Exhibit 99.1
NVIDIA CORPORATION AND SUBSIDIARIES
SELECTED CONSOLIDATED
FINANCIAL DATA
In May 2006, following media reports of stock option accounting investigations at other companies, the management of NVIDIA decided to conduct a review of stock option grants made by NVIDIA. Management advised our Board of Directors of the review at a regularly-scheduled meeting of the Board of Directors on May 25, 2006. The Board of Directors directed management to report its findings to the Audit Committee. Management presented its findings to the Audit Committee in late June 2006. Following that presentation, the Audit Committee determined that it should perform its own independent review of stock option grants made by NVIDIA. The Audit Committee, with the assistance of outside legal counsel, began its review on approximately June 29, 2006.
We will restate our October 30, 2005 financial statements in the filing of our October 29, 2006 Form 10-Q; however, in advance of that filing, we have provided the accompanying unaudited condensed consolidated financial information as of, and for the three and nine month periods ended, October 30, 2005 in this exhibit. As a result of the restatement, for the three and nine month periods ended October 30, 2005, we have recorded $2.0 million and $1.8 million, respectively, of incremental stock-based compensation expense, net of associated payroll taxes, in the accompanying “as restated” presentation of our condensed consolidated statements of income. For the three month period ended October 30, 2005, we included $0.9 million and $0.9 million in research and development expenses and selling, general and administrative expenses, respectively. For the nine month period ended October 30, 2005, we included $4.1 million and a credit of $3.0 million in research and development expenses and selling, general and administrative expenses, respectively. We have also included the tax benefit of these adjustments of $1.2 million and $1.0 million for the three and nine month periods ended October 30, 2005, respectively. We have also restated our condensed consolidated statement of cash flows for these adjustments, as well as our condensed consolidated balance sheet at October 30, 2005 for the cumulative impact of the effect of these adjustments. The cumulative effect of the restatement adjustments as of October 30, 2005 increased additional paid-in capital by $177.9 million, decreased retained earnings by $126.7 million and impacted total stockholders’ equity by $47.9 million. The additional non-cash charges for stock-based compensation expense and related tax effects had no impact on our condensed consolidated statement of cash flows. See Note 2, “Restatement of Consolidated Financial Statements, Audit Committee and Company Findings” of the Notes to the Consolidated Financial Statements included in Item 8 for further information surrounding the nature of the errors which gave rise to the restatement of our financial statements.
NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
| | | | | | | | | | | | |
| | October 30, 2005 | |
| | As Previously Reported | | | Adjustments | | | As Restated(1) | |
ASSETS | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 364,308 | | | $ | — | | | $ | 364,308 | |
Marketable securities | | | 421,870 | | | | — | | | | 421,870 | |
Accounts receivable, net | | | 351,737 | | | | | | | | 351,737 | |
Inventories | | | 284,847 | | | | 127 | | | | 284,974 | |
Prepaid expenses and other current assets | | | 23,949 | | | | | | | | 23,949 | |
Deferred income taxes | | | 3,265 | | | | 1,712 | | | | 4,977 | |
| | | | | | | | | | | | |
Total current assets | | | 1,449,976 | | | | 1,839 | | | | 1,451,815 | |
| | | |
Property and equipment, net | | | 178,505 | | | | — | | | | 178,505 | |
Deposits and other assets | | | 24,713 | | | | — | | | | 24,713 | |
Goodwill | | | 133,107 | | | | — | | | | 133,107 | |
Intangible assets, net | | | 19,207 | | | | — | | | | 19,207 | |
Deferred income taxes, non-current | | | — | | | | 33,035 | | | | 33,035 | |
| | | | | | | | | | | | |
| | $ | 1,805,508 | | | $ | 34,874 | | | $ | 1,840,382 | |
| | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | |
| | | |
Current liabilities: | | | | | | | | | | | | |
Accounts payable | | $ | 179,777 | | | $ | — | | | $ | 179,777 | |
Accrued liabilities | | | 247,390 | | | | (1,049 | ) | | | 246,341 | |
Current portion of capital lease obligations | | | — | | | | | | | | — | |
| | | | | | | | | | | | |
Total current liabilities | | | 427,167 | | | | (1,049 | ) | | | 426,118 | |
| | | |
Deferred income tax liabilities | | | 20,754 | | | | (20,754 | ) | | | — | |
Long-term liabilities | | | 8,146 | | | | 8,794 | | | | 16,940 | |
| | | |
Stockholders’ equity: | | | | | | | | | | | | |
Common stock | | | 178 | | | | — | | | | 178 | |
Additional paid-in capital | | | 740,665 | | | | 177,850 | | | | 918,515 | |
Deferred compensation | | | (1,943 | ) | | | (3,276 | ) | | | (5,219 | ) |
Treasury stock | | | (162,142 | ) | | | — | | | | (162,142 | ) |
Accumulated other comprehensive loss, net | | | (4,365 | ) | | | — | | | | (4,365 | ) |
Retained earnings | | | 777,048 | | | | (126,691 | ) | | | 650,357 | |
| | | | | | | | | | | | |
Total stockholders’ equity | | | 1,349,441 | | | | 47,883 | | | | 1,397,324 | |
| | | | | | | | | | | | |
| | $ | 1,805,508 | | | $ | 34,874 | | | $ | 1,840,382 | |
| | | | | | | | | | | | |
(1) | See Note 2, “Restatement of Consolidated Financial Statement, Audit Committee and Company Findings” of the Notes to “Consolidated Financial Statements.” |
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NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
| | | | | | | |
| | Three Months Ended October 30, 2005 | | Nine Months Ended October 30, 2005 | |
| | (As Restated)(1) | | (As Restated)(1) | |
Revenue | | $ | 583,415 | | $ | 1,742,073 | |
Cost of revenue | | | 355,420 | | | 1,086,842 | |
| | | | | | | |
Gross profit | | | 227,995 | | | 655,231 | |
| | | | | | | |
Operating expenses: | | | | | | | |
Research and development | | | 88,829 | | | 263,777 | |
Sales, general and administrative | | | 55,436 | | | 151,322 | |
Settlement costs | | | 14,158 | | | 14,158 | |
| | | | | | | |
Total operating expenses | | | 158,423 | | | 429,257 | |
| | | | | | | |
Operating income | | | 69,572 | | | 225,974 | |
Interest income | | | 5,380 | | | 14,143 | |
Interest expense | | | — | | | (13 | ) |
Other income, net | | | 766 | | | 1,608 | |
| | | | | | | |
Income before income tax expense | | | 75,718 | | | 241,712 | |
Income tax expense | | | 11,271 | | | 37,910 | |
| | | | | | | |
Net income | | $ | 64,447 | | $ | 203,802 | |
| | | | | | | |
Basic net income per share | | $ | 0.38 | | $ | 1.20 | |
| | | | | | | |
Diluted net income per share | | $ | 0.35 | | $ | 1.12 | |
| | | | | | | |
Shares used in basic per share computation | | | 170,127 | | | 169,239 | |
Shares used in diluted per share computation | | | 183,429 | | | 181,608 | |
(1) | See Note 2, “Restatement of Consolidated Financial Statement, Audit Committee and Company Findings” of the Notes to “Consolidated Financial Statements.” |
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NVIDIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(In thousands)
(Unaudited)
| | | | |
| | Nine Months Ended October 30, 2005 | |
| | (As Restated)(1) | |
Cash flows from operating activities: | | | | |
Net income | | $ | 203,802 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | |
Non-cash realized gain on investment exchange | | | (96 | ) |
Depreciation and amortization | | | 74,189 | |
Stock-based compensation | | | 6,763 | |
Bad debt expense | | | 163 | |
Other | | | 85 | |
Changes in operating assets and liabilities: | | | | |
Accounts receivable | | | (55,621 | ) |
Inventories | | | 30,671 | |
Prepaid expenses and other current assets | | | (3,956 | ) |
Deposits and other assets | | | (5,995 | ) |
Accounts payable | | | (62,494 | ) |
Accrued liabilities | | | 33,514 | |
| | | | |
Net cash provided by operating activities | | | 221,025 | |
| | | | |
Cash flows from investing activities: | | | | |
Purchases of marketable securities | | | (182,531 | ) |
Sales and maturities of marketable securities | | | 217,286 | |
Purchases of property, equipment and intangible assets | | | (56,155 | ) |
Investments in non-affiliates | | | (9,684 | ) |
| | | | |
Net cash used in investing activities | | | (31,084 | ) |
| | | | |
Cash flows from financing activities: | | | | |
Common stock issued under employee stock plans | | | 104,729 | |
Stock repurchases | | | (138,509 | ) |
Principal payments on capital leases | | | (856 | ) |
Retirement of common stock | | | 491 | |
| | | | |
Net cash provided by (used in) financing activities | | | (34,145 | ) |
| | | | |
Change in cash and cash equivalents | | | 155,796 | |
Cash and cash equivalents at beginning of period | | | 208,512 | |
| | | | |
Cash and cash equivalents at end of period | | $ | 364,308 | |
| | | | |
| | | | |
Supplemental disclosures of cash flow information: | | | | |
Cash paid for interest | | $ | 12 | |
| | | | |
Net payment of income taxes | | $ | 2,659 | |
| | | | |
| | | | |
Non cash activities: | | | | |
Acquisition of business - goodwill adjustment | | $ | 25,000 | |
| | | | |
Application of customer advance to accounts receivable | | $ | — | |
| | | | |
Marketable security received from investment exchange | | $ | 96 | |
| | | | |
Asset retirement obligation | | $ | 1,611 | |
| | | | |
Deferred stock-based compensation | | $ | (153 | ) |
| | | | |
Unrealized losses from marketable securities | | $ | 1,127 | |
| | | | |
Assets acquired by assuming related liabilities | | $ | 4,048 | |
| | | | |
(1) | See Note 2, “Restatement of Consolidated Financial Statement, Special Committee and Company Findings” of the Notes to “Consolidated Financial Statements.” |
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