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)
December 11, 2008
Lattice Semiconductor Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 000-18032 | 93-0835214 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5555 N. E. Moore Court
Hillsboro, Oregon 97124-6421
(Address of principal executive offices, including zip code)
(503) 268-8000
(Registrant’s telephone number, including area code)
(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):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01. | Regulation FD Disclosure. |
On December 11, 2008, Lattice Semiconductor Corporation posted on its website a business update for the fourth quarter of the fiscal year 2008. A copy of the business update is furnished as Exhibit 99.1 to this report.
The information in this Item 7.01 and in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Business Update dated December 11, 2008 (furnished, not filed, herewith) | |
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.
| LATTICE SEMICONDUCTOR CORPORATION | ||||||||
| Date: December 11, 2008 | By: | /s/ Robert W. O’Brien, Jr. | ||||||
| Robert W. O’Brien, Jr. Interim Chief Financial Officer | ||||||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Business Update dated December 11, 2008 (furnished, not filed, herewith) | |
Exhibit 99.1
 |
News Release | |
| For more information contact: Bruno Guilmart Chief Executive Officer Lattice Semiconductor Corporation 503-268-8000 |
||
LATTICE SEMICONDUCTOR UPDATES
GUIDANCE FOR FOURTH QUARTER
HILLSBORO, OR – December 11, 2008 - Lattice Semiconductor (NASDAQ: LSCC) today announced its business update for the fourth quarter of 2008.
| • | Fourth quarter revenue is now expected to be down approximately 12% to 16% sequentially which is a revision from previous guidance of flat to down four percent sequentially |
| • | Gross margin is expected to be in-line with our previous guidance of 54% to 55% |
| • | Total operating expenses for the fourth quarter are now expected to be approximately $29.5 million which is a revision to our previously announced guidance of $30.5 million |
| • | Intangible asset amortization is expected to be approximately $1.4 million |
| • | Restructuring costs are expected to be approximately $0.2 million |
| • | Other income is now expected to be approximately $0.3 million |
No conference call will be held in conjunction with this guidance update. Additional information related to the fourth quarter will be available when the Company reports its fourth quarter results on January 29, 2009.
Forward-Looking Statements
The foregoing business update contains forward-looking statements. Lattice believes the
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factors identified below in connection with each such statement could cause actual results to differ materially from the forward-looking statements.
Estimates of future revenue and gross margin are inherently uncertain due to the high percentage of quarterly “turns” business, as well as such factors as product mix, pricing pressures, competitive actions, the demand for our products, and our ability to supply products to customers in a timely manner.
In addition to the foregoing, other factors that may cause actual results to differ materially from the forward-looking statements herein include global economic uncertainty, overall semiconductor market conditions, market acceptance and demand for our new products, our having clearly focused our business on identifying and pursuing programmable logic opportunities where we have sustainable and differentiated market positions, our dependencies on our silicon wafer suppliers, the impact of competitive products and pricing, technological and product development risks, the compromised liquidity of our auction rate securities, the transition to a new executive management team, and the other risks that are described herein and that are otherwise described from time to time in our filings with the Securities and Exchange Commission. The Company does not intend to update or revise any forward-looking statements, whether as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
About Lattice Semiconductor
Lattice is the source for innovative FPGA, CPLD and Mixed Signal programmable logic solutions. For more information, visit http://www.latticesemi.com.
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Lattice Semiconductor Corporation, Lattice (& design), L (& design), and specific product designations are either registered trademarks or trademarks of Lattice Semiconductor Corporation or its subsidiaries in the United States and/or other countries.
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