UNITED STATES SECURITIES AND EXCHANGE COMMISSION
|
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Washington, D.C. 20549
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FORM 10-K
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(Mark One)
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[X]
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 2, 2016
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or
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|||
o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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|||
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FOR THE TRANSITION PERIOD FROM __________ TO __________
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Delaware
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93-0835214
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(State of Incorporation)
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(I.R.S. Employer Identification Number)
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111 SW Fifth Ave, Ste 700, Portland, OR
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97204
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(Address of principal executive offices)
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(Zip Code)
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(Title of Class)
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(Name of each exchange on which registered)
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Common Stock, $.01 par value
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NASDAQ Global Select Market
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Large accelerated filer [X]
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company o
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No [X]
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||
Aggregate market value of voting stock held by non-affiliates of the registrant as of July 4, 2015
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567,750,755
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Number of shares of common stock outstanding as of February 26, 2016
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118,994,539
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Page
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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||
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•
|
Higher resolution video content on larger screen sizes with minimal delays.
|
•
|
More intelligence and computing power. Products need to be always-on and always-aware.
|
•
|
Longer battery lives for handheld devices and reduced energy consumption for plugged-in devices.
|
•
|
Fast design cycles. Products must be quickly and easily differentiated.
|
•
|
Smaller form factors. Products need to lay flatter on the wall or sit more easily in people’s pockets.
|
•
|
A full suite of standards-based HDMI and MHL
Video Connectivity ASSPs
which enable the immersive audio-visual experience that consumers demand.
|
•
|
PLDs
which bring multiple benefits to our customers. PLD’s parallel architecture enables faster processing than competing devices, such as processors, allowing for a user experience with shorter pauses and fewer delays. Our FPGAs are among the lowest power in the industry, enabling the application processor and other high power components to remain dormant longer, resulting in longer battery life. Finally, with some of the industry’s smallest packages, we enable thinner end products.
|
•
|
mmWave Devices
such as our SiBEAM Snap and WirelessHD products. SiBEAM Snap is a wireless connection technology that can transfer a high definition movie to a mobile device in seconds while eliminating the connector port. WirelessHD products enable laptops, projectors, accessories, and other Consumer products to wirelessly communicate at very high speeds.
|
•
|
Intellectual Property Licensing
which enables customers who wish to develop a proprietary solution to use our proven technology.
|
•
|
Networks typically require progressively higher bandwidth and increased reliability as more data is demanded by consumer and other connected devices. Bandwidth demands are also driven by the rapid transition to a cloud based infrastructure.
|
•
|
As wireless cells become smaller, there is a growing requirement for smaller form factors with lower costs.
|
•
|
PLDs
optimized for Input-Output (IO) expansion, acceleration and hardware management. Our FPGAs consume very low power, which reduces operating costs. Their small form factor enables higher functional density in less space. Finally, our FPGAs are IO rich, which allows for more connections with system application specific integrated circuits (ASICs) and ASSPs). Our programmable mixed signal devices make power and thermal management easy and reliable.
|
•
|
mmWave transceivers
feature high-integration, low power design, and internal / external antenna options. Our beam-steering technology makes point-to-point links lighter, cheaper, lower power and easier to install, enabling backhaul at “wireless fiber” data rates.
|
•
|
As smart factories develop, sensors are proliferating and machine vision is becoming higher definition, in turn requiring increasing amounts of data to be gathered, connected, and processed.
|
•
|
Cars, trucks, and trains are also becoming smarter and more connected. Drivers and passengers are demanding better in-cabin experiences including entertainment, diagnostics, and enhanced safety.
|
•
|
As data center servers become smaller and power costs become more dominant, there is a growing requirement for smaller form factors with lower installed and operational costs.
|
•
|
Our small-sized, low-power
PLDs
not only provide the IO expansion, connectivity and processing inherent in FPGAs to the full Industrial Market, but they also form the backbone of several integrated solutions, including complete HD camera and DVR solutions on a single FPGA device and Human-Machine Interfaces (HMI) on a chip.
|
•
|
Performance-tested and regulatory-approved
mmWave modules
greatly reduce the complexity of adding high-performance wireless video capabilities to displays, without the wires that clutter a factory floor or medical suite.
|
•
|
Automotive qualified MHL / HDMI
Video Connectivity ASSPs
allow consumers to stream UHD video from their mobile phones to their in-car entertainment system, delivering the ultimate connected car experience.
|
•
|
The ECP families
are our “Connectivity & Acceleration FPGAs.” They offer customers the lowest cost per gate, Digital Signal Processing (DSP) capability, and Serialize-Deserialize (SerDes) connectivity. ECP devices are optimized for the Communications market but also find significant use in the Industrial market.
|
•
|
The MachXO families
are known as “Bridging and Expansion FPGAs.” They are control oriented and offer the lowest cost per IO. MachXO3L was chosen by the trade publication EDN as one of the “100 Hot Products of 2014.” [http://www.edn.com/electronics-products/other/4437466/EDN-Hot-100-products-of-2014--MCUs--Processors---Programmable-Logic] MachXO families are widely used across our three primary target markets: Communications, Industrial, and Consumer.
|
•
|
iCE40 families
are known as the “World’s Smallest FPGAs.” Their small size and ultra-low power, make them the optimal products for customizing Consumer mobile and Industrial handheld products. The most recent member of the iCE40 families, the iCE40 UltraLite, was named “Digital Semiconductor Product of the Year” by the 2015 Elektra European Electronics Industry Awards. [http://www.electronicsweekly.com/news/elektra-awards-2015-the-winners-2015-11/]
|
•
|
Programmable Mixed Signal devices
, such as our Platform Manger 2 and L-ASC10 combine programmable digital logic with analog functionality to help customers manage power, thermal, and control planes in real time.
|
•
|
To enable our customers to get to market faster we support the PLDs with intellectual property cores, reference designs, development kits, and design software.
|
•
|
While ASICs, ASSPs, and microcontrollers have historically dominated high-volume market segments through low cost and reduced power consumption, our PLDs have become small enough with sufficiently low power that we are now considered by customers in cases where they need the architectural benefits of PLDs, namely programmability with its accelerated time-to-market and the speed that comes from parallelism. If a customer’s design is not working as intended, the customer can quickly change it using the programmability of our PLDs through software. In contrast, ASICs and ASSPs require time consuming and expensive redesign and fabrication. Against microcontrollers we differentiate our products with smaller sized packages and higher performance.
|
•
|
Our main PLD competitors are Xilinx and Intel/Altera. Both make PLDs but are generally focused on the high-density end of the market, making devices that are up to a full order of magnitude larger than ours with the associated increases in power and size. We differentiate from them with ultra-low power and very small sized packages.
|
•
|
HDMI or MHL functionality offered in either discrete devices or integrated into system-on-a-chip products. These are offered by a small number of companies.
|
•
|
In-house semiconductor solutions designed by large consumer electronics OEMs.
|
•
|
Alternative HD connectivity technologies such as DisplayPort and MiraCast which are offered by a small number of companies.
|
•
|
Gigabit Connector
devices “eliminate the connectors on your mobile products.” Built with SiBEAM Snap technology these devices under development connect consumer products and are effective across centimeter distances.
|
•
|
Our
Gigabit Indoor
devices and modules “cut the wires in home, office, and factory.” Geared around the Consumer and Industrial Markets these devices reach distances measured in meters.
|
•
|
Gigabit Outdoor
products provide “wireless fiber for network backhaul.” Achieving a range of 100’s of meters these devices provide the Communications market with ultra-high speed links for point-to-point connectivity.
|
1.
|
Standard IP Licensing
- these activities include our participation in two consortia for the licensing of HDMI and MHL technologies to customers who adopt the technology into their products and voluntarily report their usage and royalties. The royalties are split between consortia members, including us.
|
2.
|
IP Core Licensing
- some customers need Lattice’s technology for specific functions or features, but for various reasons are not able to use our silicon solutions. In those cases, we may sell them IP cores which they can integrate into their own ASICs. In contrast to the use of consortia, these licensing activities are generally performed internally.
|
3.
|
Patent Monetization
- we sell certain patents from our portfolio generally for technology that we are no longer actively developing. The revenue from these sales generally consists of upfront payments and potential future royalties.
|
•
|
Product and Technology Sales
involve direct and channel sales of silicon based products with their associated solutions and services.
|
•
|
Intellectual Property Licensing
involves either the license or sale of intellectual property that we have developed, some of which is used in our products.
|
•
|
Purchase orders, consistent with common industry practices, can generally be revised or canceled up to 30 days before the scheduled delivery date without significant penalty.
|
•
|
Our backlog for sell-through distributors is valued at list price, which in most cases is substantially higher than the prices ultimately recognized as revenue.
|
•
|
A sizable portion of our revenue comes from our "turns business," where the product is ordered and delivered within the same quarter.
|
|
|
Year Ended
|
|
% Change in
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||||||||||||||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2015
|
|
2014
|
||||||||||||||||
Asia
|
|
$
|
308,534
|
|
|
76
|
%
|
|
$
|
266,831
|
|
|
73
|
%
|
|
$
|
245,689
|
|
|
74
|
%
|
|
16
|
|
|
9
|
Europe
|
|
55,596
|
|
|
14
|
|
|
59,041
|
|
|
16
|
|
|
47,459
|
|
|
14
|
|
|
(6
|
)
|
|
24
|
|||
Americas
|
|
41,836
|
|
|
10
|
|
|
40,255
|
|
|
11
|
|
|
39,377
|
|
|
12
|
|
|
4
|
|
|
2
|
|||
Total revenue
|
|
$
|
405,966
|
|
|
100
|
%
|
|
$
|
366,127
|
|
|
100
|
%
|
|
$
|
332,525
|
|
|
100
|
%
|
|
11
|
|
|
10
|
•
|
meet the market windows for consumer products;
|
•
|
predict technology and market trends;
|
•
|
develop IP cores to meet emerging market needs;
|
•
|
develop products on a timely basis;
|
•
|
maintain multiple design wins across different markets and customers to dampen the effects of market volatility;
|
•
|
be designed into our customers' products; and
|
•
|
avoid cancellations or delay of products.
|
•
|
our ongoing business may be disrupted and our management's attention may be diverted by investment, acquisition, transition, or integration activities;
|
•
|
an acquisition or strategic investment may not perform as well or further our business strategy as we expected, and we may not integrate an acquired company or technology as successfully as we expected;
|
•
|
we may incur unexpected costs, claims, or liabilities that we assume from an acquired company or technology or that are otherwise related to an acquisition;
|
•
|
we may discover adverse conditions post-acquisition that are not covered by representations and warranties;
|
•
|
we may increase some of our risks, such as increasing customer or end product concentration;
|
•
|
we may have difficulty incorporating acquired technologies or products with our existing product lines;
|
•
|
we may have higher than anticipated costs in continuing support and development of acquired products, and in general and administrative functions that support such products;
|
•
|
we may have difficulty integrating and retaining key personnel;
|
•
|
we may have difficulty integrating business systems, processes, and tools, such as accounting software, inventory management systems, or revenue systems which may have an adverse effect on our business;
|
•
|
our liquidity and/or capital structure may be adversely impacted;
|
•
|
our strategic investments may not perform as expected;
|
•
|
we may experience unexpected changes in how we are required to account for our acquisitions and strategic investments pursuant to U.S. GAAP;
|
•
|
we may have difficulty integrating acquired entities into our global tax structure with potentially negative impacts on our effective tax rate;
|
•
|
if the acquisition or strategic investment does not perform as projected, we might take a charge to earnings due to impaired goodwill;
|
•
|
we may divest certain assets of acquired businesses, leading to charges against earnings; and
|
•
|
we may experience unexpected negative responses from vendors or customers to the acquisition, which may adversely impact our operations.
|
•
|
we may be more vulnerable to economic downturns, less able to withstand competitive pressures, and less flexible in responding to changing business and economic conditions;
|
•
|
our cash flow from operations may be allocated to the payment of outstanding indebtedness, and not to research and development, operations or business growth;
|
•
|
we might not generate sufficient cash flow from operations or other sources to enable us to meet our payment obligations under the facility and to fund other liquidity needs;
|
•
|
our ability to make distributions to our stockholders in a sale or liquidation may be limited until any balance on the facility is repaid in full; and
|
•
|
our ability to incur additional debt, including for working capital, acquisitions, or other needs, is more limited.
|
•
|
timely completion and introduction of new product designs;
|
•
|
ability to generate new design opportunities and design wins, including those which result in sales of significant volume;
|
•
|
availability of specialized field application engineering resources supporting demand creation and customer adoption of new products;
|
•
|
ability to utilize advanced manufacturing process technologies;
|
•
|
achieving acceptable yields and obtaining adequate production capacity from our wafer foundries and assembly and test subcontractors;
|
•
|
ability to obtain advanced packaging;
|
•
|
availability of supporting software design tools;
|
•
|
utilization of predefined IP logic;
|
•
|
market acceptance of our MHL-enabled and wireless mobile products, and our 60 GHz wireless products;
|
•
|
customer acceptance of advanced features in our new products; and
|
•
|
market acceptance of our customers' products.
|
•
|
changes in local economic conditions;
|
•
|
currency exchange rate volatility;
|
•
|
governmental stimulus packages, controls, and trade restrictions;
|
•
|
governmental policies that promote development and consumption of domestic products;
|
•
|
export license requirements, foreign trade compliance matters, and restrictions on the use of technology;
|
•
|
political instability, war, terrorism, or pandemic disease;
|
•
|
changes in tax rates, tariffs, or freight rates;
|
•
|
reduced protection for intellectual property rights;
|
•
|
longer receivable collection periods;
|
•
|
natural or man-made disasters in the countries where we sell our products;
|
•
|
interruptions in transportation;
|
•
|
interruptions in the global communication infrastructure; and
|
•
|
labor regulations.
|
|
Low
|
|
High
|
||||
2015:
|
|
|
|
||||
First Quarter
|
$
|
5.87
|
|
|
$
|
7.66
|
|
Second Quarter
|
5.76
|
|
|
6.98
|
|
||
Third Quarter
|
3.25
|
|
|
6.10
|
|
||
Fourth Quarter
|
3.68
|
|
|
7.07
|
|
||
2014:
|
|
|
|
||||
First Quarter
|
$
|
5.30
|
|
|
$
|
8.00
|
|
Second Quarter
|
7.37
|
|
|
9.19
|
|
||
Third Quarter
|
6.03
|
|
|
8.50
|
|
||
Fourth Quarter
|
5.94
|
|
|
7.66
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
At
|
||||||||||||||||
(In thousands)
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
December 29,
2012 |
|
December 31,
2011 |
||||||||||
BALANCE SHEET:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and short-term marketable securities
|
$
|
102,574
|
|
|
$
|
254,844
|
|
|
$
|
215,815
|
|
|
$
|
183,401
|
|
|
$
|
210,134
|
|
Total assets
|
$
|
785,920
|
|
|
$
|
510,530
|
|
|
$
|
447,876
|
|
|
$
|
414,619
|
|
|
$
|
453,784
|
|
Long term liabilities
|
$
|
369,223
|
|
|
$
|
8,809
|
|
|
$
|
3,588
|
|
|
$
|
3,976
|
|
|
$
|
8,247
|
|
Total liabilities
|
$
|
480,400
|
|
|
$
|
69,555
|
|
|
$
|
62,196
|
|
|
$
|
57,069
|
|
|
$
|
60,223
|
|
Total stockholders' equity
|
$
|
305,520
|
|
|
$
|
440,975
|
|
|
$
|
385,680
|
|
|
$
|
357,550
|
|
|
$
|
393,561
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2015
|
|
2014
|
||||||
Revenue
|
$
|
405,966
|
|
|
$
|
366,127
|
|
|
$
|
332,525
|
|
|
11
|
|
10
|
Communications
|
Consumer
|
Industrial
|
Licensing
|
Computing
|
Smartphones
|
Security & Surveillance
|
IP Royalties
|
Wireless
|
Cameras
|
Machine Vision
|
Adopter Fees
|
Wireline
|
Displays
|
Industrial Automation
|
IP Licenses
|
Data Backhaul
|
Tablets
|
Human Machine Interface
|
Patent Sales
|
|
Wearables
|
Automotive
|
|
|
Televisions
|
Drones
|
|
|
Home Theater
|
Servers
|
|
|
|
Data Storage
|
|
|
|
Year Ended
|
|
% Change in
|
|||||||||||||||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2015
|
|
2014
|
|||||||||||||||||
Communications
|
|
$
|
113,938
|
|
|
28
|
%
|
|
$
|
153,167
|
|
|
42
|
%
|
|
$
|
126,566
|
|
|
38
|
%
|
|
(26
|
)
|
|
21
|
|
Consumer
|
|
126,028
|
|
|
31
|
|
|
91,813
|
|
|
25
|
|
|
99,569
|
|
|
30
|
|
|
37
|
|
|
(8
|
)
|
|||
Industrial
|
|
129,234
|
|
|
32
|
|
|
121,147
|
|
|
33
|
|
|
106,390
|
|
|
32
|
|
|
7
|
|
|
14
|
|
|||
Licensing
|
|
36,766
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total revenue
|
|
$
|
405,966
|
|
|
100
|
%
|
|
$
|
366,127
|
|
|
100
|
%
|
|
$
|
332,525
|
|
|
100
|
%
|
|
11
|
|
|
10
|
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2015
|
|
2014
|
||||||||||||||||
Asia
|
|
$
|
308,534
|
|
|
76
|
%
|
|
$
|
266,831
|
|
|
73
|
%
|
|
$
|
245,689
|
|
|
74
|
%
|
|
16
|
|
|
9
|
Europe
|
|
55,596
|
|
|
14
|
|
|
59,041
|
|
|
16
|
|
|
47,459
|
|
|
14
|
|
|
(6
|
)
|
|
24
|
|||
Americas
|
|
41,836
|
|
|
10
|
|
|
40,255
|
|
|
11
|
|
|
39,377
|
|
|
12
|
|
|
4
|
|
|
2
|
|||
Total revenue
|
|
$
|
405,966
|
|
|
100
|
%
|
|
$
|
366,127
|
|
|
100
|
%
|
|
$
|
332,525
|
|
|
100
|
%
|
|
11
|
|
|
10
|
|
% of Total Revenue
|
|||||||
|
2015
|
|
2014
|
|
2013
|
|||
Arrow Electronics Inc. (including Nu Horizons Electronics)
|
20
|
%
|
|
24
|
%
|
|
23
|
%
|
Weikeng Group
|
12
|
|
|
10
|
|
|
12
|
|
All others
|
13
|
|
|
11
|
|
|
10
|
|
All sell-through distributors
|
45
|
%
|
|
45
|
%
|
|
45
|
%
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
Gross margin
|
|
$
|
219,909
|
|
|
$
|
206,187
|
|
|
$
|
178,244
|
|
Percentage of revenue
|
|
54.2
|
%
|
|
56.3
|
%
|
|
53.6
|
%
|
|||
Product gross margin %
|
|
49.9
|
%
|
|
56.3
|
%
|
|
53.6
|
%
|
|||
Licensing and services gross margin %
|
|
96.9
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
||||||||
Research and development
|
|
$
|
136,868
|
|
|
$
|
88,079
|
|
|
$
|
80,966
|
|
|
55.4
|
%
|
|
8.8
|
%
|
Percentage of revenue
|
|
33.7
|
%
|
|
24.1
|
%
|
|
24.3
|
%
|
|
|
|
|
|||||
Mask costs included in Research and development
|
|
$5,770
|
|
$2,877
|
|
$2,381
|
|
100.6
|
%
|
|
20.8
|
%
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
||||||||
Selling, general, and administrative
|
|
$
|
97,349
|
|
|
$
|
73,527
|
|
|
$
|
67,144
|
|
|
32.4
|
%
|
|
9.5
|
%
|
Percentage of revenue
|
|
24.0
|
%
|
|
20.1
|
%
|
|
20.2
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
||||||
Acquisition related charges
|
|
$
|
22,450
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
100+%
|
|
—
|
Percentage of revenue
|
|
5.5
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
|||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
|||||||
Restructuring charges
|
|
$
|
19,239
|
|
|
$
|
17
|
|
|
$
|
388
|
|
|
100+%
|
|
(96
|
)%
|
Percentage of revenue
|
|
4.7
|
%
|
|
—
|
%
|
|
0.1
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
|||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
|||||||
Amortization of acquired intangible assets
|
|
$
|
29,580
|
|
|
$
|
2,948
|
|
|
$
|
2,960
|
|
|
100+%
|
|
(0.4
|
)%
|
Percentage of revenue
|
|
7.3
|
%
|
|
0.8
|
%
|
|
0.9
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
||||||
Impairment of goodwill and intangible assets
|
|
$
|
21,655
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
100+%
|
|
—
|
Percentage of revenue
|
|
5.3
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
2015
|
|
2014
|
||||
Interest expense
|
|
(18,389
|
)
|
|
(172
|
)
|
|
(152
|
)
|
|
100+%
|
|
13.2
|
%
|
Percentage of revenue
|
|
(4.5
|
)%
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
|||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2015
|
|
2014
|
|||
Other (expense) income, net
|
|
(832
|
)
|
|
1,497
|
|
|
(148
|
)
|
|
(100+)%
|
|
(100+)%
|
Percentage of revenue
|
|
(0.2
|
)%
|
|
0.4
|
%
|
|
—
|
%
|
|
|
|
|
|
|
Year Ended
|
|
% Change in
|
||||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
|
2014
|
|
2013
|
||||||
(Benefit) provision for income taxes
|
|
$
|
32,540
|
|
|
$
|
(5,639
|
)
|
|
$
|
4,165
|
|
|
100+%
|
|
(100+)%
|
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
$ Change
|
||||||
Cash and cash equivalents
|
$
|
84,606
|
|
|
$
|
115,611
|
|
|
$
|
(31,005
|
)
|
Short-term marketable securities
|
17,968
|
|
|
139,233
|
|
|
(121,265
|
)
|
|||
Total Cash and cash equivalents and Short-term marketable securities
|
$
|
102,574
|
|
|
$
|
254,844
|
|
|
$
|
(152,270
|
)
|
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
$Change
|
|
%Change
|
|||||||
Accounts receivable, net
|
$
|
88,471
|
|
|
$
|
62,372
|
|
|
$
|
26,099
|
|
|
41.8
|
%
|
Days sales outstanding - Overall
|
80
|
|
|
67
|
|
|
13
|
|
|
|
||||
Days sales outstanding - Product
|
70
|
|
|
67
|
|
|
3
|
|
|
|
||||
Days sales outstanding - Licensing and services
|
149
|
|
|
n/a
|
|
|
n/a
|
|
|
|
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
$Change
|
|
%Change
|
|||||||
Inventories
|
$
|
75,896
|
|
|
$
|
64,925
|
|
|
$
|
10,971
|
|
|
16.9
|
%
|
Months of inventory on hand
|
4.8
|
|
|
5.2
|
|
|
(0.4
|
)
|
|
|
(In thousands)
|
|
|
|
||||
Fiscal year
|
|
Operating leases (1)
|
Long-term Debt (2)
|
||||
2016
|
|
$
|
8,964
|
|
$
|
28,527
|
|
2017
|
|
9,025
|
|
71,889
|
|
||
2018
|
|
6,859
|
|
94,448
|
|
||
2019
|
|
4,587
|
|
113,697
|
|
||
2020
|
|
4,533
|
|
71,167
|
|
||
Thereafter
|
|
23,541
|
|
21,669
|
|
||
|
|
$
|
57,509
|
|
$
|
401,397
|
|
(In thousands, except per share data)
|
Year Ended
|
||||||||||
(unaudited)
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
Non-GAAP Revenue
|
$
|
411,153
|
|
|
$
|
366,127
|
|
|
$
|
332,525
|
|
Non-GAAP Cost of products sold
|
180,059
|
|
|
159,125
|
|
|
153,654
|
|
|||
Non-GAAP Gross margin
|
231,094
|
|
|
207,002
|
|
|
178,871
|
|
|||
Non-GAAP Operating expenses
|
218,283
|
|
|
149,619
|
|
|
139,215
|
|
|||
Non-GAAP Income from operations
|
12,811
|
|
|
57,383
|
|
|
39,656
|
|
|||
Non-GAAP (Loss) income before income taxes and equity in net loss of an unconsolidated affiliate
|
(6,410
|
)
|
|
58,708
|
|
|
39,356
|
|
|||
Non-GAAP Income tax expense
|
8,339
|
|
|
1,599
|
|
|
1,370
|
|
|||
Non-GAAP Net (loss) income attributable to stockholders
|
$
|
(14,989
|
)
|
|
$
|
57,109
|
|
|
$
|
37,986
|
|
Non-GAAP Net (loss) income per share - Basic
|
$
|
(0.13
|
)
|
|
$
|
0.49
|
|
|
$
|
0.33
|
|
Non-GAAP Net (loss) income per share - Diluted
|
$
|
(0.13
|
)
|
|
$
|
0.47
|
|
|
$
|
0.32
|
|
(In thousands, except per share amounts)
|
Year Ended
|
||||||||||
(unaudited)
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
GAAP Revenue
|
$
|
405,966
|
|
|
$
|
366,127
|
|
|
$
|
332,525
|
|
Acquisition related deferred revenue effect (1)
|
5,187
|
|
|
—
|
|
|
—
|
|
|||
Non-GAAP Revenue
|
$
|
411,153
|
|
|
$
|
366,127
|
|
|
$
|
332,525
|
|
|
|
|
|
|
|
||||||
GAAP Cost of products sold
|
$
|
186,057
|
|
|
$
|
159,940
|
|
|
$
|
154,281
|
|
Acquisition related deferred cost of sales effect (2)
|
1,496
|
|
|
—
|
|
|
—
|
|
|||
Acquisition related inventory fair value effect (3)
|
(6,078
|
)
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation expense - gross margin
|
(1,416
|
)
|
|
(815
|
)
|
|
(627
|
)
|
|||
Non-GAAP Cost of products sold
|
$
|
180,059
|
|
|
$
|
159,125
|
|
|
$
|
153,654
|
|
|
|
|
|
|
|
||||||
GAAP Gross margin
|
$
|
219,909
|
|
|
$
|
206,187
|
|
|
$
|
178,244
|
|
Acquisition related net deferred revenue effect (1) (2)
|
3,691
|
|
|
—
|
|
|
—
|
|
|||
Acquisition related inventory fair value effect (3)
|
6,078
|
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation expense - gross margin
|
1,416
|
|
|
815
|
|
|
627
|
|
|||
Non-GAAP Gross margin
|
$
|
231,094
|
|
|
$
|
207,002
|
|
|
$
|
178,871
|
|
Non-GAAP Gross margin %
|
56.2
|
%
|
|
56.5
|
%
|
|
53.8
|
%
|
|||
|
|
|
|
|
|
||||||
GAAP Operating expenses
|
$
|
327,141
|
|
|
$
|
164,571
|
|
|
$
|
151,458
|
|
Restructuring charges
|
(19,239
|
)
|
|
(17
|
)
|
|
(388
|
)
|
|||
Acquisition related charges (4)
|
(22,450
|
)
|
|
—
|
|
|
—
|
|
|||
Amortization of acquired intangible assets
|
(29,580
|
)
|
|
(2,948
|
)
|
|
(2,960
|
)
|
|||
Impairment of goodwill and intangible assets
|
(21,655
|
)
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation expense - operations
|
(15,934
|
)
|
|
(11,987
|
)
|
|
(8,895
|
)
|
|||
Non-GAAP Operating expenses
|
$
|
218,283
|
|
|
$
|
149,619
|
|
|
$
|
139,215
|
|
|
|
|
|
|
|
||||||
GAAP (Loss) income from operations
|
$
|
(107,232
|
)
|
|
$
|
41,616
|
|
|
$
|
26,786
|
|
Acquisition related net deferred revenue effect (1) (2)
|
3,691
|
|
|
—
|
|
|
—
|
|
|||
Acquisition related inventory fair value effect (3)
|
6,078
|
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation expense - gross margin
|
1,416
|
|
|
815
|
|
|
627
|
|
|||
Restructuring charges
|
19,239
|
|
|
17
|
|
|
388
|
|
|||
Acquisition related charges (4)
|
22,450
|
|
|
—
|
|
|
—
|
|
|||
Amortization of acquired intangible assets
|
29,580
|
|
|
2,948
|
|
|
2,960
|
|
|||
Impairment of goodwill and intangible assets
|
21,655
|
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation expense - operations
|
15,934
|
|
|
11,987
|
|
|
8,895
|
|
|||
Non-GAAP Income from operations
|
$
|
12,811
|
|
|
$
|
57,383
|
|
|
$
|
39,656
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
|
|
|
|
|
|
||||||
(1) Fair value adjustment to deferred revenue from purchase accounting
|
|
|
|||||||||
(2) Fair value adjustment to deferred cost of sales from purchase accounting
|
|
|
|||||||||
(3) Fair value adjustment for inventory step-up from purchase accounting
|
|
|
|||||||||
(4) Includes stock-based compensation and severance costs related to change in control
|
|
|
|||||||||
|
|
|
|
Page
|
Consolidated Financial Statements:
|
|
(In thousands, except share and par value data)
|
January 2, 2016
|
|
January 3, 2015
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
84,606
|
|
|
$
|
115,611
|
|
Short-term marketable securities
|
17,968
|
|
|
139,233
|
|
||
Accounts receivable, net of allowance for doubtful accounts
|
88,471
|
|
|
62,372
|
|
||
Inventories
|
75,896
|
|
|
64,925
|
|
||
Prepaid expenses and other current assets
|
18,922
|
|
|
16,281
|
|
||
Total current assets
|
285,863
|
|
|
398,422
|
|
||
Property and equipment, less accumulated depreciation of $118,943 at January 2, 2016 and $154,078 at January 3, 2015
|
51,852
|
|
|
27,796
|
|
||
Intangible assets, net of amortization
|
162,583
|
|
|
9,537
|
|
||
Goodwill
|
267,549
|
|
|
44,808
|
|
||
Deferred income taxes
|
578
|
|
|
20,105
|
|
||
Other long-term assets
|
17,495
|
|
|
9,862
|
|
||
Total assets
|
$
|
785,920
|
|
|
$
|
510,530
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses (includes restructuring)
|
$
|
74,298
|
|
|
$
|
32,171
|
|
Accrued payroll obligations
|
9,463
|
|
|
13,629
|
|
||
Current portion of long-term debt
|
7,557
|
|
|
—
|
|
||
Deferred income and allowances on sales to sell-through distributors
|
17,866
|
|
|
14,946
|
|
||
Deferred licensing and services revenue
|
1,993
|
|
|
—
|
|
||
Total current liabilities
|
111,177
|
|
|
60,746
|
|
||
Long-term debt
|
330,870
|
|
|
—
|
|
||
Other long-term liabilities
|
38,353
|
|
|
8,809
|
|
||
Total liabilities
|
480,400
|
|
|
69,555
|
|
||
Commitments and contingencies (Notes 13 and 20)
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $.01 par value, 300,000,000 shares authorized; 118,651,000 shares issued and outstanding as of January 2, 2016 and 117,288,000 shares issued and outstanding as of January 3, 2015
|
1,187
|
|
|
1,173
|
|
||
Additional paid-in capital
|
660,089
|
|
|
635,299
|
|
||
Accumulated deficit
|
(352,846
|
)
|
|
(193,613
|
)
|
||
Accumulated other comprehensive loss
|
(2,910
|
)
|
|
(1,884
|
)
|
||
Total stockholders' equity
|
305,520
|
|
|
440,975
|
|
||
Total liabilities and stockholders' equity
|
$
|
785,920
|
|
|
$
|
510,530
|
|
|
|
Year Ended
|
||||||||||
(In thousands, except per share data)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Revenue
|
|
|
|
|
|
|
||||||
Product
|
|
$
|
369,200
|
|
|
$
|
366,127
|
|
|
$
|
332,525
|
|
Licensing and services
|
|
36,766
|
|
|
—
|
|
|
—
|
|
|||
Total revenue
|
|
405,966
|
|
|
366,127
|
|
|
332,525
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
||||||
Cost of product revenue
|
|
184,914
|
|
|
159,940
|
|
|
154,281
|
|
|||
Cost of licensing and services revenue
|
|
1,143
|
|
|
—
|
|
|
—
|
|
|||
Research and development
|
|
136,868
|
|
|
88,079
|
|
|
80,966
|
|
|||
Selling, general, and administrative
|
|
97,349
|
|
|
73,527
|
|
|
67,144
|
|
|||
Acquisition related charges
|
|
22,450
|
|
|
—
|
|
|
—
|
|
|||
Restructuring charges
|
|
19,239
|
|
|
17
|
|
|
388
|
|
|||
Amortization of acquired intangible assets
|
|
29,580
|
|
|
2,948
|
|
|
2,960
|
|
|||
Impairment of goodwill and intangible assets
|
|
21,655
|
|
|
—
|
|
|
—
|
|
|||
|
|
513,198
|
|
|
324,511
|
|
|
305,739
|
|
|||
(Loss) income from operations
|
|
(107,232
|
)
|
|
41,616
|
|
|
26,786
|
|
|||
Interest expense
|
|
(18,389
|
)
|
|
(172
|
)
|
|
(152
|
)
|
|||
Other (expense) income, net
|
|
(832
|
)
|
|
1,497
|
|
|
(148
|
)
|
|||
(Loss) income before income taxes and equity in net loss of an unconsolidated affiliate
|
|
(126,453
|
)
|
|
42,941
|
|
|
26,486
|
|
|||
Income tax expense (benefit)
|
|
32,540
|
|
|
(5,639
|
)
|
|
4,165
|
|
|||
Equity in net loss of an unconsolidated affiliate, net of tax
|
|
(492
|
)
|
|
—
|
|
|
—
|
|
|||
Net (loss) income
|
|
(159,485
|
)
|
|
48,580
|
|
|
22,321
|
|
|||
Net loss attributable to noncontrolling interest
|
|
252
|
|
|
—
|
|
|
—
|
|
|||
Net (loss) income attributable to stockholders
|
|
$
|
(159,233
|
)
|
|
$
|
48,580
|
|
|
$
|
22,321
|
|
|
|
|
|
|
|
|
||||||
Net (loss) income per share
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
(1.36
|
)
|
|
$
|
0.41
|
|
|
$
|
0.19
|
|
Diluted
|
|
$
|
(1.36
|
)
|
|
$
|
0.40
|
|
|
$
|
0.19
|
|
|
|
|
|
|
|
|
||||||
Shares used in per share calculations:
|
|
|
|
|
|
|
||||||
Basic
|
|
117,387
|
|
|
117,708
|
|
|
115,701
|
|
|||
Diluted
|
|
117,387
|
|
|
120,245
|
|
|
117,081
|
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Net (loss) income
|
|
$
|
(159,485
|
)
|
|
$
|
48,580
|
|
|
$
|
22,321
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
||||||
Unrealized (loss) gain related to marketable securities, net
|
|
(69
|
)
|
|
(373
|
)
|
|
284
|
|
|||
Less: Reclassification adjustment for losses included in other (expense) income, net
|
|
442
|
|
|
170
|
|
|
337
|
|
|||
Realized gain on sale of auction rate securities, previously unrealized, net of tax
|
|
—
|
|
|
(1,147
|
)
|
|
—
|
|
|||
Translation adjustment loss, net of tax
|
|
(1,243
|
)
|
|
(330
|
)
|
|
(505
|
)
|
|||
Defined benefit pension, net of actuarial losses
|
|
(156
|
)
|
|
(59
|
)
|
|
—
|
|
|||
Comprehensive (loss) income
|
|
(160,511
|
)
|
|
46,841
|
|
|
22,437
|
|
|||
Less: Comprehensive loss attributable to noncontrolling interest
|
|
252
|
|
|
—
|
|
|
—
|
|
|||
Comprehensive (loss) income attributable to stockholders
|
|
$
|
(160,259
|
)
|
|
$
|
46,841
|
|
|
$
|
22,437
|
|
|
Common Stock
($.01 par value) |
|
Paid-in
capital |
|
Treasury
stock |
|
Accumulated
deficit |
|
Accumulated other comprehensive loss
|
|
|
|||||||||||||||
(In thousands, except par value data)
|
Shares
|
|
Amount
|
|
|
|
|
|
Total
|
|||||||||||||||||
Balances, December 29, 2012
|
115,500
|
|
|
$
|
1,155
|
|
|
$
|
621,170
|
|
|
$
|
—
|
|
|
$
|
(264,514
|
)
|
|
$
|
(261
|
)
|
|
$
|
357,550
|
|
Net income attributable to stockholders for 2013
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,321
|
|
|
—
|
|
|
22,321
|
|
||||||
Unrealized gain related to marketable securities, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284
|
|
|
284
|
|
||||||
Recognized loss on redemption of marketable securities, previously unrealized
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
337
|
|
|
337
|
|
||||||
Translation adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(505
|
)
|
|
(505
|
)
|
||||||
Common stock issued in connection with the exercise of stock options, ESPP and vested RSUs, net of tax
|
1,580
|
|
|
16
|
|
|
2,316
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,332
|
|
||||||
Stock repurchase
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,161
|
)
|
|
—
|
|
|
—
|
|
|
(6,161
|
)
|
||||||
Retirement of treasury stock
|
(1,409
|
)
|
|
(14
|
)
|
|
(6,147
|
)
|
|
6,161
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation expense related to options, ESPP and RSUs
|
—
|
|
|
—
|
|
|
9,522
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,522
|
|
||||||
Balances, December 28, 2013
|
115,671
|
|
|
$
|
1,157
|
|
|
$
|
626,861
|
|
|
$
|
—
|
|
|
$
|
(242,193
|
)
|
|
$
|
(145
|
)
|
|
$
|
385,680
|
|
Net income attributable to stockholders for 2014
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,580
|
|
|
|
|
48,580
|
|
|||||||
Unrealized loss related to marketable securities, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(373
|
)
|
|
(373
|
)
|
||||||
Realized gain on sale of auction rate securities, previously unrealized, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,147
|
)
|
|
(1,147
|
)
|
||||||
Recognized loss on redemption of marketable securities, previously unrealized
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
170
|
|
|
170
|
|
||||||
Translation adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(330
|
)
|
|
(330
|
)
|
||||||
Common stock issued in connection with the exercise of stock options, ESPP and vested RSUs, net of tax
|
3,560
|
|
|
35
|
|
|
8,706
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,741
|
|
||||||
Stock repurchase
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,089
|
)
|
|
—
|
|
|
—
|
|
|
(13,089
|
)
|
||||||
Retirement of treasury stock
|
(1,943
|
)
|
|
(19
|
)
|
|
(13,070
|
)
|
|
13,089
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation expense related to options, ESPP and RSUs
|
—
|
|
|
—
|
|
|
12,802
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,802
|
|
||||||
Defined benefit pension, net of actuarial losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(59
|
)
|
|
(59
|
)
|
||||||
Balance, January 3, 2015
|
117,288
|
|
|
$
|
1,173
|
|
|
$
|
635,299
|
|
|
$
|
—
|
|
|
$
|
(193,613
|
)
|
|
$
|
(1,884
|
)
|
|
$
|
440,975
|
|
Net loss attributable to stockholders for 2015
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(159,233
|
)
|
|
—
|
|
|
(159,233
|
)
|
||||||
Unrealized loss related to marketable securities, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(69
|
)
|
|
(69
|
)
|
||||||
Recognized loss on redemption of marketable securities, previously unrealized
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
442
|
|
|
442
|
|
||||||
Translation adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,243
|
)
|
|
(1,243
|
)
|
||||||
Common stock issued in connection with the exercise of stock options, ESPP and vested RSUs, net of tax
|
2,415
|
|
|
25
|
|
|
2,161
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,186
|
|
||||||
Stock repurchase
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,970
|
)
|
|
—
|
|
|
—
|
|
|
(6,970
|
)
|
||||||
Retirement of treasury stock
|
(1,052
|
)
|
|
(11
|
)
|
|
(6,959
|
)
|
|
6,970
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation expense related to options, ESPP and RSUs
|
—
|
|
|
—
|
|
|
18,396
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,396
|
|
||||||
Fair value of partially vested stock options and RSUs assumed in acquisition
|
—
|
|
|
—
|
|
|
5,139
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,139
|
|
||||||
Defined benefit pension, net of actuarial losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(156
|
)
|
|
(156
|
)
|
||||||
Redemption of noncontrolling interest
|
—
|
|
|
—
|
|
|
6,053
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,053
|
|
||||||
Balance, January 2, 2016
|
118,651
|
|
|
$
|
1,187
|
|
|
$
|
660,089
|
|
|
$
|
—
|
|
|
$
|
(352,846
|
)
|
|
$
|
(2,910
|
)
|
|
$
|
305,520
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net (loss) income
|
$
|
(159,485
|
)
|
|
$
|
48,580
|
|
|
$
|
22,321
|
|
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
60,808
|
|
|
22,248
|
|
|
20,807
|
|
|||
Impairment of goodwill and intangible assets
|
21,655
|
|
|
—
|
|
|
—
|
|
|||
Amortization of debt issuance costs and discount
|
2,835
|
|
|
—
|
|
|
—
|
|
|||
Change in deferred income tax provision
|
21,367
|
|
|
(7,222
|
)
|
|
2,358
|
|
|||
Loss (gain) on sale or maturity of marketable securities
|
333
|
|
|
(1,698
|
)
|
|
—
|
|
|||
Stock-based compensation expense
|
18,396
|
|
|
12,802
|
|
|
9,522
|
|
|||
Equity in net loss of an unconsolidated affiliate
|
492
|
|
|
—
|
|
|
—
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable, net
|
4,578
|
|
|
(12,287
|
)
|
|
(3,138
|
)
|
|||
Inventories
|
9,868
|
|
|
(18,703
|
)
|
|
(2,028
|
)
|
|||
Prepaid expenses and other assets
|
(6,710
|
)
|
|
(3,200
|
)
|
|
(1,339
|
)
|
|||
Accounts payable and accrued expenses (includes restructuring)
|
6,553
|
|
|
(7,819
|
)
|
|
3,549
|
|
|||
Accrued payroll obligations
|
(10,202
|
)
|
|
(30
|
)
|
|
7,510
|
|
|||
Income taxes payable
|
1,749
|
|
|
—
|
|
|
—
|
|
|||
Deferred income and allowances on sales to sell-through distributors
|
2,920
|
|
|
7,451
|
|
|
(3,058
|
)
|
|||
Deferred licensing and services revenue
|
1,958
|
|
|
—
|
|
|
—
|
|
|||
Net cash (used in) provided by operating activities
|
(22,885
|
)
|
|
40,122
|
|
|
56,504
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Proceeds from sales or maturities of marketable securities
|
142,956
|
|
|
101,861
|
|
|
67,318
|
|
|||
Purchase of marketable securities, net
|
(15,982
|
)
|
|
(139,792
|
)
|
|
(103,861
|
)
|
|||
Proceeds from sale of auction rate securities
|
—
|
|
|
5,488
|
|
|
—
|
|
|||
Cash paid for business acquisition, net of cash acquired
|
(431,068
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from sale of land and building
|
—
|
|
|
14,625
|
|
|
—
|
|
|||
Capital expenditures, net
|
(18,209
|
)
|
|
(10,267
|
)
|
|
(12,500
|
)
|
|||
Cash paid for a non-marketable equity-method investment
|
(5,000
|
)
|
|
—
|
|
|
—
|
|
|||
Cash paid for software licenses
|
(9,515
|
)
|
|
(6,059
|
)
|
|
(7,353
|
)
|
|||
Net cash used in investing activities
|
(336,818
|
)
|
|
(34,144
|
)
|
|
(56,396
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Net share settlement upon issuance of restricted stock units
|
(3,493
|
)
|
|
(3,427
|
)
|
|
(744
|
)
|
|||
Purchase of treasury stock
|
(6,970
|
)
|
|
(13,089
|
)
|
|
(6,161
|
)
|
|||
Net proceeds from issuance of common stock
|
5,679
|
|
|
12,168
|
|
|
3,076
|
|
|||
Net proceeds from issuance of long-term debt
|
346,500
|
|
|
—
|
|
|
—
|
|
|||
Cash paid for debt issuance costs
|
(8,283
|
)
|
|
—
|
|
|
—
|
|
|||
Repayment of debt
|
(2,625
|
)
|
|
—
|
|
|
—
|
|
|||
Cash paid to redeem noncontrolling interest
|
(867
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash provided by (used in) financing activities
|
329,941
|
|
|
(4,348
|
)
|
|
(3,829
|
)
|
|||
Effect of exchange rate change on cash
|
(1,243
|
)
|
|
(329
|
)
|
|
(505
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
(31,005
|
)
|
|
1,301
|
|
|
(4,226
|
)
|
|||
Beginning cash and cash equivalents
|
115,611
|
|
|
114,310
|
|
|
118,536
|
|
|||
Ending cash and cash equivalents
|
$
|
84,606
|
|
|
$
|
115,611
|
|
|
$
|
114,310
|
|
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Change in unrealized (loss) gain related to marketable securities, net of tax, included in Accumulated other comprehensive loss
|
$
|
(69
|
)
|
|
$
|
(373
|
)
|
|
$
|
284
|
|
Income taxes paid, net of refunds
|
$
|
8,339
|
|
|
$
|
1,599
|
|
|
$
|
1,370
|
|
Interest paid
|
$
|
11,071
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accrued purchases of plant and equipment
|
$
|
799
|
|
|
$
|
(34
|
)
|
|
$
|
122
|
|
Transfer of residual temporary equity to additional paid-in capital on redemption of noncontrolling interest
|
$
|
6,773
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
||||
Inventory valued at published list price and held by sell-through distributors with right of return
|
|
$
|
47,086
|
|
|
$
|
50,854
|
|
Allowance for distributor advances
|
|
(22,290
|
)
|
|
(29,490
|
)
|
||
Deferred cost of sales related to inventory held by sell-through distributors
|
|
(6,930
|
)
|
|
(6,418
|
)
|
||
Total Deferred income and allowances on sales to sell-through distributors
|
|
$
|
17,866
|
|
|
$
|
14,946
|
|
|
Year Ended
|
||||||||||
(in thousands, except per share data)
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Net (loss) income attributable to stockholders
|
$
|
(159,233
|
)
|
|
$
|
48,580
|
|
|
$
|
22,321
|
|
Shares used in basic Net (loss) income per share
|
117,387
|
|
|
117,708
|
|
|
115,701
|
|
|||
Dilutive effect of stock options, RSUs and ESPP shares
|
—
|
|
|
2,537
|
|
|
1,380
|
|
|||
Shares used in diluted Net (loss) income per share
|
117,387
|
|
|
120,245
|
|
|
117,081
|
|
|||
Basic Net (loss) income per share
|
$
|
(1.36
|
)
|
|
$
|
0.41
|
|
|
$
|
0.19
|
|
Diluted Net (loss) income per share
|
$
|
(1.36
|
)
|
|
$
|
0.40
|
|
|
$
|
0.19
|
|
(In thousands)
|
January 2,
2016 |
|
January 3,
2015 |
||||
Short-term marketable securities:
|
|
|
|
||||
Maturing within one year
|
$
|
12,144
|
|
|
$
|
60,965
|
|
Maturing between one and two years
|
5,824
|
|
78,268
|
|
|||
Total marketable securities
|
$
|
17,968
|
|
|
$
|
139,233
|
|
(In thousands)
|
January 2,
2016 |
|
January 3,
2015 |
||||
Short-term marketable securities:
|
|
|
|
||||
Corporate and government bonds and notes
|
$
|
17,888
|
|
|
$
|
139,233
|
|
Certificates of deposit
|
80
|
|
|
—
|
|
||
Total marketable securities
|
$
|
17,968
|
|
|
$
|
139,233
|
|
|
Fair value measurements as of
January 2, 2016
|
|
Fair value measurements as of
January 3, 2015 |
||||||||||||||||||||||||||||
(In thousands)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Short-term marketable securities
|
$
|
17,968
|
|
|
$
|
17,888
|
|
|
$
|
80
|
|
|
$
|
—
|
|
|
$
|
139,233
|
|
|
$
|
139,233
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency forward exchange contracts, net
|
(12
|
)
|
|
—
|
|
|
(12
|
)
|
|
—
|
|
|
414
|
|
|
—
|
|
|
414
|
|
|
—
|
|
||||||||
Total fair value of financial instruments
|
$
|
17,956
|
|
|
$
|
17,888
|
|
|
$
|
68
|
|
|
$
|
—
|
|
|
$
|
139,647
|
|
|
$
|
139,233
|
|
|
$
|
414
|
|
|
$
|
—
|
|
|
Year Ended
|
||||||
(In thousands)
|
January 2,
2016 |
|
January 3,
2015 |
||||
Beginning fair value of Long-term marketable securities
|
$
|
—
|
|
|
$
|
5,241
|
|
Fair value of securities sold or redeemed
|
—
|
|
|
(5,488
|
)
|
||
Realized gain from increase in fair value
|
—
|
|
|
247
|
|
||
Ending fair value of Long-term marketable securities
|
$
|
—
|
|
|
$
|
—
|
|
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
||||
Work in progress
|
$
|
57,865
|
|
|
$
|
49,554
|
|
Finished goods
|
18,031
|
|
|
15,371
|
|
||
Total inventories
|
$
|
75,896
|
|
|
$
|
64,925
|
|
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
||||
Buildings
|
$
|
3,554
|
|
|
$
|
3,516
|
|
Computer and test equipment
|
148,995
|
|
|
158,117
|
|
||
Office furniture and equipment
|
3,880
|
|
|
7,028
|
|
||
Leasehold and building improvements
|
14,366
|
|
|
13,213
|
|
||
|
170,795
|
|
|
181,874
|
|
||
Accumulated depreciation and amortization
|
(118,943
|
)
|
|
(154,078
|
)
|
||
|
$
|
51,852
|
|
|
$
|
27,796
|
|
(In thousands)
|
Estimated Fair Value
|
||
Cash paid to Silicon Image shareholders
|
$
|
575,955
|
|
Cash paid for options and RSUs
|
7,383
|
|
|
Fair value of partially vested stock options and RSUs assumed
|
5,139
|
|
|
Total purchase consideration
|
$
|
588,477
|
|
(In thousands)
|
Estimated Fair Value
|
||
Assets acquired:
|
|
||
Cash, cash equivalents and short-term investments
|
$
|
157,923
|
|
Accounts receivable
|
30,677
|
|
|
Inventory
|
20,839
|
|
|
Other current assets
|
7,183
|
|
|
Property, plant and equipment
|
23,429
|
|
|
Other non-current assets
|
1,573
|
|
|
Intangible assets
|
192,079
|
|
|
Goodwill
|
235,401
|
|
|
Total assets acquired
|
669,104
|
|
|
Liabilities assumed
|
|
||
Accounts payable and other accrued liabilities
|
47,735
|
|
|
Other current liabilities
|
1,252
|
|
|
Long-term liabilities
|
24,468
|
|
|
Redeemable noncontrolling interest
|
7,172
|
|
|
Total liabilities assumed
|
80,627
|
|
|
Fair value of net assets acquired
|
$
|
588,477
|
|
(In thousands)
|
Asset Life in Years
|
|
Fair Value
|
||
Developed technology
|
3-5
|
|
$
|
125,000
|
|
Customer relationships
|
4-7
|
|
29,458
|
|
|
Licensed technology
|
3-5
|
|
1,852
|
|
|
Patents
|
5
|
|
769
|
|
|
Total identified finite-lived intangible assets
|
|
|
157,079
|
|
|
In-process research and development
|
indefinite
|
|
35,000
|
|
|
Total identified intangible assets
|
|
|
$
|
192,079
|
|
|
|
Year Ended
|
||||||
(Dollars in thousands, except per share data)
|
|
January 2, 2016
|
|
January 3, 2015
|
||||
Total revenues
|
|
$
|
450,867
|
|
|
$
|
624,179
|
|
Net (loss) income attributable to stockholders
|
|
$
|
(147,436
|
)
|
|
$
|
10,376
|
|
Basic net (loss) income per share
|
|
$
|
(1.26
|
)
|
|
$
|
0.09
|
|
Diluted net (loss) income per share
|
|
$
|
(1.26
|
)
|
|
$
|
0.09
|
|
|
|
Weighted Average Amortization Period (in years)
|
|
Gross
|
|
Impairment
|
|
Accumulated Amortization
|
|
Intangible assets, net of amortization
|
||||||||
(In thousands)
|
|
|
|
|
|
|
|
|
|
January 2, 2016
|
||||||||
Developed technology
|
|
4.7
|
|
$
|
135,700
|
|
|
$
|
(3,856
|
)
|
|
$
|
(28,384
|
)
|
|
$
|
103,460
|
|
Customer relationships
|
|
5.5
|
|
37,258
|
|
|
(5,139
|
)
|
|
(10,156
|
)
|
|
21,963
|
|
||||
Licensed technology
|
|
2.5
|
|
2,127
|
|
|
—
|
|
|
(610
|
)
|
|
1,517
|
|
||||
Patents
|
|
5
|
|
769
|
|
|
—
|
|
|
(126
|
)
|
|
643
|
|
||||
Total identified finite-lived intangible assets
|
|
|
|
175,854
|
|
|
(8,995
|
)
|
|
(39,276
|
)
|
|
127,583
|
|
||||
In-process research and development
|
|
indefinite
|
|
35,000
|
|
|
—
|
|
|
—
|
|
|
35,000
|
|
||||
Total identified intangible assets
|
|
|
|
$
|
210,854
|
|
|
$
|
(8,995
|
)
|
|
$
|
(39,276
|
)
|
|
$
|
162,583
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
Research and development
|
$
|
731
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Amortization of acquired intangible assets
|
28,849
|
|
|
2,948
|
|
|
2,960
|
|
|||
|
$
|
29,580
|
|
|
$
|
2,948
|
|
|
$
|
2,960
|
|
(In thousands)
|
Amount
|
||
2016
|
$
|
34,892
|
|
2017
|
33,275
|
|
|
2018
|
26,793
|
|
|
2019
|
24,009
|
|
|
2020
|
6,248
|
|
|
Thereafter
|
2,366
|
|
|
Total
|
$
|
127,583
|
|
Fiscal year
|
|
Amount
|
||
(In thousands)
|
|
|||
2016
|
|
$
|
8,964
|
|
2017
|
|
9,025
|
|
|
2018
|
|
6,859
|
|
|
2019
|
|
4,587
|
|
|
2020
|
|
4,533
|
|
|
Thereafter
|
|
23,541
|
|
|
|
|
$
|
57,509
|
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
Domestic
|
|
$
|
(92,989
|
)
|
|
$
|
6,292
|
|
|
$
|
6,293
|
|
Foreign
|
|
(33,464
|
)
|
|
36,649
|
|
|
20,193
|
|
|||
(Loss) income before taxes
|
|
$
|
(126,453
|
)
|
|
$
|
42,941
|
|
|
$
|
26,486
|
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Current:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
968
|
|
|
$
|
329
|
|
|
$
|
251
|
|
State
|
|
80
|
|
|
5
|
|
|
(527
|
)
|
|||
Foreign
|
|
10,634
|
|
|
1,944
|
|
|
1,616
|
|
|||
|
|
11,682
|
|
|
2,278
|
|
|
1,340
|
|
|||
Deferred:
|
|
|
|
|
|
|
||||||
Federal
|
|
18,713
|
|
|
(7,416
|
)
|
|
2,549
|
|
|||
State
|
|
2,318
|
|
|
(513
|
)
|
|
342
|
|
|||
Foreign
|
|
(173
|
)
|
|
12
|
|
|
(66
|
)
|
|||
|
|
20,858
|
|
|
(7,917
|
)
|
|
2,825
|
|
|||
Income tax expense (benefit)
|
|
$
|
32,540
|
|
|
$
|
(5,639
|
)
|
|
$
|
4,165
|
|
|
|
Year Ended
|
||||
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
|
|
%
|
|
%
|
|
%
|
Statutory federal rate
|
|
(35)
|
|
35
|
|
35
|
Adjustments for tax effects of:
|
|
|
|
|
|
|
State taxes, net
|
|
(6)
|
|
1
|
|
2
|
Research and development credits
|
|
(3)
|
|
(9)
|
|
(11)
|
Stock compensation
|
|
1
|
|
1
|
|
3
|
Foreign rate differential
|
|
12
|
|
(25)
|
|
(20)
|
Foreign dividends
|
|
5
|
|
1
|
|
—
|
Foreign withholding taxes
|
|
3
|
|
—
|
|
—
|
Capital loss expiration
|
|
—
|
|
7
|
|
2
|
Other permanent
|
|
4
|
|
—
|
|
—
|
Goodwill impairment
|
|
4
|
|
—
|
|
—
|
Valuation allowance
|
|
46
|
|
(23)
|
|
6
|
Change in uncertain tax benefit accrual
|
|
(8)
|
|
1
|
|
(1)
|
Tax rate change
|
|
3
|
|
(4)
|
|
(1)
|
Other
|
|
—
|
|
2
|
|
1
|
Effective income tax rate
|
|
26
|
|
(13)
|
|
16
|
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
||||
Deferred tax assets:
|
|
|
|
|
||||
Accrued expenses and reserves
|
|
$
|
5,690
|
|
|
$
|
5,416
|
|
Inventory
|
|
303
|
|
|
—
|
|
||
Deferred Revenue
|
|
3,177
|
|
|
—
|
|
||
Stock-based and deferred compensation
|
|
7,674
|
|
|
5,530
|
|
||
Intangible assets
|
|
16,959
|
|
|
9,841
|
|
||
Fixed assets
|
|
—
|
|
|
983
|
|
||
Net operating loss carry forwards
|
|
131,829
|
|
|
96,543
|
|
||
Tax credit carry forwards
|
|
87,909
|
|
|
40,588
|
|
||
Capital loss carry forwards
|
|
1,262
|
|
|
4,142
|
|
||
Other
|
|
2,458
|
|
|
220
|
|
||
|
|
257,261
|
|
|
163,263
|
|
||
Less: valuation allowance
|
|
(252,578
|
)
|
|
(141,215
|
)
|
||
Net deferred tax assets
|
|
4,683
|
|
|
22,048
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Fixed Assets
|
|
791
|
|
|
—
|
|
||
Other
|
|
3,734
|
|
|
717
|
|
||
Total deferred tax liabilities
|
|
4,525
|
|
|
717
|
|
||
Net deferred tax assets
|
|
$
|
158
|
|
|
$
|
21,331
|
|
(In thousands)
|
|
Amount
|
||
Balance at December 29, 2012
|
|
$
|
21,680
|
|
Additions based on tax positions related to the current year
|
|
1,600
|
|
|
Additions based on tax positions of prior years
|
|
68
|
|
|
Reduction for tax positions of prior years
|
|
—
|
|
|
Settlements
|
|
(338
|
)
|
|
Reduction as a result of lapse of applicable statute of limitations
|
|
(367
|
)
|
|
Balance at December 28, 2013
|
|
22,643
|
|
|
Additions based on tax positions related to the current year
|
|
770
|
|
|
Additions based on tax positions of prior years
|
|
—
|
|
|
Reduction for tax positions of prior years
|
|
(4,673
|
)
|
|
Settlements
|
|
—
|
|
|
Reduction as a result of lapse of applicable statute of limitations
|
|
(67
|
)
|
|
Balance at January 3, 2015
|
|
18,673
|
|
|
Additions based on tax positions related to the current year
|
|
4,381
|
|
|
Additions based on tax positions of prior years
|
|
—
|
|
|
Additions due to acquisition
|
|
41,083
|
|
|
Reductions for tax positions of prior years
|
|
(14,958
|
)
|
|
Reduction as a result of lapse of applicable statute of limitations
|
|
(972
|
)
|
|
Balance at January 2, 2016
|
|
48,207
|
|
(In thousands)
|
Severance and related
|
|
Lease termination
|
|
Systems & Engineering Tools*
|
|
Other
|
|
Total
|
||||||||||
Balance at December 29, 2012
|
$
|
2,373
|
|
|
$
|
793
|
|
|
$
|
—
|
|
|
$
|
258
|
|
|
$
|
3,424
|
|
Restructuring charges
|
109
|
|
|
224
|
|
|
—
|
|
|
253
|
|
|
586
|
|
|||||
Costs paid or otherwise settled
|
(2,315
|
)
|
|
(740
|
)
|
|
—
|
|
|
(225
|
)
|
|
(3,280
|
)
|
|||||
Adjustments to prior restructuring costs
|
(150
|
)
|
|
91
|
|
|
—
|
|
|
(139
|
)
|
|
(198
|
)
|
|||||
Balance at December 28, 2013
|
$
|
17
|
|
|
$
|
368
|
|
|
—
|
|
|
$
|
147
|
|
|
$
|
532
|
|
|
Restructuring charges
|
—
|
|
|
1
|
|
|
—
|
|
|
9
|
|
|
10
|
|
|||||
Costs paid or otherwise settled
|
(8
|
)
|
|
(341
|
)
|
|
—
|
|
|
(18
|
)
|
|
(367
|
)
|
|||||
Adjustments to prior restructuring costs
|
(9
|
)
|
|
15
|
|
|
—
|
|
|
1
|
|
|
7
|
|
|||||
Balance at January 3, 2015
|
$
|
—
|
|
|
$
|
43
|
|
|
—
|
|
|
$
|
139
|
|
|
$
|
182
|
|
|
Restructuring charges
|
12,861
|
|
|
2,667
|
|
|
3,040
|
|
|
671
|
|
|
19,239
|
|
|||||
Costs paid or otherwise settled
|
(9,165
|
)
|
|
(1,705
|
)
|
|
(2,663
|
)
|
|
(810
|
)
|
|
(14,343
|
)
|
|||||
Adjustments to prior restructuring costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Balance at January 2, 2016
|
$
|
3,696
|
|
|
$
|
1,005
|
|
|
$
|
377
|
|
|
$
|
—
|
|
|
$
|
5,078
|
|
(in thousands)
|
January 2, 2016
|
|
January 3, 2015
|
||||
Principal amount
|
$
|
347,375
|
|
|
$
|
—
|
|
Unamortized original issue discount and debt issuance costs
|
(8,948
|
)
|
|
—
|
|
||
Less: Current portion of long-term debt
|
(7,557
|
)
|
|
—
|
|
||
Long-term debt
|
$
|
330,870
|
|
|
$
|
—
|
|
|
|
|
Year Ended
|
|
|
||||||
(in thousands)
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||
Contractual interest
|
$
|
15,225
|
|
|
—
|
|
|
—
|
|
||
Amortization of debt issuance costs and discount
|
2,835
|
|
|
—
|
|
|
—
|
|
|||
Total Interest expense related to the Term Loan
|
$
|
18,060
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Fiscal year
|
|
(in thousands)
|
||
|
|
|
||
2016
|
|
$
|
10,500
|
|
2017
|
|
56,173
|
|
|
2018
|
|
82,773
|
|
|
2019
|
|
107,396
|
|
|
2020
|
|
69,040
|
|
|
Thereafter
|
|
21,493
|
|
|
|
|
$
|
347,375
|
|
|
|
Year Ended
|
||||||||||
(In thousands)
|
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
||||||
Line item:
|
|
|
|
|
|
|
||||||
Cost of products sold
|
|
$
|
1,416
|
|
|
$
|
819
|
|
|
$
|
627
|
|
Research and development
|
|
9,141
|
|
|
5,176
|
|
|
3,916
|
|
|||
Selling, general, and administrative
|
|
6,793
|
|
|
6,807
|
|
|
4,979
|
|
|||
Acquisition related charges
|
|
4,293
|
|
|
—
|
|
|
—
|
|
|||
Total stock-based compensation
|
|
$
|
21,643
|
|
|
$
|
12,802
|
|
|
$
|
9,522
|
|
|
Year Ended
|
||||
|
January 2,
2016 |
|
January 3,
2015 |
|
December 28,
2013 |
Employee and Director Stock Options
|
|
|
|
|
|
Expected volatility
|
43.6% to 47.3%
|
|
45.4% to 50.4%
|
|
51.4% to 54.3%
|
Risk-free interest rate
|
1.4% to 1.7%
|
|
1.5% to1.7%
|
|
0.7% to 1.0%
|
Expected term (years)
|
4.08 to 4.75
|
|
4.1 to 4.7 years
|
|
4.1 to 4.5 years
|
Dividend yield
|
—%
|
|
—%
|
|
—%
|
Employee Stock Purchase Plan
|
|
|
|
|
|
Weighted average expected volatility
|
33.6%
|
|
38.7%
|
|
48.0%
|
Weighted average risk-free interest rate
|
0.12%
|
|
0.08%
|
|
0.11%
|
Expected term (years)
|
6 months
|
|
6 months
|
|
6 months
|
Dividend yield
|
—%
|
|
—%
|
|
—%
|
(Shares and aggregate intrinsic value in thousands)
|
Shares
|
|
Weighted
average exercise price |
|
Weighted average
remaining contractual term (years) |
|
Aggregate
Intrinsic Value |
|||||
Balance, January 3, 2015
|
9,369
|
|
|
$
|
5.45
|
|
|
|
|
|
||
Grants as a result of Acquisition
|
2,087
|
|
|
4.63
|
|
|
|
|
|
|||
Granted
|
2,348
|
|
|
5.68
|
|
|
|
|
|
|||
Exercised
|
(1,159
|
)
|
|
3.95
|
|
|
|
|
|
|||
Forfeited or expired
|
(1,201
|
)
|
|
5.77
|
|
|
|
|
|
|||
Balance, January 2, 2016
|
11,444
|
|
|
$
|
5.46
|
|
|
|
|
|
||
Vested and expected to vest at January 2, 2016
|
11,444
|
|
|
$
|
5.46
|
|
|
4.26
|
|
$
|
12,719
|
|
Exercisable, January 2, 2016
|
6,692
|
|
|
$
|
5.32
|
|
|
3.26
|
|
$
|
8,256
|
|
|
Year Ended
|
||
|
January 2,
2016 |
|
January 3,
2015 |
Executive stock options with a market condition
|
|
|
|
Expected volatility
|
44% to 46%
|
|
n/a
|
Risk-free interest rate
|
1.4%
|
|
n/a
|
Expected term (years)
|
4.5
|
|
n/a
|
Dividend yield
|
—%
|
|
n/a
|
Executive RSUs with a market condition
|
|
|
|
Expected volatility
|
36.9%
|
|
53.5%
|
Risk-free interest rate
|
0.6%
|
|
2.2%
|
Expected term (years)
|
2.0
|
|
0.24
|
Dividend yield
|
—%
|
|
—%
|
(Shares in thousands)
|
Shares
|
|
Weighted average grant date fair value
|
|||
Balance at January 3, 2015
|
2,021
|
|
|
$
|
6.66
|
|
Grants as a result of Acquisition
|
2,025
|
|
|
5.37
|
|
|
Granted
|
3,203
|
|
|
5.92
|
|
|
Vested
|
(1,624
|
)
|
|
6.04
|
|
|
Forfeited
|
(868
|
)
|
|
6.02
|
|
|
Balance at January 2, 2016
|
4,757
|
|
|
$
|
5.95
|
|
(In thousands)
|
Balance at
beginning of period |
|
Balance received through acquisition
|
|
Charged (Credit) to
costs and expenses |
|
Charged to
other accounts |
|
Write-offs
net of recoveries |
|
Balance at end
of period |
||||||
Fiscal year ended January 2, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Allowance for deferred taxes
|
141,215
|
|
|
52,481
|
|
|
58,658
|
|
|
224
|
|
|
—
|
|
|
252,578
|
|
Allowance for doubtful accounts
|
875
|
|
|
—
|
|
|
(438
|
)
|
|
189
|
|
|
(5
|
)
|
|
621
|
|
Allowance for warranty expense
|
81
|
|
|
136
|
|
|
153
|
|
|
—
|
|
|
—
|
|
|
370
|
|
|
142,171
|
|
|
52,617
|
|
|
58,373
|
|
|
413
|
|
|
(5
|
)
|
|
253,569
|
|
Fiscal year ended January 3, 2015
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Allowance for deferred taxes
|
150,528
|
|
|
—
|
|
|
(9,958
|
)
|
|
645
|
|
|
—
|
|
|
141,215
|
|
Allowance for doubtful accounts
|
878
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
875
|
|
Allowance for warranty expense
|
—
|
|
|
—
|
|
|
81
|
|
|
—
|
|
|
—
|
|
|
81
|
|
|
151,406
|
|
|
—
|
|
|
(9,877
|
)
|
|
645
|
|
|
(3
|
)
|
|
142,171
|
|
Fiscal year ended December 28, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Allowance for deferred taxes
|
149,209
|
|
|
—
|
|
|
1,636
|
|
|
(317
|
)
|
|
—
|
|
|
150,528
|
|
Allowance for doubtful accounts
|
1,122
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
(285
|
)
|
|
878
|
|
Allowance for warranty expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
150,331
|
|
|
—
|
|
|
1,677
|
|
|
(317
|
)
|
|
(285
|
)
|
|
151,406
|
|
|
|
Year Ended
|
||||||||||||||||
(In thousands)
|
|
January 2, 2016
|
|
January 3, 2015
|
|
December 28, 2013
|
||||||||||||
United States:
|
|
$
|
33,677
|
|
|
8%
|
|
$
|
30,848
|
|
|
8%
|
|
$
|
28,506
|
|
|
9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
China
|
|
147,688
|
|
|
36
|
|
159,155
|
|
|
43
|
|
148,018
|
|
|
45
|
|||
Europe
|
|
55,596
|
|
|
14
|
|
59,041
|
|
|
16
|
|
47,459
|
|
|
14
|
|||
Japan
|
|
44,067
|
|
|
11
|
|
31,207
|
|
|
9
|
|
26,538
|
|
|
8
|
|||
Taiwan
|
|
31,181
|
|
|
8
|
|
6,691
|
|
|
2
|
|
6,708
|
|
|
2
|
|||
Other Asia
|
|
85,598
|
|
|
21
|
|
69,778
|
|
|
19
|
|
64,425
|
|
|
19
|
|||
Other Americas
|
|
8,159
|
|
|
2
|
|
9,407
|
|
|
3
|
|
10,871
|
|
|
3
|
|||
Total foreign revenue
|
|
372,289
|
|
|
92
|
|
335,279
|
|
|
92
|
|
304,019
|
|
|
91
|
|||
Total revenue
|
|
$
|
405,966
|
|
|
100%
|
|
$
|
366,127
|
|
|
100%
|
|
$
|
332,525
|
|
|
100%
|
(In thousands)
|
January 2, 2016
|
|
|
January 3, 2015
|
|
United States
|
25,615
|
|
|
14,250
|
|
|
|
|
|
||
China
|
14,998
|
|
|
5,626
|
|
Philippines
|
3,948
|
|
|
3,658
|
|
Taiwan
|
3,677
|
|
|
405
|
|
India
|
1,470
|
|
|
248
|
|
Japan
|
1,211
|
|
|
1,732
|
|
Other
|
933
|
|
|
1,877
|
|
Total foreign property and equipment, net
|
26,237
|
|
|
13,546
|
|
Total property and equipment, net
|
51,852
|
|
|
27,796
|
|
|
% of Total Revenue
|
|||||||
|
2015
|
|
2014
|
|
2013
|
|||
Arrow Electronics Inc. (including Nu Horizons Electronics)
|
20
|
%
|
|
24
|
%
|
|
23
|
%
|
Weikeng Group
|
12
|
|
|
10
|
|
|
12
|
|
All others
|
13
|
|
|
11
|
|
|
10
|
|
All sell-through distributors
|
45
|
%
|
|
45
|
%
|
|
45
|
%
|
|
|
2015 *
|
|
2014
|
||||||||||||||||||||||||||||
(In thousands, except per share data)
|
|
Q4
|
|
Q3
|
|
Q2
|
|
Q1
|
|
Q4 **
|
|
Q3
|
|
Q2
|
|
Q1
|
||||||||||||||||
Revenue
|
|
$
|
101,194
|
|
|
$
|
109,715
|
|
|
$
|
106,460
|
|
|
$
|
88,597
|
|
|
$
|
83,600
|
|
|
$
|
86,570
|
|
|
$
|
99,320
|
|
|
$
|
96,637
|
|
Gross margin
|
|
54,102
|
|
|
59,849
|
|
|
58,126
|
|
|
47,832
|
|
|
46,263
|
|
|
50,811
|
|
|
54,975
|
|
|
54,138
|
|
||||||||
Restructuring charges
|
|
3,459
|
|
|
6,818
|
|
|
4,068
|
|
|
4,894
|
|
|
1
|
|
|
2
|
|
|
3
|
|
|
11
|
|
||||||||
Net (loss) income attributable to stockholders
|
|
(45,454
|
)
|
|
(24,862
|
)
|
|
(35,570
|
)
|
|
(53,347
|
)
|
|
15,419
|
|
|
9,406
|
|
|
11,771
|
|
|
11,984
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic net (loss) income per share
|
|
$
|
(0.38
|
)
|
|
$
|
(0.21
|
)
|
|
$
|
(0.30
|
)
|
|
$
|
(0.46
|
)
|
|
$
|
0.13
|
|
|
$
|
0.08
|
|
|
$
|
0.10
|
|
|
$
|
0.10
|
|
Diluted net (loss) income per share
|
|
$
|
(0.38
|
)
|
|
$
|
(0.21
|
)
|
|
$
|
(0.30
|
)
|
|
$
|
(0.46
|
)
|
|
$
|
0.13
|
|
|
$
|
0.08
|
|
|
$
|
0.10
|
|
|
$
|
0.10
|
|
Exhibit Number
|
|
Description
|
|
|
|
2.1
|
|
Agreement and Plan of Merger, dated January 26, 2015, by and among Lattice Semiconductor Corporation, Cayabyab Merger Company and Silicon Image, Inc. (Incorporated by reference to Exhibit 2.1 filed with the Company’s Current Report on Form 8-K filed January 27, 2015).
|
|
|
|
3.1
|
|
The Company’s Restated Certificate of Incorporation filed, as amended on June 4, 2009 (Incorporated by reference to Exhibit 3.1 filed with the Company's Current Report on Form 8-K filed June 4, 2009).
|
|
|
|
3.2
|
|
The Company’s Bylaws, as amended and restated as of June 4, 2009 (Incorporated by reference to Exhibit 3.2 filed with the Company’s Current Report on Form 8-K filed June 4, 2009).
|
|
|
|
10.16*
|
|
Lattice Semiconductor Corporation Employee Stock Purchase Plan, as amended (incorporated by reference to Appendix B to the Company's Definitive Proxy Statement on Schedule 14A for the 2007 Annual Meeting of Stockholders filed on April 5, 2007).
|
|
|
|
10.24*
|
|
Lattice Semiconductor Corporation 1996 Stock Incentive Plan, as amended, and Related Form of Option Agreement (Incorporated by reference to Exhibit 10.24 filed with the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2012).
|
|
|
|
10.33*
|
|
2001 Outside Directors' Stock Option Plan, as amended and restated (Incorporated by reference to Exhibit 10.33 filed with the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2012).
|
|
|
|
10.34*
|
|
2001 Stock Plan, as amended, and related Form of Option Agreement (Incorporated by reference to Exhibit 10.34 filed with the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2012).
|
|
|
|
Exhibit Number
|
|
Description
|
|
|
|
10.41*
|
|
Form of Indemnification Agreement executed by each director and executive officer of the Company and certain other officers and employees of the Company and its subsidiaries (Incorporated by reference to Exhibit 10.41 filed with the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2004).
|
|
|
|
10.51*
|
|
Form of Amendment to Stock Option Agreements for 1996 Stock Incentive Plan, as amended, and 2001 Stock Plan, as amended (Incorporated by reference to Exhibit 99.3 filed with the Company’s Current Report on Form 8-K filed on December 12, 2005).
|
|
|
|
10.56*
|
|
Form of Notice of Grant of Restricted Stock Units to Executive Officer (Incorporated by reference to Exhibit 99.1 filed with the Company’s Current Report on Form 8-K filed on February 8, 2007).
|
|
|
|
10.63*
|
|
2009 Bonus Plan of Lattice Semiconductor Corporation (Incorporated by reference to Exhibit 10.63 filed with the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009).
|
|
|
|
10.66*
|
|
Employment Agreement between Lattice Semiconductor Corporation and Byron Milstead effective as of December 30, 2008 (Incorporated by reference to Exhibit 10.66 filed with the Company's Annual Report on Form 10-K filed for the fiscal year ended January 3, 2009).
|
|
|
|
10.69*
|
|
Lattice Semiconductor Corporation 2010 Cash Incentive Compensation Plan (Incorporated by reference to Exhibit 10.69 filed with the Company's Annual Report on Form 10-K filed for the fiscal year ended January 2, 2010).
|
|
|
|
10.70*
|
|
Employment Agreement between Lattice Semiconductor Corporation and Darin G. Billerbeck dated as of November 8, 2010 (Incorporated by reference to Exhibit 10.70 filed with the Company's Quarterly Report on Form 10-Q for the quarter ended October 2, 2010).
|
|
|
|
10.71*
|
|
Employment Agreement between Lattice Semiconductor Corporation and Joe Bedewi dated as of April 11, 2011. (Incorporated by reference to Exhibit 10.71 filed with the Company's Quarterly Report on Form 10-Q for the quarter ended April 2, 2011).
|
|
|
|
10.72*
|
|
Lattice Semiconductor Corporation 2012 Employee Stock Purchase Plan (incorporated by reference to Annex 1 to the Company's Definitive Proxy Statement on Schedule 14A for the 2012 Annual Meeting of Stockholders filed on April 12, 2012).
|
|
|
|
10.74*
|
|
Lattice Semiconductor Corporation Amended 2011 Non-Employee Director Equity Incentive Plan (Incorporated by reference to Appendix B to the Company's Definitive Proxy Statement on Schedule 14A for the 2014 Annual Meeting of Stockholders filed on March 20, 2014).
|
|
|
|
10.75*
|
|
Lattice Semiconductor Corporation 2013 Incentive Plan (Incorporated by reference to Appendix A to the Company's Definitive Proxy Statement on Schedule 14A for the 2014 Annual Meeting of Stockholders filed on March 20, 2014).
|
|
|
|
10.76
|
|
Office Lease, effective as of October 21, 2014, between 555 SW Oak, LLC and Lattice Semiconductor Corporation (Incorporated by reference to Exhibit 10.1 filed with the Company’s Current Report on Form 8-K filed October 27, 2014)
.
|
|
|
|
10.77*
|
|
Lattice Semiconductor Corporation 2013 Cash Incentive Plan (Incorporated by reference to Exhibit 10.77 filed with the Company's Annual Report on Form 10-K filed for the fiscal year ended January 3, 2015).
|
|
|
|
10.78*
|
|
Lattice Semiconductor Corporation 2014 Cash Incentive Plan (Incorporated by reference to Exhibit 10.78 filed with the Company's Annual Report on Form 10-K filed for the fiscal year ended January 3, 2015).
|
|
|
|
10.79
|
|
Employment Agreement between Lattice Semiconductor Corporation and Glen Hawk dated November 6, 2015.
|
Exhibit Number
|
|
Description
|
|
|
|
21.1
|
|
Subsidiaries of the Registrant.
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.2
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Labels Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Management contract or compensatory plan or arrangement required to be filed as an Exhibit to this Annual Report on Form 10-K pursuant to Item 15(b) thereof.
|
LATTICE SEMICONDUCTOR CORPORATION
|
|
(Registrant)
|
|
By:
|
/s/ Joe Bedewi
|
|
Joe Bedewi
Corporate Vice President and Chief Financial Officer
(Duly Authorized Officer and Principal Financial and Accounting Officer)
|
Date:
|
March 2, 2016
|
Signature
|
Title
|
Date
|
|
|
|
Principal Executive Officer
|
|
|
/s/ Darin G. Billerbeck
|
|
March 2, 2016
|
Darin G. Billerbeck
|
President, Chief Executive Officer and Director
|
|
Principal Financial and Accounting Officer
|
|
|
/s/ Joe Bedewi
|
|
March 2, 2016
|
Joe Bedewi
|
Corporate Vice President and Chief Financial Officer
|
|
Directors
|
|
|
/s/ Robin Abrams
|
|
March 2, 2016
|
Robin Abrams
|
Director
|
|
/s/ John Bourgoin
|
|
March 2, 2016
|
John Bourgoin
|
Director
|
|
/s/ Robert Herb
|
|
March 2, 2016
|
Robert Herb
|
Director
|
|
/s/ Mark Jensen
|
|
March 2, 2016
|
Mark Jensen
|
Director
|
|
/s/ Balaji Krishnamurthy
|
|
March 2, 2016
|
Balaji Krishnamurthy
|
Director
|
|
/s/ Jeff Richardson
|
|
March 2, 2016
|
Jeff Richardson
|
Director
|
|
/s/ Fred Weber
|
|
March 2, 2016
|
Fred Weber
|
Director
|
|
|
Name
|
|
Jurisdiction of Incorporation
|
1.
|
Lattice Semiconductor Limited
|
|
Bermuda
|
2.
|
Lattice Semiconductor Canada ULC
|
|
Canada
|
3.
|
Lattice Semiconductor (Shanghai) Co. Ltd.
|
|
China
|
4.
|
Silicon Image Electronics Technology (Shanghai) Co. Ltd.
|
|
China
|
5.
|
Lattice Semiconductor SARL
|
|
France
|
6.
|
Lattice Semiconductor GmbH
|
|
Germany
|
7.
|
SiliconBlue Technologies (Hong Kong) Ltd.
|
|
Hong Kong
|
8
|
Lattice Semiconductor Asia Limited
|
|
Hong Kong
|
9.
|
Silicon Image India Research & Development Private Ltd.
|
|
India
|
10.
|
Lattice Semiconductor (India) Pvt. Ltd.
|
|
India
|
11.
|
Lattice Semiconductor SRL
|
|
Italy
|
12.
|
Lattice Semiconductor Japan GK
|
|
Japan
|
13.
|
Lattice Semiconductor Korea Co. Ltd.
|
|
Korea
|
14.
|
Silicon Image Cooperatie U.A.
|
|
Netherlands
|
15.
|
Silicon Image International B.V.
|
|
Netherlands
|
16.
|
Lattice Semiconductor (PH) Corporation
|
|
Philippines
|
17.
|
Lattice SG Pte. Ltd.
|
|
Singapore
|
18.
|
HDMI Licensing, LLC
|
|
Delaware, USA
|
19.
|
MHL, LLC
|
|
Delaware, USA
|
20.
|
SiBEAM, Inc.
|
|
Delaware, USA
|
21.
|
Simplay Labs, LLC
|
|
Delaware, USA
|
22.
|
Qterics, Inc.
|
|
Delaware, USA
|
23.
|
UpdateLogic, Inc.
|
|
Delaware, USA
|
24.
|
Lattice Semiconductor International LLC
|
|
Delaware, USA
|
25.
|
Silicon Image International LLC
|
|
Delaware, USA
|
26.
|
SPMT, LLC
|
|
Delaware, USA
|
27.
|
WirelessHD, LLC
|
|
Delaware, USA
|
28.
|
Lattice Semiconductor UK Limited
|
|
United Kingdom
|
29.
|
Silicon Image UK Limited
|
|
United Kingdom
|
1.
|
I have reviewed this Annual Report on Form 10-K of Lattice Semiconductor Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Darin G. Billerbeck
|
|
Darin G. Billerbeck
|
|
President and Chief Executive Officer
|
|
1.
|
I have reviewed this Annual Report on Form 10-K of Lattice Semiconductor Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Joe Bedewi
|
|
Joe Bedewi
|
|
Corporate Vice President and Chief Financial Officer
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Darin G. Billerbeck
|
|
Darin G. Billerbeck
|
|
President and Chief Executive Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Joe Bedewi
|
|
Joe Bedewi
|
|
Corporate Vice President and Chief Financial Officer
|