Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): February 6, 2007
PDF SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
000-31311
(Commission File Number)
(Commission File Number)
| Delaware (State or Other Jurisdiction of Incorporation) |
25-1701361 (I.R.S. Employer Identification No.) |
333 West San Carlos Street, Suite 700
San Jose, CA 95110
(Address of principal executive offices, with zip code)
San Jose, CA 95110
(Address of principal executive offices, with zip code)
(408) 280-7900
(Registrant’s telephone number, including area code)
(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:
o
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o
|
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 7.01 Regulation FD Disclosure. | ||||||||
| Item 9.01. Financial Statements and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EXHIBIT 99.1 | ||||||||
| EXHIBIT 99.2 | ||||||||
Table of Contents
Item 2.02 Results of Operations and Financial Condition.
On February 6, 2007, the Registrant issued a press release regarding its financial results and
certain other information related to its fourth fiscal quarter and full fiscal year ended December
31, 2006. 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 furnished and shall not be deemed “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities under that Section and shall not be deemed to be incorporated by reference into the
filings of the Company under the Securities Act of 1933, as amended.
Item 7.01 Regulation FD Disclosure.
On February 6, 2007, the Registrant issued a press release regarding the financial outlook for
the first fiscal quarter ending March 31, 2007 and the full fiscal year ending December 31, 2007. A
copy of the press release is attached hereto as Exhibit 99.2. The information in this Item 7.01,
including Exhibit 99.2, is furnished and shall not be deemed “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under
that Section and shall not be deemed to be incorporated by reference into the filings of the
Company under the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
| Exhibit | ||
| No. | Description | |
99.1
|
Press Release dated February 6, 2007 regarding financial results and certain other information related to the fourth fiscal quarter and full fiscal year ended December 31, 2006. | |
99.2
|
Press Release dated February 6, 2007 regarding the financial outlook for the first fiscal quarter ending March 31, 2007 and the full fiscal year ending December 31, 2007. |
Table of Contents
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/ Keith A. Jones | |||
| Keith A. Jones | ||||
| Vice President, Finance and Chief Financial Officer | ||||
Dated: February 6, 2007
Table of Contents
EXHIBIT INDEX
| Exhibit | ||
| No. | Description | |
99.1
|
Press Release dated February 6, 2007 regarding financial results and certain other information related to the fourth fiscal quarter and full fiscal year ended December 31, 2006. | |
99.2
|
Press Release dated February 6, 2007 regarding the financial outlook for the first fiscal quarter ending March 31, 2007 and the full fiscal year ending December 31, 2007. |
Exhibit 99.1
News Release
Investor Relations Contact:
|
Investor Relations Contact: | |
Steven Melman, V.P. of Investor Relations
|
Sonia Segovia, IR Coordinator | |
PDF Solutions, Inc.
|
PDF Solutions, Inc. | |
Tel: (408) 938-6445
|
Tel: (408) 938-6491 | |
Email: steve.melman@pdf.com
|
Email: sonia.segovia@pdf.com |
PDF Solutions® Reports Fourth Quarter
2006 Results
2006 Results
Record Gain Share for Fiscal 2006 Highlights Record Total Year Revenue
SAN JOSE, Calif.—February 6, 2007—PDF Solutions, Inc. (NASDAQ: PDFS) the
leading provider of process-design integration technologies to enhance IC manufacturability, today
announced financial results for its fourth fiscal quarter ended December 31, 2006.
Revenue for the fourth fiscal quarter of 2006 totaled $19.0 million, compared with revenue of
$19.0 million for the fourth fiscal quarter of 2005. Gain share revenue for the fourth fiscal
quarter of 2006 totaled $4.9 million, an increase of 28%, compared to the fourth fiscal quarter of
2005. Revenue for the full fiscal year ended December 31, 2006 totaled a record $76.2 million with
gain share revenue contributing a record $20.0 million. On a GAAP basis, net loss for the fourth
fiscal quarter of 2006 totaled approximately $559,000, or $0.02 per basic share, compared with net
income of $2.3 million, or $0.09 per basic share, for the fourth fiscal quarter of 2005. The
adoption of SFAS 123(R) during fiscal year 2006 and the previously announced acquisition of Si
Automation S.A. in October 2006, resulted in $1.9 million in stock-based compensation expense and
an $800,000 write-off of in-process research and development during the fourth fiscal quarter or
approximately $0.10 per basic share.
In addition to using GAAP results in evaluating PDF Solutions’ business, management also
believes it is useful to measure results using a non-GAAP measure of net income, which excludes
stock-based compensation expense, amortization of acquired intangible assets and the write-off of
in-process research and development. Using this non-GAAP measure, net income for the fourth fiscal
quarter of 2006 totaled approximately $2.3 million, or $0.08 per diluted
-more-
share, compared with non-GAAP net income of approximately $3.9 million, or $0.14 per diluted
share, for the fourth fiscal quarter of 2005.
As previously announced, PDF will hold a live conference call beginning at 3:00 p.m. Pacific
Time/6:00 p.m. Eastern Time today to discuss these results. A live webcast of this conference call
will be available on PDF Solutions’ website at http://ir.pdf.com/medialist.cfm. A replay of the
call will be available at the same website address beginning approximately two hours after
completion of the live call. Further, a copy of this press release, including the disclosure and
reconciliation of certain non-GAAP financial measures to the comparable GAAP measure, which
non-GAAP measures may be used periodically by PDF Solutions’ management when discussing financial
results with investors and analysts, will be available on PDF Solutions’ website at
http://www.pdf.com/news_archive.phtml 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 that exclude the effects of stock-based compensation expense,
amortization of acquired intangible assets, the write-off of in-process research and development
and their related income tax effects. PDF Solutions’ management believes that the presentation of
these measures provides useful supplemental information to investors regarding PDF’s operating
results. These non-GAAP financial measures are used by management internally to measure the
company’s profitability and performance. PDF’s management believes that excluding the effects of
stock-based compensation expense, amortization of acquired intangible assets, the write-off of
in-process research and development and their related income tax effects, provides a useful
supplemental measure of the company’s ongoing operations in light of the fact that neither category
of expense has a current effect on the future uses of cash nor do they have use with regards to 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 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 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 non-GAAP financial
measures to the comparable GAAP financial measure is provided at the end of the company’s financial
statements presented below.
About PDF Solutions
PDF Solutions, Inc. (NASDAQ: PDFS) is a leading provider of process-design integration technologies
for manufacturing integrated circuits (ICs). PDF Solutions’ software, methodologies and services
enable semiconductor companies to create IC designs that can be
-more-
more easily manufactured using manufacturing processes that are more capable. By simulating deep
sub-micron product and process interactions, the PDF solution offers clients reduced time to
market, increased IC yield and performance, and enhanced product reliability and profitability.
PDF Solutions also offers the industry leading Yield Management System (YMS) software,
dataPOWER®, and Fault Detection and Classification (FDC) software, Maestria™, to enhance
yield improvement and production control activities at leading fabrication facilities around the
world. Headquartered in San Jose, Calif., PDF Solutions operates worldwide with
additional offices in Europe, Japan and China. For more information, visit www.pdf.com.
dataPOWER and PDF Solutions are registered trademarks, and Maestria is a trademark, of PDF
Solutions, Inc.
-more-
PDF SOLUTIONS, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands)
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands)
| December 31, | December 31, | |||||||
| 2006 | 2005 | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 36,451 | $ | 60,506 | ||||
Short-term investments |
16,402 | — | ||||||
Accounts receivable, net of allowances |
27,575 | 22,082 | ||||||
Prepaid expenses and other current assets |
2,796 | 1,992 | ||||||
Deferred tax assets |
2,581 | 908 | ||||||
Total current assets |
85,805 | 85,488 | ||||||
Property and equipment, net |
3,916 | 3,328 | ||||||
Goodwill |
60,034 | 39,886 | ||||||
Intangible assets, net |
13,605 | 9,787 | ||||||
Deferred tax assets |
4,912 | 877 | ||||||
Other assets |
503 | 526 | ||||||
Total assets |
$ | 168,775 | $ | 139,892 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 3,182 | $ | 1,728 | ||||
Accrued compensation and related benefits |
3,325 | 4,922 | ||||||
Other accrued liabilities |
3,843 | 1,469 | ||||||
Taxes payable |
4,767 | 4,950 | ||||||
Deferred revenues |
3,705 | 2,281 | ||||||
Billings in excess of recognized revenue |
95 | 1,604 | ||||||
Current portion of long-term debt |
302 | — | ||||||
Total current liabilities |
19,219 | 16,954 | ||||||
Long-term debt |
1,198 | — | ||||||
Other liabilities |
221 | 257 | ||||||
Total liabilities |
20,638 | 17,211 | ||||||
Stockholders’ equity: |
||||||||
Common stock |
4 | 4 | ||||||
Additional paid-in-capital |
167,370 | 141,720 | ||||||
Treasury stock, at cost |
(5,549 | ) | (5,549 | ) | ||||
Deferred stock-based compensation |
— | (27 | ) | |||||
Accumulated deficit |
(14,019 | ) | (13,451 | ) | ||||
Accumulated other comprehensive (loss) gain. |
331 | (16 | ) | |||||
Total stockholders’ equity |
148,137 | 122,681 | ||||||
Total liabilities and stockholders’ equity |
$ | 168,775 | $ | 139,892 | ||||
-more-
PDF SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, | December 31, | December 31, | December 31, | |||||||||||||
| 2006 | 2005 | 2006 | 2005 | |||||||||||||
Revenue: |
||||||||||||||||
Design-to-silicon-yield solutions: |
||||||||||||||||
Integrated solutions |
$ | 11,523 | $ | 14,061 | $ | 45,382 | $ | 52,719 | ||||||||
Software licenses |
2,557 | 1,140 | 10,774 | 9,319 | ||||||||||||
Gain share |
4,873 | 3,821 | 20,028 | 11,890 | ||||||||||||
Total revenue |
18,953 | 19,022 | 76,184 | 73,928 | ||||||||||||
Cost and expenses: |
||||||||||||||||
Cost of design-to-silicon-yield solutions: |
||||||||||||||||
Direct costs of design-to-silicon-yield solutions: |
||||||||||||||||
Integrated solutions. |
7,561 | 6,421 | 27,369 | 24,319 | ||||||||||||
Software licenses |
111 | 20 | 209 | 293 | ||||||||||||
Amortization of acquired core technology |
1,472 | 1,266 | 5,270 | 5,064 | ||||||||||||
Research and development |
8,051 | 5,654 | 27,594 | 22,204 | ||||||||||||
Selling, general and administrative |
5,079 | 3,964 | 19,929 | 16,146 | ||||||||||||
Amortization of other acquired intangible assets |
754 | 235 | 1,459 | 940 | ||||||||||||
Write-off of in-process research and development |
800 | — | 800 | — | ||||||||||||
Total costs and expenses |
23,828 | 17,560 | 82,630 | 68,966 | ||||||||||||
Income (loss) from operations |
(4,875 | ) | 1,462 | (6,446 | ) | 4,962 | ||||||||||
Interest and other income, net |
488 | 573 | 2,826 | 1,658 | ||||||||||||
Income (loss) before taxes |
(4,387 | ) | 2,035 | (3,620 | ) | 6,620 | ||||||||||
Tax provision (benefit) |
(3,828 | ) | (217 | ) | (3,052 | ) | 96 | |||||||||
Net income (loss) |
$ | (559 | ) | $ | 2,252 | $ | (568 | ) | $ | 6,524 | ||||||
Net income (loss) per share: |
||||||||||||||||
Basic |
$ | (0.02 | ) | $ | 0.09 | $ | (0.02 | ) | $ | 0.25 | ||||||
Diluted |
$ | (0.02 | ) | $ | 0.08 | $ | (0.02 | ) | $ | 0.24 | ||||||
Weighted average common shares: |
||||||||||||||||
Basic |
27,459 | 26,272 | 26,885 | 25,983 | ||||||||||||
Diluted |
27,459 | 28,013 | 26,885 | 27,473 | ||||||||||||
-more-
PDF SOLUTIONS, INC.
IMPACT OF NON-GAAP ADJUSTMENTS ON REPORTED NET INCOME (UNAUDITED)
(In thousands, except per share amounts)
IMPACT OF NON-GAAP ADJUSTMENTS ON REPORTED NET INCOME (UNAUDITED)
(In thousands, except per share amounts)
| Three Months Ended | Three Months Ended | |||||||||||||||||||||||||||||||
| December 31, 2006 | December 31, 2005 | |||||||||||||||||||||||||||||||
| As reported | Adjustments | Non-GAAP | As reported | Adjustments | Non-GAAP | |||||||||||||||||||||||||||
Revenue: |
||||||||||||||||||||||||||||||||
Design to-silicon-yield solutions: |
||||||||||||||||||||||||||||||||
Integrated solutions |
$ | 11,523 | $ | — | $ | 11,523 | $ | 14,061 | $ | — | $ | 14,061 | ||||||||||||||||||||
Software licenses |
2,557 | — | 2,557 | 1,140 | — | 1,140 | ||||||||||||||||||||||||||
Gain share |
4,873 | — | 4,873 | 3,821 | — | 3,821 | ||||||||||||||||||||||||||
Total revenue |
18,953 | — | 18,953 | 19,022 | — | 19,022 | ||||||||||||||||||||||||||
Cost and expenses: |
||||||||||||||||||||||||||||||||
Cost of design-to-silicon-yield solutions: |
||||||||||||||||||||||||||||||||
Direct cost of design-to-silicon-yield
solutions: |
||||||||||||||||||||||||||||||||
Integrated solutions |
7,561 | (547 | ) | (a | ) | 7,014 | 6,421 | — | 6,421 | |||||||||||||||||||||||
Software licenses |
111 | — | 111 | 20 | — | 20 | ||||||||||||||||||||||||||
Amortization of acquired core technology |
1,472 | (1,472 | ) | (b | ) | — | 1,266 | (1,266 | ) | (b | ) | — | ||||||||||||||||||||
Research and development |
8,051 | (580 | ) | (a | ) | 7,471 | 5,654 | — | 5,654 | |||||||||||||||||||||||
Selling, general and administrative |
5,079 | (810 | ) | (a | ) | 4,269 | 3,964 | (13 | ) | (a | ) | 3,951 | ||||||||||||||||||||
Amortization of other acquired intangible
assets |
754 | (754 | ) | (b | ) | — | 235 | (235 | ) | (b | ) | — | ||||||||||||||||||||
In-process research and development |
800 | (800 | ) | (d | ) | — | — | — | — | |||||||||||||||||||||||
Total costs and expenses |
23,828 | (4,963 | ) | 18,865 | 17,560 | (1,514 | ) | 16,046 | ||||||||||||||||||||||||
Income (loss) from operations |
(4,875 | ) | 4,963 | 88 | 1,462 | 1,514 | 2,976 | |||||||||||||||||||||||||
Interest and other income, net |
488 | — | 488 | 573 | — | 573 | ||||||||||||||||||||||||||
Income (loss) before taxes |
(4,387 | ) | 4,963 | 576 | 2,035 | 1,514 | 3,549 | |||||||||||||||||||||||||
Tax provision (benefit) |
(3,828 | ) | 2,150 | (a,b | ) | (1,678 | ) | (217 | ) | (159 | ) | (a,b | ) | (376 | ) | |||||||||||||||||
Net income (loss) |
$ | (559 | ) | $ | 2,813 | $ | 2,254 | $ | 2,252 | $ | 1,673 | $ | 3,925 | |||||||||||||||||||
Net income (loss) per share — diluted |
$ | (0.02 | ) | $ | 0.10 | $ | 0.08 | $ | 0.08 | $ | 0.06 | $ | 0.14 | |||||||||||||||||||
Weighted average common shares — diluted (c) |
27,459 | 28,484 | 28,484 | 28,013 | 28,013 | 28,013 | ||||||||||||||||||||||||||
Notes:
| (a) | The non-GAAP adjustments represent the reversal of stock-based compensation, net of taxes. | |
| (b) | The non-GAAP adjustments represent the reversal of amortization of intangible assets, net of taxes. | |
| (c) | The shares used in computing non-GAAP net income for the three months ended December 31, 2006 and 2005 include the dilutive impact of common stock options. | |
| (d) | The non-GAAP adjustment represent the reversal of in-process research and development expense. |
###
Exhibit 99.2
News Release
Investor Relations Contact:
|
Investor Relations Contact: | |
Steven Melman, V.P. of Investor Relations
|
Sonia Segovia, IR Coordinator | |
PDF Solutions, Inc.
|
PDF Solutions, Inc. | |
Tel: (408) 938-6445
|
Tel: (408) 938-6491 | |
Email: steve.melman@pdf.com
|
Email: sonia.segovia@pdf.com |
PDF Solutions® Provides Financial Outlook For
The First Quarter and Total Year Fiscal 2007
The First Quarter and Total Year Fiscal 2007
SAN JOSE, Calif.—February 6, 2007—PDF Solutions, Inc. (NASDAQ: PDFS), the leading
provider of process-design integration technologies to enhance IC manufacturability, today provided
its updated financial outlook for the first fiscal quarter ending March 31, 2007 and the total
fiscal year ending December 31, 2007.
PDF Solutions expects total revenue in the range of $21.5 million to $22.5 million for the
first fiscal quarter ending March 31, 2007. Gain share revenue for the first quarter is expected
to be in the range of $4.7 million to $5.2 million. On a GAAP basis, net loss for the first fiscal
quarter of 2007 is projected in a range of $1.7 million to $2.2 million, or $0.06 to $0.08 per
basic share.
For the total fiscal year ending December 31, 2007, PDF Solutions expects total revenue in the
range of $105.0 million to $111.0 million. On a GAAP basis, net income for the total fiscal year
ending December 31, 2007 is projected in a range of $4.3 million to $6.2 million, or $0.14 to $0.21
per diluted share.
In addition to using GAAP results in evaluating PDF Solutions’ business, management also
believes it useful to measure results using a non-GAAP measure of net income, which excludes
amortization of stock-based compensation and acquired intangible assets. Non-GAAP net income for
the first fiscal quarter ending March 31, 2007 is projected in a range of $3.7 million to $4.3
million, or $0.13 to $0.15 per diluted share. Non-GAAP net income for the total fiscal year
ending December 31, 2007 is projected in a range of $21.4 million to $23.3 million, or $0.72 to
$0.78 per diluted share.
~more~
As previously announced, PDF will hold a live conference call beginning at 3:00 p.m. Pacific
Time/6:00 p.m. Eastern Time today to discuss its fourth quarter 2006 results and financial outlook
for the first fiscal quarter and fiscal year 2007. A live webcast of this conference call will be
available on PDF Solutions’ website at http://ir.pdf.com/medialist.cfm. A replay of the call will
be available at the same website address beginning approximately two hours after completion of the
live call. Further, a copy of this press release, including the disclosure and reconciliation of
certain non-GAAP financial measures to the most directly comparable GAAP measure, which non-GAAP
measures may be used periodically by PDF Solutions’ management when discussing financial results
with investors and analysts, will be available on the company’s website at
http://www.pdf.com/news_archive.phtml following the date of this release.
Effectiveness of Guidance:
The outlook set forth above represents PDF Solutions’ expectations only as of the date of this
release, and should not be viewed as a statement about PDF Solutions’ expectations after this date.
Although this release will remain available on PDF Solutions’ website, its continued availability
does not indicate that PDF Solutions is reaffirming or confirming its continued validity. PDF
Solutions does not intend to report on its progress, or provide comments to analysts or investors
on, or otherwise update, such guidance until it releases its quarterly results.
Information Regarding Use of Non-GAAP Financial Measures:
In addition to providing guidance that is determined in accordance with Generally Accepted
Accounting Principles in the United States of America (GAAP), PDF Solutions also provides certain
non-GAAP financial measures that exclude the effects of stock-based compensation expense and
amortization of acquired intangible assets, and their related income tax effects. PDF Solutions’
management believes that the presentation of these measures provides useful supplemental
information to investors regarding PDF’s operating results. These non-GAAP financial measures are
used by management internally to measure the company’s profitability and performance. PDF’s
management believes that excluding the effects of stock-based compensation expense and amortization
of acquired intangible assets, and their income tax effects, provides a useful supplemental measure
of the company’s ongoing operations in light of the fact that neither category of expense has a
current effect on the future uses of cash nor do they have use with regards to the generation of
current or future revenues. This non-GAAP guidance 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 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 has
included these non-GAAP measures to give investors an opportunity to see the company as viewed by
management. A reconciliation of the non-GAAP financial measures to the most directly comparable
GAAP financial measure is provided at the end of this press release.
~more~
About PDF Solutions:
PDF Solutions, Inc. (NASDAQ: PDFS) is the leading provider of process-design integration
technologies for manufacturing integrated circuits (ICs). PDF Solutions’ software, methodologies
and services enable semiconductor companies to create IC designs that can be more easily
manufactured using manufacturing processes that are more capable. By simulating deep sub-micron
product and process interactions, the PDF solution offers clients reduced time to market, increased
IC yield and performance, and enhanced product reliability and profitability. PDF Solutions also
offers the industry leading Yield Management System (YMS) software, dataPOWER®, and
Fault Detection and Classification (FDC) software, Maestria™, to enhance yield improvement and
production control activities at leading fabrication facilities around the world. Headquartered in
San Jose, Calif., PDF Solutions operates worldwide with additional offices in Europe, Japan and
China. For more information, visit www.pdf.com.
dataPOWER
and PDF SolutionsÒ are registered trademarks, and Maestria is a
trademark, of PDF Solutions, Inc.
Forward-Looking Statements:
The statements in this press release regarding PDF Solutions’ outlook for its first fiscal
quarter and fiscal year 2007, including expected revenue, net income, and net income per share, are
forward looking. Actual results could differ materially from those expressed in these
forward-looking statements. Risks and uncertainties that could cause results to differ materially
include risks associated with: any unforeseen industry changes; difficulties in modifying PDF’s
solutions on a timely basis; and changes in the marketplace for our solutions, including the
introduction of products or services competitive with PDF Solutions’ products and services. Readers
should also refer to the risk disclosures set forth in PDF Solutions’ periodic public filings with
the Securities and Exchange Commission, including, without limitation, its annual report on Form
10-K, most recently filed on March 16, 2006, and its quarterly reports on Form 10-Q, most recently
filed on November 21, 2006. The forward-looking statements contained in this release are made as
of the date hereof, and PDF Solutions does not assume any obligation to update such statements nor
the reasons why actual results could differ materially from those projected in such
statements.
~more~
PDF SOLUTIONS, INC.
RECONCILIATION OF PROJECTED GAAP NET INCOME (LOSS) TO PROJECTED
NON-GAAP NET INCOME
(In thousands, except per share data)
RECONCILIATION OF PROJECTED GAAP NET INCOME (LOSS) TO PROJECTED
NON-GAAP NET INCOME
(In thousands, except per share data)
| Three Months Ending | ||||||||||||
| March 31, 2007 | ||||||||||||
PROJECTED RESULTS |
||||||||||||
GAAP net income (loss) per share — basic |
$ | (0.08 | ) | to | $ | ( 0.06 | ) | |||||
GAAP net income (loss) |
$ | (2,200 | ) | to | $ | (1,650 | ) | |||||
Amortization of stock-based compensation,
net of taxes |
2,430 | 2,430 | ||||||||||
Amortization of acquired intangible
assets, net of taxes |
3,475 | 3,475 | ||||||||||
Non-GAAP net income |
$ | 3,705 | to | $ | 4,255 | |||||||
Non-GAAP net income per share — diluted |
$ | 0.13 | to | $ | 0.15 | |||||||
Weighted average common shares — basic |
27,750 | 27,750 | ||||||||||
Weighted average common shares — diluted |
29,000 | 29,000 | ||||||||||
| Twelve Months Ending | ||||||||||||
| December 31, 2007 | ||||||||||||
PROJECTED RESULTS |
||||||||||||
GAAP net income per share — diluted |
$ | 0.14 | to | $ | 0.21 | |||||||
GAAP net income |
$ | 4,250 | to | $ | 6,200 | |||||||
Amortization of stock-based
compensation, net of taxes |
8,740 | 8,740 | ||||||||||
Amortization of acquired intangible
assets, net of taxes |
8,360 | 8,360 | ||||||||||
Non-GAAP net income |
$ | 21,350 | to | $ | 23,300 | |||||||
Non-GAAP net income per share — diluted |
$ | 0.72 | to | $ | 0.78 | |||||||
Weighted average common shares — diluted |
29,750 | 29,750 | ||||||||||
###