April 30, 2012 at 16:15 PM EDT
IDT Reports Q4 and Fiscal Year End 2012 Financial Results
Integrated Device Technology, Inc. (IDT® or the Company) (NASDAQ:IDTI), the Analog and Digital Company™ delivering essential mixed-signal semiconductor solutions, today announced results for the fiscal fourth quarter and year ended April 1, 2012.
“We achieved top and bottom line results that exceeded our expectations for our fiscal fourth quarter as a result of strong sales from our communications and computing segments and higher gross margins,” said Dr. Ted Tewksbury, president and CEO of IDT. “Our Q4 results reflect improving trends in our communications and enterprise computing businesses, and underscore increased traction of our new product categories as revenue from new products increased to 13 percent from 10 percent in the prior quarter. In addition, gross margins were 300 basis points better than expected, highlighting improved product mix and lower inventory reserves.”
“Over the past four years we have significantly revitalized our new product pipeline and restructured the company for profitable growth with the sale of our fab and less profitable businesses, consolidation of our backend operations, and acquisitions of key products and technologies to better serve customers in our target markets. Over the same period, we have successfully defended and grown our core businesses while expanding our available market in focused areas like 4G/LTE wireless infrastructure and cloud computing. With the restructuring of the company significantly complete, IDT is poised to realize the return on our investment in core and new product categories. At our Analyst Day in March, we projected $80 million to $100 million in sales from our new product areas in fiscal 2013, representing 50-80 percent growth. We are also augmenting our organic growth plan with the acquisitions we announced today. At the same time, we are working to align our long-term R&D investment and SG&A with our restructured business to ensure we are operating as efficiently as possible while supporting the company's momentum. We believe our operating model can deliver strong returns in the near future and that we are well positioned to drive sustainable growth in shareholder value over the long run.”
IDT Signs Definitive Agreement to Acquire PLX Technology
The Company announced today in a separate press release that it has signed a definitive agreement under which IDT will acquire PLX Technology, Inc. (NASDAQ: PLXT) pursuant to an exchange offer for approximately $7.00 per share in a cash and stock in a transaction of approximately $330 million, subject to certain terms and conditions as described in additional detail in the separate press release and a related Report on Form 8-K filed with the U.S. Securities and Exchange Commission.
IDT recently announced:
The following highlights the Company’s financial performance on both a GAAP and non-GAAP basis. The GAAP results include certain costs, charges, gains and losses, which are excluded from non-GAAP results based on management’s determination that they are not directly reflective of ongoing operations. Non-GAAP results are not in accordance with GAAP and may not be comparable to non-GAAP information provided by other companies. Non-GAAP information should be considered a supplement to, and not a substitute for, financial statements prepared in accordance with GAAP. A complete reconciliation of GAAP to non-GAAP results from continuing operations is attached to this press release.
Webcast and Conference Call Information
Investors can listen to a live or replay webcast of the Company’s quarterly financial conference call at http://www.IDT.com. The live webcast will begin at 1:30 p.m. Pacific time on April 30, 2012. The webcast replay will be available after 5 p.m. Pacific time on April 30, 2012.
Investors can also listen to the live call at 1:30 p.m. Pacific time on April 30, 2012 by calling (800) 230-1059 or (612) 234-9960. The conference call replay will be available after 5 p.m. Pacific time on April 30, 2012 through 11:59 p.m. Pacific time on May 7, 2012 at (800) 475-6701 or (320) 365-3844. The access code is 243805.
Integrated Device Technology, Inc., the Analog and Digital Company™, develops system-level solutions that optimize its customers’ applications. IDT uses its market leadership in timing, serial switching and interfaces, and adds analog and system expertise to provide complete application-optimized, mixed-signal solutions for the communications, computing and consumer segments. Headquartered in San Jose, Calif., IDT has design, manufacturing and sales facilities throughout the world. IDT stock is traded on the NASDAQ Global Select Stock Market® under the symbol “IDTI.” Additional information about IDT is accessible at www.IDT.com. Follow IDT on Facebook, LinkedIn, Twitter, and YouTube.
The exchange offer in connection with the IDT’s proposed acquisition of PLX Technology has not yet commenced. This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer will only be made through a prospectus, which is part of a registration statement on Form S-4, as well as a Tender Offer Statement on Schedule TO, which will contain an offer to purchase, form of letter of transmittal and other documents relating to the exchange offer (collectively, the “Exchange Offer Materials”), each to be filed with the U.S. Securities and Exchange Commission (the “SEC”) by IDT. In addition, PLX Technology will file with the SEC a solicitation/recommendation statement on Schedule 14D-9 with respect to the exchange offer. IDT and PLX Technology expect to mail the Exchange Offer Materials, as well as the Schedule 14D-9, to PLX Technology stockholders. Investors and security holders are urged to carefully read these documents and the other documents relating to the transactions when they become available because these documents will contain important information relating to the exchange offer and related transactions. Investors and security holders may obtain a free copy of these documents after they have been filed with the SEC, and other annual, quarterly and special reports and other information filed with the SEC by IDT or PLX Technology, at the SEC’s website at www.sec.gov. In addition, such materials will be available from IDT or PLX Technology, or by calling Innisfree M&A Incorporated, the information agent for the exchange offer, toll-free at (877) 456-3463 (banks and brokers may call collect at (212) 750-5833).
Neither PLX Technology nor IDT is asking for stockholders to vote or soliciting proxies in connection with the exchange offer transaction at this time. Upon consummation of the offer, PLX Technology and IDT may seek votes or proxies in connection with the proposed back-end merger from holders of PLX Technology shares not tendered in the offer. PLX Technology, IDT and their respective officers and directors therefore may be deemed to be participants in the solicitation of proxies from PLX Technology's stockholders in connection with the proposed merger. A description of certain interests of the directors and executive officers of PLX Technology is set forth in PLX Technology's Form 10-K/A, Amendment No. 1, in Part III thereof, which was filed with the SEC on April 27, 2012. A description of certain interests of the directors and executive officers of IDT is set forth in IDT's proxy statement for its 2011 annual meeting, which was filed with the SEC on August 1, 2011. To the extent holdings of either company's securities by their respective directors and certain officers have subsequently changed, such changes have been reflected on Forms 4 filed with the SEC.
Forward Looking Statements
Investors are cautioned that forward-looking statements in this release, including but not limited to statements regarding demand for Company products, anticipated trends in Company sales, expenses and profits and IDT’s expectations for the proposed acquisition of PLX Technology, involve a number of risks and uncertainties that could cause actual results to differ materially from current expectations. Risks include, but are not limited to, global business and economic conditions, fluctuations in product demand, manufacturing capacity and costs, inventory management, competition, pricing, patent and other intellectual property rights of third parties, timely development and introduction of new products and manufacturing processes, dependence on one or more customers for a significant portion of sales, successful integration of acquired businesses and technology, availability of capital, cash flow, the completion of the proposed acquisition of PLX Technology the timing of the exchange offer and the subsequent merger with PLX Technology, uncertainties as to how many of PLX Technology’s stockholders will tender their shares of common stock in the exchange offer, the risk that competing offers or acquisition proposals will be made, the risk that the exchange offer and the subsequent merger will not close because of a failure to satisfy one or more of the offer closing conditions (including regulatory approvals) and other risk factors detailed in the Company’s SEC filings. The Company urges investors to review in detail the risks and uncertainties in the Company’s SEC filings, including but not limited to the Annual Report on Form 10-K for the fiscal year ended April 3, 2011. All forward-looking statements are made as of the date of this release and the Company disclaims any duty to update such statements.
The Company presents non-GAAP financial measures because the investor community uses non-GAAP results in its analysis and comparison of historical results and projections of the Company's future operating results. These non-GAAP results exclude restructuring-related costs, acquisition and divestiture-related charges, share-based compensation expense, results from discontinued operations and certain other expenses and benefits. Management uses these non-GAAP measures to manage and assess the profitability of the business. These non-GAAP results are also consistent with another way management internally analyzes IDT’s results and may be useful to investor community. The Company has reconciled non-GAAP results to the most directly comparable GAAP financial measures in the financial tables at the end of this press release.
Reference to these non-GAAP results should be considered in addition to results that are prepared under general accepted accounting standards in the United States (GAAP), but should not be considered a substitute for results that are presented in accordance with GAAP. It should also be noted that IDT's non-GAAP information may be different from the non-GAAP information provided by other companies.
IDT and the IDT logo are trademarks or registered trademarks of Integrated Device Technology, Inc. All other brands, product names and marks are or may be trademarks or registered trademarks used to identify products or services of their respective owners.
Mike Knapp, 408-284-6515
IDT Worldwide Marketing
Graham Robertson, 408=284-2644
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