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) August 31, 1999
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 Second Quarter 1999 Interim Report to Shareholders, dated
August 6, 1999, has been mailed by the Registrant to its Shareholders:
[OUTSIDE COVER OF REPORT]
Simtek Corporation
1465 Kelly Johnson Blvd. #301
Colorado Springs, CO 80920
[SIMTEK'S LOGO - GRAPHIC OMITTED]
SECOND
QUARTER 1999
INTERIM REPORT
[END OF OUTSIDE COVER]
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To Our Shareholders:
This report covers the quarter ended June 30, 1999. 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
$1,937,669 for the second quarter of 1999 and $3,306,307 for the six months
ended June 30, 1999 up from the $1,801,948 recorded for the second quarter 1998
and down from the $3,341,279 for the six months ended June 30, 1998. The product
sales were from the Company's 4 kilobit, 16 kilobit, 64 kilobit and 256 kilobit
nvSRAM product families. The increase in net sales for the three months ended
June 30, 1999 were primarily from sales of the Company's nvSRAM products in the
Far East returning to their historic levels with the Company. The decrease in
net sales for the six months ended June 30, 1999 was primarily due to decreased
product demand in Europe for the entire period and the Far East during the first
quarter.
The Company saw a decrease of approximately 7% in gross margins in the three
months and six months ended June 30, 1999 as compared to the same periods in
1998. The decrease in gross margin was due primarily to a decrease in average
selling prices associated with large production volume orders and a decrease in
product sales from the high end industrial and military products in the first
three months of 1999.
Total operating expenses saw an approximate decrease of $74,000 in the three and
six months ended June 30, 1999 as compared to the same two periods in 1998.
Research and development saw the largest decrease of approximately $98,000 and
$84,000, respectively. This decrease was primarily due to the Company's
additional costs associated with the installation of its 64 kilobit and 256
kilobit products based on 0.8 micron technology into Chartered during the first
six months ended June 30, 1998. Administration showed a decrease of
approximately $6,000 and $14,000, respectively, which was primarily due to a
decrease in headcount. Sales and Marketing saw an increase of approximately
$30,000 and $24,000, respectively. This increase was primarily due to increased
headcount.
August 6, 1999
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The Company recorded a net income of $27,420 in the second quarter of 1999 and a
net loss of $40,965 for the six months ended June 30, 1999 as compared to a net
income of $53,288 for the second quarter of 1998 and a net income of $178,309
for the six months ended June 30, 1998. The decrease in net income was primarily
due to decreased gross margins.
The Company's ability to restore profitability will depend primarily on its
ability to continue reducing manufacturing costs and increasing net product
sales by improving the availability of existing products and by the introduction
of new products. In July 1999, the Company introduced its AutoStorePlus part
which is intended to be a direct replacement for competitors' encapsulated
battery-backed RAMs. The Company believes that this part will eliminate socket
requirements, improve system reliability and reduce manufacturing costs for
systems manufacturers currently using battery-backed RAMs. The Company is
currently deciding which new or derivative product it will develop next.
The following Statements of Operations compare the three months and six months
ended June 30, 1999 with the three months and six months ended June 30, 1998.
The Balance Sheet is shown as of June 30, 1999 and December 31, 1998.
We at Simtek appreciate your continued support.
Sincerely,
DOUGLAS MITCHELL
President and CEO
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<TABLE>
<CAPTION>
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Balance Sheet
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June 30, December 31,
1999 1998
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ASSETS
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<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,923,643 $ 2,149,820
Certificate of deposit, restricted 354,630 100,000
Accounts receivable - trade, net 1,187,416 744,754
Inventory, net 696,598 915,905
Prepaid expenses and other 40,295 47,703
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Total current assets 4,202,582 3,958,182
EQUIPMENT AND FURNITURE, net 190,514 221,119
OTHER ASSETS 55,021 60,616
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TOTAL ASSETS $ 4,448,117 $ 4,239,917
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LIABILITIES AND SHAREHOLDER'S EQUITY
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CURRENT LIABILITIES:
Accounts payable: $ 476,645 $ 251,015
Accrued expenses 204,769 232,837
Accrued wages 221,475 222,948
Accrued vacation payable 89,553 70,743
Payable to ZMD 130,153 130,153
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Total current Liabilities 1,122,595 907,696
CONVERTIBLE DEBENTURES 1,500,000 1,500,000
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; 80,000,000 shares
authorized, 28,955,226 and 28,745,226 shares
issued and outstanding at June 30, 1999 and
December 31, 1998, respectively 289,552 287,452
Additional paid-in capital 29,793,041 29,760,875
Accumulated deficit (28,257,071) (28,216,106)
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Shareholder's equity 1,825,522 1,832,221
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TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 4,448,117 $ 4,239,917
==================================
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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
</TABLE>
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<TABLE>
<CAPTION>
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Statement of Income
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Three Months Ended June 30, Six Months Ended June 30,
1999 1998 1999 1998
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<S> <C> <C> <C> <C>
NET SALES $1,937,669 $1,801,948 $3,306,307 $3,341,279
Cost of sales 1,214,699 1,015,389 2,034,096 1,824,600
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GROSS MARGIN 722,970 786,559 1,272,211 1,516,679
OPERATING EXPENSES:
Design, research and development 318,804 416,484 631,730 715,884
Administrative 103,602 109,243 209,950 224,405
Marketing 238,382 209,083 426,125 401,647
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Total operating expenses 660,788 734,810 1,267,805 1,341,936
INCOME FROM OPERATIONS: 62,182 51,749 4,406 174,743
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OTHER INCOME (EXPENSE)
Interest income (expense), net (10,502) 4,352 (20,519) 18,769
Other income (expense), net (24,260) (2,813) (24,852) (4,843)
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Total other income (expense) (34,762) 1,539 (45,371) 13,926
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NET INCOME (LOSS) BEFORE TAXES 27,420 53,288 (40,965) 188,669
Provision for income taxes - - - 10,360
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NET INCOME (LOSS) $ 27,420 $ 53,288 $ (40,965) $ 178,309
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BASIC AND DILUTED EPS $ 0.0 $ 0.0 $ 0.0 $ 0.01
=======================================================
BASIC WEIGHTED AVERAGE SHARES
OUTSTANDING 28,955,226 28,708,826 28,892,187 28,708,826
EFFECTIVE OF DILUTIVE OPTIONS 987,504 1,969,713 - 2,056,008
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DILUTIVE SHARE OUTSTANDING 29,942,730 30,678,539 28,892,187 30,764,834
=======================================================
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Directors and Officers
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Mr.Douglas Mitchell Mr. Harold Blomquist, Director
CEO, Director
Dr. Klaus Wiemer, Director Dr. Robert Keeley, Director
Mr. John Heightley, Director
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Home Page: E-Mail
http://www.simtek.com [email protected]
</TABLE>
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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
August 31, 1999 By: /s/Douglas Mitchell
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DOUGLAS MITCHELL
Chief Executive Officer,
President and Chief Financial
Officer (Acting)
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