| Pericom Semiconductor Corporation | |||
| Proposed Ticker: | PSEM | 2380 Bering Drive | |
| Exchange: | NASDAQ-National Market | San Jose, CA 95131 | |
| Industry: | High-Tech (SIC Code 3674) | (408) 435-0800 | |
| # of Employees: | 135 | ||
| Type of Shares: | Common Shares | Filing Date: | 9/10/97 | |
| U.S. Shares Filed: | 0 | Filing Price: | - | |
| Non-U.S. Shares Filed: | 0 | Offering Amount: | $35,937,500 | |
| Primary Shares: | 0 | Expenses: | - | |
| Secondary Shares: | 0 | Shares Out After: |
| Manager | Tier | Phone |
| SoundView Financial Group, Inc. | Lead Manager | (203) 462-7242 |
| Unterberg Harris | Co-manager | (212) 572-8060 |
| Issuer's Law Firm: | Morrison & Foerster |
| Bank's Law Firm: | Gray Cary Ware & Freidenrich |
| Auditor: | Deloitte & Touche |
| Registrar/Transfer Agent: | First National Bank of Boston |
Dollar amounts in U.S. millions except for per share data | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 6/30/97 | 6/30/97 | ||||
| Revenue: | $33.17 | Assets: | $23.58 | ||
| Net Income: | $1.58 | Curr Assets: | $19.58 | ||
| EPS: | $0.20 | Liabilities: | $6.79 | ||
| Prior EPS: | $0.57 | Curr Liabilities: | $6.60 | ||
| Cash Flow/Oper: | $2.85 | Equity: | $16.80 | ||
| Cash Flow/Fin: | $0.12 | Cash: | $9.57 | ||
| Cash Flow/Inv: | -$1.96 | Working Cap: | $12.98 | ||
| Business Description |
| The company designs, develops, and markets high performance interface integrated circuits used in many of today's advanced electronic systems. The company has combined its extensive design technology and applications knowledge with its responsiveness to the specific needs of electronic systems developers to become a leading supplier of interface ICs. The Company has evolved from one product line in fiscal 1992 to four currently -- SiliconInterface, SiliconSwitch, SiliconClock and SiliconConnect -- with a goal of providing an increasing breadth of interface IC solutions to its customers. The company currently offers approximately 300 standard products, of which 80 were introduced during the past twelve months, and is planning to introduce more than 40 new products during the remainder of calendar 1997. The company has developed and is continuously refining a modular design methodology which enables it to rapidly introduce proprietary and leading-performance products. |
| Competition |
| The semiconductor industry is intensely competitive. Significant competitive factors in the market for high performance interface integrated circuits ("ICs") include product features and performance, product quality, price, success in developing new products, adequate wafer fabrication capacity and sources of raw materials, efficiency of production, timing of new product introductions, ability to protect intellectual property rights and proprietary information, and general market and economic conditions. The Company's competitors include Cypress Semiconductor Corporation, Integrated Device Technology, Inc., Maxim Integrated Products, Inc., Quality Semiconductor, Inc. and Texas Instruments, Inc., most of which have substantially greater financial, technical, marketing, distribution and other resources, broader product lines and longer-standing customer relationships than the Company. The Company also competes with other major or emerging companies that sell products to certain segments of the markets addressed by the Company. Competitors with greater financial resources or broader product lines may also have greater ability than the Company to engage in sustained price reductions in the Company's primary markets in order to gain or maintain market share. The Company believes that its future success will depend on its ability to continue to improve and develop its products and processes. Unlike the Company, many of the Company's competitors maintain internal manufacturing capacity for the fabrication and assembly of semiconductor products, which may provide such companies with more reliable manufacturing capability, shorter development and manufacturing cycles and time-to-market advantages. In addition, competitors with their own wafer fabrication facilities that are capable of producing products with the same design geometries as those of the Company may be able to manufacture and sell competitive products at lower prices. Introduction of products by competitors that are manufactured with improved process technology could materially and adversely affect the Company's business and results of operations. As is typical in the semiconductor industry, competitors of the Company have developed and marketed products having functionality similar or identical to the Company's products, and the Company expects that this trend will continue in the future. To the extent the Company's products do not achieve performance, price, size or other advantages over products offered by competitors, the Company is likely to experience greater price competition with respect to such products. The Company also faces competition from the makers of microprocessors and other system devices, including application specific integrated circuits ("ASICs"), that have been and may be developed for particular systems. These devices may include interface logic functions, which may eliminate the need or sharply reduce the demand for the Company's products in particular applications. There can be no assurance that the Company will be able to compete successfully in the future or that competitive pressures will not materially and adversely affect the Company's financial condition and results of operations. Competitive pressures could also reduce market acceptance of the Company's products and result in price reductions and increases in expenses that could materially and adversely affect the Company'sbusiness, financial condition and results of operations. |
| Business Plan |
| The company is a market-driven supplier of high-performance digital, analog and mixed-signal ICs, focusing on providing superior solutions for the transfer, routing and timing of high speed electrical signals. Utilizing the Company's design expertise, advanced CMOS and other process technologies and collaborative relationships with leading wafer foundries, the Company aims to expeditiously deliver superior solutions to its customers, with the objective of becoming the acknowledged leader in providing interface ICs that are both state-of-the-art and cost-effective. Key elements of the Company's strategy for achieving this objective are: (I) Market Focus, (ii) Customer Focus, (iii) Technology Focus, (iv) Manufacturing Focus and (v) Strategic and Collaborative Relationships Focus. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for general corporate purposes including working capital, purchase of capital equipment and potential acquisitions. |
| Name of Shareholder | % Owned Before | % Owned After |
| Dato' Sri Tay Kia Hong | 18.60% | |
| Tay Thiam Song | 15.50% | |
| Alex Chi-Ming Hui | 12.80% | |
| Chi-Hung (John) Hui | 10.10% | |
| Chye Seng Tanner | 8.90% | |
| Tay Tian Liang | 6.40% | |
| Tay Thiang Phong | 6.40% | |
| Tay Thiam Yew | 6.40% |
| Officer Name | Title | Age |
| Alex Chi-Ming Hui | Chief Executive Officer, President and Director | 40 |
| Van Lewing | Director of Marketing | 58 |
| Yao T. (Michael) Yen, Ph.D. | Vice President, Applications | 61 |
| Patrick B. Brennan | Vice President, Finance and Administration | 59 |
| Daniel W. Wark | Vice President, Operations | 41 |
| Glen R. Wiley | Vice President, Sales | 47 |
| Chi-Hung (John) Hui, Ph.D. | Vice President, Technology and Director | 42 |