e8vk
 

 
 
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)
April 26, 2006
 
LSI LOGIC CORPORATION
(Exact name of registrant as specified in its charter)
         
DELAWARE   1-10317   94-2712976
         
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer
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):
     
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))
 
 

 


 

Item 2.02 Results of Operation and Financial Condition.
On April 26, 2006, LSI Logic Corporation (referred to here as “LSI Logic” or the “Company”) issued a news release regarding its financial results for the first quarter ended April 2, 2006. 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-month periods ended April 2, 2006 and April 3, 2005, and the three-month period ended December 31, 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 Company’s 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, amortization of acquisition-related intangibles, and stock-based compensation expense and other special items are examples of charges that are not directly related to the Company’s ongoing business results and/or stem from purchase business combinations. For a complete reconciliation of special items excluded from our results of operations for the three-month periods ended April 2, 2006 and April 3, 2005, and the three-month period ended December 31, 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, 2005.
Item 8.01 Other Events.
The Company reported revenues of $476 million in the first quarter of 2006, compared to revenues of $506 million reported in the fourth quarter of 2005, and a six percent increase compared to the $450 million reported in the first quarter of 2005.
First quarter net income was $19 million or five cents per diluted share. First quarter 2006 net income included $12 million of stock-based compensation expense and $14 million of acquisition-related amortization, restructuring, other special items and their related tax effect. The first quarter 2006 results compare to fourth quarter 2005 net income of $38 million or nine cents per diluted share. First quarter 2005 net income was $5 million or one cent per diluted share.
Cash and short-term investments totaled $1.03 billion at the end of the first quarter of 2006.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
     
Exhibit No.   Description
99.1
  LSI Logic Corporation News Release issued April 26, 2006*
 
*   Furnished, not filed.

 


 

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.
             
 
      LSI LOGIC CORPORATION,    
 
      a Delaware corporation    
 
           
 
  By:   /s/ David. G. Pursel    
 
           
 
      David G. Pursel    
 
      Vice President, General Counsel and    
 
      Corporate Secretary    
Date: April 26, 2006
           

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
99.1
  LSI Logic Corporation News Release issued April 26, 2006*
 
*   Furnished, not filed.