Form 6-K

 

UNITED STATES

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

 

October 28, 2005

 

Commission File Number: 000-51380

 

Silicon Motion Technology Corporation

(Exact name of Registrant as specified in its charter)

 

No. 20-1, Taiyuan St.

Jhubei City, Hsinchu County 302

Taiwan

(Address of principal executive office)

 

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

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

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

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form 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):

 

Not applicable

 



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.

 

        SILICON MOTION TECHNOLOGY CORPORATION

Date: October 28, 2005

     

By:

 

/s/ Richard Wei

           

Name:

 

Richard Wei

           

Title:

 

Chief Financial Officer


Silicon Motion Technology Corporation Announces Third Quarter 2005 Results

 

Net income jumped 85% sequentially on the back of strong flash memory controller sales growth

 

Third Quarter 2005 Financial Highlights:

 

  Revenue grew 20% year-over-year and 35% sequentially to NT$747 million (US$23.1 million)

 

  Gross margin increased from 46.9% in 2Q05 to 52.3% in 3Q05

 

  Net income increased 83% year-over-year and 85% sequentially to NT$215 million (US$6.7 million)

 

  Diluted earnings per ADS was NT$6.85 (US$0.21), up from NT$4.51 (US$0.13) in 3Q04 and NT$4.32 (US$0.14) in 2Q05

 

Third Quarter 2005 Business Highlights:

 

  Unit shipments of mobile storage products grew 143% year-over-year and 72% sequentially to 24 million units

 

  Unit shipments of multimedia System-on-Chip (SoC) products grew 218% year-over-year and 21% sequentially to approximately 407,000 units

 

  The Company shipped over 10 million SD and MMC controllers in the month of September

 

Taipei, Taiwan, R.O.C., October 27, 2005 – Silicon Motion Technology Corporation (NASDAQ : SIMO; the “Company”), a leading fabless semiconductor company that designs, develops, and markets universally compatible, high-performance, low-power semiconductor solutions for the multimedia consumer electronics market, today announced its third quarter 2005 financial results. Under accounting principles generally accepted in the United States of America (US GAAP), diluted earnings per ADS was NT$6.85 (US$0.21) in the third quarter of 2005 or 3Q05, an increase of 52% from NT$4.51 (US$0.13) in the same period of the previous year or 3Q04 and an increase of 59% from NT$4.32 (US$0.14) in the second quarter of 2005 or 2Q05. Net income for 3Q05 was NT$215 million (US$6.7 million), an increase from NT$117 million in 3Q04 and NT$116 million in 2Q05.

 

Commenting on the results, Silicon Motion’s President and CEO, Wallace Kou, said, “We are pleased with our performance in the third quarter. We saw robust demand for our products in the quarter, particularly in flash memory card controllers for use in Secure Digital (SD) and MultiMediaCard (MMC) products. Despite constrained foundry and substrate capacity among our suppliers, we shipped a record 24 million flash memory card controllers and USB 2.0 flash disk controllers. Additionally, in an effort to constantly improve our customer relationships and meet their needs, we continued to build our R&D and technical support teams. In the fourth quarter of 2005, we anticipate launching a

 

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number of upgrades to our current products, and we believe that we should see continued strong demand for our products.”

 

Third Quarter Financial Review1

 

Sales

 

Net sales in the third quarter totaled NT$747 million (US$23.1 million), an increase of 20% from the third quarter of 2004 and 35% from the second quarter of 2005. By product, net sales from mobile storage products accounted for 87% of total net sales, which was an increase from 80% in the second quarter of 2005. Net sales from multimedia SoCs represented 13% of total net sales, which was down from 19% in 2Q05. Net sales from other products accounted for less than 1% of net sales.

 

As % of Net Sales


   1Q04

    2Q04

    3Q04

    4Q04

    1Q05

    2Q05

    3Q05

 

Mobile Storage Products

   80 %   80 %   87 %   92 %   86 %   80 %   87 %

Multimedia SoCs

   20 %   18 %   13 %   7 %   13 %   19 %   13 %

Others

   0 %   2 %   0 %   1 %   1 %   1 %   0 %

Total

   100 %   100 %   100 %   100 %   100 %   100 %   100 %

 

Net sales from mobile storage products, which include flash memory card controllers and USB 2.0 flash disk controllers, grew 21% from 3Q04 and grew 47% from 2Q05 to NT$650 million (US$20.1 million). Unit shipments increased 143% from 3Q04 and 72% from 2Q05 to 24 million units. Both the year-over-year and sequential increases were driven by strong demand for the Company’s newer generation of SD, MMC, and USB 2.0 flash disk controllers. The average selling price or ASP per unit declined 15% from 2Q05.

 

Net sales from multimedia SoC products, which include multimedia display processors and portable audio SoCs, grew 18% from 3Q04 and decreased 12% from 2Q05 to NT$94 million (US$2.9 million). On a sequential basis, net sales of portable audio SoCs grew 21% while net sales of multimedia display processors fell by 16%. Unit shipments of multimedia SoC products increased 218% from 3Q04 and 21% from 2Q05 to approximately 407,000 units. The ASP per unit for multimedia SoC products declined


1

Note: Unless otherwise stated, all financial information used in this press release is unaudited, consolidated, prepared in accordance with US GAAP and denominated in New Taiwan dollars. US dollar amounts are translated for convenience only. Such financial information is generated internally by us and has not been subjected to the same review and scrutiny, including internal auditing procedures and review by independent auditors, to which we subject our audited consolidated financial statements, and may vary materially from the audited consolidated financial information for the same period. Any evaluation of the financial information presented in this press release should also take into account our published audited consolidated financial statements and the notes to those statements. In addition, the financial information presented is not necessarily indicative of our results for any future period.

 

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27% from 2Q05 primarily because portable audio SoCs, which have lower selling prices compared to multimedia display processors, constituted a greater proportion of the total multimedia SoC product sales in the third quarter. Increased competition in the portable audio SoC market also contributed to the decline in ASP.

 

Unit Shipment (thousand units)


   1Q04

   2Q04

   3Q04

   4Q04

   1Q05

   2Q05

   3Q05

Mobile Storage Products

   4,824    4,913    9,983    14,549    10,912    14,120    24,265

Multimedia SoCs

   112    114    128    111    163    337    407

Others

   2    34    3    —      17    59    3

 

The Company’s top customers in the quarter included A-Data Technology, All American Semiconductor, ATP Electronics Taiwan, Dynacard, Kingmax Digital, Lexar Media, Macrotron Systems, Power Digital Cards, Siltrontech Electronics, and Sunvision. The Company’s top 5 customers accounted for 48% of total net sales in 3Q05, compared to 38% in 2Q05.

 

Expenses

 

The cost of sales in 3Q05 totaled NT$357 million (US$11.0 million), an increase of 3% from 3Q04 and an increase of 22% from 2Q05. The year-over-year increase was driven primarily by higher assembly and test costs as a result of the higher unit shipments, though this was partially offset by lower total wafer costs. The sequential increase was driven primarily by higher total wafer costs and, to a lesser extent, higher assembly and test costs as a result of the higher unit shipments overall. Gross margin for the quarter was 52.3%, up from 44.2% in 3Q04 and from 46.9% in 2Q05.

 

Total operating expenses in 3Q05, which include sales and marketing expenses, general and administrative (G&A) expenses, research and development (R&D) expenses, and amortization of intangible assets, were NT$183 million (US$5.7 million), an increase of 68% from 3Q04 and an increase of 24% from 2Q05. Total operating expenses represented 24.5% of net sales, compared to 17.5% and 26.7% of net sales in 3Q04 and 2Q05, respectively. The Company’s operating margin increased from 26.7% in 3Q04 and 20.2% in 2Q05 to 27.8% in 3Q05.

 

Sales and marketing expenses in 3Q05 increased by 22% from 3Q04 and 21% from 2Q05 and represented 5.0% of net sales. The year-over-year increase was primarily driven by higher salary and benefits as well as higher commissions. The sequential increase was primarily due to higher salary and benefits and the higher expenses associated with samples for use in compatibility testing.

 

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General and administrative expenses in 3Q05 increased by 133% year-over-year and 120% sequentially and represented 6.5% of net sales. The year-over-year and sequential increases were primarily due to higher professional fees associated with the ongoing legal and reporting requirements for publicly listed companies in the US, salary and benefits, and travel expenses.

 

Research and development expenses in 3Q05 increased 80% year-over-year and 2% sequentially and represented 12.8% of net sales. The year-over-year increase was driven by higher salary and benefits due to the higher R&D headcount, and higher project costs that resulted from greater number of R&D projects under development. The sequential increase in R&D expenses was due to increases in salary and benefits from the increase in R&D headcount, partially offset by decreases in project expenses and IP license fees.

 

In 2Q05, the Company incurred a loss on its inventory in the possession of a subcontractor due to fire. The Company is currently in the claims process with the subcontractor for an amount exceeding the book value of lost inventory. After consultation with its outside legal counsel, the Company believes it is highly probable for the Company to receive reimbursement for the lost inventory at full book value, and the Company subsequently recorded NT$42 million of inventory loss, offset by NT$42 million of fire loss reimbursement, resulting in zero impact to the earnings for the period. In connection with the inventory loss, the Company also recorded NT$8 million in other expenses in 3Q05 for amounts paid to certain customers for delays in shipment caused by the fire.

 

The company-wide headcount increased 14% from 196 at the end of 2Q05 to 224 at the end of 3Q05. A large majority of the headcount increase took place in our research and development department.

 

Earnings

 

Net income totaled NT$215 million (US$6.7 million) in 3Q05, an increase of 83% from NT$117 million in 3Q04 and an increase of 85% from NT$116 million in 2Q05. The net margin was 28.8%, up from 18.9% in 3Q04 and 21.0% in 2Q05. Diluted earnings per ADS were NT$6.85 (US$0.21), up 52% from NT$4.51 (US$0.13) in 3Q04 and up 59% from NT$4.32 (US$0.14) in 2Q05.

 

As part of the Company’s initial public offering, 4.3 million American Depositary Shares were issued in July 2005. Using the as adjusted share count, the Company’s basic earnings per ADS in the first and second quarters of 2005 would have been NT$3.13 (US$0.10) and NT$3.79 (US$0.12), respectively, and the Company’s diluted earnings per ADS in the first and second quarters of 2005 would have been NT$3.13 (US$0.10) and NT$3.73 (US$0.12), respectively.

 

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Balance Sheet

 

At the end of the third quarter of 2005, the Company had NT$1,625 million (US$49.0 million) in cash and cash equivalent funds and NT$993 million (US$29.9 million) in short-term investments. Accounts receivable (A/R) increased from NT$296 million at the end of 2Q05 to NT$479 million (US$14.4 million) at the end of 3Q05. The average A/R turnover days increased from 45 days to 47 days. Inventory increased from NT$202 million at the end of 2Q05 to NT$232 million (US$7.0 million) at the end of 3Q05. The average inventory turnover days decreased from 87 days to 56 days. Total assets grew from NT$1,975 million at the end of 2Q05 to NT$3,832 million (US$115.5 million) at the end of 3Q05, primarily due to the approximately US$41 million net cash proceeds received from the closing of the Company’s initial public offering in July 2005.

 

Current liabilities increased from NT$309 million at the end of 2Q05 to NT$582 million (US$17.5 million) at the end of 3Q05, primarily due to increases in accounts payable and accrued expenses. There was no material change in the Company’s long-term liabilities.

 

In early July, Silicon Motion issued 17.2 million new ordinary shares, representing 4.3 million American Depositary Shares as part of the Company’s initial public offering. Since the offering, there are now 122.612 million ordinary shares outstanding, which is equivalent to 30.653 million American Depositary Shares.

 

4Q05 Business Outlook:

 

The Company currently expects its revenues in 4Q05 to grow by 10-15% from 3Q05. The Company estimates that its operating margin in 4Q05 may be flat or slightly up from the 3Q05 level.

 

Webcast of Conference Call:

 

The Company’s management team will conduct a conference call at 11:00 am Eastern Time on October 28. A webcast of this conference call will be accessible on the Company’s web site at http://www.siliconmotion.com.

 

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Silicon Motion Technology Corporation

Consolidated Statements of Income

(in thousands, except percentages, per share data, and share count)

(unaudited)

 

    

For the 3
Months Ended
Sep. 30, 2004

(NT$)


   

For the 3
Months Ended
Jun. 30, 2005

(NT$)


   

For the 3
Months Ended
Sep. 30, 2005

(NT$)


   

For the 3
Months Ended
Sep 30, 2005

(US$)2


    Change
from
3Q04
(%)


    Change
from
2Q05
(%)


 

Net Sales

     621,988       551,747       747,012       23,131     20     35  

Cost of sales

     347,172       292,886       356,688       11,045     3     22  
    


 


 


 


           

Gross profit

     274,816       258,861       390,324       12,086     42     51  

Operating expenses

                                            

Research & development

     53,112       93,480       95,690       2,963     80     2  

Sales & marketing

     30,651       30,827       37,372       1,157     22     21  

General & administrative

     20,851       22,054       48,489       1,501     133     120  

Amort. of intangible assets

     4,439       1,125       1,126       35     (75 )   —    
    


 


 


 


           

Subtotal

     109,053       147,486       182,677       5,656     68     24  
    


 


 


 


           

Operating income

     165,763       111,375       207,647       6,430     25     86  

Non-operating income (expense)

                                            

Gain on sale of investments

     1,544       2,783       3,394       105     120     22  

Interest income (net)

     40       518       11,725       363     29,213     2,164  

Foreign exchange gain

     673       1,362       4,710       146     600     246  

Others

     80       264       (6,356 )     (197 )   (8,045 )   (2,508 )
    


 


 


 


           

Subtotal

     2,337       4,927       13,473       417     477     173  
    


 


 


 


           

Income before tax

     168,100       116,302       221,120       6,847     32     90  

Income tax (expense) benefit

     50,802       179       6,021       186     (88 )   3,264  
    


 


 


 


           

Net income

   NT$ 117,298     NT$ 116,123     NT$ 215,099     $ 6,661     83     85  
    


 


 


 


           

Basic earnings per ADS

   NT$ 4.51     NT$ 4.41     NT$ 7.02     $ 0.22              

Diluted earnings per ADS

   NT$ 4.51     NT$ 4.32     NT$ 6.85     $ 0.21              

Margin Analysis:

                                            

Gross margin

     44.2 %     46.9 %     52.3 %                    

Operating margin

     26.7 %     20.2 %     27.8 %                    

Net margin

     18.9 %     21.0 %     28.8 %                    

Additional Data:

                                            

ADS equivalents (thousand)3

     25,994       26,353       30,653                      

Diluted ADS equivalents (thousand)

     25,994       26,872       31,389                      

2 The Company maintains its accounts and expresses its financial statements in New Taiwan dollars. For convenience only, U.S. dollar amounts presented in the income statement have been translated from New Taiwan dollars, using an average exchange rate of NT$32.2948 to US$1 for the third quarter of 2005 based on the average of the noon buying rate for cable transfers of the NT dollar as certified for customs purposes by the Federal Reserve Bank of New York.

 

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

 

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Silicon Motion Technology Corporation

Consolidated Statements of Income

(NT$ thousands, except percentages, per share data, and share count)

(unaudited)

 

     For the Nine
Months Ended
Sep. 30, 2004


    For the Nine
Months Ended
Sep. 30, 2005


    Change
(%)


 

Net Sales

     1,403,697       1,814,020     29  

Cost of sales

     782,249       940,303     20  
    


 


     

Gross profit

     621,448       873,717     41  

Operating expenses

                      

Research & development

     167,290       258,206     54  

Sales & marketing

     101,907       100,207     (2 )

General & administrative

     83,718       95,841     14  

Amortization of intangible assets

     13,318       3,376     (75 )
    


 


     

Subtotal

     366,233       457,630     25  
    


 


     

Operating income

     255,215       416,087     63  

Non-operating income (expense)

                      

Gain on sale of investments

     5,597       9,122     63  

Interest income (net)

     241       12,773     5,200  

Foreign exchange gain (loss)

     (3,367 )     4,522     234  

Others

     521       (6,109 )   (1,273 )
    


 


     

Subtotal

     2,992       20,308     579  
    


 


     

Income before tax

     258,207       436,395     69  

Income tax expense

     84,254       9,128     (89 )
    


 


     

Net income

   NT$ 173,953     NT$ 427,267     146  
    


 


     

Basic earnings per ADS

   NT$ 6.73     NT$ 15.37        

Diluted earnings per ADS

   NT$ 6.73     NT$ 14.98        

Margin Analysis:

                      

Gross margin

     44.3 %     48.2 %      

Operating margin

     18.2 %     22.9 %      

Net margin

     12.4 %     23.6 %      

Additional Data:

                      

ADS equivalents outstanding (thousand)

     25,840       27,792        

Diluted ADS equivalents (thousand)

     25,840       28,527        

 

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Silicon Motion Technology Corporation

Consolidated Balance Sheet

(NT$ thousands)

(unaudited)

 

     Dec. 31, 2004

   Jun. 30, 2005

   Sep. 30, 2005

Cash and cash equivalents

     727,165      149,658      1,624,817

Short-term investments

     154,428      885,551      993,382

Accounts receivable, net

     449,572      295,590      478,878

Inventories

     509,149      202,143      232,341

Refundable deposits - current

     107,527      95,000      95,000

Deferred income tax assets, net

     35,330      9,944      7,798

Prepaid expenses and other current assets

     68,337      177,931      214,583
    

  

  

Total current assets

     2,051,508      1,815,817      3,646,799

Long-term investments

     3,142      3,142      3,142

Property and equipment (net)

     65,657      78,717      82,064

Intangible assets, net

     6,843      4,593      3,468

Other assets

     39,887      72,975      96,289
    

  

  

Total assets

   NT$ 2,167,037    NT$ 1,975,244    NT$ 3,831,762
    

  

  

Accounts payable

     545,818      131,872      353,485

Income tax payable

     78,133      45,224      64,518

Accrued expenses and other current liabilities

     88,139      132,146      164,114
    

  

  

Total current liabilities

     712,090      309,242      582,117

Accrued pension cost

     4,813      6,144      7,855

Other long-term liabilities

     1,901      1,592      1,467
    

  

  

Total liabilities

     718,804      316,978      591,439

Shareholders’ equity

     1,448,233      1,658,266      3,240,323
    

  

  

Total liabilities & shareholders’ equity

   NT$ 2,167,037    NT$ 1,975,244    NT$ 3,831,762
    

  

  

 

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About Silicon Motion:

 

Silicon Motion Technology Corporation is a leading fabless semiconductor company that designs, develops, and markets universally compatible, high-performance, low-power semiconductor solutions for the multimedia consumer electronics market. The Company’s semiconductor solutions include controllers used in mobile storage media, such as flash memory cards and USB flash drives, and multimedia systems on a chip, or SoCs, used in digital media devices such as MP3 players, PC cameras, PC notebooks and broadband multimedia phones.

 

Forward-Looking Statements:

 

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, without limitation, statements regarding trends in the multimedia consumer electronics market and our future results of operations, financial condition and business prospects. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” or the negative of these terms or other comparable terminology. Although such statements are based on our own information and information from other sources we believe to be reliable, you should not place undue reliance on them. These statements involve risks and uncertainties, and actual market trends or our actual results of operations, financial condition or business prospects may 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, our belief in the outcome of any claim or lawsuit, including our claim against one of our subcontractors for the inventory loss that we sustained during a fire at the subcontractor’s factory; unpredictable volume and timing of customer orders, which are not fixed by contract but vary on a purchase order basis; the loss of one or more key customers or the significant reduction, postponement, rescheduling or cancellation of orders from these customers; general economic conditions or conditions in the semiconductor or multimedia consumer electronics markets; decreases in the overall average selling prices of our products; changes in the relative sales mix of our products; changes in our cost of finished goods; the availability, pricing, and timeliness of delivery of other components and raw materials used in our customers’ products; our customers’ sales outlook, purchasing patterns, and inventory adjustments based on consumer demands and general economic conditions; our ability to successfully develop, introduce, and sell new or enhanced products in a timely manner; and the timing of new product announcements or introductions by us or by our competitors. For additional discussion of these risks and uncertainties and other factors, please see the documents we file from time to time with the Securities and Exchange Commission, including the registration statement on Form F-1 filed on June 24, 2005, as amended. We assume no obligation

 

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to update any forward-looking statements, which apply only as of the date of this press release.

 

Investor Contact:    Media Contact:

Richard Wei

Chief Financial Officer

Tel: (US) 1 408 501 5386, (Taiwan) 886 3 552 6888 x2886

Fax: +886 3 552 6988

E-mail: ir@siliconmotion.com

  

Sara Hsu

Project Manager

Tel: +886 2 2219 6688 x3509

Fax: +886 2 2219 6868

E-mail: sara.hsu@siliconmotion.com.tw

 

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