Semtech Announces Selected Second Quarter Results

August 29, 2006 by Jeff Shepard

Semtech Corp. reported selected unaudited financial results for its second quarter of fiscal year 2007 that ended July 30, 2006. Net sales for the second quarter of fiscal year 2007 were $64.9 million, up 12% from $58.0 million in the second quarter of fiscal year 2006 and down 1 percent sequentially when compared to the first quarter of fiscal year 2007. New orders for the second quarter of fiscal year 2007 exceeded shipments, resulting in a positive book-to-bill ratio for the quarter. Semtech had $307.4 million of cash, cash equivalents and marketable securities as of July 30, 2006, which was up $23.3 million from the balance on April 30, 2006.

The company has been engaged in an internal review of its stock option practices in light of an informal SEC inquiry and Federal grand jury subpoena. On July 20, 2006, the company announced that, although the investigation was ongoing, it had concluded that accounting measurement dates for certain stock option grants differ from the measurement dates previously used for such awards. As a result, new accounting measurement dates will apply to the affected option grants. Consequently, the company expects to record additional non-cash compensation expense and expects the amount of such additional expense to be material. The tax consequences that may result from these matters have not yet been determined. As a result of these adjustments, the company expects to restate its financial statements for fiscal years 2002 through 2006. The restatement will also affect financial statements for earlier fiscal years and adjustments for those earlier years will be reflected as part of the opening balances in the financial statements for the restatement period.

Because of the pending restatement of the company's historical financial statements, additional results for the second fiscal quarter will not be available until the restated financial statements have been filed with the SEC, the company will be unable to file its Quarterly Report on Form 10-Q for the period ended July 30, 2006 ("Second Quarter Form 10-Q") by the date required by the SEC, and all financial numbers presented in this release should be considered estimates.

Operating expenses for the second quarter of fiscal year 2007 included approximately $2.3 million related to the stock options investigation, SEC inquiry, the grand jury subpoena, the previously announced derivative litigation, the restatement, and related matters.

As previously announced, the company's securities are subject to delisting from The Nasdaq Global Market because the company has not yet filed its Form 10-Q for the fiscal quarter ended April 30, 2006 and is therefore not in compliance with Nasdaq's continued listing standards. The company requested a hearing before a Nasdaq Listing Qualifications Panel ("Panel") to review the Staff Determination, on August 3, 2006 presented its plan to regain compliance, and received the Panel's decision today. The Panel has granted the company's request for additional time to regain compliance, setting November 10, 2006 as the date by which the company must file all required restatements and the First Quarter Form 10-Q.

The company also expects to file the Second Quarter Form 10-Q by the November 10, 2006 deadline.