8-K

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 15, 2003
(Date of earliest event reported)

IXYS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	000-26124	77-0140882
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

3540 Bassett Street
Santa Clara, CA 95054
(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (408) 982-0700

NOT APPLICABLE
(Former name or former address, if changed since last report.)

TABLE OF CONTENTS

	Item 7. Financial Statements and Exhibits
	Item 9. Regulation FD Disclosure
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 7. Financial Statements and Exhibits

(c) Exhibits

     The following exhibit is furnished (not filed) herewith:

Exhibit
Number	Description
99.1	Text of press release issued by IXYS Corporation (“IXYS”), dated July 15, 2003.

Item 9. Regulation FD Disclosure

     In accordance with Securities and Exchange Commission Release No. 33-8216, the following information, which is intended to be furnished under Item 12, “Results of Operations and Financial Condition,” is instead being furnished under Item 9, “Regulation FD Disclosure.” 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.

     On July 15, 2003, IXYS issued a press release. The full text of IXYS’s press release is attached hereto as Exhibit 99.1.

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.

	IXYS CORPORATION
	By: /s/ Arnold P. Agbayani
	Arnold P. Agbayani, Senior Vice President, Finance and Chief Financial Officer (Principal Financial Officer)
Date: July 18, 2003

EXHIBIT INDEX

Exhibit
Number	Description
99.1*	Text of press release issued by IXYS Corporation. dated July 15, 2003.

* Furnished, not filed.

EX-99.1 3 f91574exv99w1.htm EXHIBIT 99.1

Exhibit 99.1

Contact: Arnold Agbayani

Sr. Vice President, Finance & CFO

IXYS Corporation

3540 Bassett Street

Santa Clara, California 95054

(408) 982-0700

IXYS Completes Accounting Review and Files Forms 10-Q/A with the SEC

Company Provides Update to Earnings for the Year Ended March 31, 2003 and
Announces Filing of 10-K

SANTA CLARA, CA, July 15, 2003— IXYS Corporation (NASDAQ: SYXI) today announced that the company’s internal review of certain bookkeeping errors related to inventories is complete and Forms 10-Q/A for the quarters ended June 30, 2002, September 30, 2002 and December 31, 2002 have been filed with the Securities and Exchange Commission (SEC). As a result of this review, IXYS has restated its financial statements for the three fiscal quarters ended December 31, 2002.

On May 13, 2003 and May 29, 2003, the company announced that it had identified bookkeeping errors in its accounting for inventories that resulted in the overstatement of inventories during the nine months ended December 31, 2002 and the understatement of cost of goods sold, deferred tax asset, and net loss for the nine months ended December 31, 2002. The cumulative net effect of the adjustments and related tax effects as restated has been determined to be an increase in net loss of $1.8 million for the nine months ended December 31, 2002.

The company determined that bookkeeping errors were made which resulted in the improper relief of inventories when product was sold, not properly recording the elimination of intercompany profits and not properly recording manufacturing variance related costs.

In the aggregate for the nine month period ended December 31, 2002, the adjustments for these entries and related tax effects for the nine month period increased previously reported net loss by $1.8 million from $4.8 million to $6.6 million and increased previously reported basic and diluted net loss by $0.06 per share.

The following table provides a summary of the effects of the adjustments for each of three quarters and the cumulative effect of the nine months ended December 31, 2002:

Effects on Net Income (Loss)
(in thousands)

	For the Three Months Ended									Nine Months Ended
				(unaudited)						(unaudited)
	June 30, 2002			September 30, 2002			December 31, 2002			December 31, 2002
Inventory related adjustments	$	(1,083	)	$	(552	)	$	(1,131	)	$	(2,766	)
Benefit from income tax related adjustments	$	379		$	193		$	396		$	968
Total effect on net income (loss)	$	(704	)	$	(359	)	$	(735	)	$	(1,798	)

Update to Earnings for the Year Ended March 31, 2003

The company’s annual report on Form 10-K for the fiscal year ended March 31, 2003 has been filed with the SEC.

On May 29, 2003, IXYS released financial results for its fourth fiscal quarter and its fiscal year ended March 31, 2003. Net loss for the fiscal quarter ending March 31, 2003 was disclosed to be $5.6 million, or $0.18 per diluted share and the net loss for the fiscal year ended March 31, 2003 was disclosed to be $13.2 million, or $0.43 per diluted share.

Based on the results of the review of the accounting matters discussed above, the company updated the amounts reported for its fourth quarter and its fiscal year ended March 31, 2003 as follows.

For the fourth fiscal quarter ending March 31, 2003, IXYS reported record net revenues of $37.8 million, compared with net revenues of $20.4 million reported for the same period in fiscal year 2002, which represented 85.4% period-to-period revenue growth.

Net loss for the fiscal quarter ending March 31, 2003 was $5.5 million, or $0.17 per diluted share, as compared to a net loss of $584,000, or $0.02 per diluted share, in the same period for the prior fiscal year.

Fourth quarter results include a charge for excess and obsolete inventory of $7.0 million and litigation expenses of $2.4 million.

For the fiscal year ended March 31, 2003, IXYS reported net revenues of $136.1 million, compared to net revenues of $82.8 million for the prior fiscal year, which represented 64.3% year-to-year revenue growth.

Net loss for the fiscal year ended March 31, 2003 was $12.1 million, or $0.39 per diluted share, as compared to net income of $1.9 million, or $0.07 per diluted share, reported for the prior fiscal year.

Additional information may be obtained by visiting IXYS’s website at http://www.ixys.com, or by contacting the company directly.

IXYS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(unaudited)

		March 31,			March 31,
		2003			2002
ASSETS
Current assets:
	Cash and cash equivalents	$	42,842		$	32,316
	Accounts receivable, net		21,475			16,697
	Inventories, net		49,162			46,317
	Prepaid expenses		943			596
	Deferred income taxes		10,285			2,553
	Total current assets		124,707			98,479
Plant and equipment, net			28,715			19,238
Goodwill			21,417			1,896
Other assets, net			5,655			2,932
Deferred income taxes			2,563			2,015
	Total assets	$	183,057		$	124,560
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
	Current portion of capitalized lease obligations	$	3,238		$	2,391
	Current portion of notes payable to bank		700			700
	Accounts payable		11,177			5,606
	Accrued expenses and other liabilities		14,167			8,383
	Total current liabilities		29,282			17,080
Capitalized lease and other long term obligations, net of current portion			4,887			4,770
Other liabilities			155			118
Pension liabilities			9,924			7,373
	Total liabilities		44,248			29,341
Common stock, $0.01 par value:
	31,957,182 issued and 31,861,880 outstanding in March 31, 2003 and 26,902,192 issued and 26,806,890 outstanding in March 31, 2002		320			270
Additional paid in capital			144,388			92,338
Deferred compensation			(26	)		—
Notes receivable from stockholders			(913	)		(853	)
Retained earnings (accumulated deficit)			(6,318	)		5,827
Accumulated other comprehensive income (loss)			1,358			(2,363	)
	Total stockholders’ equity		138,809			95,219
	Total liabilities and stockholders’ equity	$	183,057		$	124,560

IXYS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)

		Three Months						Fiscal Year
		Ended						Ended
		March 31,						March 31,
		2003			2002			2003			2002
Net revenues		$	37,819		$	20,394		$	136,111		$	82,821
Cost of goods sold			33,490			14,779			107,371			56,918
	Gross profit		4,329			5,615			28,740			25,903
Operating expenses:
	Research, development and engineering		3,558			1,880			12,846			5,728
	Selling, general and administrative		7,843			3,423			27,721			12,884
	Restructuring charge		—			—			750			—
	Total operating expenses		11,401			5,303			41,317			18,612
	Operating income (loss)		(7,072	)		312			(12,577	)		7,291
Other expense, net			(2,483	)		(1,255	)		(5,284	)		(4,169	)
	Income (loss) before income tax provision (benefit)		(9,555	)		(943	)		(17,861	)		3,122
Benefit for (Provision for) income tax			4,050			361			5,716			(1,184	)
Net income (loss)		$	(5,505	)	$	(582	)	$	(12,145	)	$	1,938
Net income (loss) per share — basic		$	(0.17	)	$	(0.02	)	$	(0.39	)	$	0.07
Weighted average shares used in per share calculation — basic			31,918			26,771			30,889			26,745
Net income (loss) per share — diluted		$	(0.17	)	$	(0.02	)	$	(0.39	)	$	0.07
Weighted average shares used in per share calculation — diluted			31,918			26,771			30,889			29,004

-----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

Exhibit 99.1