|
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[X]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
State of Delaware
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93-0835214
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(State or other jurisdiction of incorporation or
organization)
|
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(I.R.S. Employer Identification No.)
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5555 NE Moore Court, Hillsboro, OR
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97124
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer [ ]
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Accelerated filer [X]
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Non-accelerated filer [ ]
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Smaller reporting company [ ]
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Emerging growth company [ ]
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Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
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Common Stock, $.01 par value
|
LSCC
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NASDAQ Global Select Market
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|
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PART I.
|
FINANCIAL INFORMATION
|
Page
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|
|
Item 1.
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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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OTHER INFORMATION
|
|
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Item 1.
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||
|
|
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Item 1A.
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||
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Item 6.
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||
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|
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|
|
Three Months Ended
|
||||||
(In thousands, except per share data)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Revenue:
|
|
|
|
||||
Product
|
$
|
91,612
|
|
|
$
|
95,109
|
|
Licensing and services
|
6,479
|
|
|
3,514
|
|
||
Total revenue
|
98,091
|
|
|
98,623
|
|
||
Costs and expenses:
|
|
|
|
||||
Cost of product revenue
|
40,439
|
|
|
42,102
|
|
||
Research and development
|
19,665
|
|
|
22,941
|
|
||
Selling, general, and administrative
|
20,781
|
|
|
27,043
|
|
||
Amortization of acquired intangible assets
|
3,389
|
|
|
5,636
|
|
||
Restructuring charges
|
1,341
|
|
|
1,029
|
|
||
Acquisition related charges
|
—
|
|
|
667
|
|
||
Total costs and expenses
|
85,615
|
|
|
99,418
|
|
||
Income (loss) from operations
|
12,476
|
|
|
(795
|
)
|
||
Interest expense
|
(4,987
|
)
|
|
(5,114
|
)
|
||
Other income, net
|
153
|
|
|
554
|
|
||
Income (loss) before income taxes
|
7,642
|
|
|
(5,355
|
)
|
||
Income tax expense
|
234
|
|
|
597
|
|
||
Net income (loss)
|
$
|
7,408
|
|
|
$
|
(5,952
|
)
|
|
|
|
|
||||
Net income (loss) per share:
|
|
|
|
||||
Basic
|
$
|
0.06
|
|
|
$
|
(0.05
|
)
|
Diluted
|
$
|
0.05
|
|
|
$
|
(0.05
|
)
|
|
|
|
|
||||
Shares used in per share calculations:
|
|
|
|
||||
Basic
|
130,992
|
|
|
124,076
|
|
||
Diluted
|
134,810
|
|
|
124,076
|
|
|
Three Months Ended
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Net income (loss)
|
$
|
7,408
|
|
|
$
|
(5,952
|
)
|
Other comprehensive income (loss):
|
|
|
|
||||
Unrealized gain (loss) related to marketable securities, net of tax
|
42
|
|
|
(7
|
)
|
||
Reclassification adjustment for gains related to marketable securities included in Other income, net of tax
|
(53
|
)
|
|
(1
|
)
|
||
Translation adjustment, net of tax
|
47
|
|
|
589
|
|
||
Comprehensive income (loss)
|
$
|
7,444
|
|
|
$
|
(5,371
|
)
|
(In thousands, except share and par value data)
|
March 30,
2019 |
|
December 29,
2018 |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
130,391
|
|
|
$
|
119,051
|
|
Short-term marketable securities
|
—
|
|
|
9,624
|
|
||
Accounts receivable, net of allowance for doubtful accounts
|
55,606
|
|
|
60,890
|
|
||
Inventories
|
66,773
|
|
|
67,096
|
|
||
Prepaid expenses and other current assets
|
28,993
|
|
|
27,762
|
|
||
Total current assets
|
281,763
|
|
|
284,423
|
|
||
Property and equipment, less accumulated depreciation of
$139,985 at March 30, 2019 and $141,367 at December 29, 2018
|
36,758
|
|
|
34,883
|
|
||
Operating lease right-of-use assets
|
27,868
|
|
|
—
|
|
||
Intangible assets, net
|
17,187
|
|
|
21,325
|
|
||
Goodwill
|
267,514
|
|
|
267,514
|
|
||
Deferred income taxes
|
215
|
|
|
215
|
|
||
Other long-term assets
|
13,421
|
|
|
15,327
|
|
||
Total assets
|
$
|
644,726
|
|
|
$
|
623,687
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses (includes restructuring)
|
$
|
50,789
|
|
|
$
|
51,763
|
|
Accrued payroll obligations
|
6,577
|
|
|
9,365
|
|
||
Current portion of long-term debt
|
7,796
|
|
|
8,290
|
|
||
Current portion of operating lease liabilities
|
5,027
|
|
|
—
|
|
||
Total current liabilities
|
70,189
|
|
|
69,418
|
|
||
Long-term debt, net of current portion
|
225,662
|
|
|
251,357
|
|
||
Long-term operating lease liabilities, net of current portion
|
25,376
|
|
|
—
|
|
||
Other long-term liabilities
|
42,344
|
|
|
44,455
|
|
||
Total liabilities
|
363,571
|
|
|
365,230
|
|
||
Contingencies (Note 16)
|
—
|
|
|
—
|
|
||
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; 131,905,000 shares issued and outstanding as of March 30, 2019 and 129,728,000 shares issued and outstanding as of December 29, 2018
|
1,319
|
|
|
1,297
|
|
||
Additional paid-in capital
|
751,506
|
|
|
736,274
|
|
||
Accumulated deficit
|
(469,375
|
)
|
|
(476,783
|
)
|
||
Accumulated other comprehensive loss
|
(2,295
|
)
|
|
(2,331
|
)
|
||
Total stockholders' equity
|
281,155
|
|
|
258,457
|
|
||
Total liabilities and stockholders' equity
|
$
|
644,726
|
|
|
$
|
623,687
|
|
|
|
March 30,
2019 |
|
December 29,
2018 |
||||
Total cost of contracts for Japanese yen
(
in thousands
)
|
|
$
|
2,883
|
|
|
$
|
1,955
|
|
Number of contracts
|
|
3
|
|
|
2
|
|
||
Settlement month
|
|
June 2019
|
|
|
June 2019
|
|
|
Major Class of Revenue
|
|
Three Months Ended
|
||||
|
(In thousands)
|
|
March 30,
2019 |
|
March 31,
2018 |
||
|
Product revenue - Distributors
|
|
77,472
|
|
|
85,957
|
|
|
Product revenue - Direct
|
|
14,140
|
|
|
9,152
|
|
|
Licensing and services revenue
|
|
6,479
|
|
|
3,514
|
|
|
Total revenue
|
|
98,091
|
|
|
98,623
|
|
|
|
|
|
|
|
||
|
Revenue by Geographical Market
|
|
Three Months Ended
|
||||
|
(In thousands)
|
|
March 30,
2019 |
|
March 31,
2018 |
||
|
Asia
|
|
69,011
|
|
|
71,921
|
|
|
Europe
|
|
12,210
|
|
|
12,142
|
|
|
Americas
|
|
16,870
|
|
|
14,560
|
|
|
Total revenue
|
|
98,091
|
|
|
98,623
|
|
|
Three Months Ended
|
||||||
(in thousands, except per share data)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Net income (loss)
|
$
|
7,408
|
|
|
$
|
(5,952
|
)
|
|
|
|
|
||||
Shares used in basic Net income (loss) per share
|
130,992
|
|
|
124,076
|
|
||
Dilutive effect of stock options, RSUs, ESPP shares, and equity awards with a market condition or performance condition
|
3,818
|
|
|
—
|
|
||
Shares used in diluted Net income (loss) per share
|
134,810
|
|
|
124,076
|
|
||
|
|
|
|
||||
Basic Net income (loss) per share
|
$
|
0.06
|
|
|
$
|
(0.05
|
)
|
Diluted Net income (loss) per share
|
$
|
0.05
|
|
|
$
|
(0.05
|
)
|
|
Three Months Ended
|
||||
(in thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||
Stock options, RSUs, ESPP shares, and equity awards with a market condition or performance condition excluded as they are antidilutive
|
812
|
|
|
9,424
|
|
(In thousands)
|
March 30,
2019 |
|
December 29,
2018 |
||||
Short-term marketable securities:
|
|
|
|
||||
Maturing within one year
|
$
|
—
|
|
|
$
|
7,454
|
|
Maturing between one and two years
|
—
|
|
|
2,170
|
|
||
Total marketable securities
|
$
|
—
|
|
|
$
|
9,624
|
|
|
Fair value measurements as of
|
|
Fair value measurements as of
|
||||||||||||||||||||||||||||
|
March 30, 2019
|
|
December 29, 2018
|
||||||||||||||||||||||||||||
(In thousands)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Short-term marketable securities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,624
|
|
|
$
|
9,624
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency forward exchange contracts, net
|
84
|
|
|
—
|
|
|
84
|
|
|
—
|
|
|
53
|
|
|
—
|
|
|
53
|
|
|
—
|
|
||||||||
Total fair value of financial instruments
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
9,677
|
|
|
$
|
9,624
|
|
|
$
|
53
|
|
|
$
|
—
|
|
(In thousands)
|
March 30,
2019 |
|
December 29,
2018 |
||||
Work in progress
|
$
|
49,096
|
|
|
$
|
47,224
|
|
Finished goods
|
17,677
|
|
|
19,872
|
|
||
Total inventories
|
$
|
66,773
|
|
|
$
|
67,096
|
|
|
|
Three Months Ended
|
||
(In thousands)
|
|
March 30,
2019 |
||
|
|
|
||
Fixed operating lease expense
|
|
$
|
1,995
|
|
Variable operating lease expense
|
|
—
|
|
|
Total operating lease expense
|
|
$
|
1,995
|
|
Operating lease right-of-use assets
|
|
(in thousands)
|
|
Balance as of December 29, 2018
|
|
—
|
|
Right-of-use assets recorded from adoption of ASC 842
|
|
29,893
|
|
Right-of-use assets obtained in exchange for new lease obligations during the period
|
|
219
|
|
Amortization of right-of-use asset during the period
|
|
(1,487
|
)
|
Impairment of right-of-use asset on Portland, Oregon office (recorded in Restructuring charges)
|
|
(757
|
)
|
Balance as of March 30, 2019
|
|
27,868
|
|
|
|
|
|
Operating lease liabilities
|
|
(in thousands)
|
|
Balance as of December 29, 2018
|
|
—
|
|
Lease liabilities recorded from adoption of ASC 842
|
|
32,273
|
|
Lease liabilities incurred for new lease obligations during the period
|
|
219
|
|
Accretion of lease liabilities
|
|
508
|
|
Operating cash used by payments on lease liabilities
|
|
(2,597
|
)
|
Balance as of March 30, 2019
|
|
30,403
|
|
Less: Current portion of operating lease liabilities
|
|
(5,027
|
)
|
Long-term operating lease liabilities, net of current portion
|
|
25,376
|
|
Fiscal year
|
|
(in thousands)
|
||
|
|
|
||
2019 (remaining 9 months)
|
|
$
|
4,974
|
|
2020
|
|
7,053
|
|
|
2021
|
|
5,288
|
|
|
2022
|
|
4,436
|
|
|
2023
|
|
4,563
|
|
|
Thereafter
|
|
11,369
|
|
|
Total lease payments
|
|
37,683
|
|
|
Less: amount representing interest
|
|
(7,280
|
)
|
|
Total lease liabilities
|
|
$
|
30,403
|
|
Fiscal year
|
|
(in thousands)
|
||
|
|
|
||
2019
|
|
$
|
7,090
|
|
2020
|
|
6,893
|
|
|
2021
|
|
5,452
|
|
|
2022
|
|
4,658
|
|
|
2023
|
|
4,229
|
|
|
Thereafter
|
|
9,930
|
|
|
|
|
$
|
38,252
|
|
|
Three Months Ended
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Research and development
|
$
|
14
|
|
|
$
|
127
|
|
Amortization of acquired intangible assets
|
3,389
|
|
|
5,636
|
|
||
|
$
|
3,403
|
|
|
$
|
5,763
|
|
(In thousands)
|
March 30,
2019 |
|
December 29,
2018 |
||||
Trade accounts payable
|
$
|
33,414
|
|
|
$
|
31,880
|
|
Liability for non-cancelable contracts
|
5,681
|
|
|
6,078
|
|
||
Contract liability under ASC 606
|
3,917
|
|
|
1,614
|
|
||
Restructuring
|
2,525
|
|
|
4,220
|
|
||
Other accrued expenses
|
5,252
|
|
|
7,971
|
|
||
Total accounts payable and accrued expenses
|
$
|
50,789
|
|
|
$
|
51,763
|
|
The following summarizes the changes in total equity for the three month period ended March 30, 2019:
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Common Stock
($.01 par value)
|
|
Additional Paid-in
capital
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
loss
|
|
Total
|
|||||||||||||
(In thousands, except par value data)
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
Balances, December 29, 2018
|
129,728
|
|
|
$
|
1,297
|
|
|
$
|
736,274
|
|
|
$
|
(476,783
|
)
|
|
$
|
(2,331
|
)
|
|
$
|
258,457
|
|
Net income for the three months ended March 30, 2019
|
—
|
|
|
—
|
|
|
—
|
|
|
7,408
|
|
|
—
|
|
|
7,408
|
|
|||||
Unrealized gain related to marketable securities, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42
|
|
|
42
|
|
|||||
Recognized gain on redemption of marketable securities, previously unrealized
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(53
|
)
|
|
(53
|
)
|
|||||
Translation adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
47
|
|
|
47
|
|
|||||
Common stock issued in connection with the exercise of stock options, ESPP and vested RSUs, net of tax
|
2,177
|
|
|
22
|
|
|
11,546
|
|
|
—
|
|
|
—
|
|
|
11,568
|
|
|||||
Stock-based compensation related to stock options, ESPP and RSUs
|
—
|
|
|
—
|
|
|
3,686
|
|
|
—
|
|
|
—
|
|
|
3,686
|
|
|||||
Balances, March 30, 2019
|
131,905
|
|
|
$
|
1,319
|
|
|
$
|
751,506
|
|
|
$
|
(469,375
|
)
|
|
$
|
(2,295
|
)
|
|
$
|
281,155
|
|
(1)
|
As of the beginning of fiscal 2018, we adopted ASC 606, "
Revenue from Contracts With Customers,"
using the modified retrospective transition method. As a result of this adoption, we recorded a cumulative-effect adjustment to Accumulated Deficit, as shown in the table above.
|
(In thousands)
|
Severance & Related
(1)
|
|
Lease Termination & Fixed Assets
|
|
Software Contracts & Engineering Tools
(2)
|
|
Other
|
|
Total
|
||||||||||
Balance at December 30, 2017
|
$
|
1,192
|
|
|
$
|
870
|
|
|
$
|
360
|
|
|
$
|
25
|
|
|
$
|
2,447
|
|
Restructuring charges
|
241
|
|
|
13
|
|
|
738
|
|
|
37
|
|
|
1,029
|
|
|||||
Costs paid or otherwise settled
|
(908
|
)
|
|
(85
|
)
|
|
(700
|
)
|
|
(31
|
)
|
|
(1,724
|
)
|
|||||
Balance at March 31, 2018
|
$
|
525
|
|
|
$
|
798
|
|
|
$
|
398
|
|
|
$
|
31
|
|
|
$
|
1,752
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 29, 2018
|
$
|
1,814
|
|
|
$
|
8,630
|
|
|
$
|
218
|
|
|
$
|
18
|
|
|
$
|
10,680
|
|
Restructuring charges
|
(60
|
)
|
|
1,409
|
|
|
—
|
|
|
(8
|
)
|
|
1,341
|
|
|||||
Costs paid or otherwise settled
|
(1,540
|
)
|
|
(1,875
|
)
|
|
(83
|
)
|
|
(10
|
)
|
|
(3,508
|
)
|
|||||
Balance at March 30, 2019
|
$
|
214
|
|
|
$
|
8,164
|
|
|
$
|
135
|
|
|
$
|
—
|
|
|
$
|
8,513
|
|
(1)
|
Includes employee relocation costs and accelerated stock compensation
|
(2)
|
Includes cancellation of contracts, asset impairments, and accelerated depreciation on certain enterprise resource planning and customer relationship management systems
|
(In thousands)
|
March 30,
2019 |
|
December 29,
2018 |
||||
Principal amount
|
$
|
236,158
|
|
|
$
|
263,033
|
|
Unamortized original issue discount and debt costs
|
(2,700
|
)
|
|
(3,386
|
)
|
||
Less: Current portion of long-term debt
|
(7,796
|
)
|
|
(8,290
|
)
|
||
Long-term debt, net of current portion
|
$
|
225,662
|
|
|
$
|
251,357
|
|
|
Three Months Ended
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Contractual interest
|
$
|
4,316
|
|
|
$
|
4,528
|
|
Amortization of debt issuance costs and discount
|
687
|
|
|
507
|
|
||
Total interest expense related to the Term Loan
|
$
|
5,003
|
|
|
$
|
5,035
|
|
Fiscal year
|
|
(in thousands)
|
||
|
|
|
||
2019
|
|
9,388
|
|
|
2020
|
|
59,291
|
|
|
2021
|
|
167,479
|
|
|
|
|
$
|
236,158
|
|
|
Three Months Ended
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Cost of products sold
|
$
|
202
|
|
|
$
|
237
|
|
Research and development
|
1,125
|
|
|
1,207
|
|
||
Selling, general, and administrative
|
2,359
|
|
|
3,356
|
|
||
Total stock-based compensation
|
$
|
3,686
|
|
|
$
|
4,800
|
|
(Shares in thousands)
|
|
Unvested
|
|
Vested
|
|
Total
|
|||
Balance, December 29, 2018
|
|
909
|
|
|
—
|
|
|
909
|
|
Granted
|
|
265
|
|
|
—
|
|
|
265
|
|
Canceled
|
|
(98
|
)
|
|
—
|
|
|
(98
|
)
|
Balance, March 30, 2019
|
|
1,076
|
|
|
—
|
|
|
1,076
|
|
(In thousands)
|
March 30,
2019 |
|
December 29,
2018
|
||||||||
United States
|
$
|
29,965
|
|
82
|
%
|
|
$
|
27,353
|
|
78
|
%
|
|
|
|
|
|
|
||||||
China
|
2,088
|
|
6
|
|
|
2,360
|
|
7
|
|
||
Philippines
|
3,142
|
|
8
|
|
|
3,319
|
|
9
|
|
||
Taiwan
|
802
|
|
2
|
|
|
949
|
|
3
|
|
||
Japan
|
280
|
|
1
|
|
|
324
|
|
1
|
|
||
Other
|
481
|
|
1
|
|
|
578
|
|
2
|
|
||
Total foreign property and equipment, net
|
6,793
|
|
18
|
|
|
7,530
|
|
22
|
|
||
Total property and equipment, net
|
$
|
36,758
|
|
100
|
%
|
|
$
|
34,883
|
|
100
|
%
|
|
Three Months Ended
|
||||||||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||||||||
Revenue
|
$
|
98,091
|
|
|
100.0
|
%
|
|
$
|
98,623
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
||||||
Gross margin
|
57,652
|
|
|
58.8
|
|
|
56,521
|
|
|
57.3
|
|
||
|
|
|
|
|
|
|
|
||||||
Research and development
|
19,665
|
|
|
20.0
|
|
|
22,941
|
|
|
23.3
|
|
||
Selling, general and, administrative
|
20,781
|
|
|
21.2
|
|
|
27,043
|
|
|
27.4
|
|
||
Amortization of acquired intangible assets
|
3,389
|
|
|
3.5
|
|
|
5,636
|
|
|
5.7
|
|
||
Restructuring charges
|
1,341
|
|
|
1.4
|
|
|
1,029
|
|
|
1.0
|
|
||
Acquisition related charges
|
—
|
|
|
—
|
|
|
667
|
|
|
0.7
|
|
||
Income (loss) from operations
|
$
|
12,476
|
|
|
12.7
|
%
|
|
$
|
(795
|
)
|
|
(0.8
|
)%
|
Communications and Computing
|
Mobile and Consumer
|
Industrial and Automotive
|
Licensing and Services
|
Wireless
|
Mobile phones
|
Security and Surveillance
|
IP Royalties
|
Wireline
|
Cameras
|
Machine Vision
|
Adopter Fees
|
Data Backhaul
|
Displays
|
Industrial Automation
|
IP Licenses
|
Client Computing
|
Wearables
|
Robotics
|
Patent Sales
|
Data Center Computing
|
Televisions
|
Automotive
|
|
Data Storage
|
Home Theater
|
Drones
|
|
|
Three Months Ended
|
||||||||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||||||||
Communications and Computing
|
$
|
35,553
|
|
|
36
|
%
|
|
$
|
28,139
|
|
|
28
|
%
|
Mobile and Consumer
|
19,746
|
|
|
20
|
|
|
26,706
|
|
|
27
|
|
||
Industrial and Automotive
|
36,313
|
|
|
37
|
|
|
40,264
|
|
|
41
|
|
||
Licensing and Services
|
6,479
|
|
|
7
|
|
|
3,514
|
|
|
4
|
|
||
Total revenue
|
$
|
98,091
|
|
|
100
|
%
|
|
$
|
98,623
|
|
|
100
|
%
|
|
Three Months Ended
|
||||||||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||||||||
Asia
|
$
|
69,011
|
|
|
70
|
%
|
|
$
|
71,921
|
|
|
73
|
%
|
Europe
|
12,210
|
|
|
12
|
|
|
12,142
|
|
|
12
|
|
||
Americas
|
16,870
|
|
|
18
|
|
|
14,560
|
|
|
15
|
|
||
Total revenue
|
$
|
98,091
|
|
|
100
|
%
|
|
$
|
98,623
|
|
|
100
|
%
|
|
% of Total Revenue
|
||||
|
Three Months Ended
|
||||
|
March 30,
2019 |
|
March 31,
2018 |
||
Arrow Electronics Inc.
|
22
|
%
|
|
30
|
%
|
Weikeng Group
|
29
|
|
|
26
|
|
All others
|
28
|
|
|
31
|
|
All distributors
|
79
|
%
|
|
87
|
%
|
|
Three Months Ended
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
||||
Gross margin
|
$
|
57,652
|
|
|
$
|
56,521
|
|
Percentage of net revenue
|
58.8
|
%
|
|
57.3
|
%
|
||
Product gross margin %
|
55.9
|
%
|
|
55.7
|
%
|
||
Licensing and services gross margin %
|
100.0
|
%
|
|
100.0
|
%
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Research and development
|
$
|
19,665
|
|
|
$
|
22,941
|
|
|
(14)
|
Percentage of revenue
|
20.0
|
%
|
|
23.3
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Selling, general, and administrative
|
$
|
20,781
|
|
|
$
|
27,043
|
|
|
(23)
|
Percentage of revenue
|
21.2
|
%
|
|
27.4
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Amortization of acquired intangible assets
|
$
|
3,389
|
|
|
$
|
5,636
|
|
|
(40)
|
Percentage of revenue
|
3.5
|
%
|
|
5.7
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Restructuring charges
|
$
|
1,341
|
|
|
$
|
1,029
|
|
|
30
|
Percentage of revenue
|
1.4
|
%
|
|
1.0
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Acquisition related charges
|
$
|
—
|
|
|
$
|
667
|
|
|
(100)
|
Percentage of revenue
|
—
|
%
|
|
0.7
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Interest expense
|
$
|
(4,987
|
)
|
|
$
|
(5,114
|
)
|
|
(2)
|
Percentage of revenue
|
(5.1
|
)%
|
|
(5.2
|
)%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Other income, net
|
$
|
153
|
|
|
$
|
554
|
|
|
(72)
|
Percentage of revenue
|
0.2
|
%
|
|
0.6
|
%
|
|
|
|
Three Months Ended
|
|
|
||||||
(In thousands)
|
March 30,
2019 |
|
March 31,
2018 |
|
% change
|
||||
Income tax expense
|
$
|
234
|
|
|
$
|
597
|
|
|
(61)
|
(In thousands)
|
March 30, 2019
|
|
December 29, 2018
|
|
$ Change
|
||||||
Cash and cash equivalents
|
$
|
130,391
|
|
|
$
|
119,051
|
|
|
$
|
11,340
|
|
Short-term marketable securities
|
—
|
|
|
9,624
|
|
|
(9,624
|
)
|
|||
Total Cash and cash equivalents and Short-term marketable securities
|
$
|
130,391
|
|
|
$
|
128,675
|
|
|
$
|
1,716
|
|
(In thousands)
|
March 30, 2019
|
|
December 29, 2018
|
|
Change
|
||||||
Accounts receivable, net
|
$
|
55,606
|
|
|
$
|
60,890
|
|
|
$
|
(5,284
|
)
|
Days sales outstanding - Overall
|
52
|
|
|
58
|
|
|
(6
|
)
|
(In thousands)
|
March 30, 2019
|
|
December 29, 2018
|
|
Change
|
||||||
Inventories
|
$
|
66,773
|
|
|
$
|
67,096
|
|
|
$
|
(323
|
)
|
Months of inventory on hand
|
5.0
|
|
|
4.8
|
|
|
0.2
|
|
(In thousands, except per share data)
|
Three Months Ended
|
||||||
(unaudited)
|
March 30,
2019 |
|
March 31,
2018 |
||||
|
|
|
|
||||
Gross Margin Reconciliation
|
|
|
|
||||
GAAP Gross margin
|
$
|
57,652
|
|
|
$
|
56,521
|
|
Inventory adjustment related to restructured operations
|
(338
|
)
|
|
—
|
|
||
Stock-based compensation expense - gross margin
|
202
|
|
|
237
|
|
||
Non-GAAP Gross margin
|
$
|
57,516
|
|
|
$
|
56,758
|
|
|
|
|
|
||||
Gross Margin % Reconciliation
|
|
|
|
||||
GAAP Gross margin %
|
58.8
|
%
|
|
57.3
|
%
|
||
Cumulative effect of non-GAAP Gross Margin adjustments
|
(0.2
|
)%
|
|
0.3
|
%
|
||
Non-GAAP Gross margin %
|
58.6
|
%
|
|
57.6
|
%
|
||
|
|
|
|
||||
Operating Expenses Reconciliation
|
|
|
|
||||
GAAP Operating expenses
|
$
|
45,176
|
|
|
$
|
57,316
|
|
Amortization of acquired intangible assets
|
(3,389
|
)
|
|
(5,636
|
)
|
||
Restructuring charges
|
(1,341
|
)
|
|
(1,029
|
)
|
||
Acquisition related charges (1)
|
—
|
|
|
(667
|
)
|
||
Impairment of acquired intangible assets
|
1,023
|
|
|
—
|
|
||
Stock-based compensation expense - operations
|
(3,484
|
)
|
|
(4,563
|
)
|
||
Non-GAAP Operating expenses
|
$
|
37,985
|
|
|
$
|
45,421
|
|
|
|
|
|
||||
|
|
|
|
||||
(1) Legal fees and outside services that were related to our proposed acquisition by Canyon Bridge Acquisition Company, Inc.
|
Reconciliation of U.S. GAAP to Non-GAAP Financial Measures (continued)
|
|||||||
|
|
||||||
(In thousands, except per share data)
|
Three Months Ended
|
||||||
(unaudited)
|
March 30,
2019 |
|
March 31,
2018 |
||||
|
|
|
|
||||
Net Income (Loss) Per Share Reconciliation
|
|
|
|
||||
GAAP Net income (loss) per share - basic
|
$
|
0.06
|
|
|
$
|
(0.05
|
)
|
Cumulative effect of Non-GAAP adjustments
|
0.05
|
|
|
0.10
|
|
||
Non-GAAP Net income per share - basic
|
$
|
0.11
|
|
|
$
|
0.05
|
|
|
|
|
|
||||
GAAP Net income (loss) per share - diluted
|
$
|
0.05
|
|
|
$
|
(0.05
|
)
|
Cumulative effect of Non-GAAP adjustments
|
0.06
|
|
|
0.10
|
|
||
Non-GAAP Net income per share - diluted
|
$
|
0.11
|
|
|
$
|
0.05
|
|
|
|
|
|
||||
Shares used in per share calculations:
|
|
|
|
||||
Basic
|
130,992
|
|
|
124,076
|
|
||
Diluted - GAAP
|
134,810
|
|
|
124,076
|
|
||
Diluted - non-GAAP (3)
|
134,810
|
|
|
125,144
|
|
(3)
|
Diluted shares are calculated using the U.S. GAAP treasury stock method. In a loss position, diluted shares equal basic shares.
|
|
|
March 30,
2019 |
|
December 29,
2018 |
||||
Total cost of contracts for Japanese yen
(
in thousands
)
|
|
$
|
2,883
|
|
|
$
|
1,955
|
|
Number of contracts
|
|
3
|
|
|
2
|
|
||
Settlement month
|
|
June 2019
|
|
|
June 2019
|
|
Exhibit Number
|
|
Description
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1
|
|
|
|
|
|
32.2
|
|
|
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Taxonomy Extension Schema Document
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Labels Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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LATTICE SEMICONDUCTOR CORPORATION
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(Registrant)
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/s/ Sherri Luther
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Sherri Luther
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Chief Financial Officer
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(Duly Authorized Officer and Principal Financial and Accounting Officer)
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1.
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I have reviewed this
Quarterly Report on Form 10-Q
of Lattice Semiconductor Corporation;
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2.
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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;
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3.
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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;
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4.
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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:
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(a)
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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;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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/s/ James Anderson
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James Anderson
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Chief Executive Officer
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1.
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I have reviewed this
Quarterly Report on Form 10-Q
of Lattice Semiconductor Corporation;
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2.
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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;
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3.
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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;
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4.
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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:
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(a)
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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;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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/s/ Sherri Luther
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Sherri Luther
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Chief Financial Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ James Anderson
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James Anderson
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Chief Executive Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Sherri Luther
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Sherri Luther
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Chief Financial Officer
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