UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported)
July 27, 2005
LSI LOGIC CORPORATION
(Exact name of registrant as specified in its charter)
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| DELAWARE
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1-10317
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94-2712976 |
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(Commission File Number)
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(IRS Employer |
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Identification No.) |
1621 Barber Lane
Milpitas, California 95035
(Address of principal executive offices, including zip code)
(408) 433-8000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 Operation and Financial Condition
On July 27, 2005, LSI Logic Corporation (referred to here as “LSI Logic” or the “Company”) issued a
news release regarding its financial results for the fiscal quarter ended July 3, 2005. A copy of
the news release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference
herein.
Use of Non-GAAP Financial Information
LSI Logic has referenced non-GAAP financial information in the news release. LSI Logic management
believes that the results of operations excluding special items presented herein for the
three-and six-month periods ended July 3, 2005 and July 4, 2004, and
the three-month period ended April 3, 2005 provide useful information
to investors regarding results of operations, as they exclude charges, expenses, gains, and losses
that are not directly related to the ongoing business results and/or stem from purchase business
combinations. These business results are used by management for evaluating historical performance
in addition to being used for the Company’s forecasting and planning for future periods.
Restructuring of operations, acquisition-related amortization including intangibles and non-cash
deferred stock compensation and other special items are examples of charges that are not directly
related to the Company’s ongoing business and/or stem from purchase business combinations. For a
complete reconciliation of special items excluded from our results of operations for the
three-and six-month periods ended July 3, 2005 and July 4, 2004, and
the three-month period ended April 3, 2005, refer to the tables
furnished in the news release attached as Exhibit 99.1.
Results of operations excluding special items for the periods presented are provided for
illustrative purposes only and should be read in conjunction with the comparable information
presented in accordance with generally accepted accounting principles in the United States and the
Company’s most recent annual report on Form 10-K for the twelve months ended December 31, 2004.
Item 8.01 Other Events
The
Company reported revenues of $481 million in the second quarter
of 2005, a seven percent sequential
increase compared to the revenues of $450 million reported in
the first quarter of 2005 and a seven
percent increase compared to the $448 million reported in the second quarter of 2004.
Second quarter net income was $25 million or six cents per diluted share. The second quarter 2005
results compare to first quarter 2005 net income of $5 million
or one cent per diluted share. Second
quarter 2004 net income was $7 million or two cents per diluted share.
The
company generated $60 million in cash from operations, reduced
its convertible debt by $150
million and ended the second quarter of 2005 with $782 million in cash and short-term investments.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
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| Exhibit No. |
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Description |
99.1
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LSI Logic Corporation News Release issued July 27, 2005* |
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