BCD Semiconductor Manufacturing Limited Announces Financial Results for the Fiscal Fourth Quarter and Fiscal Year of 2012

(GlobeNewswire Via Acquire Media NewsEdge) SHANGHAI, China, Feb. 4, 2013 (GLOBE NEWSWIRE) -- BCD Semiconductor Manufacturing Limited ("BCD Semiconductor," the "Company," "we," or "us") (Nasdaq:BCDS), a leading analog integrated device manufacturer, or IDM, based in China, specializing in the design, manufacture and sale of power management integrated circuits, or ICs, today announced financial results for the fiscal fourth quarter and the fiscal year ended December 31, 2012.

The results for the fiscal fourth quarter ended December 31, 2012 were as follows: Revenue was $37.0 million, a decrease of 2.8% from $38.0 million for the third quarter of fiscal year 2012 and an increase of 17.9% from $31.3 million for the fourth quarter of fiscal year 2011.

Gross margin was 28.1%, compared to 29.1% for the third quarter of fiscal year 2012 and 26.2% for the fourth quarter of fiscal year 2011.

Operating expenses were $8.3 million, compared to $8.0 million for the third quarter of fiscal year 2012 and $8.6 million for the fourth quarter of fiscal year 2011. Operating expenses for the fourth quarter of fiscal year 2012 included $285 thousand in share-based compensation expenses and $118 thousand in expenses related to acquired intangible assets, as compared to $193 thousand and $182 thousand, respectively, for the third quarter of fiscal year 2012, and $445 thousand and $140 thousand, respectively, for the fourth quarter of fiscal year 2011.

Income (loss) from operations after share-based compensation expenses, expenses related to acquired intangible assets and impairment loss of acquired intangible assets was $2.1 million, compared to $3.0 million for the third quarter of fiscal year 2012 and $(360) thousand for the fourth quarter of fiscal year 2011.

GAAP net income was $2.4 million, compared to $3.6 million for the third quarter of fiscal year 2012 and $569 thousand for the fourth quarter of fiscal year 2011.

Non-GAAP adjusted net income was $3.5 million, compared to $4.0 million for the third quarter of fiscal year 2012 and $2.4 million for the fourth quarter of fiscal year 2011.

GAAP earnings per diluted American Depositary Share ("ADS") (EPS) was $0.13, compared to $0.19 for the third quarter of fiscal year 2012 and $0.03 for the fourth quarter of fiscal year 2011.

Non-GAAP earnings per ADS share (non-GAAP EPS) was $0.19, compared to $0.22 for the third quarter of fiscal year 2012 and $0.13 for the fourth quarter of fiscal year 2011.

Number of weighted average fully diluted ADSs was 18,325,553.

Cash balance was $36.6 million as of December 31, 2012, compared to $38.9 million as of September 30, 2012 and $64.1 million as of December 31, 2011.

Cash flow from operating activities was a net inflow of $2.6 million, compared to $4.2 million for the third quarter of fiscal year 2012 and $5.1 million for the fourth quarter of fiscal year 2011.

Capital expenditures were $12.6 million, compared to $8.9 million for the third quarter of fiscal year 2012 and $9.8 million for the fourth quarter of fiscal year 2011.

We used $304 thousand of cash to repurchase 75,361 ADSs at an average price of $4.04 per ADS under our authorized share repurchase program.

The results for the fiscal year ended December 31, 2012 are as follows: Revenue was $142.8 million, an increase of 2.1% from $139.9 million for fiscal year 2011.

Gross margin was 27.6%, compared to 28.2% for fiscal year 2011.

Income from operations was $7.6 million, or 5.3% of revenue, compared to $10.3 million, or 7.4% of revenue, for fiscal year 2011.

GAAP net income was $8.4 million, compared to $13.5 million for fiscal year 2011.

Non-GAAP adjusted net income was $10.7 million, compared to $16.3 million for fiscal year 2011.

Cash flow from operating activities was $7.7 million, compared to $13.3 million for fiscal year 2011.

Capital expenditures were $39.5 million, compared to $28.3 million for fiscal year 2011.

"We are pleased with our performance in the fourth quarter of 2012 as it reflects a return to normal seasonality and increased traction of our AC/DC solutions on the market," said Chieh Chang, Chief Executive Officer of BCD Semiconductor. "Entering 2013, we remain optimistic as we continue to stay focused on our business model and roll out innovative analog power management solutions." Business Outlook Revenue for the first quarter of fiscal year 2013 is expected to be in the range of $33 to $37 million, representing at mid-point a decrease of approximately 5.3% compared to the fourth quarter of fiscal year 2012 and a growth of approximately 11.8% compared to the first quarter of fiscal year 2012. Gross margins are expected to be in the range of 20.0% to 24.0% of revenue. Operating expenses exclusive of share based compensation expenses and expenses related to acquired intangible assets are expected to be approximately $7.9 million. We expect our capital expenditures to be approximately $3.0 million in the first quarter of fiscal year 2013. As previously announced, on December 26, 2012, BCD Semiconductor entered into an Agreement and Plan of Merger with Diodes Incorporated pursuant to which Diodes Incorporated will acquire BCD Semiconductor. The forecasts for the first quarter of fiscal year 2013 provided in this paragraph do not account for any impact that may result from the completion of such acquisition.

Forward-Looking Statements This press release contains forward-looking statements that are based on current expectations, estimates, forecasts and projections of future performance based on management's judgment, beliefs, current trends, and anticipated product performance. These forward-looking statements include, without limitation, projected revenues, gross margins, operating expenses, income tax rate, capital expenditures and shares used to calculate earnings per share under the section titled "Business Outlook," statements regarding our expectation of continuing to roll out innovative analog power management solutions. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. These risks and uncertainties include, but are not limited to, our ability to introduce or develop new and enhanced products that achieve market acceptance; the actual product performance in volume production; the quality and reliability of our products; our ability to achieve design wins; general business and economic conditions; our ability to identify and consummate strategic transactions; the state of the semiconductor industry and seasonality of our markets; any impact that may result from the sale of our company to Diodes Incorporated; and other risks and uncertainties as described in our filings with the U.S. Securities and Exchange Commission ("SEC"), including our Annual Report on Form 20-F for the fiscal year ended December 31, 2011 filed on April 25, 2012, and other filings with the SEC. Underlying assumptions subsequently proving to be incorrect or other unknown or unpredictable factors could also cause actual results to differ materially from those in the forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. You should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today's date, unless otherwise stated, and BCD Semiconductor undertakes no duty to update such information, except as required under applicable law.

Conference Call and Webcast BCD Semiconductor plans to conduct an investor teleconference and live webcast to discuss the financial results for the fiscal fourth quarter and fiscal year ended December 31, 2012, its outlook for the first quarter of 2013 and other business matters today, February 4, 2013 at 2:00 pm PT / 5:00 pm ET. To listen to the live conference call, please dial 855-500-8701 (or +65 6723 9385 if dialing from outside the U.S.A.). The conference ID number is 87107622. A live webcast of the call will also be available in the "Event Calendar" section of the Company's investor relations website, http://ir.bcdsemi.com/. The webcast replay will be available for seven days after the live call on the same website. To listen to the conference call replay, please dial 855-452-5696 (or +61 2 8199 0299 if dialing from outside the U.S.A.) The conference ID number for the replay is 87107622.

Use of Non-GAAP Financial Measures To supplement our unaudited consolidated financial statements presented on a basis consistent with GAAP, we disclose certain non-GAAP financial measures, including non-GAAP adjusted net income and non-GAAP EPS. These supplemental measures exclude share-based compensation expenses that are non-cash charges, gain or loss on valuation of warrant liabilities, impairment loss and expenses related to acquired intangible assets, impairment of equity investments and related tax impact. We believe that non-GAAP financial measures can provide useful information to both management and investors by excluding certain non-cash expenses that are not indicative of our core operating results. In addition, our management uses non-GAAP measures to compare our performance relative to forecasts and to benchmark our performance externally against competitors. Our use of non-GAAP financial measures has certain limitations in that the non-GAAP financial measures we use may not be directly comparable to those reported by other companies. For example, the term used in this press release, non-GAAP adjusted net income, does not have a standardized meaning. Other companies may use the same or similarly named measures, but exclude different items, which may not provide investors with a comparable view of our performance in relation to other companies. We seek to compensate for this limitation by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures in the tables attached to this press release. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measure.

About BCD Semiconductor BCD Semiconductor Manufacturing Limited ("BCD Semiconductor") is a leading analog integrated device manufacturer, or IDM, based in China, specializing in the design, manufacture and sale of power management integrated circuits. Our broad product portfolio targets primarily rapidly growing, high volume market segments such as mobile phones, LCD televisions and monitors, personal computers, adapters and chargers. As an IDM, we integrate product design and process technology to optimize product performance and cost, and offer system-level solutions with quality and reliability. Our China-based operations also give us immediate access to the fast growing electronics industry in Asia, enabling us to align our product development efforts with market trends and provide timely and effective technical support to our customers. For more information, please visit http://www.bcdsemi.com.

The following consolidated financial statements are prepared in accordance with United States generally accepted accounting principles ("GAAP").

BCD Semiconductor Manufacturing Limited Condensed Consolidated Balance Sheets - GAAP (in thousands of US dollars) (Unaudited) As of December 31, 2011September 30, 2012December 31, 2012ASSETS CURRENT ASSETS Cash and cash equivalent $ 64,137 $ 38,944 $ 36,553 Restricted cash 7,702 9,935 10,041 Accounts receivable, net 20,444 26,762 22,743 Inventories, net 27,966 31,344 34,294 Excess value-added tax paid 2,414 4,381 5,046 Receivable from Zi Zhu 4,028 1,637 855 Prepaid expenses and other current assets 6,379 3,039 4,464Total current assets133,070 116,042 113,996 PROPERTY, PLANT AND EQUIPMENT, NET 66,421 84,193 92,167LAND USE RIGHT, NET 3,081 3,009 3,018ACQUIRED INTANGIBLE ASSETS, NET 2,019 1,684 1,575INVESTMENT IN EQUITY SECURITIES 1,115 2,685 1,935GOODWILL 284 293 295OTHER ASSETS 3,274 6,301 7,158TOTAL $ 209,264 $ 214,207 $ 220,144 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Short-term bank loans $ 8,300 $ 10,800 $ 17,800 Accounts payable 17,004 23,563 21,268 Notes payable 21,449 14,509 14,716 Accrued expenses 3,791 5,012 5,317 Payable for purchase of property, plant and equipment 10,676 7,562 4,579 Withholding tax liability 1,828 1,832 1,830 Other current liabilities 2,126 2,923 3,528Total current liabilities65,174 66,201 69,038 OTHER LIABILITIES Deferred rent-noncurrent 121 109 106 Performance obligation 3,903 3,878 3,692 Obligation under capital lease - noncurrent 206 139 116 Deferred grant-noncurrent 411 310 262Total other liabilities4,641 4,436 4,176 Total liabilities 69,815 70,637 73,214 SHAREHOLDERS' EQUITY Ordinary shares 111 109 110 Additional paid-in capital 160,242 159,012 159,072 Accumulated other comprehensive income 12,568 11,969 12,839 Accumulated deficit (33,470) (27,518) (25,088) Treasury stock (2) (2) (3)Total shareholders' equity139,449 143,570 146,930 TOTAL $ 209,264 $ 214,207 $ 220,144 BCD Semiconductor Manufacturing Limited Condensed Consolidated Statements of Income - GAAP (in thousands of US dollars, except for percentages) (Unaudited) Three Months EndedFiscal Year Ended December 31, 2011September 30, 2012December 31, 2012December 31, 2011December 31, 2012 NET REVENUE IC products $ 29,249 $ 36,130 $ 35,296 $ 129,800 $ 135,195 Services and Other 2,100 1,893 1,661 10,063 7,650 Total net revenue31,349 38,023 36,957 139,863 142,845 COST OF REVENUE IC products 22,081 26,029 25,679 95,446 99,236 Services and Other 1,053 947 881 4,954 4,124 Total cost of revenue23,134 26,976 26,560 100,400 103,360 GROSS PROFIT8,215 11,047 10,397 39,463 39,485 26.2%29.1%28.1%28.2%27.6% OPERATING EXPENSES Research and development 2,921 2,543 2,632 9,963 10,713 Selling and marketing 2,265 2,642 3,061 8,857 10,755 General and administrative 2,451 2,634 2,504 9,139 9,925 Expenses related to acquired intangible assets 140 182 118 414 514 Impairment loss of acquired intangible assets 798 -- -- 798 -- Total operating expenses8,575 8,001 8,315 29,171 31,907 INCOME (LOSS) FROM OPERATIONS(360)3,046 2,082 10,292 7,578 (1.1%)8.0%5.6%7.4%5.3% OTHER INCOME (EXPENSE) Interest income and expenses 292 202 141 1,068 772 Impairment of equity investment (549) -- (773) (549) (773) Other, net 1,168 788 1,268 3,593 1,790 Other income (expenses), net911 990 636 4,112 1,789 INCOME BEFORE INCOME TAX EXPENSE551 4,036 2,718 14,404 9,367 INCOME TAX EXPENSE (18) 448 288 935 985 NET INCOME $ 569 $ 3,588 $ 2,430 $ 13,469 $ 8,382 BCD Semiconductor Manufacturing Limited Condensed Consolidated Cash Flows Statement - GAAP (in thousands of US dollars) (Unaudited) Three Months EndedFiscal Year Ended December 31, 2011September 30, 2012December 31, 2012December 31, 2011December 31, 2012 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 569 $ 3,588 $ 2,430 $ 13,469 $ 8,382 Depreciation and amortization 1,628 2,647 2,240 5,801 9,800 Impairment loss of acquired intangible assets 798 -- -- 798 -- Other adjustments to net income 2,678 474 415 5,079 4,579 Changes in assets and liabilities (547) (2,513) (2,439) (11,814) (15,074)Net cash provided by operating activities $ 5,126 $ 4,196 $ 2,646 $ 13,333 $ 7,687 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures (9,811) (8,867) (12,579) (28,281) (39,484) Acquisition of Aura Micro -- -- -- (4,582) -- Investment in equity securities -- -- -- -- (1,587) Financing to ZiZhu,receivable 3,219 789 795 (3,921) 3,169 Other cash flow from investing activities 2,213 (5,714) (384) (1,534) (4,470)Net cash used in investing activities $ (4,379) $ (13,792) $ (12,168) $ (38,318) $ (42,372) CASH FLOWS FROM FINANCING ACTIVITIES Share repurchase (425) (1,406) (304) (1,497) (2,721) Net borrowings 2,300 -- 7,000 (3,740) 9,500 Initial public offerings proceeds -- -- -- 49,085 -- Other cash flow from financing activities 46 20 27 (1,678) 92Net cash provided by (used in) financing activities $ 1,921 $ (1,386) $ 6,723 $ 42,170 $ 6,871 EFFECTS OF EXCHANGE RATE CHANGES191 (14)408 2,235 230 CHANGE IN CASH $ 2,859 $ (10,996) $ (2,391) $ 19,420 $ (27,584) CASH, BEGINNING OF PERIOD $ 61,278 $ 49,940 $ 38,944 $ 44,717 $ 64,137 CASH, ENDING OF PERIOD $ 64,137 $ 38,944 $ 36,553 $ 64,137 $ 36,553 BCD Semiconductor Manufacturing Limited Reconciliation of GAAP to Non-GAAP Net Income and EPS (in thousands of US dollars, except for per ADS data) (Unaudited) GAAP to Non-GAAP Net IncomeThree Months EndedFiscal Year Ended December 31, 2011September 30, 2012December 31, 2012December 31, 2011December 31, 2012 GAAP net income $ 569 $ 3,588 $ 2,430 $ 13,469 $ 8,382 Share-based compensation (Note A) 522 237 327 1,998 1,377 Gain or loss on valuation of warrant liability -- -- -- (745) -- Impairment loss of acquired intangible assets 798 -- -- 798 -- Expenses related to acquired intangible assets 140 182 118 414 514 Change in acquisition earn-out payment -- -- -- -- (148) Impairment of equity investment 549 -- 773 549 773 Income tax impact in above items (137) -- (193) (137) (193) Non-GAAP net income $ 2,441 $ 4,007 $ 3,455 $ 16,346 $ 10,705 EPS (ADS) fully diluted, GAAP: $ 0.03 $ 0.19 $ 0.13 $ 0.23 $ 0.45 EPS (ADS) fully diluted, Non GAAP: $ 0.13 $ 0.22 $ 0.19 $ 0.86 $ 0.57 Note A: Three Months EndedFiscal Year Ended Share-based compensationDecember 31, 2011September 30, 2012December 31, 2012December 31, 2011December 31, 2012 Cost of revenue $ 77 $ 44 $ 42 $ 232 $ 178 Research and development 83 (45) 39 255 93 Selling, general and administrative 362 238 246 1,511 1,106 Total share-based compensation $ 522 $ 237 $ 327 $ 1,998 $ 1,377 The GAAP earnings per share of $0.23 for the full year of 2011 takes into account the 5 million ordinary shares at a fair value of $9.1 million issued to the Series C preference shareholders upon IPO completion, which were accounted for as deemed dividend reducing the earnings available to ordinary shareholders, whereas no dividend was reflected in the calculation of non-GAAP earnings per share.CONTACT: Jean-Claude Zhang Chief Financial Officer Tel: +86 21 2416 2298 IR@bcdsemi.com Source: BCD Semiconductor Manufacturing Limited 2013 GlobeNewswire, Inc.

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