UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(MARK ONE)
(x) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 2003
or
( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934 (No Fee Required)
Commission File No. 0-12718
SUPERTEX, INC.
(Exact name of Registrant as specified in its Charter)
California 94-2328535
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification #)
1235 Bordeaux Drive
Sunnyvale, California 94089
(Address of principal executive offices)
Registrant's Telephone Number, Including Area Code: (408) 222-8888
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).
Yes X No
The total number of shares outstanding of the Registrant's common stock as of
November 7, 2003 were 12,785,324.
Total number of pages: 17
SUPERTEX, INC.
QUARTERLY REPORT - FORM 10Q
Table of Contents Page No.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Condensed Consolidated Statements of Income 3
Unaudited Condensed Consolidated Balance Sheets 4
Unaudited Condensed Consolidated Statements of Cash Flows 5
Notes to Unaudited Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk and
Interest Rate Risk 13
Item 4. Controls and Procedures 13
PART II- OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 2. Changes in Securities and Use of Proceeds 14
Item 3. Defaults Upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 15
Signatures 15
Item 1. Financial Statements
SUPERTEX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(in thousands, except per share amounts)
Three-months Ended, Six-months Ended,
September 30, September 30,
------------- -------------
2003 2002 2003 2002
---- ---- ---- ----
Net sales $12,315 $13,220 $24,794 $26,497
------- ------- ------- -------
Costs and expenses:
Cost of sales 7,523 8,102 14,812 16,951
Research and development 2,276 2,489 4,506 4,807
Selling, general and administrative 2,203 2,206 4,593 4,041
------ ------ ------ ------
Total costs and expenses 12,002 12,797 23,911 25,799
------ ------ ------ ------
Income from operations 313 423 883 698
Interest income 268 250 532 494
Other income, net 66 407 356 414
------ ------ ------ ------
Income before provision for
income taxes 647 1,080 1,771 1,606
Provision for income taxes 200 367 548 546
------ ------ ------ ------
Net income $ 447 $ 713 $1,223 $1,060
====== ====== ====== ======
Net income per share:
Basic $0.04 $0.06 $0.10 $0.08
===== ===== ===== =====
Diluted $0.03 $0.06 $0.09 $0.08
===== ===== ===== =====
Shares used in per share computation:
Basic 12,723 12,589 12,705 12,582
====== ====== ====== ======
Diluted 13,047 12,640 12,977 12,788
====== ====== ====== ======
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
SUPERTEX, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)
September 30, 2003 March 31, 2003
ASSETS ------------------ --------------
Current assets:
Cash and cash equivalents $ 59,414 $ 60,931
Short-term investments 9,518 3,945
Trade accounts receivable, net of allowance
of $550 and $615 9,176 10,134
Inventories 14,325 14,582
Prepaid expenses and other current assets 655 575
Deferred income taxes 4,030 4,030
------ ------
Total current assets 97,118 94,197
Property, plant and equipment, net 11,042 12,104
Other assets 97 97
Deferred income taxes 2,273 2,273
------- -------
TOTAL ASSETS $ 110,530 $ 108,671
======= =======
LIABILITIES
Current liabilities:
Trade accounts payable $ 2,315 $ 3,572
Accrued salaries and employee benefits 6,560 6,784
Other accrued liabilities 478 485
Deferred revenue 3,017 2,001
Income taxes payable 3,373 3,304
------ ------
Total current liabilities 15,743 16,146
------ ------
SHAREHOLDERS' EQUITY
Preferred stock, no par value - 10,000 shares
authorized, none outstanding -- --
Common stock, no par value - 30,000 shares
authorized; issued and outstanding 12,744
and 12,658 shares at September 30, 2003 and
March 31, 2003, respectively 30,084 29,045
Retained earnings 64,703 63,480
------- -------
Total shareholders' equity 94,787 92,525
------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $110,530 $108,671
======= =======
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
SUPERTEX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
Six-months Ended,
CASH FLOWS FROM OPERATING ACTIVITIES September 30, September 30,
2003 2002
Net income $ 1,223 $ 1,060
------- -------
Non-cash adjustments to net income:
Depreciation 2,177 2,696
Provision for doubtful accounts and sales
returns 829 1,199
Provision for excess and obsolete inventories 379 (253)
Gain on sale of long-term investments -- (1,092)
Gain on disposal of assets -- (9)
Impairment of long term investment -- 750
Changes in operating assets and liabilities:
Short-term investments, categorized as trading (548) --
Trade accounts receivable 129 (258)
Inventories (122) 978
Prepaid expenses and other current assets (80) 238
Trade accounts payable and accrued expenses (1,488) (2,352)
Deferred revenue 1,016 56
Income taxes payable 69 1,590
----- -----
Total adjustments 2,361 3,543
----- -----
Net cash provided by operating
activities 3,584 4,603
----- -----
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, plant and equipment (1,130) (1,336)
Proceeds from disposal of property and equipment 15 9
Sales of long-term investments -- 1,692
Purchases of short-term investments,
categorized as available for sale (5,025) --
------- ------
Net cash provided by (used in) investing
activities (6,140) 365
------- ------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of stock options and
employee stock purchase plan 1,039 684
------- ------
Net cash provided by financing
activities 1,039 684
------- ------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (1,517) 5,652
CASH AND CASH EQUIVALENTS:
Beginning of period 60,931 52,492
------- -------
End of period $59,414 $58,144
======= =======
Supplemental cash flow disclosures:
Income taxes (paid), net of refunds $ (480) $ 1,045
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
SUPERTEX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Note 1 - Basis of Presentation
In the opinion of management, the unaudited condensed consolidated financial
statements for the quarters ended September 30, 2003 and 2002 include all
adjustments (consisting of normal recurring adjustments) necessary for fair
presentation of the consolidated financial position, results of operations, and
cash flows for those periods in accordance with accounting principles generally
accepted in the United States of America.
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted pursuant to such rules and regulations, although
the Company believes the disclosures which are made are adequate to make the
information presented not misleading. In particular, the year-end condensed
consolidated balance sheet data were derived from audited financial statements,
but does not include all disclosures required by accounting principles
generally accepted in the United States of America. These financial statements
should be read in conjunction with the audited condensed consolidated financial
statements of Supertex, Inc. for the fiscal year ended March 31, 2003, which
were included in the Annual Report on Form 10-K.
Interim results are not necessarily indicative of results for the full fiscal
year. The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements as well as the reported
amounts of revenue and expenses during the reporting period. Actual results
could differ from those estimates, and such differences may be material to the
financial statements.
The financial statements have been prepared on a consolidated basis. The
condensed consolidated financial statements include the accounts of Supertex,
Inc. and its subsidiary. All significant intercompany balances have been
eliminated on consolidation.
For purposes of presentation, the Company labels its annual accounting period
end as March 31 and its interim quarterly periods as ending on the last day of
the corresponding month. The Company, in fact, operates and reports based on
quarterly periods ending on the Saturday closest to month end. The 13-week
second quarter of fiscal 2003 ended on September 28, 2002, and the 13-week
second quarter of fiscal 2004 ended on September 27, 2003.
Note 2 - Inventories
Inventories consisted of (in thousands):
September 30, 2003 March 31, 2003
Raw materials........................... $ 1,517 $ 1,348
Work-in-process......................... 8,052 9,341
Finished goods.......................... 4,756 3,893
------- -------
$14,325 $14,582
======= =======
Note 3 - Comprehensive Income
SFAS No.130 establishes standards for disclosure and financial statement
display for reporting total comprehensive income and its individual components.
Comprehensive income, as defined, includes all changes in equity during a
period from non-owner sources. The Company's comprehensive income did not
differ from net income for all periods presented.
Note 4 - Net Income per Share
Basic earnings per share ("EPS") is computed as net income divided by the
weighted average number of common shares outstanding for the period. Diluted
EPS reflects the potential dilution that could occur from common shares
issuable through stock options, warrants, and other convertible securities. A
reconciliation of the numerator and denominator of basic and diluted earnings
per share is provided as follows (in thousands, except per share amounts).
Three-months Ended, Six-months Ended,
September 30, September 30,
2003 2002 2003 2002
BASIC:
Net income $ 447 $ 713 $1,223 $1,060
====== ====== ====== ======
Weighted average shares outstanding
for the period 12,723 12,589 12,705 12,582
====== ====== ====== ======
Net income per share $ 0.04 $0.06 $ 0.10 $ 0.08
====== ====== ====== ======
DILUTED:
Net income $ 447 $ 713 $1,223 $1,060
====== ===== ====== ======
Weighted average shares outstanding
for the period 12,723 12,589 12,705 12,582
Dilutive effect of stock options 324 51 272 206
------ ------ ------ ------
Total 13,047 12,640 12,977 12,788
====== ====== ====== ======
Net income per share $ 0.03 $ 0.06 $ 0.09 $ 0.08
====== ====== ====== ======
Options to purchase 379,339 shares of the Company's common stock at an average
price of $29.76 per share, and 1,045,358 shares at an average price of $20.48
per share at September 30, 2003 and September 30, 2002, respectively, were
outstanding but were not included in the computation of diluted earnings per
share because their effect would have been anti-dilutive. For the six-month
period ended September 30, 2003 and 2002, respectively, options to purchase the
Company's common stock of 408,795 shares at an average price of $28.92 per
share, and 663,650 shares at an average price of $24.83 per share, were not
included in the computation of diluted earnings per share because their effect
would have been anti-dilutive.
Note 5 - Stock-based Compensation
The Company accounts for stock-based employee compensation arrangements using
the intrinsic value method as described in Accounting Principles Board Opinion
No. 25, "Accounting for Stock Issued to Employees" ("APB No. 25") and Financial
Accounting Standards Board Interpretation No. 44 "Accounting for Certain
Transaction Involving Stock Compensation" ("FIN 44"). Accordingly,
compensation cost for stock options is measured as the excess, if any, of the
fair value of the Company's stock at the date of grant over the stock option
exercise price. The Company accounts for stock issued to non-employees in
accordance with the provisions of Statement of Financial Accounting Standards
No. 123, "Accounting for Stock-Based Compensation" ("SFAS No. 123") and
Emerging Issues Task Force Consensus No. 96-18, "Accounting for Equity
Instruments that are offered to other than employees for acquiring or in
conjunction with selling goods or services" ("EITF 96-18"). Under SFAS No. 123
and EITF 96-18, stock option awards issued to non-employees are accounted for
at their fair value and re-measured at each period end until a commitment date
is reached, which is generally the vesting date.
Had the Company recorded compensation costs for stock options issued to
employees under the Company's stock option plans and Employee Stock Purchase
Plan (ESPP) based on the fair value at the grant date for the awards consistent
with the provisions of SFAS No. 123, the net income and net income per share
for the quarter ended September 30, 2003 and 2002 would have been reduced to
the pro forma amounts indicated as follows:
Three-months Ended Six-months Ended
September 30, September 30,
------------- -------------
(in thousands except per share amounts) 2003 2002 2003 2002
---- ---- ---- ----
Net income As reported $447 $713 $1,223 $1,060
Add: Stock-based employee
compensation expense
included in reported
net income, net of tax -- -- -- --
Deduct: Stock-based employee
compensation expense
determined under fair
value based method,
net of tax (505) (622) (1,186) (1,616)
------ ------ ------- -------
Pro forma net
income (loss) $(58) $91 $37 $(556)
====== ====== ======= =======
Basic earnings As reported $ 0.04 $ 0.06 $ 0.10 $ 0.08
(loss) per share
Pro forma $ 0.00 $ 0.01 $ 0.00 $(0.04)
Diluted earnings As reported $ 0.03 $ 0.06 $ 0.09 $ 0.08
(loss) per share
Pro forma $ 0.00 $ 0.01 $ 0.00 $(0.04)
To compute the estimated fair value of each option grant under the Option Plans
and employee purchase rights under the ESPP, the Black-Scholes option pricing
model was used with the following weighted average
assumptions:
Employee Stock Option Plans Employee Stock Option Plans
Three-months Ended September 30 Six-months Ended September 30
2003 2002 2003 2002
Risk-free interest rate 1.05% 1.56% 1.05% 0.91%
Expected term of option
from vest date (years) 1.50 1.52 1.50 1.52
Expected volatility 0.98 1.03 0.98 1.24
Expected dividends -- -- -- --
Employee Stock Purchase Plan Employee Stock Purchase Plan
Three-months Ended September 30 Six-months Ended September 30
2003 2002 2003 2002
Risk-free interest rate 1.23% 1.35% 1.23% 1.35%
Expected term of option
from vest date (years) .50 .50 .50 .50
Expected volatility .43 .68 .43 .68
Expected dividends -- -- -- --
Note 6 - Investments
As of September 30, 2003, the Company's short-term investments consisted of
investments held by the Company's Supplemental Employee Retirement Plan of
$4,493,000, which are categorized as trading securities, and a time certificate
of deposit of $5,025,000, which is categorized as available for sale. At
March 31, 2003, the Company's short-term investments consisted entirely of
investments held by the Company's Supplemental Employee Retirement Plan.
Note 7 - Recent Accounting Pronouncements
In November 2002, the Emerging Issues Task Force reached a consensus on Issue
No. 00-21, Revenue Arrangements with Multiple Deliverables, ("EITF 00-21").
EITF 00-21 provides guidance on how to account for arrangements that involve
the delivery or performance of multiple products, service and/or rights to use
assets. The provisions of EITF 00-21 apply to revenue arrangements entered
into in fiscal periods beginning after June 15, 2003. The Company's adoption
of EITF 00-21 did not have a material impact on its financial position or
results of operations.
In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity"("SFAS 150").
SFAS 150 establishes standards for how an issuer classifies and measures
certain financial instruments with characteristics of both liabilities and
equity. It requires that an issuer classify a financial instrument that is
within its scope as a liability (or an asset in some circumstances). Many of
those instruments were previously classified as equity. SFAS 150 is effective
for financial instruments entered into or modified after May 31, 2003, and
otherwise is effective at the beginning of the first interim period beginning
after June 15, 2003. The Company's adoption of SFAS 150 did not have an impact
on its financial position or results of operations.
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Cautionary Statement Regarding Forward Looking Statements
This Form 10-Q includes forward-looking statements. These forward-looking
statements are not historical facts, and are based on current expectations,
estimates, and projections about our industry, our beliefs, our assumptions,
and our goals and objectives. Words such as "anticipates", "expects",
"intends", "plans", "believes", "seeks", and "estimates ", and variations of
these words and similar expressions, are intended to identify forward-looking
statements. Examples of such forward-looking statements in this Form 10-Q are
our expectation that future sales of our backlighting chips to the cell phone
industry will remain at a lower run rate; our anticipation for the price
erosion in the medical segment to stabilize by the second half of fiscal 2004;
our expectation for growth in revenue in the second half of fiscal 2004,
particularly in the fourth quarter; our belief that we will start to see some
production capacity utilization improvement as demand of our products
increases; our plans to continue in the future our current level of R&D
investment on new product development as a percent of net sales; our plan to
not add capacity in the future and to spend approximately $1,691,000 for
capital acquisitions in the remaining two quarters of fiscal 2004; and our
anticipation that our available funds and expected cash generated from
operations will be sufficient to meet cash and working capital requirements
through at least the next twelve months. These statements are only predictions
not a guaranty of future performance, and are subject to risks, uncertainties,
and other factors, some of which are beyond our control and are difficult to
predict, and could cause actual results to differ materially from those
expressed or forecasted in the forward-looking statements. These risks and
uncertainties include that there are no material changes in the demand for our
customer's cell phone or medical products in which our chips are used;
competition to supply products in the markets in which we compete does not
increase and cause price erosion; demand materializes and increases for
recently released customer products incorporating our products; we do not have
unexpected manufacturing expenses as we ramp up production; the demand for our
products or results of our product development change such that it would be
unwise not to decrease research and development and that some of our equipment
will not be unexpectedly damaged or obsoleted, thereby requiring replacement as
well as those described in "Risk Factors" under Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of Operation" in our
Annual Report of Form 10-K for the fiscal year ended March 31, 2003. Except as
required by law, we undertake no obligation to update any forward-looking
statement, whether as a result of new information, future events, or otherwise.
Critical Accounting Policies
We described our critical accounting policies in Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of Operations," of
our Annual Report on Form 10-K for the year ended March 31, 2003.
Our critical accounting policies are those that are most important to the
portrayal of our financial condition and results of operations, and require our
management's significant judgments and estimates and such consistent
application fairly depicts our financial condition and results of operations
for all periods presented.
Critical accounting policies affecting us and the critical estimates we made
when applying them have not changed materially since March 31, 2003.
Overview
Supertex designs, develops, manufactures, and markets high voltage
semiconductor devices, including analog and mixed signal integrated circuits
utilizing state-of-the-art high voltage DMOS, HVCMOS and HVBiCMOS analog and
mixed signal technologies. We supply standard and custom high voltage
interface products primarily for use in the telecommunications (telecom),
imaging, medical electronics, and industrial markets. We also provide wafer
foundry services for the manufacture of integrated circuits for customers using
customer-owned designs and mask toolings.
Results of Operations
Net Sales
Net sales for the quarter ended September 30, 2003 were $12,315,000, a 7%
decrease compared to $13,220,000 for the same quarter of fiscal 2003, and a 1%
decrease from $12,479,000 of the prior quarter. Net sales for the six months
ended September 30, 2003 were $24,794,000, a 6% decrease compared to
$26,497,000 for the same period of fiscal 2003.
As a percentage of total net sales for the quarter ended September 30, 2003,
sales to customers in the medical electronics, imaging, and telecom markets
represented 39%, 37%, and 19% of total net sales, respectively, compared to
36%, 39% and 18% for the same quarter of fiscal 2003. Sales to customers in
other markets accounted for 5% and 7% of the total net sales for the quarter
ended September 30, 2003 and 2002, respectively. For the six-month period
ended September 30, 2003, sales to customers in the medical electronics,
imaging, telecom and other markets represented 36%, 36%, 19% and 9% of total
net sales, respectively, compared to 35%, 36%, 20% and 9% of total net sales in
the same period of fiscal 2003.
Net sales for the three and six-month periods were adversely affected by the
continued global economic slowdown. Overall conditions in the sectors we serve
were weak in the second quarter of fiscal 2004. This is reflected in the
reduced demand for our products in all of our major markets. Compared to the
prior quarter, sales of our backlighting chips to the cell phone industry were
flat and we expect future demand to be at this lower run rate. In our medical
segment there was some price erosion and we expect this to stabilize in the
second half of fiscal 2004. Recovery in our telecom segment still remains
elusive. Based on customer projections, which we anticipate will be followed
by confirmed orders, we expect revenue growth during the second half of fiscal
2004, particularly in the fourth quarter.
Net sales to international customers for the quarter ended September 30, 2003
were $5,050,000, or 41% of the Company's net sales as compared to $4,301,000 or
33% of the net sales for the same period of prior fiscal year. The quarter
increase in the percent of international sales is the result of increased
shipments to our OEM manufacturers in Europe and Asia. Net sales to
international customers for the six-month period ended September 30, 2003 were
$9,248,000 or 37% of the Company's net sales as compared to $8,388,000 or 32%
of the net sales for the same period of the prior fiscal year. The six-month
increase in the percentage of international sales is attributable to increased
shipments to Asia excluding Japan.
Gross Profit
Gross profit represents net sales less cost of sales. Cost of sales includes
the cost of purchasing raw silicon wafers, cost associated with assembly,
packaging, test, quality assurance and product yields, the cost of personnel,
facilities, and equipment associated with manufacturing support and charges for
excess inventory. Gross profit for the three and six-month periods ended
September 30, 2003 are $4,792,000 and $9,982,000, respectively. This compares
to $5,118,000 and $9,546,000, respectively for the same period of fiscal 2003.
As a percent of sales, the Company's gross margin was 39% and 40% respectively
for the three and six-month periods ended September 30, 2003, compared with 39%
and 36% respectively for the same periods of fiscal 2003. Gross margin for the
quarter ended June 30, 2003 was 42% compared to 39% for the quarter ended
September 30, 2003. Gross margin for the quarter was adversely affected by the
continued under utilization of our production capacity which was, in part, the
result of a planned inventory reduction of $1,100,000. We believe we will
start to see some production capacity utilization improvement as demand for our
products increases.
The increase in gross profit percentage for the six-month period ended
September 30, 2003 as compared to the same period of fiscal 2003 was primarily
due to rigorous cost reduction measures.
Research and Development (R&D)
Research and development (R&D) expenses, which include payroll and benefits,
processing costs and process transfer costs, decreased 9% to $2,276,000 for the
quarter ended September 30, 2003 as compared to $2,489,000 for the same quarter
of the prior fiscal year, which represented 18% and 19% of our net sales in
each period, respectively. R&D expenses for the six-month period ended
September 30, 2003 were $4,506,000 compared to $4,807,000 for the same period
in fiscal 2003, which represented 18% of net sales for both periods. The
moderate decrease in absolute dollars in R&D expense for the quarter and six-
month periods is primarily due to a reduction in software licensing costs and
in depreciation expense.
We plan to continue this level of R&D investments as a percent of net sales.
Selling, General and Administrative (SG&A)
Selling, general and administrative expenses, which include commissions,
payroll and benefits, were $2,203,000, or 18% of net sales for the quarter
ended September 30, 2003, essentially flat as compared to $2,206,000, or 17% of
net sales for the same quarter of the prior fiscal year.
For the six-months ended September 30, 2003, SG&A expenses increased $552,000
to $4,593,000, or 19% of net sales, compared to $4,041,000, or 15% of net sales
for the same period of the prior fiscal year. This increase was attributed to
an increase in payroll and benefits of $267,000, an increase in bad debt
expense of $134,000, offset by a decrease in sales commissions expense of
$103,000. In addition, SG&A expenses were favorably impacted in the six months
ended September 30, 2002 by the reversal of a provision for an anticipated
settlement of $224,000 following the favorable resolution of a claim initiated
by a customer in fiscal 2002. The increase in payroll and benefits expenses
was primarily from the increase in accrued compensation resulting from the
increase in valuation of plan assets for the Company's Supplemental Employee
Retirement Plan. The increase in bad debt expense was attributed to a credit
taken in the first half of fiscal 2003 which resulted from a successful
collection of a previously reserved receivable in that period. The decrease in
sales commissions expense resulted from lower commissionable sales.
Interest Income and Other Income, Net
Interest income and other income, net for the three and six-month periods ended
September 30, 2003 were $334,000 and $888,000 respectively, compared to
$657,000 and $908,000 respectively for the same periods of the prior fiscal
year.
Interest income for the three and six-month periods ended September 30, 2003
was $268,000 and $532,000, respectively, compared to $250,000 and $494,000,
respectively for the same periods of the prior fiscal year. The moderate
increase in interest income is attributable to a larger average cash, cash
equivalent and short-term investments balance in the current period compared to
the same period of the prior fiscal year, which was partially offset by lower
interest rates.
Other income, net was $66,000 for the quarter ended September 30, 2003
consisting primarily of an increase in fair market value of investments held by
the Company's Supplemental Employee Retirement Plan of $95,000 and licensing
income of $38,000 offset by a foreign currency exchange loss of $42,000. For
the comparable period in fiscal 2003, other income and expense, net of $407,000
consisted of gain on sale of a long-term investment of $1,092,000 and licensing
income of $38,000 offset by an impairment charge of $750,000 due to the
uncertainty surrounding the recoverability of another long-term investment.
Other income and expense, net of $356,000 for the six-month period ended
September 30, 2003 consisted primarily of an increase in fair market value of
investments held by the Company's Supplemental Employee Retirement Plan of
$343,000 and licensing income of $75,000 offset by a foreign currency exchange
loss of $42,000. For the comparable period in fiscal 2003, other income and
expense, net of $414,000 consisted of gain on sale of a long-term investment of
$1,092,000 and licensing income of $75,000 offset by an impairment charge of
$750,000 due to the uncertainty surrounding the recoverability of another long-
term investment.
Provision for Income Taxes
The Company's effective tax rate for the three-month and six-month periods
ended September 30, 2003 was 31%, compared to 34% for the same periods in the
prior fiscal year. The reduction in the effective tax rate was primarily due
to a favorable change in geographic mix of income.
Liquidity and Capital Resources
On September 30, 2003, the Company had $68,932,000 in cash, cash equivalents,
and short-term investments, compared with $64,876,000 on March 31, 2003. The
Company anticipates that available sources of funds including cash, cash
equivalents, short-term investments, and expected that cash to be generated
from operations will be sufficient to meet cash and working capital
requirements through at least the next twelve months.
The decrease in cash and cash equivalents of $1,517,000 from $60,931,000 at
March 31, 2003 to $59,414,000 at September 30, 2003 is due to cash used in
investing activities of $6,140,000, cash flows provided by operating activities
of $3,584,000, and cash flows provided by financing activities of $1,039,000.
Our primary source of funds for the quarter ended September 30, 2003 has been
the net cash generated from operating activities of $3,584,000.
Net operating cash flows were the result of the following items:
* Net income of $1,223,000;
* Non-cash charges for depreciation of $2,177,000;
* A decrease in net trade accounts receivable of $958,000 including a non-cash
reduction of $829,000 for the provisions for doubtful accounts and sales
returns and a net decrease in gross accounts receivable of $129,000,
primarily due to lower sales;
* A decrease in trade accounts payable and accrued expenses of $1,488,000
comprised primarily of a decrease in trade accounts payable of
$1,257,000 which resulted from a decrease in operating expenses and equipment
purchases;
* An increase in deferred revenue of $1,016,000 due to an increase
in inventory at distributors;
* A decrease in net inventory of $257,000 consisting of an increase in
inventory of $122,000 due to a shortfall of our anticipated turns business
offset by a non-cash charge for the provision for excess and obsolescence of
$379,000;
* An increase in short-term investments categorized as trading securities of
$548,000. These investments are held by the Company's Supplemental Employee
Retirement Plan. The increase is due to net employee contributions of
$205,000 and an increase in the fair market value of plan assets of $343,000
during the six-month period.
Net cash used in investing activities in the six-month period ended September
30, 2003 was $6,140,000, which included purchases of short-term investments of
$5,025,000 and equipment purchases of $1,130,000 offset by proceeds from
disposal of property and equipment of $15,000.
Net cash provided by financing activities in the six-month period ended
September 30, 2003 was $1,039,000, which consisted of proceeds from stock
options exercises of $712,000 and employee stock purchases of $327,000.
The Company expects to spend approximately $1,691,000 for capital acquisitions
in the remaining two quarters of fiscal 2004, which is less than prior fiscal
years because most of the upgrades to our fab and our test operations have been
completed, and we do not plan to add any capacity in the near future.
The Company has commitments for non-cancelable operating leases. Future
minimum lease payments and sublease income under all non-cancelable operating
leases at September 30, 2003 are as follows (in thousands):
Fiscal Years Ending March 31 Operating Lease Sublease Income
2004 (remaining six months) $ 615 $ 350
2005 1,104 370
2006 1,047 336
2007 1,051 336
2008 761 155
Thereafter -- --
----- -----
$4,578 $1,547
Item 3. - Quantitative and Qualitative Disclosures About Market Risk and
Interest Rate Risk.
Interest Rate Sensitivity
The Company is not likely exposed to financial market risks due primarily to
changes in interest rates. The Company does not use derivatives to alter the
interest characteristics of its investment securities. It has no holdings of
derivative or commodity instruments. The fair value of the Company's
investment portfolio or related income would not be significantly impacted by
changes in interest rates since the investment maturities are short and the
interest rates are primarily fixed. As of September 30, 2003, the Company
maintained its funds primarily in money market funds and it plans to continue
to invest a significant portion of its existing cash in interest bearing money
market funds and other short-term debt securities with maturities of less than
a year.
Item 4. - Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
The Company's principal executive and financial officer has
evaluated the Company's disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the
period covered by this Form 10-Q and have determined that they are
reasonable taking into account the totality of the circumstances.
(b) Changes in Internal Control over Financial Reporting
There were no changes in the Company's internal control over
financial reporting that occurred during the period covered by this
Form 10-Q that have materially affected, or are reasonably likely to
materially affect such control.
PART II - OTHER INFORMATION
Item 1. - Legal Proceedings
None
Item 2. - Changes in Securities and Use of Proceeds
None
Item 3. - Defaults Upon Senior Securities
None
Item 4. - Submission of Matters to a Vote of Security Holders
The Company's Annual Shareholders' Meeting was held on August 15, 2003 at
10:00 a.m., at which the following matters were acted upon:
Votes Withheld/ Broker
Matter Acted Upon Votes For Votes Against Abstentions Non-Votes
- ----------------- --------- ------------- ----------- --------
1. Election of Directors
Henry C. Pao 9,090,637 0 1,393,159 0
Benedict Choy 9,206,437 0 1,277,359 0
Richard Siegel 9,090,637 0 1,393,159 0
W. Mark Loveless 10,259,121 0 224,675 0
Elliott Schlam 9,180,367 0 1,303,429 0
Milton Feng 10,374,119 0 109,677 0
2. Ratification of the appointment of PricewaterhouseCoopers LLP as the
independent accountants of the Company for the fiscal year ending March 31,
2004.
10,430,905 47,634 5,257 0
Item 5. - Other Information
None
Item 6. - Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 31, Rule 13(a)-14(a)/15(d)-14(a) Certification by Henry C. Pao
Exhibit 32, Section 1350 Certification of Henry C. Pao
(b) Reports on Form 8-K
On July 14, 2003, the Company filed a Report on Form 8-K, dated
July 14, 2003, furnishing under Item 12, a July 14, 2003 press release
announcing the first fiscal quarter results. (Such press release is not
incorporated by reference herein or deemed "filed" within the meaning of
Section 18 of the Securities Act.)
SIGNATURE
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 thereunto duly authorized.
SUPERTEX, INC.
(Registrant)
Date: November 7, 2003
By: /s/ Henry C. Pao
--------------------------
Henry C. Pao, Ph.D. President
(Principal Executive and Financial Officer)