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 (Date of earliest event reported): January 30, 2006

IXYS CORPORATION

(Exact name of registrant as specified in its charter)

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

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))

TABLE OF CONTENTS

	Item 2.02 Results of Operations and Financial Conditions.
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
Exhibit Index
EXHIBIT 99.1

Item 2.02 Results of Operations and Financial Conditions.

     The following information is furnished and 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 January 30, 2006, IXYS issued a press release. The text of IXYS’s press release is attached hereto as Exhibit 99.1.

Item 9.01 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, dated January 30, 2006.

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/ Uzi Sasson
Uzi Sasson, Vice President of Finance and Chief Financial Officer (Principal Financial Officer)

Date: January 30, 2006

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Text of press release issued by IXYS Corporation, dated January 30, 2006.

EX-99.1

Exhibit 99.1

Contact:	Uzi Sasson
	Chief Financial Officer
	IXYS Corporation
	3540 Bassett Street
	Santa Clara, California 95054
	(408) 982-0700

IXYS CORPORATION ANNOUNCES ITS THIRD QUARTER RESULTS WITH RECORD PROFITS FOR THE NINE MONTHS OF THE FISCAL YEAR

SANTA CLARA, CA. January 30, 2006 — IXYS Corporation (NASDAQ:SYXI) today announced that, for the third fiscal quarter ended December 31, 2005, IXYS reported net revenues of $60.3 million, as compared with net revenues of $66.3 million for the same period in the prior fiscal year.

Gross profit was $18.9 million, or 31.4% of net revenues, for the quarter ended December 31, 2005, as compared to gross profit of $20.1 million, or 30.3% of net revenues, for the same quarter in the prior fiscal year. Net income for the quarter was $4.4 million, or $0.12 per diluted share, as compared to a net income of $4.7 million or $0.14 per diluted share, for the same quarter in the prior fiscal year.

For the nine month period ended December 31, 2005, IXYS reported net revenues of $187.1 million, as compared with net revenues of $187.6 million for the same period in the prior fiscal year. Gross profit for the nine month period ended December 31, 2005 was $61.3 million, or 32.8% of net revenues, as compared to gross profit of $56.7 million, or 30.2% of net revenues, for the same period in the prior fiscal year. Net income for the nine month period was $15.1 million, or $0.42 per diluted share, an increase of 44.4% as compared to net income of $10.5 million, or $0.30 per diluted share, for the same period in the prior fiscal year.

“Consistent with our long term growth plan, we are pleased to demonstrate cash and profit growth on a year to date basis. We have seen the sequential weakness and uncertainty of the consumer market and have positioned IXYS for further diversification, growth and improved gross margins,” said Dr. Nathan Zommer, Chief Executive Officer.

“We are cautious about our next quarter, especially in light of the recent uncertainty experienced by other companies in our industry, and expect revenues for the March quarter to be relatively flat, as compared to our December quarter,” stated Uzi Sasson, Chief Financial Officer.

IXYS develops and markets primarily high performance power and RF semiconductors and control ICs that are used in controlling and converting electrical power efficiently in power systems for telecommunication infrastructure, motor drives, medical systems and transportation. IXYS also serves emerging markets with digital and analog ICs that control flat panel displays, medical instruments and telecommunication products.

Safe Harbor Statement

The foregoing press release contains forward-looking statements, including those related to diversification, growth, improved gross margins and expectations for revenues in the March quarter. Actual results may vary materially from those contained in the forward-looking statements, due to changes in customer delivery schedules, the cancellation of orders, an unanticipated decline in our business, an unexpected increase or leveling of our costs or reduced cash flows, among other things. Further information on other factors that could affect IXYS is detailed and included in IXYS’ Form 10-Q for the fiscal quarter ended September 30, 2005, as filed with the Securities and Exchange Commission. IXYS undertakes no obligation to publicly release the results of any revisions to these forward-looking statements.

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

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

	December 31,			March 31,
	2005			2005
ASSETS
Current assets:
Cash and cash equivalents	$	77,173		$	58,299
Accounts receivable, net		39,002			41,388
Inventories, net		51,746			51,411
Prepaid expenses		4,333			4,134
Deferred income taxes		6,806			6,649
Total current assets		179,060			161,881
Plant and equipment, net		39,305			27,814
Other assets		27,551			27,409
Deferred income taxes		2,460			2,787
Total assets	$	248,376		$	219,891
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of capitalized lease obligations	$	2,199		$	2,733
Notes payable to bank		862			—
Accounts payable		13,924			12,962
Accrued expenses and other liabilities		28,107			22,123
Total current liabilities		45,092			37,818
Long term obligations, net of current portion		14,035			4,566
Pension liabilities		10,860			12,230
Total liabilities		69,987			54,614
Common stock, $0.01 par value:
Authorized: 80,000,000 shares; 34,450,014 issued and 33,971,012 outstanding on December 31, 2005 and 33,586,196 issued and 33,359,194 outstanding on March 31, 2005		345			336
Additional paid in capital		153,696			151,820
Notes receivable from stockholders		(58	)		(355	)
Retained earnings		20,586			5,492
Accumulated other comprehensive income		3,820			7,984
Total stockholders’ equity		178,389			165,277
Total liabilities and stockholders’ equity	$	248,376		$	219,891

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

	Three Months Ended				Nine Months Ended
	December 31,				December 31,
	2005		2004		2005		2004
Net revenues	$	60,336	$	66,258	$	187,062	$	187,597
Cost of goods sold		41,399		46,203		125,749		130,857
Gross profit		18,937		20,055		61,313		56,740
Operating expenses:
Research, development and engineering		4,960		4,778		13,199		14,400
Selling, general and administrative		8,707		8,226		27,869		25,753
Total operating expenses		13,667		13,004		41,068		40,153
Operating income		5,270		7,051		20,245		16,587
Other income, net		742		488		1,953		269
Income before income tax provision		6,012		7,539		22,198		16,856
Income tax provision		1,601		2,790		7,104		6,405
Net income	$	4,411	$	4,749	$	15,094	$	10,451
Net income per share — basic	$	0.13	$	0.14	$	0.45	$	0.32
Weighted average shares used in per share calculation — basic		33,593		33,076		33,514		33,029
Net income per share — diluted	$	0.12	$	0.14	$	0.42	$	0.30
Weighted average shares used in per share calculation — diluted		35,729		35,012		35,827		34,876