Cirrus Logic Expects Restatement Related to Historical Stock-Based Compensation Expenses
March 02 2007 - 4:46PM
Business Wire
Cirrus Logic Inc. (Nasdaq:CRUS) today announced that a Special
Committee of the Company�s Board of Directors has reported its
principal findings to the Board of Directors relating to its
investigation into the Company�s historical stock option granting
practices and related accounting. The Special Committee conducted
its investigation with the assistance of outside independent legal
counsel and independent forensic accounting consultants. Based on
the report of the Special Committee and on management�s preliminary
conclusions and recommendations with respect to accounting
measurement dates for certain stock options granted between 1997
and 2006, the Board of Directors has concluded that the accounting
measurement dates for certain stock options granted between January
1, 1997, and December 31, 2005, differ from the recorded
measurement dates previously used for such awards. The Company
therefore expects to record material non-cash charges for
stock-based compensation expenses in certain reporting periods. The
Company believes that these charges will be material and expects to
restate its financial statements for fiscal years 2001 through 2006
and for the first quarter of fiscal year 2007. The Company
currently estimates that the cumulative additional non-cash
stock-based compensation expense to be recorded is likely to be in
the range of $22 to $24 million. Accordingly, based on the findings
of the Special Committee, and the recommendations of management and
the Audit Committee, the Board of Directors has concluded that the
financial statements, related notes and selected financial data and
all financial press releases and similar communications issued by
the Company and the related reports of the independent registered
public accounting firm relating to fiscal periods 2001 through 2006
and the first fiscal quarter of 2007, should no longer be relied
upon. Management of the Company and the Board of Directors are
continuing to review the Special Committee�s findings and the
circumstances that gave rise to the differences in option
measurement dates and are considering potential remedial actions.
Because the Company�s stock option review and the audit or review
of the results thereof by Ernst & Young LLP, the Company�s
independent registered public accounting firm, have not been
completed, it is possible that additional issues concerning stock
option award accounting measurement dates, or the time periods
affected, could be identified. The Company is making every effort
to complete its review as quickly as possible and currently expects
to be able to file any delinquent periodic reports and all required
restatements by April 18, 2007, within the extension period that
the Nasdaq Listing Qualifications Panel has granted for the Company
to continue to be listed on the Nasdaq Global Select Market. Safe
Harbor Statement: Except for historical information contained
herein, the matters set forth in this news release contain
forward-looking statements, including our expectations with regards
to the Company's on-going review of historical stock option
granting practices and related accounting matters. In some cases,
forward-looking statements are identified by words such as we
"expect," "anticipate," "target," "project," "believe," "goals,"
"estimates," and "intend," variations of these types of words and
similar expressions are intended to identify these forward-looking
statements. In particular, statements regarding the status of the
Special Committee�s investigation, the timing of the filing of any
required restated financial statements or whether the Company will
be able to file all delinquent reports and restatements by the
deadlines prescribed by Nasdaq, our estimates for the non-cash
stock-based compensation expense and the magnitude of any tax or
accounting adjustments associated with the results of the Special
Committee�s review, and the timing and effect of remedial actions
or any remediation plan associated with the grant of future equity
awards are forward-looking statements. These forward-looking
statements are based on our current expectations, estimates and
assumptions and are subject to certain risks and uncertainties that
could cause actual results to differ materially. These risks and
uncertainties include, but are not limited to, the final timing and
outcome of the Company�s stock option review and Ernst &
Young�s audit or review of those results, any additional findings
by the Special Committee, the impact of any adverse tax or
accounting adjustments resulting from the review, our ability to
file required reports with the SEC on a timely basis, our ability
to meet the requirements of Nasdaq for continued listing of our
stock, future rule-making, pronouncements, decisions,
interpretations or guidance by the SEC, the PCAOB, Nasdaq or other
regulatory agencies, the on-going SEC inquiry relating to the
Company�s historical stock option grants and practices, and the
risk factors listed in our Form 10-K for the year ended March 25,
2006, and in our other filings with the SEC, which are available at
www.sec.gov Cirrus Logic Inc. Cirrus Logic develops high-precision,
analog and mixed-signal integrated circuits for a broad range of
consumer and industrial markets. Building on its diverse analog
mixed-signal patent portfolio, Cirrus Logic delivers highly
optimized products for consumer and commercial audio, automotive
entertainment and industrial applications. The company operates
from headquarters in Austin, Texas, with offices in Europe, Japan
and Asia. More information about Cirrus Logic is available at
www.cirrus.com. Cirrus Logic and Cirrus are trademarks of Cirrus
Logic Inc.
Cirrus Logic (NASDAQ:CRUS)
Historical Stock Chart
From Jun 2024 to Jul 2024
Cirrus Logic (NASDAQ:CRUS)
Historical Stock Chart
From Jul 2023 to Jul 2024