UNITED STATES SECURITIES AND EXCHANGE

COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

 

ý		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 3, 2004
OR
o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                                  to

 

Commission file number 000-18032

 

LATTICE SEMICONDUCTOR CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

 

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 May 6, 2004, there were 113,125,757 shares of the Registrant’s common stock, $.01 par value, outstanding.

 

 

The information contained in this Form 10-Q is as of May 12, 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

 

INDEX

 

PART I.     FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Statement of Operations – Three Months Ended March 31, 2004 and March 31, 2003
	Condensed Consolidated Balance Sheet – March 31, 2004 and December 31, 2003
	Condensed Consolidated Statement of Cash Flows – Three Months Ended March 31, 2004 and March 31, 2003
	Notes to Condensed Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures
PART II.     OTHER INFORMATION
Item 2.	Changes In Securities, Use of Proceeds and Issue Purchases of Equity Securities
Item 6.	Exhibits and Reports on Form 8-K
	Signatures

 

 

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, including 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 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.

 

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PART I.  FINANCIAL INFORMATION

 

ITEM 1.  FINANCIAL STATEMENTS

 

LATTICE SEMICONDUCTOR CORPORATION

 

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(In thousands, except per share data)

(unaudited)

 

		Three Months Ended
		March 31, 2004			March 31, 2003
Revenue		$	59,071		$	57,297
Costs and expenses:
Cost of products sold		24,719			23,028
Research and development		22,259			21,832
Selling, general and administrative		13,087			12,483
Amortization of intangible assets (1)		18,654			21,114
Total costs and expenses		78,719			78,457
Loss from operations		(19,648		)	(21,160		)
Other income, net		3,107			1,491
Loss before benefit for income taxes		(16,541		)	(19,669		)
Benefit for income taxes		—			—
Net loss		$	(16,541	)	$	(19,669	)
Basic net loss per share		$	(0.15	)	$	(0.18	)
Diluted net loss per share		$	(0.15	)	$	(0.18	)
Shares used in per share calculations:
Basic		112,627			111,390
Diluted		112,627			111,390

 

(1)         Includes $806 and $3,270 of amortization of deferred stock compensation expense for the three months ended March 31, 2004 and March 31, 2003, respectively, attributable to Research and Development activities.

 

See Accompanying Notes to Condensed Consolidated Financial Statements

 

3

 

LATTICE SEMICONDUCTOR CORPORATION

 

CONDENSED CONSOLIDATED BALANCE SHEET

(In thousands, except share and par value data)

 

 

		March 31, 2004			December 31, 2003
		(unaudited)
Assets
Current assets:
Cash and cash equivalents		$	41,603		$	35,276
Short-term investments		256,945			242,474
Accounts receivable, net		26,013			26,796
Inventories		44,312			46,630
Other current assets		57,575			51,537
Total current assets		426,448			402,713
Foundry investments, advances and other assets		74,293			86,883
Property and equipment, net		51,313			53,800
Intangible assets, net		66,789			84,627
Goodwill		223,595			223,605
		$	842,438		$	851,628
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses		$	31,729		$	28,500
Deferred income on sales to distributors		13,847			10,564
Income taxes payable		126			37