| [February 15, 2012] |
 |
NetLogic Microsystems Announces Fourth Quarter 2011 and Fiscal Year 2011 Financial Results
SANTA CLARA, Calif. --(Business Wire)--
NetLogic Microsystems (News - Alert), Inc. (NASDAQ:NETL), a worldwide leader in high
performance intelligent semiconductor solutions for next-generation
Internet networks, today announced financial results for its fourth
quarter and fiscal year ended Dec. 31, 2011.
Revenue for the fourth quarter of 2011 was $96.2 million, a 9.9%
sequential decrease from $106.8 million for the third quarter of 2011
and a 4.2% decrease from $100.4 million for the fourth quarter of 2010.
Fourth quarter 2011 net loss, determined in accordance with generally
accepted accounting principles (GAAP), was $30.1 million or $0.43 per
diluted share. By comparison, GAAP net loss was $9.4 million or $0.14
per diluted share for the fourth quarter of 2010. GAAP net income for
fourth quarter 2011 included stock-based compensation and related
payroll taxes, changes in contingent earn-out liability, amortization of
intangible assets, acquisition-related costs, and establishment of
deferred tax asset valuation allowance. Excluding these items, non-GAAP
net income for the fourth quarter of 2011 was $24.6 million or $0.32 per
diluted share, compared with $0.45 per diluted share for the fourth
quarter of 2010.
For the fiscal year 2011, revenue was $405.4 million, a 6.2% increase
from $381.7 million for fiscal year 2010.
Fiscal year 2011 GAAP net loss was $56.7 million or $0.82 per diluted
share. By comparison, GAAP net loss for fiscal year 2010 was $66.4
million or $1.10 per diluted share. GAAP net income for fiscal year 2011
included stock-based compensation and related payroll taxes, changes in
contingent earn-out liability, amortization of intangible assets,
inventory fair value adjustments and related taxes, acquisition-related
costs, and establishment of deferred tax asset valuation allowance.
Excluding these items, non-GAAP net income for fiscal year 2011 was
$123.0 million or $1.62 per diluted share, compared with $1.58 per
diluted share for fiscal year 2010.
Merger Update
As previously announced on September 12, 2011, NetLogic Microsystems,
Inc entered into an Agreement and Plan of Merger with Broadcom (News - Alert)
Corporation and I&N Acquisition Corp., a wholly owned subsidiary of
Broadcom, pursuant to which NetLogic Microsystems would be acquired by
Broadcom for $50.00 per share in cash.
Consummation of the merger remains subject to the satisfaction of
customary closing conditions, other than conditions requiring
stockholder approval and required regulatory approvals and clearances,
all of which have been satisfied including the approval of the
transaction without conditions from the Ministry of Commerce of the
People's Republic of China. Both companies anticipate closing the
transaction shortly subject to satisfaction or waiver of all conditions
to close.
Recent Operating Highlights
-
NetLogic Microsystems announced the industry's first open-source Xen®
hypervisor for high-performance multi-core MIPS64® processors. The new
Xen hypervisor enables highly efficient virtualization for
next-generation communications, networking and server platforms using
the industry's best-in-class XLP® and XLP II multi-core,
multi-threaded processors.
-
The company expanded its intellectual property portfolio to now
include over 800 worldwide patents, filings and international
registrations covering a broad range of innovations for its
industry-leading products for networking infrastructure. The
extraordinary strength of its intellectual property portfolio has
enabled NetLogic Microsystems to be at the forefront of innovation and
technology leadership in high-performance multi-core processing,
knowledge-based processing, digital front-end processing and 10/40/100
Gigabit Ethernet PHY solutions.
-
NetLogic Microsystems received the distinguished 2011 Most Respected
Emerging Public Semiconductor Company Award for the third consecutive
year from the Global Semiconductor Alliance (GSA (News - Alert)). It was recognized
by its industry peers, customers, partners and the GSA as the most
respected public semiconductor company with revenue up to $500 million.
About NetLogic Microsystems
NetLogic Microsystems, Inc. (NASDAQ: NETL) is a worldwide leader in
high-performance intelligent semiconductor solutions that are powering
next-generation Internet networks. NetLogic Microsystems' best-in-class
products perform highly differentiated tasks of accelerating complex
network traffic to significantly enhance the performance and
functionality of advanced 3G/4G mobile wireless infrastructure, data
center, enterprise, metro Ethernet, edge and core infrastructure
networks. NetLogic Microsystems' market-leading product portfolio
includes high-performance multi-core processors, knowledge-based
processors, content processors, network search engines, ultra low-power
embedded processors, digital front-end processors and high-speed
10/40/100 Gigabit Ethernet PHY solutions. These products are designed
into high-performance systems such as switches, routers, wireless base
stations, security appliances, networked storage appliances, service
gateways and connected media devices offered by leading original
equipment manufacturers (OEMs). NetLogic Microsystems is headquartered
in Santa Clara, California, and has offices and design centers
throughout North America, Asia and Europe. For more information about
products offered by NetLogic Microsystems, call +1-408-454-3000 or visit
the NetLogic Microsystems Web site at http://www.netlogicmicro.com.
NetLogic Microsystems and the NetLogic Microsystems logo are trademarks
of NetLogic Microsystems, Inc. XLP is a registered trademarks of
NetLogic Microsystems, Inc. All other trademarks are the properties of
their respective owners.
|
NETLOGIC MICROSYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT FOR PER SHARE AMOUNTS)
(UNAUDITED)
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31, 2011
|
|
December 31, 2010
|
|
December 31, 2011
|
|
December 31, 2010
|
|
Revenue
|
|
$
|
96,247
|
|
|
$
|
100,428
|
|
|
$
|
405,413
|
|
|
$
|
381,745
|
|
|
Cost of revenue*
|
|
|
35,335
|
|
|
|
38,561
|
|
|
|
156,488
|
|
|
|
173,427
|
|
|
Gross profit
|
|
|
60,912
|
|
|
|
61,867
|
|
|
|
248,925
|
|
|
|
208,318
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
Research and development*
|
|
|
39,997
|
|
|
|
35,235
|
|
|
|
153,459
|
|
|
|
127,697
|
|
|
Selling, general and administrative*
|
|
|
22,677
|
|
|
|
19,260
|
|
|
|
90,799
|
|
|
|
78,879
|
|
|
Change in contingent earn-out liability
|
|
|
(16,957
|
)
|
|
|
20,573
|
|
|
|
14,459
|
|
|
|
71,725
|
|
|
Acquisition-related costs
|
|
|
2,496
|
|
|
|
-
|
|
|
|
10,743
|
|
|
|
735
|
|
|
Total operating expenses
|
|
|
48,213
|
|
|
|
75,068
|
|
|
|
269,460
|
|
|
|
279,036
|
|
|
Income (loss) from operations
|
|
|
12,699
|
|
|
|
(13,201
|
)
|
|
|
(20,535
|
)
|
|
|
(70,718
|
)
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
Gain recognized on investment in Optichron (News - Alert), Inc.
|
|
|
-
|
|
|
|
-
|
|
|
|
4,259
|
|
|
|
-
|
|
|
Impairment charge on other investment
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,276
|
)
|
|
|
-
|
|
|
Interest and other income (expense), net
|
|
|
42
|
|
|
|
111
|
|
|
|
540
|
|
|
|
(125
|
)
|
|
Income (loss) before income taxes
|
|
|
12,741
|
|
|
|
(13,090
|
)
|
|
|
(17,012
|
)
|
|
|
(70,843
|
)
|
|
Provision for (benefit from) income taxes
|
|
|
42,793
|
|
|
|
(3,682
|
)
|
|
|
39,690
|
|
|
|
(4,472
|
)
|
|
Net loss
|
|
$
|
(30,052
|
)
|
|
$
|
(9,408
|
)
|
|
$
|
(56,702
|
)
|
|
$
|
(66,371
|
)
|
|
Net loss per share - Basic and Diluted
|
|
$
|
(0.43
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.82
|
)
|
|
$
|
(1.10
|
)
|
|
Shares used in calculation - Basic and Diluted
|
|
|
70,547
|
|
|
|
65,155
|
|
|
|
69,190
|
|
|
|
60,426
|
|
|
|
|
|
|
|
|
|
|
|
|
* Includes stock-based compensation and related payroll taxes, and
amortization of intangible assets as follows (in thousands):
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31, 2011
|
|
December 31, 2010
|
|
December 31, 2011
|
|
December 31, 2010
|
|
Stock-based compensation and related payroll taxes:
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
$
|
283
|
|
|
$
|
379
|
|
|
$
|
1,056
|
|
|
$
|
915
|
|
|
Research and development
|
|
|
8,845
|
|
|
|
6,485
|
|
|
|
34,242
|
|
|
|
25,948
|
|
|
Selling, general and administrative
|
|
|
5,553
|
|
|
|
5,078
|
|
|
|
24,320
|
|
|
|
21,983
|
|
|
Total
|
|
$
|
14,681
|
|
|
$
|
11,942
|
|
|
$
|
59,618
|
|
|
$
|
48,846
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets:
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
$
|
9,790
|
|
|
$
|
10,430
|
|
|
$
|
48,260
|
|
|
$
|
39,458
|
|
|
Selling, general and administrative
|
|
|
1,278
|
|
|
|
913
|
|
|
|
4,727
|
|
|
|
3,652
|
|
|
Total
|
|
$
|
11,068
|
|
|
$
|
11,343
|
|
|
$
|
52,987
|
|
|
$
|
43,110
|
|
Non-GAAP Financial Information
In addition to disclosing financial results calculated in accordance
with U.S. generally accepted accounting principles (GAAP), this
announcement of operating results contains non-GAAP financial measures
that exclude the income statement effects of stock-based compensation
and related payroll taxes, change in contingent earn-out liability,
amortization of intangible assets, fair value adjustments of acquired
inventory and related taxes, acquisition-related costs, lease
termination costs, a gain recognized on a pre-acquisition investment in
Optichron, Inc., an impairment charge on another investment, release and
establishment of deferred tax asset valuation allowance, and the effects
of excluding stock-based compensation upon the number of diluted shares
used in calculating non-GAAP earnings per share.
We have excluded stock-based compensation expense and changes in
contingent earn-out liability in calculating these non-GAAP financial
measures. These expenses rely on valuations based on future events such
as the market price of our common stock and revenue generated from
products acquired in the RMI and Optichron acquisitions during a defined
period following the close that are difficult to predict and are
affected by market factors that are largely not within the control of
management. We have excluded stock related payroll taxes, amortization
of intangible assets, fair value adjustments related to acquired
inventory and the related tax effect, acquisition-related costs, lease
termination costs, gain recognized on investment in Optichron, Inc.,
impairment charge on other investment and changes in deferred tax asset
valuation allowance because we do not consider them to be related to our
core operating performance.
We use the non-GAAP financial measures that exclude these items to make
strategic decisions, forecast future results and evaluate the Company's
current performance. We believe that the presentation of non-GAAP
financial measures that exclude these items is useful to investors
because we do not consider these charges either part of the day-to-day
business or reflective of the core operational activities of the Company
that are within the control of management or that are used to evaluate
management's operating performance.
The non-GAAP financial measures disclosed by the Company should not be
considered a substitute for, or superior to, financial measures
calculated in accordance with GAAP, and the financial results calculated
in accordance with GAAP and reconciliations to those financial
statements should be carefully evaluated. The non-GAAP financial
measures used by the Company may be calculated differently from, and
therefore may not be comparable to, similarly titled measures used by
other companies. The Company has provided reconciliations of the
non-GAAP financial measures to the most directly comparable GAAP
financial measures. For additional information regarding these non-GAAP
financial measures, and management's explanation of why it considers
such measures to be useful, refer to the Form 8-K dated February 15,
2012 that the Company has submitted to the Securities and Exchange
Commission.
|
NETLOGIC MICROSYSTEMS, INC.
RECONCILIATION OF GAAP NET (News - Alert) LOSS TO NON-GAAP NET INCOME
(IN THOUSANDS)
(UNAUDITED)
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31,
2011
|
|
December 31,
2010
|
|
December 31,
2011
|
|
December 31,
2010
|
|
GAAP net loss
|
|
$
|
(30,052
|
)
|
|
$
|
(9,408
|
)
|
|
$
|
(56,702
|
)
|
|
$
|
(66,371
|
)
|
|
Reconciling items:
|
|
|
|
|
|
|
|
|
|
Stock-based compensation and related taxes
|
|
|
14,681
|
|
|
|
11,942
|
|
|
|
59,618
|
|
|
|
48,846
|
|
|
Changes in contingent earn-out liability
|
|
|
(16,957
|
)
|
|
|
20,573
|
|
|
|
14,459
|
|
|
|
71,725
|
|
|
Amortization of intangible assets
|
|
|
11,068
|
|
|
|
11,343
|
|
|
|
52,987
|
|
|
|
43,110
|
|
|
Fair value adjustments of acquired inventory
|
|
|
-
|
|
|
|
-
|
|
|
|
2,381
|
|
|
|
16,018
|
|
|
Acquisition-related costs
|
|
|
2,496
|
|
|
|
-
|
|
|
|
10,743
|
|
|
|
735
|
|
|
Lease termination costs
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
503
|
|
|
Gain recognized on investment in Optichron
|
|
|
-
|
|
|
|
-
|
|
|
|
(4,259
|
)
|
|
|
-
|
|
|
Impairment charge on other investment
|
|
|
-
|
|
|
|
-
|
|
|
|
1,276
|
|
|
|
-
|
|
|
Tax effect of inventory fair value adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
(847
|
)
|
|
|
(5,618
|
)
|
|
Establishment (release) of deferred tax asset valuation allowance
|
|
|
43,376
|
|
|
|
(1,585
|
)
|
|
|
43,376
|
|
|
|
(1,585
|
)
|
|
Non-GAAP net income
|
|
$
|
24,612
|
|
|
$
|
32,865
|
|
|
$
|
123,032
|
|
|
$
|
107,363
|
|
|
NETLOGIC MICROSYSTEMS, INC.
RECONCILIATION OF GAAP DILUTED NET INCOME (LOSS) PER SHARE TO
NON-GAAP DILUTED NET INCOME PER SHARE
(UNAUDITED)
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31,
2011
|
|
December 31,
2010
|
|
December 31,
2011
|
|
December 31,
2010
|
|
GAAP net loss per share - Diluted
|
|
$ (0.43)
|
|
$ (0.14)
|
|
$ (0.82)
|
|
$ (1.10)
|
|
Reconciling items:
|
|
|
|
|
|
|
|
|
|
Stock-based compensation and related taxes
|
|
0.19
|
|
0.16
|
|
0.78
|
|
0.72
|
|
Changes in contingent earn-out liability
|
|
(0.22)
|
|
0.28
|
|
0.19
|
|
1.05
|
|
Amortization of intangible assets
|
|
0.14
|
|
0.15
|
|
0.70
|
|
0.63
|
|
Fair value adjustments of acquired inventory
|
|
-
|
|
-
|
|
0.03
|
|
0.24
|
|
Acquisition-related costs
|
|
0.03
|
|
-
|
|
0.14
|
|
0.01
|
|
Lease termination costs
|
|
-
|
|
-
|
|
-
|
|
0.01
|
|
Gain recognized on investment in Optichron
|
|
-
|
|
-
|
|
(0.06)
|
|
-
|
|
Impairment charge on other investment
|
|
-
|
|
-
|
|
0.02
|
|
-
|
|
Tax effect of inventory fair value adjustment
|
|
-
|
|
-
|
|
(0.01)
|
|
(0.08)
|
|
Establishment (release) of deferred tax asset valuation allowance
|
|
0.56
|
|
(0.02)
|
|
0.57
|
|
(0.02)
|
|
Difference in shares count between diluted GAAP and diluted non-GAAP
calculation
|
|
0.05
|
|
0.02
|
|
0.08
|
|
0.12
|
|
Non-GAAP net income per share - Diluted
|
|
$ 0.32
|
|
$ 0.45
|
|
$ 1.62
|
|
$ 1.58
|
|
NETLOGIC MICROSYSTEMS, INC.
RECONCILIATION OF THE SHARES USED FOR GAAP DILUTED
NET INCOME (LOSS) PER SHARE CALCULATION TO THE SHARES USED FOR
NON-GAAP DILUTED NET INCOME PER SHARE CALCULATION
(IN THOUSANDS)
(UNAUDITED)
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31,
2011
|
|
December 31,
2010
|
|
December 31,
2011
|
|
December 31,
2010
|
|
Shares used in calculation - Diluted (GAAP)
|
|
70,547
|
|
65,155
|
|
69,190
|
|
60,426
|
|
The effect of removing stock-based compensation expense for non-GAAP
presentation purpose
|
|
2,117
|
|
2,269
|
|
2,147
|
|
2,526
|
|
The effect of dilutive potential common shares due to reporting
non-GAAP net income
|
|
4,592
|
|
5,979
|
|
4,631
|
|
5,065
|
|
Shares used in calculation - Diluted (Non-GAAP)
|
|
77,256
|
|
73,403
|
|
75,968
|
|
68,017
|
|
NETLOGIC MICROSYSTEMS, INC.
RECONCILIATION OF GAAP GROSS MARGIN TO NON-GAAP GROSS MARGIN
(IN THOUSANDS, EXCEPT PERCENTAGES)
(UNAUDITED)
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 31,
2011
|
|
|
|
December 31,
2010
|
|
|
|
December 31,
2011
|
|
|
|
December 31,
2010
|
|
|
|
GAAP gross margin
|
|
$
|
60,912
|
|
63.3
|
%
|
|
$
|
61,867
|
|
61.6
|
%
|
|
$
|
248,925
|
|
61.4
|
%
|
|
$
|
208,318
|
|
54.6
|
%
|
|
Reconciling items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation
|
|
|
283
|
|
0.3
|
%
|
|
|
379
|
|
0.4
|
%
|
|
|
1,056
|
|
0.3
|
%
|
|
|
915
|
|
0.2
|
%
|
|
Amortization of intangible assets
|
|
|
9,790
|
|
10.2
|
%
|
|
|
10,430
|
|
10.4
|
%
|
|
|
48,260
|
|
11.9
|
%
|
|
|
39,458
|
|
10.3
|
%
|
|
Fair value adjustment related to acquired inventory
|
|
|
-
|
|
0.0
|
%
|
|
|
-
|
|
0.0
|
%
|
|
|
2,381
|
|
0.6
|
%
|
|
|
16,018
|
|
4.2
|
%
|
|
Non-GAAP gross margin
|
|
$
|
70,985
|
|
73.8
|
%
|
|
$
|
72,676
|
|
72.4
|
%
|
|
$
|
300,622
|
|
74.2
|
%
|
|
$
|
264,709
|
|
69.3
|
%
|
|
NETLOGIC MICROSYSTEMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)
|
|
|
|
|
|
December 31,
2011
|
|
December 31,
2010
|
|
ASSETS
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash, cash equivalents and short-term investments
|
|
$
|
258,868
|
|
|
$
|
256,167
|
|
|
Accounts receivables, net
|
|
|
38,189
|
|
|
|
19,829
|
|
|
Inventories
|
|
|
35,051
|
|
|
|
36,290
|
|
|
Deferred income taxes
|
|
|
2,143
|
|
|
|
8,428
|
|
|
Prepaid expenses and other current assets
|
|
|
8,530
|
|
|
|
11,458
|
|
|
Total current assets
|
|
|
342,781
|
|
|
|
332,172
|
|
|
Property and equipment, net
|
|
|
30,115
|
|
|
|
20,507
|
|
|
Goodwill
|
|
|
166,760
|
|
|
|
112,700
|
|
|
Intangible asset, net
|
|
|
192,961
|
|
|
|
180,838
|
|
|
Other assets
|
|
|
42,473
|
|
|
|
66,372
|
|
|
Total assets
|
|
$
|
775,090
|
|
|
$
|
712,589
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
Accounts payable
|
|
$
|
6,133
|
|
|
$
|
17,257
|
|
|
Accrued liabilities
|
|
|
23,972
|
|
|
|
27,848
|
|
|
Contingent earn-out liability, current
|
|
|
51,741
|
|
|
|
-
|
|
|
Deferred margin
|
|
|
815
|
|
|
|
4,242
|
|
|
Software licenses and other obligations, current
|
|
|
5,281
|
|
|
|
4,514
|
|
|
Total current liabilities
|
|
|
87,942
|
|
|
|
53,861
|
|
|
Contingent earn-out liability, long-term
|
|
|
6,193
|
|
|
|
-
|
|
|
Software licenses and other obligations, long-term
|
|
|
2,978
|
|
|
|
2,033
|
|
|
Other liabilities
|
|
|
38,275
|
|
|
|
37,782
|
|
|
Total liabilities
|
|
|
135,388
|
|
|
|
93,676
|
|
|
Stockholders' equity
|
|
|
|
|
|
Common stock
|
|
|
713
|
|
|
|
675
|
|
|
Additional paid-in capital
|
|
|
887,328
|
|
|
|
807,780
|
|
|
Accumulated other comprehensive loss
|
|
|
(2,123
|
)
|
|
|
(28
|
)
|
|
Accumulated deficit
|
|
|
(246,216
|
)
|
|
|
(189,514
|
)
|
|
Total stockholders' equity
|
|
|
639,702
|
|
|
|
618,913
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
775,090
|
|
|
$
|
712,589
|
|

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