Attached files

file filename
EX-99.1 - EARNINGS PRESS RELEASE - ANADIGICS INCexhibit991.htm
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): August 4, 2011  
 
 
Commission File Number: 0-25662
 
 ANADIGICS, Inc.
 (Exact name of registrant as specified in its charter)
 Delaware
 22-2582106
 (State or other jurisdiction of incorporation or organization)
 (IRS Employer Identification Number)
   
 141 Mt. Bethel Road, Warren, NJ
 07059
 (Address of prinicipal executive offices)
 (Zip Code)
   
 908-668-5000
 (Registrants telephone number, including area code)
 

Item 2.02 Results of Operations and Financial Condition

On August 4, 2011, ANADIGICS, Inc. (“ANADIGICS”) is issuing a press release and holding a conference call announcing its financial results for the second quarter 2011. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. The information in this Form 8-K and the Exhibit attached hereto is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or 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 a filing.

Use of Non-GAAP Financial Measures
 
The attached press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP net income or loss and non-GAAP income or loss per share. Management uses non-GAAP net income or loss and non-GAAP income or loss per share to evaluate the Company's operating and financial performance in light of business objectives, for planning purposes, when publicly providing our business outlook and to facilitate period-to-period comparisons. ANADIGICS believes that these measures are useful to investors because they enhance investors' ability to review the Company's business from the same perspective as the Company's management and facilitate comparisons of this period's results with prior periods. These non-GAAP measures exclude charges related to stock-based compensation, marketable securities' adjustments and restructuring, impairment and management separation charges and recoveries. These financial measures are not in accordance with GAAP and may differ from non-GAAP methods of accounting and reporting used by other companies. Management acknowledges that stock-based compensation is a recurring cost and is an important part of our employee’s compensation and impacts their performance. However the expense is non-cash in nature and there are various valuation methodologies and assumptions used in determining stock-based compensation that may be unrelated to operations, such as volatility and current interest rates. The presentation of the additional information should not be considered a substitute for net income or loss or income or loss per share prepared in accordance with GAAP. The primary material limitations associated with the use of non-GAAP measures as compared to the most directly comparable GAAP financial measures are (i) they may not be comparable to similarly titled measures used by other companies in ANADIGICS industry, and (ii) they exclude financial information that some may consider important in evaluating our performance.
 
 
Pursuant to the requirements of Regulation G, ANADIGICS has included a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
 
 

 
 

 
 
Item 9.01 Financial Statements and Exhibits

(c) Exhibits.

99.1  Press Release issued by ANADIGICS, Inc., dated August 4, 2011.


SIGNATURES

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.

 
ANADIGICS, INC.
 
Date: August 4, 2011
 
By: /s/ Thomas C. Shields 
 
Name: Thomas C. Shields
Title: Executive Vice President, Chief Operating Officer and Chief Financial Officer
EXHIBIT INDEX

Exhibit No.
 
Description
     
99.1
 
Press Release issued by ANADIGICS, Inc., dated August 4, 2011
 
 
 
ANADIGICS ANNOUNCES SECOND QUARTER 2011 RESULTS

Quarterly Net Sales of $35.6 Million
GAAP Net Loss of ($0.19) per Share; Non-GAAP Net Loss of ($0.14) per Share

WARREN, N.J., August 4, 2011—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported second quarter 2011 net sales of $35.6 million.  This represents a sequential decrease of 18.1% and a decrease of 31.1% from the second quarter of 2010.  For the first six months ended July 2, 2011, net sales were $79.0 million, a decrease of 17.0% over the prior year.

GAAP net loss for the second quarter of 2011 was $13.1 million, or ($0.19) per share. Non-GAAP net loss for the second quarter of 2011 was $9.4 million, or ($0.14) per share, excluding stock based compensation, restructuring charges and marketable securities’ adjustments.

As of July 2, 2011, cash, cash equivalents and short and long-term marketable securities totaled $103.4 million compared with $104.0 million at April 2, 2011.

“As previously anticipated, the sequential drop in net sales for the second quarter primarily reflects a decrease in shipments to one of our large North American customers, which was partially offset by the resurgence in shipments of our line amplifier products” commented Ron Michels, President and Chief Executive Officer.  “Looking forward, I am encouraged by the progress being made on new design opportunities with our other wireless customers, particularly in Korea and China.  Additionally, we remain on track with our initiatives to expand revenue opportunities over the longer term with our new products for the wireless 3G/4G/LTE and broadband markets.”

The statements regarding the Company’s anticipated future performance are forward looking and actual results may differ materially. Please see safe harbor statement at the end of this press release.

This press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP net income or loss and non-GAAP income or loss per share. Management uses non-GAAP net income or loss and non-GAAP income or loss per share to evaluate the company's operating and financial performance in light of business objectives, for planning purposes, when publicly providing our business outlook and to facilitate period-to-period comparisons. ANADIGICS believes that these measures are useful to investors because they enhance investors' ability to review the company's business from the same perspective as the company's management and facilitate comparisons of this period's results with prior periods. These non-GAAP measures exclude amounts related to stock-based compensation, marketable securities’ adjustments and restructuring, impairment and management separation charges and recoveries.  Non-GAAP measures are used by some investors when assessing the ongoing operating and financial performance of our Company. These financial measures are not in accordance with GAAP and may differ from non-GAAP methods of accounting and reporting used by other companies. Management acknowledges that stock-based compensation is a recurring cost and is an important part of our employee’s compensation and impacts their performance. However the expense is non-cash in nature and there are various valuation methodologies and assumptions used in determining stock-based compensation that may be unrelated to operations, such as volatility and current interest rates. The presentation of the additional information should not be considered a substitute for net income or loss or income or loss per share prepared in accordance with GAAP.
 
 
Limitations of non-GAAP financial measures. The primary material limitations associated with the use of non-GAAP measures as compared to the most directly comparable GAAP financial measures are (i) they may not be comparable to similarly titled measures used by other companies in ANADIGICS industry, and (ii) they exclude financial information that some may consider important in evaluating our performance. We compensate for these limitations by providing reconciliations of reported net income or loss and income or loss per share to non-GAAP net income or net loss and non-GAAP income or loss per share, respectively, within this press release.

Conference Call

ANADIGICS' senior management will conduct a conference call today at 8:30 AM Eastern Time. A live audio Webcast will be available at www.anadigics.com/investors. A recording of the call will be available approximately two hours after the end of the call on the ANADIGICS Web site or by dialing 855-859-2056 conference ID 85570066 (available until August 11, 2011).

Recent Highlight

May 5, 2011 - ANADIGICS Introduces New CDMA/WCDMA/LTE Power Amplifier Series
June 1, 2011 - ANADIGICS Announces Production Volume Shipments of New Multi-Band Power Amplifier to Qualcomm
June 7, 2011 - ANADIGICS Powers Samsung Droid Charge Smartphone
June 13, 2011 - ANADIGICS Expands Family of Small-Cell Wireless Infrastructure Power Amplifiers
June 29, 2011 - ANADIGICS Receives Cooperation and Support Award from Huawei

 # # #

About ANADIGICS, Inc.

ANADIGICS, Inc. (Nasdaq: ANAD - News) is a leading provider of semiconductor solutions in the growing broadband wireless and wireline communications markets. The Company's products include power amplifiers, tuner integrated circuits, active splitters, line amplifiers, and other components, which can be sold individually or packaged as integrated radio frequency and front end modules.

Safe Harbor Statement

Except for historical information contained herein, this press release contains projections and other forward-looking statements (as that term is defined in the Securities Exchange Act of 1934, as amended). These projections and forward-looking statements reflect the Company's current views with respect to future events and financial performance and can generally be identified as such because the context of the statement will include words such as "believe", "anticipate", "expect", or words of similar import. Similarly, statements that describe our future plans, objectives, estimates or goals are forward-looking statements. No assurances can be given, however, that these events will occur or that these projections will be achieved and actual results and developments could differ materially from those projected as a result of certain factors. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risk and uncertainties, as well as assumptions that if they materialize or prove incorrect, could cause results to differ materially from those expressed or implied by such forward-looking statements. Further, all statements, other than statements of historical fact, are statements that could be deemed forward-looking statements.  We assume no obligation and do not intend to update these forward-looking statements, except as may be required by law.Important factors that could cause actual results and developments to be materially different from those expressed or implied by such projections and forward-looking statements include those factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended December 31, 2010, and those discussed elsewhere herein.

ANADIGICS, INC.
                       
Consolidated Statements of Operations
                       
(Amounts in thousands, except per share amounts, unaudited)
                   
                         
   
Three months ended
   
Six months ended
 
   
July 2, 2011
   
July 3, 2010
   
July 2, 2011
   
July 3, 2010
 
                         
                         
Net sales
  $ 35,583     $ 51,666     $ 79,046     $ 95,197  
Cost of sales
    29,044       33,853       60,347       63,900  
Gross profit
    6,539       17,813       18,699       31,297  
Research and development expenses
    11,340       12,214       24,913       23,995  
Selling and administrative expenses
    7,329       6,892       16,765       13,884  
Restructuring and impairment (recovery) charges
    1,047       (1,717 )     1,047       (1,717 )
Operating (loss) income
    (13,177 )     424       (24,026 )     (4,865 )
Interest income
    131       93       272       186  
Interest expense
    (8 )     (43 )     (25 )     (95 )
Other income, net
    0       317       51       377  
Net (loss) income
  $ (13,054 )   $ 791     $ (23,728 )   $ (4,397 )
                                 
Net (loss) earnings per share
                               
Basic
  $ (0.19 )   $ 0.01     $ (0.35 )   $ (0.07 )
Diluted
  $ (0.19 )   $ 0.01     $ (0.35 )   $ (0.07 )
                                 
Basic shares outstanding
    67,616       64,902       67,327       64,553  
Basic & dilutive shares outstanding
    67,616       67,106       67,327       64,553  
                                 
Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures
                 
                                 
GAAP net (loss) income
  $ (13,054 )   $ 791     $ (23,728 )   $ (4,397 )
Stock compensation expense (excluding Management separation charges)
                 
     Cost of sales
    593       589       1,203       1,162  
     Research and development
    727       832       1,705       1,683  
     Selling and administrative
    1,336       883       2,554       2,016  
Management separation charges
                               
     Research and development (1)
    -       -       838       -  
     Selling and administrative (1)
    -       -       2,111       -  
Marketable securities recovery and accretion (2)
    (46 )     (303 )     (121 )     (341 )
Restructuring and Impairment (recovery) charges
    1,047       (1,717 )     1,047       (1,717 )
Non-GAAP net (loss) income
  $ (9,397 )   $ 1,075     $ (14,391 )   $ (1,594 )
                                 
Non-GAAP (loss) earnings per share (*)
                               
Basic
  $ (0.14 )   $ 0.02     $ (0.21 )   $ (0.02 )
Diluted
  $ (0.14 )   $ 0.02     $ (0.21 )   $ (0.02 )
                                 
(*) Calculated using related GAAP shares outstanding
                         
                                 
(1) Management separation charges for six months ended July 2, 2011 include non-cash stock compensation of $568 and $116 in Research and development
 
and Selling and administrative, respectively.
                         
                                 
(2) Marketable securities adjustments include recoveries upon sale and interest accretion.
         

 
ANADIGICS, INC.
           
Condensed Consolidated Balance Sheets
           
(Amounts in thousands)
           
             
   
July 2, 2011
   
12/31/2010 (*)
 
Assets
 
Unaudited
       
             
Current assets:
           
Cash and cash equivalents
  $ 77,422     $ 97,129  
Marketable securities
    11,174       0  
Accounts receivable
    16,905       35,299  
Inventory
    21,265       20,734  
Prepaid expenses and other current assets
    4,896       3,319  
Total current assets
    131,662       156,481  
                 
Marketable securities
    14,848       8,964  
Plant and equipment, net
    60,352       68,119  
Other assets
    240       248  
    $ 207,102     $ 233,812  
                 
Liabilities and stockholders’ equity
               
                 
Current liabilities:
               
Accounts payable
  $ 11,098     $ 17,968  
Accrued liabilities
    6,956       10,191  
Accrued restructuring costs
    186       -  
Total current liabilities
    18,240       28,159  
                 
Other long-term liabilities
    2,557       2,689  
                 
Stockholders’ equity
    186,305       202,964  
    $ 207,102     $ 233,812  
                 
(*) The condensed balance sheet at December 31, 2010 has been derived from the audited financial
 
statements at such date but does not include all the information and footnotes required by U.S.
 
generally accepted accounting principles for complete financial statements.