UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended October 2, 2004 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission file number 000-18032 |
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LATTICE SEMICONDUCTOR CORPORATION |
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(Exact name of Registrant as specified in its charter) |
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State of Delaware |
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93-0835214 |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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5555 N.E. Moore Court, Hillsboro, Oregon |
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97124-6421 |
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(Address of principal executive offices) |
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(Zip Code) |
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(503) 268-8000 |
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(Registrant’s telephone number, including area code) |
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Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes ý No o
At October 2, 2004, there were 113,421,564 shares of the Registrant’s common stock, $.01 par value, outstanding.
The information contained in this Form 10-Q is as of November 9, 2004. This Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2003.
LATTICE SEMICONDUCTOR CORPORATION
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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Any statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. We use words or phrases such as "anticipates," "believes," "estimates," "expects," "intends," "plans," "projects," "may," "will," "should," "continue," "ongoing," "future," "potential" and similar words or phrases to identify forward-looking statements.
Forward-looking statements involve estimates, assumptions, risks and uncertainties that could cause actual results to differ materially from those expressed in them. Among the key factors that could cause our actual results to differ materially from the forward-looking statements are delay in product or technology development, change in economic conditions of the various markets we serve, lack of market acceptance or demand for our new products, dependencies on silicon wafer suppliers and semiconductor assemblers, the impact of competitive products and pricing, opportunities or acquisitions that we pursue, the availability and terms of financing, and the other risks that are described herein and that are otherwise described from time to time in our filings with the Securities and Exchange Commission, includin
g but not limited to the items discussed in "Factors Affecting Future Results" set forth in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part 1, Item 2 of this report. You should not unduly rely on forward-looking statements because our actual results could materially differ from those expressed in any forward-looking statements made by us. Further, any forward-looking statement applies only as of the date on which it is made. We are not required to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except per share data)
(unaudited)
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Three Months Ended |
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Nine Months Ended |
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Sept. 30,
2004 |
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Sept. 30,
2003 |
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Sept. 30,
2004 |
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Sept. 30,
2003 |
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Revenue |
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$ |
57,281 |
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$ |
43,033 |
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$ |
177,291 |
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$ |
156,905 |
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Costs and expenses: |
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Cost of products sold |
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24,848 |
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19,431 |
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75,799 |
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65,452 |
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Research and development |
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23,213 |
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21,173 |
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68,071 |
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64,707 |
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Selling, general and administrative |
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13,630 |
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12,114 |
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40,786 |
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37,211 |
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Amortization of intangible assets (1) |
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5,785 |
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18,665 |
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41,490 |
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58,466 |
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Total costs and expenses |
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67,476 |
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71,383 |
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226,146 |
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225,836 |
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Loss from operations |
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(10,195 |
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(28,350 |
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(48,855 |
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(68,931 |
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Other income (expense), net |
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3,989 |
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(3,611 |
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10,232 |
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(3,485 |
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Loss before income tax expense (benefit) |
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(6,206 |
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(31,961 |
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(38,623 |
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(72,416 |
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Income tax expense (benefit) |
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118 |
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(3,300 |
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218 |
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(5,854 |
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Net loss |
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$ |
(6,324 |
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(28,661 |
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$ |
(38,841 |
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$ |
(66,562 |
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Basic net loss per share |
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$ |
(0.06 |
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$ |
(0.26 |
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$ |
(0.34 |
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(0.60 |
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Diluted net loss per share |
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$ |
(0.06 |
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$ |
(0.26 |
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(0.34 |
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(0.60 |
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Shares used in per share calculations: |
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Basic |
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113,181 |
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111,840 |
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112,871 |
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111,615 |
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Diluted |
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113,181 |
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111,840 |
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112,871 |
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111,615 |
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(1) Includes $657 and $820 of amortization of deferred stock compensation expense for the three months ended September 30, 2004 and September 30, 2003, respectively, and $2,787 and $4,931 for the nine months ended September 30, 2004 and September 30, 2003, respectively, attributable to Research and Development activities.
See Accompanying Notes to Condensed Unaudited Consolidated Financial Statements.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands, except share and par value data)
(unaudited)
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Sept. 30, 2004 |
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Dec. 31, 2003 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
52,241 |
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$ |
35,276 |
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Short-term investments |
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267,157 |
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242,474 |
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Accounts receivable, net |
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27,001 |
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26,796 |
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Inventories |
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39,099 |
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46,630 |
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Other current assets |
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47,743 |
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51,537 |
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