Exhibit 99.1
[LGOG OF PERICOM]
CONTACT:
Pericom Semiconductor Corporation 3545 North First Street Tel: (408) 435-0800
Mike Craighead, VP/Chief Financial Officer San Jose, CA 95134 Fax: (408) 435-1100
www.pericom.com
FOR IMMEDIATE RELEASE
---------------------
PERICOM SEMICONDUCTOR REPORTS FISCAL 2006 FIRST QUARTER RESULTS
San Jose, CA - November 7, 2005 - Pericom Semiconductor Corporation [NASDAQ
National Market: PSEM] today announced results for its fiscal 2006 first quarter
ended October 1, 2005. Results for the previous quarter ended July 2, 2005 are
based upon 14 weeks versus a normal 13 week quarter which is the basis for this
quarters results. Results also include eCERA ComTek Corporation from the
September 7, 2005 acquisition date through October 1, 2005.
Net revenues for the first quarter were $22,473,000, up 6.4% from $21,121,000 in
the preceding quarter and up 13.6% from $19,786,000 in the comparable period
last year. GAAP net income for the quarter was $625,000, or $0.02 per share
(diluted), compared to GAAP net income of $1,173,000, or $0.04 per share
(diluted), in the preceding quarter and versus GAAP net income of $29,000, or
$0.00 per share (diluted), in the comparable period a year ago. During the
quarter ended October 1, 2005 the Company implemented Financial Accounting
Standard 123R (FAS123R), "Share-based Payment", which requires companies to
estimate the cost of all forms of stock based compensation, including stock
options, restricted stock and employee stock purchase plans, and recording of
this estimated compensation in the income statement. Implementation of FAS123R
is required for fiscal years commencing after June 15, 2005, therefore the
Company is one of the first to implement FAS123R. These expenses will be normal
going forward. Since this is the first quarter including these expenses, for
information purposes following are the amounts included in our GAAP and non-GAAP
results for the quarter ended October 1, 2005:
Cost of Sales $ 24,000
Research and development $ 121,000
Sales, general and administrative $ 133,000
Total stock-based compensation $ 278,000
NEWS RELEASE, NOVEMBER 7, 2005
Our GAAP financial results include unusual charges or events which are explained
in the reconciliation of non-GAAP and GAAP financial results that appears in the
financial statements portion of this release. Non-GAAP results are not meant as
a substitute for GAAP, but are included solely for informational and comparative
purposes. Pericom management believes non-GAAP financial information is useful
to investors because it illuminates underlying operational trends by excluding
significant unusual transactions. Our criteria for determining non-GAAP results
may differ from other companies' methods, and should not be regarded as a
replacement for corresponding GAAP measures.
Non-GAAP net income for the quarter ended October 1, 2005, including the FAS123R
expenses noted above, was $768,000, or $0.03 per share (diluted), compared to
$1,173,000, or $0.04 per share (diluted), in the preceding quarter and non-GAAP
net income of $29,000, or $0.00 per share (diluted), in the comparable period a
year ago which does not include any expense related to FAS123R.
Alex Hui, President and Chief Executive Officer of Pericom said, "In our first
quarter we delivered sequential revenue growth on our core IC and FCP lines of
4.3% (normalizing the preceding quarter to 13 weeks), and achieved our sixth
consecutive quarter of non-GAAP profitability. Additionally, our acquisition of
eCERA ComTek on September 7, 2005 provides a growing and accretive subsidiary
that further strengthens and broadens our FCP line with vertical integration,
captive low-cost manufacturing and local presence in the Taiwanese and Asian
markets. We are also pleased with the increasing acceptance of our PCI-Express
products for IT applications and our HDMI switching solution in digital video
applications. We expect these products will contribute significant revenue over
time."
NEW PRODUCTS
The Company introduced 11 new Clock/Timing, Analog Switch and Interface products
that focus on Computing, Networking, Digital Video, and Mobile applications.
PI6C3420 and PI6C3421 are Spread-Spectrum Clock Generators for notebook external
graphics applications.
PI6C6612 is an Audio Clock Generator targeting the growing Digital TV and
Set-top Box markets.
PI74SSTUA32866 is our next generation 25 bit 1:1 or 14 bit 1:2 DDR2
400/533/667Mb/s configurable Registered Buffer with parity for Registered DIMM
memory module applications in servers, storage and networking.
PI3L301D-A and PI3L500-A are 8-Channel, 2:1 Gigabit Ethernet LAN Mux/DeMux
Switches with extended ESD protection for high-speed, low voltage LAN
applications.
PI3HDMI412FT, PI3HDMI412-B, and PI3HDMI413 are high-speed HDMI Mux/DeMux,
application specific switches used in Set-top box, Monitors, and DTV
applications.
PI2LVD412 and PI2LVD512 are 4/5 Differential Channel, 2:1 Video Mux/DeMux,
operating at 1.2 GHz based on LVDS signals. These switches are used for notebook
graphics and many other video applications.
3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
DECEMBER 2005 QUARTER OUTLOOK
The following statements are based on current expectations. These statements are
forward looking, and actual results may differ materially.
o Including the full-quarter addition of eCERA, we expect a sequential
increase in revenues of 18-20%. For the pre-eCERA IC and FCP business
we are still reliant on a high level of turns business and expect
revenues to be flat, plus or minus 2%.
o With the addition of eCERA, we expect consolidated non-GAAP gross
margin to be approximately 33%, plus or minus 2%. GAAP margin will be
slightly lower due to amortization of the eCERA inventory write-up to
Fair Market Value required by acquisition accounting rules.
o Operating expenses, including eCERA and FAS123R expenses, are expected
to increase to approximately $8.9 million, plus or minus $200,000.
o Other income, net, is expected to be approximately $1.0 million.
o Income from unconsolidated subsidiaries is expected to be zero to
$200,000.
o Current expectation is that our tax rate will approximate 33%.
Pericom will adhere to Regulation Fair Disclosure. The Company will provide its
investors and analysts with guidance in the areas of total revenues, gross
margin, operating expenses and other income each quarter in our earnings
releases and in our conference calls. We will not provide further guidance or
updates during the quarter unless we do so via a press release.
NOTE: Our first quarter results telephone conference call will begin at 1:30
p.m. pacific time today. The conference call may be accessed by calling (800)
949-8963 (domestic) or (706) 643-0097 (international) and referencing conference
number 2220007. A replay of the first quarter results conference call will be
available for 7 days commencing from 4:30 PM pacific time today. The replay
telephone number is (800) 642-1687 (domestic) or (706) 645-9291 (international)
and the access code is 2220007. Please note also that the conference call will
be simultaneously Webcast live at: www.pericom.com/investors followed by
on-demand Webcast beginning at 4:30 p.m. pacific time today through December 7,
2005 (Webcast requires Windows MediaPlayer).
Pericom Semiconductor Corporation (NASDAQ: PSEM) offers customers worldwide the
industry's most complete silicon and quartz based solutions for the Computing,
Communications, and Consumer market segments. Our broad portfolio of
leading-edge analog, digital, and mixed-signal integrated circuits and SaRonix
and eCERA frequency control products are essential in the timing, transferring,
routing, and translating of high-speed signals as required by today's
ever-increasing speed and bandwidth demanding applications. Company headquarters
are in San Jose, California, with design centers and sales offices located
globally. http://www.pericom.com
3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
This press release contains forward-looking statements as defined under The
Securities Litigation Reform Act of 1995. Forward-looking statements in this
release include the statements under the captions `December 2005 Quarter
Outlook' and statements that our acquisition of eCERA ComTek on September 7,
2005 provides a growing and accretive subsidiary that further strengthens and
broadens our FCP line with vertical integration, captive low-cost manufacturing
and local presence in the Taiwanese and Asian markets; and that our PCI-Express
products for IT applications and our HDMI switching solution in digital video
applications will continue to enjoy increasing acceptance. The company's actual
results could differ materially from what is set forth in such forward-looking
statements due to a variety of risk factors, including softness in demand for
our products, price erosion for certain of our products, unexpected difficulties
in developing new products, customer decisions to reduce inventory, economic or
financial difficulties experienced by our customers, difficulties in integrating
eCERA with our business, or technological and market changes. All
forward-looking statements included in this document are made as of the date
hereof, based on information available to the company as of the date hereof, and
Pericom assumes no obligation to update any forward-looking statements. Parties
receiving this release are encouraged to review our annual report on Form 10-K/A
for the year ended July 2, 2005 and, in particular, the risk factors sections of
that filing.
- See Attached Tables -
3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
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PERICOM SEMICONDUCTOR CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS - GAAP
(In thousands, except per share data)
(unaudited)
THREE MONTHS ENDED
---------------------------------
OCT 1, JUL 2, SEP 25,
2005 2005 2004
--------- --------- ---------
Net revenues $ 22,473 $ 21,121 $ 19,786
Cost of revenues 14,729 12,940 12,771
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Gross profit 7,744 8,181 7,015
OPERATING EXPENSES:
Research and development 3,991 3,992 3,947
Selling, general and administrative 4,182 4,150 3,832
Restructuring charge 55 51 0
--------- --------- ---------
Total 8,228 8,193 7,779
Income (loss) from operations (484) (12) (764)
Other income, net 876 1,042 931
Recovery (write down) of nonmarketable investment 0 (5) 0
--------- --------- ---------
Income (loss) before income taxes 392 1,025 167
Income tax (benefit) 137 120 15
Minority income in consolidated subsidiary 23 26 0
Equity of income (loss) in unconsolidated subsidiary 347 242 (123)
--------- --------- ---------
Net income (loss) $ 625 $ 1,173 $ 29
========= ========= =========
Basic earnings (loss) per share $ 0.02 $ 0.04 $ 0.00
========= ========= =========
Diluted earnings (loss) per share $ 0.02 $ 0.04 $ 0.00
========= ========= =========
Shares used in computing basic earnings (loss)
per share 26,352 26,371 26,515
========= ========= =========
Shares used in computing diluted earnings (loss)
per share 27,143 27,076 27,268
========= ========= =========
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3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
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PERICOM SEMICONDUCTOR CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS - NON-GAAP
(In thousands, except per share data)
(unaudited)
THREE MONTHS ENDED
---------------------------------
OCT 1, JUL 2, SEP 25,
2005 2005 2004
--------- --------- ---------
Net revenues $ 22,473 $ 21,121 $ 19,786
Cost of revenues 14,628 12,940 12,771
--------- --------- ---------
Gross profit 7,845 8,181 7,015
OPERATING EXPENSES:
Research and development 3,991 3,992 3,947
Selling, general and administrative 4,124 4,210 3,832
--------- --------- ---------
Total 8,115 8,202 7,779
Income (loss) from operations (270) (21) (764)
Other income, net 876 1,042 931
Recovery (write down) of nonmarketable investment 0 (5) 0
--------- --------- ---------
Income (loss) before income taxes 606 1,016 167
Income tax (benefit) 208 111 15
Minority income in consolidated subsidiary 23 26 0
Equity of income (loss) in unconsolidated subsidiary 347 242 (123)
--------- --------- ---------
Net income (loss) $ 768 $ 1,173 $ 29
========= ========= =========
Basic earnings (loss) per share $ 0.03 $ 0.04 $ 0.00
========= ========= =========
Diluted earnings (loss) per share $ 0.03 $ 0.04 $ 0.00
========= ========= =========
Shares used in computing basic earnings (loss)
per share 26,352 26,371 26,515
========= ========= =========
Shares used in computing diluted earnings (loss)
per share 27,143 27,076 27,268
========= ========= =========
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3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
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PERICOM SEMICONDUCTOR CORPORATION
RECONCILIATION OF NET INCOME IN ACCORDANCE WITH GAAP TO NON-GAAP NET INCOME
(In thousands)
(unaudited)
THREE MONTHS ENDED
-------------------------------------------
OCT 1, JUL 2, SEP 25,
2005 2005 2004
------------ ------------ ------------
Net income in accordance with GAAP $ 625 $ 1,173 $ 29
Workforce reduction (Note 1) 55 51
Ecera inventory fair value adjustment (Note 2) $ 101
AKER transaction cost-Legal (Note 3) $ 58
Gain on sale of Ireland building (Note 4) (60)
Income tax (benefit) (Note 5) (71) 9
------------ ------------ ------------
Net income on a non-GAAP basis $ 768 $ 1,173 $ 29
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NOTES TO NON-GAAP ADJUSTMENTS:
Note 1: In June 2005 & September 2005, we completed the 10% reduction in
force that started in February 2005.
Note 2: In the three months ended October 1, 2005, we sold inventory acquired
from Ecera that was written up to fair value in connection with the
acquisition.
Note 3: In the three months ended September 25, 2005, we wrote off legal
charges related to the acquisition of AKER that was not
consummated.
Note 4: Final settlement/gain on a building sold in Ireland In November 2004.
Note 5: Income tax relating to the non-GAAP adjustments above.
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3545 North First Street San Jose, CA 95134 (408) 435-0800
NEWS RELEASE, NOVEMBER 7, 2005
PERICOM SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
AS OF AS OF
OCT 1, 2005 JUL 2, 2005
------------ ------------
(unaudited)
ASSETS
CURRENT ASSETS:
Cash & cash equivalents $ 9,134 $ 20,902
Short-term investments 123,486 122,385
Accounts receivable 19,702 9,442
Inventories 14,893 13,428
Prepaid expenses and other current assets 1,210 409
Deferred income taxes 5,139 5,291
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Total current assets 173,564 171,857
Property and equipment, net 19,298 5,927
Investment in and advances to Pericom Technology, Inc. 7,613 7,257
Deferred income taxes-non current 4,248 2,205
Other assets 9,281 6,749
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Total assets $ 214,004 $ 193,995
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LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 9,171 $ 6,899
Accrued liabilities 8,533 5,470
Current portion of long-term debt 7,493 0
------------ ------------
Total current liabilities 25,197 12,369
Long-term debt 7,168 0
Other long term liabilities 229 207
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Total liabilities 32,594 12,576
Minority interest in consolidated subsidiary 244 257
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Total minority Interest 244 257
SHAREHOLDERS' EQUITY:
Common stock 140,697 141,233
Retained earnings and other 40,469 39,929
------------ ------------
Total shareholders' equity 181,166 181,162
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Total liabilities and shareholders' equity $ 214,004 $ 193,995
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3545 North First Street San Jose, CA 95134 (408) 435-0800