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8-K - FORM 8-K - TESSERA TECHNOLOGIES INCd341434d8k.htm
EX-99.2 - MANAGEMENT'S PREPARED REMARKS - TESSERA TECHNOLOGIES INCd341434dex992.htm

Exhibit 99.1

 

LOGO

Company Contact:

Michael Anthofer

Chief Financial Officer

408-321-6756

Investor Relations Contact:

Moriah Shilton

Sr. Director, Communications & Investor Relations

408-321-6713

TESSERA TECHNOLOGIES ANNOUNCES FIRST QUARTER 2012 RESULTS

San Jose, Calif.,- April 26, 2012 – Tessera Technologies, Inc. (NASDAQ: TSRA) (the “Company” or “we”) announced its results for the first quarter ended March 31, 2012.

“The first quarter of 2012 was an important quarter for the Company. In our DigitalOptics segment, we met significant milestones in the ongoing transformation of our DigitalOptics business into an original design manufacturer with high-volume manufacturing capabilities for next-generation camera modules,” stated Robert A. Young, chief executive officer and president, Tessera Technologies, Inc. “We announced a key step toward high-volume manufacturing of devices using our Micro Electro Mechanical Systems (MEMS) technology – the execution of a definitive agreement with Flextronics International Ltd. to acquire certain assets of Vista Point Technologies, a Tier 1 qualified camera module manufacturing business. We continue to build out our team, develop our supply chain, engage with multiple Tier 1 mobile phone suppliers, and make progress towards our first design win for our MEMS actuator.

“In our Intellectual Property segment we successfully renewed four licensees in the first quarter, including two well-known Japanese electronics manufacturers.

“We also announced the initiation of a quarterly dividend of $0.10 per share of common stock, demonstrating our confidence in the Company’s long-term cash generation ability, and ability to fund our growth initiatives. We look forward to sharing our continued progress with our investors.”

 

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First Quarter 2012

 

   

Total revenues were $46.7 million.

 

   

Intellectual Property segment revenues were $39.0 million.

 

   

DigitalOptics segment revenues were $7.7 million.

Total revenue for the first quarter of 2012 was $46.7 million, compared to $67.8 million of total revenue in the first quarter of 2011. Intellectual Property revenue for the first quarter of 2012 was $39.0 million, compared to $53.6 million in the first quarter of the prior year. The decrease was due to lower year-over-year royalty bearing units reported, in aggregate, by licensees.

DigitalOptics total revenue was $7.7 million, compared to first quarter 2011 DigitalOptics revenue of $14.2 million. The decrease was due primarily to several one-time license and royalty payments in the first quarter of 2011 and weaker demand in the Company’s lithography served market.

Generally accepted accounting principles (GAAP) net loss for the first quarter of 2012 was $8.1 million, or $0.16 per diluted share, which included non-cash charges of $6.4 million for amortization of acquired intangibles and $4.0 million for stock-based compensation.

Non-GAAP net loss for the first quarter of 2012 was $0.2 million or $0.00 per basic share. Non-GAAP net income is defined as income and operating expenses adjusted for acquired intangibles amortization, charges for acquired in-process research and development, stock-based compensation expense, impairment charges on long-lived assets and goodwill, and related tax effects.

Balance Sheet

Cash, cash equivalents and investments were $490.4 million at March 31, 2012, a decrease of $2.0 million from Dec. 31, 2011. In the first quarter of 2012, net cash used by operations was $1.2 million. The Company purchased $2.2 million of intellectual property and $1.9 million of property and equipment.

Prepared Remarks and Conference Call Information

Concurrently with the publication of its earnings press release, the Company will post to its website management’s prepared remarks regarding the Company’s quarterly performance. These prepared remarks are being made available in order to provide the investment community with additional time to analyze the Company’s results prior to the conference call. The first quarter 2012 earnings conference call will include brief remarks from management, followed by a Q&A session.

 

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The Company will hold its first quarter 2012 earnings conference call at 2:00 P.M. Pacific (5:00 P.M. Eastern) today. To access the call in the U.S., please dial 877-651-0051, and for international callers dial 706-643-3789 approximately 10 minutes prior to the start of the conference call. The conference call will also be broadcast live over the Internet and available for replay for 90 days at www.tessera.com. In addition, a replay of the call will be available via telephone for two business days, beginning two hours after the call. To listen to the telephone replay in the U.S., please dial 855-859-2056. International callers please dial 404-537-3406. Enter access code 69283745.

Safe Harbor Statement

This document contains forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ significantly from those projected, particularly with respect to the Company’s financial results for the first quarter of 2012; the transformation of the DigitalOptics business and its ability to become a high-volume manufacturer of next-generation camera modules, including for devices using MEMS actuators; the building out of a team, the development of a supply chain, and the engagement of multiple Tier 1 mobile phone suppliers for the DigitalOptics business; the expected design win relating to the MEMS actuator; future dividend plans; the sufficiency of the Company’s capital resources; long-term growth prospects; and the Company’s future operating performance, needs for cash and prospects to generate cash. Material factors that may cause results to differ from the statements made include the plans or operations relating to the Company’s businesses; market or industry conditions; the expiration of license agreements and the cessation of related royalty income; the failure, inability or refusal of licensees to pay royalties; delays, setbacks or losses relating to the Company’s intellectual property or intellectual property litigations, or any invalidation or limitation of key patents; fluctuations in operating results due to the timing of new license agreements and royalties, or due to legal costs; changes in patent laws, regulation or enforcement, or other factors that might affect the Company’s ability to protect or realize the value of its intellectual property; the risk of a decline in demand for semiconductor and camera module products; failure by the industry to use technologies covered by the Company’s patents; the expiration of the Company’s patents; the Company’s ability to successfully complete and integrate acquisitions of businesses, including the pending acquisition by DigitalOptics Corporation of Flextronics’s camera module business in Zhuhai, China; the risk of loss of, or decreases in production orders from, customers of acquired businesses; financial and regulatory risks associated with the international nature of the Company’s businesses; failure of the Company’s products to achieve technological feasibility or profitability; failure to successfully commercialize the Company’s products; changes

 

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in demand for the products of the Company’s customers; limited opportunities to license technologies and sell products due to high concentration in the markets for semiconductors and related products and camera modules; the impact of competing technologies on the demand for the Company’s technologies and products; failure by DigitalOptics Corporation to become a vertically integrated camera module supplier; and the reliance on a limited number of suppliers for the components used in the manufacture of DigitalOptics products. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this release. The Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended Dec. 31, 2011, include more information about factors that could affect the Company’s financial results. The Company assumes no obligation to update information contained in this press release. Although this release may remain available on the Company’s website or elsewhere, its continued availability does not indicate that the Company is reaffirming or confirming any of the information contained herein.

About Tessera Technologies, Inc.

Tessera Technologies, Inc. is a holding company with operating subsidiaries in two segments: Intellectual Property and DigitalOptics. Our Intellectual Property business generates revenue from patented innovations through license agreements with semiconductor companies and outsourced semiconductor assembly and test companies. Tessera, Inc. pioneered chip-scale packaging solutions for the semiconductor industry. Our DigitalOptics business delivers innovation in imaging and optics with products and capabilities that enable expanded functionality in increasingly smaller devices. Our miniaturized camera module solutions provide cost-effective, high-quality camera features, including Micro Electro Mechanical Systems (“MEMS”)-based autofocus, extended depth of field (“EDoF”), zoom, image enhancement and optical image stabilization. We also offer customized micro-optic lenses from diffractive and refractive optical elements to integrated micro-optical subassemblies. For information call 1.408.321.6000 or go to www.tessera.com.

Tessera, Tessera, Inc., the Tessera logo, DigitalOptics Corporation, and Invensas Corporation are trademarks or registered trademarks of affiliated companies of Tessera Technologies, Inc. in the United States and other countries. All other company, brand and product names may be trademarks or registered trademarks of their respective companies.

Non-GAAP Financial Measures

In addition to disclosing financial results calculated in accordance with U.S. Generally Accepted Accounting Principles (GAAP), the Company’s earnings release contains non-GAAP financial measures adjusted for either one-time or ongoing non-cash acquired intangibles amortization charges, acquired in-process research and development, all forms of stock-based compensation, impairment charges on long-lived assets and goodwill,

 

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and related tax effects. The non-GAAP financial measures also exclude the effects of FASB Accounting Standards Codification 718, “Stock Compensation” upon the number of diluted shares used in calculating non-GAAP earnings per share. Management believes that the non-GAAP measures used in this release provide investors with important perspectives into the Company’s ongoing business performance. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

Set forth below are reconciliations of non-GAAP net income to the Company’s reported GAAP net income.

-Tables follow-

 

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TESSERA TECHNOLOGIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

 

     Three Months Ended
March 31,
 
     2012     2011  

Revenues:

    

Royalty and license fees

   $ 43,264      $ 62,258   

Product and service revenues

     3,409        5,515   
  

 

 

   

 

 

 

Total revenues

     46,673        67,773   
  

 

 

   

 

 

 

Operating expenses:

    

Cost of revenues

     5,760        5,512   

Research, development and other related costs

     23,445        18,613   

Selling, general and administrative

     24,611        19,464   

Litigation expense

     3,492        5,996   

Restructuring and other charges

     —          2,059   
  

 

 

   

 

 

 

Total operating expenses

     57,308        51,644   
  

 

 

   

 

 

 

Operating income (loss)

     (10,635     16,129   

Other income and expense, net

     668        608   
  

 

 

   

 

 

 

Income (loss) before taxes

     (9,967     16,737   

Provision for income taxes

     (1,879     5,525   
  

 

 

   

 

 

 
    

Net income (loss)

   $ (8,088   $ 11,212   
  

 

 

   

 

 

 

Basic and diluted net income (loss) per share:

    

Net income (loss) per share—basic

   $ (0.16   $ 0.22   
  

 

 

   

 

 

 

Net income (loss) per share—diluted

   $ (0.16   $ 0.22   
  

 

 

   

 

 

 

Cash dividends declared per share

   $ 0.10      $ —     
  

 

 

   

 

 

 

Weighted average number of shares used in per share calculations—basic

     51,738        50,823   
  

 

 

   

 

 

 

Weighted average number of shares used in per share calculations—diluted

     51,738        51,267   
  

 

 

   

 

 

 


TESSERA TECHNOLOGIES, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

 

     March 31,
2012
    December 31,
2011*
 
     (unaudited)        

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 78,913      $ 55,758   

Short-term investments

     411,519        436,687   

Accounts receivable, net

     7,920        8,599   

Inventories

     1,635        1,574   

Short-term deferred tax assets

     1,891        1,892   

Other current assets

     15,823        13,664   
  

 

 

   

 

 

 

Total current assets

     517,701        518,174   
  

 

 

   

 

 

 

Property and equipment, net

     35,544        36,319   

Intangible assets, net

     135,115        141,326   

Long-term deferred tax assets

     18,223        18,223   

Other assets

     2,345        2,484   
  

 

 

   

 

 

 

Total assets

   $ 708,928      $ 716,526   
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Accounts payable

   $ 5,408      $ 7,203   

Accrued legal fees

     5,897        6,110   

Accrued liabilities

     12,894        20,824   

Dividend payable

     5,192        —     

Deferred revenue

     5,145        2,610   
  

 

 

   

 

 

 

Total current liabilities

     34,536        36,747   
  

 

 

   

 

 

 

Long-term deferred tax liabilities

     4,083        4,083   

Other long-term liabilities

     5,017        5,017   

Stockholders’ equity:

    

Common stock

     52        52   

Additional paid-in capital

     470,331        462,697   

Treasury stock

     (10,505     (10,505

Accumulated other comprehensive income

     283        24   

Retained earnings

     205,131        218,411   
  

 

 

   

 

 

 

Total stockholders’ equity

     665,292        670,679   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 708,928      $ 716,526   
  

 

 

   

 

 

 

 

* Derived from audited financial statements


TESSERA TECHNOLOGIES, INC.

RECONCILIATION TO NON-GAAP INCOME FROM GAAP NET INCOME (LOSS)

(in thousands, except per share amounts)

(unaudited)

 

     Three Months Ended
March 31,
 
     2012     2011  

GAAP net income (loss)

   $ (8,088   $ 11,212   

Adjustments to GAAP net income (loss):

    

Stock-based compensation—cost of revenues

     150        143   

Stock-based compensation—research, development and other related costs

     1,712        2,446   

Stock-based compensation—selling, general and administrative

     2,194        3,475   

Amortization of acquired intangibles—cost of revenues

     2,016        1,707   

Amortization of acquired intangibles—research, development and other related costs

     1,353        753   

Amortization of acquired intangibles—selling, general and administrative

     3,004        1,632   

Tax adjustments for non-GAAP items

     (2,559     (2,360
  

 

 

   

 

 

 

Non-GAAP net income (loss)

   $ (218   $ 19,008   
  

 

 

   

 

 

 

Non-GAAP net income (loss) per common share—diluted

   $ (0.00   $ 0.36   
  

 

 

   

 

 

 

Weighted average number of shares used in per share calculations excluding the effects of FAS 123R—diluted

     53,093        52,548   
  

 

 

   

 

 

 


TESSERA TECHNOLOGIES, INC.

CONSOLIDATED REVENUE DETAILS

(in thousands)

(unaudited)

 

     Three Months Ended
March 31,
 
     2012      2011  

Revenues:

     

Intellectual Property Segment

     

Royalty and license fees

   $ 39,028       $ 53,615   

Product and service revenues

     —           —     
  

 

 

    

 

 

 

Total Intellectual Property revenues

     39,028         53,615   

DigitalOptics Segment

     

Royalty and license fees

     4,236         8,643   

Product and service revenues

     3,409         5,515   
  

 

 

    

 

 

 

Total DigitalOptics revenues

     7,645         14,158   
  

 

 

    

 

 

 

Total revenues

   $ 46,673       $ 67,773