Exhibit 99.1 PMC-Sierra Reports Profit in Third Quarter 2003 SANTA CLARA, Calif.--(BUSINESS WIRE)--Oct. 16, 2003--PMC-Sierra(TM) Inc. (Nasdaq:PMCS) -- Q3 Net Revenues: $63.1 million -- Q3 Net Income: $0.8m Non-GAAP or $0.00/sh.; $3.2m GAAP or $0.02/sh. -- Company repurchased $100 million of subordinated convertible notes in Q3 PMC-Sierra(TM) Inc., a leading provider of high-speed broadband communications and storage semiconductors and MIPS-based(TM) microprocessors, today reported its third quarter results for the period ended September 28, 2003. Net revenues in the third quarter of 2003 were $63.1 million compared with $60.4 million for the second quarter of 2003 and $59.6 million for the same period a year ago. This represented an increase in revenues of 4.5 percent sequentially and 5.9 percent on a year-over-year basis. Net income in the third quarter of 2003 on a non-GAAP basis was $0.8 million (non-GAAP diluted earnings per share of $0.00) compared with a non-GAAP net loss of $3.9 million (non-GAAP net loss per share of $0.02) in the prior quarter. GAAP net income in the third quarter of 2003 was $3.2 million (GAAP diluted earnings per share of $0.02). This compares to GAAP net loss of $9.2 million in the second quarter of 2003 (GAAP net loss per share of $0.05). Non-GAAP net income in the third quarter of 2003 excludes the following items: (i) a gain of $1.7 million on repurchase of convertible subordinated notes; (ii) a net reversal of $1.1 million of restructuring provision; (iii) $0.3 million in amortization of deferred stock compensation; and (iv) a loss on sale of other investments of $0.2 million. (For a full reconciliation of GAAP versus non-GAAP for the second and third quarters of 2003 as well as the third quarter of 2002, please see the schedule on page 6 of this release). The Company believes that the additional non-GAAP measures provided are useful to investors for the performance of financial analysis. Management uses the non-GAAP measures internally to evaluate its operating performance and planning for the Company's future periods. However, non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. "After two-and-a-half years of hard work, PMC-Sierra has reached its intermediate goal of achieving profitability while enhancing our competitive position in the service provider, MIPS-based microprocessor, and enterprise and storage semiconductor markets. The next milestone for the Company is to achieve model profitability," said Bob Bailey, president and chief executive officer of PMC-Sierra. The Company repurchased $100 million in face value of convertible subordinated notes during the third quarter at a cost of $96.7 million. The face value of the remaining notes is $175 million and they mature on August 15, 2006. The notes are convertible into common shares of PMC-Sierra at a conversion price of $42.43 per share and have an annual interest rate of 3.75 percent. As previously announced, during the quarter, PMC-Sierra eliminated its lease obligation at the Mission Towers Two building located at Freedom Circle in Santa Clara, CA. The Company purchased and resold the facility at a net cost of approximately $102 million. The transaction eliminated the Company's remaining rental commitment for the building of about $215 million that was due through December 2011. "From a financial perspective, this past quarter was very productive," said Alan Krock, vice president of finance and chief financial officer of PMC-Sierra. "Significant future period obligations were settled in the third quarter. In addition, we exceeded our previous operating expense reduction targets established in January 2003. We remain focused on maintaining operating leverage as our markets begin to improve." New products announced in the third quarter of 2003 include the following: -- 4G Fibre Channel for Next-Gen Storage Systems - announced sampling of the industry's first 4.25 Gbit/s Fibre Channel intelligent Port Bypass Controllers and Quad CMOS SERDES devices for next-generation enterprise storage arrays and storage network applications. The PBC 4x4G and PBC 18x4G intelligent Port Bypass Controllers support 4.25 Gbit/s enterprise-class disk enclosure applications. The QuadPHY(R) 4GFC four channel CMOS SERDES are deployed in Fibre Channel Fabric Switch and Host-Bus Adapter applications. -- Framing/Mapping Devices for SONET/SDH Transport - introduced the ARROW 12xETEC, a 12 channel DS3/E3/STS-1E framing and mapping device for existing and next-generation ADMs, MSPPs, Digital Cross-Connects and terminal multiplexers. The new device offers a power savings of over 50 percent and transport designers can leverage the ARROW 12xETEC's power efficiency to scale DS3/E3/STS-1E tributary line cards while lowering overall costs. -- Next-Gen Metro Transport Framers - introduced the ARROW 622 and ARROW 155 Metro access and transport framers for use in a wide array of SONET/SDH applications including ADMs, Customer Premise Equipment, DSLAMs, Media Gateways, MSPPs, and MS Switches. Both devices support a broad range of optical and electrical interfaces (OC-12/STM-4, OC-3/STM-1, EC-1, DS3, and E3) to enable OEMs to significantly lower design and manufacturing costs. -- SERDES Product Line Extended - the 6-channel HexPHY 1GR and the 4-channel QuadPHY 1GR serializer/deserializer devices were introduced for high-speed serial backplanes and Gigabit Ethernet transceivers. Both devices use PMC-Sierra's proven mixed-signal technology and are used in enterprise Ethernet switches, blade servers, and access/metro transport network equipment. Third Quarter 2003 Conference Call Management will review the third quarter 2003 results and provide guidance for the fourth quarter of 2003 during a conference call at 1:30 PM Pacific Time/4:30 PM Eastern Time today. To listen to the call, investors can access an audio webcast of the conference from the Investor Relations page of PMC-Sierra's corporate website at www.pmc-sierra.com. A replay of this webcast will be posted and available two hours after the conference call has been completed. To listen to the conference call live by telephone, please dial 719-457-2621 approximately ten minutes before the 1:30 PM Pacific start time. A phone replay will be available 15 minutes after the completion of the call and can be accessed by dialing 719-457-0820 (replay access code is 701006). Fourth Quarter 2003 Conference Call PMC-Sierra will be releasing its results for the fourth quarter on January 22, 2004. A conference call will be held that day to review the quarter and provide an outlook for the first quarter of 2004. About PMC-Sierra PMC-Sierra is a leading provider of high-speed broadband communications and storage semiconductors and MIPS-based(TM) processors for Enterprise, Access, Metro Optical Transport, Storage Area Networking and Wireless network equipment. The company offers worldwide technical and sales support, including a network of offices throughout North America, Europe and Asia. The company is publicly traded on the NASDAQ Stock Market under the PMCS symbol and is included in the S&P 500 Index. For more information, visit www.pmc-sierra.com. (C)Copyright PMC-Sierra, Inc. 2003. PMC, PMCS, PMC-Sierra and "Thinking you can build on" are trademarks of PMC-Sierra, Inc. PMC-Sierra, Inc. NON-GAAP STATEMENTS OF OPERATIONS (in thousands, except for per share amounts) (unaudited) Three Months Ended ----------------------------- Sep 28, Jun 29, Sep 29, 2003 (1) 2003 (2) 2002 (3) Net revenues Networking $63,100 $59,610 $59,358 Non-networking - 768 226 --------- --------- --------- Total 63,100 60,378 59,584 Gross profit $ Networking 41,232 38,748 36,259 Non-networking - 329 96 --------- --------- --------- Total 41,232 39,077 36,355 --------- --------- --------- Gross profit % Networking 65.3% 65.0% 61.1% Non-networking - 42.8% 42.5% Total 65.3% 64.7% 61.0% Other costs and expenses: Research and development 27,759 32,173 33,977 Marketing, general and administrative 12,031 12,151 16,030 --------- --------- --------- Non-GAAP income (loss) from operations 1,442 (5,247) (13,652) Interest and other income (expense), net (267) (106) 1,374 --------- --------- --------- Non-GAAP income (loss) before provision for income taxes 1,175 (5,353) (12,278) Provision for (recovery of) income taxes 329 (1,499) (3,438) --------- --------- --------- Non-GAAP net income (loss) $ 846 $(3,854) $(8,840) ========= ========= ========= Non-GAAP net income (loss) per share - diluted $ 0.00 $ (0.02) $ (0.05) Shares used to calculate non-GAAP net income (loss) per share - diluted: 186,137 172,289 170,525 Non-GAAP adjustments The above amounts have been adjusted to eliminate the following: (1) $0.3 million amortization of deferred stock compensation, a $1.1 million net reversal of restructuring costs, $1.7 million gain on extinguishment of debt and $0.2 million loss on sale of investments. The $1.1 million net reversal of restructuring costs is comprised of a $4.5 million reversal of excess facilities costs related to our October 2001 restructuring, $3.1 million additional excess facilities costs related to sites abandoned in our March 2001 restructuring and $0.3 million of restructuring costs related to our January 2003 restructuring. (2) $0.01 million amortization of deferred stock compensation, a $7.3 million charge for restructuring costs and $2.0 million net gain on other investments. The $7.3 million restructuring charge is comprised of $4.0 million for consolidation of excess facilities, $1.3 million of asset impairments, $1.1 million for obligations incurred in connection with the closure of development sites and $0.8 million for workforce reduction. The $2.0 million net gain on other investments is comprised of a $5.5 million gain on sale of other investments and a $3.5 million charge for impairment of other investments. (3) $0.5 million amortization of deferred stock compensation and $0.1 million gain on sale of other investments. PMC-Sierra, Inc. NON-GAAP STATEMENTS OF OPERATIONS (in thousands, except for per share amounts) (unaudited) Nine Months Ended ----------------------- Sep 28, Sep 29, 2003 (4) 2002 (5) Net revenues Networking $ 178,096 $ 160,095 Non-networking 768 5,442 ----------- ----------- Total 178,864 165,537 Gross profit $ Networking 113,481 98,662 Non-networking 329 2,329 ----------- ----------- Total 113,810 100,991 ----------- ----------- Gross profit % Networking 63.7% 61.6% Non-networking 42.8% 42.8% Total 63.6% 61.0% Other costs and expenses: Research and development 90,880 104,649 Marketing, general and administrative 36,798 49,592 ----------- ----------- Non-GAAP income (loss) from operations (13,868) (53,250) Interest and other income (expense), net 175 4,134 ----------- ----------- Non-GAAP income (loss) before provision for income taxes (13,693) (49,116) Provision for (recovery of) income taxes (3,835) (13,753) ----------- ----------- Non-GAAP net income (loss) $ (9,858) $ (35,363) =========== =========== Non-GAAP net income (loss) per share - diluted $ (0.06) $ (0.21) Shares used to calculate non-GAAP net income (loss) per share - diluted: 172,603 169,945 Non-GAAP adjustments The above amounts have been adjusted to eliminate the following: (4) $0.7 million amortization of deferred stock compensation, $12.8 million net charge for restructuring costs, a $1.7 million gain on extinguishment of debt, $2.3 million gain on investments and $1.9 million recovery of taxes related to these transactions. The $12.8 million restructuring charge is comprised of $7.2 million for workforce reduction, $7.5 million for excess facilities, $1.5 million for asset impairments, $1.1 million for obligations incurred in connection with the closure of development sites and $4.5 million reversal of excess facilities costs related to our October 2001 restructuring. The $2.3 million net gain on investments is comprised of a $5.8 million net gain on sale of investments and a $3.5 million charge for impairment of other investments. (5) $2.3 million amortization of deferred stock compensation and $3.1 million gain on sale of other investments. As a supplement to the Company's consolidated financial statements presented on a generally accepted accounting principles (GAAP) basis, the Company provides additional non-GAAP measures for gross profit, income (loss) from operations, net income (loss) and net income (loss) per share in its press release. A non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The Company believes that the additional non-GAAP measures are useful to investors for the performance of financial analysis. Management uses these measures internally to evaluate its operating performance and the measures are used for planning and forecasting of the Company's future periods. However, non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. Other companies may use different non-GAAP measures and presentation of results. PMC-Sierra, Inc. Reconciliation of Non-GAAP Adjustments (in thousands) (unaudited) Three Months Ended ---------------------------- Sep 28, Jun 29, Sep 29, 2003 2003 2002 Non-GAAP net income (loss) $ 846 $ (3,854) $ (8,840) Amortization of deferred stock compensation (313) (13) (476) Restructuring costs: Workforce reduction - (812) - Excess facility and contract settlement costs 1,272 (4,038) - Write-down of capitalized software licenses - (357) - Write-down of property and equipment, net (179) (954) - Obligations incurred in connection with closure of development sites - (1,099) - Impairment of other investments - (3,500) - Gain on extinguishment of debt 1,700 - - Gain (loss) on sale of other investments (162) 5,462 71 Income tax effect of above items - - - -------- --------- --------- GAAP net income (loss) $ 3,164 $ (9,165) $ (9,245) ======== ========= ========= PMC-Sierra, Inc. Reconciliation of Non-GAAP Adjustments (in thousands) (unaudited) Nine Months Ended ------------------------ Sep 28, Sep 29, 2003 2002 Non-GAAP net income (loss) $ (9,858) $ (35,363) Amortization of deferred stock compensation (738) (2,288) Restructuring costs: Workforce reduction (7,196) - Excess facility and contract settlement costs (3,026) - Write-down of capitalized software licenses (357) - Write-down of property and equipment, net (1,133) - Obligations incurred in connection with closure of development sites (1,099) - Impairment of other investments (3,500) - Gain on extinguishment of debt 1,700 - Gain (loss) on sale of other investments 5,831 3,135 Income tax effect of above items 1,860 - ----------- ----------- GAAP net income (loss) $ (17,516) $ (34,516) =========== =========== PMC-Sierra, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except for per share amounts) (unaudited) Three Months Ended -------------------------------- Sep 28, Jun 29, Sep 29, 2003 2003 2002 Net revenues Networking $ 63,100 $ 59,610 $ 59,358 Non-networking - 768 226 ---------- ---------- ---------- Total 63,100 60,378 59,584 Cost of revenues 21,868 21,301 23,229 ---------- ---------- ---------- Gross profit 41,232 39,077 36,355 Other costs and expenses: Research and development 27,759 32,173 33,977 Marketing, general and administrative 12,031 12,151 16,030 Amortization of deferred stock compensation: Research and development - (82) 453 Marketing, general and administrative 313 95 23 Restructuring costs (1,093) 7,260 - ---------- ---------- ---------- Income (loss) from operations 2,222 (12,520) (14,128) Interest and other income (expense), net (267) (106) 1,374 Gain on extinguishment of debt 1,700 - - Gain (loss) on investments (162) 1,962 71 ---------- ---------- ---------- Income (loss) before provision for income taxes 3,493 (10,664) (12,683) Provision for (recovery of) income taxes 329 (1,499) (3,438) ---------- ---------- ---------- Net income (loss) $ 3,164 $ (9,165) $ (9,245) ========== ========== ========== Net income (loss) per common share - basic $ 0.02 $ (0.05) $ (0.05) Net income (loss) per common share - diluted $ 0.02 $ (0.05) $ (0.05) Shares used in per share calculation - basic 174,118 172,289 170,525 Shares used in per share calculation - diluted 186,137 172,289 170,525 PMC-Sierra, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except for per share amounts) (unaudited) Nine Months Ended ----------------------- Sep 28, Sep 29, 2003 2002 Net revenues Networking $ 178,096 $ 160,095 Non-networking 768 5,442 ----------- ----------- Total 178,864 165,537 Cost of revenues 65,054 64,546 ----------- ----------- Gross profit 113,810 100,991 Other costs and expenses: Research and development 90,880 104,649 Marketing, general and administrative 36,798 49,592 Amortization of deferred stock compensation: Research and development 317 2,138 Marketing, general and administrative 421 150 Restructuring costs 12,811 - ----------- ----------- Income (loss) from operations (27,417) (55,538) Interest and other income (expense), net 175 4,134 Gain on extinguishment of debt 1,700 - Gain (loss) on investments 2,331 3,135 ----------- ----------- Income (loss) before provision for income taxes (23,211) (48,269) Provision for (recovery of) income taxes (5,695) (13,753) ----------- ----------- Net income (loss) $ (17,516) $ (34,516) =========== =========== Net income (loss) per common share - basic $ (0.10) $ (0.20) Net income (loss) per common share - diluted $ (0.10) $ (0.20) Shares used in per share calculation - basic 172,603 169,945 Shares used in per share calculation - diluted 172,603 169,945 PMC-Sierra, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) Sep 28, Dec 29, 2003 2002 (unaudited) ASSETS: Current assets: Cash and short-term investments (1) $ 351,142 $ 416,659 Accounts receivable, net 18,449 16,621 Inventories, net 19,690 26,420 Deferred tax assets 1,131 1,083 Prepaid expenses and other current assets 12,691 15,499 ----------- ----------- Total current assets 403,103 476,282 Investment in bonds and notes (1) 54,073 148,894 Other investments and assets 8,010 21,978 Property and equipment, net 25,124 51,189 Property held for sale 14,203 - Goodwill and other intangible assets, net 7,907 8,381 Deposits for wafer fabrication capacity 6,779 21,992 ----------- ----------- $ 519,199 $ 728,716 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY: Current liabilities: Accounts payable $ 22,188 $ 24,697 Accrued liabilities 44,255 53,530 Income taxes payable 38,578 21,553 Accrued restructuring costs 15,274 129,499 Deferred income 15,704 17,982 ----------- ----------- Total current liabilities 135,999 247,261 3.75% Convertible subordinated notes due August 15, 2006 175,000 275,000 Deferred tax liabilities 74 2,764 PMC special shares convertible into 2,961 (2002 - 3,196) shares of common stock 4,636 5,052 Stockholders' equity Capital stock and additional paid in capital 857,263 834,265 Deferred stock compensation (212) (1,158) Accumulated other comprehensive income 2,362 3,939 Accumulated deficit (655,923) (638,407) ----------- ----------- Total stockholders' equity 203,490 198,639 ----------- ----------- $ 519,199 $ 728,716 =========== =========== (1) Total cash and marketable investments, current and non-current, comprised of Cash and short-term investments plus Investments in bonds and notes, totaled $405.2 million and $565.6 million at September 28, 2003 and December 29, 2002, respectively. PMC-Sierra, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Nine Months Ended --------------------- Sep 28, Sep 29, 2003 2002 Cash flows from operating activities: Net loss $(17,516) $(34,516) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 23,628 35,256 Impairment of other investments 3,500 - Noncash restructuring costs 1,490 - Gain on extinguishment of debt (1,700) - Gain on sale of investments and other assets (5,818) (3,126) Changes in operating assets and liabilities: Accounts receivable (1,828) (952) Inventories 6,730 6,116 Prepaid expenses and other current assets 3,216 671 Accounts payable and accrued liabilities (11,784) (2,033) Income taxes payable 17,025 12,454 Accrued restructuring costs (114,200) (24,386) Deferred income (2,278) (5,361) ---------- ---------- Net cash used in operating activities (99,535) (15,877) ---------- ---------- Cash flows from investing activities: Change in restricted cash 2,785 - Purchases of short-term investments (71,239) (118,887) Proceeds from sales and maturities of short-term investments 269,557 107,601 Purchases of long-term bonds and notes (95,874) (141,863) Proceeds from sales and maturities of long-term bonds and notes 189,973 93,249 Other investments 7,102 (3,609) Proceeds from refund of wafer fabrication deposits 15,213 - Purchases of property and equipment (10,547) (2,946) ---------- ---------- Net cash provided by (used in) investing activities 306,970 (66,455) ---------- ---------- Cash flows from financing activities: Repayment of capital leases and long-term debt - (377) Repurchase of convertible notes (96,680) - Proceeds from issuance of common stock 22,789 9,867 ---------- ---------- Net cash provided by (used in) financing activities (73,891) 9,490 ---------- ---------- Net increase (decrease) in cash and cash equivalents 133,544 (72,842) Cash and cash equivalents, beginning of the period 70,504 152,120 ---------- ---------- Cash and cash equivalents, end of the period $204,048 $ 79,278 ========== ========== CONTACT: PMC-Sierra Alan Krock VP Finance & CFO 408/988-1204 alan_krock@pmc-sierra.com OR David Climie Director, Investor Relations 408/988-8276 david_climie@pmc-sierra.com OR Susan Kirk Public Relations 408/988-8515 susan_kirk@pmc-sierra.com