-----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, FMYPomZ8BFRIKtaG/nd3/qal/1P6SqZK4gXoaiJRcWX+0KphEaQKo3KyDlJUaJaZ QSNf2DohdkPnMf8kqgU7RA== 0000950137-08-008122.txt : 20080603 0000950137-08-008122.hdr.sgml : 20080603 20080603162911 ACCESSION NUMBER: 0000950137-08-008122 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080603 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080603 DATE AS OF CHANGE: 20080603 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: 0806 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07422 FILM NUMBER: 08877831 BUSINESS ADDRESS: STREET 1: 80 ARKAY DRIVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 6314342904 MAIL ADDRESS: STREET 1: 80 ARKAY DR CITY: HAUPPAUGE STATE: NY ZIP: 11788 8-K 1 k27225e8vk.htm CURRENT REPORT DATED JUNE 3, 2008 e8vk
 
 
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 3, 2008
 
STANDARD MICROSYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
         
DELAWARE   0-7422   11-2234952
(State or other jurisdiction of
incorporation)
  (Commission File
Number)
  (I.R.S. Employer
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)
N/A
(Former name, former address and former fiscal year, 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:
     
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02.   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
     (b) On June 3, 2008, Steven J. Bilodeau announced his intention to retire from the positions of President and Chief Executive Officer of Standard Microsystems Corporation (the “Company”), effective upon the appointment of his replacement. Mr. Bilodeau will continue to serve as the Chairman of the Board of Directors of the Company. The Company’s Board of Directors has established a search committee and will be considering both internal and external candidates for the position.
A copy of the press release issued by the Company is attached as Exhibit 99.1 hereto and incorporated by reference herein.
Item 9.01   Financial Statements and Exhibits
(d) Exhibits
     
Exhibit No.   Description
     
99.1
  Press release issued by the Company on June 3, 2008

 


 

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 thereunto duly authorized.
         
  STANDARD MICROSYSTEMS CORPORATION
(Registrant)
 
 
Date: June 3, 2008  By:   /s/ Walter Siegel    
    Walter Siegel   
    Vice President and General Counsel   
 

 


 

Exhibit Index
     
Exhibit No.   Description
99.1
  Press release issued by the Company on June 3, 2008

 

EX-99.1 2 k27225exv99w1.htm PRESS RELEASE ISSUED JUNE 3, 2008 exv99w1
Exhibit 99.1
SMSC LOGO
PRESS RELEASE
SMSC ANNOUNCES RETIREMENT PLANS OF
CHIEF EXECUTIVE OFFICER
Hauppauge, NY — June 3, 2008 — SMSC (Nasdaq: SMSC) today announced that Steven J. Bilodeau, SMSC’s Chairman, President and Chief Executive Officer, has advised the Company’s Board of Directors of his intent to retire from his positions as the Company’s President and Chief Executive Officer (CEO) once a successor has been named. The Company’s Board of Directors has initiated a search and will be considering both internal and external candidates. In the interim, Mr. Bilodeau will continue to serve as President and CEO, and subsequent to his retirement, he will continue to serve the Company as the Chairman of the Board.
Mr. Bilodeau joined SMSC as President and CEO in March 1999 and has been Chairman of the Board since February 2000. He led the Company’s turnaround and subsequent expansion, established a strong profitability model and successfully diversified its product line to provide a platform for significant future growth.
“On behalf of SMSC’s Board of Directors, I’d like to thank Steve for his outstanding leadership over the past nine years,” said Ivan T. Frisch, Lead Independent Director of SMSC’s Board. “Steve’s vision and determination have transformed SMSC from a narrowly-focused supplier of digital semiconductors for PC applications to a diversified provider of proprietary analog/mixed-signal products serving five balanced vertical markets. Under Steve’s leadership, revenue approximately tripled and profitability has improved from substantial and recurring losses to solid and sustained profitability.”
“I would like to thank SMSC’s employees and Board of Directors for their hard work and dedication, without which the Company’s transformation would not have occurred. I am proud of what we have accomplished together and am excited about the opportunities that SMSC has before it for even greater success in the future. Because of the Company’s solid operating foundation and my desire to pursue some important personal endeavors, unrelated to business, I believe it is an appropriate time to initiate a search for my successor and look forward to supporting a smooth and effective transition to a new CEO,” said Steve Bilodeau, Chief Executive Officer and Chairman of SMSC.
Forward Looking Statements:
SMSC’s quarterly results of operations have not been audited by the Company’s independent accountants. 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 uncertainties may cause our actual future results to be materially different from those discussed in forward-looking statements. Our risks and uncertainties include the timely development and market acceptance of new products; the impact of competitive products and pricing; our ability to procure capacity from our suppliers and the timely performance of their obligations, commodity prices, the effects of changing economic conditions domestically and internationally and on our customers; our relationships with and dependence on customers and growth rates in the personal computer, consumer electronics and embedded and automotive markets and within our sales channel; changes in customer order patterns, including order cancellations or reduced bookings; the effects of tariff, import and currency regulation; potential or actual litigation; and excess or obsolete inventory and variations in inventory valuation, among others. In addition, 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.
Our forward looking 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. All forward-looking statements speak only as of the date hereof and are based upon the information available to SMSC at this time. Such statements are subject to change, and the Company does not undertake to update such statements, except to the extent required under applicable law and regulation. 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” or “Risk Factors” for a more complete discussion of these and other risks and uncertainties.
About SMSC:
Many of the world’s most successful global technology companies rely upon SMSC as a go-to resource for semiconductor system solutions that span analog, digital and mixed-signal technologies. Leveraging substantial intellectual property, integration expertise and a comprehensive global infrastructure, SMSC solves design challenges and delivers performance, space, cost and time-to-market advantages to its customers. SMSC’s application focus targets key vertical markets including consumer electronics, automotive infotainment, PC and industrial applications. The Company has developed leadership positions in its select markets by providing application specific solutions such as mixed-signal system controllers, non-PCI Ethernet, ARCNET, MOST® and Hi-Speed USB.
SMSC is headquartered in Hauppauge, New York with operations in North America, Asia and Europe. Engineering design centers are located in Arizona, New York, Texas and Karlsruhe, Germany. Additional information is available at www.smsc.com.
SMSC and MOST are registered trademarks of Standard Microsystems Corporation.
Contact:
Carolynne Borders
Director of Corporate Communications
Phone: 631-435-6626
Fax: 631-273-5550
carolynne.borders@smsc.com

 

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