UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2009
Commission File Number: 000-51606
VIMICRO INTERNATIONAL CORPORATION
15/F Shining Tower
No. 35 Xueyuan Road, Haidian District
Beijing 100191, People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
VIMICRO INTERNATIONAL CORPORATION
Form 6-K
TABLE OF CONTENTS
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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, thereunto duly authorized.
| VIMICRO INTERNATIONAL CORPORATION | ||
| By: | /s/ John Zhonghan Deng | |
| Name: | John Zhonghan Deng | |
| Title: | Chairman and Chief Executive Officer | |
Date: July 8, 2009
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Vimicro Reports Fourth Quarter 2008, Fiscal Year 2008 and First Quarter 2009
Financial Results
BEIJING – July 6, 2009 – Vimicro International Corporation (NASDAQ: VIMC) (“Vimicro”), a leading multimedia semiconductor and solution provider, today announced financial results for the fourth quarter of 2008, the fiscal year ended December 31, 2008 and the first quarter ended March 31, 2009.
Fourth Quarter and Fiscal Year 2008
Net revenue in the fourth quarter of 2008 was $22.2 million as compared to $24.9 million reported in the third quarter of 2008 and $24.3 million in the fourth quarter of 2007.
Net loss in the fourth quarter of 2008, prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP), which included $1.8 million in share-based compensation expense, was $8.3 million, compared with a net loss of $1.1 million in the third quarter of 2008 and net income of $1.4 million in the fourth quarter of 2007. Diluted loss per ADS (each representing four ordinary shares) was $0.24 in the fourth quarter of 2008, compared with a diluted loss per ADS of $0.03 in the third quarter of 2008 and diluted earnings per ADS of $0.04 in the fourth quarter of 2007.
For the fiscal year ended December 31, 2008, net revenue was $86.5 million as compared to $92.8 million in the fiscal year ended December 31, 2007. Fiscal year 2008 net loss, prepared in accordance with U.S. GAAP, which included $6.3 million in share-based compensation expense, was $13.6 million, compared with a net loss of $2.0 million in fiscal year 2007. Diluted loss per ADS for the fiscal year 2008 was $0.39. Diluted loss per ADS for the fiscal year 2007 was $0.06.
First Quarter 2009
Net revenue in the first quarter of 2009 was $10.0 million as compared to $16.2 million reported in the first quarter of 2008.
First quarter 2009 net loss prepared in accordance with U.S. GAAP, which included $1.2 million in share-based compensation expense, was $6.6 million, compared with a net loss of $3.2 million in the first quarter of 2008. The U.S. GAAP diluted loss per ADS was $0.19 in the first quarter of 2009, compared with a diluted net loss of $0.09 per ADS in the first quarter of 2008.
“Our fourth quarter revenue was within our guidance range despite the rapid deterioration of the global economic environment that began during the latter part of the year,” commented Dr. John Deng, Vimicro’s Chairman and Chief Executive Officer. “As we entered the first quarter of 2009, the continued weakness of the global economic environment had a significant impact on our customers and our business. Combined with typical seasonality associated with the first quarter and the Chinese New Year holiday, revenue declined during the quarter.”
Dr. Deng continued, “Looking back at 2008, Vimicro’s overall business remained relatively stable with revenue declining only 6.8%, which was achieved during a challenging time for the economy and the semiconductor industry. Most notable, our notebook camera
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processor sales grew 92.6% over the prior year and represented 32.4% of total revenue in 2008 as compared to 15.7% in 2007. We also continued our research and development efforts in new product development for current and new markets, such as mobile multimedia, netbooks, smart phones and security surveillance. Additionally, we maintained strong cash and bank deposits reserves with $139.8 million as of the end of first quarter.”
Dr. Deng concluded, “For the second quarter, revenue will improve substantially from the first quarter. Vimicro’s strong balance sheet, diversified product lines, expanding global customer base and domestic market leadership have been key factors in maintaining our position during this challenging environment. Additionally, our continuous innovation in PC camera, mobile multimedia and surveillance solutions will contribute to our future growth as the economy improves.”
Second Quarter Preliminary Results
Vimicro also provided preliminary revenue results for the second quarter of 2009 with estimated revenue ranging between $18 million and $19 million.
Financial Results Conference Call and Web Cast
Vimicro will host a conference call and Web cast today July 6, 2009, at 5:30 p.m. Eastern Time to discuss the Company’s fourth quarter, year ended 2008 and first quarter of 2009. Investors and other interested parties may access the call by dialing 800-901-5217 (or 617-786-2964 outside of the U.S.) with the pass code 56350221, at least 10 minutes prior to the start of the call.
In addition, an audio Web cast will be available in the Investor Relations section of the Company’s Web site at http://www.vimicro.com . Following the live Web cast, an archived version will be available on the Company’s Web site. A telephone replay of the call will also be available approximately two hours after the call and will be available until August 6, 2009 at midnight (ET). The replay number is 888-286-8010 with a pass code of 42330180. International callers should dial 617-801-6888 and enter the same pass code at the prompt.
About Vimicro International Corporation
Vimicro International Corporation is a leading multimedia semiconductor and solution provider that designs, develops and markets proprietary embedded multimedia signal processing chips and solutions that enable multimedia applications for mobile phones over 2.5G/3G networks, PCs over broadband Internet. Vimicro is also expanding in the security and surveillance industry with various digital video products and solutions. Vimicro’s ADSs, each of which represents four ordinary shares, are currently trading on the NASDAQ Global Market under the ticker symbol “VIMC”.
Forward-Looking Statements
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, the quotations from management in this announcement, as well as Vimicro’s expectations and forecasts, contain forward-looking statements. Vimicro may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on forms 20-F and 6-K, etc., in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Vimicro’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the company’s ability to develop and sell new mobile multimedia products; the expected growth of the mobile multimedia market; the company’s ability to increase sales of PC and notebook camera multimedia processors; the company’s ability to retain existing customers and acquire new customers and respond to competitive market conditions; the company’s ability to respond in a timely manner to the evolving multimedia market and changing consumer preferences and industry standards and to stay abreast of technological changes; the company’s ability to secure
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sufficient foundry capacity in a timely manner; the company’s ability to effectively protect its intellectual property and the risk that it may infringe on the intellectual property of others; and cyclicality of the semiconductor industry. Further information regarding these and other risks is included in Vimicro’s annual report on Form 20-F filed with the Securities and Exchange Commission. Vimicro does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release is as of the date hereof, and Vimicro undertakes no duty to update such information, except as required under applicable law.
Currency Translation
This announcement contains translations of certain RMB amounts into U.S. dollars. Unless otherwise noted, all translations from RMB to U.S. dollars are based on the applicable exchange rates quoted by the Bank of China as of December 31, 2008 and March 31, 2009, depending on the period discussed, which were RMB 6.8346 to $1.00 and RMB 6.8359 to $1.00, respectively.
For further information about Vimicro, please contact:
Investor Contacts:
Jiabin Song, Senior Manager Investment & IR
Phone: (+8610) 6894-8888 ext. 7270
Email: songjiabin@vimicro.com
Shelton Group Investor Relations
Leanne K. Sievers, EVP
Phone: 949-224-3874
Email: lsievers@sheltongroup.com
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Vimicro International Corporation
Consolidated Balance Sheets
(Amounts expressed in thousands of U.S. dollars, except number of share data)
| 3/31/2009 | 12/31/2008 | 9/30/2008 | 3/31/2008 | 12/31/2007 | |||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | (audited) | |||||||||||
| Assets |
|||||||||||||||
| Current assets: |
|||||||||||||||
| Cash and cash equivalents |
76,895 | 58,215 | 119,762 | 114,414 | 116,958 | ||||||||||
| Short-term time deposits |
62,903 | 14,885 | — | — | — | ||||||||||
| Restricted cash |
— | 73,157 | — | — | — | ||||||||||
| Available-for-sale securities |
2,088 | 731 | — | — | — | ||||||||||
| Accounts receivable, net |
3,897 | 7,131 | 6,128 | 3,399 | 5,842 | ||||||||||
| Notes receivable |
— | — | — | — | 297 | ||||||||||
| Inventories |
12,244 | 13,430 | 14,140 | 17,407 | 13,443 | ||||||||||
| Prepayments and other current assets |
2,412 | 2,431 | 3,354 | 3,989 | 2,898 | ||||||||||
| Deferred tax assets |
2 | 2 | 303 | 294 | 283 | ||||||||||
| Total current assets |
160,441 | 169,982 | 143,687 | 139,503 | 139,721 | ||||||||||
| Investment in an associate |
168 | 168 | 168 | 164 | 157 | ||||||||||
| Property, equipment and software, net |
8,455 | 8,736 | 8,258 | 8,361 | 8,249 | ||||||||||
| Land use rights |
7,359 | 7,365 | 7,388 | 7,186 | 4,939 | ||||||||||
| Other assets |
938 | 947 | 968 | 974 | 965 | ||||||||||
| Total assets |
177,361 | 187,198 | 160,469 | 156,188 | 154,031 | ||||||||||
| Liabilities and Shareholders’ Equity |
|||||||||||||||
| Current liabilities: |
|||||||||||||||
| Accounts payable |
3,668 | 8,074 | 11,102 | 8,543 | 7,853 | ||||||||||
| Taxes payable |
1,209 | 1,345 | 1,189 | 1,271 | 1,226 | ||||||||||
| Advances from customers |
202 | 56 | 139 | 767 | 154 | ||||||||||
| Due to an associate |
— | — | 60 | 60 | 60 | ||||||||||
| Accrued expenses and other current liabilities |
4,078 | 4,870 | 3,381 | 3,359 | 3,510 | ||||||||||
| Total current liabilities |
9,157 | 14,345 | 15,871 | 14,000 | 12,803 | ||||||||||
| Non-current liabilities: |
|||||||||||||||
| Deferred tax liabilities |
31 | 31 | 26 | 26 | 26 | ||||||||||
| Total liabilities |
9,188 | 14,376 | 15,897 | 14,026 | 12,829 | ||||||||||
| Shareholders’ equity: |
|||||||||||||||
| Ordinary shares, $0.0001 par value. 137,848,696 and 137,778,145 shares issued and outstanding as of March 31, 2009 and December 31, 2008, respectively |
14 | 14 | 14 | 14 | 14 | ||||||||||
| Additional paid-in capital |
143,924 | 142,681 | 140,862 | 138,214 | 136,418 | ||||||||||
| Treasury stock |
(1,650 | ) | (1,650 | ) | — | — | — | ||||||||
| Accumulated other comprehensive income |
10,137 | 9,435 | 9,625 | 7,759 | 5,367 | ||||||||||
| Accumulated deficit |
(23,673 | ) | (17,019 | ) | (8,711 | ) | (6,607 | ) | (3,379 | ) | |||||
| Statutory reserve |
2,782 | 2,782 | 2,782 | 2,782 | 2,782 | ||||||||||
| Total parent shareholders’ equity |
131,534 | 136,243 | 144,572 | 142,162 | 141,202 | ||||||||||
| Noncontrolling interest |
36,639 | 36,579 | — | — | — | ||||||||||
| Total shareholders’ equity |
168,173 | 172,822 | 144,572 | 142,162 | 141,202 | ||||||||||
| Total liabilities and shareholders’ equity |
177,361 | 187,198 | 160,469 | 156,188 | 154,031 | ||||||||||
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Vimicro International Corporation
Consolidated Statements of Income
(Amounts expressed in thousands of U.S. dollars, except number of share data)
| 2009 Q1 | 2008 Q4 | 2008 Q3 | 2008 Q1 | 2007 Q4 | FY2008 | FY2007 | |||||||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | (unaudited) | (unaudited) | (Audited) | |||||||||||||||
| Net revenue |
10,022 | 22,176 | 24,942 | 16,234 | 24,281 | 86,497 | 92,753 | ||||||||||||||
| Cost of revenue |
(7,140 | ) | (17,521 | ) | (16,760 | ) | (11,108 | ) | (16,940 | ) | (61,814 | ) | (64,290 | ) | |||||||
| Gross profit |
2,882 | 4,655 | 8,182 | 5,126 | 7,341 | 24,683 | 28,463 | ||||||||||||||
| Operating expenses* |
|||||||||||||||||||||
| Research and development, net |
(5,965 | ) | (8,238 | ) | (5,839 | ) | (5,668 | ) | (4,068 | ) | (24,585 | ) | (20,039 | ) | |||||||
| Sales and marketing |
(992 | ) | (1,539 | ) | (1,276 | ) | (1,126 | ) | (897 | ) | (5,049 | ) | (4,668 | ) | |||||||
| General and administrative |
(2,856 | ) | (3,569 | ) | (2,976 | ) | (2,963 | ) | (2,642 | ) | (12,285 | ) | (10,431 | ) | |||||||
| Total operating expenses |
(9,813 | ) | (13,346 | ) | (10,091 | ) | (9,757 | ) | (7,607 | ) | (41,919 | ) | (35,138 | ) | |||||||
| Loss from operations |
(6,931 | ) | (8,691 | ) | (1,909 | ) | (4,631 | ) | (266 | ) | (17,236 | ) | (6,675 | ) | |||||||
| Other income / (expense): |
|||||||||||||||||||||
| Interest income |
352 | 397 | 593 | 772 | 831 | 2,371 | 4,001 | ||||||||||||||
| Foreign exchange gain, net |
9 | 39 | 141 | 631 | 195 | 1,144 | 185 | ||||||||||||||
| Others, net |
(17 | ) | 252 | 121 | — | 502 | 387 | 385 | |||||||||||||
| (Loss) / income before income taxes and share of (loss) / gain of an associate |
(6,587 | ) | (8,003 | ) | (1,054 | ) | (3,228 | ) | 1,262 | (13,334 | ) | (2,104 | ) | ||||||||
| Income taxes (expense) / benefit |
— | (305 | ) | — | — | 99 | (305 | ) | 99 | ||||||||||||
| Net (loss) / income before share of (loss) / gain of an associate |
(6,587 | ) | (8,308 | ) | (1,054 | ) | (3,228 | ) | 1,361 | (13,639 | ) | (2,005 | ) | ||||||||
| Share of (loss) / gain of an associate, net of tax |
— | — | (1 | ) | — | — | (1 | ) | 1 | ||||||||||||
| Net (loss) / income |
(6,587 | ) | (8,308 | ) | (1,055 | ) | (3,228 | ) | 1,361 | (13,640 | ) | (2,004 | ) | ||||||||
| Less: Noncontrolling interest |
67 | — | — | — | — | — | — | ||||||||||||||
| (Loss)/income attributed to ordinary shareholders |
(6,654 | ) | (8,308 | ) | (1,055 | ) | (3,228 | ) | 1,361 | (13,640 | ) | (2,004 | ) | ||||||||
| Other comprehensive income / (loss): |
|||||||||||||||||||||
| Foreign currency translation adjustment |
(35 | ) | (161 | ) | 382 | 2,392 | 1,565 | 4,097 | 3,380 | ||||||||||||
| Unrealized gain / (loss) on available-for-sale securities |
730 | (29 | ) | — | — | — | (29 | ) | — | ||||||||||||
| Other comprehensive income / (loss) before noncontrolling interest: |
695 | (190 | ) | 382 | 2,392 | 1,565 | 4,068 | 3,380 | |||||||||||||
| Less: Noncontrolling Interest in other comprehensive income |
(7 | ) | — | — | — | — | — | — | |||||||||||||
| Other comprehensive income / (loss) after noncontrolling interest: |
702 | (190 | ) | 382 | 2,392 | 1,565 | 4,068 | 3,380 | |||||||||||||
| Comprehensive (loss) / income |
(5,952 | ) | (8,498 | ) | (673 | ) | (836 | ) | 2,926 | (9,572 | ) | 1,376 | |||||||||
| (Loss) / income per share |
|||||||||||||||||||||
| -Basic |
(0.05 | ) | (0.06 | ) | (0.01 | ) | (0.02 | ) | 0.01 | (0.10 | ) | (0.01 | ) | ||||||||
| -Diluted |
(0.05 | ) | (0.06 | ) | (0.01 | ) | (0.02 | ) | 0.01 | (0.10 | ) | (0.01 | ) | ||||||||
| (Loss) / income per ADS |
|||||||||||||||||||||
| -Basic |
(0.19 | ) | (0.24 | ) | (0.03 | ) | (0.09 | ) | 0.04 | (0.39 | ) | (0.06 | ) | ||||||||
| -Diluted |
(0.19 | ) | (0.24 | ) | (0.03 | ) | (0.09 | ) | 0.04 | (0.39 | ) | (0.06 | ) | ||||||||
| Weighted average number of ordinary shares outstanding |
|||||||||||||||||||||
| -Basic |
137,772,235 | 139,193,972 | 140,944,218 | 140,059,154 | 139,947,513 | 140,261,311 | 139,709,890 | ||||||||||||||
| -Diluted |
137,772,235 | 139,193,972 | 140,944,218 | 140,059,154 | 143,316,622 | 140,261,311 | 139,709,890 | ||||||||||||||
| Weighted average number of ADS outstanding |
|||||||||||||||||||||
| -Basic |
34,443,059 | 34,798,493 | 35,236,055 | 35,014,788 | 34,986,878 | 35,065,328 | 34,927,472 | ||||||||||||||
| -Diluted |
34,443,059 | 34,798,493 | 35,236,055 | 35,014,788 | 35,829,155 | 35,065,328 | 34,927,472 | ||||||||||||||
|
* Components of share-based compensation expenses are included in the following expense captions: |
|||||||||||||||||||||
| Research and development |
(538 | ) | (743 | ) | (567 | ) | (700 | ) | (17 | ) | (2,613 | ) | (2,240 | ) | |||||||
| Sales and marketing |
(86 | ) | (176 | ) | (207 | ) | (261 | ) | (46 | ) | (852 | ) | (654 | ) | |||||||
| General and administrative |
(613 | ) | (901 | ) | (574 | ) | (835 | ) | (511 | ) | (2,811 | ) | (2,053 | ) | |||||||
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