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Executives

Robert Pursel - Director of IR

Steven Laub - President and CEO

Robert Avery - VP of Finance and CFO

Analysts

Joe Wolf - RS Investments

Edwin Mok - Needham & Company

Suji De Silva - Kaufman Brothers

Craig Berger - FBR

Doug Freedman - American Technology Research

Kevin Rottinghaus - Cleveland Research

Atmel Corporation (ATML) Q4 FY07 Earnings Call February 6, 2008 5:00 AM ET

Operator

Ladies and gentlemen, thank you for standing by and welcome to the Atmel's fourth quarter fiscal 2007 earnings release conference call. [Operator Instructions]. Thank you. I would now like to the conference over to Mr. Robert Pursel, Director of Investor Relations. Mr. Pursel, you may begin.

Robert Pursel – Director of Investor Relations

Thank you Tania. Good afternoon and thank you for joining us for Atmel's fourth quarter and full-year 2007 earnings release conference call. Our [inaudible] today after market closes and is available on the company’s Investor Relations website at www.atmel.com. A 48-hour telephone replay of this call will be available after 5 p.m. today Pacific time. The replay phone numbers are 800-642-1687 in the US and 706-645-9291 for all other locations. The access code is 31494328. The webcast will be archived on the Atmel website for one year. Joining us for the call today are Steven Laub, Atmel's President and CEO and Bob Avery, Vice President of Finance and Chief Financial Officer. Steve will begin the call with a discussion of today's announcements regarding the acquisition of Quantum Research Group. Bob will follow with a review of our Q4 financial results and a discussion of our financial guidance. Steve will then provide a business update, and at the conclusion of his prepared remarks, we will open the call for questions.

During the course of this conference call, we may make forward-looking statements about Atmel’s business outlook, including statements regarding our expectations for revenues, target growths and operating margins, as well as cost savings for 2008 and beyond. Our forward-looking statements and all other statements that are not historical facts reflect our beliefs and predictions as of today and therefore are subject to risks and uncertainties as described in the Safe Harbor discussions on today's press release. Now, I would like to turn the call over to Steve Laub for discussion of our recent events as well as fourth quarter business highlights.

Steven Laub - President and Chief Executive Officer

Thank you Robert and good afternoon. Atmel's fourth quarter and full-year results underscore the progress we are making in transforming Atmel into a higher growth, more profitable, and valuable company. Gross margins were up 180 basis points year-over-year and microcontroller revenues climbed 12% setting a new record. The acquisition of Quantum Research Group also announced today builds on this progress by expanding and strengthening of proprietary high margin product portfolio in capacitive touch sensing, one of the fastest growing markets from microcontrollers. I will begin today's remarks with an overview of Quantum and then turn the call to Bob who will review our results in the usual detail. I will conclude with the review of the operating segments and then we will take your questions.

We are very excited to announce Atmel's acquisition of Quantum Research Group. Like our existing core technologies, Quantum’s products generate high margins and are aimed at high growth markets. Indeed the market for touch screen technologies is experiencing explosive growth with high supply projecting that this market will grow from over $1 billion in 2007 to more than $3 billion in 2011. With a wide variety of touch and proximity sensing solutions, Quantum is the leading independent supplier in this market. Its technologies support a range of applications including mobile phone handsets, consumer electronics such as personal media players and audio, video systems, home appliances, home security, PC peripherals, medical, automotive, and industrial equipment. Also like Atmel, Quantum has superior engineering expertise, which has made it the developer of choice to an extensive base of blue chip customers including General Electric, Philips, Samsung, Siemens VDO, Sony, Toshiba, Whirlpool and others. We have licensed Quantum's technology in the past and are impressed with their team’s capabilities. By acquiring the company, we intend to establish a leadership position in the touch sensing market place and realize substantially greater revenues and profitability. By thinking about touch-sensitive screens on the latest mobile handsets for kitchen appliances, it is clear that Quantum's technology has helped revolutionize through consumer's experience and interact with electronics. By integrating our micro controller technology and engineering talent with their capacitive sensing capabilities, we will differentiate Atmel and set new standards for innovation in our industry. In addition, the acquisition will allow us to leverage Atmel's global sales and marketing team to extend the reach of Quantum's products. We believe the resulting upside for our shareholders as well as for the customers of both companies is truly compelling. We are acquiring Quantum for $88 million that we paid in cash at closing and an additional $42 million in cash and Atmel’s stock that will be paid over the next three years subject to financial and performance contingencies.

The final ratio of cash and stock will be determined by Atmel at closing. The employees of Atmel and Quantum are very excited by this transaction. We are buying the leading company in a high growth and high margin touch sensing market. As noted in the press release, we expect the acquisition to be accretive to net income beginning in the fourth quarter of this year. And our accretion estimates do not consider the synergistic value of Quantum's IP and the substantial opportunities with Atmel’s microcontrollers, since every sale of Quantum IP typically includes a microcontroller. Since Quantum is a relatively small private company, we expect the approvals to be received relatively quickly such that we can close the transaction in the first quarter of 2008. At that time, Quantum will become part of Atmel's microcontroller business unit and help fill up Quantum's current CEO, will join Atmel in the newly created role of Chief Technology Officer of User Interface Solutions. Now, let me turn the call over to Bob to review our fourth quarter and year-end results.

Robert Avery - Vice President of Finance and Chief Financial Officer

Well, thank you Steve. Let me provide some details of our statement of operations. Revenues for the fourth quarter ended December 31, 2007, were $425.6 million, a 1.8% increase compared to the $418.1 million for the third quarter of 2007 and a 4.1% increase compared to the $408.9 million for the fourth quarter ended December 31, 2006. For the full year, 2007 revenues were $1.64 billion compared to $1.67 billion for 2006. Excluding the effect of our RF CDMA foundry business, which has been winding down, revenues in the fourth quarter grew 3.3% sequentially and 11.1% compared to the year ago quarter. On a full year comparison, excluding RF CDMA, 2007 revenues would have increased 3.9% compared to 2006. Gross profit was $149.6 million for the fourth quarter or 35.2% of revenue, a decrease of 40 basis points from the third quarter and a 30 basis points decline from the same period last year. As you may recall from the guidance provided in October, we have correctly anticipated that the weak dollar would negatively impact fourth quarter gross margins by 25 to 50 basis points.

For the full year gross margins for 2007 were 35.4%, a 180 basis point improvement over the 33.6% for 2006. Research and Development, R&D expense was $71.9 million for the fourth quarter. This was $8.3 million higher than the third quarter of 2007 and essentially in line with the $71.2 million reported for the year ago quarter. The sequential increase was due primarily to a $4 million reduction of grant income based on our expectations of lower levels of future R&D activity in Europe.

For the full year, R&D expense was $272 million, a decrease of $17.1 million from 2006. Selling, General and Administrative, SG&A expense was $58.4 million for the fourth quarter. This was in line with the third quarter of 2007 and a $5.4 million decrease compared to the $63.8 million in the fourth quarter of 2006. For the full year, SG&A was $242.8 million, an increase of $29.2 million compared to 2006. SG&A expense was up year-over-year due primarily to one time expenses of over $21 million associated with a special meeting of stock holder in May 2007, and various independent investigations as well as increased legal fees, stock-based compensation cost and the impact of the weaker dollar.

For the fourth quarter, stock-based compensation expense was $5.1 million of which $500,000 was included in cost of sales, $2.4 million was included in R&D and $2.2 million in SG&A. Stock-based compensation expense totaled $4.9 million in the third quarter of 2007 and $2.5 million in the year ago quarter. Operating profit was $6.4 million for the fourth quarter or 1.5% of revenue and included net non-recurring charges of $13 million. This was a decrease of $19 million from the prior quarter due to a slightly lower gross profit, higher operating expenses and restructuring charges. Operating profit improved by 117.... $117.4 million from the year ago quarter, primarily due to the restructuring charges taken in December 2006. Excluding non-recurring and restructuring charges, fourth-quarter 2007 operating profit would have increased $9.2 million from the same period last year. The company's effective average exchange rate in the fourth quarter of 2007 was approximately $1.43 to the euro compared to $1.36 to the euro in the third quarter of 2007, and $1.29 to the euro in the year ago period. A $0.01 increase in the dollar euro exchange rate reduces operating income by approximately $1 million each quarter. As the dollar euro exchange rate remained unchanged from the third quarter of 2007, our operating profit in the fourth quarter would have been approximately $7 million higher than reported and for the full-year, we estimate our operating profit would have been approximately $40 million higher.

Other income and expense net was $1.1 million in income for the fourth quarter and $4 million for 2007. This compares to a net expense of $6.2 million for the fourth quarter of 2006 and a net expense of $11 million... $11.7 million for the full year of 2006. Income tax provision was $5.8 million for the fourth quarter of 2007. This compares to income tax provision of $10.1 million for the third quarter of 2007 and $5.4 million for the fourth quarter of 2006. For the full-year 2007, income tax provision was $7.8 million compared to $24.9 million for 2006.

In the first quarter of 2007, the company recognized a tax benefit of approximately $20 million from the receipt of French R&D tax credits, which reduced the full-year 2007 income tax provision. Net income for the fourth quarter of 2007 totaled $1.7 million or $0.00 per diluted share. This compares to net income of $16.6 million or $0.03 per diluted share for the third quarter of 2007, and a net loss of $122.6 million or $0.25 per diluted share for the year ago quarter, which included charges for grant repayments, restructuring and asset impairment of $121.2 million or $0.25 per diluted share.

Turning to the balance sheet, combined cash balances, cash and cash equivalents plus short-term investments totaled $429.9 million at the end of the fourth quarter of 2007, an increase of $178.7 million from the end of the prior quarter and a $36.8 million decrease from $466.7 million at December 31st, 2006. During the fourth quarter of 2007, the company borrowed $100 million against its revolving credit facility and paid down approximately $35 million of equipment leases related to North Tyneside assets. The company also completed its previously announced $250 million accelerated stock repurchase program under which 48.9 million shares were repurchased. Cash provided from operations totaled approximately $90.4 million for the fourth quarter of 2007 compared to $44.7 million for the third quarter of 2007 and $22.2 million for the fourth quarter of 2006.

Capital expenditures were approximately $16.4 million for the fourth quarter and $69.7 million for 2007. Capital spending decreased approximately $13.6 million from 2006 due to lower expenditures for semiconductor manufacturing equipment. Depreciation and amortization was $34.3 million for the fourth quarter. This was an increase of $3.5 million from the prior quarter and a decrease of $15.2 million from the year ago quarter. The decrease primarily related to the sale of our North Tyneside UK manufacturing operation.

For the full-year, 2007 depreciation totaled $128.8 million compared to $225 million in 2006. Accounts receivable were $209.2 million at the end of the fourth quarter. This was a decrease of $17.1 million from the prior quarter and a decrease of $17.8 million from the year ago quarter due to strong year-end collections activity.

Days of sales outstanding were 44 at the end of the fourth quarter compared with 49 at the end of the prior quarter and 50 at the end of the year-ago quarter. Inventory was $357.3 million at the end of the fourth quarter. This was an increase of $8.5 million from the prior quarter due to inventory builds of buffer stock as we wind down the North Tyneside manufacturing operation.

Compared with a year ago, inventory increased $17.5 million. Days of inventory at the end of the fourth quarter were 116 compared with 117 at the end of the prior quarter and 116 a year ago.

Now turning to the outlook. Consistent with the first quarter business seasonality and general market trends, the company anticipates first quarter 2008 revenues will be down 3% to 7% on a sequential basis or up 1% to 5% when compared to the first quarter of 2007. Microcontroller products are expected to continue to grow on a sequential and year-over-year basis driven by new product introductions and market expansion.

In looking at our expectations for gross profit going forward, due to continued adverse changes in the dollar euro exchange rate, we expect the UK fab sale to contribute 100 basis points in the first quarter and an additional 100 basis points in the second quarter of 2008, plus or minus 50 basis points. Separately due to the continued weakness of the dollar, operating expenses are expected to be approximately $132 million plus or minus $2 million for the first quarter of 2008.

Restructuring and non-recurring charges related to the sale of the North Tyneside facility for the first quarter will be in the range of $2 million to $3 million.

Now, let me turn the call back to Steve.

Steven Laub - President and Chief Executive Officer

Thanks Bob. Now for review of our operating segments. Turning first to our microcontroller business units. Revenue set another record this quarter achieving $121 million, up 2% sequentially and up 23% from the same period last year. 8-Bit AVR products continue to be the major driver in the fourth quarter achieving record revenues and delivering 5% sequential and 38% year-over-year growth.

For the full year, microcontroller revenues were $458 million, up 12% from 2006. AVR revenues were $320 million for 2007, up 18% from 2006. Our decision to focus on microcontrollers and related products as our core product area is positively impacting our results, as we continue to be the fastest growing major 8-Bit microcontroller supplier and expect to continue to gain market share in 2008.

Turing to our ASIC business segment, revenues for the ASIC segment were $132 million for the fourth quarter, up 3% sequentially and up 4% from the same period last year. Smart Card sales showed improvement during the quarter, up 6% sequentially and up 12% over the year ago quarter. Aerospace and cell-based IC products also showed strength during the quarter, up a combined 13% sequentially.

For the full year, ASIC revenues for $496 million down just 1% compared to 2006 as a result of weaker than expected sales of Smart Card ICs during the first half of 2007. Our nonvolatile memory segment revenues were $105 million for the fourth quarter, up 8% sequentially and up 13% in the same period last year. For the full year, nonvolatile memory revenues were $377 million, up less than 1% from 2006.

Although our legacy of Flash business is declining as expected, serial E-square PROMs and serial DataFlash products continue to gain traction from robust growth of consumer application versus HDTV, flat panel displays, LCD monitors and MP3 players. Serial E-square PROMs were over 6% sequential and 15% year-over-year growth while serial DataFlash is up 20% and 48% respectively.

Revenues for our RF and Automotive segment were $68 million for the fourth quarter, down 9% sequentially and down 25% from the year ago quarter. Excluding the RF CDMA foundry business, this segment was down 2% compared to the third quarter of 2007 and up 4% from the same period last year. For the full year, RF and Automotive revenues were $309 million, down 20% with $385 million in 2006.

During 2007, our RF CDMA foundry business declined almost $90 million or 60% to approximately $64 million in 2007 from nearly $155 million in 2006. Had it not been for this headwind, the RF and Automotive segment would have seen 6% revenue growth in 2007 compared to 2006. From a geographical standpoint, in the fourth quarter Asia was once again our largest ship to location. For the quarter Asia was up 3% sequentially and represented approximately 52% of total revenues. Europe was down 2% sequentially representing about 34% of revenues while the Americas represented nearly 14% of total revenues.

For the year, Asia was approximately 51% of revenues, a slight decline from 53% in 2006. Europe was 35%, an increase from 33% in 2006 and the Americas came in at 14%, a slight decline from 15% the year earlier. As you know, we have been taking a number of actions to focus on core technologies and optimize Atmel's manufacturing operations over the past year.

For example, we have launched numerous new products and divested or curtailed investment in over 8 unprofitable product lines. Through these actions, we have well exceeded our head count reduction targets established over a year ago. We have also expanded our techno sales resources, enhanced our OEM and channel relationships. As a result, Atmel now reaches over 60,000 customers directly or via distribution. To support Atmel’s lower cost fab-lite manufacturing model. How we should model that going forward?

Robert Avery - Vice President of Finance and Chief Financial Officer

You know that's… what that is, we've received overtime on a regular basis grants from various French authorities and they pay us cash on a fairly regular basis. We have to earn that in order to keep it and not pay it back in the future and not be liable for it, and what has happened is as we look at our plans for the future there, we are not absolutely positive that we are going to be able to keep all that money. So, rather than being optimistic, we have aired on a site with caution and not recognize that grant income. So, that's what that is. Going forward I think the guidance that I gave for $132 million of Opex plus or minus $2 million in Q1, that takes into account the accounting that we do for our grant income. So, the guidance does already take that into account.

Question-and-Answer Session

Kevin Rottinghaus - Cleveland Research

So, has there been any change in head count or anything that's triggered that or it's just an anticipation of… what would trigger you to make this change I guess or has there been a change thus far?

Robert Avery - Vice President of Finance and Chief Financial Officer

No, there hasn't been a change thus far, but as we look at our strategic view for the future…

Steven Laub - President and Chief Executive Officer

Let me… we actually have brought our head counts down in France, so that is true. But what happens with these grants and Bob correct me if I am wrong, is that to a great extent, they are also based on future head count you anticipate to have, and so to the extent that we are not planning on having those head count increases, that was part of the grant plan, the group is brought down, the amount of grant income we expect to receive, because we are not planning on doing the kind of hiring as originally anticipated in those brands.

Robert Avery - Vice President of Finance and Chief Financial Officer

I think Steve summarized that pretty well.

Kevin Rottinghaus - Cleveland Research

Okay. On depreciation, how should that be modeled going forward? You said there is catch-up depreciation. What should be the normalized run rate there?

Robert Avery - Vice President of Finance and Chief Financial Officer

That was sort of our one-quarter catch-up because of identifying the exact equipment that we were keeping rather than selling. I'd say looking forward to 2008, given everything we know at the moment including the exchange rate $125 million of depreciation would be reasonable, $125 million to $130 million.

Kevin Rottinghaus - Cleveland Research

Okay. Could you lend us how much of your business you did through distribution this quarter and then here is a follow up on that? There was a significant change with one of your competitors at Arrow. Steve any comments you have on any opportunity or anything you're seeing there.

Steven Laub - President and Chief Executive Officer

Yes, with respect to the… with respect to Arrow, as you know Microchip terminated relationship with Arrow worldwide. Arrow is also a partner of ours and so clearly it is obviously in our interest and I think in their interest to do their best to transition those customers where we have overlapping products to their existing line card, which will include us. So, we are actually doing everything we can to encourage them on a little high basis to moving those customers [inaudible].

Kevin Rottinghaus - Cleveland Research

Okay. And how much business through distribution now?

Robert Avery - Vice President of Finance and Chief Financial Officer

We are checking here. Our distribution where we do the accounting for sales on a sell through basis and sell to only takes place in North America, and if I recall correctly, that's probably about 50% of our North American sales.

Steven Laub - President and Chief Executive Officer

And the rest of the world, we sell to distributors that we sell on a sell to basis as if they were the end customer.

Kevin Rottinghaus - Cleveland Research

Okay. And last question for me. On the Quantum deal, could you give us an idea how many other licensees there were of Quantum technologies? Do you plan to continue to support those customers going forward, and then if you could give us any kind of idea how big you were as a percentage of Quantum revenue?

Steven Laub - President and Chief Executive Officer

You know, I don't want to get into the details, because some of these are semiconductor companies and some of these are the customers of theirs who are large customers you want to remain anonymous. So, I think the best thing to say is we had a relationship with them, other people have relationship with them. How that will go forward with respect to the customers, the early feedback we've had from the major customers are that they are delighted by the acquisition. [inaudible] relying upon their key technologies and their key product lines with a small company. Sometimes they get concerned about that. As part of Atmel, they are very excited by the kind of support that they will be getting in future engineering expansion of resources. But with respect to relationships with their other semiconductor licensees, it is best not to talk about at this time.

Kevin Rottinghaus - Cleveland Research

Can you give us any ballpark on how much is OEM license versus other semiconductor company license?

Steven Laub - President and Chief Executive Officer

I would rather not disclose at this time.

Kevin Rottinghaus - Cleveland Research

Okay, thanks.

Operator

Your next question comes from the line of Joe Wolf with RS Investments.

Joe Wolf – RS Investments

Hi guys. How are you?

Steven Laub - President and Chief Executive Officer

Hi Joe.

Joe Wolf – RS Investments

So, if we look at the net cash balance, if we start with the cash you reported in the quarter, we back out the revolver, and then we take into account cash that you know you are going to be receiving because of the UK fab, what will be the net cash balance going forward?

Robert Avery - Vice President of Finance and Chief Financial Officer

Haven’t thought of it quite that way. We are going to get about $80 million in selling our equipment in Q1 and Q2 from TSMC. So, you can add that and then we will be paying back the $40 million grant in Q1. So, you have to subtract that and then typically we increase our cash balance anywhere from $20 million to $40 million a quarter, if that helps.

Joe Wolf – RS Investments

Okay, and then net cash, you mentioned the $429 million of cash. What is the net debt number?

Robert Avery - Vice President of Finance and Chief Financial Officer

Well, right now, it's about $162 million. We had long-term debt of $62 million until we took out the revolving credit line, which added another $100 million.

Joe Wolf – RS Investments

Okay. So, if you start with the share counts, market cap is around $1.4 billion, you back out the cash, we are talking about $1.1 billion or so of enterprise value. And I see you guys did $90 million of cash flow from ops in the fourth quarter. How should we think about cash flow for 2008, it is a pretty outstanding number for one quarter?

Robert Avery - Vice President of Finance and Chief Financial Officer

Yes, that quarter is not going to repeat. That was largely driven by working capital as much as it was by heavy down type numbers. I think if you look at… going forward you should probably anticipate if you want to call it free cash flow taken into account the CapEx that we have somewhere in the vicinity of $150 million to $170 million would be a safe number.

Joe Wolf – RS Investments

$150 million to $170 million of free cash flow for '08?

Robert Avery - Vice President of Finance and Chief Financial Officer

Yes.

Joe Wolf – RS Investments

Well, I hear what you guys are saying about needs for cash, but when we see a $150 million to $170 million of free cash on an enterprise value of [inaudible] we don't see that type of yield often. So, we love to see you guys buying shares hand over fist, can't imagine there is a better return out there for that capital.

Steven Laub - President and Chief Executive Officer

Well, we understand what you're saying. We appreciate what you're saying. It is as I said, it is something that I think… it will be something that is for consideration, clearly within this management team and this board. I can’t speak for my board.

Joe Wolf – RS Investments

Understood. We just hope you guys are focused incrementally in these calls on that cash flow number again. We see it as being pretty eye popping for a business that is structurally improving with very good secular underpinnings, it's rare to see yields like that. Thank you guys, keep it up.

Operator

We have a follow up question from the line of [inaudible].

Unidentified Analyst

On the foundry cost being lower than your internal fabs, I mean why not sort of pick up those fabs, announce them as it being for sale, just continued off moving that stuff over into the foundries. I am sure I am over simplifying the complex nature of that move, but can you help us understand the cost side of that?

Steven Laub - President and Chief Executive Officer

Yes, I think that I fully appreciate what you are saying. And sometimes actually being relatively simplistic leads to clarity and closure with respect to our decisions, but it is actually quite complex because of two actually considerations with fabs. One issue you have got is technology development, separate from just having manufacturing capacity. With automotive products, there is a much stronger sense from the automotive customers, is to have your own source of supply, and so I think Craig we demonstrated that we understand our business, we understand the changes we need to make, make this business more profitable. We clearly understand our cause, we understand the direction we are going into. This company has done a lot of things. If you make too many changes at the same time, I think you can cause the company to not execute properly, especially on growing the company. Frankly all you are focused on is restructuring activities and sales. So, I think that this group should have confidence that we understand where we want to be as a company, what type of capital structure we want to have, manufacturing cost structure we want to have. We intend to moving towards that, as well as business portfolio we intend to have.

Unidentified Analyst

One more for me. What have your lead time trends been in each of your businesses recently, and do you think the 95% utilization that you guys may have this spring, does that leave you enough upside in case things improve in the second half.

Steven Laub - President and Chief Executive Officer

The answer is lead times are relatively short among most of our businesses. They are very consistent with where they have been or sure where they have been over the last 6 to 9 months. Our time of delivery is very good for this company and actually the best it has ever been for the company. With respect to what we anticipate with growth in the spring and the summer and fall, we have brought on qualified foundries now, and so we are well positioned to take care of our additional supply that come from foundries.

Unidentified Analyst

Thank you so much.

Operator

At this time there are no further questions.

Steven Laub - President and Chief Executive Officer

Thank you Ms. Tania. During the month of March, Atmel will be participating, representing at the Raymond James 29th annual institutional investors conference in Orlando, Florida. That will be on March 4. Webcast information for this event will be published in our company's investor relations website. This concludes our call and thank you for joining us today.

Operator

Thank you. This concludes today's Atmel's fourth quarter fiscal 2007 earnings release conference call. You may now disconnect.

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