![](/cdn/assets/images/search/clock.png)
We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
(MM) | NASDAQ:SIMG | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 7.30 | 0 | 01:00:00 |
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
77-0396307
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer I.D. Number)
|
Large accelerated filer
o
|
|
Accelerated filer
x
|
|
|
|
||
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
|
(Do not check if a smaller reporting company)
|
|
|
Class
|
|
Shares Outstanding at July 31, 2014
|
Common Stock, $0.001 par value
|
|
78,239,599
|
Part I FINANCIAL INFORMATION
|
|
Item 1 Financial Statements (Unaudited)
|
|
Condensed Consolidated Balance Sheets as of June 30, 2014 and December 31, 2013
|
|
Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2014 and 2013
|
|
Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2014 and 2013
|
|
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2014 and 2013
|
|
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 1 Legal Proceedings
|
|
Item 1A Risk Factors
|
|
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds
|
|
Item 3 Defaults Upon Senior Securities
|
|
Item 4 Mine Safety Disclosures
|
|
Item 5 Other Information
|
|
Item 6 Exhibits
|
|
Signature
|
|
|
|
|
|
EXHIBIT 31.01
|
|
EXHIBIT 31.02
|
|
EXHIBIT 32.01
|
|
EXHIBIT 32.02
|
|
|
June 30, 2014
|
|
December 31, 2013
|
||||
ASSETS
|
|
|
|
|
|
||
Current Assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
93,348
|
|
|
$
|
82,220
|
|
Short-term investments
|
47,367
|
|
|
56,003
|
|
||
Accounts receivable, net of allowances for doubtful accounts of $468 at June 30, 2014 and $531 at December 31, 2013
|
25,963
|
|
|
34,729
|
|
||
Inventories
|
23,710
|
|
|
11,727
|
|
||
Prepaid expenses and other current assets
|
5,775
|
|
|
7,733
|
|
||
Deferred income taxes
|
631
|
|
|
191
|
|
||
Total current assets
|
196,794
|
|
|
192,603
|
|
||
Property and equipment, net
|
14,369
|
|
|
14,676
|
|
||
Deferred income taxes, non-current (Note 11)
|
—
|
|
|
4,368
|
|
||
Intangible assets, net (Note 7)
|
18,250
|
|
|
10,348
|
|
||
Goodwill
|
30,458
|
|
|
21,646
|
|
||
Other assets
|
6,354
|
|
|
8,498
|
|
||
Total assets
|
$
|
266,225
|
|
|
$
|
252,139
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current Liabilities:
|
|
|
|
|
|
||
Accounts payable
|
$
|
16,580
|
|
|
$
|
12,894
|
|
Accrued and other current liabilities
|
26,828
|
|
|
20,622
|
|
||
Deferred margin on sales to distributors
|
11,086
|
|
|
9,634
|
|
||
Deferred license revenue
|
1,889
|
|
|
2,742
|
|
||
Total current liabilities
|
56,383
|
|
|
45,892
|
|
||
Other long-term liabilities
|
13,650
|
|
|
16,522
|
|
||
Total liabilities
|
70,033
|
|
|
62,414
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
||
Stockholders’ Equity:
|
|
|
|
|
|
||
Convertible preferred stock, par value $0.001; 5,000,000 shares authorized; no shares issued or outstanding
|
—
|
|
|
—
|
|
||
Common stock, par value $0.001; 150,000,000 shares authorized; shares issued and outstanding: 78,054,587 shares at June 30, 2014 and 77,418,247 shares at December 31, 2013
|
101
|
|
|
100
|
|
||
Additional paid-in capital
|
545,857
|
|
|
536,935
|
|
||
Treasury stock, 27,930,115 shares at June 30, 2014 and 27,323,067 shares at December 31, 2013
|
(161,249
|
)
|
|
(157,898
|
)
|
||
Accumulated deficit
|
(188,328
|
)
|
|
(189,302
|
)
|
||
Accumulated other comprehensive income
|
(189
|
)
|
|
(110
|
)
|
||
Total stockholders’ equity
|
196,192
|
|
|
189,725
|
|
||
Total liabilities and stockholders’ equity
|
$
|
266,225
|
|
|
$
|
252,139
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Product
|
$
|
50,938
|
|
|
$
|
63,681
|
|
|
$
|
97,704
|
|
|
$
|
114,022
|
|
Licensing and services
|
8,598
|
|
|
9,998
|
|
|
23,393
|
|
|
21,696
|
|
||||
Total revenue
|
59,536
|
|
|
73,679
|
|
|
121,097
|
|
|
135,718
|
|
||||
Cost of revenue and operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of product revenue (1)(2)
|
24,814
|
|
|
31,023
|
|
|
49,609
|
|
|
56,821
|
|
||||
Cost of licensing and services revenue
|
—
|
|
|
162
|
|
|
20
|
|
|
429
|
|
||||
Research and development (3)
|
17,416
|
|
|
20,225
|
|
|
34,373
|
|
|
38,783
|
|
||||
Selling, general and administrative (4)
|
15,166
|
|
|
16,097
|
|
|
32,031
|
|
|
32,499
|
|
||||
Amortization of acquisition-related intangible assets
|
510
|
|
|
230
|
|
|
718
|
|
|
481
|
|
||||
Restructuring expense (recoveries) (5)
|
113
|
|
|
—
|
|
|
242
|
|
|
(7
|
)
|
||||
Total cost of revenue and operating expenses
|
58,019
|
|
|
67,737
|
|
|
116,993
|
|
|
129,006
|
|
||||
Income from operations
|
1,517
|
|
|
5,942
|
|
|
4,104
|
|
|
6,712
|
|
||||
Proceeds from legal settlement
|
—
|
|
|
1,275
|
|
|
—
|
|
|
1,275
|
|
||||
Other than temporary impairment of a privately held company investment
|
—
|
|
|
(1,500
|
)
|
|
—
|
|
|
(1,500
|
)
|
||||
Interest income and other, net
|
1,043
|
|
|
500
|
|
|
1,061
|
|
|
891
|
|
||||
Income before provision for income taxes and equity in net loss of an unconsolidated affiliate
|
2,560
|
|
|
6,217
|
|
|
5,165
|
|
|
7,378
|
|
||||
Income tax expense
|
1,487
|
|
|
1,888
|
|
|
4,041
|
|
|
3,630
|
|
||||
Equity in net loss of an unconsolidated affiliate
|
—
|
|
|
136
|
|
|
150
|
|
|
259
|
|
||||
Net income
|
$
|
1,073
|
|
|
$
|
4,193
|
|
|
$
|
974
|
|
|
$
|
3,489
|
|
Net income per share – basic
|
$
|
0.01
|
|
|
$
|
0.05
|
|
|
$
|
0.01
|
|
|
$
|
0.05
|
|
Net income per share – diluted
|
$
|
0.01
|
|
|
$
|
0.05
|
|
|
$
|
0.01
|
|
|
$
|
0.04
|
|
Weighted average shares – basic
|
78,150
|
|
|
77,245
|
|
|
78,004
|
|
|
76,934
|
|
||||
Weighted average shares – diluted
|
79,988
|
|
|
78,713
|
|
|
80,110
|
|
|
78,353
|
|
||||
_________________
|
|
|
|
|
|
|
|
||||||||
(1) Includes amortization of acquisition-related intangible assets
|
$
|
225
|
|
|
$
|
250
|
|
|
$
|
450
|
|
|
$
|
500
|
|
(2) Includes stock-based compensation expense
|
$
|
148
|
|
|
$
|
153
|
|
|
$
|
321
|
|
|
$
|
288
|
|
(3) Includes stock-based compensation expense
|
$
|
792
|
|
|
$
|
827
|
|
|
$
|
1,705
|
|
|
$
|
1,845
|
|
(4) Includes stock-based compensation expense
|
$
|
1,344
|
|
|
$
|
1,438
|
|
|
$
|
3,295
|
|
|
$
|
3,209
|
|
(5) Includes stock-based compensation expense
|
$
|
44
|
|
|
$
|
—
|
|
|
$
|
74
|
|
|
$
|
—
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Net income
|
$
|
1,073
|
|
|
$
|
4,193
|
|
|
$
|
974
|
|
|
$
|
3,489
|
|
Components of accumulated other comprehensive loss, net of zero tax:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation adjustments
|
(53
|
)
|
|
54
|
|
|
(92
|
)
|
|
31
|
|
||||
Fair value of effective cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Unrealized gains (losses) on short-term investments :
|
|
|
|
|
|
|
|
||||||||
Unrealized gain (loss) arising during the period
|
6
|
|
|
(170
|
)
|
|
14
|
|
|
(293
|
)
|
||||
Reclassification adjustment for gains included in net income
|
—
|
|
|
(133
|
)
|
|
—
|
|
|
(142
|
)
|
||||
Total unrealized gain (loss) on short-term investments
|
6
|
|
|
(303
|
)
|
|
14
|
|
|
(435
|
)
|
||||
Other comprehensive loss
|
(47
|
)
|
|
(249
|
)
|
|
(78
|
)
|
|
(404
|
)
|
||||
Comprehensive income
|
$
|
1,026
|
|
|
$
|
3,944
|
|
|
$
|
896
|
|
|
$
|
3,085
|
|
|
Six Months Ended June 30,
|
||||||
|
2014
|
|
2013
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
||
Net income
|
$
|
974
|
|
|
$
|
3,489
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
|
|
||
Depreciation
|
3,106
|
|
|
3,127
|
|
||
Stock-based compensation expense
|
5,395
|
|
|
5,342
|
|
||
Amortization of investment premium
|
487
|
|
|
578
|
|
||
Tax benefits from employee stock-based transactions
|
76
|
|
|
182
|
|
||
Other than temporary impairment of a privately held company investment
|
—
|
|
|
1,500
|
|
||
Amortization of intangible assets
|
1,798
|
|
|
1,384
|
|
||
Non-operating proceeds from legal settlement
|
—
|
|
|
(1,275
|
)
|
||
Gain from business acquisition
|
(361
|
)
|
|
—
|
|
||
Deferred income taxes
|
(440
|
)
|
|
—
|
|
||
Excess tax benefits from employee stock-based transactions
|
(76
|
)
|
|
(182
|
)
|
||
Realized gain on sale of short-term investments
|
—
|
|
|
(143
|
)
|
||
Equity in net loss of unconsolidated affiliate
|
150
|
|
|
259
|
|
||
Others
|
(21
|
)
|
|
283
|
|
||
Changes in assets and liabilities:
|
|
|
|
|
|
||
Accounts receivable
|
9,108
|
|
|
10,421
|
|
||
Inventories
|
(11,983
|
)
|
|
(4,734
|
)
|
||
Prepaid expenses and other assets
|
1,927
|
|
|
1,418
|
|
||
Accounts payable
|
3,823
|
|
|
4,536
|
|
||
Accrued and other liabilities
|
5,673
|
|
|
(2,316
|
)
|
||
Deferred margin on sales to distributors
|
1,452
|
|
|
3,067
|
|
||
Deferred license revenue
|
(1,958
|
)
|
|
41
|
|
||
Cash provided by operating activities
|
19,130
|
|
|
26,977
|
|
||
Cash flows from investing activities:
|
|
|
|
|
|
||
Proceeds from sales of short-term investments
|
13,796
|
|
|
48,330
|
|
||
Purchases of short-term investments
|
(5,798
|
)
|
|
(26,588
|
)
|
||
Cash used in business acquisition, net of cash acquired
|
(13,464
|
)
|
|
—
|
|
||
Purchases of property and equipment
|
(2,797
|
)
|
|
(2,466
|
)
|
||
Proceeds from legal settlement
|
—
|
|
|
1,275
|
|
||
Investment in privately held companies
|
—
|
|
|
(500
|
)
|
||
Cash paid for assets purchased from a privately held company
|
—
|
|
|
(300
|
)
|
||
Purchase of intellectual properties
|
—
|
|
|
(1,513
|
)
|
||
Cash provided by (used in) investing activities
|
(8,263
|
)
|
|
18,238
|
|
||
Cash flows from financing activities:
|
|
|
|
|
|
||
Proceeds from employee stock program
|
3,453
|
|
|
3,090
|
|
||
Excess tax benefits from employee stock-based transactions
|
76
|
|
|
182
|
|
||
Repurchases of restricted stock units for income tax withholding
|
(974
|
)
|
|
(1,332
|
)
|
||
Payment to acquire treasury shares
|
(2,377
|
)
|
|
—
|
|
||
Cash paid to settle contingent consideration liabilities
|
(18
|
)
|
|
(45
|
)
|
||
Cash provided by financing activities
|
160
|
|
|
1,895
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
101
|
|
|
(233
|
)
|
||
Net increase in cash and cash equivalents
|
11,128
|
|
|
46,877
|
|
||
Cash and cash equivalents — beginning of period
|
82,220
|
|
|
29,069
|
|
||
Cash and cash equivalents — end of period
|
$
|
93,348
|
|
|
$
|
75,946
|
|
Supplemental cash flow information:
|
|
|
|
|
|
||
Cash payment for income taxes
|
$
|
(3,710
|
)
|
|
$
|
(2,705
|
)
|
Restricted stock units vested
|
$
|
2,936
|
|
|
$
|
3,902
|
|
Property and equipment and other assets purchased but not paid for
|
$
|
603
|
|
|
$
|
688
|
|
Unrealized gain (loss) on short-term investments
|
$
|
13
|
|
|
$
|
(435
|
)
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income
|
$
|
1,073
|
|
|
$
|
4,193
|
|
|
$
|
974
|
|
|
$
|
3,489
|
|
Denominator:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average outstanding shares used to compute basic net income per share
|
78,150
|
|
|
77,245
|
|
|
78,004
|
|
|
76,934
|
|
||||
Effect of dilutive securities
|
1,838
|
|
|
1,468
|
|
|
2,106
|
|
|
1,419
|
|
||||
Weighted average outstanding shares used to compute diluted net income per share
|
79,988
|
|
|
78,713
|
|
|
80,110
|
|
|
78,353
|
|
||||
Net income per share – basic
|
$
|
0.01
|
|
|
$
|
0.05
|
|
|
$
|
0.01
|
|
|
$
|
0.05
|
|
Net income per share – diluted
|
$
|
0.01
|
|
|
$
|
0.05
|
|
|
$
|
0.01
|
|
|
$
|
0.04
|
|
|
June 30,
2014 |
|
December 31,
2013 |
||||
Inventories:
|
|
|
|
|
|
||
Raw materials
|
$
|
12,638
|
|
|
$
|
4,862
|
|
Work in process
|
5,868
|
|
|
2,285
|
|
||
Finished goods
|
5,204
|
|
|
4,580
|
|
||
|
$
|
23,710
|
|
|
$
|
11,727
|
|
Prepaid expenses and other current assets:
|
|
|
|
|
|
||
Prepaid software maintenance
|
$
|
2,157
|
|
|
$
|
3,041
|
|
Other prepaid expenses
|
1,632
|
|
|
1,939
|
|
||
Other current assets
|
1,986
|
|
|
2,753
|
|
||
|
$
|
5,775
|
|
|
$
|
7,733
|
|
Property and equipment:
|
|
|
|
|
|
||
Computers and software
|
$
|
22,368
|
|
|
$
|
20,425
|
|
Equipment
|
34,635
|
|
|
33,942
|
|
||
Furniture and fixtures
|
2,656
|
|
|
2,656
|
|
||
|
59,659
|
|
|
57,023
|
|
||
Less: accumulated depreciation
|
(45,290
|
)
|
|
(42,347
|
)
|
||
Total property and equipment, net
|
$
|
14,369
|
|
|
$
|
14,676
|
|
Other assets:
|
|
|
|
|
|
||
Investment in a privately held company (Note 4)
|
$
|
3,500
|
|
|
$
|
7,011
|
|
Tax receivable, non-current (Note 11)
|
1,300
|
|
|
—
|
|
||
Others
|
1,554
|
|
|
1,487
|
|
||
|
$
|
6,354
|
|
|
$
|
8,498
|
|
|
June 30,
2014 |
|
December 31,
2013 |
||||
Accrued and other current liabilities:
|
|
|
|
|
|
||
Accrued royalties payable
|
$
|
14,683
|
|
|
$
|
3,587
|
|
Accrued payroll and related expenses
|
5,745
|
|
|
8,923
|
|
||
Accrued payables
|
3,593
|
|
|
4,771
|
|
||
Accrued restructuring
|
589
|
|
|
1,591
|
|
||
Others
|
2,218
|
|
|
1,750
|
|
||
|
$
|
26,828
|
|
|
$
|
20,622
|
|
Other long-term liabilities:
|
|
|
|
|
|
||
Non-current liability for uncertain tax positions
|
$
|
11,676
|
|
|
$
|
14,145
|
|
Others
|
1,974
|
|
|
2,377
|
|
||
|
$
|
13,650
|
|
|
$
|
16,522
|
|
Cash
|
$
|
14,000
|
|
Fair value of preexisting interest
|
3,722
|
|
|
Total purchase price
|
$
|
17,722
|
|
|
Estimated Fair Value
|
||
Assets acquired:
|
|
||
Cash
|
$
|
536
|
|
Accounts receivable
|
322
|
|
|
Other current assets
|
36
|
|
|
Property and equipment
|
8
|
|
|
Intangible assets
|
9,700
|
|
|
Goodwill
|
8,812
|
|
|
Total assets acquired
|
19,414
|
|
|
|
|
||
Current liabilities assumed:
|
|
||
Accrued liabilities
|
(283
|
)
|
|
Deferred revenue, current
|
(368
|
)
|
|
Total current liabilities
|
(651
|
)
|
|
Customer deposits
|
(227
|
)
|
|
Long-term liabilities
|
(77
|
)
|
|
Deferred revenue, non-current
|
(737
|
)
|
|
Total liabilities assumed
|
(1,692
|
)
|
|
Total purchase price
|
$
|
17,722
|
|
|
Asset Life in Years
|
|
Fair Value
|
||
Customer relationships
|
5
|
|
$
|
7,800
|
|
Developed technology
|
5
|
|
1,900
|
|
|
Total intangible assets
|
|
|
$
|
9,700
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(Dollars in thousands except per share amounts)
|
||||||||||||||
Total revenues
|
$
|
60,202
|
|
|
$
|
73,795
|
|
|
$
|
122,210
|
|
|
$
|
135,940
|
|
Net income (loss)
|
$
|
936
|
|
|
$
|
3,024
|
|
|
$
|
(232
|
)
|
|
$
|
1,102
|
|
Basic net income (loss) per share
|
$
|
0.01
|
|
|
$
|
0.04
|
|
|
$
|
—
|
|
|
$
|
0.01
|
|
Diluted net income (loss) per share
|
$
|
0.01
|
|
|
$
|
0.04
|
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
Fair value measurements using
|
|
|
|
|||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets at fair value
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds
|
$
|
27,104
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
27,104
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Certificate of deposits
|
$
|
—
|
|
|
$
|
10,766
|
|
|
$
|
—
|
|
|
$
|
10,766
|
|
Municipal securities
|
—
|
|
|
23,232
|
|
|
—
|
|
|
23,232
|
|
||||
Corporate securities
|
—
|
|
|
7,274
|
|
|
—
|
|
|
7,274
|
|
||||
United States government agencies
|
—
|
|
|
6,095
|
|
|
—
|
|
|
6,095
|
|
||||
Total short-term investments
|
$
|
—
|
|
|
$
|
47,367
|
|
|
$
|
—
|
|
|
$
|
47,367
|
|
|
Fair value measurements using
|
|
|
||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Assets at fair value
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market funds
|
$
|
33,192
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
33,192
|
|
Short-term investments:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Certificate of deposits
|
$
|
—
|
|
|
$
|
10,874
|
|
|
$
|
—
|
|
|
$
|
10,874
|
|
Municipal securities
|
—
|
|
|
31,069
|
|
|
—
|
|
|
31,069
|
|
||||
Corporate securities
|
—
|
|
|
10,313
|
|
|
—
|
|
|
10,313
|
|
||||
United States government agencies
|
—
|
|
|
3,747
|
|
|
—
|
|
|
3,747
|
|
||||
Total short-term investments
|
$
|
—
|
|
|
$
|
56,003
|
|
|
$
|
—
|
|
|
$
|
56,003
|
|
Gross amount of goodwill
|
$
|
40,856
|
|
Accumulated impairment
|
(19,210
|
)
|
|
Additional goodwill from ULI acquisition
|
8,812
|
|
|
Carrying value at June 30, 2014
|
$
|
30,458
|
|
|
|
|
June 30, 2014
|
||||||||||
|
Useful Life
(years)
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
||||||
Intangible assets with finite lives
|
|
|
|
|
|
|
|
|
|
|
|||
Intellectual Property
|
6
|
|
$
|
1,600
|
|
|
$
|
(911
|
)
|
|
$
|
689
|
|
Core Technology
|
5
|
|
1,600
|
|
|
(1,093
|
)
|
|
507
|
|
|||
System Technology
|
3
|
|
400
|
|
|
(400
|
)
|
|
—
|
|
|||
Developed Technology
|
5
|
|
6,400
|
|
|
(1,789
|
)
|
|
4,611
|
|
|||
Customer Relationships
|
2-5
|
|
9,300
|
|
|
(1,375
|
)
|
|
7,925
|
|
|||
Acquisition-related intangible assets
|
|
|
19,300
|
|
|
(5,568
|
)
|
|
13,732
|
|
|||
Licensed Technology
|
5
|
|
5,887
|
|
|
(1,969
|
)
|
|
3,918
|
|
|||
Total intangible assets with finite lives
|
|
|
25,187
|
|
|
(7,537
|
)
|
|
17,650
|
|
|||
Intangible assets with indefinite lives
|
|
|
|
|
|
|
|
|
|
||||
Trade Name
|
indefinite
|
|
600
|
|
|
—
|
|
|
600
|
|
|||
Total intangible assets with indefinite lives
|
|
|
600
|
|
|
—
|
|
|
600
|
|
|||
Total purchased intangible assets
|
|
|
$
|
25,787
|
|
|
$
|
(7,537
|
)
|
|
$
|
18,250
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Cost of product revenue
|
$
|
225
|
|
|
$
|
250
|
|
|
$
|
450
|
|
|
$
|
500
|
|
Research and development
|
315
|
|
|
202
|
|
|
630
|
|
|
403
|
|
||||
Amortization of acquisition-related intangible assets
|
510
|
|
|
230
|
|
|
718
|
|
|
481
|
|
||||
|
$
|
1,050
|
|
|
$
|
682
|
|
|
$
|
1,798
|
|
|
$
|
1,384
|
|
Year ending December 31,
|
Amount
|
||
2014 (remaining 6 months)
|
$
|
2,453
|
|
2015
|
4,887
|
|
|
2016
|
4,262
|
|
|
2017
|
3,235
|
|
|
Thereafter
|
2,813
|
|
|
Total
|
$
|
17,650
|
|
|
Employee
Severance
and Benefits
|
||
Accrued restructuring balance as of January 1, 2014
|
$
|
1,591
|
|
Additional accruals/adjustments
|
242
|
|
|
Cash payments
|
(1,244
|
)
|
|
Accrued restructuring balance as of June 30, 2014
|
$
|
589
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Employee stock option plans:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expected life in years
|
4.1
|
|
|
4.0
|
|
|
4.1
|
|
|
4.0
|
|
||||
Expected volatility
|
55.5
|
%
|
|
60.3
|
%
|
|
55.5
|
%
|
|
61.3
|
%
|
||||
Risk-free interest rate
|
1.3
|
%
|
|
0.8
|
%
|
|
1.3
|
%
|
|
0.7
|
%
|
||||
Expected dividends
|
none
|
|
|
none
|
|
|
none
|
|
|
none
|
|
||||
Weighted average fair value
|
$
|
2.28
|
|
|
$
|
2.24
|
|
|
$
|
2.28
|
|
|
$
|
2.26
|
|
Employee Stock Purchase Plan:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expected life in years
|
0.5
|
|
|
0.5
|
|
|
0.5
|
|
|
0.5
|
|
||||
Expected volatility
|
27.0
|
%
|
|
40.1
|
%
|
|
27.0
|
%
|
|
40.1
|
%
|
||||
Risk-free interest rate
|
0.1
|
%
|
|
0.1
|
%
|
|
0.1
|
%
|
|
0.1
|
%
|
||||
Expected dividends
|
none
|
|
|
none
|
|
|
none
|
|
|
none
|
|
||||
Weighted average fair value
|
$
|
1.32
|
|
|
$
|
1.27
|
|
|
$
|
1.32
|
|
|
$
|
1.27
|
|
|
Number of
Shares
|
|
Weighted
Average
Exercise
Price per
Share
|
|
Weighted
Average
Remaining
Contractual
Terms in Years
|
|
Aggregate
Intrinsic
Value
|
|||||
At January 1, 2014
|
6,152
|
|
|
$
|
5.53
|
|
|
|
|
|
|
|
Granted
|
136
|
|
|
5.19
|
|
|
|
|
|
|
||
Forfeitures and cancellations
|
(372
|
)
|
|
6.45
|
|
|
|
|
|
|
||
Exercised
|
(370
|
)
|
|
4.78
|
|
|
|
|
|
|
||
At June 30, 2014
|
5,546
|
|
|
$
|
5.51
|
|
|
4.34
|
|
$
|
3,809
|
|
Vested and expected to vest at June 30, 2014
|
5,268
|
|
|
$
|
5.53
|
|
|
4.11
|
|
$
|
3,727
|
|
Exercisable at June 30, 2014
|
3,776
|
|
|
$
|
5.68
|
|
|
3.83
|
|
$
|
3,266
|
|
|
Number of Units
|
|
Weighted-Average
Grant Date Fair
Value Per Share
|
|||
Outstanding at January 1, 2014
|
3,500
|
|
|
$
|
5.37
|
|
Granted
|
518
|
|
|
5.53
|
|
|
Vested
|
(501
|
)
|
|
6.38
|
|
|
Forfeitures and cancellations
|
(287
|
)
|
|
5.25
|
|
|
Outstanding at June 30, 2014
|
3,230
|
|
|
$
|
5.26
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
United States
|
$
|
24,551
|
|
|
$
|
35,096
|
|
|
$
|
47,296
|
|
|
$
|
64,687
|
|
Taiwan
|
9,340
|
|
|
11,197
|
|
|
20,629
|
|
|
20,830
|
|
||||
Japan
|
11,163
|
|
|
10,396
|
|
|
20,086
|
|
|
18,647
|
|
||||
Europe
|
6,309
|
|
|
6,453
|
|
|
14,620
|
|
|
11,950
|
|
||||
China
|
4,491
|
|
|
6,447
|
|
|
11,651
|
|
|
11,796
|
|
||||
Korea
|
3,374
|
|
|
3,646
|
|
|
6,040
|
|
|
7,063
|
|
||||
Others
|
308
|
|
|
444
|
|
|
775
|
|
|
745
|
|
||||
Total revenue
|
$
|
59,536
|
|
|
$
|
73,679
|
|
|
$
|
121,097
|
|
|
$
|
135,718
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Mobile
|
$
|
24,847
|
|
|
$
|
44,607
|
|
|
$
|
50,133
|
|
|
$
|
78,210
|
|
Consumer Electronics
|
22,640
|
|
|
15,974
|
|
|
40,947
|
|
|
29,641
|
|
||||
Personal Computers
|
3,451
|
|
|
3,100
|
|
|
6,624
|
|
|
6,171
|
|
||||
Total product revenue
|
50,938
|
|
|
63,681
|
|
|
97,704
|
|
|
114,022
|
|
||||
Licensing and services
|
8,598
|
|
|
9,998
|
|
|
23,393
|
|
|
21,696
|
|
||||
Total revenue
|
$
|
59,536
|
|
|
$
|
73,679
|
|
|
$
|
121,097
|
|
|
$
|
135,718
|
|
|
June 30,
2014 |
|
December 31,
2013 |
||||
United States
|
$
|
7,768
|
|
|
$
|
7,210
|
|
China
|
3,807
|
|
|
4,627
|
|
||
India
|
1,210
|
|
|
1,410
|
|
||
Taiwan
|
1,393
|
|
|
1,216
|
|
||
Others
|
191
|
|
|
213
|
|
||
Net book value
|
$
|
14,369
|
|
|
$
|
14,676
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Product Gross Profit as a Percentage of Total Product Revenue
|
51.3
|
%
|
|
51.3
|
%
|
|
49.2
|
%
|
|
50.2
|
%
|
||||
Licensing and Services Gross Profit as a Percentage of Total Licensing and Services Revenue
|
100
|
%
|
|
98.4
|
%
|
|
99.9
|
%
|
|
98
|
%
|
||||
Gross Profit as a Percentage of Total Revenue
|
58.3
|
%
|
|
57.7
|
%
|
|
59
|
%
|
|
57.8
|
%
|
||||
Research and Development Expenses as a Percentage of Total Revenue
|
29.3
|
%
|
|
27.5
|
%
|
|
28.4
|
%
|
|
28.6
|
%
|
||||
Net Cash Provided by Operating Activities
|
$
|
20,337
|
|
|
$
|
17,947
|
|
|
$
|
19,130
|
|
|
$
|
26,977
|
|
Days Sales Outstanding In Receivables
|
39
|
|
|
33
|
|
|
39
|
|
|
36
|
|
||||
Inventory Turns
|
4.2
|
|
|
7.8
|
|
|
4.2
|
|
|
7.2
|
|
||||
Capital Spending as a Percentage of Total Revenue
|
2.6
|
%
|
|
2.2
|
%
|
|
2.3
|
%
|
|
1.8
|
%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
|
|
||||||||||||||
Product revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Mobile
|
$
|
24,847
|
|
|
$
|
44,607
|
|
|
(44.3
|
)%
|
|
$
|
50,133
|
|
|
$
|
78,210
|
|
|
(35.9
|
)%
|
Consumer Electronics
|
22,640
|
|
|
15,974
|
|
|
41.7
|
%
|
|
40,947
|
|
|
29,641
|
|
|
38.1
|
%
|
||||
Personal Computers
|
3,451
|
|
|
3,100
|
|
|
11.3
|
%
|
|
6,624
|
|
|
6,171
|
|
|
7.3
|
%
|
||||
Total product revenue
|
50,938
|
|
|
63,681
|
|
|
(20.0
|
)%
|
|
97,704
|
|
|
114,022
|
|
|
(14.3
|
)%
|
||||
Percentage of total revenue
|
85.6
|
%
|
|
86.4
|
%
|
|
|
|
|
80.7
|
%
|
|
84.0
|
%
|
|
|
|
||||
Licensing and services revenue
|
8,598
|
|
|
9,998
|
|
|
(14.0
|
)%
|
|
23,393
|
|
|
21,696
|
|
|
7.8
|
%
|
||||
Percentage of total revenue
|
14.4
|
%
|
|
13.6
|
%
|
|
|
|
|
19.3
|
%
|
|
16.0
|
%
|
|
|
|
||||
Total revenue
|
$
|
59,536
|
|
|
$
|
73,679
|
|
|
(19.2
|
)%
|
|
$
|
121,097
|
|
|
$
|
135,718
|
|
|
(10.8
|
)%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
||||||||||||||||
Cost of product revenue (1)
|
$
|
24,814
|
|
|
$
|
31,023
|
|
|
(20.0
|
)%
|
|
$
|
49,609
|
|
|
$
|
56,821
|
|
|
(12.7
|
)%
|
Product gross profit
|
26,124
|
|
|
32,658
|
|
|
(20.0
|
)%
|
|
48,095
|
|
|
57,201
|
|
|
(15.9
|
)%
|
||||
Product gross profit margin
|
51.3
|
%
|
|
51.3
|
%
|
|
|
|
|
49.2
|
%
|
|
50.2
|
%
|
|
|
|
||||
(1) Includes stock-based compensation expense
|
$
|
148
|
|
|
$
|
153
|
|
|
|
|
|
$
|
321
|
|
|
$
|
288
|
|
|
|
|
Cost of licensing and services revenue
|
$
|
—
|
|
|
$
|
162
|
|
|
(100.0
|
)%
|
|
$
|
20
|
|
|
$
|
429
|
|
|
(95.3
|
)%
|
Licensing and services gross profit
|
8,598
|
|
|
9,836
|
|
|
(12.6
|
)%
|
|
$
|
23,373
|
|
|
$
|
21,267
|
|
|
9.9
|
%
|
||
Licensing and services gross profit margin
|
100.0
|
%
|
|
98.4
|
%
|
|
|
|
|
99.9
|
%
|
|
98.0
|
%
|
|
|
|
||||
Total cost of revenue
|
$
|
24,814
|
|
|
$
|
31,185
|
|
|
(20.4
|
)%
|
|
$
|
49,629
|
|
|
$
|
57,250
|
|
|
(13.3
|
)%
|
Total gross profit
|
34,722
|
|
|
42,494
|
|
|
(18.3
|
)%
|
|
$
|
71,468
|
|
|
$
|
78,468
|
|
|
(8.9
|
)%
|
||
Total gross profit margin
|
58.3
|
%
|
|
57.7
|
%
|
|
|
|
|
59.0
|
%
|
|
57.8
|
%
|
|
|
|
|
Three Months Ended June 30,
|
|
Change
|
|
Six Months Ended June 30,
|
|
Change
|
||||||||||||||||
|
2014
|
|
2013
|
|
$ Change
|
|
% Change
|
|
2014
|
|
2013
|
|
$ Change
|
|
% Change
|
||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
|
|
||||||||||||||||
Salaries and benefits
|
9,725
|
|
|
10,820
|
|
|
(1,095
|
)
|
|
(10.1
|
)%
|
|
19,985
|
|
|
20,905
|
|
|
(920
|
)
|
|
(4.4
|
)%
|
Development and design costs
|
2,139
|
|
|
3,287
|
|
|
(1,148
|
)
|
|
(34.9
|
)%
|
|
3,213
|
|
|
5,547
|
|
|
(2,334
|
)
|
|
(42.1
|
)%
|
Software licensing
|
1,219
|
|
|
1,283
|
|
|
(64
|
)
|
|
(5.0
|
)%
|
|
2,543
|
|
|
2,666
|
|
|
(123
|
)
|
|
(4.6
|
)%
|
Stock-based compensation
|
792
|
|
|
827
|
|
|
(35
|
)
|
|
(4.2
|
)%
|
|
1,705
|
|
|
1,845
|
|
|
(140
|
)
|
|
(7.6
|
)%
|
Other
|
3,541
|
|
|
4,008
|
|
|
(467
|
)
|
|
(11.7
|
)%
|
|
6,927
|
|
|
7,820
|
|
|
(893
|
)
|
|
(11.4
|
)%
|
Research and development
|
17,416
|
|
|
20,225
|
|
|
(2,809
|
)
|
|
(13.9
|
)%
|
|
34,373
|
|
|
38,783
|
|
|
(4,410
|
)
|
|
(11.4
|
)%
|
|
Three Months Ended June 30,
|
|
Change
|
|
Six Months Ended June 30,
|
|
Change
|
||||||||||||||||
|
2014
|
|
2013
|
|
$ Change
|
|
% Change
|
|
2014
|
|
2013
|
|
$ Change
|
|
% Change
|
||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
|
|
||||||||||||||||
Salaries and benefits
|
8,317
|
|
|
9,563
|
|
|
(1,246
|
)
|
|
(13.0
|
)%
|
|
17,468
|
|
|
18,177
|
|
|
(709
|
)
|
|
(3.9
|
)%
|
Legal and accounting fees
|
1,578
|
|
|
1,587
|
|
|
(9
|
)
|
|
(0.6
|
)%
|
|
2,774
|
|
|
2,829
|
|
|
(55
|
)
|
|
(1.9
|
)%
|
Selling and marketing expenses
|
596
|
|
|
955
|
|
|
(359
|
)
|
|
(37.6
|
)%
|
|
2,280
|
|
|
2,399
|
|
|
(119
|
)
|
|
(5.0
|
)%
|
Stock-based compensation
|
1,344
|
|
|
1,438
|
|
|
(94
|
)
|
|
(6.5
|
)%
|
|
3,295
|
|
|
3,209
|
|
|
86
|
|
|
2.7
|
%
|
Other
|
3,331
|
|
|
2,554
|
|
|
777
|
|
|
30.4
|
%
|
|
6,214
|
|
|
5,885
|
|
|
329
|
|
|
5.6
|
%
|
Selling, general and administrative
|
15,166
|
|
|
16,097
|
|
|
(931
|
)
|
|
(5.8
|
)%
|
|
32,031
|
|
|
32,499
|
|
|
(468
|
)
|
|
(1.4
|
)%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
||||||||||||||||
Amortization of acquisition-related intangible assets
|
$
|
735
|
|
|
$
|
480
|
|
|
53.1
|
%
|
|
$
|
1,168
|
|
|
$
|
981
|
|
|
19.1
|
%
|
Percentage of total revenue
|
1.2
|
%
|
|
0.7
|
%
|
|
|
|
|
1.0
|
%
|
|
0.7
|
%
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
||||||||||||||||
Interest income and other, net
|
$
|
1,043
|
|
|
$
|
500
|
|
|
108.6
|
%
|
|
$
|
1,061
|
|
|
$
|
891
|
|
|
19.1
|
%
|
Percentage of total revenue
|
1.8
|
%
|
|
0.7
|
%
|
|
|
|
|
0.9
|
%
|
|
0.7
|
%
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||||||
|
(dollars in thousands)
|
|
|
|
(dollars in thousands)
|
||||||||||||||||
Income tax expense
|
$
|
1,487
|
|
|
$
|
1,888
|
|
|
(21.2
|
)%
|
|
$
|
4,041
|
|
|
$
|
3,630
|
|
|
11.3
|
%
|
Percentage of total revenue
|
2.5
|
%
|
|
2.6
|
%
|
|
|
|
|
3.3
|
%
|
|
2.7
|
%
|
|
|
|
|
June 30, 2014
|
|
December 31, 2013
|
|
Change
|
||||||
Cash and cash equivalents
|
$
|
93,348
|
|
|
$
|
82,220
|
|
|
$
|
11,128
|
|
Short term investments
|
47,367
|
|
|
56,003
|
|
|
(8,636
|
)
|
|||
Total cash, cash equivalents and short term investments
|
$
|
140,715
|
|
|
$
|
138,223
|
|
|
$
|
2,492
|
|
Percentage of total assets
|
52.9
|
%
|
|
54.8
|
%
|
|
|
|
|||
Total current assets
|
$
|
196,794
|
|
|
$
|
192,603
|
|
|
$
|
4,191
|
|
Total current liabilities
|
(56,383
|
)
|
|
(45,892
|
)
|
|
(10,491
|
)
|
|||
Working capital
|
$
|
140,411
|
|
|
$
|
146,711
|
|
|
$
|
(6,300
|
)
|
|
Six Months Ended June 30,
|
||||||
|
2014
|
|
2013
|
||||
Purchases of property and equipment
|
$
|
(2,797
|
)
|
|
$
|
(2,466
|
)
|
Depreciation and amortization
|
4,904
|
|
|
4,511
|
|
||
Cash provided by operating activities
|
19,130
|
|
|
26,977
|
|
||
Cash provided by (used in) investing activities
|
(8,263
|
)
|
|
18,238
|
|
||
Cash provided by financing activities
|
160
|
|
|
1,895
|
|
•
|
decrease in accounts receivable of $9.1 million due to higher collection over billings due to improved collection efforts. This offset by an increase in inventory of $12.0 million due to higher inventory level as of June 30, 2014 to meet the anticipated sales volume for the next quarter and less product shipments to one of our largest customers during the second quarter of fiscal 2014;
|
•
|
increase in accrued and other liabilities of $5.7 million relating to an increased accrual for HDMI royalties that have not been distributed to the HDMI Founders as the Founders have not yet entered into a formal written agreement governing the royalty allocation for the period January 1, 2014 through December 31, 2016; and
|
•
|
increase in accounts payable of $3.8 million relating to increased payables due to our inventory purchases as well as timing of invoices and payments to vendors.
|
•
|
decrease in accounts receivable of $10.4 million due to higher collection over billings due to improved collection efforts;
|
•
|
increase in accounts payable of $4.5 million relating to increased payables due to our inventory purchases as well as timing of invoices and payments to vendors; and
|
•
|
increase in deferred margin on sales to distributors of $3.1 million due to increasing shipment to our distributors driven by the acceleration of demand for our products.
|
|
Payments Due In
|
||||||||||||||||||
|
Total
|
|
Less Than
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
More Than
5 Years
|
||||||||||
Contractual Obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating lease obligations
|
$
|
9,130
|
|
|
$
|
1,637
|
|
|
$
|
4,592
|
|
|
$
|
2,901
|
|
|
$
|
—
|
|
•
|
one or more of our customers or distributors becomes insolvent or goes out of business;
|
•
|
one or more of our key customers or distributors significantly reduces, delays or cancels orders; and/or
|
•
|
one or more significant customers selects products manufactured by one of our competitors for inclusion in their future product generations.
|
•
|
our ability to accurately predict market trends and requirements, the establishment and adoption of new standards in the market and the evolution of existing standards and connectivity technologies, including enhancements or modifications to existing standards such as HDMI and MHL;
|
•
|
our ability to identify customer and consumer market needs where we can apply our innovation and skills to create new standards or areas for product differentiation that improve our overall competitiveness either in an existing market or in a new market;
|
•
|
our ability to develop advanced technologies and capabilities and new products and solutions that satisfy customer and consumer market demands;
|
•
|
how quickly our competitors and customers integrate the innovation and functionality of our new products into their semiconductor products, putting pressure on us to continue to develop and introduce innovative products with new features and functionality;
|
•
|
our ability to complete and introduce new product designs on a timely basis, while accurately anticipating the market windows for our products and bringing them to market within the required time frames;
|
•
|
our ability to manage product life cycles;
|
•
|
our ability to transition our product designs to leading-edge foundry processes in response to market demands, while achieving and maintaining of high manufacturing yields and low testing costs;
|
•
|
our ability to create cost efficient designs that can be profitably sold at prices the market can bear;
|
•
|
the consumer electronics market’s acceptance of our new technologies, architectures products and other connectivity solutions; and
|
•
|
consumers’ shifting preferences for how they purchase and consume content, which may not be met by our products.
|
•
|
the inability to find acquisition opportunities that are suitable to our needs available in the time frame necessary for us to take advantage of market opportunities or available at a price that we can afford;
|
•
|
the difficulty and increased costs of integrating the operations and employees of the acquired business, including our possible inability to keep and retain key employees of the acquired business;
|
•
|
the disruption to our ongoing business of the acquisition process itself and subsequent integration;
|
•
|
the risk of undisclosed liabilities of the acquired businesses and potential legal disputes with founders or stockholders of acquired companies;
|
•
|
the inability to successfully commercialize acquired products and technologies;
|
•
|
the inability to retain the customers and suppliers of the acquired business;
|
•
|
difficulty in operating in new and potentially disperse locations;
|
•
|
assumptions of liabilities;
|
•
|
issuance of equity securities that may be dilutive to our existing stockholders;
|
•
|
diversion of resources and unanticipated expenses resulting from litigation arising from potential or actual business acquisitions or investments;
|
•
|
failure of the due diligence processes to identify significant issues with product quality, technology and development, or legal and financial issues, among other things;
|
•
|
incurring one-time charges, increased contingent liabilities, adverse tax consequences, depreciation or deferred compensation charges, amortization of intangible assets or impairment of goodwill, which could harm our results of operations;
|
•
|
potential delay in customer purchasing decisions due to uncertainty about the direction of our product offerings or those of the acquired business;
|
•
|
the need to take impairment charges or write-downs with respect to acquired assets and technologies; and
|
•
|
the risk that the future business potential as projected may not be realized and as a result, we that we may be required to take a charge to earnings that would impact our profitability.
|
•
|
we will be required to develop new products for these markets;
|
•
|
we may need to expand our current sales force and cultivate new relationships with customers;
|
•
|
we may need to adopt new business models, business processes and systems;
|
•
|
the cultural obstacles we encounter in the markets we enter may be difficult to overcome;
|
•
|
we will likely face new competitors, many with more significant resources;
|
•
|
we may face additional governmental regulation; and
|
•
|
there may be differing rates of profitability and growth in the new markets we enter and new products we develop.
|
•
|
our ability to manage product introductions and transitions, develop necessary sales and marketing channels and manage our entry into new market;
|
•
|
our ability to attract and retain engineering, marketing and sales personnel specialized in hardware and software development and sales within our markets;
|
•
|
our ability to manage sales into multiple markets such as mobile, CE and PC, which may involve additional research and development, marketing or other costs and expenses;
|
•
|
our ability to enter into licensing transactions when expected and make timely deliverables and milestones on which recognition of revenue often depends;
|
•
|
our ability to develop customer solutions that adhere to industry standards in a timely and cost-effective manner;
|
•
|
our ability to achieve acceptable manufacturing yields and develop automated test programs within a reasonable time frame for our new products;
|
•
|
our ability to manage joint ventures and projects, design services and our supply chain partners;
|
•
|
our ability to monitor the activities of our licensees to ensure compliance with license restrictions and remittance of royalties;
|
•
|
our ability to structure our organization to enable achievement of our operating objectives and to meet the needs of our customers and markets;
|
•
|
the success of the distribution and partner channels through which we choose to sell our products and our ability to manage expenses and inventory levels;
|
•
|
our ability to successfully maintain certain structural and various compliance activities in support of our global structure which is designed to result in certain operational benefits as well as an overall lower tax rate and which, if not maintained, may result in us losing these operational and tax benefits; and
|
•
|
Our ability to effectively manage our business.
|
•
|
changes in the market demand for or acceptance of our customers' products;
|
•
|
the growth, evolution and rate of adoption of industry standards in our key markets, including mobile, CE and PCs;
|
•
|
the completion of a few key licensing transactions in any given period on which our anticipated licensing revenue and profits are highly dependent, and the timing of which is not always predictable and is especially susceptible to delay beyond the period in which completion is expected;
|
•
|
our licensing revenue has been uneven and unpredictable over time and is expected to continue to be uneven and unpredictable in the future;
|
•
|
the impact on our operating results of the results of the royalty compliance audits which we regularly perform;
|
•
|
competitive pressures, such as the ability of our competitors to offer or introduce products that are more cost-effective or that offer greater functionality than our products;
|
•
|
average selling prices and gross margins of our products, which are influenced by competition and technological advancements, among other factors;
|
•
|
government regulations or regulatory actions involving or impacting the industry standards in which we participate or our products;
|
•
|
the availability or continued viability of other semiconductors or key components required for a customer solution where we supply one or more of the necessary components;
|
•
|
the cost to manufacture our products, including the cost of gold, and prices charged by the third parties who manufacture, assemble and test our products;
|
•
|
negative yield impacts due to manufacturing or engineering flaws; and
|
•
|
fluctuations in market demand, one-time sales opportunities and sales goals, which sometimes result in heightened sales efforts during a given period that may adversely affect our sales in future periods.
|
•
|
manage a more complex supply chain;
|
•
|
monitor the level of inventory of our products at each distributor;
|
•
|
estimate the impact of credits, return rights, price protection and unsold inventory at distributors; and
|
•
|
monitor the financial condition and credit-worthiness of our distributors, many of which are located outside of the United States and not publicly traded.
|
•
|
improve operational and financial systems;
|
•
|
train and manage our employee base;
|
•
|
successfully integrate operations and employees of businesses we acquire or have acquired;
|
•
|
attract, develop, motivate and retain qualified personnel with relevant experience; and
|
•
|
adjust spending levels according to prevailing market conditions.
|
•
|
reduced control over delivery schedules, quality assurance, manufacturing yields and production costs;
|
•
|
lack of guaranteed production capacity or product supply, potentially resulting in higher inventory levels; and
|
•
|
lack of availability of, or delayed access to, next-generation or key process technologies.
|
•
|
political, social and economic instability;
|
•
|
the operational challenges of conducting our business in several geographic regions around the world, especially in the face of different business practices, social norms and legal standards that differ from those to which we are accustomed and held to as a publicly traded company in the United States, particularly with respect to the protection and enforcement of intellectual property rights and the conduct of business generally;
|
•
|
governmental policies, laws and regulations and social pressures in foreign countries that favor and promote their own local, domestic companies over non-domestic companies, and additional trade and travel restrictions;
|
•
|
natural disasters and public health emergencies;
|
•
|
nationalization of business and blocking of cash flows;
|
•
|
changing raw material, energy and shipping costs;
|
•
|
the imposition of governmental controls and restrictions;
|
•
|
burdens of complying with a variety of foreign laws;
|
•
|
import and export license requirements and restrictions of the United States and each other country in which we operate;
|
•
|
unexpected changes in regulatory requirements;
|
•
|
foreign technical standards;
|
•
|
changes in taxation and tariffs, including potentially adverse tax consequences;
|
•
|
difficulties in staffing and managing international operations;
|
•
|
fluctuations in currency exchange rates;
|
•
|
cultural and language differences;
|
•
|
difficulties in collecting receivables from foreign entities or delayed revenue recognition;
|
•
|
expense and difficulties in protecting our intellectual property in foreign jurisdictions;
|
•
|
exposure to possible litigation or claims in foreign jurisdictions; and
|
•
|
potentially adverse tax consequences.
|
•
|
causing our customers and suppliers to lack confidence in their working relationships with us;
|
•
|
harming our reputation with customers, suppliers and end-consumers;
|
•
|
exposing us to additional financial liability;
|
•
|
causing greater scrutiny of our business by governmental authorities; and
|
•
|
increasing operating costs to correct damage caused by the breach.
|
•
|
stop selling products or using technology that contains the allegedly infringing intellectual property;
|
•
|
attempt to obtain a license to the relevant intellectual property, which license may not be available on reasonable terms or at all; and
|
•
|
attempt to redesign products that contain the allegedly infringing intellectual property.
|
•
|
an earthquake or other disaster in the San Francisco Bay area were to damage our facilities or disrupt the supply of water or electricity to our headquarters;
|
•
|
an earthquake, typhoon or other natural disaster in Taiwan were to damage the facilities or equipment of TSMC, SPIL, ASE or Amkor or were to result in shortages of water, electricity or transportation, which occurrences would limit the production capacity of our outside foundry and/or the ability of our third party contractors to provide assembly and test services;
|
•
|
an earthquake, typhoon or other natural disaster in Taiwan or Japan were to damage the facilities or equipment of our customers or distributors or were to result in shortages of water, electricity or transportation, which occurrences would result in reduced purchases of our products, adversely affecting our revenues, gross margins and results of operations; or
|
•
|
an earthquake, typhoon or other disaster in Taiwan or Japan were to disrupt the operations of suppliers to our Taiwanese or Japanese customers, outside foundries or our third party contractors providing assembly and test services, which in turn disrupted the operations of these customers, foundries or third party contractors, resulting in reduced purchases of our products or shortages in our product supply.
|
•
|
authorizing the issuance of preferred stock without stockholder approval;
|
•
|
providing for a classified board of directors with staggered, three-year terms;
|
•
|
requiring advance notice of stockholder nominations for the board of directors;
|
•
|
providing the board of directors the opportunity to expand the number of directors without notice to stockholders;
|
•
|
prohibiting cumulative voting in the election of directors;
|
•
|
limiting the persons who may call special meetings of stockholders; and
|
•
|
prohibiting stockholder actions by written consent.
|
•
|
actual or anticipated changes in our operating results;
|
•
|
changes in expectations of our future financial performance;
|
•
|
changes in market valuations of comparable companies in our markets;
|
•
|
changes in market valuations or expectations of future financial performance of our vendors or customers;
|
•
|
changes in our key executives and technical personnel; and
|
•
|
announcements by us or our competitors of significant technical innovations, design wins, contracts, standards or acquisitions.
|
Period
|
Total Number of
Shares Purchased (1)
|
|
Average Price
Paid per Share
|
|
Total Number of
Shares Purchased as Part
of Publicly Announced Plans
or Programs (1)
|
|
Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the Plans
or Programs (2)
|
||||||
April 1, 2014 to April 30, 2014
|
21,800
|
|
|
$
|
5.59
|
|
|
121,954
|
|
|
$
|
57,210,917
|
|
May 1, 2014 to May 31, 2014
|
418,700
|
|
|
5.36
|
|
|
2,243,721
|
|
|
54,967,196
|
|
||
June 1, 2014 to June 30, 2014
|
—
|
|
|
—
|
|
|
—
|
|
|
54,967,196
|
|
||
Total
|
440,500
|
|
|
$
|
5.37
|
|
|
2,365,675
|
|
|
|
|
(1)
|
In the Quarterly Report of Silicon Image, Inc. on Form 10-Q for the quarter ended March 31, 2012, we announced a board-approved plan authorizing us to repurchase up to $50 million of our common stock in the open market or in privately negotiated transactions. The stock repurchase program may be modified, extended or terminated by the Board at any time.
|
(2)
|
In the Quarterly Report of Silicon Image, Inc. on Form 10-Q for the quarter ended June 30, 2013, we announced that our Board of Directors authorized a new share repurchase plan as a follow-on to 2012 stock repurchase program. At the conclusion of our 2012 stock repurchase program, we will commence a new share repurchase plan whereby we are authorized to repurchase our common stock up to an aggregate purchase of $50 million.
|
Dated: August 7, 2014
|
|
|
Silicon Image, Inc.
|
|
|
|
|
|
|
|
/s/ Raymond Cook
|
|
|
|
Raymond Cook
|
|
|
|
Chief Financial Officer
(Principal Financial Officer)
|
|
|
|
|
Form
|
|
File
No.
|
|
Exhibit
|
|
Filing
Date
|
|
Filed
Herewith
|
31.01
|
|
Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
31.02
|
|
Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
32.01*
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
32.02*
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
|
|
X
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
|
|
|
|
|
|
X
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
|
|
X
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
*
|
This exhibit is being furnished, rather than filed, and shall not be deemed incorporated by reference into any filing of the registrant, in accordance with Item 601 of Regulation S-K.
|
1 Year (MM) Chart |
1 Month (MM) Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions