Monday, March 2, 2009

Cavium Networks 10K

Customer concentration: "Cisco systems, Inc. accounted for 29% and F5 Networks, Inc. and Sumitomo Corporation each accounted for 11% of net revenue in 2008........an aggregate of approximately 57%, 56% and 56% of our net revenues from our top five customers for the years ended December 31, 2008, 2007 and 2006, respectively."

Wafer Foundry: ".......substantial percentage of our integrated circuit manufacturing to Taiwan Semiconductor Manufacturing Company, or TSMC, with the remaining manufacturing outsourced to United Microelectronics Corporation, or UMC and Fujitsu Microelectronics or Fujitsu."

Assembly & Test: "We outsource all product packaging and substantially all testing requirements for these products to several assembly and test subcontractors, including ASE Electronics in Taiwan and Singapore, as well as ISE in the United States."

Patent Foundation: "As of December 31, 2008, we had 15 issued and 29 pending patent applications in the United States, and two issued and 28 pending foreign patent applications."

Employees: "As of December 31, 2008, we had 347 regular employees located in the United States, India, Asia and Europe, which was comprised of: 18 employees in manufacturing operations, 238 in engineering, research and development, 91 in sales, marketing and administrative. "

Monolithic Power Systems 10K

Employees: As of December 31, 2008, we employed 579 employees located in the United States, Taiwan, China, Japan, Korea and Europe.

Patent foundation:
"As of January 12, 2009, we had approximately 240 patents issued and pending, of which 43 have been issued in the United States."

Material Litigation: O2Micro, Inc.

Since November 2000, we have been engaged in multiple legal proceedings involving patent infringement claims with O2Micro, Inc. and its parent corporation, O2Micro International Limited (referred to hereinafter as “O2Micro”). All of these claims relate to our CCFL backlight inverter products. For further information regarding the history of these legal proceedings, refer to our previous filings on Forms 10-K and related amendments, 10-Q and 8-K. In the United States District Court for the Northern District of California, O2Micro alleged that certain of our CCFL products infringe O2Micro’s ‘722 patent. On October 30, 2007, following the jury’s verdict, the Court entered judgment that all of the ‘722 patent claims asserted by O2Micro against us are invalid and denied all post-trial motions. Subsequently, O2Micro filed an appeal, and we filed a cross-appeal with the Federal Circuit. The appeals are currently pending. On May 1, 2007, we filed for declaratory judgment relief in the United States District Court for the Northern District of California against O2Micro that certain of our CCFL products do not infringe O2Micro’s ‘129 patent and that the ‘129 patent is invalid and unenforceable. On August 20, 2008, the parties filed a joint stipulation to a dismissal with prejudice of their respective claims for relief in which O2Micro covenants not to assert or reassert its ‘129 patent against us or our direct and indirect customers for infringement by our series of power inverter controller products. On September 30, 2008, based on information and belief that O2Micro had alleged to a customer that certain of our inverter controller products infringe O2Micro’s patents, we filed for declaratory judgment relief in the United States District Court for the Northern District of California against O2Micro that those products do not infringe O2Micro’s 6,856,519 (‘519) patent family. On February 11, 2009, O2Micro filed a counterclaim against us and our customers that certain of our inverter controller products infringe three patents in the ‘519 patent family and O2Micro’s 7,417,382 (‘382) patent. On December 15, 2008, O2Micro filed a complaint with the International Trade Commission alleging the patent infringement of the ‘519 and ‘382 patents against certain of our products. This case is still in the early proceedings. In addition to the U.S. litigation described above, O2Micro has brought various legal proceedings against us in Taiwan based upon a Taiwan patent. We previously posted cash bonds of approximately $7.9 million with the Taiwan Courts in support of our counter-injunctions and to prevent O2 from seizing our assets. In July 2008, the parties agreed to cease all provisional remedial disputes against each other and allow the parties to retrieve the bonds posted. As a result of the agreement, we retrieved the bonds, totaling approximately $7.9 million, in the second half of 2008.

Material Litigation: Linear Technology Corporation

On July 1, 2008, the United States District Court for the District of Delaware issued a judgment as a matter of law that we did not breach its October 1, 2005 Settlement and License Agreement with Linear. We plan to seek recovery of our attorney fees and costs from Linear, pursuant to a prevailing party attorneys’ fees provision in the Settlement and License Agreement. However, there can be no assurance that we can be successful in obtaining such recovery. The court also found as a matter of law that we did not willfully infringe the patent claims of U.S. Patent Numbers 5,481,178 and 6,580,258 asserted by Linear against MPS’ accused MP1543 product, which has been discontinued. However, the jury returned a verdict that an evaluation board containing the previously discontinued MP1543 product had directly infringed the asserted patent claims and that Linear’s patents mentioned above are valid. The parties had stipulated to a total of ten dollars in nominal patent infringement damages in the event that Linear prevailed in that dispute. The court has not issued a final judgment concerning the patent infringement and validity claims.

Material Litigation: Chip Advanced Technology Inc.

On December 12, 2007, we filed a patent infringement lawsuit in the U.S. District Court for the Central District of California against Chip Advanced Technology Inc. (“CAT”), asserting that CAT willfully infringed a MPS patent that enables efficient low voltage, low current power conversions, such as DC-DC step down converters. In the complaint, MPS seeks unspecified damages and a court-ordered injunction against future infringement by CAT. On September 16, 2008, we amended our complaint to add trade secret misappropriation claims against CAT. Through this lawsuit, MPS intends to vigorously protect and enforce its intellectual property. As the case is in its early stages, we are not able to determine the outcome of the litigation.

ON Semiconductor 10K

Revenue by Reporting Segments and customers:
  • Automotive & Power Regulation $432.5M; Delta, Continental Automotive, Flextronics, Delphi, Jabil, Samsung, Lite-On, Celestica, Emerson, Motorola.
  • Computing Products $430.7M; Flextronics Celestica, Seagate, Sony Ericsson, Continental Automotive, Jabil Motorola, LG, Delta Delphi.
  • Digital & Consumer Products $176.8M; Samsung, LG, Sony Ericsson, Motorola, ZTE Hong Kong LTD, Flextronics, Seagate, Continental Automotive, Jabil, M-Flex Assembly.
  • Standard Products $488.5M; Flextronics, Continental Automotive, Motorola, Sony Ericsson, Jabil, Delta, Delphi, LG, Seagate, Sony.
  • Custom & Foundry Products $526.3M; Hella, Continental, Honeywell, Alcatel-Lucent, Boston Scientific, Schneider, Siemens, General Electric, Starkey Laboratories, Valeo.
Subcontract wafer fabrication, assembly and test: ".....AIT, ASE, KEC, MagnaChip, Phenitec, Amkor and PSI, accounted for approximately 31%, 22% and 24% of our manufacturing costs in 2008, 2007 and 2006, respectively.

Employees: "As of December 31, 2008, we had approximately 14,172 employees worldwide. Of the total.........approximately 11,409 were engaged in manufacturing and information services, approximately 888 were engaged in our sales and marketing organization which includes customer service, approximately 495 were engaged in administration and approximately 1,380 were engaged in research and development."

Patent foundation: "As of January 15, 2009, we had approximately 928 U.S. and foreign patents and approximately 1,072 patent applications pending worldwide. Our patents have expiration dates ranging from 2009 to 2027. None of our patents that expire in the near future materially affect our business. Additionally, we have rights to more than 340 registered and common law trademarks."

Sunday, March 1, 2009

Spansion files Chapter 11

SUNNYVALE, Calif., March 1, 2009 /PRNewswire-FirstCall via COMTEX News Network/ -- Spansion Inc. (Nasdaq: SPSN), the world's largest pure-play provider of Flash memory solutions, today filed a voluntary petition for reorganization under chapter 11 of the U.S. Bankruptcy Code as part of its strategy to strengthen its financial position and focus its business for long-term success. The company's strategic plan is designed to restructure its burdensome debt obligations and intensify its focus on market segments with greater profit potential. Each of Spansion's domestic subsidiaries also simultaneously filed chapter 11 petitions.

"Given our focus on Spansion's future, management and the Board have concluded that chapter 11 provides the most effective means for Spansion to preserve its business, meet its post-petition obligations and maintain customer confidence and continuity while we complete this restructuring," said President and CEO John Kispert. "At the same time we will continue to explore opportunities for a strategic transaction to ensure that we are doing all we can to maximize value for our stakeholders."

The decision to seek chapter 11 protection was made in consultation with an ad hoc consortium of holders of Spansion's $625 million Senior Secured Floating Rate Notes due 2013. Spansion continues to be actively engaged in constructive discussions with this ad hoc consortium for the development of a plan of reorganization that would permit Spansion to emerge quickly from chapter 11 in a stronger financial and competitive position and for the continued exploration of multiple proposals from multiple parties seeking a strategic transaction.

The company believes that its current and anticipated cash resources will be sufficient to pay its expenses and maintain its business operations while it explores and implements options to address its long-term cash needs. Among other things, the company is in discussion with the ad hoc consortium about providing a debtor-in-possession (DIP) credit facility, while also simultaneously pursuing other options intended to provide the company with additional liquidity for its long-term cash needs.

Spansion emphasized that it intends to maintain customer service throughout the reorganization. "We will be intensely focused on continuing to provide our customers with superior engineering and world-class customer support," Kispert said.

As previously announced, on February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings.

Spansion Intensifies Focus on Profitable Segments

Spansion also said it plans to align its business to focus on products and segments in the embedded, IP solutions and wireless markets that have the highest profit potential.

"With our valuable portfolio of industry leading products and technology, we believe Spansion has a promising future," Kispert said. "By focusing on embedded Flash memory products, IP solutions, and the profitable portions of the wireless segment, we believe Spansion can leverage its diverse product portfolio and customer relationships while we continue our restructuring process and explore opportunities for a strategic transaction."

Spansion, Spansion LLC, Spansion Technology LLC, Spansion International, Inc. and Cerium Laboratories LLC filed their voluntary petitions for relief under chapter 11 in the U.S. Bankruptcy Court for the District of Delaware. The chapter 11 filings by Spansion and its domestic subsidiaries are events of default under Spansion's debt instruments.

Friday, February 27, 2009

Tessera 10K

IP revenue growth: "Intellectual property revenues for the year ended December 31, 2008 were $221.9 million as compared to $161.2 million for the year ended December 31, 2007, which represented an increase of $60.7 million, or 38%. The increase is primarily attributed to higher royalties reported on strong shipments, a favorable royalty pricing adjustment in the first quarter of 2008 from one of our current licensees, a favorable royalty adjustment in the third quarter of 2008 resulting from self-audits, option fees received from a defendant in an ITC infringement case, and higher license revenue primarily related to imaging and optics technologies."

Patent foundation:
"As of February 20, 2009, our intellectual property portfolio included 595 issued U.S. patents and 275 issued international patents. In addition, we have 328 domestic and 363 international patent applications. Our patents have expiration dates ranging from March 9, 2010 to August 10, 2027. In 2008, 106 U.S. standard or provisional patent applications were filed, along with 69 international patent applications. We continually file new patent applications for new developments in our technology."

Employees: "As of January 31, 2009, we had 417 employees, with 39 in sales, marketing and licensing, 281 in research and development (including employees who perform engineering, assembly and infrastructure services under our service agreements with third parties) and 97 in general administration, including general management, information technology, finance and accounting."

Current legal actions: There are 12 active material cases listed in the filing which will not be detailed here, but they include:
  • Tessera, Inc. v. Advanced Micro Devices, Inc. et al.
  • Tessera, Inc. v. Amkor Technology, Inc.
  • Tessera Technologies, Inc. v. Hynix Semiconductor Inc. et. al
  • In re Certain Semiconductor Chips With Minimized Chip Package Size and Products Containing Same, ITC No. 337-TA-605
  • Tessera, Inc. v. Motorola, Inc., et. al
  • In the Matter of Certain Semiconductor Chips with Minimized Chip Package Size and Products Containing Same (III)
  • Tessera, Inc. v. A-DATA Technology Co., Ltd., et al.
  • In the Matter of Certain Semiconductor Chips with Minimized Chip Package Size and Products Containing Same (IV)
  • Siliconware Precision Industries Co., Ltd. and Siliconware U.S.A., Inc. v. Tessera, Inc.,
  • Advanced Semiconductor Engineering Inc., ASE Test Limited, and ASE (U.S.) Inc. v. Tessera, Inc.
  • ChipMOS Technologies Inc., ChipMOS U.S.A. Inc. and ChipMOS Technologies (Bermuda) Ltd. v. Tessera, Inc.,
  • Tessera, Inc. v. United Test and Assembly Center Limited, et al
Additionally, there are numerous patent re-examination actions listed not detailed here.

Zoran 10K

Foundry and assembly: "Most of our devices are currently fabricated using standard complementary metal oxide semiconductor process technology with 0.08 micron (typo?) to 0.18 micron feature sizes........Our primary foundry is Taiwan Semiconductor Manufacturing Company, or TSMC, which has manufactured integrated circuits for us since 1987. TSMC and Tower Semiconductor Ltd. are currently manufacturing our DVD, DTV, imaging and mobile products. LSI Corporation is providing turn-key manufacturing for one high-end laser-printer product. Our independent foundries fabricate products for other companies and may also produce products of their own design. Most of our semiconductor products are currently being assembled by one of two independent contractors and tested by those contractors or other independent contractors. Our primary services company for assembly and testing is Advanced Semiconductor Engineering Inc."

Employees: "As of December 31, 2008, we had 1,411 employees, including 634 employees primarily involved in research and development activities, 616 in marketing and sales, 128 in finance, human resources, information systems, legal and administration, and 33 in manufacturing control and quality assurance. We had 488 employees based in Israel, primarily involved in engineering and research and development, 203 employees at our facility in Sunnyvale, California and 142 employees at our facility in Burlington Massachusetts. We have 327 employees in our China office."

Diodes 10K

Percentage of revenue by end market:
  • Consumer Electronics 32%
  • Computing 33%
  • Communications 16%
  • Industrial 16%
  • Automotive 3%
Employees: "As of December 31, 2008, we employed a total of 3,067 employees, of which 2,215 of our employees were in Asia, 269 were in the United States and 583 were in Europe."

Relationship with Lite-On: "Lite-On Semiconductor Corporation and its subsidiaries and affiliates (“LSC”). LSC is our largest stockholder, owning approximately 20.2% of our outstanding Common Stock as of December 31, 2008, and is a member of the Lite-On Group of companies. C.H. Chen, our former President and Chief Executive Officer, and Vice Chairman of our Board of Directors, is also Vice Chairman of LSC. M.K. Lu, a member of our Board of Directors until May 2007, was President of LSC. In addition, Raymond Soong, the Chairman of our Board of Directors, is Chairman of LSC, and is the Chairman of Lite-On Technology Corporation, a significant shareholder of LSC.......We sold silicon wafers to LSC totaling 6.5%, 6.2% and 3.5% of total sales for the years ended December 31, 2006, 2007 and 2008, respectively, making LSC our largest customer."

Recent litigation activity: "On November 25, 2008, Integrated Discrete Devices, LLC (“IDD”) filed a complaint for patent infringement against the Company in the United States District Court for the District of Delaware (the “Court”).........alleging that the Company has been and is infringing, actively inducing others to infringe, or contributing to the infringement of IDD’s United States Patent No. 5,825,079........On January 23, 2009, the Company filed an answer and counterclaims to IDD’s complaint. "

Cypress Semiconductor 10K

Growth in Programmable System-on-Chip (“PSoC®”): "Cypress grew its PSoC customer base by 42% in fiscal 2008 to approximately 8,800 customers."

Employees: "
As of December 28, 2008, we had approximately 4,100 employees worldwide. Geographically, approximately 1,500 employees were located in the Philippines, 1,700 employees were located in the United States and 900 employees were located in other countries. Of the total employees, approximately 2,300 employees were associated with manufacturing, 800 employees were associated with research and development, and 1,000 employees were associated with selling, general and administrative functions."

Patent foundation and forecast:
"As of the end of fiscal 2008, we had approximately 1,600 issued patents and approximately 1,200 additional patent applications on file domestically and internationally. In addition, in fiscal 2009, we are preparing to file up to 120 new patent applications in the United States and 20 foreign applications in countries such as China, Taiwan, Korea and India."

Relationships with Grace Semiconductor (foundry): "In December 2005, Cypress entered into a strategic foundry partnership with Grace Semiconductor Manufacturing Corporation (“Grace”), located in Shanghai, China. Under the terms of the agreement, Cypress transferred certain of its proprietary process technologies to Grace and provides additional production capacity to augment output from Cypress’s manufacturing facilities. During fiscal 2006 and 2007, Cypress completed the transfer of its 0.35-micron SONOS, 0.13-micron SRAM and LOGIC processes and began purchasing products from Grace that were manufactured using these processes........As of December 28, 2008, we were continuing to serve as guarantor for approximately $32.4 million in lease payments due by Grace Semiconductor Manufacturing Corporation, a strategic foundry of Cypress. In conjunction with the master lease agreement, we have entered into a series of guarantees with a financing company for the benefit of Grace. If Grace fails to pay any of the quarterly rental payments, we will be obligated to pay such outstanding amounts within 10 days of a written demand from the financing company. If we fail to pay such amount, interest will accrue at a rate of 9% per annum on any unpaid amounts. To date, we have not been required to make any payments under these guarantees. However, if Grace were to default on the leases, it could have a negative impact on our financial position and results of operations."

Thursday, February 26, 2009

Cypress Semiconductor 8K - Pay and bonus cuts

No bonus: "......no incentive cash bonus payouts to the Company’s executive officers with respect to the fourth fiscal quarter and fiscal year ended December 28, 2008"

No pay increases: "On February 20, 2009, the Committee approved management’s recommendation that there would be no salary increases for any of the Company’s executive officers for fiscal year 2009. This would be the second consecutive year that the Committee has approved management’s recommendation that there should be no changes to annual base salary for executive officers."

Pay cuts: On February 24, 2009, the Company announced a world-wide (subject to local legal restrictions) base salary reduction plan to be effective at the beginning of the Company’s second fiscal quarter of 2009. All applicable employees, including executive officers, will be subject to a reduction in base salary based on a sliding scale. In connection with this plan, executive officers will have their base salary reduced by a scale between 9% and 11%."

Rambus 10K

Employees: "As of December 31, 2008, we had approximately 200 employees in our engineering departments, representing 60% of our total employees. A significant number of our engineers spend all or a portion of their time on research and development. ......approximately 330 (total) full-time employees."

Patent foundation: "As of December 31, 2008, we have more than 735 U.S. and foreign patents on various aspects of our technology, with expiration dates ranging from 2010 to 2026, and we have approximately 500 pending patent applications."

Customer concentration: "We have a high degree of revenue concentration, with our top five licensees representing approximately 67%, 67% and 63% of our revenue for the years ended December 31, 2008, 2007 and 2006, respectively. For the year ended December 31, 2008, revenue from Fujitsu, NEC, Panasonic, Sony, Elpida and AMD each accounted for 10% or more of our total revenue."

Royalty revenue by technology:
  • "In the years ended December 31, 2008, 2007 and 2006, our largest source of royalties was related to the license of our patents for SDR and DDR-compatible products. Royalties decreased approximately $32.5 million for SDR and DDR-compatible products to $100.5 million for the year ended December 31, 2008 from $133.0 million for the same period in 2007.
  • In the year ended December 31, 2008 and 2007, royalties from XDR, FlexIO, DDR and serial link-compatible products represented the second largest category of royalties. Royalties from these products increased approximately $5.4 million to $21.8 million for the year ended December 31, 2008 from $16.4 million for the same period in 2007.
  • In the years ended December 31, 2008 and 2007, royalties from RDRAM-compatible products represented the third largest source of royalties. Royalties from RDRAM memory chips and controllers decreased $0.3 million to $4.6 million for the year ended December 31, 2008 from $4.9 million for the same period in 2007."