SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15 (d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported) July 1, 1997
SIMTEK CORPORATION
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(Exact name of registrant as specified in its charter)
Colorado 0-19027 84-1057605
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
1465 Kelly Johnson Boulevard
Colorado Springs, Colorado 80920
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(Address of principal executive offices) (Zip Code)
Registrant's telephone, including area code: (719) 531-9444
Not applicable
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Former name or former address, if changed since last report
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Item 5: Other Information:
(1) The following First Quarter 1997 Interim Report, dated June 13, 1997,
has been mailed by the Registrant to its Shareholders:
[OUTSIDE COVER OF REPORT]
Simtek Corporation
1465 Kelly Johnson Blvd. #301
Colorado Springs, CO 80920
[GRAPHIC OMITTED]
FIRST
QUARTER 1997
INTERIM REPORT
[END OF OUTSIDE COVER]
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June 13, 1997
To Our Shareholders:
This report covers the quarter ended March 31, 1997. Shareholders who desire
further disclosure information may request the following reports from the
Securities and Exchange Commission or from Simtek Corporation: Annual Reports on
Form 10-KSB and Quarterly Reports on Form 10-QSB.
Simtek Corporation ("Simtek" or the "Company") recorded net product sales of
$1,765,518 for the first quarter of 1997 up over 100 percent from the $811,094
recorded for the first quarter 1996. The product sales were from the Company's 4
kilobit, 16 kilobit and 64 kilobit nvSRAM product families. This increase was
due to increased customer acceptance of nvSRAM products from various markets
including telecommunications, industrial control, military and office automation
and better product availability.
The Company increased its gross margin over 150 percent in the first quarter
1997 over the first quarter 1996. The increase in gross margin was due to the
Company shipping 64 kilobit commercial product based on 0.8 micron technology in
the first quarter 1997 as opposed to 1.2 micron technology that the Company was
using for commercial product in the first quarter 1996. The Company continued to
ship its high end industrial and military business from product built on 1.2
micron technology.
While selling, general and administrative expenses saw an increase of
approximately $98,000 for the first quarter 1997 as compared to the first
quarter 1996, these expenses saw a decrease as a percent of revenue. The dollar
increase was due primarily to increased advertising, printing, sales commissions
and basic overhead.
The Company recorded a net income of $97,780 in the first quarter of 1997 as
compared to a net loss of $234,706 for the first quarter of 1996. This was
because of increased product sales and increased gross margins.
The Company's ability to remain profitable will depend primarily on its ability
to continue reducing manufacturing costs and increase net product sales by
increasing the availability of existing products and by the introduction of new
products. The Company believes that with the cooperation of Zentrum
Mikroelektronik Dresden GmbH ("ZMD") it will expedite the introduction and
production of its 256 kilobit nvSRAM products based upon 0.8 micron technology.
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As of the date of this report, the Company is shipping limited quantities of
qualified 256 kilobit product based on 0.8 micron technology. The 256 kilobit is
sixteen times the density of the nearest single-chip competitor and is available
in industry standard SRAM/EPROM/EEPROM pin-out and interface. These products
offer customers a direct upgrade for our 16 kilobit and 64 kilobit product
families. The 256 kilobit nvSRAM along with the Company's 16 kilobit and 64
kilobit nvSRAM product families continue to lead the industry in density, speed,
flexibility and ease of use. The Company estimates that with the addition of its
256 kilobit family of products and other devices it can address a large portion
of the market for these devices. However, due to customer design in time, it may
be six months to one year before the Company sees volume production orders on
the 256 kilobit product.
The Company may require additional capital to fund production and marketing of
its 0.8 micron 256 kilobit nvSRAM and the development of other new products. The
Company does not have any commitments for such additional capital as of the date
of this report.
The following Statements of Operations compare the quarter ended March 31, 1997
with the quarter ended March 31, 1996 and the Balance Sheets compare March 31,
1997 with December 31, 1996.
In closing, we are pleased with the progress that Simtek has continued to make
during the first quarter 1997 in all areas of the Company's operations. We at
Simtek appreciate your continued support.
Sincerely,
/s/ Richard L. Petritz
RICHARD L. PETRITZ
Chairman and CEO
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Balance Sheet
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MARCH 31, DECEMBER 31,
1997 1996
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ASSETS
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<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,352,049 $ 964,456
Accounts receivable - trade, net 612,746 593,378
Inventory, net 489,713 327,221
Prepaid expenses and other 23,272 25,850
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Total current assets 2,477,780 1,910,905
EQUIPMENT AND FURNITURE, net 199,867 229,008
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TOTAL ASSETS $ 2,677,647 $ 2,139,913
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LIABILITIES AND SHAREHOLDERS' EQUITY
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CURRENT LIABILITIES:
Accounts payable:
ZMD $ 654,674 $ 290,957
Other 274,431 212,279
Accrued Expenses 382,761 349,654
Accrued Wages 221,475 222,136
Accrued Vacation payable 68,083 86,444
Payable to ZMD 130,153 130,153
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Total current liabilities 1,731,577 1,291,623
COMMITMENTS AND CONTINGENCIES
SHAREHOLDER'S EQUITY:
Preferred stock, $1.00 par value;
2,000,000 shares authorized,
none issued and outstanding - -
Common stock, $.01 par value;
40,000,000 shares authorized,
28,506,685 shares issued and outstanding 285,067 285,067
Additional paid-in capital 29,730,728 29,730,728
Accumulated deficit (29,069,725) (29,167,505)
---------------------------------
Total shareholder's equity 946,070 848,290
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TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 2,677,647 $ 2,139, 913
=================================
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OTC ELECTRONIC BULLETIN BOARD REGISTRAR AND TRANSFER AGENT
System Symbol: Continental Stock Transfer and Trust
SRAM 2 Broadway
New York, NY 10004
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Statement of Operations
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FOR THE QUARTERS ENDED
MARCH 31,
1997 1996
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<S> <C> <C>
NET SALES $ 1,765,518 $ 811,094
Cost of Sales 1,088,231 555,812
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GROSS MARGIN 677,287 255,282
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE:
Design, research and development 329,109 247,351
Administrative 83,279 125,424
Marketing 184,866 126,365
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Total selling, general and
administrative expense 597,254 499,140
INCOME (LOSS) FROM OPERATIONS: 80,033 (243,858)
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OTHER INCOME (EXPENSE):
Interest income, net 12,244 3,400
Other income(expese), net 5,503 5,752
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Total other income 17,747 9,152
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NET INCOME (LOSS) $ 97,780 $ (234,706)
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NET INCOME (LOSS) PER COMMON SHARE $ 0.00 $ (0.01)
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WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 28,506,685 26,978,311
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Directors and Officers
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DR. RICHARD L. PETRITZ DR. KURT GARBRECHT, DIRECTOR
Chairman of the Board & CEO Zentrum Mikroelektronik Dresden GmbH
MR. SHELDON A. TAYLOR, DIRECTOR DR. KLAUS WIEMER, DIRECTOR
Formfactor InterConnect Technology Sdn Bhd
DR. ROBERT KEELEY, DIRECTOR MR. DETLEF GOLLA, DIRECTOR
University of Colorado, Colorado Springs Zentrum Mikroelektronik Dresden GmbH
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Home Page: E-Mail
http://www.simtek.com [email protected]
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(2) The Registrant issued the following press release, dated July 1, 1997,
regarding the appointment of Douglas Mitchell as its Chief Operating Officer:
For more information contact:
Dr. Richard L. Petritz
Chairman
Simtek Corporation
1465 Kelly Johnson Boulevard
Colorado Springs, CO 80920
(719) 531-9444; Fax (719) 531-9481
FOR IMMEDIATE RELEASE
SIMTEK CORPORATION APPOINTS
CHIEF OPERATING OFFICER
COLORADO SPRINGS, Colorado - July 1, 1997 - Simtek Corporation today
announced the appointment of Mr. Douglas Mitchell as its Chief Operating Officer
and Executive Vice President.
Mr. Mitchell will focus his attention on increasing Marketing and Sales
activities as well as manage the company's day-to-day internal operations and
the relationships with its manufacturing partners. With its production sources
solidified and the introduction of new products, Simtek is adding an experienced
operations manager who has a strong marketing and sales background to help
achieve the company's growth plans. Mr. Mitchell stated "Simtek now has reliable
sources of volume production and is ready to make a significant thrust into the
market. I'm pleased to be able to make a contribution to this effort at a
pivotal time in the company's growth."
For the past three years, Mr. Mitchell has been president and CEO of
Momentum Microsystems, and was previously Vice President of Marketing and Sales
for Array Microsystems. He has held Marketing and Sales management positions at
SGS-Thomson Microelectronics, Inmos Corporation, Motorola and Texas Instruments.
Dr. Richard Petritz will remain with Simtek as President and Chief
Executive Officer.
Simtek Corporation develops, produces and markets high performance
nonvolatile semiconductor memories. Information on Simtek products can be
obtained from its web page www.simtek.com, email [email protected] or by calling
(719) 531-9444 or FAX (719) 531-9481. The company is headquartered in Colorado
Springs, Colorado, with international sales and marketing channels. Simtek is
listed under the symbol SRAM on the OTC Electronic Bulletin Board.
###
Editors Note: Please send inquiries to: Communications Department, Simtek
Corporation, 1465 Kelly Johnson Boulevard, Colorado Springs, CO 80920 USA. (719)
531-9444, FAX (719) 531- 9481.
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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 and hereunto duly authorized.
SIMTEK CORPORATION
/s/Richard L. Petritz
July 2, 1997 By:_______________________________________
RICHARD L. PETRITZ
Chief Executive Officer and Chief
Financial Officer (acting)
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