SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
May 3, 2005
Date of report (Date of earliest event reported)
Integrated Device Technology, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-12695 94-2669985
(State of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
2975 Stender Way, Santa Clara, California 95054
(Address of principal executive offices) (Zip Code)
(408) 727-6116
(Registrant's telephone number, including area code)
Item 2.02 and Item 7.01. Results of Operations and Financial Condition.
The information in this Report, including the Exhibit 99.1 attached
hereto, is furnished pursuant to Item 2.02 and Item 7.01 of this Form 8-K.
Consequently, it is not deemed "filed" for the purposes of Section 18 of the
Securities and Exchange Act of 1934, or otherwise subject to the liabilities of
that section. It may only be incorporated by reference in another filing under
the Exchange Act or Securities Act of 1933 if such subsequent filing
specifically references this Form 8-K.
On May 3, 2005, Integrated Device Technology, Inc. (the "Company")
announced its results of operations and financial condition as of and for the
quarter and fiscal year ended April 3, 2005 in a press release that is attached
hereto as Exhibit 99.1.
The Company's press release contains non-GAAP financial measures.
Pursuant to the requirements of Regulation G, the Company has provided
reconciliations within the press release of the non-GAAP financial measures to
the most directly comparable GAAP financial measures included in the press
release.
Non-GAAP Statements of Operations are presented in the press release.
Non-GAAP Statements of Operations exclude acquisition-related charges and other
expenses and benefits that management believes are not directly related to the
Company's ongoing operations. For example, the non-GAAP results for the fiscal
year ended April 3, 2005 exclude non-recurring tax refunds and IRS settlement
adjustments and gains realized on the sale of assets held for sale in connection
with the earlier closure of the Salinas, CA fabrication facility. They also
exclude a loss on an equity investment, acquisition related charges, including
amortization and impairment of intangible assets, and restructuring costs. The
fiscal year 2004 non-GAAP results consistently exclude similar costs and gains
as those identified above for fiscal year 2005. These non-GAAP results are
consistent with another way management internally evaluates results of
operations and the Company believes this presentation format may be useful to
readers of our financial results. However, the Company's non-GAAP results are
not in accordance with GAAP and may not be comparable to non-GAAP information
provided by other companies. Non-GAAP information provided in the Company's
press release should be considered a supplement to, and not a substitute for,
financial statements prepared in accordance with GAAP.
The foregoing description is qualified in its entirety by reference to
the Company's Press Release dated May 3, 2005, a copy of which is attached
hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release dated May 3, 2005.
SIGNATURE
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.
Dated: May 3, 2005
INTEGRATED DEVICE TECHNOLOGY, INC.
By: /s/ Clyde R. Hosein
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Clyde R. Hosein
Vice President and Chief
Financial Officer
(duly authorized officer)