewswire-FirstCall/ -- Atmel Corporation (Nasdaq: ATML), a worldwide leader in the development, fabrication and sale of advanced semiconductors, today announced revised expectations for the first quarter ended March 31, 2005. Revenues for the first quarter of 2005 are expected to be up 2-3% when compared to fourth quarter 2004 revenue, just above expectations. However, the Company anticipates gross margins of between 21-23% for the quarter, below expectations, and estimates that R&D and SG&A expenses should be about $74-75 million and $52-53 million, respectively. Net interest expense is expected to be between $3 and $4 million for the first quarter, and we anticipate tax expense being between $4 and $6 million for the first quarter. These components should yield a loss per share of between 8 and 10 cents. "Although sales were better than what we expected, average selling prices for some of our products, mainly smart card ICs and flash products, were lower than anticipated," stated George Perlegos, Atmel's President and Chief Executive Officer. "Our results were also impacted by inventory adjustments related to the lower average selling prices. Additionally, we experienced manufacturing issues in the production of our smart card ICs." These ranges of our expected results are based on management's initial analysis of operating results. Atmel is scheduled to report its 2005 first quarter financial results on April 26, 2005 after the close of the stock market. Teleconference Atmel will hold a brief teleconference for the financial community at 6:00 AM Pacific Time today to discuss the revised first quarter financial expectations. 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 800-374-0405, and using the passcode 5644917. A webcast replay will be available for one year after the teleconference at http://www.atmel.com . Atmel will also provide a telephone recording of the teleconference, which will be available shortly after the completion of the call. Interested parties may listen to the playback of the teleconference by calling the following number: 800-642-1687 within 48 hours of completion of the call. Again, please use passcode 5644917. Information in this release regarding Atmel's expected operating results involves risks and uncertainties. These statements include statements about Atmel's expected revenue, certain operating and non-operating costs and gross margins for the first quarter of 2005. These statements are based upon information currently available to management and are subject to risks and uncertainties, including potential discrepancies between management's initial analysis of operating results and the final results of operations to be announced on April 26, 2005. These statements are not guarantees of first quarter performance and actual results could differ materially from our current expectations. Other risks are detailed from time to time in Atmel's SEC reports and filings, including our Form 10-K, filed on March 25, 2005 and subsequent Form 10-Q reports. Contact: Steven Horwitz, Director, Investor Relations of Atmel, +1-408-487-2677. SOURCE Atmel Corporation -0- 04/18/2005 /CONTACT: Steven Horwitz, Director, Investor Relations of Atmel, +1-408-487-2677/ /Web site: http://www.atmel.com -----END PRIVACY-ENHANCED MESSAGE-----