SIMTEK CORP
8-K, 2000-02-25
SEMICONDUCTORS & RELATED DEVICES
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                       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) February 24, 2000





                               SIMTEK CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)




   Colorado                          0-19027                    84-1057605
- --------------------------------------------------------------------------------
(State or other                    (Commission               (I.R.S. Employer
jurisdiction                       File Number)              Identification No.)
of incorporation)



                      1465 Kelly Johnson Boulevard
                       Colorado Springs, Colorado               80920
                ----------------------------------------       --------
                (Address of principal executive offices)       Zip Code


Registrant's telephone, including area code:  (719) 531-9444

                                 Not applicable
          -----------------------------------------------------------
          Former name or former address, if changed since last report

<PAGE>

Item 5: Other Information:

     (1) The press release announcing financial results for 1999, dated February
20, 2000 was released by the Registrant:

                                                  Editor Contact:
                                                  Douglas Mitchell, Simtek Corp.
                                                  Phone:  (719) 531-9444
                                                  Fax: (719) 531-9481
                                                  Email: [email protected]
                                                  Web Site: www.simtek.com

FOR IMMEDIATE RELEASE

                       SIMTEK ANNOUNCES FINANCIAL RESULTS
                                    FOR 1999

     COLORADO  SPRINGS,  Colorado -  February  20,  2000 -- Simtek  Corporation,
provider  of  the  world's  fastest  re-programmable  nonvolatile  semiconductor
memories,  announced  financial  results for the fourth  quarter and year ending
December 31, 1999.

     The  company  posted its first ever $2 million  quarter  and record  annual
revenue of $7 million for 1999.  Fourth quarter revenue of $2,052,734 showed 49%
growth over the same period in 1998.  Total 1999 revenue of $6,992,338  compared
with $6,180,550 for 1998.

     Income from  operations  grew  substantially  from a fourth quarter loss in
1998 of  $151,993  to a  profit  of  $264,302  in the  fourth  quarter  of 1999.
Operations income for the year grew from $31,454 in 1998 to $172,112 in 1999.

     Net income grew from a loss of $32,911 for the fourth  quarter of 1998 to a
net profit of $278,798 for the fourth  quarter of 1999.  Net income was $162,781
for 1998 and  $132,255  for 1999.  Net income  includes  approximately  $135,000
debenture interest expenses during 1999.

     Simtek is entering the new year with almost three times the customer orders
on backlog that it had at the beginning of 1999 and new order placements  remain
strong.  Simtek is  benefitting  from the overall  strength  of the  electronics
industry but has also had additional  success during 1999 establishing  business
in new  applications  targeted at supplying  mass  storage  systems to corporate
computer networks and Internet service providers. Fortune 500 companies that are
manufacturing this equipment prototyped systems in 1999 and are beginning volume
production  in 2000.  This new  business is  incremental  to  Simtek's  historic
revenue  base which has  recovered  from the  recession  in Japan and Korea that
reduced  Simtek's  income in the  second  half of 1998 and the first  quarter of
1999.

     During 1999 Simtek introduced a family of Real Time Clock products targeted
at  applications   requiring  very  robust  data   protection   while  providing
time-of-day  information to the system.  The Company also introduced a family of
AutoStorePlusa  nonvolatile  static RAMs which  include an  embedded  capacitor.
These parts are designed as direct plug-in  replacements for battery-backed RAMs
supplied by competitors Dallas Semiconductor  (NYSE: DS) and  STMicroelectronics
(NYSE: STM).

     Simtek supports a wide range of customers on an international basis. 47% of
1999 sales were in North  America,  while 17% were in Europe and 36% were in the
far  east.  Sales  in the far  east  were up from  17% of  total  sales in 1998,
reflecting a strong recovery in Japanese  manufacturing.  The Company expects to
see stronger growth in Europe during 2000 as a percentage of the total business.

     Individual  unit  shipments are dominated by 64Kbit and 256Kbit  commercial
product  sales.  64Kbit unit sales grew 80% from 1998 to 1999 while 256Kbit unit
sales grew 32%. Total unit  shipments of 64Kbit parts far exceeded  256Kbit unit
shipments in 1999. This strongly indicates that the 64Kbit family of products is
still in its prime life  cycle,  while the 256Kbit  products  are early in their
growth curve.  The Company  expects  256Kbit unit shipments to closely  approach
64Kbit unit shipments by year-end.

                                       2
<PAGE>



     Real-Time   Clock   modules  and  chip-sets  did  not  make  a  significant
contibution to shipments in 1999 during the product  introduction phase, but are
beginning early production  shipments in the first half of 2000. The Company has
also  initiated  a  design  project  for an  improved  single-chip  (monolithic)
Real-Time  Clock  scheduled for sampling  before  year-end.  This will provide a
lower cost upgrade path for the chip-set user.

     "During the second half of 1998  business  suffered  dramatically  with the
economic recession in the far east, slowing Simtek's business in that period and
carrying  into the first  quarter of 1999," stated  Douglas  Mitchell,  Simtek's
president and CEO.  "During March and April of 1999 our business  really started
to  rebound,  to the point that we had to  significantly  accelerate  production
loading  to meet  demand.  It took a few  months to  equilibrate  production  to
demand,  but we're there now and our business remains stronger than at any point
in Simtek's  history.  With this renewed market position and momentum we will be
able to more aggressively  market and develop our products and technology.  This
year  we  also  plan  to use  our  current  strength  to  pursue  new  strategic
relationships within the industry."

<TABLE>
<CAPTION>
FINANCIAL RESULTS

                                               Three Months ended Dec 31                    Year ended Dec 31
                                               1999                 1998                 1999                1998
                                               ----                 ----                 ----                ----
<S>                                         <C>                  <C>                  <C>                 <C>
Net Sales                                   $2,052,734           $1,374,511           $6,992,388          $6,180,550

Cost of Goods Sold                           1,172,781              810,236            4,328,744           3,477,861

Gross Margin                                   879,953              564,275            2,663,644           2,702,689

Total Operating Expenses                       615,651              716,268            2,491,532           2,671,235

Income from Operations                         264,302            (151,993)              172,112              31,454

Other Income (Expense)                          14,496              119,082             (39,857)             131,327

Net Income and Comprehensive                   278,798             (32,911)              132,255             162,781
Income

Basic and diluted Earnings per Share              0.01                 0.00                 0.00                0.01

Dilutive Shares Outstanding                 29,708,689           29,270,314           29,852,960          30,250,334
</TABLE>


     Simtek Corporation  develops,  produces and markets the world's fastest re-
programmable  nonvolatile  semiconductor  memories.  "Nonvolatile" refers to the
product's  ability to retain  data  stored in memory  when  electrical  power is
removed from the device. Information on Simtek products can be obtained from its
web page: www.simtek.com;  email: [email protected]; 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.


Forward-Looking Statements

     This press release contains  forward-looking  statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, including statements predicting the
availability  of new  products  during  2000  and  statements  by  Mr.  Mitchell
predicting  the  Company's  future  growth.  Such  statements  involve risks and
uncertainties,  and actual  results  could  differ  materially  from the results
anticipated  in such  forward-looking  statements  as a result  of a  number  of
factors,  including,  but not limited to, the risk of delays in the availability
of new products due to technological,  market or financial factors including the
availability of necessary working capital, or the other factors described in the
Company's  most recent Form 10-KSB and Form 10-QSB filed with the Securities and
Exchange Commission.




                                       3
<PAGE>

                                    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


February 24, 2000                             By: /s/Douglas Mitchell
                                                 -------------------------------
                                                  DOUGLAS MITCHELL
                                                  Chief Executive Officer,
                                                  President and Chief Financial
                                                  Officer (acting)









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