PERICOM SEMICONDUCTOR REPORTS

FISCAL THIRD QUARTER 2012 FINANCIAL RESULTS

 

§

Q3 revenues increased 10% sequentially and decreased 16% year-over-year.

§

Q3 GAAP gross margin decreased by 129 bps sequentially and increased 346 bps year-over-year.

§

Q3 GAAP $267,000 net loss compared with $335,000 net loss the prior quarter and $531,000 net income for the same quarter of the prior year.

 

San Jose, Calif. – May 1, 2012 - Pericom Semiconductor Corporation (NASDAQ: PSEM), a worldwide supplier of high performance connectivity and timing solutions, today announced results for its fiscal 2012 third quarter ended March 31, 2012.

 

Net revenues for the third quarter were $33.4 million, an increase of 10% from the $30.5 million reported in the second quarter of fiscal 2012, and down 16% from the $39.6 million reported in the comparable period last year. The revenue increase from the prior quarter reflects stabilization of distribution inventory levels and modestly improving economic conditions, as seen by a quarterly book-to-bill ratio of greater than 1.0.

 

GAAP gross margin was 34.7% in the third quarter, a decline from 36.0% last quarter and an increase from 31.3% in the comparable period last year. On a non-GAAP basis, gross margin was 36.2% in the third quarter, which reflects exclusion of share-based compensation, amortization of intangible assets, restructuring charges and amortization of fair value adjustments from the PTI acquisition. The comparable non-GAAP gross margins were 37.3% last quarter and 32.6% in the comparable period last year.

 

GAAP net loss for the third quarter was $267,000, or $0.01 per diluted share, compared with net loss of $335,000, or $0.01 per diluted share in the second quarter, and net income of $531,000, or $0.02 per diluted share in the comparable period last year. GAAP net income for all periods included share-based compensation, amortization of intangible assets, restructuring charges, amortization of fair value adjustments, and other PTI acquisition related expenses. Excluding these items, non-GAAP net income for the third quarter was $1.7 million, or $0.07 per diluted share, compared with non-GAAP net income of $1.0 million or $0.04 per diluted share in the second quarter, and non-GAAP net income of $2.5 million, or $0.10 per diluted share in the comparable period last year.

 

The balance sheet remained very strong with cash and investments in marketable securities of $125 million or $5.20 per diluted share at the end of the third quarter. Inventory decreased $1.1 million on a sequential basis to $17.2 million, the sixth consecutive quarter of declines. Inventory has decreased 44.5% from $31.0 million during this period, and current levels represent 73 days of supply. Trade accounts receivable increased by $1.6 million sequentially as a result of higher revenues, while DSO declined from 59 to 58 days. At quarter-end, working capital was $124 million and the current ratio was 6.3.

 

”We were pleased about our third quarter revenue improvement as it suggests an improving demand situation and reaffirms our strategic initiative to increase our focus on server, networking and telecom, and embedded segments,” said Alex Hui, President and CEO of Pericom. “Sequentially, our server and storage revenue increased 11%, networking and telecom remained strong growing 11%, and embedded also grew double-digits at 10%. We are also excited about the design win activity for our industry-leading USB 3.0 signal integrity solution in next generation Ivy Bridge computing platforms. Also we expect to see deployment of our PCIe Gen 3 product solution in next generation servers in the latter part of this calendar year.”

NEWS RELEASE May 1, 2012

 

New Products

 

In the third quarter of fiscal 2012, Pericom introduced a total of seven new products in our Connectivity and Timing product areas.

 

·

Connectivity: Adding to our high-speed connectivity solutions, we introduced 6 products supporting PCIe GEN2, DisplayPort 1.2, and PCIe GEN3. Three of the products are PCIe GEN2 packet switches with high integration and advanced power management features, two of the products are new additions to our PCIe GEN3 signal switch family, and one product is a DisplayPort 1.2 signal switch. These products target notebook, tablet, embedded, HPC server and storage, and networking market segments. All of these products were sampled to key customers during the quarter.

 

·

Timing: Expanding our timing solutions for next generation platforms, we introduced a new multiple output clock generator specifically designed for application frequencies within the embedded segment.

 

Share Repurchase Update

 

On April 29, 2008, our Board of Directors authorized the repurchase of $30 million of our common stock. Pursuant to the 2008 authorization, the Company repurchased 425,766 shares in the three months ended March 31, 2012 for an aggregate cost of $3,418,925 and an average per share purchase price of $8.03. The remaining balance of potential share repurchases under the 2008 authorization is approximately $3.1 million. As Pericom has nearly completed the repurchase of shares pursuant to the 2008 authorization, the Board of Directors has authorized another repurchase program for up to an additional $25 million of shares of our common stock. Shares may be repurchased from time to time in the open market or through private transactions, at the discretion of Pericom management. As of April 27, 2012, Pericom had approximately 23.6 million shares of common stock outstanding.

 

In addition, the Board established minimum equity ownership requirements for the CEO and outside directors.

 

Fiscal Q4 2012 Outlook

 

The following statements are based on current expectations. These statements are forward looking, and actual results may differ materially.

 

Below are the estimates for fiscal Q4 2012.

 

·

Revenues in the fourth fiscal quarter are expected to be in the range of $35.0 million to $37.0 million.

 

·

GAAP gross margins are expected to be between 33.8% and 35.8%, and adjusting for share-based compensation, amortization of intangibles and fair value adjustments that are expected to total approximately 1.2%, non-GAAP gross margins are expected to be in the 35.0% to 37.0% range.

 

·

GAAP operating expenses are expected to be between $12.2 million and $12.8 million, and adjusting for share-based compensation, amortization of intangibles and fair value adjustments that are expected to total approximately $1.3 million, non-GAAP operating expenses are expected to be in the range of $10.9 million to $11.5 million.

 

·

Other income is expected to be between $0.6 million and $0.8 million on a GAAP basis and on a non-GAAP basis.

 

·

The effective tax rate is expected to be approximately 20-22% on a GAAP basis and 22-26% on a non-GAAP basis.

 

 

Conference Call

 

The press release will be followed by a conference call beginning at 1:30 p.m. Pacific time on May 1, 2012. To listen to the call, dial (877) 377-7103 and reference “Pericom”. A slide presentation will accompany the conference call. To view the slides, please visit the investor relations section of www.pericom.com.

 

3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

The Pericom financial results conference call will be available via a live webcast on the investor relations section of the web site at http://www.pericom.com. Access the web site 15 minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay will be available on the web site for approximately 90 days.

 

A taped replay of the conference call will be made available for the period from this evening through midnight on Tuesday, May 8th. To listen to the replay, dial toll-free (855) 859-2056 and reference conference ID 74275051.

 

About Pericom

 

Pericom Semiconductor Corporation (NASDAQ: PSEM) enables serial connectivity with the industry's most complete solutions for the computing, communications and consumer market segments. Pericom's analog, digital and mixed-signal integrated circuits, along with its frequency control products are essential in the timing, switching, bridging and conditioning of high-speed signals required by today's ever-increasing speed and bandwidth demanding applications. Company headquarters is in San Jose, California, with design centers and technical sales and support offices globally. http://www.pericom.com.

 

Non-GAAP Financial Information

 

In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (GAAP), this announcement of operating results contains non-GAAP financial measures that exclude the income statement effects of share-based compensation, amortization of intangible assets, restructuring charges, fair value adjustments of acquired inventory, acquisition-related expenses, a one-time gain on the previously held interest in PTI, and the effects of excluding share-based compensation upon the number of diluted shares used in calculating non-GAAP earnings per share.

 

We have excluded share-based compensation expense in calculating these non-GAAP financial measures.  These expenses are non-cash in nature and rely on valuations of the future market price of our common stock that is difficult to predict and is affected by market factors that are largely not within the control of management. We have excluded amortization of intangible assets, restructuring charges, amortization of the fair value adjustments related to acquired inventory, acquisition related expenses, the gain on the previously held interest in PTI, and the corresponding tax effect because we do not consider them to be related to our core operating performance.

 

We use the non-GAAP financial measures that exclude these items to make strategic decisions, forecast future results and evaluate the Company’s current operating performance. We believe that the presentation of non-GAAP financial measures that exclude these items is useful to investors because we do not consider these charges either part of the day-to-day business or reflective of the core operational activities of the Company that are within the control of management or that are used to evaluate the Company’s operating 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. The Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

 

Safe Harbor Statement

 

This press release contains forward-looking statements as defined under The Securities Litigation Reform Act of 1995. Forward-looking statements in this release include the statements under the captions ”Fiscal Q4 2012 Outlook”, which regard the anticipated revenues, gross margin, operating expenses, other income, and effective tax rate in the fourth fiscal quarter of 2012, and statements from our CEO regarding improving demand and future deployment of our PCIe Gen 3 product solution in next generation servers, and other future expectations. The Company’s actual results could differ materially from what is set forth in such forward-looking statements due to a variety of risk factors, including softness in demand for our products, price erosion for certain of our products, unexpected difficulties in developing new products, customer decisions to reduce inventory, economic or financial difficulties experienced by our customers, or technological and market changes. All forward-looking statements included in this document are made as of the date hereof, based on information available to the Company as of the date hereof, and Pericom assumes no obligation to update any forward-looking statements. Parties receiving this release are encouraged to review our annual report on Form 10-K for the year ended July 2, 2011, subsequent quarterly reports on Form 10-Q, and in particular, the risk factors sections contained in those reports.

 

Contact: Aaron Tachibana

Pericom Semiconductor

Tel: 408 435-0800

atachibana@pericom.com

 

- See Attached Tables –

 

3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

 

Pericom Semiconductor Corporation

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

(unaudited)

 

		Three Months Ended												Nine Months Ended
		March 31,				December 31,				April 2,				March 31,				April 2,
		2012				2011				2011				2012				2011
Net revenues		$	33,378			$	30,481			$	39,555			$	99,191			$	123,001
Cost of revenues			21,789				19,504				27,190				64,088				82,488
Gross profit			11,589				10,977				12,365				35,103				40,513
Operating expenses:
Research and development			5,669				5,277				5,238				16,262				14,695
Selling, general and administrative			7,114				7,060				7,231				21,513				21,960
Total operating expenses			12,783				12,337				12,469				37,775				36,655
Income (loss) from operations			(1,194	)			(1,360	)			(104	)			(2,672	)			3,858
Interest and other income, net			847				638				1,132				2,555				13,683
Income (loss) before income taxes			(347	)			(722	)			1,028				(117	)			17,541
Income tax expense (benefit)			(76	)			(335	)			514				123				6,338
Net income (loss) from consolidated companies			(271	)			(387	)			514				(240	)			11,203
Equity in net income of unconsolidated affiliates			4				52				17				83				651
Net income (loss)		$	(267	)		$	(335	)		$	531			$	(157	)		$	11,854
Basic income (loss) per share		$	(0.01	)		$	(0.01	)		$	0.02			$	(0.01	)		$	0.48
Diluted income (loss) per share		$	(0.01	)		$	(0.01	)		$	0.02			$	(0.01	)		$	0.47
Shares used in computing basic income (loss) per share			24,030				24,244				24,993				24,255				24,926
Shares used in computing diluted income (loss) per share			24,030				24,244				25,341				24,255				25,291

 

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3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

 

Pericom Semiconductor Corporation

Condensed Consolidated Statements of Operations

(In thousands)

(unaudited)

 

		Three Months Ended												Nine Months Ended
		March 31,				December 31,				April 2,				March 31,				April 2,
		2012				2011				2011				2012				2011
Share-based compensation
Cost of revenues		$	60			$	47			$	62			$	161			$	192
Research and development			371				357				421				1,099				1,164
Selling, general and administrative			496				528				708				1,573				1,899
Share-based compensation expense		$	927			$	932			$	1,191			$	2,833			$	3,255
Amortization of intangible assets
Cost of revenues		$	334			$	331			$	338			$	1,119			$	1,171
Research and development			201				167				57				528				165
Selling, general and administrative			243				241				233				723				539
Amortization of intangible assets		$	778			$	739			$	628			$	2,370			$	1,875

 

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3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

 

Pericom Semiconductor Corporation

Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income

(In thousands)

(unaudited)

 

		Three Months Ended												Nine Months Ended
		March 31,				December 31,				April 2,				March 31,				April 2,
		2012				2011				2011				2012				2011
GAAP net income (loss)		$	(267	)		$	(335	)		$	531			$	(157	)		$	11,854
Reconciling items:
Share-based compensation expense			927				932				1,191				2,833				3,255
Amortization of intangible assets			778				739				628				2,370				1,875
Fair value adjustment amortization on acquired inventory			-				-				-				-				614
Gain on previously held interest at PTI			-				-				-				-				(11,004	)
Acquisition-related costs			-				-				-				-				598
Interest expense accrual relating to PTI acquisition earnout			-				-				204				-				482
Fair value adjustment to depreciation expense on acquired fixed assets			50				50				49				150				110
Compensation expense accrual relating to PTI acquisition			-				-				360				-				847
Restructuring charge			460				-				118				460				118
Tax effect of adjustments			(285	)			(428	)			(606	)			(1,191	)			2,118
Total reconciling items			1,930				1,293				1,944				4,622				(987	)
Non-GAAP net income		$	1,663			$	958			$	2,475			$	4,465			$	10,867
Reconciliation of GAAP Diluted EPS to Non-GAAP Diluted EPS
(unaudited)
Diluted net income (loss) per share:
GAAP diluted income (loss) per share		$	(0.01	)		$	(0.01	)		$	0.02			$	(0.01	)		$	0.47
Adjustments:
Share-based compensation expense			0.04				0.04				0.05				0.11				0.13
Amortization of intangible assets			0.03				0.03				0.02				0.09				0.07
Fair value adjustment amortization on acquired inventory			-				-				-				-				0.03
Gain on previously held interest at PTI			-				-				-				-				(0.44	)
Acquisition-related costs			-				-				-				-				0.02
Interest expense accrual relating to earnout			-				-				0.01				-				0.02
Fair value adjustment to depreciation expense on acquired fixed assets			-				-				-				0.01				0.01
Compensation expense accrual relating to PTI acquisition			-				-				0.01				-				0.03
Restructuring charge			0.02				-				0.01				0.02				0.01
Tax effect of adjustments			(0.01	)			(0.02	)			(0.02	)			(0.05	)			0.08
Total adjustments			0.08				0.05				0.08				0.19				(0.04	)
Non-GAAP diluted income per share		$	0.07			$	0.04			$	0.10			$	0.18			$	0.43
Shares used in diluted net income (loss) per share calculation:
GAAP			24,030				24,244				25,341				24,255				25,291
Change in diluted shares from GAAP net loss to non-GAAP net income			105				111				-				103				-
Exclude the benefit of share-based compensation expense (1)			370				334				362				375				324
Non-GAAP			24,505				24,689				25,703				24,733				25,615

 

(1) For purposes of calculating non-GAAP diluted net income per share, the GAAP diluted weighted average shares outstanding is adjusted to exclude the benefits of unamortized stock compensation costs that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

 

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3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

 

Pericom Semiconductor Corporation

Reconciliation of GAAP Gross Margin to Non-GAAP Gross Margin

(In thousands)

(unaudited)

 

		Three Months Ended												Nine Months Ended
		March 31,				December 31,				April 2,				March 31,				April 2,
		2012				2011				2011				2012				2011
GAAP gross margin		$	11,589			$	10,977			$	12,365			$	35,103			$	40,513
- % of revenues			34.7	%			36.0	%			31.3	%			35.4	%			32.9	%
Reconciling items:
Share-based compensation			60				47				62				161				192
Amortization of intangible assets			334				331				338				1,119				1,171
Fair value adjustment amortization on acquired inventory			-				-				-				-				614
Fair value adjustment to depreciation expense on acquired fixed assets			10				10				10				30				20
Compensation expense accrual relating to PTI acquisition			-				-				105				-				246
Restructuring charge			78				-				-				78				-
Total reconciling items			482				388				515				1,388				2,243
Non-GAAP gross margin		$	12,071			$	11,365			$	12,880			$	36,491			$	42,756
- % of revenues			36.2	%			37.3	%			32.6	%			36.8	%			34.8	%

 

Reconciliation of GAAP R&D Expenses to Non-GAAP R&D Expenses

(unaudited)

 

GAAP research and development expenses		$	5,669			$	5,277			$	5,238			$	16,262			$	14,695
- % of revenues			17.0	%			17.3	%			13.2	%			16.4	%			11.9	%
Reconciling items:
Share-based compensation			(371	)			(357	)			(421	)			(1,099	)			(1,164	)
Amortization of intangible assets			(201	)			(167	)			(57	)			(528	)			(165	)
Fair value adjustment to depreciation expense on acquired fixed assets			(10	)			(10	)			(10	)			(30	)			(27	)
Compensation expense accrual relating to PTI acquisition			-				-				(117	)			-				(276	)
Restructuring charge			(164	)			-				-				(164	)			-
Total reconciling items			(746	)			(534	)			(605	)			(1,821	)			(1,632	)
Non-GAAP research and development expenses		$	4,923			$	4,743			$	4,633			$	14,441			$	13,063
- % of revenues			14.7	%			15.6	%			11.7	%			14.6	%			10.6	%

 

Reconciliation of GAAP SG&A Expenses to Non-GAAP SG&A Expenses

(unaudited)

 

GAAP selling, general and administrative expenses		$	7,114			$	7,060			$	7,231			$	21,513			$	21,960
- % of revenues			21.3	%			23.2	%			18.3	%			21.7	%			17.9	%
Reconciling items:
Share-based compensation			(496	)			(528	)			(708	)			(1,573	)			(1,899	)
Amortization of intangible assets			(243	)			(241	)			(233	)			(723	)			(539	)
Acquisition-related costs			-				-				-				-				(598	)
Fair value adjustment to depreciation expense on acquired fixed assets			(30	)			(30	)			(29	)			(90	)			(63	)
Compensation expense accrual relating to PTI acquisition			-				-				(138	)			-				(325	)
Restructuring charge			(218	)			-				(118	)			(218	)			(118	)
Total reconciling items			(987	)			(799	)			(1,226	)			(2,604	)			(3,542	)
Non-GAAP selling, general and administrative expenses		$	6,127			$	6,261			$	6,005			$	18,909			$	18,418
- % of revenues			18.4	%			20.5	%			15.2	%			19.1	%			15.0	%

 

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3545 North Second Street     San Jose, CA   95134     (408) 435-0800

NEWS RELEASE May 1, 2012

 

 

Pericom Semiconductor Corporation

Condensed Consolidated Balance Sheets

(In thousands)

(unaudited)

 

		As of				As of
		March 31, 2012				July 2, 2011
Assets
Current assets:
Cash and cash equivalents		$	19,823			$	30,023
Restricted cash			-				2,947
Short-term investments			79,021				76,266
Accounts receivable - trade			21,368				28,185
Inventories			17,185				21,942
Prepaid expenses and other current assets			7,455				7,788
Deferred income taxes			2,419				2,564
Total current assets			147,271				169,715
Property, plant and equipment-net			57,262				60,859
Investments in unconsolidated affiliates			2,724				2,596
Deferred income taxes non-current			4,284				4,324
Long-term investments in marketable securities			26,132				21,282
Goodwill			16,779				16,669
Intangible assets-net			13,601				15,690
Other assets			9,748				9,881
Total assets		$	277,801			$	301,016
Liabilities and Shareholders' Equity
Current liabilities:
Short-term debt		$	3,840			$	8,671
Accounts payable			11,748				12,221
Accrued liabilities			7,907				19,645
Total current liabilities			23,495				40,537
Industrial development subsidy			8,252				9,075
Deferred income tax liabilities			6,330				6,605
Other long-term liabilities			1,934				2,074
Total liabilities			40,011				58,291
Shareholders' equity:
Common stock and paid in capital			125,090				130,960
Retained earnings and other comprehensive income			112,700				111,765
Total shareholders' equity			237,790				242,725
Total liabilities and shareholders' equity		$	277,801			$	301,016

 

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3545 North Second Street     San Jose, CA   95134     (408) 435-0800