United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[ x ] Quarterly Report Pursuant To Section 13 or 15(d) of the Securities
Exchange Act Of 1934 For the Period Ended December 31, 1996
or
[ ] Transition Report Pursuant to Section 10 or 15(d) of the Securities
Exchange Act of 1934 For the Transition Period From _______ to ________
Commission File Number 0-15449
CALIFORNIA MICRO DEVICES CORPORATION
------------------------------------
(Exact name of registrant as specified in its charter)
California 94-2672609
---------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
215 Topaz Street, Milpitas, California 95035-5430
-------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(408) 263-3214
-------------
(Registrant's telephone number, including area code)
Not applicable
--------------
(Former name, former address, and former fiscal year if
changed since last report)
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
Applicable Only to Corporate Issuers
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
As of December 31, 1996, there were outstanding 9,718,874 shares of Issuer's
Common Stock.
<PAGE>
CALIFORNIA MICRO DEVICES CORPORATION
INDEX
PART I. FINANCIAL INFORMATION
Page Number
Item 1. Financial Statements
Statements of Operations
Three and Nine Months Ended December 31, 1996 and 1995 2
Balance Sheets
December 31, 1996 and March 31, 1996 3
Statements of Cash Flows
Nine Months Ended December 31, 1996 and 1995 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 6. Exhibits and Reports on Form 8-K 11
Signature 12
ii
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements.
---------------------
<TABLE>
CALIFORNIA MICRO DEVICES CORPORATION
STATEMENTS OF OPERATIONS
(Amounts in Thousands, Except Per Share Data)
(Unaudited)
Three Months Ended Nine Months Ended
December 31, December 31,
------------------- -----------------
1996 1995 1996 1995
--------- ------- ------- -------
<S> <C> <C> <C> <C>
Revenues:
Net product sales $ 7,231 $10,252 $24,264 $27,918
Technology related revenues 350 380 1,030 990
-------- -------- -------- --------
Total revenues 7,581 10,632 25,294 28,908
Cost and expenses:
Cost of sales 4,955 5,912 16,100 15,979
Research and development 986 822 3,187 2,483
Selling, marketing and
administrative 1,796 2,837 5,957 8,039
-------- -------- -------- --------
Total costs and expenses 7,737 9,571 25,244 26,501
-------- -------- -------- --------
Operating income (loss) (156) 1,061 50 2,407
Other income, net (235) (1,620) (501) (1,626)
-------- -------- -------- --------
Income before income taxes 79 2,681 551 4,033
Income taxes - - - -
-------- -------- -------- --------
Net income $ 79 $ 2,681 $ 551 $ 4,033
======== ======== ======== ========
Net income per share $ 0.01 $ 0.24 $ 0.05 $ 0.38
======== ======== ======== ========
Weighted average common shares and
share equivalents outstanding 10,444 10,946 10,809 10,553
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
CALIFORNIA MICRO DEVICES CORPORATION
BALANCE SHEETS
(Amounts in Thousands, Except Share Data)
<TABLE>
December 31, March 31,
1996 1996
------------ ---------
(unaudited)
<S> <C> <C>
ASSETS:
Current assets:
Cash and short-term securities $ 8,212 $22,150
Accounts receivable, less allowance for
doubtful accounts of $681 and $960 3,450 4,500
Inventories 8,394 6,940
Other assets 690 585
------- -------
Total current assets 20,746 34,175
Property, plant & equipment, net 14,450 9,314
Restricted cash 3,223 905
Other long term assets 425 534
------- -------
Total assets $38,844 $44,928
======= =======
LIABILITIES & SHAREHOLDERS' EQUITY:
Current liabilities:
Accounts payable $ 3,948 $ 2,832
Accrued salaries and benefits 997 1,250
Other accrued liabilities 1,821 4,279
Deferred margin on shipments to distributors 664 1,039
Current maturities of long-term debt and
capital lease obligations 488 1,282
------- -------
Total current liabilities 7,918 10,682
Long-term debt, less current maturities 7,490 7,490
Capital lease obligations, less current maturities 79 299
Deferred income - 107
------- -------
Total liabilities 15,487 18,578
Shareholders' equity:
Common stock - no par value; authorized 25,000,000;
issued and outstanding 9,718,874 shares 51,876 55,442
Retained earnings (28,519) (29,092)
------- -------
Total shareholders' equity 23,357 26,350
------- -------
Total liabilities and shareholders' equity $38,844 $44,928
======= =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
CALIFORNIA MICRO DEVICES CORPORATION
STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(Unaudited)
<TABLE>
Nine Months Ended
December 31,
-----------------
1996 1995
------- ------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 551 $ 4,033
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 1,624 995
Litigation funding (5,000) -
Net change in inventories (1,454) (977)
Net change in accounts receivable 1,050 (2,554)
Net change in prepaid expenses
and other current assets (105) 3,603
Net change in trade accounts payable
and other current liabilities (1,595) 2,046
CMD/HML - Joint venture - 1,375
Net change in other long term assets 109 30
Change in deferred margin on distributor sales (375) (114)
------- -------
Net cash (used in) provided by operating activities (5,195) 8,437
------- -------
Cash flows from investing activities:
Securities purchases (3,131) (14,643)
Securities sales 15,115 5,207
Capital expenditures (6,760) (3,437)
Net change in restricted cash (318) (224)
------- -------
Net cash provided by (used in) investing activities 4,906 (13,097)
------- -------
Cash flows from financing activities:
Repayments of capital lease obligations (909) (1,627)
Repayments of long-term debt (212) (317)
Proceeds from issuance of common stock 1,434 308
------- --------
Net cash used in financing activities 313 (1,636)
------- -------
Net increase /(decrease) in cash and cash equivalents 24 (6,296)
Cash and cash equivalents at beginning of period 1,512 10,556
------- -------
Cash and cash equivalents at end of period $ 1,536 $ 4,260
======= =======
Supplemental disclosures of cash flow information:
Interest paid $ 523 $ 608
Income taxes paid - -
Restricted cash 2,000 -
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
CALIFORNIA MICRO DEVICES CORPORATION
Notes to Financial Statements
1. Basis of Presentation
---------------------
In the opinion of management, the accompanying unaudited condensed financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the Company's financial position as of
December 31, 1996, results of operations for the nine month periods ended
December 31, 1996 and 1995, and cash flows for the nine month periods ended
December 31, 1996 and 1995. Results for the periods are not necessarily
indicative of fiscal year results.
The condensed financial statements should be read in conjunction with the
California Micro Devices Corporation financial statements included with the
Company's annual report on Form 10-K for the year ended March 31, 1996.
2. Use of Estimates
----------------
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 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.
The condensed financial statements should be read in conjunction with the
financial statements included with the Company's Annual Report on Form 10-K for
the fiscal year ended March 31, 1996.
3. Inventories
-----------
The components of inventory consist of the following:
(Amounts in Thousands)
December 31, March 31,
1996 1996
----------- ----------
Raw materials $1,269 $1,093
Work-in-process 4,157 3,949
Finished goods 2,968 1,898
------ ------
$8,394 $6,940
====== ======
4. Litigation
----------
Reference should be made to the Company's filings with the SEC, including
its reports on Forms 10-K, 10-Q and 8-K for fiscal year 1996 and subsequent.
In addition to the matters reported therein, the following legal proceedings
have taken place which, where applicable, supersede those matters previously
reported:
In connection with the purported class action litigation previously reported,
on January 14, 1997, Judge Vaughn R. Walker of the United States District Court
for the Northern District of California issued an order preliminarily approving
the settlement described in the Company's announcement of September 16, 1996.
That order set March 7, 1997, as the date for the final settlement hearing. As
a result of that hearing, the court may either finally approve the settlement
and plan of allocation (in which case, the class action is terminated),
approve the settlement and reject the plan of allocation (in which case the
settlement is stayed until class counsel proposes an acceptable plan), or the
court can reject the settlement.
5
<PAGE>
The terms of this settlement have been previously discussed in the Company's
prior filings with the S.E.C. Generally, the proposed settlement calls for the
payment of $6,000,000 in cash and the issuance of 608,696 new shares of the
Company's common stock to the class. The new shares will be accompanied by a
Contingent Value Right (CVR), personal to the shareholder, that entitles the
shareholder to receive the difference between $11.50 and the highest 20 day
average trading price of the Company's common stock (which average price is
less than $11.50) over the three years following the issuance of the CVR.
The CVR expires at the end of the three year period or when the $11.50 price
is met, which ever occurs first. In addition, the Company will pay
$2,000,000 into a restricted account as a guarantee for the CVR.
The terms of this proposed settlement differ from those negotiated in 1995.
However, the aggregate amount of consideration to be paid by the Company, in
cash and common stock, is the same in both settlements. The present proposed
settlement reflects a substantial reduction in the common stock component (from
1,500,000 shares down to 608,696 shares) and a substantial increase in cash
(from $1,000,000 to $6,000,000). Pursuant to the terms of the proposed
agreement, the Company has deposited the cash component of the settlement in
a trust account controlled by counsel for the class and has booked as
restricted cash the guarantee for the CVR. If the proposed settlement is not
approved, these monies will be returned, with accrued interest, to the Company.
Because the completion of the settlement is subject to court approval, there
can be no absolute assurance that the ultimate resolution of this litigation
will be in the amount and form which the Company has recognized in its
financial statements. However, based on the information presently available
to it, the Company believes that any settlement of this matter will involve
terms that are comparable in aggregate value to those described above.
5. Net Income Per Share
--------------------
Net income per share for each period is computed using the weighted average
number of common shares and dilutive common share equivalents outstanding
during the periods.
6
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations.
----------------------
Results of Operations
Product sales for the quarter ended December 31, 1996, decreased by $3,021,000,
or 28%, compared to the quarter ended December 31, 1995, due primarily to
decreased sales into the computer and telecommunications segments. Thin film
products represented approximately 52% of product sales for the quarter ended
December 31, 1996, compared to 63% of product sales for the year ago quarter.
Product sales for the nine month period ended December 31, 1996, decreased by
$3,654,000, or 13%, also due to the decreased sales into the computer and
telecommunications segments. For the nine months ended December 31, 1996, thin
film products represented approximately 56% of sales, compared to approximately
64% in the nine months ended December 31, 1995.
The decrease in product sales for both the three and the nine months ended
December 31, 1996, as compared with year-earlier periods, relates primarily to
inventory reductions by the Company's customers and to reduction in price.
Additionally, some of the Company's customers have lost market share in certain
key areas, and some customers have delayed production on products where the
Company has design wins.
Technology related revenues, relating to engineering projects partially funded
by Hitachi Metals, Ltd. (HML), increased by $40,000, or 4%, in the nine months
ended December 31, 1996, compared to the year earlier period due to the
completion of some projects and the timing of cost reimbursement billings to
Hitachi.
Gross margins as a percentage of net product sales were 32% for the quarter
ended December 31, 1996, compared to 42% for the year earlier quarter, and were
34% for the nine months ended December 31, 1996, compared to 43% for the nine
months ended December 31, 1995. The decrease in gross margin for both the
quarter and nine month periods was due primarily to a change in product sales
mix, reflecting increased mix of packaged devices which involve considerable
external expenditures, such as packaging and freight, and reduced sales of
product in die form, which absorb considerable fixed internal overhead
without requiring additional external expenditures. The sequential decrease
in gross margin percent from 36% in the quarter ended September 30, 1996, to
32% for the quarter ended December 31, 1996, was due primarily to decreased
mix of thin film products partially offset by cost reduction efforts,
including two plant shutdowns during the quarter ended December 31, 1996.
The Company has also witnessed pricing pressure as a result of a general
turndown of sales in the passive and semiconductor industries.
Research and development expenditures increased by $164,000, for the quarter
ended December 31, 1996, compared to the same prior year quarter, and by
$705,000 for the nine months ended December 31, 1996, compared to the
year-earlier period, primarily due to increases in projects related to the
Company's new P/Active(TM) family of termination and filtering products, as
well as other new semiconductor products.
Selling, marketing and administrative costs decreased overall and as a per-
centage of sales for both the quarter and nine months ended December 31, 1996,
when compared to the year earlier periods. The Company is keeping tight
control of general expenses but is continuing to make selective investments
in people and materials to expand its marketing and sales activities. With
the reduction in profits, management and other bonuses are much lower than a
year ago.
As a result of the factors discussed above, operating income for the quarter
and nine months ended December 31, 1996, was ($156,000) and $50,000,
respectively, compared with $1,061,000 and $2,407,000, respectively, in
the year earlier periods.
Other (income)/expense for the three and nine months ended December 31, 1995,
includes a one-time gain of $1,576,000 from the sale of the Company's interest
in Cell Access. Other (income)/expense for the three months and nine months
ended December 31, 1996, includes a one-time gain of $185,000 from the receipt
of the Company's remaining interest in Cell Access.
7
<PAGE>
No income taxes were accrued for the quarter and nine months ended December
31, 1996, due to the availability of tax loss carryforwards.
The weighted average shares outstanding decreased to 10,444,000 shares for
the three months ended December 31, 1996, and increased to 10,809,000 million
shares for the nine months period. This compares to the 10,946,000 shares
and 10,553,000 shares in the year earlier periods. The reduction of shares
during the current period was due to the effect of factoring in the reduced
number of shares required for the tentative settlement of shareholder class
action lawsuits after December 16, 1996. In addition, 304,090 shares of
common stock were issued through the exercise of stock options and the
employee stock purchase plan during the nine months ended December 31, 1996.
Earnings per share were $0.01 and $0.05 for the three months and nine months
ended December 31, 1996, compared to $0.24 and $0.38 for the three months and
nine months ended December 31, 1995. Included in the December 31, 1995,
figures was $0.14 per share related to the gain from the sale of the
Company's interest in Cell Access. Without such gain, earnings per share
would have been $0.10 and $0.24, respectively.
Liquidity and Capital Resources
The Company's cash and short term securities decreased by $13,938,000 from
$22,150,000 on March 31, 1996, to $8,212,000 on December 31, 1996, primarily
due to capital expenditures and payments related to the revised tentative
settlement of shareholder litigation. Capital expenditures totaled of
$6,760,000, which included end-of-lease equipment buy-outs of approximately
$1,900,000. The remaining capital expenditures of approximately $4,900,000
consisted primarily of selected investments to enhance manufacturing
efficiency and capacity and investments in new computer systems and software.
Of this amount, $1,100,000 of new manufacturing equipment delivered at the end
of the quarter was included in accounts payable at December 31, 1996. In
addition, the Company reached a revised tentative settlement of the
shareholders' litigation which, in accordance with the revised tentative
settlement agreement, included a cash payment of $5,000,000 to
the plaintiffs in December 1996, and the classification of $2,000,000 as
"restricted cash" as of December 31, 1996. See Note 4 of Notes to Financial
Statements. Also, as discussed below, other accrued liabilities decreased by
$2,458,000.
Inventories increased by $1,454,000, or 21%, from March 31, 1996, due to
increased raw materials of $176,000, work-in-process inventories of $208,000,
and finished goods of $1,070,000. The increase in work-in-process reflects
increase in die bank inventory to improve customer response times and the
increase in raw materials represents higher levels of silicon wafers which
had previously been in short supply. The Company increased the level of
finished goods in order to respond to the short lead times being provided by
customers and in an attempt to anticipate customer requirements.
Accounts receivable decreased by $1,050,000, from March 31, 1996, as compared
to December 31, 1996, due to decreased sales. Gross days sales outstanding,
computed on quarterly sales, were 51 days at December 31, 1996, compared to
47 days at March 31, 1996. The increase in days sales outstanding is due to
lower level of sales combined with the timing of these sales later in the
quarter ended December 31, 1996, when compared to sales activities for the
quarter ended March 31, 1996.
Accrued salaries and benefits decreased $253,000, or 20%, from March 31, 1996,
due to lower headcount, decreased bonus expense, and reduced vacation accruals
due to employees use of accrued vacation time during four Company-wide shut
downs.
Accounts payable increased $1,116,000, or 39% from March 31, 1996, due to
$1,100,000, of new manufacturing equipment delivered at the end of the
quarter. The Company intends to obtain lease financing for this equipment.
Other accrued liabilities decreased $2,458,000, or 57%, from March 31, 1996,
due primarily to payment of legal bills previously reserved, reduced liability
for advances on engineering projects, and reduced sales commissions.
8
<PAGE>
Deferred margin on shipments to distributors decreased $375,000, from
March 31, 1996, due to reduced distributor inventories and the change in
mix to lower margin products in distributor inventories.
The Company expects to be able to fund its liquidity needs for at least
the next twelve months through its existing cash balances, cash flows from
operations, lease financings, and available bank borrowings under its line
of credit. The Company has a bank line of credit, expiring July 31, 1997,
under which it can borrow up to $3,000,000, at prime, collateralized by
short term investments managed by the bank. As of December 31, 1996, there
have been no borrowings against this line of credit.
Cautionary Statement
Statements included herein which are not historical facts are forward looking
statements. Such forward looking statements are made pursuant to the safe
harbor provisions of the Private/Securities Litigation Reform Act of 1995.
The forward looking statements regarding revenues, orders and sales involve
a number of risks and uncertainties, including but not limited to, demand
for the Company's product, pricing pressures which could affect the Company's
gross margin or the ability to consummate sales, intense competition within
the industry, the need for the Company to keep pace with technological
developments and respond quickly to changes in customer needs, the Company's
dependence on third party suppliers for components for its products and the
Company's dependence upon intellectual property rights which, if not
available to the Company, could have a material adverse effect on the
Company. These same factors, as well as others, such as the continuing
litigation involving the Company, could also affect the liquidity needs
of the Company.
9
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings.
-----------------
Reference should be made to the Company's filings with the SEC, including its
reports on Forms 10-K, 10-Q and 8-K for fiscal year 1996 and subsequent. In
addition to the matters reported therein, the following legal proceedings have
taken place which, where applicable, supersede those matters previously
reported:
In connection with the purported class action litigation previously reported,
on January 14, 1997, Judge Vaughn R. Walker of the United States District Court
for the Northern District of California issued an order preliminarily
approving the settlement described in the Company's announcement of
September 16, 1996. That order set March 7, 1997, as the date for the final
settlement hearing. As a result of that hearing the court may either finally
approve the settlement and plan of allocation (in which case, the class
action is terminated), approve the settlement and reject the plan of
allocation (in which case the settlement is stayed until class counsel
proposes an acceptable plan), or the court can reject the settlement.
The terms of this settlement have been previously discussed in the Company's
prior filings with the S.E.C. Generally, the proposed settlement calls for the
payment of $6,000,000 in cash and the issuance of 608,696 new shares of the
Company's common stock to the class. The new shares will be accompanied by a
Contingent Value Right (CVR), personal to the shareholder, that entitles the
shareholder to receive the difference between $11.50 and the highest 20 day
average trading price of the Company's common stock (which average price is
less than $11.50) over the three years following the issuance of the CVR.
The CVR expires at the end of the three year period or when the $11.50 price
is met, which ever occurs first. In addition, the Company will pay
$2,000,000 into a restricted account as a guarantee for the CVR.
The terms of this proposed settlement differ from those negotiated in 1995.
However, the aggregate amount of consideration to be paid by the Company,
in cash and common stock, is the same in both settlements. The present
proposed settlement reflects a substantial reduction in the common stock
component (from 1,500,000 shares down to 608,696 shares) and a substantial
increase in cash (from $1,000,000 to $6,000,000). Pursuant to the terms of
the proposed agreement, the Company has deposited the cash component of the
settlement in a trust account controlled by counsel for the class and has
booked as restricted cash the guarantee for the CVR. If the proposed
settlement is not approved, these monies will be returned, with accrued
interest, to the Company.
Because the completion of the settlement is subject to court approval, there
can be no absolute assurance that the ultimate resolution of this litigation
will be in the amount and form which the Company has recognized in its
financial statements. However, based on the information presently available
to it, the Company believes that any settlement of this matter will involve
terms that are comparable in aggregate value to those described above.
10
<PAGE>
ITEM 6. Exhibits and Reports on Form 8-K.
---------------------------------
(a) Exhibits
(i) Exhibit 11 Computation of Per Share Earnings
(ii) FDS Financial Data Schedule
(b) Reports on Form 8-K
(i) On October 11, 1996, the Company filed a Form 8-K, under
Item 7, reporting the release of certain information regarding
the Company's expected second quarter 1997 financials.
(ii) On October 25, 1996, the Company filed a Form 8-K, under
Item 7, reporting the release of certain information regarding
the Company's second quarter 1997 financials.
(iii) On November 20, 1996, the Company filed a Form 8-K, under
Item 5, reporting the release of certain information regarding the
Company's history, products, and future plans.
(iv) On December 13, 1996, the Company filed a Form 8-K, under
Item 5, reporting the release of certain information regarding the
approval of the Company's preliminary settlement of class action
lawsuits previously filed against it.
(v) On January 23, 1997, the Company filed a Form 8-K, under
Item 7, reporting the release of information regarding advanced
guidance regarding the Company's third quarter 1997 financial
condition.
(vi) On January 23, 1997, the Company filed a Form 8-K, under
Item 7, reporting the release of information regarding the
Company's third quarter 1997 financials.
11
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
CALIFORNIA MICRO DEVICES CORPORATION
------------------------------------
(Registrant)
Date: February 10, 1997
/s/ John E. Trewin
--------------------------------
John E. Trewin
Vice President and Chief Financial Officer
12
<PAGE>
EXHIBIT 11
CALIFORNIA MICRO DEVICES CORPORATION
Computation of Per Share Earnings
(Amounts in Thousands, Except Share Data)
(Unaudited)
<TABLE> Three Months Ended Nine Months Ended
December 31, December 31,
1996 1995 1996 1995
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net income $ 79 $ 2,681 $ 551 $ 4,033
Weighted average common
shares outstanding 10,333 10,229 10,400 9,930
Common equivalents attributable to:
Options and warrants 111 717 390 601
------- ------- ------- -------
Total weighted average common and
common equivalent shares
outstanding 10,444 10,946 10,790 10,531
======= ======= ======= =======
Net income per share $ 0.01 $ 0.24 $ 0.05 $ 0.38
======= ======= ======= =======
FULLY DILUTED
Weighted average common shares 10,333 10,229 10,400 9,930
Common equivalent attributable to:
Options and warrants 111 717 409 623
------- ------- ------- -------
Total weighted average common and
common equivalent shares
outstanding 10,444 10,946 10,809 10,553
======= ======= ======= =======
</TABLE>
13
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 1,536
<SECURITIES> 6,676
<RECEIVABLES> 4,131
<ALLOWANCES> 681
<INVENTORY> 8,394
<CURRENT-ASSETS> 20,746<F1>
<PP&E> 23,631
<DEPRECIATION> 9,181
<TOTAL-ASSETS> 38,844<F2>
<CURRENT-LIABILITIES> 7,918
<BONDS> 0
0
0
<COMMON> 51,876
<OTHER-SE> (28,519)
<TOTAL-LIABILITY-AND-EQUITY> 38,844
<SALES> 7,231
<TOTAL-REVENUES> 7,581<F3>
<CGS> 4,955
<TOTAL-COSTS> 4,955
<OTHER-EXPENSES> 2,329<F4>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (218)
<INCOME-PRETAX> 79
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 79
<EPS-PRIMARY> 0.01
<EPS-DILUTED> 0.01
<FN>
<F1>Includes Other assets - 690.
<F2>Includes Restricted cash - 3,223; and Other long term assets - 425.
<F3>Includes Technology related revenues - 350.
<F4>Includes Research and development - 986; Selling, marketing,
and administrative 1,795; and Other (income) expense, net - 453.
</FN>
</TABLE>
