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BCD Semiconductor Manufacturing Limited Announces Financial Results for the Fiscal Fourth Quarter and Fiscal Year of 2012



BCD Semiconductor Manufacturing Limited Announces Financial Results for the
Fiscal Fourth Quarter and Fiscal Year of 2012

SHANGHAI, China, Feb. 4, 2013 (GLOBE NEWSWIRE) -- BCD Semiconductor
Manufacturing Limited ("BCD Semiconductor," the "Company," "we," or "us")
(Nasdaq:BCDS), a leading analog integrated device manufacturer, or IDM, based
in China, specializing in the design, manufacture and sale of power management
integrated circuits, or ICs, today announced financial results for the fiscal
fourth quarter and the fiscal year ended December 31, 2012.

The results for the fiscal fourth quarter ended December 31, 2012 were as
follows:

  * Revenue was $37.0 million, a decrease of 2.8% from $38.0 million for the
    third quarter of fiscal year 2012 and an increase of 17.9% from $31.3
    million for the fourth quarter of fiscal year 2011.
     
  * Gross margin was 28.1%, compared to 29.1% for the third quarter of fiscal
    year 2012 and 26.2% for the fourth quarter of fiscal year 2011.
     
  * Operating expenses were $8.3 million, compared to $8.0 million for the
    third quarter of fiscal year 2012 and $8.6 million for the fourth quarter
    of fiscal year 2011. Operating expenses for the fourth quarter of fiscal
    year 2012 included $285 thousand in share-based compensation expenses and
    $118 thousand in expenses related to acquired intangible assets, as
    compared to $193 thousand and $182 thousand, respectively, for the third
    quarter of fiscal year 2012, and $445 thousand and $140 thousand,
    respectively, for the fourth quarter of fiscal year 2011.
     
  * Income (loss) from operations after share-based compensation expenses,
    expenses related to acquired intangible assets and impairment loss of
    acquired intangible assets was $2.1 million, compared to $3.0 million for
    the third quarter of fiscal year 2012 and $(360) thousand for the fourth
    quarter of fiscal year 2011.
     
  * GAAP net income was $2.4 million, compared to $3.6 million for the third
    quarter of fiscal year 2012 and $569 thousand for the fourth quarter
    of fiscal year 2011.
     
  * Non-GAAP adjusted net income was $3.5 million, compared to $4.0 million
    for the third quarter of fiscal year 2012 and $2.4 million for the fourth
    quarter of fiscal year 2011.
     
  * GAAP earnings per diluted American Depositary Share ("ADS") (EPS) was
    $0.13, compared to $0.19 for the third quarter of fiscal year 2012 and
    $0.03 for the fourth quarter of fiscal year 2011.
     
  * Non-GAAP earnings per ADS share (non-GAAP EPS) was $0.19, compared to
    $0.22 for the third quarter of fiscal year 2012 and $0.13 for the fourth
    quarter of fiscal year 2011.
     
  * Number of weighted average fully diluted ADSs was 18,325,553.
     
  * Cash balance was $36.6 million as of December 31, 2012, compared to $38.9
    million as of September 30, 2012 and $64.1 million as of December 31,
    2011.
     
  * Cash flow from operating activities was a net inflow of $2.6 million,
    compared to $4.2 million for the third quarter of fiscal year 2012 and
    $5.1 million for the fourth quarter of fiscal year 2011.
     
  * Capital expenditures were $12.6 million, compared to $8.9 million for the
    third quarter of fiscal year 2012 and $9.8 million for the fourth quarter
    of fiscal year 2011.
     
  * We used $304 thousand of cash to repurchase 75,361 ADSs at an average
    price of $4.04 per ADS under our authorized share repurchase program.

The results for the fiscal year ended December 31, 2012 are as follows:

  * Revenue was $142.8 million, an increase of 2.1% from $139.9 million for
    fiscal year 2011.
     
  * Gross margin was 27.6%, compared to 28.2% for fiscal year 2011.
     
  * Income from operations was $7.6 million, or 5.3% of revenue, compared to
    $10.3 million, or 7.4% of revenue, for fiscal year 2011.
     
  * GAAP net income was $8.4 million, compared to $13.5 million for fiscal
    year 2011.
     
  * Non-GAAP adjusted net income was $10.7 million, compared to $16.3 million
    for fiscal year 2011.
     
  * Cash flow from operating activities was $7.7 million, compared to $13.3
    million for fiscal year 2011.
     
  * Capital expenditures were $39.5 million, compared to $28.3 million for
    fiscal year 2011.

"We are pleased with our performance in the fourth quarter of 2012 as it
reflects a return to normal seasonality and increased traction of our AC/DC
solutions on the market," said Chieh Chang, Chief Executive Officer of BCD
Semiconductor. "Entering 2013, we remain optimistic as we continue to stay
focused on our business model and roll out innovative analog power management
solutions."

Business Outlook

Revenue for the first quarter of fiscal year 2013 is expected to be in the
range of $33 to $37 million, representing at mid-point a decrease of
approximately 5.3% compared to the fourth quarter of fiscal year 2012 and a
growth of approximately 11.8% compared to the first quarter of fiscal year
2012. Gross margins are expected to be in the range of 20.0% to 24.0% of
revenue. Operating expenses exclusive of share based compensation expenses and
expenses related to acquired intangible assets are expected to be
approximately $7.9 million. We expect our capital expenditures to be
approximately $3.0 million in the first quarter of fiscal year 2013. As
previously announced, on December 26, 2012, BCD Semiconductor entered into an
Agreement and Plan of Merger with Diodes Incorporated pursuant to which Diodes
Incorporated will acquire BCD Semiconductor. The forecasts for the first
quarter of fiscal year 2013 provided in this paragraph do not account for any
impact that may result from the completion of such acquisition.

Forward-Looking Statements

This press release contains forward-looking statements that are based on
current expectations, estimates, forecasts and projections of future
performance based on management's judgment, beliefs, current trends, and
anticipated product performance. These forward-looking statements include,
without limitation, projected revenues, gross margins, operating expenses,
income tax rate, capital expenditures and shares used to calculate earnings
per share under the section titled "Business Outlook," statements regarding
our expectation of continuing to roll out innovative analog power management
solutions. Forward-looking statements involve risks and uncertainties that may
cause actual results to differ materially from those contained in the
forward-looking statements. These risks and uncertainties include, but are not
limited to, our ability to introduce or develop new and enhanced products that
achieve market acceptance; the actual product performance in volume
production; the quality and reliability of our products; our ability to
achieve design wins; general business and economic conditions; our ability to
identify and consummate strategic transactions; the state of the semiconductor
industry and seasonality of our markets; any impact that may result from the
sale of our company to Diodes Incorporated; and other risks and uncertainties
as described in our filings with the U.S. Securities and Exchange Commission
("SEC"), including our Annual Report on Form 20-F for the fiscal year ended
December 31, 2011 filed on April 25, 2012, and other filings with the SEC.
Underlying assumptions subsequently proving to be incorrect or other unknown
or unpredictable factors could also cause actual results to differ materially
from those in the forward-looking statements. Although we believe that the
expectations reflected in the forward-looking statements are reasonable, we
cannot guarantee future results, level of activity, performance, or
achievements. You should not place undue reliance on these forward-looking
statements. All information provided in this press release is as of today's
date, unless otherwise stated, and BCD Semiconductor undertakes no duty to
update such information, except as required under applicable law.

Conference Call and Webcast

BCD Semiconductor plans to conduct an investor teleconference and live webcast
to discuss the financial results for the fiscal fourth quarter and fiscal year
ended December 31, 2012, its outlook for the first quarter of 2013 and other
business matters today, February 4, 2013 at 2:00 pm PT / 5:00 pm ET. To listen
to the live conference call, please dial 855-500-8701 (or +65 6723 9385 if
dialing from outside the U.S.A.). The conference ID number is 87107622. A live
webcast of the call will also be available in the "Event Calendar" section of
the Company's investor relations website, http://ir.bcdsemi.com/. The webcast
replay will be available for seven days after the live call on the same
website. To listen to the conference call replay, please dial 855-452-5696 (or
+61 2 8199 0299 if dialing from outside the U.S.A.) The conference ID number
for the replay is 87107622.

Use of Non-GAAP Financial Measures

To supplement our unaudited consolidated financial statements presented on a
basis consistent with GAAP, we disclose certain non-GAAP financial measures,
including non-GAAP adjusted net income and non-GAAP EPS. These supplemental
measures exclude share-based compensation expenses that are non-cash charges,
gain or loss on valuation of warrant liabilities, impairment loss and expenses
related to acquired intangible assets, impairment of equity investments and
related tax impact. We believe that non-GAAP financial measures can provide
useful information to both management and investors by excluding certain
non-cash expenses that are not indicative of our core operating results. In
addition, our management uses non-GAAP measures to compare our performance
relative to forecasts and to benchmark our performance externally against
competitors. Our use of non-GAAP financial measures has certain limitations in
that the non-GAAP financial measures we use may not be directly comparable to
those reported by other companies. For example, the term used in this press
release, non-GAAP adjusted net income, does not have a standardized meaning.
Other companies may use the same or similarly named measures, but exclude
different items, which may not provide investors with a comparable view of our
performance in relation to other companies. We seek to compensate for this
limitation by providing a detailed reconciliation of the non-GAAP financial
measures to the most directly comparable GAAP measures in the tables attached
to this press release. Investors are encouraged to review the related GAAP
financial measures and the reconciliation of these non-GAAP financial measures
to their most directly comparable GAAP financial measure.

About BCD Semiconductor

BCD Semiconductor Manufacturing Limited ("BCD Semiconductor") is a leading
analog integrated device manufacturer, or IDM, based in China, specializing in
the design, manufacture and sale of power management integrated circuits. Our
broad product portfolio targets primarily rapidly growing, high volume market
segments such as mobile phones, LCD televisions and monitors, personal
computers, adapters and chargers. As an IDM, we integrate product design and
process technology to optimize product performance and cost, and offer
system-level solutions with quality and reliability. Our China-based
operations also give us immediate access to the fast growing electronics
industry in Asia, enabling us to align our product development efforts with
market trends and provide timely and effective technical support to our
customers. For more information, please visit http://www.bcdsemi.com.

The following consolidated financial statements are prepared in accordance
with United States generally accepted accounting principles ("GAAP").

BCD Semiconductor Manufacturing                                    
Limited
Condensed Consolidated Balance Sheets                              
- GAAP
(in thousands of US dollars)                                       
(Unaudited)                                                        
                                       As of
                                       December 31, September 30, December 31,
                                       2011         2012          2012
ASSETS                                                             
CURRENT ASSETS                                                     
Cash and cash equivalent                $ 64,137     $ 38,944      $ 36,553
Restricted cash                        7,702        9,935         10,041
Accounts receivable, net               20,444       26,762        22,743
Inventories, net                       27,966       31,344        34,294
Excess value-added tax paid            2,414        4,381         5,046
Receivable from Zi Zhu                 4,028        1,637         855
Prepaid expenses and other current     6,379        3,039         4,464
assets
Total current assets                   133,070      116,042       113,996
                                                                   
PROPERTY, PLANT AND EQUIPMENT, NET     66,421       84,193        92,167
LAND USE RIGHT, NET                    3,081        3,009         3,018
ACQUIRED INTANGIBLE ASSETS, NET        2,019        1,684         1,575
INVESTMENT IN EQUITY SECURITIES        1,115        2,685         1,935
GOODWILL                               284          293           295
OTHER ASSETS                           3,274        6,301         7,158
TOTAL                                   $ 209,264    $ 214,207     $ 220,144
                                                                   
LIABILITIES AND SHAREHOLDERS' EQUITY                               
CURRENT LIABILITIES                                                
Short-term bank loans                   $ 8,300      $ 10,800      $ 17,800
Accounts payable                       17,004       23,563        21,268
Notes payable                          21,449       14,509        14,716
Accrued expenses                       3,791        5,012         5,317
Payable for purchase of property,      10,676       7,562         4,579
plant and equipment
Withholding tax liability              1,828        1,832         1,830
Other current liabilities              2,126        2,923         3,528
Total current liabilities              65,174       66,201        69,038
                                                                   
OTHER LIABILITIES                                                  
Deferred rent-noncurrent               121          109           106
Performance obligation                 3,903        3,878         3,692
Obligation under capital lease -       206          139           116
noncurrent
Deferred grant-noncurrent              411          310           262
Total other liabilities                4,641        4,436         4,176
Total liabilities                      69,815       70,637        73,214
                                                                   
SHAREHOLDERS' EQUITY                                               
Ordinary shares                        111          109           110
Additional paid-in capital             160,242      159,012       159,072
Accumulated other comprehensive income 12,568       11,969        12,839
Accumulated deficit                    (33,470)     (27,518)      (25,088)
Treasury stock                         (2)          (2)           (3)
Total shareholders' equity             139,449      143,570       146,930
TOTAL                                   $ 209,264    $ 214,207     $ 220,144
                                                                   

BCD Semiconductor                                                    
Manufacturing Limited
Condensed Consolidated
Statements of Income -                                               
GAAP
(in thousands of US
dollars, except for                                                  
percentages)
(Unaudited)                                                          
                                                                     
                           Three Months Ended            Fiscal Year Ended
                           December  September December  December   December
                           31,       30,       31,       31,        31,
                           2011      2012      2012      2011       2012
NET REVENUE                                                          
IC products                 $ 29,249  $ 36,130  $ 35,296  $ 129,800  $ 135,195
Services and Other         2,100     1,893     1,661     10,063     7,650
Total net revenue          31,349    38,023    36,957    139,863    142,845
COST OF REVENUE                                                      
IC products                22,081    26,029    25,679    95,446     99,236
Services and Other         1,053     947       881       4,954      4,124
Total cost of revenue      23,134    26,976    26,560    100,400    103,360
GROSS PROFIT               8,215     11,047    10,397    39,463     39,485
                           26.2%     29.1%     28.1%     28.2%      27.6%
OPERATING EXPENSES                                                   
Research and development   2,921     2,543     2,632     9,963      10,713
Selling and marketing      2,265     2,642     3,061     8,857      10,755
General and administrative 2,451     2,634     2,504     9,139      9,925
Expenses related to        140       182       118       414        514
acquired intangible assets
Impairment loss of         798        --        --       798         -- 
acquired intangible assets
Total operating expenses   8,575     8,001     8,315     29,171     31,907
INCOME (LOSS) FROM         (360)     3,046     2,082     10,292     7,578
OPERATIONS
                           (1.1%)    8.0%      5.6%      7.4%       5.3%
OTHER INCOME (EXPENSE)                                               
Interest income and        292       202       141       1,068      772
expenses
Impairment of equity       (549)      --       (773)     (549)      (773)
investment
Other, net                 1,168     788       1,268     3,593      1,790
Other income (expenses),   911       990       636       4,112      1,789
net
                                                                     
INCOME BEFORE INCOME TAX   551       4,036     2,718     14,404     9,367
EXPENSE
                                                                     
INCOME TAX EXPENSE         (18)      448       288       935        985
                                                                     
NET INCOME                  $ 569     $ 3,588   $ 2,430   $ 13,469   $ 8,382
                                                                     

BCD Semiconductor
Manufacturing                                                       
Limited
Condensed
Consolidated Cash                                                   
Flows Statement -
GAAP
(in thousands of US                                                 
dollars)
(Unaudited)                                                         
                    Three Months Ended                 Fiscal Year Ended
                    December   September   December    December    December
                    31,        30,         31,         31,         31,
                    2011       2012        2012        2011        2012
                                                                    
                                                                    
CASH FLOWS FROM
OPERATING                                                           
ACTIVITIES
Net income           $ 569      $ 3,588     $ 2,430     $ 13,469    $ 8,382
Depreciation and    1,628      2,647       2,240       5,801       9,800
amortization
Impairment loss of
acquired intangible 798         --          --         798          -- 
assets
Other adjustments   2,678      474         415         5,079       4,579
to net income
Changes in assets   (547)      (2,513)     (2,439)     (11,814)    (15,074)
and liabilities
Net cash provided
by operating         $ 5,126    $ 4,196     $ 2,646     $ 13,333    $ 7,687
activities 
                                                                    
CASH FLOWS FROM
INVESTING                                                           
ACTIVITIES
Capital             (9,811)    (8,867)     (12,579)    (28,281)    (39,484)
expenditures
Acquisition of Aura  --         --          --         (4,582)      -- 
Micro
Investment in        --         --          --          --         (1,587)
equity securities
Financing to        3,219      789         795         (3,921)     3,169
ZiZhu,receivable
Other cash flow
from investing      2,213      (5,714)     (384)       (1,534)     (4,470)
activities
Net cash used in
investing            $ (4,379)  $ (13,792)  $ (12,168)  $ (38,318)  $ (42,372)
activities 
                                                                    
CASH FLOWS FROM
FINANCING                                                           
ACTIVITIES
Share repurchase    (425)      (1,406)     (304)       (1,497)     (2,721)
Net borrowings      2,300       --         7,000       (3,740)     9,500
Initial public       --         --          --         49,085       -- 
offerings proceeds
Other cash flow
from financing      46         20          27          (1,678)     92
activities
Net cash provided
by (used in)         $ 1,921    $ (1,386)   $ 6,723     $ 42,170    $ 6,871
financing
activities 
                                                                    
EFFECTS OF EXCHANGE 191        (14)        408         2,235       230
RATE CHANGES
                                                                    
CHANGE IN CASH       $ 2,859    $ (10,996)  $ (2,391)   $ 19,420    $ (27,584)
                                                                    
CASH, BEGINNING OF   $ 61,278   $ 49,940    $ 38,944    $ 44,717    $ 64,137
PERIOD
                                                                    
CASH, ENDING OF      $ 64,137   $ 38,944    $ 36,553    $ 64,137    $ 36,553
PERIOD
                                                                    

BCD Semiconductor
Manufacturing                                                       
Limited
Reconciliation of
GAAP to Non-GAAP Net                                                
Income and EPS
(in thousands of US
dollars, except for                                                 
per ADS data)
(Unaudited)                                                         
                                                                    
GAAP to Non-GAAP Net Three Months Ended                Fiscal Year Ended
Income
                     December   September   December   December    December
                     31,        30,         31,        31,         31,
                     2011       2012        2012       2011        2012
                                                                    
GAAP net income       $ 569      $ 3,588     $ 2,430    $ 13,469    $ 8,382
                                                                    
Share-based
compensation (Note   522        237         327        1,998       1,377
A)
Gain or loss on
valuation of warrant  --         --          --        (745)        -- 
liability
Impairment loss of
acquired intangible  798         --          --        798          -- 
assets
Expenses related to
acquired intangible  140        182         118        414         514
assets
Change in
acquisition earn-out  --         --          --         --         (148)
payment
Impairment of equity 549         --         773        549         773
investment
                                                                    
Income tax impact in (137)       --         (193)      (137)       (193)
above items
                                                                    
Non-GAAP net income   $ 2,441    $ 4,007     $ 3,455    $ 16,346    $ 10,705
                                                                    
EPS (ADS) fully       $ 0.03     $ 0.19      $ 0.13     $ 0.23      $ 0.45
diluted, GAAP:
                                                                    
EPS (ADS) fully       $ 0.13     $ 0.22      $ 0.19     $ 0.86      $ 0.57
diluted, Non GAAP:
                                                                    
                                                                    
                                                                    
Note A:              Three Months Ended                Fiscal Year Ended
Share-based          December   September   December   December    December
compensation         31,        30,         31,        31,         31,
                     2011       2012        2012       2011        2012
Cost of revenue       $ 77       $ 44        $ 42       $ 232       $ 178
Research and         83         (45)        39         255         93
development
Selling, general and 362        238         246        1,511       1,106
administrative
Total share-based     $ 522      $ 237       $ 327      $ 1,998     $ 1,377
compensation
                                                                    
                                                                    
The GAAP earnings per share of $0.23 for the full year of 2011 takes into
account the 5 million ordinary shares at a fair value of $9.1 million issued
to the Series C preference shareholders upon IPO completion, which were
accounted for as deemed dividend reducing the earnings available to ordinary
shareholders, whereas no dividend was reflected in the calculation of non-GAAP
earnings per share.

CONTACT: Jean-Claude Zhang
         Chief Financial Officer
         Tel: +86 21 2416 2298
         IR@bcdsemi.com
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