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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 EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 20, 2000
ATMEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-19032 77-0051991
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(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
2325 Orchard Parkway, San Jose, California 95131
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (408) 441-0311
Not applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
Atmel Corporation, issued a press release dated January 20, 2000 (the
"Press Release") announcing the Company's results for the three months and the
year ended December 31, 1999.
The Press Release is attached to Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated by reference herein.
Any statements contained in the Press Release that are not historical
facts are forward-looking statements. In particular, statements using the words
"will," "plans," "expects," "believes," "anticipates," or like terms are by
their nature predictions based upon current plans, expectations, estimates, and
assumptions. These statements are subject to a number of risks and uncertainties
that could significantly affect outcomes, which may differ materially from the
expectations, estimates, or assumptions expressed in or implied by any such
forward-looking statements. Specific risks applicable to such forward-looking
statements include risk associated with the failure to conclude any proposed
agreement and/or changing conditions in the marketplace. Other risks and
uncertainties associated with the business of Atmel Corporation may be reviewed
in Atmel Corporation's Annual Report on Form 10-K filed on March 23, 1999, as
amended on Form 10-K/A filed on July 21, 1999 for the fiscal year ended December
31, 1998. Those documents are publicly on file with the U.S. Securities and
Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit 99.1 Press Release of Atmel Corporation, dated January 20, 2000.
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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.
ATMEL CORPORATION
Date: January 20, 2000
/s/ DONALD COLVIN
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Donald Colvin
Vice-President and Chief Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT DOCUMENT DESCRIPTION
NUMBER --------------------
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<S> <C>
99.1 Press Release of Atmel Corporation, dated January 20, 2000.
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EXHIBIT 99.1
ATMEL
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NEWS RELEASE
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ATMEL REPORTS 14% SEQUENTIAL GROWTH IN 4Q99 REVENUES
4Q99 EARNINGS PER SHARE INCREASE 78% SEQUENTIALLY
SAN JOSE, CA - JANUARY 20, 2000 --- Atmel Corporation (NASDAQ: ATML) today
reported fourth quarter revenues of $388,738,000 and net income of $33,039,000
or $0.16 per share, which takes into account the Company's 2-for-1 stock split,
effected in December 1999. In the immediately preceding third quarter of 1999,
the Company reported revenues of $340,244,000 and net income of $17,306,000 or
$0.09 per share. In the fourth quarter of 1998, the Company reported revenues of
$288,681,000 and net income of $9,960,000 or $0.05 per share.
Revenues for 1999 totaled $1,330,161,000, and before the cumulative effect of an
accounting change made in the first quarter of 1999, net income was $82,447,000,
or $0.40 per share on a fully diluted basis. Revenues for 1998 were
$1,111,092,000. Atmel reported a net loss for 1998 of $50,038,000 or
approximately $0.25 per share.
George Perlegos, President and Chief Executive Officer commented, "This quarter
finishes a very successful year for Atmel. We are pleased by the increasing
number of customers who are using Atmel 's wide range of products, particularly
in the wireless telecommunication end market. Revenue momentum and the increased
manufacturing output of Fab 7 in Rousset, France, enabled us to achieve a 91%
quarter-to-quarter increase in net income on a 14% sequential revenue gain."
Mr. Perlegos continued, "We are especially proud of the improvement we achieved
in our balance sheet this past year. Despite retiring approximately $50 million
of long-term obligations, we also achieved significant improvements in key
balance sheet metrics particularly receivables days and cash, and we improved
our cash position, ending the year with $412 million in cash and marketable
securities."
"During 1999 we introduced many new products and made key acquisitions that
position the Company to take advantage of the cyclical recovery now underway. We
purchased Motorola's Smart Card IC business, placing Atmel as the 3rd largest
Smart Card IC manufacturer in the world. We also purchased in January a
state-of-the-art 8 inch wafer fabrication facility located in Irving, Texas,
where we will manufacture advanced semiconductors using BiCMOS and silicon
germanium (SiGe) BiCMOS processes. We will commence installation of 0.18 micron
manufacturing equipment later this year, and intend to run test wafers by
year-end. Most recently, we announced our intent to acquire Thomson-CSF
Semiconducteurs Specifique (TCS), a wholly owned subsidiary of Thomson-CSF. With
expertise in
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image sensors and RF and GPS for wireless transmission, TCS will be an excellent
complement for our existing businesses. The engineering design team gives us
added expertise in areas we believe to be strategically important to Atmel as we
execute our strategy of becoming a world leader in providing integrated
solutions for the fast-growing wireless and consumer end markets.
"Capital expenditures totaled approximately $180 million for the year, and were
primarily focused on purchases of advanced equipment that will enable us to
continue ramping manufacturing capacity at our state-of-the-art 8 inch
manufacturing facility in Rousset, France. Atmel's book-to-bill ratio for the
fourth quarter was similar to the third quarter level which was greater than
1.3."
Founded in 1984, Atmel Corporation is headquartered in San Jose, California with
principal manufacturing facilities in Colorado Springs, Colorado, Nantes and
Rousset, France and Heilbronn, Germany. Atmel designs, manufactures and markets
on a worldwide basis advanced logic, mixed-signal, nonvolatile memory, and RF
semiconductors. Atmel is also a leading provider of system-level integration
semiconductor solutions using advanced CMOS, BiCMOS, BiPolar and SiGe process
technologies..
Atmel product and financial information can be retrieved from its Fax-on Demand
service. In North America call 1(800) 292-8635. Internationally from a fax
phone, dial 1(408) 441-0732. Requests may be sent via e-mail to
[email protected] or by visiting Atmel's website at http://www.atmel.com.
Except for historical information contained herein, the matters set forth in
this press release are forward looking statements that are subject to risks and
uncertainties that could cause actual results to differ materially, including
the impact of competitive products and pricing, timely design acceptance by our
customers, timely introduction of new technologies, ability to ramp new products
into volume, industry wide shifts in supply and demand for semiconductor
products, industry overcapacity, financial stability in foreign markets, ability
to integrate and manage acquisitions, and other risks detailed from time to time
in the Atmel s SEC reports and filings.
CONTACT:
Atmel:
Donald Colvin, Chief Financial Officer (408) 436-4360
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ATMEL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
DECEMBER 31, DECEMBER 31,
1999 1998
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<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 251,272 $ 161,721
Short-term investments 161,190 161,844
Accounts receivable, net 281,843 252,601
Inventories 274,065 240,258
Other current assets 70,938 74,967
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TOTAL CURRENT ASSETS 1,039,308 891,391
Other assets 37,040 107,220
Fixed assets, net 938,562 964,126
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TOTAL ASSETS $2,014,910 $1,962,737
========== ==========
CURRENT LIABILITIES:
Current portion of long-term debt $ 85,102 $ 81,995
Trade accounts payable 216,102 141,842
Accrued liabilities and other 157,044 151,212
Deferred income on shipments to distributors 31,500 24,170
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TOTAL CURRENT LIABILITIES 489,748 399,219
Convertible notes 275,899 269,250
Long-term debt less current portion 440,198 501,819
Other long-term liabilities 7,586 3,404
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TOTAL LIABILITIES 1,213,431 1,173,692
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Put warrants 0 56,850
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SHAREHOLDERS' EQUITY:
Common stock 346,007 330,102
Retained earnings 455,472 402,093
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TOTAL SHAREHOLDERS' EQUITY 801,479 732,195
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,014,910 $1,962,737
========== ==========
</TABLE>
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ATMEL CORPORATION
CONDENSED CONSOLIDATED INCOME STATEMENTS
(In thousands, except per-share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED TWELVE MONTHS ENDED
DECEMBER 31, DECEMBER 31,
1999 1998 1999 1998
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<S> <C> <C> <C> <C>
NET REVENUES: $ 388,738 $ 288,681 $ 1,330,161 $ 1,111,092
EXPENSES:
Cost of sales 234,159 180,581 826,301 717,147
Research and development 57,101 48,826 193,750 174,808
Selling, general and administrative 40,486 41,332 167,132 149,069
In process research and development 0 0 0 23,425
Restructuring charges 0 0 0 66,300
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TOTAL EXPENSES 331,746 270,739 1,187,183 1,130,749
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Operating income (loss) 56,992 17,942 142,978 (19,657)
Other income (expense), net (5,369) (7,804) (14,157) (31,274)
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Income before taxes 51,623 10,138 128,821 (50,931)
Income tax (provision) benefit (18,584) (178) (46,374) 893
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INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF
ACCOUNTING CHANGE 33,039 9,960 82,447 (50,038)
Cumulative effect of accounting change
(net of tax effect) 0 0 (29,068) 0
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NET INCOME (LOSS) $ 33,039 $ 9,960 $ 53,379 $ (50,038)
========= ========= =========== ===========
BASIC NET INCOME (LOSS) PER SHARE
Income (loss) per share before cumulative
effect of accounting change $ 0.16 $ 0.05 $ 0.41 $ (0.25)
Cumulative effect of accounting change
per share 0.00 0.00 (0.14) 0.00
--------- --------- ----------- -----------
Basic net income (loss) per share $ 0.16 $ 0.05 $ 0.27 $ (0.25)
========= ========= =========== ===========
DILUTED NET INCOME (LOSS) PER SHARE
Income (loss) per share before cumulative
effect of accounting change $ 0.16 $ 0.05 $ 0.40 $ (0.25)
Cumulative effect of accounting change
per share 0.00 0.00 (0.14) 0.00
--------- --------- ----------- -----------
Diluted net income (loss) per share $ 0.16 $ 0.05 $ 0.26 $ (0.25)
========= ========= =========== ===========
SHARES USED IN BASIC NET INCOME (LOSS)
PER-SHARE CALCULATION 201,813 199,224 200,783 198,716
========= ========= =========== ===========
SHARES USED IN DILUTED NET INCOME (LOSS)
PER-SHARE CALCULATION 209,201 200,540 207,322 198,716
========= ========= =========== ===========
</TABLE>
