Microchip Technology Announces Financial Results for the Fourth Quarter and Fiscal Year 2009

CHANDLER, Ariz.--(BUSINESS WIRE)-- Microchip Technology Incorporated (NASDAQ: MCHP):

    --  FOR THE QUARTER ENDING MARCH 31, 2009:
        o NET SALES OF $173.3 MILLION, DOWN 9.8% SEQUENTIALLY
        o ON A GAAP BASIS:
          # GROSS MARGIN OF 48.5%; OPERATING PROFIT OF 11.0%; NET INCOME OF
            $22.8 MILLION AND 13.2% OF NET SALES; EPS OF 12 CENTS PER DILUTED
            SHARE
        o ON A NON-GAAP BASIS:
          # GROSS MARGIN OF 49.3%; OPERATING PROFIT OF 19.3%; NET INCOME OF
            $27.9 MILLION AND 16.1% OF NET SALES; EPS OF 15 CENTS PER DILUTED
            SHARE
        o MAINTAINED QUARTERLY DIVIDEND AT 33.9 CENTS PER SHARE
    --  FOR FISCAL YEAR 2009:
        o NET SALES OF $903.3 MILLION
        o ON A GAAP BASIS:
          # NET INCOME OF $248.8 MILLION AND EPS OF $1.33 PER DILUTED SHARE
        o ON A NON-GAAP BASIS:
          # NET INCOME OF $235.2 MILLION AND EPS OF $1.27 PER DILUTED SHARE
        o RECORD ANNUAL DEVELOPMENT SYSTEM SHIPMENTS OF 136,531, AN INCREASE OF
          16.9% OVER FISCAL YEAR 2008

Microchip Technology Incorporated (NASDAQ: MCHP), a leading provider of microcontroller and analog semiconductors, today reported results for the three months and fiscal year ended March 31, 2009. Net sales for the fourth quarter of fiscal year 2009 were $173.3 million, down 9.8% sequentially from net sales of $192.2 million in the immediately preceding quarter, and down 33.5% from net sales of $260.4 million in the prior year's fourth quarter. GAAP net income for the fourth quarter of fiscal year 2009 was $22.8 million, or 12 cents per diluted share, down 68.8% from GAAP net income of $73.2 million, or 40 cents per diluted share, in the immediately preceding quarter, and down 70.2% from GAAP net income of $76.7 million, or 40 cents per diluted share, in the prior year's fourth quarter.

Non-GAAP net income for the fourth quarter of fiscal year 2009 was $27.9 million, or 15 cents per diluted share, down 32.2% from non-GAAP net income of $41.2 million, or 23 cents per diluted share, in the immediately preceding quarter, and down 64.8% from non-GAAP net income of $79.2 million, or 42 cents per diluted share, in the prior year's fourth quarter. For the fourth fiscal quarter, our non-GAAP results exclude any gain or loss on trading securities, the effect of share-based compensation, the impact of our recent acquisitions, the acquisition of a patent portfolio license, and acquisition-related expenses relating to the Atmel transaction from which we have withdrawn. A reconciliation of our non-GAAP and GAAP results is included in this press release.

Net sales for the fiscal year ended March 31, 2009 were $903.3 million, a decrease of 12.8% from net sales of $1,035.7 million in the prior fiscal year. On a GAAP basis, net income for the fiscal year ended March 31, 2009 was $248.8 million, or $1.33 per diluted share, a decrease of 16.4% from net income of $297.7 million, or $1.40 per diluted share in the prior fiscal year.

On a non-GAAP basis, net income for the fiscal year ended March 31, 2009 was $235.2 million, or $1.27 per diluted share, a decrease of 28.8% from net income of $330.4 million, or $1.57 per diluted share, in the prior fiscal year. For fiscal years 2008 and 2009, our non-GAAP results exclude the items mentioned above and non-recurring favorable tax events and our sale of Fab 3 in Puyallup, Washington. A reconciliation of our non-GAAP and GAAP results is included in this press release.

Microchip also announced today that its Board of Directors has declared a quarterly cash dividend on its common stock of 33.9 cents per share. The quarterly dividend is payable on June 4, 2009 to stockholders of record on May 21, 2009. Microchip initiated quarterly cash dividend payments in the third quarter of fiscal year 2003.

"During the March quarter we saw improvement in the overall business environment," said Steve Sanghi, Microchip's President and CEO. "Our total backlog bottomed out early in the quarter and then gradually showed modest improvement through the remainder of the quarter. Our book-to-bill ratio for the March quarter was 1.04. We were pleased to end the quarter modestly better than the midpoint of our revenue guidance given on March 10, 2009 and at the high end of our earnings per share guidance. The earnings per share achievement was driven by excellent control of our operating expenses. I want to thank all of Microchip's employees for the sacrifices they have made, as well as for their overall diligence in driving the reductions in operating expenses."

"In the March quarter, we achieved GAAP gross margins of 48.5% and non-GAAP gross margins of 49.3%, which were slightly lower than our internal plan due to lower utilization levels in our wafer fabrication facilities. We expect that gross margins bottomed out in the March quarter, and expect improving gross margins in the June quarter. During the March quarter we ran our wafer fabs at 57% of the peak levels in the September 2008 quarter, which allowed us to reduce the days of inventory on our balance sheet to 134 days at March 31, 2009, compared to 143 days at the end of December," continued Mr. Sanghi.

"Our 16-bit product line revenue was up 6% sequentially, and was up 21% from a year ago, demonstrating the overall momentum we have in this product line, particularly in this difficult environment," said Ganesh Moorthy, Executive Vice President. "We are encouraged by the excellent growth we have continued to see in the number of 16-bit volume customers as we continue to gain market share."

Eric Bjornholt, Microchip's Chief Financial Officer, said, "Inventory levels on Microchip's balance sheet decreased by $5.0 million in the March quarter compared to the December 2008 quarter. Deferred income on shipments to distributors fell by $14.5 million in the March quarter, and days of inventory in the distribution channel decreased from 41 days to 38 days. With inventory days and dollars declining on our balance sheet and at our distributors, we are continuing to make good progress in right-sizing our inventory position."

Mr. Sanghi concluded, "With the backdrop of the continued global economic crisis and limited visibility, Microchip is not providing revenue guidance at this time. However, for our internal activities, we are planning revenue for the quarter ending June 30, 2009 to be approximately $182 million, or up about 5% sequentially."

Microchip's Recent Highlights:

    --  Microchip announced its next-generation low-power PIC(R) microcontroller
        families with nanoWatt XLP(TM) eXtreme Low Power Technology for the
        world's lowest sleep currents--as low as 20 nA. These three new 8- and
        16-bit microcontroller families join three other recent 8-bit families
        that are all part of the nanoWatt XLP portfolio, providing designers
        with a rich and compatible low-power migration path that includes
        on-chip peripherals for USB and mTouch(TM) sensing solutions. This
        industry-leading combination of low power consumption and functionality
        makes these PIC microcontrollers ideal for any battery-powered or
        power-constrained application.
    --  During the March quarter, Microchip shipped 33,514 new development
        systems, demonstrating the continued strong interest in Microchip's
        products. In fiscal year 2009, Microchip shipped 136,531 development
        systems, a 16.9% increase over the previous fiscal year. The total
        cumulative number of development systems shipped now stands at 769,316.
    --  The Company recently acquired two private companies. The first was
        HI-TECH Software, which is best known for its high-performance C
        compilers. With the addition of the HI-TECH Software portfolio,
        Microchip now offers a complete suite of highly efficient compilers
        supporting all Microchip devices, from the smallest 8-bit PIC10
        microcontroller to the largest 32-bit PIC32 microcontroller. The HI-TECH
        acquisition also extends Microchip's leadership in compiler technology
        by providing users with the option to develop their C code using the Mac
        OS X and Linux operating systems. The second acquisition was R&E
        International, a developer of both standard and application-specific
        integrated circuits (ASICs) focusing on security and life-safety
        applications. R&E International is a leader in developing innovative
        integrated circuits for smoke and carbon monoxide detectors and other
        life-safety systems. With R&E International's strong portfolio of
        products, Microchip will extend its strong market position in these
        security and life-safety applications.
    --  Microchip won the EE Times ACE Award for Company of the Year and the EDN
        Innovation Award for its 32-bit PIC32 microcontroller family, among
        other honors for business leadership and product innovation.
    --  In the area of 8-bit microcontrollers, the Company introduced one new
        microcontroller family and several development tools. The PIC18F87J90
        direct LCD-drive microcontrollers are the industry's first 8-bit
        microcontrollers to include a Real-Time Clock and Calendar, and Charge
        Time Measurement Unit peripheral for capacitive touch sensing or precise
        time measurement. To get started with this family, customers can use the
        new PICDEM(TM) LCD 2 Demo Board.
    --  The PICDEM(TM) Lab Development Kit is a new comprehensive, entry-level
        development platform for all of Microchip's 8-bit Flash PIC
        microcontrollers with 20 or fewer pins. Geared toward educators,
        students and those who are new to microcontrollers, the kit comes with
        everything needed to quickly and easily develop applications.
    --  Microchip also expanded the security capabilities of the patented KEELOQ
        (R) authentication system. The KEELOQ 3 Development Kit demonstrates
        these enhancements, including a patented secure-learning algorithm that
        prevents differential power-analysis attack techniques. Additionally,
        the technology now supports 128-bit encryption keys, longer data
        transmissions and bi-directional communication authentication, and also
        supports alternative encryption algorithms, such as XTEA and AES.
    --  In the 16-bit arena, Microchip introduced a new dsPIC33 Digital Signal
        Controller (DSC) family for digital power and lighting that provides up
        to twice the performance at a significantly lower price than Microchip's
        first power-conversion DSC family. The Company also introduced several
        development tools, reference designs and workshops to support
        development of digital-power and motor-control applications with its
        dsPIC(R) DSCs.
    --  Microchip announced that embedded designers can now combine digital
        signal processing and microcontroller control code with the 32-bit PIC32
        microcontroller family, using its no-cost, royalty-free High Performance
        DSP Library. This new library, which was added to the MPLAB(R) C
        Compiler for PIC32 microcontrollers at no additional cost, enables a 22%
        increase in Fast Fourier Transform speeds.
    --  The Company added to its analog portfolio with the MCP6561/2/4/6/7/9
        family of high-speed (45 nS) comparators. With rail-to-rail input and
        output, low operating voltage down to 1.8V, low quiescent current and
        package options with push-pull and open-drain outputs, the new devices
        provide a high level of performance for a wide variety of applications.
    --  New memory products announced during the quarter included stand-alone
        serial SRAM devices, a series of I2C(TM) EEPROM devices with the lowest
        operating voltage available on the market, and several new serial EEPROM
        devices in small packages--including a Wafer-Level Chip Scale Package, a
        5-pin SC-70 package, and a 5-pin SOT-23 package.

First Quarter Fiscal Year 2010 Outlook:

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially.

    --  In light of the highly uncertain global economic conditions and limited
        visibility, Microchip is not providing revenue guidance at this time.
        However, for our internal activities, we are planning revenue for the
        quarter ending June 30, 2009 to be approximately $182 million, or up
        about 5% sequentially. All financial information provided below is based
        on this internal revenue plan of approximately $182 million.
    --  Our internal plan for gross margin for the quarter ending June 30, 2009
        is about 49% on a GAAP basis, and about 50% on a non-GAAP basis, prior
        to the effect of share-based compensation and the amortization of
        acquisition related intangibles. Gross margin will be affected by the
        underutilization of our manufacturing facilities being charged to cost
        of goods sold in the quarter ending June 30, 2009. Generally, gross
        margin fluctuates over time, driven primarily by the mix of
        microcontrollers, analog products and memory products sold; variances in
        manufacturing yields; fixed cost absorption; wafer fab loading levels;
        inventory reserves; pricing pressures in our non-proprietary product
        lines; and competitive and economic conditions.
    --  We expect operating expenses as a percentage of sales in the quarter
        ending June 30, 2009 to be approximately at the same levels as the March
        31, 2009 quarter. Operating expenses fluctuate over time, primarily due
        to revenue and profit levels.
    --  The tax rate on a GAAP and non-GAAP basis for the quarter ending June
        30, 2009 is expected to be approximately 13% to 15%.
    --  Our internal plan for earnings per diluted share for the quarter ending
        June 30, 2009 is approximately 11 cents on a GAAP basis. GAAP after tax
        earnings in the quarter ending June 30, 2009 will be impacted by
        approximately $0.9 to $1.2 million from the adoption of FSP APB 14-1,
        Accounting for Convertible Debt Instruments that May be Settled in Cash
        Upon Conversion. FSP APB 14-1 will require us to record non-cash
        interest expenses of approximately $1.5 to $2.0 million in the quarter
        ended June 30, 2009, which we will exclude from our non-GAAP results.
        The company currently has investments in trading securities that are
        subject to mark-to-market adjustments. We have assumed zero gain or loss
        on such securities for our internal target for GAAP EPS. Our internal
        plan for earnings per share on a non-GAAP basis is approximately 16
        cents, excluding the effect of share-based compensation expense,
        acquisition-related charges, non-cash interest expense and any
        mark-to-market adjustment on the value of our trading securities.
    --  Our plan for capital expenditures for the quarter ending June 30, 2009
        is approximately $4.5 million, predominantly consisting of previously
        committed capital that was pushed out of the prior fiscal year. The
        current internal plan for capital for all of fiscal year 2010 is
        approximately $15 million.
    --  Microchip's Board of Directors authorized a stock buy back of up to 10.0
        million shares in December 2007. At March 31, 2009, approximately 2.5
        million shares remained available for purchase under this program.
        Future purchases will depend upon market conditions, interest rates and
        corporate considerations.

Use of Non-GAAP Financial Measures:

SFAS 123(R) requires us to estimate the cost of certain forms of share-based compensation, including employee stock options, restricted stock units and our employee stock purchase plan (ESPP Plan), and to record a commensurate expense in our income statement. Share-based compensation expense is a non-cash expense that varies in amount from period to period and is affected by the price of our stock at the date of grant. The price of our stock is affected by market forces that are difficult to predict and are not within the control of management. The value of our trading securities varies in amount from period to period and is affected by fluctuations in the market prices of such securities that we cannot predict and are not within the control of management. The non-GAAP adjustments related to the impact of our acquisitions of Hampshire Company, HI-TECH Software and R&E International are non-cash expenses related to such transactions. Our sale of Fab 3 in Puyallup, Washington, our favorable settlement with the IRS, the favorable adjustment to tax reserves based on a clarification of tax regulations announced by the IRS, the retroactive reinstatement of the R&D tax credit, the tax benefit on resolution of a foreign tax matter, the acquisition of a patent portfolio license and our acquisition-related expenses relating to the abandonment of the Atmel transaction are one-time events in our business. Accordingly, management excludes all of these items from its internal operating forecasts and models.

We are using non-GAAP gross profit, non-GAAP research and development expenses, non-GAAP selling, general and administration expenses, non-GAAP operating income, non-GAAP net income, and non-GAAP diluted earnings per share which exclude the items noted in the immediately preceding paragraph, to permit additional analysis of our performance. Management believes these non-GAAP measures are useful to investors because they enhance the understanding of our historical financial performance and comparability between periods. Many of our investors have requested that we disclose this non-GAAP information because they believe it is useful in understanding our performance as it excludes non-cash and other charges that many investors feel may obscure our true operating costs. Management uses these non-GAAP measures to manage and assess the profitability of its business. Specifically, we do not consider such items when developing and monitoring our budgets and spending. As described above the economic substance behind our decision to exclude such items relates either to these charges being non-cash in nature or to the one-time nature of the events. Our determination of the above non-GAAP measures might not be the same as similarly titled measures used by other companies, and it should not be construed as a substitute for amounts determined in accordance with GAAP. There are limitations associated with using non-GAAP measures, including that they exclude financial information that some may consider important in evaluating our performance. Management compensates for this by presenting information on both a GAAP and non-GAAP basis for investors and providing reconciliations of the GAAP and non-GAAP results.


MICROCHIP TECHNOLOGY INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands except per share amounts)
(Unaudited)

                                  Three Months Ended    Twelve Months Ended
                                  March 31,             March 31,

                                    2009       2008       2009         2008

Net sales                         $ 173,253  $ 260,418  $ 903,297    $ 1,035,737

Cost of sales                       89,286     101,784    386,793      410,799

Gross profit                        83,967     158,634    516,504      624,938

Operating expenses:

Research and development            25,656     31,506     115,524      120,864

Selling, general and                33,336     45,396     161,218      175,646
administrative

Special charges                     5,934      -          6,434        26,763

                                    64,926     76,902     283,176      323,273

Operating income                    19,041     81,732     233,328      301,665

Other income, net                   9,881      7,089      3,922        49,320

Income before income taxes          28,922     88,821     237,250      350,985

Income tax provision (benefit)      6,093      12,169     (11,570 )    53,237

Net income                        $ 22,829   $ 76,652   $ 248,820    $ 297,748

Basic net income per share        $ 0.13     $ 0.41     $ 1.36       $ 1.44

Diluted net income per share      $ 0.12     $ 0.40     $ 1.33       $ 1.40

Basic shares used in calculation    182,392    186,969    183,158      207,220

Diluted shares used in              184,168    191,261    186,788      212,048
calculation




MICROCHIP TECHNOLOGY INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

ASSETS

                                                March 31,    March 31,

                                                2009         2008

                                                (Unaudited)

Cash and short-term investments                 $ 1,389,945  $ 1,324,790

Accounts receivable, net                          88,525       138,319

Inventories                                       131,510      124,483

Other current assets                              132,809      130,138

Total current assets                              1,742,789    1,717,730

Property, plant & equipment, net                  531,687      522,305

Long-term investments                             50,826       194,274

Other assets                                      96,137       77,998

Total assets                                    $ 2,421,439  $ 2,512,307

LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable and other accrued liabilities  $ 71,714     $ 95,640

Deferred income on shipments to distributors      83,931       95,441

Total current liabilities                         155,645      191,081

Convertible debentures                            1,149,184    1,150,128

Long-term income tax payable                      70,051       112,311

Deferred tax liability                            51,959       21,460

Other long-term liabilities                       3,834        1,104

Stockholders' equity                              990,766      1,036,223

Total liabilities and stockholders' equity      $ 2,421,439  $ 2,512,307




MICROCHIP TECHNOLOGY INCORPORATED AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

(in thousands except per share amounts and percentages)

(Unaudited)

RECONCILIATION OF GROSS PROFIT TO NON-GAAP GROSS PROFIT

                               Three Months Ended       Twelve Months Ended

                               March 31,                March 31,

                               2009        2008         2009         2008

Gross profit, as reported      $ 83,967    $ 158,634    $ 516,504    $ 624,938

Share-based compensation         1,200       1,553        5,845        6,191
expense

Acquisition-related acquired
inventory valuation costs and    238         -            546          -
intangible asset amortization

Non-GAAP gross profit          $ 85,405    $ 160,187    $ 522,895    $ 631,129

Non-GAAP gross profit            49.3   %    61.5    %    57.9    %    60.9    %
percentage

RECONCILIATION OF RESEARCH AND DEVELOPMENT EXPENSES TO NON-GAAP RESEARCH AND
DEVELOPMENT EXPENSES

                               Three Months Ended       Twelve Months Ended

                               March 31,                March 31,

                               2009        2008         2009         2008

Research and development       $ 25,656    $ 31,506     $ 115,524    $ 120,864
expenses, as reported

Share-based compensation         (2,843 )    (2,871  )    (10,866 )    (10,695 )
expense

Non-GAAP research and          $ 22,813    $ 28,635     $ 104,658    $ 110,169
development expenses

Non-GAAP research and
development expenses as a        13.2   %    11.0    %    11.6    %    10.6    %
percentage of net sales

RECONCILIATION OF SELLING, GENERAL AND ADMINISTRATIVE EXPENSES TO NON-GAAP
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

                               Three Months Ended       Twelve Months Ended

                               March 31,                March 31,

                               2009        2008         2009         2008

Selling, general and
administrative expenses, as    $ 33,336    $ 45,396     $ 161,218    $ 175,646
reported

Share-based compensation         (4,081 )    (4,261  )    (15,770 )    (15,960 )
expense

Acquisition-related              (157   )    -            (285    )    -
intangible asset amortization

Non-GAAP selling, general and  $ 29,098    $ 41,135     $ 145,163    $ 159,686
administrative expenses

Non-GAAP selling, general and
administrative expenses as a     16.8   %    15.8    %    16.1    %    15.4    %
percentage of net sales

RECONCILIATION OF OPERATING INCOME TO NON-GAAP OPERATING INCOME

                               Three Months Ended       Twelve Months Ended

                               March 31,                March 31,

                               2009        2008         2009         2008

Operating income, as reported  $ 19,041    $ 81,732     $ 233,328    $ 301,665

Share-based compensation         8,124       8,685        32,481       32,846
expense

Acquisition-related acquired
inventory valuation costs and    395         -            831          -
intangible asset amortization

Special charge - in-process      360         -            860          -
R&D expenses

Special charge - patent          4,000       -            4,000        -
portfolio license

Special charge - abandoned       1,574       -            1,574        -
acquisition-related expenses

Special charge - sale of Fab     -           -            -            26,763
3

Non-GAAP operating income      $ 33,494    $ 90,417     $ 273,074    $ 361,274

Non-GAAP operating income as     19.3   %    34.7    %    30.2    %    34.9    %
a percentage of net sales

RECONCILIATION OF NET INCOME AND DILUTED NET INCOME PER SHARE TO NON-GAAP NET
INCOME AND NON-GAAP DILUTED NET INCOME PER SHARE

                               Three Months Ended       Twelve Months Ended

                               March 31,                March 31,

                               2009        2008         2009         2008

Net income, as reported        $ 22,829    $ 76,652     $ 248,820    $ 297,748

Share-based compensation         7,231       7,053        27,204       26,451
expense, net of tax effect

Acquisition-related acquired
inventory valuation costs and
intangible asset                 352         -            710          -
amortization, net of tax
effect

Special charge - in-process
R&D expenses, net of tax         320         -            731          -
effect

Special charge - patent
portfolio license, net of tax    3,600       -            3,600        -
effect

Special charge - abandoned
acquisition-related expenses,    968         -            968          -
net of tax effect

Special charge - sale of Fab     -           -            -            16,459
3, net of tax effect

(Gain) loss on trading           (7,392 )    -            4,460        -
securities, net of tax effect

R&D tax credit reinstatement     -           -            (1,470  )    -

Tax benefit related to IRS
settlement and clarification     -           -            (49,847 )    -
in tax regulations

Tax benefit on resolution of     -           -            -            (5,733  )
foreign tax matter

Tax benefit related to
favorable adjustment to tax      -           (4,529  )    -            (4,529  )
reserves

Non-GAAP net income            $ 27,908    $ 79,176     $ 235,176    $ 330,396

Non-GAAP net income as a         16.1   %    30.4    %    26.0    %    31.9    %
percentage of net sales

Diluted net income per share,  $ 0.12      $ 0.40       $ 1.33       $ 1.40
as reported

Non-GAAP diluted net income    $ 0.15      $ 0.42       $ 1.27       $ 1.57
per share



Conference Call and Updates:

Microchip will host a conference call today, May 7, 2009 at 5:00 p.m. (Eastern Time) to discuss this release. This call will be simulcast over the Internet at www.microchip.com. The webcast will be available for replay until May 14, 2009.

A telephonic replay of the conference call will be available at approximately 7:00 p.m. (Eastern Time) May 7, 2009 and will remain available until 5:00 p.m. (Eastern Time) on May 14, 2009. Interested parties may listen to the replay by dialing 719-457-0820 and entering access code 3474144.

Cautionary Statement:

The statements in this release relating to gross margins bottomed out in the March quarter, improving gross margins in the June quarter, overall momentum in our 16-bit product line, being encouraged by the excellent growth in our 16-bit products, continuing to gain market share in 16-bit, continuing to make good progress in right sizing our inventory position, planning revenue for the June quarter of $182 million, up about 5% sequentially, continued strong interest in our products, the R&E transaction extending our strong market position, the HI-TECH transaction extending our leadership in compiler technology, our internal plan for the June quarter with respect to revenue, GAAP and Non-GAAP gross margin, operating expenses as a percentage of sales, GAAP and Non-GAAP tax rate, GAAP and Non-GAAP earnings per share, capital expenditures for the June quarter and for fiscal 2010 and gross margins being affected by the underutilization of our manufacturing facilities are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause our actual results to differ materially, including, but not limited to: the level of continued adverse economic conditions in the U.S. and global economies, changes in demand or market acceptance of our products and the products of our customers; the mix of inventory we hold and our ability to satisfy short-term orders from our inventory; changes in utilization of our manufacturing capacity; competitive developments including pricing pressures; the level of orders that are received and can be shipped in a quarter; the level of sell-through of our products through distribution; changes or fluctuations in customer order patterns and seasonality; foreign currency effects on our business; the impact of any significant acquisitions that we make; costs and outcome of any current or future tax audit or any litigation involving intellectual property, customers or other issues; disruptions in our business or the businesses of our customers or suppliers due to natural disasters, terrorist activity, armed conflict, war, worldwide oil prices and supply, public health concerns or disruptions in the transportation system; and general economic, industry or political conditions in the United States or internationally.

For a detailed discussion of these and other risk factors, please refer to Microchip's filings on Forms 10-K and 10-Q. You can obtain copies of Forms 10-K and 10-Q and other relevant documents for free at Microchip's Web site (www.microchip.com) or the SEC's Web site (www.sec.gov) or from commercial document retrieval services.

Stockholders of Microchip are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date such statements are made. Microchip does not undertake any obligation to publicly update any forward-looking statements to reflect events, circumstances or new information after this May 7, 2009 press release, or to reflect the occurrence of unanticipated events.

About Microchip:

Microchip Technology Incorporated is a leading provider of microcontroller and analog semiconductors, providing low-risk product development, lower total system cost and faster time to market for thousands of diverse customer applications worldwide. Headquartered in Chandler, Arizona, Microchip offers outstanding technical support along with dependable delivery and quality. For more information, visit the Microchip Web site at www.microchip.com.

The Microchip name and logo, PIC, KEELOQ, and dsPIC are registered trademarks of Microchip Technology Inc. in the USA and other countries. nanoWatt XLP, and PICDEM are trademarks of Microchip Technology Inc. All other trademarks mentioned herein are the property of their respective companies.


    Source: Microchip Technology Incorporated