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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 23, 2003

 
SYNAPTICS INCORPORATED

(Exact Name of Registrant as Specified in its Charter)
         
Delaware   000-49602   77-0118518

 
 
(State or Other Jurisdiction of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
     
2381 BERING DRIVE    
SAN JOSE, CALIFORNIA   95131

 
(Address of principal
executive offices)
  (Zip Code)

Registrant’s telephone number, including area code: (408) 434-0110

 


 

Item 12. Results of Operations and Financial Condition.

     The registrant is furnishing this Report on Form 8-K in connection with the disclosure of textual information, in the form of a press release released on October 23, 2003.

     The information in this Report on Form 8-K (including the exhibit) is furnished pursuant to Item 12 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.

     The registrant does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in the registrant’s expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.

     The text included with this Report is available on the registrant’s website located at www.synaptics.com, although the registrant reserves the right to discontinue that availability at any time.

     Exhibit 99.1 Press Release dated October 23, 2003.

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.

         
    SYNAPTICS INCORPORATED
(Registrant)
         
Date: October 23, 2003   By:   /s/ Russ J. Knittel
       
    Name:
Title:
  Russ J. Knittel
Senior Vice President, Chief
Financial Officer, Chief
Administrative Officer, Secretary,
and Treasurer

 

exv99w1
 

EXHIBIT 99.1

             
(LOGO)   For more information contact: :
    Russ Knittel   Jennifer Jarman    
    Synaptics Incorporated   the blueshirt group    
    408-434-0110x140   415-217-7722    
    russk@synaptics.com   jennifer@blueshirtgroup.com    

Synaptics Reports First Quarter Results

Company Posts Record Revenues and Unit Shipments

October 23, 2003 – San Jose, CA – Synaptics (Nasdaq: SYNA), a leader in touch pads and other human interface solutions for mobile computing and communications devices, today reported financial results for the first fiscal quarter ended September 30, 2003.

Net revenue for the first quarter of fiscal 2004 was $29.6 million, a 33% increase compared to $22.2 million for the first quarter of the prior fiscal year. Actual (GAAP) net income for the first quarter of fiscal 2004 was $2.3 million, or $0.09 per diluted share, which includes one-time restructuring costs and non-cash charges related to the amortization of intangibles and deferred stock-based compensation of $569,000, or $0.01 per diluted share. This represents an 89% increase from actual net income of $1.2 million, or $0.05 per diluted share, for the first quarter of the prior fiscal year.

“Our first quarter results exceeded our expectations, reflecting strong demand for our TouchPad products and record revenues for the quarter,” stated Francis Lee, President and Chief Executive Officer of Synaptics. “The quarter was also highlighted by our fourth consecutive quarter of record unit shipments and strong bookings throughout the quarter, resulting in a record backlog of $19 million going into the December quarter. We also continue to see healthy levels of design activity for both notebook and non-notebook implementations of Synaptics’ technology.”

Russ Knittel, Synaptics’ Chief Financial Officer, added, “Indicators point to continued strength in demand for notebook computers as we head into the seasonally strongest quarter of the year, and we are expecting a sequential revenue increase in the December quarter of 8% to 10%. We expect revenues in the March quarter to be down sequentially based on industry historical seasonal patterns, the extent of which will depend largely on sell-through rates in the December quarter.”

About Synaptics Incorporated

Synaptics develops advanced interface solutions for products as diverse as notebook and desktop computers, mobile computing and communications devices, automotive applications, and security solutions. Synaptics’ products include TouchPad™, the industry standard notebook pointing device; ClearPad™, a capacitive touch screen solution; TouchStyk™, a modular and capacitive pointing stick solution; Spiral®, an inductive, proximity sensing pen input system; and QuickStroke®, a proprietary Chinese handwriting recognition software. More information about Synaptics can be found on the World Wide Web at www.synaptics.com.

 


 

(LOGO)

This press release contains “forward-looking” statements, as that term is defined under the federal securities laws. Synaptics intends such forward-looking statements to be subject to the safe-harbor created by those laws. Such forward-looking statements include, but are not limited to, statements regarding Synaptics’ revenue expectations, earnings expectations, cash flow expectations, and competitive position in both notebook computers and new market initiatives. Synaptics cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements contained herein. Such factors include, but are not limited to, (a) market demand for Synaptics’ products, (b) market demand for OEMs’ products using Synaptics’ products, (c) the failure of Synaptics’ products and OEMs’ products to deliver commercially acceptable performance, and (d) other risks as identified from time to time in Synaptics’ SEC reports, including Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2003. All forward-looking statements are based on information available to Synaptics on the date hereof, and Synaptics assumes no obligation to update such statements.

(Tables to Follow)

 


 

SYNAPTICS INCORPORATED
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

                   
      September 30,   June 30,
      2003   2003
     
 
      (Unaudited)        
Assets
               
Current assets:
               
 
Cash and cash equivalents
  $ 45,330     $ 41,697  
 
Short term investments
    34,043       35,589  
 
Restricted cash
    240       240  
 
Accounts receivable, net of allowances of $160 and $160 at September 30, 2003, and June 30, 2003, respectively
    15,950       13,181  
 
Inventories
    5,053       6,428  
 
Prepaid expenses and other current assets
    2,235       2,637  
 
   
     
 
Total current assets
    102,851       99,772  
Property and equipment, net
    1,767       1,934  
Goodwill
    1,968       1,968  
Other assets
    820       834  
 
   
     
 
Total assets
  $ 107,406     $ 104,508  
 
   
     
 
Liabilities and stockholders’ equity
               
Current liabilities:
               
 
Accounts payable
  $ 5,843     $ 6,893  
 
Accrued compensation
    2,824       2,808  
 
Accrued warranty
    969       1,002  
 
Income taxes payable
    2,993       1,661  
 
Other accrued liabilities
    2,789       3,362  
 
Capital leases and equipment financing obligations
    169       231  
 
   
     
 
Total current liabilities
    15,587       15,957  
Capital leases and equipment financing obligations, net of current portion
          28  
Note payable to a related party
    1,500       1,500  
Other liabilities
    774       759  
Commitments and contingencies
               
 
Stockholders’ equity:
               
 
Preferred stock;
               
 
     $.001 par value; 10,000,000 shares authorized;
          no shares issued and outstanding
           
 
Common stock;
               
 
     $.001 par value; 60,000,000 shares authorized; 24,048,053
          and 23,835,877 shares issued and outstanding, respectively
    24       24  
 
Additional paid-in capital
    79,654       78,761  
 
Deferred stock compensation
    (1,033 )     (1,184 )
 
Notes receivable from stockholders
    (20 )     (20 )
 
Retained earnings
    10,850       8,583  
 
Accumulated other comprehensive income
    70       100  
 
   
     
 
Total stockholders’ equity
    89,545       86,264  
 
   
     
 
Total liabilities and stockholders’ equity
  $ 107,406     $ 104,508  
 
   
     
 

 


 

SYNAPTICS INCORPORATED
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share and share data)
(unaudited)

                     
        Three Months Ended   Three Months Ended
        September 30,   September 30,
        2003   2002
       
 
Net revenue
  $ 29,571     $ 22,177  
Cost of revenue
    17,426       12,443  
 
   
     
 
Gross margin
    12,145       9,734  
Operating expenses
               
 
Research and development
    5,096       5,323  
 
Selling, general, and administrative
    3,074       2,604  
 
Amortization of intangible assets
          30  
 
Amortization of deferred stock compensation
    137       110  
 
Restructuring
    432        
 
   
     
 
Total operating expenses
    8,739       8,067  
 
   
     
 
Operating income
    3,406       1,667  
Interest income
    226       277  
Interest expense
    (34 )     (39 )
 
   
     
 
Income before income taxes
    3,598       1,905  
Provision for income taxes
    1,331       705  
 
   
     
 
Net income
  $ 2,267     $ 1,200  
 
   
     
 
Net income per share:
               
 
Basic
  $ 0.09     $ 0.05  
 
   
     
 
 
Diluted
  $ 0.09     $ 0.05  
 
   
     
 
Shares used in computing net income per share:
               
 
Basic
    24,013,482       23,260,200  
 
   
     
 
 
Diluted
    26,526,878       24,839,868  
 
   
     
 
Pro forma results (unaudited)
               
 
Reported net income
  $ 2,267     $ 1,200  
 
Pro forma adjustments:
               
   
Amortization of intangible assets
          30  
   
Amortization of deferred stock compensation
    137       110  
   
Restructuring (tax effected)
    272        
 
   
     
 
Pro forma net income
  $ 2,676     $ 1,340  
 
   
     
 
Pro forma earnings per share
               
   
Basic
  $ 0.11     $ 0.06  
 
   
     
 
   
Diluted
  $ 0.10     $ 0.05  
 
   
     
 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This website contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business, and can be identified by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements may include words such as "expect," "anticipate," "intend," "believe," "estimate," "plan," "target," "strategy," "continue," "may," "will," "should," variations of such words, or other words and terms of similar meaning. All forward-looking statements reflect our best judgment and are based on several factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Such factors include, but are not limited to, the risks as identified in the "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Business" sections of our Annual Report on Form 10-K for our most recent fiscal year, and other risks as identified from time to time in our Securities and Exchange Commission reports. Forward-looking statements are based on information available to us on the date hereof, and we do not have, and expressly disclaim, any obligation to publicly release any updates or any changes in our expectations, or any change in events, conditions, or circumstances on which any forward-looking statement is based. Our actual results and the timing of certain events could differ materially from the forward-looking statements. These forward-looking statements do not reflect the potential impact of any mergers, acquisitions, or other business combinations that had not been completed as of the date of this filing.