-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J6v0XTYiiSh/EdFZ9c+P6s3N/fTWm4oamBofmJMws/nXCKeGRoDBAwYnPTwBslrd Pk9MeokvDWK73lF+STP2FQ== 0001193125-08-117098.txt : 20080516 0001193125-08-117098.hdr.sgml : 20080516 20080516105336 ACCESSION NUMBER: 0001193125-08-117098 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080516 FILED AS OF DATE: 20080516 DATE AS OF CHANGE: 20080516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPREADTRUM COMMUNICATIONS INC CENTRAL INDEX KEY: 0001287950 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33535 FILM NUMBER: 08840689 BUSINESS ADDRESS: STREET 1: 810 E ARQUES AVE CITY: SUNNYVALE STATE: CA ZIP: 94085 BUSINESS PHONE: 4087358126 6-K 1 d6k.htm FORM 6-K Form 6-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of May, 2008

Commission File Number 001-33535

 

 

Spreadtrum Communications, Inc.

(Translation of Registrant’s Name Into English)

 

 

Spreadtrum Center, Building No. 1

Lane 2288, Zuchongzhi Road

Zhangjiang, Shanghai 201203

People’s Republic of China

(Address of Principal Executive Offices)

 

 

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F):

Form 20-F      X            Form 40-F              

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)):

Yes                      No      X    

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):

Yes                      No      X    

(Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934):

Yes                      No      X    

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-            )

 

 

 


Spreadtrum Communications, Inc. (the “Registrant”) is furnishing under the cover of Form 6-K:

 

Exhibit 99.1:

  Press release, dated May 15, 2008, entitled “Spreadtrum Communications, Inc. Announces First Quarter 2008 Results.”


SIGNATURE

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, thereunto duly authorized.

 

Spreadtrum Communications, Inc.
By:  

/s/ Ping Wu

Name:   Ping Wu
Title:  

President, Chief Executive Officer and

Chairman of the Board of Directors

Date: May 16, 2008


EXHIBIT INDEX

 

Exhibit

  

Description

Exhibit 99.1:

   Press release, dated May 15, 2008, entitled “Spreadtrum Communications, Inc. Announces First Quarter 2008 Results.”


Exhibit 99.1

Spreadtrum Communications, Inc. Announces First Quarter 2008 Results

First Quarter 2008 Financial Summary:

 

 

Total revenue increased 51% year-over-year to US$39.5 million as baseband revenue grew 73% year-over-year.

 

 

Diluted earnings per American Depositary Share (ADS) was US$0.06, up from US$0.05 in 1Q07.

 

 

Gross margin in 1Q08 was 44.9% compared to 42.9% in 1Q07 and 45.5% in 4Q07.

 

 

Operating margin in 1Q08 was 5.1% compared to 5.0% in 1Q07 and 17.6% in 4Q07. Excluding share-based compensation and amortization of intangibles from the Quorum acquisition, non-GAAP operating margin in 1Q08 was 10.8%.

 

 

GAAP net income increased 37% year-over-year to US$2.8 million, while non-GAAP net income was up 55% year-over-year.

Recent Business Highlights:

 

 

Spreadtrum completed its acquisition of Quorum Systems, and the integrated team has already won joint designs at handset makers, with a 30-40% attach rate goal by year end.

 

 

Two of Spreadtrum’s customers together received over 50% of the initial round of 60,000 TD-SCDMA handset orders from China Mobile in January. Two more rounds of handset orders are expected before the Olympics, and the second phase of the TD-SCDMA network has begun.

 

 

Spreadtrum announced its first mobile TV chip, SC6600V, the industry’s first demodulator/decoder chip for CMMB-based mobile TV, which has already started commercial broadcasting in Beijing, Shanghai, and Shenzhen.

 

 

Spreadtrum signed a new partnership agreement with Wingtech to expand that relationship, including a modified SC6600W product.

 

 

Spreadtrum will hold its second annual Technology Forum in Shanghai, June 17-18, to outline its roadmap and plans with its customers, partners, industry media, and investors.

Shanghai, China, May 15, 2008 – Spreadtrum Communications, Inc. (NASDAQ: SPRD; the “Company”), one of China’s leading wireless baseband chipset providers, today announced its first quarter 2008 financial results. Under accounting principles generally accepted in the United States of America (US GAAP), diluted earnings per ADS was US$0.06 in the first quarter of 2008 (1Q08), an increase of 20% from US$0.05 in the same period in 2007 (1Q07). Net income for 1Q08 was US$2.8 million, an increase of 37% from US$2.0 million in 1Q07.


US GAAP net income for 1Q08 included US$1.9 million of share-based compensation expense and US$0.4 million of amortization of intangibles from the Quorum acquisition. Excluding the impact of this share-based compensation expense and the amortization of intangibles from the Quorum acquisition, the Company’s non-GAAP net income for 1Q08 would have been US$5.0 million, up 55% from US$3.2 million in 1Q07. Diluted non-GAAP earnings per ADS in 1Q08 was US$0.11, up from US$0.08 in 1Q07.

Commenting on the results, the Company’s President and CEO, Dr. Ping Wu, said:

“We are pleased that we were able to achieve our financial guidance in light of several factors that made this a challenging first quarter. Traditionally, Q1 is a seasonally slower quarter for the cellphone market. This year the market also had to work down a surplus of inventory from Q4 and cope with the impact of a snowstorm that disrupted travel and consumer spending. We were able to use this slower environment to streamline our internal operations, improve our product mix and enhance our product cost structure, which we believe will have a positive impact on profits in the 2nd half of this year.

On the business side, we completed our purchase of Quorum Systems in January and are far along in the integration of its R&D team and products into the combined Company. The joint team has already had some early successes in getting Quorum’s RF transceivers designed into our customers’ products and given this traction we are targeting a 30-40% attach rate for our basebands with Quorum’s transceivers by the end of the year. Quorum’s current products include low cost, low power single chip CMOS based multi-band transceivers for the GSM, GPRS, EDGE, TD-SCDMA, and WCDMA markets. With this acquisition we have more design options and more complete solutions for our customers—from 2G to 3G, physical layer software to protocol and applications.

On the 3G front, we are pleased that China Mobile began commercial trial in April and that two of our customers received a majority of the initial handset orders. We believe China Mobile will place two more rounds of handset orders in Q2 and Q3 respectively and that it has already begun to implement the 2nd phase of its TD-SCDMA network. We remain confident that we are well positioned for the ramp of this new technology in 2008 and beyond, as the market looks to ramp towards 100 million TD-based phones by 2011.

In addition to TD-SCDMA, we also have been working on additional growth drivers. We believe our recently announced mobile TV demodulator/decoder chip (the SC6600V) can work either as a stand-alone solution or with a host chip to address designers’

 

2    5/16/2008


needs and should become an important selling point for cellphones in the latter half of this year. The State Administration of Radio Film and Television (SARFT) already has commercial trials in 10 cities, including Beijing, Shanghai, and Shenzhen, and is expected to have CMMB network in 37 cities by August with network installation planned for another 324 cities in 2009. The area covered by CMMB signals will increase further once a planned satellite is launched.

Most of our revenue in 2008 should still come from our refreshed portfolio of 2G/2.5G products that we believe includes unique integrated features on a single chip that have normally been available only on Smartphones, but that Speadtrum has brought into mainstream phones – such features as touchscreen, Java, dual-SIM, 5 mega-pixel sensors, and robust API capabilities, enabling such services as cell based A-GPS. Therefore, we believe we have the portfolio to allow handset designers to be successful now, but the roadmap to expand not just within China’s production, but into the international export market as well.”

First Quarter 2008 Financial Review

Revenue

Revenue in the first quarter totaled US$39.5 million, representing an increase of 51% from 1Q07 but a seasonal decrease of 19% from 4Q07. Revenue from baseband semiconductors was US$35.5 million, or 90% of revenue, up from 79% of revenue in 1Q07, but a slight drop from 93% of revenue in 4Q07 given end-of-life orders from certain turnkey solution providers. Revenue from turnkey solutions was US$4.0 million, which represented 10% of revenue, down from 21% of revenue in 1Q07 and up from 7% of revenue in 4Q07.

Revenue from baseband semiconductors grew 73% from 1Q07 and decreased 21% from 4Q07 to US$35.5 million. Unit shipments of baseband semiconductors increased 96% from 1Q07 and decreased 25% from 4Q07. Nearly all baseband semiconductor shipments in the first quarter were 2G/2.5G related products. 3G products accounted for 1% of the baseband shipments in 1Q08. The average selling price per unit for baseband semiconductors increased by 8% from 4Q07 as a result of better product mix.

Revenue from turnkey solutions decreased during the quarter by 29% from 1Q07 and increased 11% from 4Q07 to US$4.0 million. The year-over-year decrease was a result of the Company’s ongoing plan to phase out its SM5100 series modules, and the sequential increase reflected end-of-life purchases by the Company’s modules customers.

 

3    5/16/2008


Gross Margin

The gross margin for the quarter was 44.9%, up from 42.9% in 1Q07 and down from 45.5% in 4Q07. The non-GAAP gross margin was 45.1%, up from 43.1% in 1Q07 and down from 45.6% in 4Q07. Gross margin for baseband semiconductors in 1Q08 decreased approximately 0.7% from 1Q07, primarily as a result of a decline in the weighted average selling price. Gross margin for baseband semiconductors in 1Q08 increased 1.6% from 4Q07, primarily as a result of better product mix.

The cost of revenue in 1Q08 totaled US$21.7 million, representing an increase of 45% from 1Q07 and a decrease of 18% from 4Q07. The year-over-year increase in absolute dollars was driven by an increase in the total cost of baseband semiconductors from higher volumes partially offset by a decline in the total cost of turnkey solutions. The total cost of turnkey solutions declined as the Company continued to de-emphasize its SM5100 series module business. The sequential decrease was driven by a decrease in total wafer fabrication and assembly and testing costs as a result of the 25% decrease in baseband unit volume from 4Q07.

Operating Margin

The Company’s operating margin was 5.1% in 1Q08, compared to 5.0% in 1Q07 and 17.6% in 4Q07. The year-over-year improvement in operating margin was due to higher gross margin and lower SG&A expense as a percentage of revenue partially offset by an increase in R&D expenses as a percentage of revenue. The increase in R&D expenses was primarily due to the acquisition of Quorum Systems, whose primary activities are the research and development of radio frequency transceivers. The sequential decrease in operating margin was primarily attributed to higher R&D expenses as a result of the Quorum acquisition and higher SG&A expenses, as percentages of revenue. Excluding stock based compensation expense and the amortization of intangibles from the Quorum acquisition, the non-GAAP operating margin in 1Q08 was 10.8%, up from 9.7% in 1Q07 and down from 20.7% in 4Q07.

Total operating expenses in 1Q08, which include selling, general and administrative (SG&A) expenses and research and development (R&D) expenses, were US$15.7 million, representing increases of 59% from 1Q07 and 17% from 4Q07. Total operating expenses for the quarter represented 39.9% of revenue, compared to 37.9% and 27.8% of revenue in 1Q07 and 4Q07, respectively. Excluding stock based compensation expense and the amortization of intangibles from the Quorum acquisition, total non-GAAP operating expenses in 1Q08 were US$13.6 million, representing increases of 55% from 1Q07 and 12% from 4Q07. Total non-GAAP operating expenses for the quarter represented 34.3% of revenue.

 

4    5/16/2008


SG&A expenses increased by 22% in 1Q08 from 1Q07 and 15% from 4Q07 and represented 12.1% of revenue. These expenses as a percentage of revenue in 1Q08 improved from 15.0% of revenue in 1Q07 primarily due to lower fees for professional services and higher revenue level in 1Q08. These expenses as a percentage of revenue in 1Q08 increased from 8.6% of revenue in 4Q07 primarily due to lower revenue level in 1Q08. The year-over-year dollar increase was driven primarily by higher salary and benefits as a result of headcount addition, share-based compensation expense, marketing and business travel expense, partially offset by lower fees for professional services. The sequential dollar increase was driven primarily by higher salary and benefits as a result of headcount additions, higher stock-based compensation, marketing and professional service expenses.

R&D expenses in 1Q08 increased 83% year-over-year and 17% sequentially and represented 27.8% of revenue in 1Q08, compared to 22.9% in 1Q07 and 19.3% in 4Q07. The R&D expenses associated with Quorum Systems, which acquisition was completed in mid-January 2008, represented 4.9% of revenue. The year-over-year and sequential dollar increases were driven primarily by the Company’s efforts to expand its product portfolio and the impact of the Quorum acquisition. These increases included higher expenses related to salary and benefits, higher stock-based compensation, depreciation and amortization, and non-recurring engineering expense, partially offset by an increase in government grants for R&D projects.

Non-Operating Income

In 1Q08, the Company recorded net interest income of US$0.8 million, representing an increase of US$0.4 million from 1Q07 and a decrease of US$0.7 million from 4Q07. The year-over-year increase was primarily attributed to interest earned from investing the higher balance of cash and cash equivalents arising from the Company’s initial public offering. The sequential decrease was primarily due to a reduction in the balance of cash and cash equivalents, as a result of the Quorum purchase, and declines in interest rates.

Earnings

Diluted earnings per ADS was US$0.06, up 20% from US$0.05 in 1Q07 and down 73% from US$0.22 in 4Q07. Excluding stock based compensation expense and amortization of intangibles from the Quorum acquisition, non-GAAP diluted earnings per ADS for 1Q08 was US$0.11, up from US$0.08 in 1Q07 and down from US$0.25 in 4Q07.

The Company’s net income totaled US$2.8 million in 1Q08, an increase of 37% from US$2.0 million in 1Q07 and a decrease of 73% from US$10.2 million in 4Q07. The net margin was 7.0%, down from 7.8% in 1Q07 and 21.0% in 4Q07. Excluding stock based compensation expense and amortization of intangibles from the Quorum acquisition, non-GAAP net margin was 12.7% in 1Q08, up from 12.5% in 1Q07 and down from 24.1% in 4Q07.

 

5    5/16/2008


Balance Sheet and Cash Flow

As of March 31, 2008, the Company had US$97.2 million in cash and cash equivalents, which represented a decrease of US$59.8 million from December 31, 2007 due primarily to the US$55.4 million cash portion spent on the Quorum acquisition. In 1Q08, the Company also used US$2.7 million cash for operating activities, US$1.2 million on property and equipment, and US$1.4 million on intangible assets.

Accounts receivable (A/R) decreased from US$2.2 million at December 31, 2007 to US$1.4 million at March 31, 2008, and the average A/R days decreased from 5 days to 4 days. Inventory at March 31, 2008 was US$20.3 million, a decrease of $4.8 million from December 31, 2007, and the inventory days decreased from 86 days to 85 days, which is in-line with the Company’s targets needed for the ramp up of several new products in 2008. Total assets as of December 31, 2007 were US$257.5 million, up 8.7% from US$236.9 million at December 31, 2007.

Current liabilities decreased from US$43.6 million at December 31, 2007 to US$28.0 million at March 31, 2008, primarily due to a decrease in accounts payable. Long-term liabilities at March 31, 2008 were US$19.8 million, compared to US$5.4 million at December 31, 2007, primarily due to an increase of deferred tax liability resulted from the Quorum acquisition.

Promotion

The Company promoted Dr. Yi Kang to the position of Vice President of Marketing. Dr. Kang joined Spreadtrum in 2003 and has worked on a number of different assignments. As the project manager, he led the team that developed the industry’s first GSM/TD-SCDMA single chip baseband (SC8800). Later, he was the head of the Company’s Beijing office, built up the R&D team in Beijing, and cultivated relationships with universities, the business community, and government agencies. Most recently he was the head of the Mobile Multimedia unit and led the team that developed the Company’s CMMB-based mobile TV chip. Dr. Yi Kang received his Ph.D. degree from the University of Illinois at Urbana-Champaign.

Business Outlook:

The Company currently expects revenue in the second quarter to be approximately US$40 million to US$41 million, which represents a sequential increase of 2% to 4% from the US$39.5 million in the first quarter of 2008. A few select customers were undergoing restructuring efforts that began in Q1 and as a result are seeing some slower growth in Q2. We have engaged with several new customers in China and expect to see some initial ramp with these new customers in the 3rd and 4th quarters. In addition, as we begin to ramp up our mobile TV chip and as the TD-SCDMA market continues to ramp, we believe we should see a meaningful resumption of growth in our business during the 2nd half of this year.

 

6    5/16/2008


The Company estimates its operating margin in 2Q08 should be in the range of 4%-5%, approximately flat from the Q1 level. The Company estimates its stock-based compensation expense will be approximately $2 million in the second quarter.

Webcast of Conference Call:

The Company’s management team will conduct a conference call at 6:00 pm Eastern Time on May 15, 2008. A webcast of the conference call will be accessible on the Company’s web site at http://www.spreadtrum.com. The conference call can also be accessed via the following telephone numbers:

 

USA (Toll Free):    1 866 679 8035
USA (Toll):    1 617 213 4848
Hong Kong (Toll Free):    800 962 844
China (Toll Free):    10 800 130 0399
Participant Passcode:    97671951
Pre-registration (optional):    https://www.theconferencingservice.com/prereg/key.process?key=PWAALGPHF

A replay of the conference call will be available for seven days via the following telephone numbers:

 

USA (Toll Free):    1 888 286 8010
USA (Toll):    1 617 801 6888
Participant Passcode:    1897 2285

Discussion of Non-GAAP Financial Measures

In addition to disclosing financial results prepared in accordance with US GAAP, the Company’s earnings release contains non-GAAP financial measures that exclude the effects of share-based compensation and amortization of intangibles from the Quorum acquisition. The non-GAAP financial measures used by management and disclosed by the Company exclude the income statement effects of all forms of share-based compensation and amortization of intangibles from the Quorum acquisition.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for financial measures prepared in accordance with US GAAP. The financial results reported in accordance with US GAAP and reconciliation of GAAP to non-GAAP results should be carefully evaluated. The non-GAAP financial measures used by the Company may be prepared differently from and, therefore, may not be comparable to similarly titled measures used by other companies.

The Company believes that the presentation of non-GAAP gross margin, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per ADS provides important supplemental information to management and investors regarding financial and business trends relating to the Company’s financial condition and results of operations. The non-GAAP diluted earnings per ADS is calculated by dividing non-GAAP net income by the US GAAP weighted average diluted shares outstanding.

 

7    5/16/2008


Listed below are the share-based compensation amounts included in net income that management excludes in computing the non-GAAP financial measures referred to in the text of this press release. A reconciliation of GAAP to non-GAAP results is presented after the consolidated balance sheets.

 

     Three months ended
     March 31,
2007
   December 31,
2007
   March 31,
2008
     (in thousands of US dollars)

Share-based compensation:

        

Cost of revenue

   $ 49    $ 47    $ 75

Research and development

     457      535      790

Selling, general, and administrative

     711      913      991

 

8    5/16/2008


Spreadtrum Communications, Inc.

Condensed Consolidated Income Statements

(in thousands of US dollars, except per share data and percentages)

(unaudited)

 

     Three months ended     Change from  
     March 31,
2007
    December 31,
2007
    March 31,
2008
    1Q07     4Q07  

Revenue

   $ 26,167     $ 48,542     $ 39,498     51 %   (19 )%

Cost of revenue

     14,954       26,476       21,746     45 %   (18 )%
                            

Gross profit

     11,213       22,066       17,752     58 %   (20 )%

Operating expenses

          

Research & development

     5,996       9,352       10,967     83 %   17 %

Selling, general & administrative

     3,920       4,154       4,774     22 %   15 %
                            

Total operating expenses

     9,916       13,506       15,741     59 %   17 %
                            

Operating income

     1,297       8,560       2,011     55 %   (77 )%

Non-operating income (expense)

          

Interest income

     439       1,452       795     81 %   (45 )%

Interest expense

     (6 )     (27 )     (35 )   483 %   30 %

Other income, net

     331       563       637     92 %   13 %
                            

Total non-operating income

     764       1,988       1,397     83 %   (30 )%
                            

Income before tax

     2,061       10,548       3,408     65 %   (68 )%

Income tax expense

     29       352       630     2,072 %   79 %
                            

Net income

   $ 2,032     $ 10,196     $ 2,778     37 %   (73 )%
                            

Basic earnings per ADS

   $ 0.36     $ 0.24     $ 0.06     (83 )%   (75 )%

Diluted earnings per ADS

   $ 0.05     $ 0.22     $ 0.06     20 %   (73 )%

Margin analysis:

          

Gross margin

     42.9 %     45.5 %     44.9 %    

Operating margin

     5.0 %     17.6 %     5.1 %    

Net margin

     7.8 %     21.0 %     7.0 %    

Weighted average ADS equivalent: 1

          

Basic

     5,659,595       42,263,233       43,164,186      

Diluted

     38,156,489       47,032,432       46,789,892      

 

1

Assumes all outstanding ordinary shares are represented by ADSs. Each ADS represents three ordinary shares.

 

9    5/16/2008


Spreadtrum Communications, Inc.

Condensed Consolidated Balance Sheets

(in thousands of US dollars)

(unaudited)

 

     March 31,
2007
   December 31,
2007
   March 31,
2008 (Note)

Cash and cash equivalents

   $ 44,801    $ 157,038    $ 97,232

Accounts receivable, net

     10,713      2,198      1,410

Inventories

     9,870      25,054      20,301

Deferred tax assets

     202      392      392

Prepaid expenses and other current assets

     1,063      5,650      5,625
                    

Total current assets

     66,649      190,332      124,960

Property and equipment , net

     19,503      23,046      25,236

Acquired intangible assets , net

     7,551      14,220      49,321

Goodwill

     —        —        46,895

Deferred tax assets

     1,060      1,222      1,225

Other long term assets

     3,939      8,102      9,876
                    

Total assets

     98,702      236,922      257,513
                    

Current portion of long term loan

     1,099      685      —  

Accounts payable

     10,218      24,857      10,165

Advances from customers

     2,028      1,210      1,532

Obligation on acquisition of building

     5,447      —        —  

Income tax payable

     1,858      3,088      3,703

Accrued expenses and other current liabilities

     12,596      13,773      12,594
                    

Total current liabilities

     33,246      43,613      27,994

Long term loan

     3,232      3,423      3,562

Deferred tax liabilities

     17      37      14,365

Other long-term obligations

     —        1,954      1,905
                    

Total long term liabilities

     3,249      5,414      19,832

Total liabilities

     36,495      49,027      47,826

Shareholders’ equity

     62,207      187,895      209,687
                    

Total liabilities & shareholders’ equity

   $ 98,702    $ 236,922    $ 257,513
                    

Note: The financial information at March 31, 2008 includes preliminary valuation of Quorum, which is subject to further adjustments.

 

10    5/16/2008


Spreadtrum Communications, Inc.

Supplemental Information

(in thousands of US dollars, except percentages)

 

Revenue (US$000)

   2Q06     3Q06     4Q06     1Q07     2Q07     3Q07     4Q07     1Q08  

Baseband Semiconductor

   $ 11,760     $ 15,684     $ 22,645     $ 20,589     $ 27,357     $ 34,161     $ 44,971     $ 35,532  

Turnkey Solutions

     17,961       11,017       8,317       5,578       4,830       4,409       3,571       3,966  
                                                                

Total

   $ 29,721     $ 26,701     $ 30,962     $ 26,167     $ 32,187     $ 38,570       48,542       39,498  
                                                                

As % of Total Revenue

                

Baseband Semiconductor

     40 %     59 %     73 %     79 %     85 %     89 %     93 %     90 %

Turnkey Solutions

     60 %     41 %     27 %     21 %     15 %     11 %     7 %     10 %

Gross Margin

     38.8 %     43.2 %     46.4 %     42.9 %     45.5 %     45.6 %     45.5 %     44.9 %

 

11    5/16/2008


Spreadtrum Communications, Inc.

Reconciliation of GAAP to Non-GAAP Results

(in thousands of US dollars, except per share data and percentages)

(unaudited)

 

     Three months ended  
      March 31,
2007
    December 31,
2007
    March 31,
2008
 

Cost of revenue

   $ 14,954     $ 26,475     $ 21,746  

Adjustment for share-based compensation

     (49 )     (47 )     (75 )
                        

Cost of revenue (non-GAAP)

   $ 14,905     $ 26,428     $ 21,671  
                        

Operating income

   $ 1,297     $ 8,560     $ 2,011  

Adjustment for share-based compensation within:

      

Cost of revenue

     49       47       75  

Research and development

     457       535       790  

Selling, general, and administrative

     711       913       991  

Adjustment for amortization of intangibles from Quorum acquisition within research and development

     —         —         400  
                        

Operating income (non-GAAP)

   $ 2,514     $ 10,055     $ 4,267  
                        

Net income

   $ 2,032     $ 10,196     $ 2,778  

Adjustment for share-based compensation within:

      

Cost of revenue

     49       47       75  

Research and development

     457       535       790  

Selling, general, and administrative

     711       913       991  

Adjustment for amortization of intangibles from Quorum acquisition within research and development

         400  
                        

Net income (non-GAAP) *

   $ 3,249     $ 11,691     $ 5,034  
                        

Diluted earnings per ADS

   $ 0.05     $ 0.22     $ 0.06  

Adjustment for share-based compensation

     0.03       0.03       0.04  

Adjustment for amortization of intangibles from Quorum acquisition

     —         —         0.01  
                        

Diluted earnings per ADS (non-GAAP)*

   $ 0.08     $ 0.25     $ 0.11  
                        

Gross margin

     42.9 %     45.5 %     44.9 %

Adjustment for share-based compensation

     0.2 %     0.1 %     0.2 %
                        

Gross margin (non-GAAP)

     43.1 %     45.6 %     45.1 %
                        

Operating margin

     5.0 %     17.6 %     5.1 %

Adjustment for share-based compensation

     4.7 %     3.1 %     4.7 %
                        

Adjustment for amortization of intangibles from Quorum acquisition

     —         —         1.0 %
                        

Operating margin (non-GAAP)

     9.7 %     20.7 %     10.8 %
                        

Net margin

     7.8 %     21.0 %     7.0 %

Adjustment for share-based compensation

     4.7 %     3.1 %     4.7 %
                        

Adjustment for amortization of intangibles from Quorum acquisition

     —         —         1.0 %
                        

Net margin (non-GAAP)*

     12.5 %     24.1 %     12.7 %
                        

 

* The non-GAAP adjustment does not take into consideration the impact of taxes.

 

12    5/16/2008


About Spreadtrum Communications, Inc.:

Spreadtrum Communications, Inc. (NASDAQ: SPRD; the “Company”) is a fabless semiconductor company that designs, develops, and markets baseband processor solutions for the mobile wireless communications market. The Company combines its semiconductor design expertise with its software development capabilities to deliver highly-integrated baseband processors with multimedia functionality and power management. The Company has developed its solutions based on an open development platform, enabling its customers to develop customized wireless products that are feature-rich and meet their cost and time-to-market requirements.

Safe Harbor Statements:

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, without limitation, statements regarding the impact that the streamlining of the Company’s internal operations, improvement of product mix and product and cost structure will have on the Company’s operations in the second half of the year, the Company’s target attach rate by year-end for the Company’s baseband chips with Quorum’s transceivers, China Mobile’s placement of second and third rounds of TD-SCDMA handset orders before the Olympics, the TD-SCDMA industry’s ramp up of TD-SCDMA technology towards a 100 million user target by 2011, China Mobile’s implementation of the second phase of its TD-SCDMA network, our positioning for the ramp up in the manufacture of cellphones incorporating TD-SCDMA technology, that cellphones incorporating our mobile TV demodulator/decoder chip will become an important selling point, the availability of CMMB network in 37 cities by August and CMMB network installation plans for 2009, the revenue in 2008 coming mostly from the Company’s refreshed portfolio of 2G/2.5G products, ramp up in sales to new customers during the third and fourth quarters, the improvement in our business during the second half of the year and the Company’s expectations with respect to the revenue, operating margin, and stock-based compensation for the second quarter of 2008. These statements are forward-looking in nature and involve risks and uncertainties that may cause actual market trends and the Company’s actual results to differ materially from those expressed or implied in these forward-looking statements for a variety of reasons. Potential risks and uncertainties include, but are not limited to, continuing competitive pressure in the semiconductor industry and the effect of such pressure on prices; unpredictable changes in technology and consumer demand for mobile phones; the Company’s ability to integrate Quorum’s operations into its own; the Company’s ability to successfully produce and market Quorum’s RF transceivers in volume; the rate at which the commercial deployment of TD-SCDMA technology will grow; market acceptance of products utilizing TD-SCDMA technology; the Company’s ability to sustain recent rates of growth; the state of and any change in the Company’s relationship with its major customers; and changes in political, economic, legal and social conditions in China. For additional discussion of these risks and uncertainties and other factors, please consider the information contained in the Company’s

 

13    5/16/2008


filings with the U.S. Securities and Exchange Commission (the “SEC”), including the registration statement on Form F-1 filed on June 26, 2007, as amended, especially the sections under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and such other documents that the Company may file with the SEC from time to time, including on Form 6-K. The Company assumes no obligation to update any forward-looking statements, which apply only as of the date of this press release.

 

Investor Contact:
Investor Relations
Tel: +86 21 5080 2727 x2268
E-mail: ir@spreadtrum.com

 

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