3Ware 2001 Annual Report Download

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20012001
Annual Report Fiscal
Our mission:
To be the premier supplier
of high-bandwidth silicon
fortheworldsintelligent
optical networks.
Our mission:
To be the premier supplier
of high-bandwidth silicon
fortheworldsintelligent
optical networks.

Table of contents

  • Page 1
    Our mission: To be the premier supplier of high-bandwidth silicon for the world' s intelligent optical networks. Annual Report Fiscal

  • Page 2
    ... future litigation; and general economic conditions, as well as the "Risk Factors" set forth in the Company's Annual Report on Form 10-K for the year ended March 31, 2001 and the Company's other filings with the Securities and Exchange Commission. Actual results could differ materially, as a result...

  • Page 3
    ... FOR THE FISCAL Y EAR EN DED M ARCH 3 1 FY 98 FY 99 FY 00 FY 01 Net revenues ...$ 57.5 $ 76.6 $ 105.0 $ 172.4 $ 435.5 Reported (GAAP basis) Operating income (loss)...$ Net income (loss) ...$ Earnings (loss) per share- diluted ...$ 7.0 6.3 0.04 $ $ $ 14.8 15.2 0.09 $ $ $ 23.9 17.1 0.08...

  • Page 4
    ... also improved to $139.9 million, up 186% from the previous year, with pro forma earnings per share(1) increasing from $0.21 to $0.48 in fiscal 2001. In addition, AMCC became a member of the Nasdaq 100 and S&P 500. Despite near-term industry weakness and poor visibility, we remain confident in our...

  • Page 5
    ... and has managed to a low breakeven point relative to some of our competitors. During fiscal 2001, AMCC also saw the fruition of our acquisition strategy. In October 2001, for example, AMCC acquired MMC Networks, which complements our existing solutions with softwareprogrammable network processor...

  • Page 6
    ... performance capabilities. Introduction of Orinoco (S1 2 0 4 ), the industry's first fully integrated framing and mapping device capable of aggregating 1 2 DS3 / E3 / EC-1 s to an OC-1 2 . 4 March 2001 January 2001

  • Page 7
    products continues to drive content, AMCC's expanded ability to provide high-level framing, switching and network-processing solutions will be an increasingly important competitive differentiator for the Company. One of the most important factors in AMCC's future success will be the continued ...

  • Page 8
    End-to-end solutions During fiscal 2001, AMCC made significant technological advancements and strategic acquisitions that expanded the Company's product offering to cover the entire optical network. This included the introduction of a ...

  • Page 9
    Ten Mountains Design 4/ 98 AMCC First SONET ASSP 7/ 92 Cimaron 3/ 99 MMC Networks 10/ 00 MMC Networks (low-end) 10/ 00 YuniNetworks (high-end) 6/ 00 Fiber-In Fiber-Out Optics PMD Physical Layer Framer Layer Network Processors and Traffic Management Switch Fabric Alcatel Cisco Systems ...

  • Page 10
    ...Expansion, both domestic and global, will continue to be an important element in the Company's market growth plans. At the end of fiscal 2001, AMCC had 12 design centers, 14 field sales and technical support offices and 34 manufacturing representatives and distributors located around the world. This...

  • Page 11
    AM CC OFFICES AM CC DESIGN CEN TERS Baltimore, MD Boston, MA Dallas, TX London, United Kingdom Munich, Germany Ottawa, Canada Paris, France Philadelphia, PA Raleigh, NC San Diego, CA Shanghai P.R. China Shenzhen P.R. China Sunnyvale, CA Bedford, NH Boston, MA Chelmsford, MA Chicago, IL Ft. ...

  • Page 12
    Glossary ASIC ( APPLICATION - SPECIFIC INTEGRATED CIRCUIT) An integrated circuit custom designed for a specific application or to perform specific tasks. ASSP (APPLICATION -SPECIFIC STANDARD PRODUCT) An integrated circuit that, like an ASIC, performs functions for a specific application or task ...

  • Page 13
    ... Consolidated Statements of Operations Consolidated Statements of Stockholders' Equity Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements Report of Ernst & Young LLP, Independent Auditors Supplementary Financial Information (Unaudited) 12 14 16 18 24 25 26 27 28...

  • Page 14
    ... results. (in thousands, except per share data and percentages) Fiscal quarter Q1 Q2 Fiscal 2000 Q3 Q4 Total Q1 Q2 Fiscal 2001 Q3 Q4 Total Net revenues ...Cost of revenues ...Gross profit ...Operating expenses: Research and development ...Selling, general and administrative ...Total operating...

  • Page 15
    ... quarter Q1 Q2 Fiscal 2000 Q3 Q4 Total Q1 Q2 Fiscal 2001 Q3 Q4 Total Cost of revenues: Amortization of developed core technology...342 T he pro forma effective tax rate has been adjusted to 34% for fiscal 2001. Pro forma adjustment for the first three quarters of fiscal 2000 are not presented as...

  • Page 16
    ... been restated to reflect these events. (in thousands, except per share data) 1997 1998 Years Ended March 31, 1999 2000 2001 Net revenues ...Cost of revenues(1) ...Gross profit ...Operating expenses: Research and development (1) ...Selling, general and administrative(1) ...Stock-based compensation...

  • Page 17
    ... liabilities and stockholders' equity ...OT H ER FI N AN C I AL I N FORM AT I ON (in thousands, except percentages and employee data) 1997 1998 March 31, 1999 2000 2001 $ 2,428 5,789 2,662 10,879 3,192 - 27,743 $41,814 $ 5,215 9,274 2,620 17,109 4,091 - 91,634 $ 5,131 13,335 2,937 21,403 7,558...

  • Page 18
    BUS I N ES S OVERVI EW BUS I N ES S O VERVI EW We design, develop, manufacture and market high-performance, high-bandwidth silicon solutions for the world's optical networks. We utilize a combination of high-frequency analog, mixed-signal and digital design expertise coupled with system-level ...

  • Page 19
    ... products in 1993. We have since developed several generations of these products improving cost, power, functionality and performance. During fiscal 2001, we introduced several OC-48 (2.5 Gbps) integrated physical layer transceiver devices, including our first OC-48 devices manufactured using the...

  • Page 20
    ... and notes thereto included elsewhere in our Annual Report and in conjunction with our Annual Report on Form 10-K. This discussion contains forward..., except per share data) 1999 Fiscal Year Ended March 31, 2000 2001 Net revenues ...Cost of revenues(1) ...Gross profit ...Operating expenses: Research ...

  • Page 21
    ...March 31, 2000. Revenues from sales of communications products increased 181.5% to $388.8 million, or 89% of net revenues, for the year ended March 31, 2001 from $138.1 million, or 80% of net revenues, for the year ended March 31, 2000. Of this increase, $45.5 million is attributable to the revenues...

  • Page 22
    ...& A expenses in absolute dollars for the year ended March 31, 2001 was primarily attributable to investments made in our corporate infrastructure, an increase... amortization, which may cause fluctuations in our interim or annual operating results. T he estimated amortization of goodwill expense ...

  • Page 23
    ...one project that was 60% complete at the date of acquisition. At March 31, 2001, the project is estimated to be approximately 95% complete and is on budget. Y...annual operating results. N E T I N T E R E S T I N C O M E . Net interest income increased to $55.4 million for the year ended March 31, 2001...

  • Page 24
    ...completed in January 2000. N ET I N T ERES T I N C OM E. Our annual effective tax rate for the year ended March 31, 2000 was 34.3% , compared to an...by the purchase of property and equipment. For the years ended March 31, 2001, 2000 and 1999, net cash provided by operating activities was $199.8 ...

  • Page 25
    ... exchange rates. We are exposed to market risk as it relates to changes in the market value of our investments. At March 31, 2001, our investment portfolio includes fixed-income securities classified as available-for-sale investments with a fair market value of $1,074 million and a cost basis...

  • Page 26
    ...Notes receivable from officers and employees, less current portion ...Purchased intangibles, net of $334,116 of accumulated amortization at March 31, 2001 ...Strategic equity and convertible debt investments ...Other assets ...Total assets ...LI ABI LI T I ES AN D S T OC KH OLD ERS' EQUI T Y $ 170...

  • Page 27
    C ON SOLI D AT ED S TAT EM EN T S OF OP ERAT I ON S (in thousands, except per share data) 1999 Year Ended March 31, 2000 2001 Net revenues ...Cost of revenues Gross profit (1) $105,000 37,937 67,063 22,301 17,795 701 - - 2,350 43,147 23,916 3,450 27,...

  • Page 28
    ...notes ...Comprehensive income: Net loss ...Foreign currency translation loss . . Unrealized gain on short-term investments, net of tax ...Total comprehensive loss ...Balance, March 31, 2001 ...26 180,288 18,752 3,336 10,520 212,896 24,010 524 6,366 (112 243,684 46,232 299 9,727 (120) $ 1,802 186...

  • Page 29
    C ON SOLI D AT ED S TAT EM EN T S OF C AS H FLOWS (in thousands) 1999 Year Ended March 31, 2000 2001 Operating Activities Net income (loss) ...Adjustment to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization ...Write-offs of inventories ......

  • Page 30
    ... fair value with unrealized gains and losses excluded from earnings and reported, net of tax, in comprehensive income (loss). T he ...719 Available-for-sale securities by contractual maturity are as follows: (in thousands) March 31, 2001 $ - 30 26 $118 14 194 $326 $ 25,824 397,661 360,964 $...

  • Page 31
    ... equity and convertible debt investments totaling $28.0 million at March 31, 2001. T he strategic equity and convertible debt instruments are valued at cost ... to make estimates and assumptions that affect the amounts reported in the financial statements and disclosures made in the accompanying...

  • Page 32
    ...be disposed of. T hrough March 31, 2001, the Company has not experienced any such ...report selected information about operating segments in annual consolidated financial statements and requires those enterprises report selected information about operating segments in interim financial reports...

  • Page 33
    ...the SEC. The Company adopted SAB No. 101 in the quarter ended March 31, 2001. T he adoption of SAB No. 101 did not have an impact on the ...Derivative Instruments and Hedging Activities," which establishes accounting and reporting standards for derivative instruments and hedging activities. It requires...

  • Page 34
    ... price of the related inventory at the date of acquisition. T his adjustment was fully charged to cost of sales in the year ended March 31, 2001 as the related inventory was sold. T he related purchased IPR& D for each of the above acquisitions represents the present value of the estimated aftertax...

  • Page 35
    ...of the results that may occur in the future: (in thousands, except per share data) Year Ended March 31, 2000 2001 Net sales ...Net loss ...Basic loss per share ... $ 227,315 $ $ 508,092 (3.18) $ (843,530...and cash flows of AMCC and excluded from reported fiscal 1999 results of operations. In April ...

  • Page 36
    ..., 2000, respectively). Amortization of assets held under capital leases is included with depreciation expense. During the years ended March 31, 1999, 2000 and 2001, the Company earned interest income of $3,992,000, $13,506,000 and $55,852,000, respectively, and incurred interest expense of $542,000...

  • Page 37
    ... he fair value of options granted in fiscal 1999, 2000 and 2001 reported below has been estimated at the date of grant using a Black...: (in thousands, except per share amounts) 1999 Fiscal Year Ended March 31, 2000 2001 Pro forma net income (loss) ...Pro forma basic earnings (loss) per share ...Pro...

  • Page 38
    ...the fair market value of the common stock on the first or last day of the offering period, whichever is lower. At March 31, 2001, approximately 4.2 million shares had been issued under the plans and approximately 2.4 million shares were available for future issuance. C OM M ON S H ARES RES ERVED FOR...

  • Page 39
    ... EM EN T S 6 . I N C OM E TAX ES T he provision for income taxes consists of the following: (in thousands) 1999 Fiscal Year Ended March 31, 2000 2001 Current: Federal Foreign State Deferred: Federal State ...(362) (329) (691) $10,233 65 360 425 $25,367 (1,392) (199) (1,591) $ (1,081) ...$ 9,860...

  • Page 40
    ... certain engineering design software tools under noncancellable operating leases expiring through 2003. Annual future minimum lease payments, including machinery and equipment under capital leases as of March 31, 2001 are as follows (in thousands): Year Ending March 31, Operating Leases Capital...

  • Page 41
    ... than 10% of revenues in any fiscal year. Net revenues by geographic region were as follows: (in thousands) 1999 Year Ended March 31, 2000 2001 Net revenues: North America ...Europe and Israel ...Asia ...$ 79,771 18,136 7,093 $105,000 1 0 . C O N T I N GE N C I E S $132,119 28,980 11,253 $172,352...

  • Page 42
    ... UI T S C ORP ORAT I ON We have audited the accompanying consolidated balance sheets of Applied Micro Circuits Corporation as of March 31, 2000 and 2001, and the related consolidated statements of operations, stockholders' equity, and cash flows for each of the three years in the period ended March...

  • Page 43
    ...Ended March 31, (in thousands, except per share data) Fiscal quarter Q1 2000 Q2 Q3 Q4 Q1 Q2 2001 Q3 Q4 Net revenues Gross profit Net income (loss) Basic earnings (loss) per share Diluted earnings (loss) ... sale prices of the common stock as reported by Nasdaq (rounded to the nearest whole cent). Fiscal Year ...

  • Page 44
    ...stockholders and other interested investors. For additional copies of this report, the Form 10-K or other information, please contact: AMCC...Vice President, Digital Products The AMCC annual meeting of stockholders will be held at 10:00 a.m. on Thursday, August 30, 2001, at AMCC's facility located at ...

  • Page 45
    APPLIED M ICRO CIRCUITS CORPORATION 6 2 9 0 Sequence Drive San Diego, California 9 2 1 2 1 -4 3 5 8 Tel 8 5 8 -4 5 0 -9 3 3 3 www.amcc.com