SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15 (d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported) May 7, 2001
SIMTEK CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Colorado 0-19027 84-1057605
--------------------------------------------------------------------------------
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
4250 Buckingham Dr. #100
Colorado Springs, Colorado 80907
---------------------------------------- --------
(Address of principal executive offices) Zip Code
Registrant's telephone, including area code: (719) 531-9444
1465 Kelly Johnson Boulevard
Colorado Springs, Colorado 80920
-----------------------------------------------------------
Former name or former address, if changed since last report
Item 5. Other Information
The following press release titled "Simtek Reports Record Revenues,
Strong Backlog, Despite Industry Slowdown" was released on May 4, 2001.
SIMTEK REPORTS RECORD REVENUES, STRONG BACKLOG, DESPITE INDUSTRY SLOWDOWN
COLORADO SPRINGS, Colorado - May 4, 2001 - Simtek Corporation, provider of high
performance nonvolatile memory and logic integrated circuits, announced
financial results for the first quarter ending March 31, 2001.
"We are extremely pleased that our core business was able to grow substantially
year to year and in sequential quarters. Simtek took an aggressive posture last
year to establish our market position with strategic customers by giving them
our best support, while not taking an unfair pricing advantage when materials
were in short supply," stated Douglas Mitchell, Simtek's president and CEO.
"This approach allowed Simtek to establish strong relationships in applications
that continue to grow rapidly in the marketplace. Simtek maintains previously
forecasted growth exceeding 60% and expects significant increases in earnings
going forward. Now, as materials are becoming readily available and our volumes
continue to increase, we'll be able to improve our cost basis throughout this
year. We're also looking to hire additional engineering staff to accelerate our
product development. With all that's been accomplished in the past twelve months
we really look forward to what we can do over the next couple of years."
The company posted total revenues of $4,331,721, including $3,975,104 from
Simtek operations and $356,617 from Q-DOT operations. In March of 2001 Simtek
completed the acquisition of Q-DOT Group, Inc. using the "pooling of interest"
form of accounting. Summary financial statements will now report the results of
the combined company for current and historical records.
Pro Forma revenues from Simtek operations in 1Q01 of $3,975,104, were 58% higher
than $2,513,393 posted in the first quarter of 2000 and 36% higher than
$2,929,978 posted in the fourth quarter of 2000. Pro Forma revenues from Q-DOT
operations in 1Q01 of $356,617 were down from $923,632 for the same period in
2000 and approximately flat from $387,268 in the fourth quarter of 2000.
Unusual expenses were incurred in the first quarter of 2001, consisting of
$258,000 for amortized costs related to investor relations services performed by
two investment bank firms and $263,000 of legal, auditing and labor costs
associated with the acquisition of Q-DOT. The amortization of investor relations
services will continue through September 2001.
FINANCIAL RESULTS
Three Months ended March 31
2001 2000
----- ----
Net Sales $4,331,721 $3,826,027
Cost of Sales 3,096,555 2,128,721
Gross Margin 1,235,166 1,697,306
Total Operating Expenses 1,781,029 1,111,642
Income (loss) from Operations (545,863) 585,664
Other Income (Expense) 31,299 (9,517)
Net Income (Loss) before Taxes (514,564) 576,147
Provision for income taxes - 38,000
Net Income (Loss) (514,564) 538,147
Basic and diluted earnings per share
$(.01) $.01
Basic and diluted shares outstanding
53,651,912 44,848,779
2
Simtek Corporation delivers the world's fastest re-programmable nonvolatile
semiconductor memories and the industry's most cost-effective FPGA to ASIC
conversions. Information on Simtek products can be obtained from its web page:
www.simtek.com; email: info@simtek.com; by calling (719) 531-9444; or fax (719)
531-9481. The company is headquartered in Colorado Springs, Colorado, with
international sales and marketing channels. Simtek is listed under the symbol
SRAM on the OTC Electronic Bulletin Board.
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, including statements predicting the
availability of new products during 2000 and statements by Mr. Mitchell
predicting the Company's future growth. Such statements involve risks and
uncertainties, and actual results could differ materially from the results
anticipated in such forward-looking statements as a result of a number of
factors, including, but not limited to, the risk of delays in the availability
of new products due to technological, market or financial factors including the
availability of necessary working capital, or the other factors described in the
Company's most recent Form 10-KSB and Form 10-QSB filed with the Securities and
Exchange Commission.
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 and hereunto duly authorized.
SIMTEK CORPORATION
May 7, 2001 By: /s/Douglas Mitchell
-------------------------------
DOUGLAS MITCHELL
Chief Executive Officer
President and Chief Financial
Officer (acting)
3