Exhibit 99.1 PMC-Sierra Reports Third Quarter 2006 Results SANTA CLARA, Calif.--(BUSINESS WIRE)--Oct. 19, 2006--PMC-Sierra, Inc. (Nasdaq:PMCS): - -- Q3 Net Revenues: $ 116.5 million - -- Q3 Non-GAAP Net Income: $ 17.4 million or $0.08 per share (fully diluted) - -- Q3 GAAP Net Loss: $ (11.5) million or $(0.05) per share PMC-Sierra, Inc. (Nasdaq:PMCS), a leading provider of high-speed broadband communications and storage semiconductors, today reported results for the third quarter ending October 1, 2006. Net revenues in the third quarter of 2006 were $116.5 million, a decrease of 2% compared with $118.8 million in the second quarter of 2006 and 53% higher than in the same period the prior year. As compared to the third quarter of 2005, net revenues in the third quarter of 2006 included a full three months of revenue from the previously announced acquisition of Passave Inc., which closed on May 4, 2006, and the storage semiconductor business of Avago Technologies, which closed in March 2006. Net income in the third quarter of 2006 on a non-GAAP basis was $17.4 million (non-GAAP diluted earnings per share of $0.08) compared with non-GAAP net income of $19.4 million (non-GAAP diluted earnings per share of $0.09) in the second quarter of 2006. GAAP net loss in the third quarter of 2006 was $11.5 million (GAAP loss per share of $0.05) compared with GAAP net loss in the second quarter of 2006 of $31.8 million (GAAP loss per share of $0.16). Non-GAAP net income for the third quarter excludes: (i) $11.2 million amortization of purchased intangible assets associated with the purchases of Passave's Fibre To The Home business and Avago's storage semiconductor business; (ii) $10.6 million in stock-based compensation expenses; and (iii) $6.4 million in restructuring costs. For a full reconciliation of GAAP net loss to non-GAAP net income, please refer to the schedule on page 6 of this release. The Company believes the addition of non-GAAP measures are useful to investors for the purpose of financial analysis. Management uses the non-GAAP measures internally to evaluate its in-period operating performance before gains, losses and other charges that are considered by management to be outside of the Company's core operating results. In addition, the measures are used to plan for the Company's future periods. However, non-GAAP measures are neither stated in accordance with, nor are they a substitute for, GAAP measures. "In the third quarter, our Enterprise Storage business showed strength as the Fibre Channel transition from 2G to 4G accelerated. The growth in storage during the quarter, however, was offset by reduced shipments of communications products," said Bob Bailey, chairman and chief executive officer of PMC-Sierra. Company announcements in Q3 2006 and subsequent include: -- PMC-Sierra introduces AFE devices for EPON and GPON: PMC announced the availability of four new Analog Front End Devices (AFEs) for GPON and EPON FTTH equipment. These new Physical layer devices compliment the Company's networking SoCs for GPON and EPON systems. Using these Physical layer devices, system and sub-system OEMs may be able to lower the cost of GPON and EPON access network equipment that deliver carrier-grade triple-play services to consumers worldwide. -- PALADIN 20: PMC announced the PALADIN 20, the Company's third generation Digital Predistortion (DPD) solution enabling wireless infrastructure OEMs and carriers to deploy cost-effective Remote Radio Head solutions with significant capital and operational savings. The PALADIN 20 provides 40 percent efficiency for Doherty Power Amplifier-based solutions and solves key technical challenges in amplifier linearity. -- Metro Transport solutions for NEC's SpectralWave series: PMC announced that NEC selected PMC-Sierra's metro transport semiconductor solutions for their world-class SpectralWave series. PMC-Sierra's CHESS III and CHESS Wideband solutions enable NEC to deliver a scalable metro transport solution with reduced power, cost and complexity. PMC's solutions allow carriers to manage new Ethernet services and existing T1/E1 services over SONET/SDH infrastructure. Third Quarter 2006 Conference Call Management will review the third quarter 2006 results and provide guidance for the fourth quarter of 2006 during a conference call at 1:30 pm Pacific Time/4:30 pm Eastern Time on October 19, 2006. To listen to the call, investors can access an audio webcast of the conference call on the Financial Events and Calendar section at http://investor.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 719-457-2681 approximately ten minutes before the start time. A telephone 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 4189777). A replay of the webcast will be available for five business days. Fourth Quarter 2006 Conference Call PMC-Sierra is planning on releasing its results for the fourth quarter of 2006 on January 25th, 2007. A conference call will be held on the day of the release to review the quarter and provide an outlook for the first quarter of 2007. Safe Harbor Statement This press release contains forward-looking statements, including statements regarding the strength of PMC's markets and potential benefits of PMC's new products and solutions, which are subject to risks and uncertainties. Actual results may differ from projections. The Company's SEC filings describe more fully the risks associated with the Company's business including PMC-Sierra's limited revenue visibility due to variable customer demands, orders with short delivery lead times, inventory levels in the supply chain, customer concentration, and changing environments in the different segments and regions of the business. The Company does not undertake any obligation to update the forward-looking statements. About PMC-Sierra PMC-Sierra(TM) is a leading provider of broadband communications and storage semiconductors for metro, access, fiber to the home, wireless infrastructure, storage, laser printers and customer premises equipment. PMC-Sierra offers worldwide technical and sales support, including a network of offices throughout North America, Europe, Israel 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. 2006. All rights reserved. PMC is a registered trademark of PMC-Sierra, Inc. in the United States and other countries. PMC-SIERRA, PMCS and "Thinking You can Build On" are trademarks of PMC-Sierra, Inc. Other product and company names mentioned herein may be trademarks of their respective owners. PMC-Sierra, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except for per share amounts) (unaudited) Three Months Ended Nine Months Ended ------------------------------------------------- Oct 1, Jul 2, Oct 2, Oct 1, Oct 2, 2006 2006 2005 2006 2005 Net revenues $116,514 $118,780 $ 76,203 $323,075 $213,855 Cost of revenues 39,146 43,560 20,131 109,331 61,124 --------- --------- --------- --------- --------- Gross profit 77,368 75,220 56,072 213,744 152,731 Other costs and expenses: Research and development 41,611 41,587 27,205 116,947 88,077 Selling, general and administrative 29,235 27,174 14,839 76,002 41,309 Amortization of purchased intangible assets 11,202 9,934 - 23,246 - In-process research and development - 20,500 - 35,300 - Restructuring costs and other charges 6,404 - 5,359 5,666 13,833 --------- --------- --------- --------- --------- (Loss) income from operations (11,084) (23,975) 8,669 (43,417) 9,512 Other income (expense): Interest income, net 1,849 1,267 2,874 6,682 8,061 Foreign exchange loss (252) (3,378) (3,378) (3,617) (3,456) Loss on extinguishment of debt and amortization of debt issue costs (242) (242) - (726) (1,634) (Loss) gain on investments - (3,118) - (1,269) 1,439 --------- --------- --------- --------- --------- (Loss) income before provision for income taxes (9,729) (29,446) 8,165 (42,347) 13,922 Provision for income taxes (1,796) (2,388) (2,230) (15,345) (4,181) --------- --------- --------- --------- --------- Net (loss) income $(11,525) $(31,834) $ 5,935 $(57,692) $ 9,741 ========= ========= ========= ========= ========= Net (loss) income per common share - basic $ (0.05) $ (0.16) $ 0.03 $ (0.29) $ 0.05 Net (loss) income per common share - diluted $ (0.05) $ (0.16) $ 0.03 $ (0.29) $ 0.05 Shares used in per share calculation - basic 211,298 203,067 185,110 200,528 183,563 Shares used in per share calculation - diluted 211,298 203,067 190,739 200,528 189,241 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 net income and net income 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 purpose of financial analysis. Management uses these measures internally to evaluate the Company's in-period operating performance before gains, losses and other charges that are considered by management to be outside of the Company's core operating results. In addition, 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 GAAP net (loss) income to Non-GAAP net income (in thousands, except for per share amounts) (unaudited) Three Months Ended Nine Months Ended ----------------------------- ------------------- Oct 1, Jul 2, Oct 2, Oct 1, Oct 2, 2006 (1) 2006 (2) 2005 (3) 2006 (4) 2005 (5) GAAP net (loss) income $(11,525) $(31,834) $ 5,935 $(57,692) $ 9,741 Included in Cost of revenues: Stock-based compensation 379 489 - 1,292 - Acquisition-related costs - 5,676 - 8,949 - Included in Other costs and expenses: Stock-based compensation 10,222 9,534 - 25,233 215 Acquisition-related costs - - - 222 - Amortization of intangible assets 11,202 9,934 - 23,246 - Employee-related taxes 2,355 - - 2,355 - In-process research and development - 20,500 - 35,300 - Restructuring costs and other charges 6,404 - 5,359 5,666 13,833 Elimination of provision - - - - (900) Included in Other income (expense): Loss on extinguishment of debt - - - - 1,618 Loss (Gain) on investments - 3,118 - 1,269 (1,439) Foreign exchange (gain) loss on Canadian taxes (108) 3,295 3,388 3,074 3,576 Included in Provision for income taxes : Recovery of prior year income taxes - - - - (998) Withholding and other taxes on repatriation of funds - - - 7,036 - Income tax effect of above items (1,520) (1,307) (1,152) (2,789) (987) --------- --------- --------- --------- --------- Non-GAAP net income $ 17,409 $ 19,405 $ 13,530 $ 53,161 $ 24,659 ========= ========= ========= ========= ========= Non-GAAP net income per share - diluted $ 0.08 $ 0.09 $ 0.07 $ 0.26 $ 0.13 Shares used to calculate non-GAAP net income per share - diluted 212,561 214,600 190,739 207,945 189,241 Non-GAAP adjustments (1) $10.6 million stock-based compensation expense; $11.2 million amortization of purchased intangible assets; $2.4 million accrual for employee-related taxes; $6.4 million restructuring costs including $2.6 million for severance, and $3.5 million for excess facilities, and $0.3 million for contract termination and asset impairment primarily related to the workforce reduction in Portland and the closure of the Ottawa facility; $0.1 million foreign exchange gain on Canadian taxes; and $1.5 million income tax effect relating to these non-GAAP adjustments. (2) $10.0 million stock-based compensation expense; $5.4 million purchase accounting adjustment to inventory and $0.3 million in additional acquisition-related contractor costs included in Cost of revenues; $9.9 million amortization of purchased intangible assets and a $20.5 million charge for in-process research and development from the purchase of Passave, Inc.; $3.2 million write-down of an investment net of a $0.1 million gain on sale of an investment; $3.3 million foreign exchange loss on Canadian taxes; and $1.3 million income tax effect of these non-GAAP adjustments. (3) $5.4 million restructuring costs for excess facilities vacated in the third quarter of 2005; $3.4 million foreign exchange loss on Canadian taxes and $1.2 million income tax effects related to these non-GAAP adjustments. (4) $26.5 million stock-based compensation expense; $9.2 million acquisition-related costs comprised of a $8.2 million purchase accounting adjustments to inventory and $0.8 million in additional contractor costs included in Cost of revenues, and $0.2 million relocation expenses included in Selling, general and administrative expenses; $23.2 million amortization of purchased intangible assets and $35.3 million in charges for in-process research and development from the purchases of Passave and the Avago Storage Semiconductor Business; $2.4 million for employee-related taxes; $5.7 million in restructuring comprised of $1.2 million net provision for excess facilities, $4.2 million additional severance, and $0.3 million in contract termination and asset impairment; $1.3 million net loss on investments including a $3.2 million write-down, offset by $1.9 million gains on sales of investments; $3.1 million foreign exchange loss on Canadian taxes; $7.0 million withholding and other taxes on repatriation of funds; and $2.8 million income tax effect of these non-GAAP adjustments. (5) $0.2 million amortization of deferred stock compensation; $13.8 million restructuring costs including $7.5 million for workforce reduction, $1.0 million for asset write-downs and $5.4 million for excess facilities vacated in the third quarter of 2005; $0.9 million reversal of provision for doubtful accounts receivable; $1.6 million loss on extinguishment of debt, $1.4 million gain on sales of investments, $1.0 million reversal of state income tax; $3.6 million foreign exchange loss on Canadian taxes, and $1.0 million income tax effect relating to these non-GAAP adjustments. PMC-Sierra, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) (unaudited) Oct 1, Dec 31, 2006 2005 (As Restated) ASSETS: Current assets: Cash and short-term investments $ 250,469 $ 627,476 Accounts receivable, net 45,576 31,799 Inventories, net 33,787 14,046 Prepaid expenses and other current assets 25,857 13,630 ----------- ----------- Total current assets 355,689 686,951 Other investments and assets 8,422 16,390 Property and equipment, net 19,712 10,981 Goodwill 394,855 7,907 Intangible assets, net 233,562 5,575 Deposits for wafer fabrication capacity 5,145 5,145 ----------- ----------- $1,017,385 $ 732,949 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY: Current liabilities: Accounts payable $ 27,343 $ 21,507 Accrued liabilities 50,211 40,619 Income taxes payable 40,392 32,050 Deferred income taxes 2,356 1,037 Accrued restructuring costs 14,520 15,233 Deferred income 12,746 11,004 ----------- ----------- Total current liabilities 147,568 121,450 2.25% Senior convertible notes due October 15, 2025 225,000 225,000 Deferred taxes and other tax liabilities 42,794 29,090 PMC special shares convertible into 2,099 (2005 - 2,459) shares of common stock 2,732 3,362 Stockholders' equity Capital stock and additional paid in capital 1,312,199 1,008,685 Accumulated other comprehensive income 1,145 1,723 Accumulated deficit (714,053) (656,361) ----------- ----------- Total stockholders' equity 599,291 354,047 ----------- ----------- $1,017,385 $ 732,949 =========== =========== PMC-Sierra, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Nine Months Ended ---------------------- Oct 1, Oct 2, 2006 2005 Cash flows from operating activities: Net (loss) income $ (57,692) $ 9,741 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Stock-based compensation 26,525 215 Depreciation and amortization 34,520 8,976 In-process research and development 35,300 - Impairment of purchased intangible assets - 538 Loss on extinguishment of debt - 1,618 Loss (gain) on investments 1,243 (1,255) Gain on disposal of property and equipment - (184) Changes in operating assets and liabilities: Accounts receivable (6,070) (17,858) Inventories (5,463) 2,813 Prepaid expenses and other current assets (13,202) 1,570 Accounts payable and accrued liabilities (7,359) 1,349 Income taxes payable 14,518 7,313 Accrued restructuring costs (713) 3,395 Deferred income 1,742 3,804 ---------- ---------- Net cash provided by operating activities 23,349 22,035 ---------- ---------- Cash flows from investing activities: Acquisition of businesses, net of cash acquired (417,738) - Purchases of short-term available-for-sale investments - (138,759) Proceeds from sales and maturities of short- term available-for-sale investments 222,357 153,084 Purchases of long-term available-for-sale investments in bonds and notes - (35,231) Proceeds from sales and maturities of long-term available-for-sale investments in bonds and notes - 70,678 Purchases of investments and other assets - (2,000) Proceeds from sale of investments and other assets 5,444 772 Proceeds from refund of wafer fabrication deposits - 1,634 Purchases of property and equipment (6,422) (3,492) Proceeds from sale of property - 2,604 Purchase of intangible assets (3,944) (2,130) ---------- ---------- Net cash (used in) provided by investing activities (200,303) 47,160 ---------- ---------- Cash flows from financing activities: Repurchase of convertible subordinated notes - (70,177) Proceeds from issuance of common stock 21,857 23,178 ---------- ---------- Net cash provided by (used in) financing activities 21,857 (46,999) ---------- ---------- Net (decrease) increase in cash and cash equivalents (155,097) 22,196 Cash and cash equivalents, beginning of the period 405,566 121,276 ---------- ---------- Cash and cash equivalents, end of the period $ 250,469 $ 143,472 ========== ========== CONTACT: PMC-Sierra, Inc. Alan Krock, Vice President & CFO, 408-988-1204 or David Climie, VP Marketing Communications, 408-988-8276 or Susan Shaw, Manager, Communications, 408-988-8515