Item 2.02 Results of Operations and Financial Condition
On April 24, 2007, ANADIGICS, Inc. (“ANADIGICS”) is issuing a press release and holding a conference call announcing its financial results for the quarter ended March 31, 2007. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. The information in this Form 8-K and the Exhibit attached hereto 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.
Use of Non-GAAP Financial Measures
The attached press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP, or pro forma, net income or loss and non-GAAP, or pro forma, income or loss per share. Management uses non-GAAP net income or loss and non-GAAP loss per share to evaluate the company's operating and financial performance in light of business objectives and for planning purposes. ANADIGICS believes that these measures are useful to investors because they enhance investors' ability to review the company's business from the same perspective as the company's management and facilitate comparisons of this period's results with prior periods. These non-GAAP measures exclude charges related to equity-based compensation. These financial measures are not in accordance with GAAP and may differ from non-GAAP methods of accounting and reporting used by other companies. The presentation of this additional information should not be considered a substitute for net loss or loss per share prepared in accordance with GAAP.
Pursuant to the requirements of Regulation G, ANADIGICS has included a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits.
99.1 Press Release issued by ANADIGICS, Inc., dated April 24, 2007.
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.
ANADIGICS, INC.
Date: April 24, 2007
By: /s/ Thomas C. Shields
Name: Thomas C. Shields
Title: Executive Vice President and Chief Financial Officer
EXHIBIT INDEX
Exhibit No. | | Description |
| | |
99.1 | | Press Release issued by ANADIGICS, Inc., dated April 24, 2007 |
ANADIGICS ANNOUNCES FIRST QUARTER RESULTS
First Quarter 2007 net sales of $49.6 million, ($50.1 million including discontinued operations); up 2.3% sequentially and 43% from year ago quarter
First Quarter net loss per share of $0.02 (including $0.02 loss per share from discontinued operations);
and income from continuing operations of $0.08 per share on a pro forma basis
WARREN, N.J., April 24, 2007—ANADIGICS, Inc. (Nasdaq: ANAD), a leading supplier of wireless and broadband communications solutions, reported first quarter 2007 net sales of $49.6 million, an increase of 2.3% compared with net sales of $48.5 million in the prior quarter, and an increase of 43% compared to net sales of $34.7 million in the year ago quarter, reflecting the exclusion of net sales of $0.5 million for first quarter 2007, $0.7 million for fourth quarter 2006, and $1.0 million for first quarter 2006 attributable to the discontinued operations of Telcom Devices, Inc.(a fiber optic subsidiary) sold in April 2007.
Net loss, including discontinued operations, was $1.2 million, or $0.02 per share, compared with net loss of $0.1 million, or $0.00 per share, in the prior quarter, and net loss of $4.6 million, or $0.12 per share, in the year ago quarter. Pro forma income from continuing operations for the first quarter 2007, which excludes non-cash stock compensation expense, was $3.7 million or $0.08 per share.
"I am very pleased with ANADIGICS performance in the first quarter bucking typical seasonality” said Dr. Bami Bastani, President and Chief Executive Officer of ANADIGICS. “We are positioned for growth in the attractive Broadband wireless and wireline markets, and have announced our plans to jointly build, with Kunshan New and Hi-Tech Industrial Development Zone, the first world class GaAs wafer fab in China.”
As of March 31, 2007 cash and short and long-term marketable securities totaled $179.2 million compared with $83.5 million as of December. The increase of $95.7 million resulted primarily from the proceeds received from the public offering of common stock completed on March 14, 2007.
“Our continued improving financial results highlight a richer product mix and the latest public common stock offering that strengthens our balance sheet,” said Tom Shields, Executive Vice President and Chief Financial Officer. “The focus on core products balanced with continued strong market demand is expected to further strengthen our financial leverage.”
Outlook for the Second Quarter 2007
Net sales for the second quarter 2007 are expected to grow 5% to 7% sequentially. Net sales within this expected range would represent a 33% to 35% increase on a comparable basis with second quarter 2006 (excluding net sales of $0.9 million on discontinued operations for the second quarter 2006). Net income per share on a GAAP basis for the second quarter 2007 is expected to approximate $0.01 to $0.02 which, on a pro forma basis, excluding non-cash stock compensation expense, approximates $0.09 to $0.10 per share on an estimated weighted average common shares outstanding of 56.3 million.
The statements regarding outlook are forward looking and actual results may differ materially. Please see safe harbor statement at the end of the press release.
This press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP, or pro forma, net income or loss and non-GAAP, or pro forma, income or loss per share. Management uses non-GAAP net income or loss and non-GAAP income or loss per share to evaluate the company's operating and financial performance in light of business objectives and for planning purposes. ANADIGICS believes that these measures are useful to investors because they enhance investors' ability to review the company's business from the same perspective as the company's management and facilitate comparisons of this period's results with prior periods. These non-GAAP measures exclude charges related to equity-based compensation and discontinued operations. These financial measures are not in accordance with GAAP and may differ from non-GAAP methods of accounting and reporting used by other companies. The presentation of this additional information should not be considered a substitute for net loss or loss per share prepared in accordance with GAAP. Reconciliations of reported net loss and reported loss per share to non-GAAP net income or loss and non-GAAP income or loss per share, respectively, are included at the end of this press release.
Conference Call
ANADIGICS' senior management will conduct a conference call today at 5:00 PM Eastern time. A live audio Webcast will be available at www.anadigics.com. A recording of the call will be available approximately two hours after the end of the call on the ANADIGICS Web site or by dialing (800) 909-5202 (available until May 1).
Recent Highlights
February 13 - ANADIGICS Extends HELP3™ Family with Dual-Band WCDMA PA
February 14 - ANADIGICS Expands WiMAX Amplifier Portfolio to Include Solutions for Mobile Applications
February 28 - ANADIGICS Announces Public Offering of Common Stock
March 5 - ANADIGICS Launches Complete 3G HSPA Transmit Modules
March 14 - ANADIGICS Completes Public Offering of 8,625,000 Shares of Common Stock
March 29 - ANADIGICS Introduces Revolutionary ZeroIC™ CDMA Power Amplifiers
April 2 - ANADIGICS divests the assets of Telcom Devices Inc. (fiber optic wholly-owned subsidiary)
April 3 - ANADIGICS Website Redesign Delivers Improved Functionality
April 9 - ANADIGICS and Kunshan New and Hi-Tech Industrial Development Zone to Jointly Build a GaAs Wafer Fabrication Facility in China and Expected to Be Operational In the First Half of 2009
# # #
About ANADIGICS, Inc.
ANADIGICS, Inc. (Nasdaq: ANAD - News) is a leading provider of semiconductor solutions in the rapidly growing broadband wireless and wireline communications markets. The Company's products include power amplifiers, tuner integrated circuits, active splitters, line amplifiers, and other components, which can be sold individually or packaged as integrated radio frequency and front end modules.
Safe Harbor Statement
Except for historical information contained herein, this press release contains projections and other forward-looking statements (as that term is defined in the Securities Exchange Act of 1934, as amended). These projections and forward-looking statements reflect the Company's current views with respect to future events and financial performance and can generally be identified as such because the context of the statement will include words such as "believe", "anticipate", "expect", or words of similar import. Similarly, statements that describe our future plans, objectives, estimates or goals are forward-looking statements. No assurances can be given, however, that these events will occur or that these projections will be achieved and actual results and developments could differ materially from those projected as a result of certain factors. Important factors that could cause actual results and developments to be materially different from those expressed or implied by such projections and forward-looking statements include those factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including the Company's annual report on Form 10-K for the year ended December 31, 2005, and those discussed elsewhere herein.
ANADIGICS, INC. | | | | | |
Consolidated Statements of Operations | | | | | | | |
(Amounts in thousands, except per share amounts) | | | | | | | |
| | | | | | | |
| | | Three months ended | |
| | | March 31, 2007 | | | April 1, 2006 | |
| | | (Unaudited) | | | (Unaudited) | |
| | | | | | | |
Net sales | | $ | 49,573 | | $ | 34,695 | |
Cost of sales | | | 33,287 | | | 25,289 | |
Gross profit | | | 16,286 | | | 9,406 | |
Research and development expenses | | | 9,738 | | | 8,006 | |
Selling and administrative expenses | | | 7,359 | | | 5,264 | |
Operating loss | | | (811 | ) | | (3,864 | ) |
Interest income | | | 1,240 | | | 863 | |
Interest expense | | | (625 | ) | | (1,288 | ) |
Loss from continuing operations | | | (196 | ) | | (4,289 | ) |
Loss from discontinued operations (1) | | | (965 | ) | | (348 | ) |
Net loss | | $ | (1,161 | ) | $ | (4,637 | ) |
| | | | | | | |
Basic and diluted loss per share | | | | | | | |
Loss from continuing operations | | $ | 0.00 | | $ | (0.11 | ) |
Loss from discontinued operations (1) | | $ | (0.02 | ) | $ | (0.01 | ) |
Net loss | | $ | (0.02 | ) | $ | (0.12 | ) |
| | | | | | | |
Weighted average common and | | | | | | | |
dilutive securities outstanding | | | 48,314 | | | 38,376 | |
| | | | | | | |
Unaudited Reconciliation of GAAP to Pro Forma Non-GAAP Financial Measures | | | | | | | |
| | | | | | | |
GAAP net loss | | $ | (1,161 | ) | $ | (4,637 | ) |
Stock compensation expense in continuing operations | | | | | | | |
Cost of sales | | | 900 | | | 299 | |
Research and development | | | 1,500 | | | 568 | |
Selling, general and administrative | | | 1,476 | | | 545 | |
Loss from discontinued operations (1) | | | 965 | | | 348 | |
Pro forma income (loss) | | $ | 3,680 | | $ | (2,877 | ) |
| | | | | | | |
Pro forma basic income (loss) per share | | $ | 0.08 | | $ | (0.07 | ) |
| | | | | | | |
(1) The loss from discontinued operations of $965 reflects the divestiture of Telcom Devices, Inc., | | | | | | | |
comprising $490 from the loss on sale and $475 loss from operations in the first quarter 2007 and | | | | | | | |
$348 loss from operations in the first quarter 2006. | | | | | | | |
ANADIGICS, INC. | | | | | | | |
Condensed Consolidated Balance Sheets | | | | | | | |
(Amounts in thousands) | | | | | | | |
| | | | | | | |
| | | March 31, 2007 | | | December 31, 2006 | |
Assets | | | (Unaudited) | | | | |
| | | | | | | |
Current assets: | | | | | | | |
Cash and cash equivalents | | $ | 65,560 | | $ | 13,706 | |
Marketable securities | | | 103,918 | | | 60,892 | |
Accounts receivable | | | 29,682 | | | 26,707 | |
Inventory | | | 17,726 | | | 19,701 | |
Prepaid expenses and other current assets | | | 5,126 | | | 2,632 | |
Assets of discontinued operations (1) | | | 934 | | | 1,429 | |
Total current assets | | | 222,946 | | | 125,067 | |
| | | | | | | |
Marketable securities | | | 9,759 | | | 8,884 | |
Plant and equipment, net | | | 48,035 | | | 41,259 | |
Goodwill and other intangibles, net of amortization | | | 5,918 | | | 5,929 | |
Other assets | | | 1,342 | | | 1,463 | |
| | $ | 288,000 | | $ | 182,602 | |
| | | | | | | |
Liabilities and stockholders’ equity | | | | | | | |
| | | | | | | |
Current liabilities: | | | | | | | |
Accounts payable | | $ | 19,301 | | $ | 17,879 | |
Accrued liabilities | | | 4,656 | | | 5,588 | |
Accrued restructuring costs | | | 0 | | | 0 | |
Current portion of long-term debt | | | 0 | | | 0 | |
Capital lease obligations | | | 317 | | | 312 | |
Liabilities of discontinued operations (1) | | | 562 | | | 252 | |
Total current liabilities | | | 24,836 | | | 24,031 | |
| | | | | | | |
Other long-term liabilities | | | 3,326 | | | 3,348 | |
Long-term debt | | | 38,000 | | | 38,000 | |
Long-term capital lease obligations | | | 1,384 | | | 1,463 | |
| | | | | | | |
Stockholders’ equity | | | 220,454 | | | 115,760 | |
| | $ | 288,000 | | $ | 182,602 | |
| | | | | | | |
(1) On April 2, 2007, the Company disposed of the assets of its subsidiary, Telcom Devices, Inc. | | | | | | | |
| | | | | | | |
*The condensed balance sheet at December 31, 2006 has been derived from the audited financial statements at such date but does not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. | | | | | | | |
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