UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of Earliest Event Reported): July 24, 2013
 
PDF SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
 
000-31311
(Commission File Number)
 
Delaware | 25-1701361
(State or Other Jurisdiction of Incorporation) | (I.R.S. Employer Identification No.)
 
333 West San Carlos Street, Suite 1000
San Jose, CA 95110
(Address of principal executive offices, with zip code)
 
(408) 280-7900
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 
 
TABLE OF CONTENTS
 
Item 2.02. Results of Operations and Financial Condition
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX

 

 
 
Item 2.02. Results of Operations and Financial Condition.
 
On July 24, 2013 PDF Solutions (the “Company”) issued a press release regarding its financial results and certain other information related to the second fiscal quarter ended June 30, 2013. A copy of the press release is attached hereto as Exhibit 99.1.
 
The information in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities under that Section, and shall not be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits

Exhibit No. | | Description
99.1 | | Press Release dated July 24, 2013 regarding financial results and certain other information related to the second fiscal quarter ended June 30, 2013.

 

 
  
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PDF SOLUTIONS, INC.
(Registrant)

| By: | /s/ Gregory Walker |

Gregory Walker
VP, Finance, and Chief Financial Officer
(principal financial and accounting officer)

Dated: July 24, 2013

 

 
   
EXHIBIT INDEX
 
Exhibit No. | | Description
99.1 | | Press Release dated July 24, 2013 regarding financial results and certain other information related to the second fiscal quarter ended June 30, 2013.

Exhibit 99.1
 
News Release
 
Company Contacts: |
Gregory Walker, | Sonia Segovia,
VP, Finance and CFO | IR Coordinator
Tel: (408) 938-6457 | Tel: (408) 938-6491
Email:gregory.walker@pdf.com | Email: sonia.segovia@pdf.com

PDF Solutions^® Reports Second Fiscal Quarter 2013 Results
 
SAN JOSE, Calif.—July 24, 2013—PDF Solutions, Inc. (“PDF Solutions” or the “Company”) (NASDAQ: PDFS) the leading provider of yield improvement technologies and services for the integrated circuit (IC) manufacturing process life cycle, today announced financial results for its second fiscal quarter ended June 30, 2013.
 
Total revenues for the second fiscal quarter of 2013 totaled $24.8 million, up 3% from $24.1 million for the first fiscal quarter of 2013 and up 10% when compared with total revenues of $22.5 million for the second fiscal quarter of 2012. Gainshare performance incentives revenues totaled $9.8 million, up 6% from $9.3 million for the first fiscal quarter of 2013 and up 12% when compared to gainshare performance incentives revenues of $8.7 million for the second fiscal quarter of 2012.
 
On a GAAP basis, net income for the second fiscal quarter of 2013 was $4.6 million, or $0.15 per basic and diluted share, compared to net income of $4.7 million, or $0.16 per basic and $0.15 per diluted share, for the first fiscal quarter of 2013, and net income of $4.8 million, or $0.17 per basic share and $0.16 per diluted share, for the second fiscal quarter of 2012.
 
Cash and cash equivalents were $76.8 million at June 30, 2013 compared to cash and cash equivalents of $61.6 million at December 31, 2012.
 
Non-GAAP net income for the second fiscal quarter of 2013 was $7.7 million, or $0.25 per diluted share, compared to non-GAAP net income of $6.7 million, or $0.22 per diluted share, for the first fiscal quarter of 2013, and non-GAAP net income of $6.4 million, or $0.22 per diluted share, for the second fiscal quarter of 2012. EBITDAR for the second fiscal quarter of 2013 was $9.4 million, or $0.30 per diluted share, compared to EBITDAR of $8.1 million, or $0.26 per diluted share, for the first fiscal quarter of 2013, and EBITDAR of $7.3 million, or $0.25 per diluted share, for the second fiscal quarter of 2012.

 
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As previously announced, PDF Solutions will discuss these results on a live conference call beginning at 2:00 p.m. Pacific Time/5:00 p.m. Eastern Time today. The call will be simultaneously web cast on PDF Solutions’ website at http://www.pdf.com/events. A replay of the web cast will be available at the same website address beginning approximately two hours after completion of the live call. A copy of this press release, including the disclosure and reconciliation of certain non-GAAP financial measures to the comparable GAAP measures, which non-GAAP measures may be used periodically by PDF Solutions’ management when discussing financial results with investors and analysts, will also be available on PDF Solutions’ website at http://www.pdf.com/press-releases following the date of this release.

Information Regarding Use of Non-GAAP Financial Measures
 
In addition to providing results that are determined in accordance with Generally Accepted Accounting Principles in the United States of America (GAAP), PDF Solutions also provides certain non-GAAP financial measures. Non-GAAP net income excludes the effects of stock-based compensation expenses, amortization of acquired technology and other acquired intangible assets, restructuring charges, and their related income tax effects, as applicable, as well as adjusts for the non-cash portion of income taxes. EBITDAR is calculated by taking GAAP net income, adding back stock-based compensation expenses, amortization of acquired technology and other acquired intangibles, restructuring charges, depreciation expense and income tax provision (benefit). These non-GAAP financial measures are used by management internally to measure the company’s profitability and performance. PDF Solutions’ management believes that these non-GAAP measures provide useful supplemental measures to investors regarding the company’s ongoing operations in light of the fact that none of these categories of expense has a current effect on the future uses of cash (with the exception of restructuring charges) nor do they impact the generation of current or future revenues. These non-GAAP results should not be considered an alternative to, or a substitute for, GAAP financial information, and may be different from similarly titled non-GAAP measures used by other companies. In particular, these non-GAAP financial measures are not a substitute for GAAP measures of income or loss as a measure of performance, or to cash flows from operating, investing and financing activities as a measure of liquidity. Since management uses these non-GAAP financial measures internally to measure profitability and performance, PDF Solutions has included these non-GAAP measures to give investors an opportunity to see the company’s financial results as viewed by management. A reconciliation of the comparable GAAP financial measures to the non-GAAP financial measures is provided at the end of the company’s financial statements presented below.

About PDF Solutions
 
PDF Solutions, Inc. (NASDAQ: PDFS) is the leading provider of yield improvement technologies and services for the IC manufacturing process life cycle. PDF Solutions offers solutions that are designed to enable clients to lower costs of IC design and manufacture, enhance time to market, and improve profitability by addressing design and manufacturing interactions from product design to initial process ramps to mature manufacturing operations. PDF Solutions' Characterization Vehicle® (CV®) electrical test chip infrastructure provides the core modeling capabilities, and is used by more leading manufacturers than any other test chips in the industry. Proprietary Template™ layout patterns provide optimum area, performance, and manufacturability for designing IC products. The proprietary Exensio™ solution for YieldAware™ FDC enables world-class variability control in manufacturing, in part by leveraging PDF Solutions' industry-leading dataPOWER® yield management system (YMS) and mæstria® fault detection and classification (FDC) software. Headquartered in San Jose, Calif., PDF Solutions operates worldwide with additional offices in Canada, China, France, Germany, Italy, Japan, Korea, Singapore, and Taiwan. For the company’s latest news and information, visit http://www.pdf.com/.
 
Characterization Vehicle, CV, dataPOWER®, mæstria®, PDF Solutions®, and the PDF Solutions logo are registered trademarks of PDF Solutions, Inc. or its subsidiaries.

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PDF SOLUTIONS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands)
 
| | June 30, | | | December 31, |
| | 2013 | | | 2012 |
ASSETS | | | | | | | |
Current assets: | | | | | | | |
Cash and cash equivalents | | $ | 76,767 | | | $ | 61,637 |
Accounts receivable, net | | | 26,602 | | | | 33,959 |
Deferred tax assets - current portion | | | 6,217 | | | | 3,589 |
Prepaid expenses and other current assets | | | 4,246 | | | | 3,413 |
Total current assets | | | 113,832 | | | | 102,598 |
Property and equipment, net | | | 5,799 | | | | 3,898 |
Deferred tax assets - long-term portion | | | 11,349 | | | | 16,471 |
Other non-current assets | | | 2,100 | | | | 1,293 |
Total assets | | | 133,080 | | | | 124,260 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | |
Current liabilities: | | | | | | | |
Accounts payable | | $ | 1,049 | | | $ | 2,054 |
Accrued compensation and related benefits | | | 7,138 | | | | 10,723 |
Accrued and other current liabilities | | | 1,784 | | | | 2,882 |
Deferred revenues | | | 2,890 | | | | 3,232 |
Billings in excess of recognized revenues | | | 516 | | | | 807 |
Total current liabilities | | | 13,377 | | | | 19,698 |
Non-current liabilities | | | 3,256 | | | | 3,502 |
Total liabilities | | | 16,633 | | | | 23,200 |
Stockholders’ equity: | | | | | | | |
Common stock and additional paid-in-capital | | | 226,686 | | | | 220,365 |
Treasury stock at cost | | | (28,008 | ) | | | (27,778 | )
Accumulated deficit | | | (82,295 | ) | | | (91,578 | )
Accumulated other comprehensive income (loss) | | | 64 | | | | 51 |
Total stockholders’ equity | | | 116,447 | | | | 101,060 |
Total liabilities and stockholders’ equity | | $ | 133,080 | | | $ | 124,260 |

 
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PDF SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
 
| | Three months ended | | | Six months ended |
| | June 30, | | | March 31, | | | June 30, | | | June 30, | | | June 30, |
| | 2013 | | | 2013 | | | 2012 | | | 2013 | | | 2012 |
Revenues: | | | | | | | | | | | | | | | | | | | |
Design-to-silicon-yield solutions | | $ | 14,950 | | | $ | 14,848 | | | $ | 13,793 | | | $ | 29,798 | | | $ | 27,179 |
Gainshare performance incentives | | | 9,826 | | | | 9,262 | | | | 8,738 | | | | 19,088 | | | | 15,995 |
Total revenues | | | 24,776 | | | | 24,110 | | | | 22,531 | | | | 48,886 | | | | 43,174 |
Cost of design-to-silicon-yield solutions: | | | | | | | | | | | | | | | | | | | |
Direct costs of design-to-silicon-yield solutions | | | 9,741 | | | | 9,657 | | | | 8,801 | | | | 19,398 | | | | 17,373 |
Amortization of acquired technology | | | - | | | | - | | | | 105 | | | | - | | | | 261 |
Total cost of design-to-silicon-yield solutions | | | 9,741 | | | | 9,657 | | | | 8,906 | | | | 19,398 | | | | 17,634 |
Gross profit | | | 15,035 | | | | 14,453 | | | | 13,625 | | | | 29,488 | | | | 25,540 |
Operating expenses: | | | | | | | | | | | | | | | | | | | |
Research and development | | | 3,184 | | | | 3,364 | | | | 3,291 | | | | 6,548 | | | | 6,448 |
Selling, general and administrative | | | 4,404 | | | | 4,794 | | | | 4,719 | | | | 9,198 | | | | 9,624 |
Amortization of other acquired intangible assets | | | 19 | | | | 18 | | | | 51 | | | | 37 | | | | 102 |
Restructuring charges (credits) | | | 9 | | | | (52 | ) | | | 91 | | | | (43 | ) | | | 83 |
Total operating expenses | | | 7,616 | | | | 8,124 | | | | 8,152 | | | | 15,740 | | | | 16,257 |
Income from operations | | | 7,419 | | | | 6,329 | | | | 5,473 | | | | 13,748 | | | | 9,283 |
Interest and other income (expense), net | | | (76 | ) | | | 250 | | | | 155 | | | | 174 | | | | 13 |
Income before income taxes | | | 7,343 | | | | 6,579 | | | | 5,628 | | | | 13,922 | | | | 9,296 |
Income tax provision | | | 2,791 | | | | 1,848 | | | | 808 | | | | 4,639 | | | | 977 |
Net income | | $ | 4,552 | | | $ | 4,731 | | | $ | 4,820 | | | $ | 9,283 | | | $ | 8,319 |
Net income per share: | | | | | | | | | | | | | | | | | | | |
Basic | | $ | 0.15 | | | $ | 0.16 | | | $ | 0.17 | | | $ | 0.31 | | | $ | 0.29 |
Diluted | | $ | 0.15 | | | $ | 0.15 | | | $ | 0.16 | | | $ | 0.30 | | | $ | 0.28 |
Weighted average common shares: | | | | | | | | | | | | | | | | | | | |
Basic | | | 29,650 | | | | 29,353 | | | | 28,560 | | | | 29,501 | | | | 28,472 |
Diluted | | | 31,154 | | | | 30,815 | | | | 29,560 | | | | 30,985 | | | | 29,303 |

 
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PDF SOLUTIONS, INC.
RECONCILIATION OF GAAP TO NON-GAAP NET INCOME (UNAUDITED)
(In thousands, except per share amounts)
 
| | Three months ended | | | Six months ended |
| | June 30, | | | March 31, | | | June 30, | | | June 30, | | | June 30, |
| | 2013 | | | 2013 | | | 2012 | | | 2013 | | | 2012 |
GAAP net income | | $ | 4,552 | | | $ | 4,731 | | | $ | 4,820 | | | $ | 9,283 | | | $ | 8,319 |
Adjustments to reconcile GAAP net income to non-GAAP net income: | | | | | | | | | | | | | | | | | | | |
Stock-based compensation expense | | | 1,709 | | | | 1,309 | | | | 1,319 | | | | 3,018 | | | | 2,224 |
Amortization of acquired technology | | | - | | | | - | | | | 105 | | | | - | | | | 261 |
Amortization of other acquired intangible assets | | | 19 | | | | 18 | | | | 51 | | | | 37 | | | | 102 |
Restructuring charges (credits) | | | 9 | | | | (52 | ) | | | 91 | | | | (43 | ) | | | 83 |
Non-cash portion of income tax expense (benefit) | | | 1,416 | | | | 730 | | | | 17 | | | | 2,146 | | | | (6 | )
Non-GAAP net income | | $ | 7,705 | | | $ | 6,736 | | | $ | 6,403 | | | $ | 14,441 | | | $ | 10,983 |
GAAP net income per diluted share | | $ | 0.15 | | | $ | 0.15 | | | $ | 0.16 | | | $ | 0.30 | | | $ | 0.28 |
Non-GAAP net income per diluted share | | $ | 0.25 | | | $ | 0.22 | | | $ | 0.22 | | | $ | 0.47 | | | $ | 0.37 |
Shares used in diluted shares calculation | | | 31,154 | | | | 30,815 | | | | 29,560 | | | | 30,985 | | | | 29,303 |

 
PDF SOLUTIONS, INC.
RECONCILIATION OF GAAP NET INCOME TO EBITDAR (UNAUDITED)
(In thousands, except per share amounts)
 
| | Three months ended | | | Six months ended |
| | June 30, | | | March 31, | | | June 30, | | | June 30, | | | June 30, |
| | 2013 | | | 2013 | | | 2012 | | | 2013 | | | 2012 |
GAAP net income | | | 4,552 | | | | 4,731 | | | | 4,820 | | | | 9,283 | | | | 8,319 |
Adjustments to reconcile GAAP net income to EBITDAR: | | | | | | | | | | | | | | | | | | | |
Stock-based compensation expense | | | 1,709 | | | | 1,309 | | | | 1,319 | | | | 3,018 | | | | 2,224 |
Amortization of acquired technology | | | - | | | | - | | | | 105 | | | | - | | | | 261 |
Amortization of other acquired intangible assets | | | 19 | | | | 18 | | | | 51 | | | | 37 | | | | 102 |
Restructuring charges (credits) | | | 9 | | | | (52 | ) | | | 91 | | | | (43 | ) | | | 83 |
Depreciation expense | | | 318 | | | | 256 | | | | 101 | | | | 574 | | | | 190 |
Income tax provision (benefit) | | | 2,791 | | | | 1,848 | | | | 808 | | | | 4,639 | | | | 977 |
EBITDAR | | $ | 9,398 | | | $ | 8,110 | | | $ | 7,295 | | | $ | 17,508 | | | $ | 12,156 |
EBITDAR per diluted share | | $ | 0.30 | | | $ | 0.26 | | | $ | 0.25 | | | $ | 0.57 | | | $ | 0.41 |
Shares used in diluted shares calculation | | | 31,154 | | | | 30,815 | | | | 29,560 | | | | 30,985 | | | | 29,303 |

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