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8-K - FORM 8-K - ZORAN CORP \DE\d8k.htm

Exhibit 99.1

 

Zoran Corporation:     
Karl Schneider      Bonnie McBride (Investors)
Chief Financial Officer      (415) 454-8898
(408) 523-6500      bonnie@avalonir.com
ir@zoran.com     
Company Web Site:     
www.zoran.com     

ZORAN CORPORATION REPORTS THIRD QUARTER 2009 RESULTS

Sequential revenues increase 12 percent driven by growth in all of the Company’s core product lines with Flat Panel TVs and

Digital Cameras; Company generates $9 million in cash from operations

SUNNYVALE, Calif. (October 26, 2009) — Zoran Corporation (Nasdaq: ZRAN), a leading provider of digital solutions for applications in the digital entertainment and digital imaging markets, today reported results for its third quarter ended September 30, 2009.

Revenues for the third quarter were $115.5 million, compared to $102.7 million last quarter and $126.1 million for the third quarter of 2008. The Company reported third quarter GAAP net income of $4.9 million, or $0.09 per diluted share, which compares with a GAAP net loss of $13.8 million, or $0.27 per share, for the previous quarter and a GAAP net loss of $154.2 million, or $3.01 per share, for the third quarter of the prior year. As a reminder, results for the third quarter of 2008 include non-cash charges of $167.6 million for impairment of intangible assets.

Non-GAAP net income for the third quarter was $8.7 million, or $0.17 per diluted share, which excludes $109 thousand of amortization of acquired intangible assets, $3.0 million of stock-based compensation expenses, and $1.2 million related to restructuring expenses in connection with a reduction in force in our APPROACH product line and the closing of our facility in Toronto, Canada, but includes an adjustment of $500 thousand for the tax provision to a non-GAAP rate. This compares with a non-GAAP net loss of $4.3 million, or $0.08 per share, for the previous quarter, and non-GAAP net income of $13.9 million, or $0.27 per diluted share, for the same period last year.

“While continued weakness in global consumer spending persists, Zoran achieved 12 percent sequential revenue growth in the third quarter, reflecting the strength of our leading market positions,” said Dr. Levy Gerzberg, Zoran’s president and chief executive officer. “Demand for HDTVs remained strong and we continued to gain share in the U.S. market. Growth in digital cameras was strong across all segments and


our partnerships with major ODMs in this market continued to benefit Zoran. The DVD market also showed strength as a result of increasing demand for higher margin, value-add DVD products such as HDMI players and portables. As we enter what is typically our seasonally down fourth quarter, we are pleased with the design win activity we are seeing in our end markets, which indicates a strong 2010.”

“During the quarter, we discontinued development activity on our APPROACH processors for the multimedia mobile phone market. While we achieved some major successes, including LG’s Viewty Camera Phone, we decided that it would be a more efficient use of our resources to explore related market segments, including Camera Phones, with our COACH product line,” concluded Dr. Gerzberg.

Recent Highlights

 

   

Revenues by product line for the third quarter of 2009 were 39 percent DTV, 30 percent Digital Camera, 15 percent DVD, 12 percent Printer Imaging and 4 percent mobile phone processors

 

   

Zoran’s SupraHD® processors power new 1080p high definition Insignia brand flat panel televisions at Best Buy

 

   

Zoran demonstrated latest TV technologies for top-tier CE manufacturers in Japan at CEATEC 2009

 

   

Zoran announced NDS certification for new STB products and demonstrated new platforms for global Pay-TV market at IBC in Amsterdam

 

   

Zoran’s COACH 12-based camera models go to production for holiday selling season

 

   

Zoran addressed “Technology Advances Needed to Enable TV 3.0” on IMS Research panel at Television 3.0 Summit in Beverly Hills

 

   

Zoran delivered “The Evolving TV” presentation at the DisplaySearch TV Ecosystem Conference in San Jose

Future Outlook

The following forward-looking statements are based on our current expectations, and actual results may differ materially.

The Company is currently expecting fourth quarter 2009 revenues to range between $91 million and $95 million, with gross margins ranging between 49 and 50 percent. Excluding acquisition related amortization costs and stock-based compensation expense, non-GAAP operating expenses are expected to be in a range of $47.5 million to $48.5 million. Acquisition-related amortization costs are expected to be approximately


$108 thousand and stock-based compensation expense is expected to range between $2.9 and $3.2 million. The Company expects to record a fourth quarter GAAP loss in the range of $0.06 to $0.14 per share on approximately 53.7 million shares. On a non-GAAP basis, which excludes acquisition-related amortization costs and stock-based compensation expense, the Company expects a net loss in the range of $0.00 and $0.07 per share.

Zoran will provide more commentary on its third quarter results during the quarterly conference call.

Use of Non-GAAP Financial Information

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, Zoran provides non-GAAP financial information, consisting of non-GAAP operating expense and non-GAAP net income (loss) and EPS that exclude charges such as impairment of intangible assets, acquisition related in-process research and development expenses, amortization of acquired intangible assets, stock-based compensation expense, restructuring expense, non-recurring IP licensing related settlements and associated income tax adjustments. Non-GAAP results are reconciled to GAAP results on the attached Schedule.

The Company believes that its non-GAAP financial information provides useful information to management and investors regarding financial and business trends relating to its financial condition and results of operations because it excludes items that management considers to be outside of the Company’s core operating results. The Company believes that this non-GAAP net income (loss), in combination with the Company’s financial results calculated in accordance with GAAP, provides investors with additional perspective and a more meaningful understanding of the Company’s ongoing operating performance. In addition, the Company’s management uses these non-GAAP measures to review and assess the financial performance of the Company, to determine executive officer incentive compensation, and to plan and forecast performance in future periods. The Company’s non-GAAP net income (loss) is not prepared in accordance with GAAP, is not an alternative to GAAP financial information, and may be calculated differently than non-GAAP financial information disclosed by other companies.

Quarterly Conference Call

Zoran Corporation has scheduled a conference call for 2:00 p.m. PT today to discuss its third quarter results. To listen to the call, please call 617-896-9871 approximately five minutes prior to the start of the call. For those who are not available to listen to the live conference call, a replay will be available from approximately 4:30 p.m. PT on October 26, until 4:30 p.m. PT on November 1, 2009. The access number


for the replay is 617-801-6888, confirmation number 63535089. The conference call will be broadcast live over the Internet and can be accessed by all interested parties through the investor relations section of Zoran’s website at www.zoran.com. Please access the website at least fifteen minutes prior to the start of the call to register and to download and install any necessary audio software. This press release will be furnished to the SEC on a Form 8-K and posted to the company’s website prior to the conference call.

Company Profile

Zoran Corporation, based in Sunnyvale, California, is a leading provider of digital solutions in the digital entertainment and digital imaging markets. With over two decades of expertise developing and delivering digital signal processing technologies, Zoran has pioneered high-performance digital audio and video, imaging applications and Connect Share Entertain technologies for the digital home. Zoran’s proficiency in integration delivers major benefits for OEM customers, including greater capabilities within each product generation, reduced system costs, and shorter time to market. Zoran-based DTV, set-top-box, DVD, digital camera, multimedia mobile phone, and multifunction printer products have received recognition for excellence and are now in hundreds of millions of homes and offices worldwide. With headquarters in the U.S. and additional operations in China, England, France, India, Israel, Japan, Korea, Sweden and Taiwan, Zoran may be contacted on the World Wide Web at www.zoran.com or at 408-523-6500.

Forward-Looking Statements

This press release includes forward-looking statements, including the chief executive officer quotation and the material presented under “Future Outlook,” that reflect the Company’s current views with respect to future events and future financial performance. These forward-looking statements are subject to many risks and uncertainties that could cause actual results to differ materially from what is currently expected, including risks associated with: potential declines in the Company’s sales as a result of the continuing global economic slowdown that could continue to reduce demand for consumer electronic and other products; continued tightening in global credit markets, which could result in insolvency of key suppliers, customers, or retailers and customer inability to finance purchases of our products; the rapidly evolving markets for the Company’s products and uncertainty regarding the pace and direction of development of those markets; the Company’s dependence on sales to a limited number of large customers; cost and length of time required for new product development; timing and impact of new product introductions by the Company and its competitors, and of transitions away from older products; intense competition in the Company’s markets and in the markets in which its customers operate; the Company’s reliance on other parties for wafer supplies, product assembly and testing, and manufacturing capacity; the


effects of changes in revenue and product mix on the Company’s gross margins; fluctuations in tax rate caused by projections of the geographic sources of Company income; dependence on key personnel; and reliance on international operations, particularly operations in Israel. Further information regarding these and other risks and uncertainties can be found under the caption “Risk Factors” and elsewhere in the Company’s most recently filed Annual Report on Form 10-K, Quarterly Report on Form 10-Q, and other filings with the SEC.

Zoran, the Zoran logo, and SupraHD are trademarks or registered trademarks of Zoran Corporation and/or its subsidiaries in the United States and/or other countries. All other brands or names may be claimed as property of others.

###


ZORAN CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

 

     Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
     2009    2008     2009     2008  

Revenues:

         

Hardware product revenues

   $ 104,980    $ 112,112      $ 253,120      $ 320,015   

Software and other revenues

     10,558      14,022        33,627        43,835   
                               

Total revenues

     115,538      126,134        286,747        363,850   

Costs and expenses:

         

Cost of hardware product revenues

     59,844      66,446        150,154        192,595   

Research and development

     27,013      28,922        83,494        87,606   

Selling, general and administrative

     23,100      23,653        84,247        73,552   

Amortization of intangibles

     109      4,494        327        22,987   

Restructuring expense

     1,194      —          2,053        —     

Impairment of intangible assets

     —        167,579        —          167,579   

In-process research and development

     —        —          —          22,383   
                               

Total costs and expenses

     111,260      291,094        320,275        566,702   

Operating income (loss)

     4,278      (164,960     (33,528     (202,852

Interest and other income, net

     1,748      3,020        7,383        9,664   
                               

Income (loss) before income taxes

     6,026      (161,940     (26,145     (193,188

Provision (benefit) for income taxes

     1,150      (7,720     3,890        2,330   
                               

Net income (loss)

   $ 4,876    $ (154,220   $ (30,035   $ (195,518
                               

Basic net income (loss) per share

   $ 0.09    $ (3.01   $ (0.58   $ (3.80
                               

Diluted net income (loss) per share

   $ 0.09    $ (3.01   $ (0.58   $ (3.80
                               

Shares used to compute basic net income (loss) per share

     51,684      51,231        51,451        51,464   
                               

Shares used to compute diluted net income (loss) per share

     52,320      51,231        51,451        51,464   
                               

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ZORAN CORPORATION

NON-GAAP ADJUSTMENTS TO NET INCOME (LOSS)

(in thousands, except per share data)

(unaudited)

 

     Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
     2009     2008     2009     2008  

GAAP net income (loss)

   $ 4,876      $ (154,220   $ (30,035   $ (195,518

Adjusting items to GAAP net income (loss):

        

Operating expenses related to stock based compensation expense

     3,029 (a)      3,405 (a)      9,061 (a)      9,989 (a) 

Operating expenses related to IP licensing related settlements

     —          —          11,000 (b)      —     

Amortization of intangibles

     109 (c)      4,494 (c)      327 (c)      22,987 (c) 

Restructuring expense

     1,194 (d)      —          2,053 (d)      —     

Impairment of intangible assets

     —          167,579 (e)      —          167,579 (e) 

In-process research and development expense

     —          —          —          22,383 (f) 

Provision for income taxes

     (500 )(g)      (7,390 )(g)      (5,660 )(g)      (8,530 )(g) 
                                

Non-GAAP net income (loss)

   $ 8,708 (h)    $ 13,868 (h)    $ (13,254 )(h)    $ 18,890 (h) 
                                

Non-GAAP basic net income (loss) per share

   $ 0.17 (h)    $ 0.27 (h)    $ (0.26 )(h)    $ 0.37 (h) 
                                

Non-GAAP diluted net income (loss) per share

   $ 0.17 (h)    $ 0.27 (h)    $ (0.26 )(h)    $ 0.36 (h) 
                                

Shares used to compute non-GAAP basic net income (loss) per share

     51,684        51,231        51,451        51,464   
                                

Shares used to compute non-GAAP diluted net income (loss) per share

     52,752        51,321        51,451        51,795   
                                

 

(a) This adjustment reflects the stock-based compensation expense recorded under ASC Topic 718-10. The Company excludes this item when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance. (see (h) below)
(b) This adjustment reflects a non-recurring expense recorded during the quarter ended June 30, 2009 as a result of IP licensing related settlements. The Company excludes this item when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance. (see (h) below)
(c) For 2008, this adjustment represents the amortization of intangibles assets primarily associated with the acquisition of Oak Technology, Inc. in August 2003, the acquisition of Emblaze Semiconductor in July 2004 and the acquisition of Oren Semiconductor in June 2005. For 2009, this adjustment represents the amortization of intangible assets associated with the acquisition of Let It Wave, Inc. in June 2008. Such amortization expense does not impact the Company’s cash flows and is excluded by management when evaluating our core operating results. (see (h) below)
(d) This adjustment reflects the restructuring expense recorded by the Company as part of closing its facility in Netanya, Israel during the quarter ended March 31, 2009 and the restructuring of its Mobile division and closing of its Toronto facility during the quarter ended September 30, 2009. The Company excludes these items when it evaluates the continuing operational performance of the Company as management believes this GAAP measure is not indicative of its core operating performance. (see (h) below)
(e) This adjustment represents the impairment of acquisition related to goodwill and intangible assets recorded by the Company as part of the annual analysis under ASC Topic 350-20 and ASC Topic 360-10. The impairment of goodwill and intangible assets does not impact the Company’s ongoing cash flows and is excluded by management when evaluating our core operating results. (see (h) below)
(f) This adjustment reflects the in process research and development charge recorded by the Company as part of the acquisition of Let It Wave in June 2008. This in process research and development charge does not impact the Company’s ongoing cash flows and is excluded by management when evaluating our core operating results. (see (h) below)
(g) This adjustment represents the difference between the non-GAAP income tax rate and the GAAP income tax rate. This adjustment is made by the Company when it evaluates its continuing operational performance. (see (h) below)
(h) The Company believes that its non-GAAP financial information provides useful information to management and investors regarding financial and business trends relating to its financial condition and results of operations because it excludes charges that management considers to be outside of the Company’s core operating results. The Company believes that this non-GAAP net income (loss), in combination with the Company’s financial results calculated in accordance with GAAP, provides investors with additional perspective and a more meaningful understanding of the Company’s ongoing operating performance. In addition, the Company’s management uses these non-GAAP measures to review and assess the financial performance of the Company, to determine executive officer incentive compensation and to plan and forecast performance in future periods. The Company’s non-GAAP net income (loss) is not prepared in accordance with GAAP, is not an alternative to GAAP financial information, and may be calculated differently than non-GAAP financial information disclosed by other companies.

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ZORAN CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

 

     September 30,
2009
    December 31,
2008
 

ASSETS

    

Current assets:

    

Cash and short-term investments

   $ 397,972      $ 358,527   

Accounts receivable, net

     31,808        22,845   

Inventory

     31,073        37,365   

Prepaid expenses and other current assets

     18,915        25,549   
                

Total current assets

     479,768        444,286   

Property and equipment, net

     12,286        15,811   

Long-term investments

     —          37,425   

Other assets

     70,111        69,659   

Intangible assets, net

     4,939        5,266   
                

Total assets

   $ 567,104      $ 572,447   
                

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Accounts payable

   $ 32,742      $ 29,918   

Accrued expenses and other liabilities

     38,216        36,134   
                

Total current liabilities

     70,958        66,052   

Long term liabilities

     28,863        26,985   

Stockholders’ equity:

    

Common stock

     52        51   

Additional paid-in capital

     871,246        858,429   

Accumulated other comprehensive income (loss)

     2,618        (2,472

Accumulated deficit

     (406,633     (376,598
                

Total stockholders’ equity

     467,283        479,410   

Total liabilities and stockholders’ equity

   $ 567,104      $ 572,447   
                

 

Contact:    Karl Schneider, Chief Financial Officer of Zoran Corporation, 408-523-6500, or ir@zoran.com;
   or Bonnie McBride (Investors), 415-454-8898, or bonnie@avalonir.com
   Web site: http://www.zoran.com
   (ZRAN)