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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(MARK ONE)
(x) Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 (Fee Required)
For the Fiscal Year Ended March 31, 1996
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 Identification #)
incorporation or organization)
1235 Bordeaux Drive
Sunnyvale, California 94089
(Address of principal executive offices)
Registrant's Telephone Number, Including Area Code: (408) 744-0100
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 ( )
The aggregate market value of the voting stock held by
non-affiliates of the registrant as of May 6, 1996, was
$129,213,857 based on the closing transaction reported for such
date. For purposes of this disclosure, shares of common stock
held by persons who hold more than 5% of the outstanding shares
of common stock and shares held by officers and directors of the
Registrant, have been excluded in that such persons may be
deemed to be "affiliates" as that term is defined under the
rules and regulations promulgated under the Securities Exchange
Act of 1934. This determination of affiliate status is not
necessarily a conclusive determination for other purposes.
The number of shares outstanding of the Registrant's common
stock as of May 6, 1996, was 11,759,411.
Documents Incorporated by Reference: Part III incorporates
information by reference from the Company's definitive proxy
statement for the Annual Meeting of Shareholders to be held on
August 2, 1996 (the "Proxy Statement").
Exhibit Index is on Page 24
Total number of pages is 27
(BLANK PAGE)
SUPERTEX, INC.
ANNUAL REPORT - FORM 10K
Table of Contents
- ----------------- Page No.
-------
PART I
Item 1. Business .............................................. 4
Item 2. Properties ............................................ 7
Item 3. Legal Proceedings ..................................... 7
Item 4. Submission of Matters to a Vote of Security Holders ... 7
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters ................................... 8
Item 6. Selected Consolidated Financial Data .................. 8
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations ................... 9
Item 8. Financial Statements and Supplementary Data ........... 11
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure ................... 11
PART III
Item 10. Directors and Executive Officers of the Registrant ... 11
Item 11. Executive Compensation ............................... 11
Item 12. Security Ownership of Certain Beneficial Owners and
Management ........................................... 11
Item 13. Certain Relationships and Related Transactions ....... 11
PART IV
Item 14. Exhibits, Financial Statement Schedule and Reports on
Form 8-K ............................................. 12
Signatures .................................................... 13
PART I
Item 1. Business
Supertex, Inc. ("Supertex" or the "Company") designs, develops,
manufactures and markets semiconductor interface solutions by
integrating high performance low voltage Complementary Metal
Oxide Semiconductor (CMOS) process and high voltage
Double-diffused Metal Oxide Semiconductor (DMOS) process into
one chip and gaining benefits in size, performance, power
consumption, reliability and cost. Supertex has been a pioneer
in the development of interface solutions for three market
groups: (1) Telecommunications, (2) Imaging which consists of
flat panel displays and non-impact printers and plotters, and
(3) Medical electronics. The high voltage requirements in these
applications range from 24 Volts to 500 Volts. The Company
believes it is a leading producer of these specialized high
voltage interface products for these three markets although
limited market statistics are available. Supertex also carries
a family of DMOS transistors uniquely designed for the same
three market groups. In addition to its own research and
development interests, the Company also conducts customer-funded
research and development projects within the same technology
base.
The Company markets its products through direct sales personnel,
independent sales representatives and distributors in the United
States and abroad, primarily to electronic equipment
manufacturers.
The Company was incorporated in California in October 1975 and
conducted an initial public offering of its Common Stock in
December 1983. Its executive offices are located at 1235
Bordeaux Drive, Sunnyvale, California 94089, and its principal
manufacturing facilities are located at 1225/1231 Bordeaux
Drive, Sunnyvale, California 94089. The telephone number of its
headquarters is (408) 744-0100. The Company's mailing address
is 1235 Bordeaux Drive, Sunnyvale, California 94088-3607.
Products
Supertex offers semiconductor interface products that facilitate
the interface between the low voltage computer logic signal
world and the high voltage requirements of the real world. It
supplies standard and custom interface products for the
following three market groups:
(1) Telecommunications Group consists of interface products used
in telephone handsets, solid state relays, modems, fax, ISDN,
networking, PABX, PCMCIA cards, as well as diagnostic, curbside,
set-top and central office equipment. In addition they are used
in military r.f. and microwave communication applications.
(2) Imaging Group consists of interface products for Flat Panel
Displays and Non-impact Printers and Plotters. The flat panel
display product family is sold to customers using
Electro-Luminescent (EL), Plasma, Vacuum Fluorescent,
Plasmaaddressed LCD, Ferro-electric LCD, and Field Emission
Display (FED) technologies. There is also a family of products
for driving EL panels to backlight displays of handheld
instruments, such as cellular phones, pagers, and meters. The
printer product family is used in ink-jet and electrostatic type
of printers and plotters which are mostly high end with full
color high resolution and high speed.
(3) Medical Electronics Group consists of products primarily for
ultrasound diagnostic imaging equipment as well as selected
portable instrumentation applications.
Because of its leadership position in these specific markets,
Supertex has been able to work very closely with key customers
to define new products by determining future market needs. Such
close collaboration has produced a wide range of leading edge
new products for Supertex and allowed its customers to develop
more quickly new and more advanced products for their markets.
In the DMOS discrete transistor and array product line, Supertex
focuses on certain niches such as very low threshold devices
which are most suitable for telecommunication and hand held
applications where power costs are at a premium.
Research and Development
Supertex expended approximately $5,647,000, $4,427,000, and
$4,360,000, on research and development activities during fiscal
years 1996, 1995 and 1994 respectively. Research and
development activities continue at the rate of over thirty new
product projects per year.
Supertex believes that its competitive and leadership position
can only be maintained through continuous investments in
research and development. Supertex focuses its efforts on
designing new products with existing process technologies while
also developing new process technologies to be used for future
new products. The effective cost control and monitor of the
Company's research and development programs have actually
resulted in better performance and are technological
achievements.
Manufacturing
Manufacturing operations include wafer fabrication, limited
assembly and packaging, product testing, and quality control.
The Company's wafer fabrication facilities are continually
upgraded to keep pace with technology developments, to enhance
environmental controls, and to improve technical capabilities.
To support growth, the Company anticipates significant capital
expenditures for equipment additions and upgrades and for
facility expansion in the near future. In addition, through a
licensing agreement, Texas Instruments has allocated a certain
amount of its wafer capacity to Supertex to supplement the
Company's production needs.
Supertex subcontracts most of its standard component packaging
to independent assemblers, principally in Thailand, Taiwan,
Malaysia, and the Philippines. The Company tests all products
before shipment to customers. The Company has experienced
increases in packaging and assembly costs in the past due to
fluctuations in the valuation of foreign currencies and
recognizes that these fluctuations could have a material adverse
impact on gross margins. To date, however, the Company has not
experienced any materially adverse effects from these
fluctuations. A specialized assembly area is maintained at the
Company's manufacturing facilities to package engineering
prototypes, to ensure high priority deliveries, and to assemble
high reliability circuits required in military and high
reliability applications. Although the Company's off-shore
assembly subcontractors have not experienced any serious work
stoppage, the political situation in these countries could be
volatile. Any prolonged work stoppage or other inability of the
Company to assemble products would have a material adverse
impact on the Company's operating results although the Company
has qualified assemblers in different countries to reduce risk.
Furthermore, economic risks, such as changes in tariff or
freight rates or interruptions in air transportation, could
adversely affect the Company's operating results.
Silicon wafers have been in short supply in the past year.
Supertex has made arrangements with its supplier to guarantee a
continuous supply. Assembly packages and other raw materials
used by the Company in the manufacture of its products are
obtainable from several suppliers. Such types of materials had
been in short supply in the past, but recently these materials
appear to be subject to competitive pricing pressure. However,
any future shortage of supply would have a material adverse
effect on the operating results of the Company. As is typical
in the semiconductor industry, the Company must allow lead time
in ordering certain materials and services and often commits to
volume purchases to obtain favorable pricing concessions and
resource allocations.
Government regulations impose various environmental controls on
the waste treatment and discharge of certain chemicals and gases
after their use in semiconductor processing. The Company
believes that its activities conform to present environmental
regulations. However, increasing attention has been focused on
the environmental impact of semiconductor manufacturing
operations. While the Company has not experienced any material
adverse effects on its business or financial results from its
compliance with environmental regulations and installation of
pollution control equipment, there can be no assurance that
changes in such regulations will not necessitate costly
equipment or other requirements in the future. The Company
works closely with pollution experts from federal, state, and
local agencies, especially from the City of Sunnyvale,
California, to ascertain that the Company is in compliance with
present requirements.
Sales
Supertex markets its standard and custom products in the United
States and abroad through the Company's direct sales and
marketing personnel and through independent sales
representatives and distributors supported by the Company's
field sales managers out of the Company's sales offices in
Illinois, New York, Texas and the United Kingdom.
Export sales are made primarily through independent distributors
to customers in Western Europe and the Far East, and represented
44%, 50% and 44% of net sales in fiscal years 1996, 1995 and
1994, respectively. Exports to the Far East are largely to
customers in Japan. Export sales are denominated only in U.S.
dollars. Although export sales are subject to certain
governmental commodity controls and restrictions for national
security purposes, the Company has not had any material adverse
effects on its business or financial results because of these
limitations.
In fiscal 1996, two customers, who are both distributors,
accounted for approximately 15% and 12% of net sales. In fiscal
1995 and 1994, the second customer previously discussed in this
paragraph, accounted for approximately 16% and 13% of net sales,
respectively. There is no long-term production agreement with
these customers. Normal terms and conditions of sale apply,
which include a 60-day notice of cancellation and charges for
work in process for cancellations of less than 60 days from
shipment.
Backlog
The Company's backlog at March 31, 1996, was approximately
$17,942,000 compared with $11,729,000 and $8,677,000 at March
31, 1995 and 1994, respectively. The Company expects that all
of this backlog will be shipped in fiscal 1997. Customers may
cancel or reschedule orders without significant penalty, and the
price of products may be adjusted between the time the purchase
order is booked into backlog and the time the product is shipped
to the customer. For those reasons, the Company believes that
backlog is not meaningful in predicting the Company's actual net
revenue for any future period.
Competition
Because of the Company's product niche orientation, market
statistics generally are not available for many of its products.
Competition in general among manufacturers of semiconductor
components and discrete transistors is intense. Many of the
Company's domestic and foreign competitors have greater
facilities, financial, technical, and personnel resources, and
more diverse product lines. Such factors as product prices,
product performance, diversity of product lines, delivery
capabilities, and the ability to adapt to rapid technological
change and develop new and improved products are the principal
methods of competition in the industry. The Company believes it
is a leader in important segments of its product families where
it has a technological and/or cost advantage and that it is
generally competitive with respect to these factors.
Patents and Licenses
The Company holds numerous United States patents expiring from
1996 to 2009 and has applications for additional patents
pending. Although the Company believes that its patents may
have value, there can be no assurance that the Company's
patents, or any additional patents that may be obtained in the
future, will provide meaningful protection from competition. The
Company believes that its success depends primarily on the
experience, creative skills, technical expertise, and marketing
ability of its personnel rather than on the ownership of
patents. Patents may, however, be useful for cross license
purposes.
Supertex is not aware that any of its products infringe on
patent or other proprietary rights of third parties but it
cannot be certain that they do not do so. If infringement is
alleged, there can be no assurance that the necessary licenses
could be obtained, or if obtained, would be on terms or
conditions that would not have a material adverse effect on the
Company.
Employees
At March 31, 1996, the Company had 274 full time employees.
Many of the Company's employees are highly skilled, and the
Company's continued growth and success will depend in part on
its ability to attract and retain such employees, who
are generally in great demand. At times, the Company as well
as other semiconductor manufacturers experience difficulty in
hiring and retaining sufficient numbers of skilled personnel.
The Company believes that the compensation, benefits, and
incentives offered to its employees are competitive with those
generally offered throughout the semiconductor industry. There
are no collective bargaining agreements between the Company and
its employees, and there has been no work stoppage due to labor
difficulties. The Company considers its employee relations to
be good.
Executive Officers of the Company
Officer
Name Position with the Company Age Since
- ---- ------------------------- --- -------
Henry C. Pao President, Principal 58 1976
Executive and Financial
Officer
Richard E. Siegel Executive Vice President 50 1982
Benedict C. K. Choy Senior Vice President, 50 1976
Technology Development and
IC Products, and Secretary
Michael V. Bond Vice President, DMOS 56 1983
Products
Officers appointed by the Board of Directors serve at the
discretion of the Board. There is no family relationship
between any directors or executive officers of the Company
except as stated below.
Dr. Henry C. Pao is a founder of Supertex and has served as
President, Principal Financial and Executive Officer, and as a
Director since the Company's formation in 1976. Dr. Pao is the
son of Mr. Yunni Pao and the brother of Frank Pao, also
Directors of the Company.
Richard E. Siegel joined the Company in 1981 as National Sales
Manager and was appointed Vice President of Sales and Marketing
in April 1982, Senior Vice President in February 1988, and has
served as Executive Vice President since November 1988. He has
been a Director since 1988.
Benedict C. K. Choy, a founder of the Company, joined Supertex
in 1976 as Vice President, Device Technology and Process
Development, and has served as Senior Vice President since
February 1988. He has been a Director since 1986.
Michael V. Bond joined Supertex in June, 1982, as Director of
DMOS Products, and was appointed Vice President, DMOS
Operations, in 1983. He has also served as Vice President of
Quality Assurance/Quality Control since that time.
Item 2. Properties
The Company leases facilities covering approximately 38,000
square feet at 1225/1231 Bordeaux Drive, Sunnyvale, California.
Operations include wafer fabrication, process engineering,
assembly, and quality control functions. These facilities are
leased from a corporation owned by a director of the Company.
(See Note 6 of "Notes to Consolidated Financial Statements.")
The Company owns its headquarters building of approximately
42,000 square feet at 1235 Bordeaux Drive, Sunnyvale,
California, which houses the executive offices, sales and
marketing, product engineering, test, production control, and
corporate financial and administrative staff.
The Company believes that its existing facilities and equipment
are well maintained and are in good operating condition.
Item 3. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders during
the quarter ended March 31, 1996.
PART II
Item 5. Market for Registrant's Common Equity and Related
Shareholder Matters
On May 6, 1996, the last reported sale price was $17 1/2 per
share. There were approximately 2,780 shareholders of record of
common stock on May 6, 1996. The Company has not paid cash
dividends on its common stock in fiscal years 1996 and 1995, and
its Board of Directors presently intends to continue this policy
in order to retain earnings for the development of the Company's
business. Accordingly, it is anticipated that no cash dividends
will be paid to holders of common stock in the foreseeable
future.
The following table sets forth the range of high and low
closing sale prices reported on The Nasdaq Stock Market under
the symbol SUPX for the periods indicated.
Fiscal Years Ended March 31,
----------------------------
1996 1995
---- ----
High Low High Low
------- ------- ------- -------
First Quarter $ 9 3/8 $ 7 3/8 $ 4 1/4 $ 3
Second Quarter 12 1/8 8 1/8 5 3/4 3 1/8
Third Quarter 11 1/4 8 3/4 8 1/8 4 7/8
Fourth Quarter 13 3/4 9 1/2 9 1/2 7
Item 6. Selected Consolidated Financial Data
The selected financial information and other data presented
below should be read in conjunction with the "Consolidated
Financial Statements," "Notes to Consolidated Financial
Statements," and "Management's Discussion and Analysis" included
elsewhere in this Form 10-K.
Fiscal Years Ended March 31,
----------------------------
1996 1995 1994 1993 1992
-------- -------- -------- -------- --------
(in thousands)
Balance Sheet Data:
Working capital ....... $ 32,197 $ 27,723 $ 23,240 $ 20,971 $ 20,910
Total assets .......... $ 45,428 $ 37,310 $ 31,202 $ 27,234 $ 27,254
Shareholders' equity .. $ 38,663 $ 31,164 $ 25,776 $ 23,080 $ 23,206
Fiscal Years Ended March 31,
----------------------------
1996 1995 1994 1993 1992
-------- -------- -------- -------- --------
(in thousands, except per share amounts)
Statement of Operations Data:
Net sales .............. $ 42,802 $ 31,806 $ 26,108 $ 23,752 $ 26,015
Costs and expenses:
Costs of sales ........ 22,097 16,133 13,652 13,828 14,435
Research and
development ........... 5,647 4,427 4,360 4,127 3,870
Selling, general and
administrative ........ 5,701 5,324 4,576 4,164 4,105
Income from operations . 9,358 5,922 3,520 1,633 3,605
Other income:
Interest income ....... 1,099 867 509 545 676
Other income, net ..... 255 129 83 131 131
------ ------ ------ ------ ------
Income before provision
for income taxes ..... 10,712 6,918 4,112 2,309 4,412
Provision for income
taxes .................. 3,321 1,853 1,110 630 1,283
------ ------ ------ ------ ------
Net income ........... $ 7,391 $ 5,065 $ 3,002 $ 1,679 $ 3,129
====== ====== ====== ====== ======
Net income per share ... $ 0.60 $ 0.42 $ 0.25 $ 0.14 $ 0.25
====== ====== ====== ====== ======
Shares used in per
share computation ...... 12,296 12,003 11,842 12,085 12,473
====== ====== ====== ====== ======
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Certain Factors
This report contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. Actual results
could differ materially from those projected in the
forwardlooking statements as a result of the risk factors set
forth below and elsewhere in this report. The industry in which
the Company competes is characterized by extreme rapid changes
in technology and frequent new product introductions. The
Company believes that its long-term growth will depend largely
on its ability to continue to enhance existing products and to
introduce new products and features that meet the continually
changing requirements of customers. While the Company has
invested heavily in new products and processes, there can be no
assurance that it can continue to introduce new products and
features on a timely basis or that certain of its products and
processes will not be rendered noncompetitive or obsolete by its
competitors.
The following discussion should be read in conjunction with the
"Consolidated Financial Statements," "Notes to Consolidated
Financial Statements" and "Selected Consolidated Financial Data"
included elsewhere in this Form 10-K.
The following table sets forth items from the Statements
of Income as a percentage of net sales for the periods indicated:
Fiscal Years Ended March 31,
----------------------------
1996 1995 1994
---- ---- ----
Net sales ................. 100.0 % 100.0 % 100.0 %
Costs of sales ........... 51.6 50.7 52.3
Research and
development .............. 13.2 13.9 16.7
Selling, general and
administrative ........... 13.3 16.7 17.5
Income from operations .... 21.9 18.6 13.5
Other income
Interest income .......... 2.6 2.7 2.0
Other income, net ........ 0.6 0.4 0.3
Income before provision
for income taxes ........ 25.1 21.7 15.8
Provision for
income taxes .............. 7.8 5.8 4.3
Net income ............... 17.3 % 15.9 % 11.5 %
Results of Operations
NET REVENUES. The Company had net revenues of $42,802,000 in
fiscal 1996, an increase of $10,996,000 or 35% from the previous
fiscal year. Fiscal 1995 net revenues improved from fiscal 1994
by $5,698,000 or 22%. The Company's revenue growth has been
generated principally by new product introductions in the
Company's targeted markets of medical ultrasound imaging,
telecommunications, and flat panel displays.
In fiscal 1996, approximately 44% of the Company's net revenues
were derived from customers outside the United States, primarily
in Western Europe and the Far East (50% in fiscal 1995 and 44%
in fiscal 1994). All of the Company's sales to international
customers were denominated in U.S. currencies.
GROSS MARGIN. The Company's gross margin as a percentage of net
revenues was 48.4%, 49.3% and 47.7% in fiscal 1996, 1995 and
1994, respectively. In fiscal 1996, as a result of high
customer demand for the Company's newer products sooner than the
Company had anticipated, production ramp up of these products,
which have yet to benefit from production learning curve
efficiencies, contributed to the slightly lower gross margins.
As the Company gains production experience in these newer
products, gross margins are expected to improve.
RESEARCH AND DEVELOPMENT. Research and development expenses
were 13.2%, 13.9% and 16.7% of net revenues in fiscal 1996, 1995
and 1994, respectively. The percentage decrease from year to
year was due to sales volume increases and tighter cost
controls, although actual dollar expenses increased each year.
The Company expects that research & development expenses will
continue to increase in absolute dollars during fiscal 1997.
SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and
administrative expenses were 13.3%, 16.8% and 17.5% of net
revenues in fiscal 1996, 1995 and 1994, respectively. The
percentage decrease for each year was due to sales volume
increases, while actual dollar expenses increased due to
increases in sales commissions, payroll and its related benefits
as well as incentive compensation for certain sales personnel.
INTEREST INCOME. Interest income consists of interest income
from the Company's cash, cash equivalents and short term
investments.
PROVISION FOR INCOME TAXES. Effective April 1, 1993, the
Company adopted Statement of Financial Accounting Standards No.
109 (SFAS 109), "Accounting for Income Taxes." The adoption of
SFAS 109 did not have a material impact on the Company's
financial position or results of operations for fiscal 1994.
Income taxes for fiscal 1996, 1995 and 1994 were at 31%, 27% and
27%, respectively, of income before provision for income taxes.
The effective income tax rate is expected to increase in fiscal
1997.
RECENT ACCOUNTING PRONOUNCEMENTS. During October 1995, the
Financial Accounting Standards Board issued Statement No. 123,
"Accounting for Stock-Based Compensation" (SFAS 123), which
establishes a fair value based method of accounting for
stockbased compensation plans. The Company is currently
following the requirements of Accounting Principles Board
Opinion No. 25, "Accounting for Stock Issued to Employees." The
Company plans to adopt SFAS 123 during fiscal 1997 utilizing the
disclosure alternative.
During March 1995, the Financial Accounting Standards Board
issued Statement No. 121, "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to Be Disposed of."
(SFAS 121), which requires the Company to review for impairment
of long-lived assets, certain identifiable intangibles and
goodwill related to those assets whenever events or changes in
circumstances indicate that the carrying amount of an asset may
not be recoverable. SFAS 121 will become effective for the
Company's 1997 fiscal year. The Company does not expect SFAS
121 to have a material impact on the Company's financial
condition or results of operation.
Financial Condition
OVERVIEW. Total assets grew to $45,428,000 at the end of fiscal
1996, up from $37,310,000 at the end of fiscal 1995. The
increase is due to favorable operating results for the year.
LIQUIDITY AND CAPITAL RESOURCES. The Company's primary source
of funds for fiscal 1996, 1995 and 1994 has been the net cash
generated from operating activities of $7,737,000, $3,767,000
and $3,090,000, respectively. Net cash provided by operating
activities in fiscal 1996 of $7,737,000 consisted principally of
net income of $7,391,000 plus depreciation and amortization of
$1,571,000, provision for doubtful accounts and sales returns of
$857,000 and an increase in accounts payable and accrued expenses
of $756,000, offset partially by increases in accounts
receivable & inventories of $2,609,000 and $716,000,
respectively.
Net cash provided by investing activities in fiscal year 1996
was $4,118,000, which consisted of a decrease in short term
investments of $8,738,000, offset by purchases of property and
equipment of $4,620,000, which included the acquisition of the
Company's corporate headquarters during the fiscal year.
Net cash used in financing activities was $184,000, which
consisted of repurchases of the Company's common stocks,
partially offset by proceeds from exercises of stock options.
As of March 31, 1996, the Company's working capital was
$32,197,000. Working capital included approximately $22,389,000
in cash, cash equivalents and short-term investments.
The Company anticipates that the available funds and cash
generated from operations will be sufficient to meet cash and
working capital requirements through the end of fiscal 1997. The
Company expects to spend approximately $11.7 million for capital
acquisitions during fiscal year 1997.
Item 8. Financial Statements and Supplementary Data
The Financial Statements and Financial Statement Schedule are
listed in Item 14 of this report.
Supplementary Quarterly Financial Data:
Quarters Ended
-----------------------------------------------------------------------------
Mar 31, Dec 31, Sep 30, Jun 30, Mar 31, Dec 31, Sep 30, Jun 30,
1996 1995 1995 1995 1995 1994 1994 1994
------- ------- ------- ------- ------- ------- ------- -------
(Unaudited) (in thousands, except per share amounts)
Statement of Operations Data:
Net sales $12,168 $11,118 $10,359 $ 9,157 $ 8,742 $ 8,180 $ 7,644 $ 7,240
Cost of sales 6,276 5,718 5,422 4,681 4,526 4,167 3,804 3,636
Income from operations 2,769 2,473 2,185 1,931 1,539 1,543 1,412 1,428
Income before provision for
income taxes 3,159 2,791 2,492 2,270 1,936 1,783 1,602 1,597
Net income $ 2,180 $ 1,926 $ 1,719 $ 1,566 $ 1,428 $ 1,302 $ 1,169 $ 1,166
Net Income per share $ 0.18 $ 0.16 $ 0.14 $ 0.13 $ 0.12 $ 0.11 $ 0.10 $ 0.10
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
Information regarding directors is set forth under "Election of
Directors - Nominees" on page 2 of the Proxy Statement, which
information is incorporated herein by reference.
Information regarding executive officers is included in Part I
hereof under caption "Executive Officers of the Company", and
is hereby incorporated herein by reference.
Item 11. Executive Compensation
Information regarding the Company's remuneration of its officers
and directors is set forth under "Compensation of Directors" on
page 5 and "Compensation of Executive Officers" on page 7 of the
Proxy Statement, which information is incorporated herein by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
Information regarding the security ownership of certain
beneficial owners and management is set forth under "Security
Ownership of Certain Beneficial Owners and Management" on pages
5 through 6 of the Proxy Statement, which information is
incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions
Information regarding certain relationships and related
transactions is set forth under "Certain Transactions: Lease
with Company Director" on page 5 of the Proxy Statement, which
information is incorporated herein by reference.
PART IV
Item 14. Exhibits, Financial Statement Schedule, and Reports
on Form 8-K
(a) The following documents are filed as part of this report:
Page No.
--------
1. Report of Coopers &
Lybrand L.L.P., Independent Accountants ................... 14
2. Consolidated Financial Statements:
Consolidated Balance Sheets at March 31, 1996 and 1995 ... 15
For the three years ended March 31, 1996, 1995, and 1994:
Consolidated Statements of Income ....................... 16
Consolidated Statements of Shareholders' Equity ......... 16
Consolidated Statements of Cash Flows ................... 17
Notes to Consolidated Financial Statements ............... 18
3. Financial Statement Schedule. The following Financial
Statement Schedule of Supertex, Inc., is filed as part of this
report and should be read in conjunction with the Consolidated
Financial Statements of Supertex.
Schedule for fiscal years ended March 31, 1996, 1995,
and 1994:
II Valuation and Qualifying Accounts ..................... 23
All other schedules have been omitted since the required
information is not present or it is not present in amounts
sufficient to require submission of the schedule, or because the
information required is included in the consolidated financial
statements, including notes thereto.
4. Exhibits. The exhibits listed in the accompanying EXHIBIT
INDEX are filed as part of this annual report.
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K during the
quarter ended March 31, 1996.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto
duly authorized.
SUPERTEX, INC.
Dated: June 5, 1996 /s/ Henry C. Pao
----------------------------------
Henry C. Pao, President, Principal
Financial and Accounting Officer
Pursuant to the requirements of the Securities Act of 1934, this
report has been signed by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Henry C. Pao,
his attorney-in-fact, with the power of substitution, for him in
any and all capacities, to sign any amendments to this report on
Form 10-K, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and
Exchange Commission, hereby ratifying and confirming all that
said attorney-in-fact, or his substitute or substitutes, may do
or cause to be done by virtue hereof.
Signature Title Date
/s/ Henry C. Pao President, Principal June 5, 1996
- ----------------------- Executive and Financial
(Henry C. Pao) Officer and Director
/s/ Richard E. Siegel Executive Vice President June 5, 1996
- ----------------------- and Director
(Richard E. Siegel)
/s/ Benedict C. K. Choy Senior Vice President June 5, 1996
- ----------------------- and Director
(Benedict C. K. Choy)
/s/ Yunni Pao Director June 5, 1996
- -----------------------
(Yunni Pao)
/s/ Frank C. Pao Director June 5, 1996
- -----------------------
(Frank C. Pao)
REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------
The Board of Directors and Shareholders of Supertex, Inc.:
We have audited the consolidated financial statements and the
financial statement schedule of Supertex, Inc. and subsidiary,
listed in Item 14(a) of this Form 10-K. These financial
statements and financial statement schedule are the
responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements and
financial statement schedule based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the consolidated
financial position of Supertex, Inc. and subsidiary, as of March
31, 1996 and 1995, and the consolidated results of their
operations and their cash flows for each of the three years in
the period ended March 31, 1996 in conformity with generally
accepted accounting principles. In addition, in our opinion,
the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken
as a whole, presents fairly, in all material respects, the
information required to be included therein.
COOPERS & LYBRAND L.L.P.
San Jose, CA
April 26, 1996
SUPERTEX, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
March 31,
-------------------
1996 1995
---- ----
ASSETS
Current Assets:
Cash and cash
equivalents ............................................ $ 16,108 $ 4,437
Short term
investments ............................................ 6,281 15,019
Trade accounts receivable, net of allowances of
$559 in 1996 and $487 in 1995 .......................... 7,823 5,800
Other accounts receivable .............................. 81 352
Inventories ............................................ 7,254 6,637
Deferred income taxes .................................. 1,241 1,455
Prepaid expenses ....................................... 174 169
------- -------
Total current assets .................................. 38,962 33,869
Property and equipment, net ............................. 6,466 3,441
-------- --------
TOTAL ASSETS ............................................ $ 45,428 $ 37,310
======== ========
LIABILITIES
Current liabilities:
Trade accounts payable ................................. $ 3,357 $ 2,762
Accrued salaries, wages and employee benefits .......... 1,723 1,409
Income taxes payable ................................... 638 1,014
Other accrued liabilities .............................. 314 467
Deferred income on shipments to distributors ........... 733 494
----- -----
Total current liabilities ............................. 6,765 6,146
----- -----
Commitments (Note 6)
SHAREHOLDERS' EQUITY
Preferred stock, no par value -- 10,000,000
shares authorized, none outstanding .................... -- --
Common stock, no par value -- 30,000,000 shares
authorized; issued and outstanding 11,935,671 in 1996
and 11,893,411 in 1995 ................................. 18,709 18,173
Retained earnings ...................................... 19,954 12,991
------ ------
Total shareholders' equity ............................ 38,663 31,164
------ ------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY .............. $ 45,428 $ 37,310
====== ======
See accompanying NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
SUPERTEX, INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
Years Ended March 31,
---------------------------------
1996 1995 1994
--------- --------- ---------
Net sales .......................... $ 42,802 $ 31,806 $ 26,108
------ ------ ------
Costs and expenses:
Costs of sales .................... 22,097 16,133 13,652
Research and development .......... 5,647 4,427 4,360
Selling, general
and administrative ................ 5,700 5,324 4,576
------ ------ ------
Total costs and expenses ......... 33,444 25,884 22,588
------ ------ ------
Income from operations ............. 9,358 5,922 3,520
Other income:
Interest income ................... 1,099 867 509
Other income, net ................. 255 129 83
------ ------ ------
Income before provision
for income taxes ................. 10,712 6,918 4,112
Provision for income taxes ......... 3,321 1,853 1,110
------ ------ ------
Net income ....................... $ 7,391 $ 5,065 $ 3,002
====== ====== ======
Net income per share ............... $ 0.60 $ 0.42 $ 0.25
====== ====== ======
Shares used in per
share computation .................. 12,296 12,003 11,842
====== ====== ======
See accompanying NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
SUPERTEX, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(in thousands)
Common Stock
------------------ Retained Shareholders'
Shares Amount Earnings Equity
------ ------ -------- ------------
Balance, March 31,
1993 ................. 11,817 $ 17,628 $ 5,452 $ 23,080
Stock options
exercised ........... 29 69 -- 69
Stock repurchased ... (128) (194) (181) (375)
Net income .......... -- -- 3,002 3,002
------ ------ ------ ------
Balance, March 31,
1994 ................. 11,718 17,503 8,273 25,776
Stock options
exercised ........... 227 740 -- 740
Stock repurchased ... (52) (70) (347) (417)
Net income .......... -- -- 5,065 5,065
------ ------ ------ ------
Balance, March 31,
1995 ................. 11,893 18,173 12,991 31,164
Stock options
exercised ........... 99 329 -- 329
Stock
repurchased ......... (56) (85) (428) (513)
Tax benefits from exercise
of certain options .. -- 292 -- 292
Net income .......... -- -- 7,391 7,391
------ ------ ------ ------
Balance, March 31,
1996 ................. 11,936 $ 18,709 $ 19,956 $ 38,663
====== ====== ====== ======
See accompanying NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
SUPERTEX, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended March 31,
----------------------------
1996 1995 1994
---- ---- ----
CASH FLOWS FROM OPERATING ACTIVITIES
Net income .................................. $ 7,391 $ 5,065 $ 3,002
Non-cash adjustments to net income:
Depreciation and amortization .............. 1,571 1,138 910
Provision for doubtful accounts
and sales returns .......................... 857 799 596
Provision for excess and
obsolete inventories ....................... 99 (277) 162
Loss on disposal of assets ................. 24 7 89
Deferred income taxes ...................... 214 (137) 58
Changes in operating assets and liabilities:
Accounts receivable ........................ (2,609) (2,663) (1,347)
Inventories ................................ (716) (924) (623)
Prepaid expenses ........................... (5) 39 (55)
Trade accounts payable
and accrued expenses ....................... 756 944 607
Income taxes payable ....................... (84) (293) (307)
Deferred revenue on
shipments to distributors .................. 239 69 (2)
----- ----- -----
Total adjustments ........................... 346 (1,298) 88
----- ----- -----
Net cash provided by operating activities ... 7,737 3,767 3,090
----- ----- -----
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment ......... (4,620) (2,050) (1,426)
Purchases of short term investments ......... (39,350) (33,019) --
Proceeds from maturities
of short term investments ................... 48,088 18,000 --
------ ------ ------
Net cash provided by (used in)
investing activities ........................ 4,118 (17,069) (1,426)
------ ------ -----
CASH FLOWS FROM FINANCING ACTIVITIES
Stock options exercised ..................... 329 740 69
Stock repurchased ........................... (513) (417) (375)
--- --- ---
Net cash provided by
(used in) financing activities .............. (184) 323 (306)
--- --- ---
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS ................... 11,671 (12,979) 1,358
CASH AND CASH EQUIVALENTS:
Beginning of year .......................... 4,437 17,416 16,058
----- ------ ------
End of year ................................ $ 16,108 $ 4,437 $ 17,416
------ ------ ------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Tax benefit from exercise of stock options 292 -- --
See accompanying NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
SUPERTEX, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Nature of Business. The Company designs, manufactures and
markets custom and standard semiconductor products.
Use of Estimates in Preparation of the Financial Statements --
The preparation of financial statements in conformity with
generally accepted accounting principles 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
and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those
estimates.
Risks and Uncertainties. The Company's sales are concentrated
in the high voltage semiconductor components industry, which is
highly competitive and rapidly changing. Significant
technological changes in the industry, changes in customer
requirements, or the emergence of competitor products with new
capabilities or technologies could affect the Company's
operating results adversely. The Company currently buys all of
its silicon wafers, an integral component of its products, from
one supplier. Failure by this supplier to satisfy the Company's
requirement on a timely basis at competitive prices could cause
a delay in manufacturing and a possible loss of revenues, which
would affect operating results adversely.
Principles of Consolidation. The consolidated financial
statements include the accounts of the Company and its
wholly-owned subsidiary. All significant intercompany accounts
and transactions have been eliminated.
Net Sales. The Company has no revenue-producing operations
outside the United States. In fiscal 1996, two customers, who
are both distributors, accounted for approximately 15% and 12%
of net sales. In fiscal 1995 and 1994, the second customer
previously discussed in this paragraph, accounted for
approximately 16% and 13% of net sales, respectively. Export
sales, which are made primarily to Western Europe and the Far
East, accounted for approximately 44%, 50% and 44% of net sales
in fiscal 1996, 1995 and 1994, respectively.
Fiscal Period. The Company uses a 52-53 week fiscal year ending
the Saturday nearest March 31. The Company's fiscal years in
the accompanying financial statements have been shown ending on
March 31. Fiscal years 1996, 1995 and 1994 all comprise 52
weeks.
Cash and Cash Equivalents. The Company considers all highly
liquid debt instruments purchased with an original maturity of
three months or less to be cash equivalents. The carrying
amount reported in the balance sheets of cash, cash equivalents
and short-term investments approximate estimated fair value
because of the short maturity of the financial instruments.
Short Term Investments. Short term investments, which are
classified as held to maturity, consist principally of bank
certificates of deposit that mature within one year and are
stated at cost, which approximates fair market value.
Inventories. Inventories are stated at the lower of cost
(determined on a first in, first out basis) or market value.
The Company's inventories include high technology parts and
components that are specialized in nature or subject to rapid
technological obsolescence. While the Company has programs to
minimize the required inventories on hand and considers
technological obsolescence when estimating amounts required to
reduce recorded amounts to market values, it is reasonably
possible that such estimates could change in the near term.
Recent Accounting Pronouncements. During October 1995, the
Financial Accounting Standards Board issued Statement No. 123,
"Accounting for Stock-Based Compensation" (SFAS 123), which
establishes a fair value based method of accounting for
stock-based compensation plans. The Company is currently
following the requirements of Accounting Principles Board
Opinion No. 25, "Accounting for Stock Issued to Employees". The
Company plans to adopt SFAS 123 during fiscal 1997 utilizing
the disclosure alternative.
SUPERTEX, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
During March 1995, the Financial Accounting Standards Board
issued statement No. 121, "Accounting for the Impairment of
LongLived Assets and for Long-Lived Assets to be Disposed of."
(SFAS 121), which requires the Company to review for impairment
of long-lived assets, certain identifiable intangibles &
goodwill related to those assets whenever events or changes in
circumstances indicate that the carrying amount of an asset may
not be recoverable. SFAS 121 will become effective for the
Company's 1997 fiscal year. The Company does not expect SFAS
121 to have a material impact on the Company's financial
condition or results of operation.
Property and Equipment. Property and equipment are stated at
cost and depreciated using accelerated methods over estimated
useful lives of five to thirty-nine years. Leasehold
improvements are recorded at cost and are amortized on a
straight-line basis over the lesser of the related lease term or
the estimated useful life of the assets.
Revenue Recognition. Direct sales to customers are recognized
upon shipment of product. Sales to distributors are made
primarily under arrangements allowing price protection and the
right of stock rotation on merchandise unsold by the
distributors. Because of the uncertainty associated with
pricing concessions and future returns, the Company defers
recognition of such sales and the related costs of sales until
the merchandise is sold by distributors to end users.
Net Income Per Share. Net income per share is computed using
the weighted average number of common and common equivalent
shares outstanding. Common equivalents shares consists of
outstanding stock options.
Concentration of Credit Risk. The Company sells its
semiconductor products in North America, Europe and the Pacific
Rim to numerous customers. The Company performs ongoing credit
evaluations of its customers and generally does not require
collateral. Allowances for potential credit losses are
maintained and such losses historically have not been material.
Substantially all of the Company's cash, cash equivalents and
short-term investments are held at three major banks domiciled
in the United States.
Income Taxes. The Company utilizes the liability method to
account for income taxes where deferred tax assets or
liabilities are determined based on the temporary differences
between the bases used for financial versus tax reporting of
assets and liabilities, using tax laws and rates in effect for
the year in which the differences are expected to affect taxable
income. The realizability of deferred tax assets is based on
expectations about future taxable income.
Reclassifications. Certain amounts in the prior years'
financial statements have been reclassified to conform with
fiscal 1996 presentation. These reclassifications did not
change previously reported working capital, shareholders'
equity, income from operations, or net income.
2. INVENTORIES (in thousands):
March 31,
--------------------
1996 1995
---- ----
Finished Goods ...................................... $ 1,366 $ 901
Work-in-process ..................................... 4,122 4,699
Raw Materials ....................................... 1,766 1,037
----- -----
$ 7,254 $ 6,637
===== =====
SUPERTEX, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
3. PROPERTY AND EQUIPMENT (in thousands):
March 31,
--------------------
1996 1995
---- ----
Machinery and equipment ............................. $13,792 $12,360
Leasehold improvements .............................. 1,588 1,683
Building ............................................ 1,861 --
Furniture and fixtures .............................. 78 65
------ ------
17,319 14,108
Less accumulated depreciation & amortization ........ (11,707) (10,667)
------ ------
5,612 3,441
Land ................................................ 854 --
------ ------
$ 6,466 $ 3,441
====== ======
4. INCOME TAXES
The components of the provision for income taxes for fiscal
years ended March 31, 1996, 1995 and 1994 are as follows (in
thousands):
March 31,
------------------------------------
1996 1995 1994
---- ---- ----
Federal - current .................. $ 2,693 $ 1,571 $ 800
Federal - deferred ................. 202 (147) 67
----- ----- ---
2,895 1,424 867
State - current .................... 414 419 252
State- deferred .................... 12 10 (9)
----- ----- -----
426 429 243
----- ----- -----
$ 3,321 $ 1,853 $ 1,110
===== ===== =====
The provision for income taxes differs from the amount computed
by applying the statutory federal income tax rate of 34% to
income before provision for income taxes as follows:
1996 1995 1994
---- ---- ----
Statutory provision ............................... 34% 34% 34%
State tax, net of federal benefits ................ 5% 5% 5%
Tax credits ....................................... (2%) (4%) --
Benefit of foreign sales corporation .............. (2%) (3%) (3%)
Other ............................................. (4%) (5%) (9%)
--- --- ---
31% 27% 27%
=== === ===
Income taxes of $3,155,000, $2,266,000 and $1,228,000 were paid
during fiscal 1996, 1995 and 1994, respectively.
SUPERTEX, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
The components of the deferred tax assets are as follows (in thousands):
March 31,
--------------------
1996 1995
---- ----
Deferred tax assets:
Accrued benefits .................................... $ 242 $ 348
Inventory allowances ................................ 190 209
Accrued liabilities ................................. 68 193
State deferred taxes (net of federal benefits) ...... 167 179
Deferred income on shipments to distributors ........ 215 168
Allowances for doubtful accounts and sales returns .. 190 166
Other ............................................... 169 192
----- -----
Total deferred tax assets .......................... $1,241 $1,455
===== =====
Management has determined that no valuation allowance is
required because, although realization is not assured, the
Company anticipates that its estimated future taxable income
will allow the deferred tax asset to be fully realized in
future years. The amount of the deferred tax asset that is
realizable could be reduced in the near term if actual results
differ significantly from estimates of future taxable income.
5. EMPLOYEE BENEFIT PLANS
Profit Sharing Plan -- The Company has a discretionary profit
sharing plan for the benefit of eligible employees. Related
expenses were $1,040,000, $652,000, and $391,000 in fiscal 1996,
1995 and 1994, respectively.
Savings and Retirement Plan -- The Supertex Savings and
Retirement Plan allows for employee savings intended to qualify
under the provisions of Section 401 of the Internal Revenue
Code. Employees having at least three months of permanent
service may make pretax contributions of 1% to 20% of qualified
compensation, with the Company matching certain percentages of
employee contributions, all of which are 100% vested. In fiscal
years 1996, 1995 and 1994, the Company's matching contributions
were $221,000, $138,000, and $28,000, respectively.
Stock Option Plans -- The 1991 Stock Option Plan provides for
granting incentive stock options to employees, and non-statutory
stock options to employees and consultants. Terms for
exercising options are determined by the Board of Directors, and
options expire at the earlier of the term provided in the Notice
of Grant or upon termination of employment or consulting
relationship.
A total of 1,925,715 shares of the Company's common stock were
reserved for issuance under the 1991 Plan. As of March 31,
1996, options to purchase 861,950 shares remain outstanding, of
which 123,530 shares are exercisable. Options granted under the
Plans are granted at the fair market value of the Company's
Common Stock on the date of grant and generally expire 10 years
from the date of grant or at termination of service, whichever
occurs first. Options vest over a five year period. As of
March 31, 1996, there are 754,275 shares available for future
grant under the 1991 Plan.
SUPERTEX, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
Combined information as to stock options is as follows:
Number of Shares Total
Under Option Price Per Share (in thousands)
---------------- --------------- --------------
March 31, 1993 balance ... 584,600 $ 1 7/8 - 4 3/8 $ 1,966
Granted ................. 319,200 2 3/4 - 3 3/8 956
Exercised ............... (29,200) 2 1/8 - 2 7/8 (69)
Canceled ................ (46,200) 2 - 4 1/8 (148)
------ -----
March 31, 1994 balance ... 828,400 1 7/8 - 4 3/8 2,705
Granted ................. 201,300 3 1/2 - 7 3/4 1,109
Exercised ............... (227,080) 1 7/8 - 4 3/8 (740)
Canceled ................ (135,360) 2 3/8 - 7 3/4 (473)
------- -----
March 31, 1995 balance ... 667,260 1 15/16 - 7 3/8 2,601
Granted ................. 376,600 7 1/4 - 12 5/8 3,495
Exercised ............... (98,510) 1 15/16 - 7 3/8 (329)
Canceled ................ (83,400) 2 3/8 - 11 3/8 (493)
------- -----
March 31, 1996 balance ... 861,950 $ 2 3/4 - 12 5/8 $ 5,274
======= =====
6. COMMITMENTS
The Company leases its manufacturing facility under an operating
lease that expires in February 2001, from a corporation owned by
one of the Company's directors. Under the lease, the Company is
responsible for maintenance costs, including real property
taxes, utilities and other costs. Future minimum lease payments
at March 31, 1996 are as follows (in thousands):
Fiscal Year
--------------------------------------------------
1997 1998 1999 2000 2001 Total
---- ---- ---- ---- ---- -------
$ 350 $ 350 $ 350 $ 350 $ 322 $ 1,722
Rental expenses were approximately $473,000, $524,000, and
$515,000 in fiscal years 1996, 1995 and 1994, respectively.
SCHEDULE II
SUPERTEX, INC.
VALUATION AND QUALIFYING ACCOUNTS
(in thousands)
Balance at Charged to Balance at
Beginning Costs and Write-Off End
of Period Expenses of Accounts of Period
---------- ---------- ----------- ----------
Year ended March 31, 1994
Allowance for
sales returns ........... $ 172 $ 556 $ 411 $ 317
Allowance for
doubtful accounts ....... 73 40 20 93
Inventory allowances .... 699 162 141 720
Year ended March 31, 1995
Allowance for
sales returns ........... 317 717 682 352
Allowance for
doubtful accounts ....... 93 82 40 135
Inventory allowances .... 720 (277) (171) 614
Year ended March 31, 1996
Allowance for
sales returns ........... 352 867 785 434
Allowance for
doubtful accounts ....... 135 (10) -- 125
Inventory allowances .... $ 614 $ 99 $ 154 $ 559
SUPERTEX, INC.
EXHIBIT INDEX
(The Registrant will furnish to any shareholders who so request
a copy of this Annual Report on Form 10-K and any Exhibit listed
below, provided that the Registrant may require payment of a
reasonable fee not to exceed its expense in furnishing such
exhibit.)
Exhibit Exhibit Description
3.1* Restated Articles of Incorporation of Registrant filed
May 21, 1980.
3.2* Certificate of Amendment of Articles of Incorporation filed
April 16, 1981.
3.3* Certificate of Amendment of Articles of Incorporation filed
September 30, 1983.
3.4**** Bylaws of Registrant, as amended.
10.2* Lease for 1225 and 1231 Bordeaux Drive, Sunnyvale
California, dated January 25, 1991, between Fortuna Realty
Company, as Lessor, and Registrant, as Lessee.
10.6* 1981 Stock Option Plan, as amended, with form of stock
option agreement.
10.6a**** 1991 Stock Option Plan, as amended, with form of stock
option agreement.
10.7* Profit Sharing Plan.
10.21** Certificate of Amendment of Articles of Incorporation
filed October 14, 1988.
10.22*** Agreement with Texas Instruments Inc. dated May 31,
1991. (1)
11.1 Statement Regarding Computation of Net Income Per Share.
23.1 Consent of Coopers & Lybrand L.L.P., Independent
Accountants.
24.1 Power of Attorney.
27.1 Financial Data Schedule.
* Incorporated by reference to exhibit of same number of
Registrant's Registration Statement on Form S-1 (File No.
2-86898), which became effective December 6, 1983.
** Incorporated by reference to exhibit filed with Quarterly
Report on Form 10-Q for period ended October 1, 1988.
*** Incorporated by reference to exhibit filed with Annual
Report on Form 10-K for year ended March 31, 1991.
**** Incorporated by reference to exhibit included in
Registrant's Registration Statement on Form S-8 (File No.
33-43691), which became effective September 1, 1995.
(1) Confidential treatment of portions of this exhibit was
granted by order dated August 12, 1991.