Form 8-K QUICKLOGIC CORPORATION For: Oct 29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) October�29, 2014
QuickLogic Corporation
(Exact name of registrant as specified in its charter)��
Delaware | � | 000-22671 | � | 77-0188504 | ||
(State or other jurisdiction of incorporation) | � | (Commission File Number) | � | (IRS Employer Identification No.) | ||
1277 Orleans Drive, Sunnyvale, CA | � | 94089-1138 | ||||
(Address of principal executive offices) | � | (Zip Code) | ||||
Registrants telephone number, including area code (408) 990-4000
N/A
(Former name or former address, if changed since last report)�
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
�
� | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
�
� | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
�
� | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
�
� | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Section�2 Financial Information
Item�2.02 Results of Operation and Financial Condition.
On October�29, 2014, QuickLogic Corporation ( QuickLogic ) issued a press release regarding QuickLogics financial results for the fiscal 2014 third quarter ended September�28, 2014. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This information, including Exhibit 99.1, shall not be deemed filed for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liability of that Section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Section�9 Financial Statements and Exhibits
Item�9.01(d) Exhibits.
The following exhibit is furnished as a part of this report:
�
99.1 | Press release of QuickLogic Corporation announcing financial results for the fiscal 2014 third quarter ended September�28, 2014. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: October�29, 2014 | � | QuickLogic�Corporation |
� | /s/ Ralph�S.�Marimon | |
� | � | |
� | Ralph S. Marimon Vice�President�of�Finance�and�Chief�Financial�Officer | |
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EXHIBIT INDEX
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Exhibit No. | �� | Description |
99.1 | �� | Press release of QuickLogic Corporation announcing financial results for the fiscal 2014 third quarter ended September 28, 2014. |
Exhibit 99.1
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 | �� | Contacts: | Ralph S. Marimon Vice President of Finance Chief Financial Officer (408) 990-4000 | �� | Andrea�Vedanayagam (408) 656-4494 |
SUNNYVALE, Calif. October 29, 2014 QuickLogic Corporation (NASDAQ: QUIK), the innovator of ultra-low power Customer Specific Standard Products (CSSPs), today announced the financial results for its fiscal third quarter ended September�28, 2014.
Total revenue for the third quarter of 2014 was $4.1 million, representing a decrease of 40% sequentially and 55% from the third quarter of 2013. New product revenue for the third quarter of 2014 was $2.2 million, down 50% sequentially and 69% compared to the third quarter of 2013. New product revenue accounted for 54% of the total revenue in the third quarter. Mature product revenue was $1.9�million in the third quarter of 2014, down 20% sequentially and 2% from the third quarter of 2013.
Under generally accepted accounting principles in the United States of America (GAAP), the net loss for the third quarter of 2014 was $3.9�million, or $0.07 per share, compared with a net loss of $2.9 million, or $0.05�per share, in the second quarter of 2014 and a net loss of $2.3�million, or $0.05�per share, in the third quarter of 2013. Non-GAAP net loss for the third quarter of 2014 was $3.5�million, or $0.06�per share, compared with a non-GAAP net loss of $2.3�million, or $0.04�per share, in the second quarter of 2014 and a non-GAAP net loss of $2�million, or $0.04�per share, in the third quarter of 2013.
Conference Call
QuickLogic will hold a conference call at 2:30�p.m. Pacific Daylight Time today, October�29, 2014, to discuss its current financial results. The conference call is being webcast and can be accessed via QuickLogics website at www.quicklogic.com. To join the live conference, you may dial (877)�377-7094 by 2:20�p.m. Pacific Daylight Time. A recording of the call will be available starting one hour after completion of the call. To access the recording, please call (404)�537-3406 and reference the passcode: 21578171. The call recording will be archived until Wednesday, November�5, 2014 and the webcast will be available for 12�months.
About QuickLogic
QuickLogic Corporation (NASDAQ: QUIK) is the leading provider of ultra-low power, customizable Sensor Hub, Display, and Connectivity semiconductor solutions for smartphone, tablet, wearable, and mobile enterprise OEMs. Called Customer Specific Standard Products (CSSPs), these programmable silicon plus software solutions enable our customers to bring hardware-differentiated products to market
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quickly and cost effectively. For more information about QuickLogic and CSSPs, visit www.quicklogic.com. Code: QUIK-G
Non-GAAP Financial Measures
QuickLogic reports financial information in accordance with GAAP, but believes that non-GAAP financial measures are helpful in evaluating its operating results and comparing its performance to comparable companies. Accordingly, the Company excludes charges related to stock-based compensation, restructuring, the effect of the write-off of long-lived assets and the tax effect on other comprehensive income in calculating non-GAAP (i)�income (loss) from operations, (ii)�net income (loss), (iii)�net income (loss) per share, and (iv)�gross margin percentage. The Company provides this non-GAAP information to enable investors to evaluate its operating results in a manner similar to how the Company analyzes its operating results and to provide consistency and comparability with similar companies in the Companys industry.
Management uses the non-GAAP measures, which exclude gains, losses and other charges that are considered by management to be outside of the Companys core operating results, internally to evaluate its operating performance against results in prior periods and its operating plans and forecasts. In addition, the non-GAAP measures are used to plan for the Companys future periods, and serve as a basis for the allocation of Company resources, management of operations and the measurement of profit-dependent cash and equity compensation paid to employees and executive officers.
Investors should note, however, that the non-GAAP financial measures used by QuickLogic may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies. QuickLogic does not itself, nor does it suggest that investors should, consider such non-GAAP financial measures alone or as a substitute for financial information prepared in accordance with GAAP. A reconciliation of GAAP financial measures to non-GAAP financial measures is included in the financial statements portion of this press release. Investors are encouraged to review the related GAAP financial measures and the reconciliation of non-GAAP financial measures with their most directly comparable GAAP financial measures.
Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995
This press release contains forward-looking statements. Actual results could differ materially from the results described in these forward-looking statements. Factors that could cause actual results to differ materially include: delays in the market acceptance of the Companys new products; the ability to convert design opportunities into customer revenue; our ability to replace revenue from end-of-life products; the level and timing of customer design activity; the market acceptance of our customers products; the risk that new orders may not result in future revenue; our ability to introduce and produce new products based on advanced wafer technology on a timely basis; our ability to adequately market the low power, competitive pricing and short time-to-market of our new products; intense competition, including the introduction of new products by competitors; our ability to hire and retain qualified personnel; changes in product demand or supply; capacity constraints; and general economic conditions. These factors and others are described in more detail in the Companys public reports filed with the Securities and Exchange Commission, including the risks discussed in the Risk Factors section in the Companys Annual Report on Form�10-K, Quarterly Reports on Form�10-Q and in the Companys prior press releases.
QuickLogic is a registered trademark and the QuickLogic logo is a trademark of QuickLogic Corporation.�All other brands or trademarks are the property of their respective holders and should be treated as such.
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QUICKLOGIC CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
�
� | Three Months Ended | Nine Months Ended | ||||||||||||||||||
� | September�28,�2014 | September 29,� 2013 | June 29,� 2014 | September 28,� 2014 | September 29,� 2013 | |||||||||||||||
Revenue | $ | 4,124 | $ | 9,066 | $ | 6,836 | $ | 22,124 | $ | 17,209 | ||||||||||
Cost of revenue, excluding inventory write-down | 2,364 | 5,907 | 3,785 | 13,191 | 10,831 | |||||||||||||||
Inventory write-down | (3 | ) | 130 | 35 | 96 | 379 | ||||||||||||||
Gross profit | 1,763 | 3,029 | 3,016 | 8,837 | 5,999 | |||||||||||||||
Operating expenses: | ||||||||||||||||||||
Research and development | 3,057 | 2,052 | 3,056 | 8,754 | 5,902 | |||||||||||||||
Selling, general and administrative | 2,579 | 3,207 | 2,848 | 8,892 | 8,648 | |||||||||||||||
Restructuring cost | (32 | ) | 181 | |||||||||||||||||
Total operating expense | 5,636 | 5,227 | 5,904 | 17,646 | 14,731 | |||||||||||||||
Loss from operations | (3,873 | ) | (2,198 | ) | (2,888 | ) | (8,809 | ) | (8,732 | ) | ||||||||||
Gain on sale of TowerJazz Semiconductor Ltd. shares | 181 | |||||||||||||||||||
Interest expense | (34 | ) | (8 | ) | (17 | ) | (67 | ) | (37 | ) | ||||||||||
Interest income and other (expense), net | (17 | ) | (74 | ) | (36 | ) | (79 | ) | (130 | ) | ||||||||||
Loss before income taxes | (3,924 | ) | (2,280 | ) | (2,941 | ) | (8,955 | ) | (8,718 | ) | ||||||||||
Provision for (benefit from) income taxes | 6 | (18 | ) | (44 | ) | (18 | ) | 369 | ||||||||||||
Net loss | $ | (3,930 | ) | $ | (2,262 | ) | $ | (2,897 | ) | $ | (8,937 | ) | $ | (9,087 | ) | |||||
Net loss per share: | ||||||||||||||||||||
Basic | $ | (0.07 | ) | $ | (0.05 | ) | $ | (0.05 | ) | $ | (0.16 | ) | $ | (0.20 | ) | |||||
Diluted | $ | (0.07 | ) | $ | (0.05 | ) | $ | (0.05 | ) | $ | (0.16 | ) | $ | (0.20 | ) | |||||
Weighted average shares: | ||||||||||||||||||||
Basic | 55,812 | 44,761 | 55,379 | 55,208 | 44,640 | |||||||||||||||
Diluted | 55,812 | 44,761 | 55,379 | 55,208 | 44,640 | |||||||||||||||
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QUICKLOGIC CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
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September 28, 2014 | December 29, 2013 (1) | |||||||
ASSETS | � | � | ||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 31,159 | $ | 37,406 | ||||
Accounts receivable, net | 1,747 | 3,261 | ||||||
Inventories | 6,878 | 4,136 | ||||||
Other current assets | 964 | 1,272 | ||||||
Total current assets | 40,748 | 46,075 | ||||||
Property and equipment, net | 2,889 | 2,840 | ||||||
Other assets | 228 | 211 | ||||||
TOTAL ASSETS | $ | 43,865 | $ | 49,126 | ||||
LIABILITIES AND STOCKHOLDERS EQUITY | ||||||||
Current liabilities: | ||||||||
Revolving line of credit | $ | 1,000 | $ | 1,000 | ||||
Trade payables | 1,724 | 3,578 | ||||||
Accrued liabilities | 1,839 | 3,519 | ||||||
Current portion of capital lease obligations | 223 | 177 | ||||||
Total current liabilities | 4,786 | 8,274 | ||||||
Long-term liabilities: | ||||||||
Capital lease obligations, less current portion | 225 | 133 | ||||||
Other long-term liabilities | 64 | 121 | ||||||
Total liabilities | 5,075 | 8,528 | ||||||
Stockholders equity: | ||||||||
Common stock, at par value | 56 | 54 | ||||||
Additional paid-in capital | 237,500 | 230,373 | ||||||
Accumulated deficit | (198,766 | ) | (189,829 | ) | ||||
Total stockholders equity | 38,790 | 40,598 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY | $ | 43,865 | $ | 49,126 | ||||
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(1) | Derived from the December�29, 2013 audited balance sheet included in the 2013 Annual Report on Form�10-K of QuickLogic Corporation. |
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QUICKLOGIC CORPORATION
SUPPLEMENTAL RECONCILIATIONS OF GAAP AND NON-GAAP FINANCIAL MEASURES
(In thousands, except per share amounts)
(Unaudited)
�
� | Three Months Ended | Nine Months Ended | ||||||||||||||||||
� | September 28,� 2014 | September 29,� 2013 | June 29,� 2014 | September 28,� 2014 | September 29,� 2013 | |||||||||||||||
GAAP loss from operations | $ | (3,873 | ) | $ | (2,198 | ) | $ | (2,888 | ) | $ | (8,809 | ) | $ | (8,732 | ) | |||||
Adjustment for stock-based compensation within: | ||||||||||||||||||||
Cost of revenue | 32 | 24 | 36 | 110 | 76 | |||||||||||||||
Research and development | 176 | 74 | 221 | 750 | 286 | |||||||||||||||
Selling, general and administrative | 244 | 232 | 309 | 890 | 705 | |||||||||||||||
Adjustment for the write-off of equipment within: | ||||||||||||||||||||
Selling, general and administrative | 5 | 3 | 5 | 3 | ||||||||||||||||
Adjustment for restructuring costs | (32 | ) | 181 | |||||||||||||||||
Non-GAAP loss from operations | $ | (3,416 | ) | $ | (1,897 | ) | $ | (2,322 | ) | $ | (7,054 | ) | $ | (7,481 | ) | |||||
GAAP net loss | $ | (3,930 | ) | $ | (2,262 | ) | $ | (2,897 | ) | $ | (8,937 | ) | $ | (9,087 | ) | |||||
Adjustment for stock-based compensation within: | ||||||||||||||||||||
Cost of revenue | 32 | 24 | 36 | 110 | 76 | |||||||||||||||
Research and development | 176 | 74 | 221 | 750 | 286 | |||||||||||||||
Selling, general and administrative | 244 | 232 | 309 | 890 | 705 | |||||||||||||||
Adjustment for the write-off of equipment within: | ||||||||||||||||||||
�������Selling, general and administrative | 5 | 3 | 5 | 3 | ||||||||||||||||
Adjustment for restructuring costs | (32 | ) | 181 | |||||||||||||||||
Adjustment for gain on sale of TowerJazz Semiconductor Ltd. shares | (181 | ) | ||||||||||||||||||
Adjustment for tax effect on other comprehensive income | 273 | |||||||||||||||||||
Non-GAAP net loss | $ | (3,473 | ) | $ | (1,961 | ) | $ | (2,331 | ) | $ | (7,182 | ) | $ | (7,744 | ) | |||||
GAAP net loss per share | $ | (0.07 | ) | $ | (0.05 | ) | $ | (0.05 | ) | $ | (0.16 | ) | $ | (0.20 | ) | |||||
Adjustment for stock-based compensation | 0.01 | 0.01 | 0.01 | 0.03 | 0.02 | |||||||||||||||
Adjustment for the write-off of equipment | * | * | * | * | ||||||||||||||||
Adjustment for restructuring costs | * | 0.01 | ||||||||||||||||||
Adjustment for gain on sale of TowerJazz Semiconductor Ltd. shares | (0.01 | ) | ||||||||||||||||||
Adjustment for tax effect on other comprehensive income | 0.01 | |||||||||||||||||||
Non-GAAP net loss per share | $ | (0.06 | ) | $ | (0.04 | ) | $ | (0.04 | ) | $ | (0.13 | ) | $ | (0.17 | ) | |||||
GAAP gross margin percentage | 42.7 | % | 33.4 | % | 44.1 | % | 39.9 | % | 34.9 | % | ||||||||||
Adjustment for stock-based compensation | 0.8 | % | 0.3 | % | 0.5 | % | 0.5 | % | 0.4 | % | ||||||||||
Non-GAAP gross margin percentage | 43.5 | % | 33.7 | % | 44.6 | % | 40.4 | % | 35.3 | % | ||||||||||
* Figures were not considered for reconciliation due to the insignificant amount.
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QUICKLOGIC CORPORATION
SUPPLEMENTAL DATA
(Unaudited)
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� | Percentage�of�Revenue | Change�in�Revenue | |||||||||||||
� | Q3�2014 | Q3�2013 | Q2�2014 | Q3�2013�to Q3 2014 | Q2�2014�to Q3 2014 | ||||||||||
COMPOSITION OF REVENUE | |||||||||||||||
Revenue by product: (1) | |||||||||||||||
New products | 54 | % | 79 | % | 66 | % | (69 | )% | (50 | )% | |||||
Mature products | 46 | % | 21 | % | 34 | % | (2 | )% | (20 | )% | |||||
Revenue by geography: | |||||||||||||||
Asia Pacific | 57 | % | 83 | % | 66 | % | (69 | )% | (48 | )% | |||||
Europe | 17 | % | 6 | % | 20 | % | 22 | �% | (48 | )% | |||||
North America | 26 | % | 11 | % | 14 | % | 6 | �% | 11 | �% | |||||
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(1) | New products include all products manufactured on 180 nanometer or smaller semiconductor processes. Mature products include all products produced on semiconductor processes larger than 180 nanometers. |
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