-----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, PY0bzYHKy93kfgUFEZGFrktEJdBlAH3ZYYFJioM7Bm51X7Zk3pDZyvgYTohghbq3 tqbrcu/zr1fXUooZJvtxpQ== 0000093384-04-000013.txt : 20040615 0000093384-04-000013.hdr.sgml : 20040615 20040615103213 ACCESSION NUMBER: 0000093384-04-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040531 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040615 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STANDARD MICROSYSTEMS CORP CENTRAL INDEX KEY: 0000093384 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 112234952 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07422 FILM NUMBER: 04863083 BUSINESS ADDRESS: STREET 1: 80 ARKAY DRIVE CITY: HAUPPAUGE STATE: NY ZIP: 11934 BUSINESS PHONE: 5164342904 MAIL ADDRESS: STREET 1: 80 ARKAY DR CITY: HAUPPAUGE STATE: NY ZIP: 11934 8-K 1 form_8kq1fy05.txt Q1FY05 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) - June 14, 2004 --------------------------------------------- STANDARD MICROSYSTEMS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 0-7422 11-2234952 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 80 Arkay Drive, Hauppauge, New York 11788 (Address of principal executive offices) (Zip Code) (631) 435-6000 (Registrant's telephone number, including area code) --------------------------------------------- ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits - The following exhibit is furnished as part of this Report: 99.1 - Press release of Standard Microsystems Corporation dated June 14, 2004, reporting Standard Microsystems Corporation financial results for the first quarter of fiscal 2005. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On June 14, 2004, Standard Microsystems Corporation issued a press release announcing its financial results for the first quarter fiscal 2005. A copy of the press release is attached as Exhibit 99.1. The information in Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. 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. STANDARD MICROSYSTEMS CORPORATION (Registrant) Date: June 15, 2004 By: /s/ ANDREW M. CAGGIA ------------------------------- Andrew M. Caggia Senior Vice President and Chief Financial Officer, and Director (Principal Financial Officer) Exhibit Index Exhibit No. Description 99.1 Press release of Standard Microsystems Corporation dated June 14, 2004, reporting Standard Microsystems Corporation financial results for the first quarter of fiscal 2005. EX-99.1 2 exhibit_99-1.txt Q1 FY05 EARNINGS RELEASE Exhibit 99.1 SMSC REPORTS 24% INCREASE IN YEAR-OVER-YEAR FIRST QUARTER REVENUES Non-PC I/O Sales Grow by Almost 40% Over Prior Year and Contribute 40% of First Quarter Product Revenues Hauppauge, NY - June 14, 2004 - SMSC (Nasdaq: SMSC) today announced that revenues for the first quarter ended May 31, 2004 were $53.1 million, an increase of approximately 24% over revenues of $42.7 million in the first quarter of fiscal 2004. Gross profit percentage for the first quarter of fiscal 2005 was 50.3%, compared to 48.4% in the previous year's first quarter. Research and development expenses for the first quarter were $10.9 million, compared to $9.1 million in the year-ago quarter, and selling, general and administrative expenses were $11.9 million, compared to $9.5 million in last year's first quarter. The year-over-year increases in operating expenses primarily reflect investments in engineering and marketing personnel, tooling costs for new product developments, litigation costs and generally higher expenses associated with increasing revenues. Operating income in the first quarter of fiscal 2005 was $3.6 million as compared to $3.1 million in the year-ago period. First quarter net income was $2.9 million, or $0.15 per share, compared to income from continuing operations of $1.9 million, or $0.11 per share, in the first quarter of fiscal 2004. Cash and liquid investments at May 31, 2004 were $169.7 million, compared to $173.9 million at February 29, 2004. Inventories at May 31, 2004 totaled $23.2 million and remain appropriate relative to expected demand. The Company has no bank debt, and book value per share was $14.41 as of May 31, 2004. "SMSC once again executed on its financial goals and delivered first quarter revenues that were 24% higher than the same period last year," said Steven J. Bilodeau, Chairman and Chief Executive Officer. "Gross margin percentage was over 50% and operating income exceeded last year's first quarter by more than 16%." Mr. Bilodeau added, "During the quarter, PC I/O sales continued to be strong, with notebook device sales increasing by 20% over last year's first quarter. Networking and Connectivity products also continued to show strong sales, increasing collectively by over 50% from the year-ago period. In addition, total non-PC I/O revenues contributed 40% of total first quarter product sales as SMSC continues to gain recognition as a supplier of a diversified portfolio of products to a broad range of markets." New Brand Identity On April 26, 2004, SMSC was honored to open Nasdaq and unveiled a new global brand identity, including a new logo, tagline - "Success by Design," and website design at its www.smsc.com homepage. Through its communication initiatives, the Company is placing renewed emphasis on building awareness of its market leadership position and unique capabilities to serve its customers. The new "Success by Design" tagline underscores the Company's mission of being an essential ingredient that fuels its customers' success. This tagline highlights SMSC's culture, which is deliberate in the manner in which it ensures success for its customers and stakeholders. Business Outlook: For the second quarter of fiscal 2005, SMSC expects revenues to be between $56 million and $60 million, representing a year-over-year increase of 20%, or a sequential increase of 9%, at the midpoint of that range. Gross profit percentage is expected to be between 48% and 49%. Research and development expenses and selling, general and administrative expenses are each expected to be between $11 million and $12 million. Amortization of acquired intangibles is expected to be $300 thousand. The effective tax rate is estimated to be approximately 28.5%, and the Company expects second quarter net income to be between $0.17 and $0.21 per share. About SMSC: Many of the world's most successful global technology companies rely upon SMSC as a go-to resource for integrated circuits and semiconductor system solutions that span analog, digital and mixed-signal technologies. SMSC delivers products that solve the challenges of space, cost and time-to-market for high-speed computing, connectivity and embedded networking applications. SMSC addresses computing, communications and consumer electronics markets through world-leading positions in Input/Output and non-PCI Ethernet products; innovations in USB 2.0 and other high-speed serial solutions; and integrated networking products employed in a broad range of applications. Leveraging substantial intellectual property and a comprehensive global infrastructure, SMSC thrives at the intersection of silicon, software and customized OEM applications. SMSC is based in Hauppauge, New York with operations in North America, Taiwan, Japan, Korea, China and Europe. Engineering design centers are located in Arizona, New York and Texas. Additional information is available at www.smsc.com. Forward Looking Statements: Except for historical information contained herein, the matters discussed in this announcement are forward-looking statements about expected future events and financial and operating results that involve risks and uncertainties. These include the timely development and market acceptance of new products; the impact of competitive products and pricing; the effect of changing economic conditions in domestic and international markets; changes in customer order patterns, including loss of key customers, order cancellations or reduced bookings; and excess or obsolete inventory and variations in inventory valuation, among others. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations and may not reflect the potential impact of any future acquisitions, mergers or divestitures. SMSC competes in the semiconductor industry, which has historically been characterized by intense competition, rapid technological change, cyclical market patterns, price erosion and periods of mismatched supply and demand. In addition, sales of many of the Company's products depend largely on sales of personal computers and peripheral devices, and reductions in the rate of growth of the PC and Embedded markets could adversely affect its operating results. SMSC conducts business outside the United States and is subject to tariff and import regulations and currency fluctuations, which may have an effect on its business. All forward-looking statements speak only as of the date hereof and are based upon the information available to SMSC at this time. Such information is subject to change, and we will not necessarily inform you of such changes, except as required by law. These and other risks and uncertainties, including potential liability resulting from pending or future litigation, are detailed from time to time in the Company's reports filed with the SEC. Investors are advised to read the Company's Annual Report on Form 10-K and quarterly reports on Form 10-Q filed with the Securities and Exchange Commission, particularly those sections entitled "Other Factors That May Affect Future Operating Results" for a more complete discussion of these and other risks and uncertainties. SMSC is a registered trademark of Standard Microsystems Corporation. Product names and company names are trademarks of their respective holders. Contact: Carolynne Borders Director of Corporate Communications SMSC Voice: 631-435-6626 Fax: 631-273-5550 carolynne.borders@smsc.com STANDARD MICROSYSTEMS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands, except per share amounts) Three Months Ended --------------------------------------- May 31, --------------------------------------- 2004 2003 ---- ---- Sales and revenues: Product sales $ 50,352 $ 42,488 Intellectual property revenues 2,701 233 - ------------------------------------------------------------------------------- 53,053 42,721 Cost of goods sold 26,385 22,059 - ------------------------------------------------------------------------------- Gross profit 26,668 20,662 Operating expenses (income): Research and development 10,862 9,101 Selling, general and administrative 11,852 9,513 Amortization of intangible assets 317 360 Gains on real estate transactions - (1,444) - ------------------------------------------------------------------------------- Income from operations 3,637 3,132 Interest income 466 443 Other expense, net (32) (736) - ------------------------------------------------------------------------------- Income before provision for income taxes and minority interest 4,071 2,839 Provision for income taxes 1,159 895 Minority interest in net income of subsidiary - 61 - ------------------------------------------------------------------------------- Income from continuing operations 2,912 1,883 Loss from discontinued operations (net of income tax benefits of $92) - (164) - ------------------------------------------------------------------------------- Net income $ 2,912 $ 1,719 =============================================================================== Basic net income per share: Income from continuing operations $ 0.16 $ 0.11 Loss from discontinued operations - (0.01) - ------------------------------------------------------------------------------- Basic net income per share $ 0.16 $ 0.10 =============================================================================== Diluted net income per share: Income from continuing operations $ 0.15 $ 0.11 Loss from discontinued operations - (0.01) - ------------------------------------------------------------------------------- Diluted net income per share $ 0.15 $ 0.10 =============================================================================== Weighted average common shares outstanding: Basic 18,246 16,793 Diluted 19,790 17,331 The sum of the income (loss) per share amounts may not total due to rounding. STANDARD MICROSYSTEMS CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) (in thousands) May 31, February 29, 2004 2004 ---- ---- Assets Current assets: Cash and cash equivalents $ 130,855 $ 135,161 Short-term investments 27,260 23,136 Accounts receivable, net 29,821 21,946 Inventories 23,199 23,162 Deferred income taxes 14,748 15,064 Other current assets 8,946 8,549 - -------------------------------------------------------------------------------- Total current assets 234,829 227,018 - -------------------------------------------------------------------------------- Property, plant and equipment, net 23,295 23,430 Long-term investments 11,600 15,600 Goodwill 29,595 29,595 Intangible assets, net 4,380 4,697 Deferred income taxes 6,276 6,493 Other assets 3,169 3,192 - -------------------------------------------------------------------------------- $ 313,144 $ 310,025 ================================================================================ Liabilities and shareholders' equity Current liabilities: Accounts payable $ 12,661 $ 14,679 Deferred income on shipments to distributors 11,912 7,972 Accrued expenses, income taxes and other liabilities 11,654 13,168 - -------------------------------------------------------------------------------- Total current liabilities 36,227 35,819 - -------------------------------------------------------------------------------- Other liabilities 11,488 12,104 Shareholders' equity: Preferred stock - - Common stock 2,024 2,019 Additional paid-in capital 182,993 181,830 Retained earnings 101,922 99,010 Treasury stock, at cost (23,454) (23,454) Deferred stock-based compensation (2,658) (1,962) Accumulated other comprehensive income 4,602 4,659 - -------------------------------------------------------------------------------- Total shareholders' equity 265,429 262,102 - -------------------------------------------------------------------------------- $ 313,144 $ 310,025 ================================================================================ -----END PRIVACY-ENHANCED MESSAGE-----