SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: Feb. 25, 2003
Semtech Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-6395 95-2119684
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
200 Flynn Road
Camarillo, California 93012-8790
(Address of Principal Executive Offices) (Zip Code)
(805) 498-2111 (Registrant's
telephone number, including area code)
-1-
Item 5. Other Events.
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The Registrant issued the press release, filed as Exhibit 99.1 hereto,
on Feb. 25, 2003.
Item 7. Financial Statements and Exhibits.
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Exhibit Number Description of Document
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99.1 Press Release of the Registrant dated Feb. 25, 2003.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: Feb 25, 2003 SEMTECH CORPORATON
By: /s/ David G. Franz, Jr.
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David G. Franz, Jr.
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit Number Description of Document
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99.1 Press Release of the Registrant dated Feb. 25, 2003.
Exhibit 99.1
Semtech Announces Fourth Quarter Results
CAMARILLO, Calif.--(BUSINESS WIRE)--Feb. 25, 2003--Semtech
Corporation (Nasdaq: SMTC) today announced results for its fiscal year
2003 fourth quarter that ended January 26, 2003.
Sales for the fourth quarter of fiscal year 2003 were $44.5
million and net income was $8.1 million or 11 cents per diluted share.
Sales for the fourth quarter of fiscal year 2002 were $46.4 million
and net income was $8.7 million or 11 cents per diluted share.
Semtech ended fiscal year 2003 with $247.5 million in cash and
marketable securities, net of outstanding debt. Operating cash flow
for the fiscal year was $62.7 million and $20.5 million for the fourth
quarter.
Sales for all of fiscal year 2003 were $193.0 million, up from
$191.2 million in the prior fiscal year. Net income for fiscal year
2003 was $42.2 million or 54 cents per diluted share, which compared
to net income of $26.0 million or 33 cents per diluted share in fiscal
year 2002.
Earnings before taxes for fiscal year 2003 include $1.2 million of
one-time costs for an expected loss on a sub-lease and asset
impairment, $12.7 million of gain on the repurchase of convertible
subordinated notes, and the sale of $1.3 million of inventory that was
previously written-off. Included in the prior fiscal year pre-tax
results were one-time costs of $16.7 million for the write-down of
inventory, headcount reductions and a Superfund settlement, and $2.3
million of gain on the repurchase of convertible subordinated notes.
Fourth Quarter Commentary
Fourth quarter shipments of Portable Power Management Products
grew 44 percent sequentially and Protection Products shipments
increased 3 percent over the prior quarter. Sales of Power Management
Products used in desktop and server applications were approximately
flat quarter-on-quarter. As forecasted, shipments of Power Management
Products used in computer gaming systems and Test and Measurement
Products declined from the third quarter.
New orders, excluding Semtech's Test and Measurement Product line,
increased about 8 percent in the fourth quarter compared to the third
quarter, and the book-to-bill ratio for non-test products was 1.08.
New orders for Portable Power Products represented 53 percent of all
Power Management bookings, while Networking and Industrial Power
Products orders represented 10 percent. Orders for Test and
Measurement Products declined substantially in the fourth quarter, but
are forecasted to grow in the first quarter.
Jack Poe, Chairman and CEO commented, "Semtech's Protection and
Power Management product lines continue to do well, despite difficult
market conditions. The use of Power, Protection and Human Input
Devices in notebook, cellular phone and other portable applications is
gaining traction, and now represents about 44 percent of net sales.
"The outlook for fiscal year 2004 is for growth in both sales and
operating income. We anticipate growth will be driven by broad
strength in portable applications, the recovery of lost market-share
in the desktop computer market, and a very modest improvement in
capital equipment and IT spending that should benefit Semtech's Test
and Measurement and Advanced Communications product lines," commented
Mr. Poe.
Design Wins and Growth Opportunities
Design wins in the fourth quarter were up sequentially, totaling
510 designs with annual potential revenue of $65.0 million. Cellular
phones were again the largest end application in new designs, followed
by notebook computers and desktop computers. Portable Power Management
was the largest product segment in terms of design win dollars,
followed by Protection Products. Design wins recorded in the quarter
for Power Management Products used in desktop, server and graphic
applications totaled $12.7 million. Semtech's Combi-Sense(TM)
multiphase power management topology continues to be well received in
the desktop marketplace.
First Quarter Outlook
Semtech estimates that net sales for the first quarter of fiscal
year 2004 will be flat to up slightly from the fourth quarter. Turns
orders (orders received and shipped in the same quarter) of
approximately 53 percent are required to achieve this forecast. Gross
margin in the first quarter is expected to be comparable to the level
achieved in the fourth quarter. Earnings are forecasted to be 11 cents
per diluted share.
Buyback Update
Semtech recently increased its buyback program by $75.0 million,
raising the total amount of the current buyback program to $275.0
million. To date, the Company has bought back $232.5 million in
convertible subordinated notes and common stock under this program,
including $53.5 million face value of its convertible subordinated
debentures subsequent to the end of the fourth quarter.
About Semtech
Semtech Corporation is a leading supplier of analog and
mixed-signal semiconductors used in a wide range of computer,
industrial and communication applications.
Safe Harbor Provision
Statements contained in this release that are not historical facts
are forward-looking statements as that term is defined in the Private
Securities Litigation Reform Act of 1995. Forward-looking statements,
including projections and forecasts for revenue and gross margin,
involve risks and uncertainties that could cause actual results to
differ materially from those projected. These risks and uncertainties
include worldwide economic and political conditions, the timing and
duration of semiconductor market upturns or downturns, demand for
personal computers, cellular phones and automated test equipment,
demand for semiconductor devices in general, competitors' actions,
relations with large strategic customers and suppliers, manufacturing
costs and yields, demand for the Company's products in particular, and
risks associated with the businesses of major customers. Other factors
that may cause actual results to differ from the forward-looking
statements contained in this press release and that may affect the
Company's prospects in general are described in the Company's filings
with the Securities and Exchange Commission. The Company undertakes no
obligation to update or revise forward-looking statements to reflect
subsequent events or changed assumptions or circumstances.
SEMTECH CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In thousands - except per share amounts)
Three Months Ended Twelve Months Ended
Jan. 26, Jan. 27, Jan. 26, Jan. 27,
2003 2002 2003 2002
Net sales $44,531 $46,405 $192,958 $191,210
Cost of sales 19,514 20,325 83,097 97,920
Gross profit 25,017 26,080 109,861 93,290
Operating costs and expenses:
Selling, general and
administrative 8,408 7,886 34,426 33,798
Product development and
engineering 7,627 7,227 31,336 29,744
One-time costs - - 1,202 2,727
Total operating costs and
expenses 16,035 15,113 66,964 66,269
Operating income 8,982 10,967 42,897 27,021
Interest and other income, net 1,819 1,175 15,187 9,095
Income before provision for
taxes 10,801 12,142 58,084 36,116
Provision for taxes 2,700 3,400 15,864 10,113
Net income $8,101 $8,742 $42,220 $26,003
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Earnings per share:
Basic $0.11 $0.12 $0.58 $0.37
Diluted $0.11 $0.11 $0.54 $0.33
Weighted average number of shares:
Basic 73,056 71,425 73,013 69,983
Diluted 76,243 78,792 77,789 77,747
Notes regarding Consolidated Statements of Income:
1.) "One-time costs" of $1.2 million in fiscal year 2003 were for
an expected loss on the future sub-lease of the Company's New York
office and asset impairment at the Corpus Christi, Texas wafer
fabrication facility.
2.) "One-time costs" of $2.7 million in fiscal year 2002 were for
headcount reductions and a Superfund settlement.
3.) "Cost of sales" for fiscal year 2002 includes a $14.0 million
write-down of inventory.
4.) In fiscal year 2003, $1.3 million of previously written-off
inventory was sold.
5.) "Interest and other income, net" includes gains on the
repurchase of convertible subordinated notes of $12.7 million in
fiscal year 2003 and $2.3 million in fiscal year 2002.
SEMTECH CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
January 26, January 27,
2003 2002
(Unaudited)
Assets
Current assets:
Cash and cash equivalents $137,041 $46,300
Temporary investments 273,382 324,870
Receivables, less allowances 17,676 19,181
Inventories 16,351 22,728
Income taxes refundable - 2,019
Deferred income taxes 11,731 11,786
Other current assets 2,267 3,372
Total current assets 458,448 430,256
Property, plant and equipment, net 51,547 51,516
Investments, maturities in excess of 1
year 78,624 172,332
Deferred income taxes 23,183 27,659
Other assets 4,784 8,638
Total Assets $616,586 $690,401
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Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $5,725 $7,341
Accrued liabilities 14,596 16,845
Income taxes payable 3,593 1,099
Deferred revenue 1,583 1,936
Other current liabilities 39 65
Total current liabilities 25,536 27,286
Long-term debt 241,570 364,320
Total Stockholders' equity 349,480 298,795
Total Liabilities and Stockholders'
Equity $616,586 $690,401
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CONTACT: Semtech Corporation, Camarillo, Calif.
John Baumann, 805/480-2010 (Investor Relations Contact)