Item 2.02 Results of Operations and Financial Condition.
On April 28, 2009, Trident Microsystems, Inc. (the "Company") issued a press
release announcing its operating and financial results for the quarter ended
March 31, 2009, and intends to discuss the financial results announced in the
press release during a related conference call to be held on April 28, 2009. The
press release and conference call contain forward-looking statements regarding
the Company and include cautionary statements identifying factors that could
cause actual results to differ materially from those anticipated. A copy of the
press release is being furnished as Exhibit 99.1 and is incorporated herein in
its entirety by reference.
The information in Item 2.02 of this Current Report on Form 8-K, including
Exhibit 99.1, is furnished pursuant to Item 2.02 and shall not be deemed "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities under that Section.
Furthermore, the information in this Current Report on Form 8-K, including the
exhibits, shall not be deemed to be incorporated by reference into the filings
of the Company under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended.
Included in the press release is financial information prepared on a
Generally Accepted Accounting Principles ("GAAP") basis, as well as certain
non-GAAP information. As required by Regulation G, the press release contains a
reconciliation of the non-GAAP financial measures to the most directly
comparable GAAP measures as well as a discussion of management's uses of, and
rationale for presenting, the non-GAAP financial measures. To supplement the
consolidated financial results prepared under GAAP, the Company uses a non-GAAP
conforming, or non-GAAP, measure of net income that is GAAP net income adjusted
to exclude certain costs, expenses and gains. Non-GAAP net income gives an
indication of the Company's baseline performance before gains, losses or other
charges that are considered by management to be outside the Company's core
operating results. In addition, non-GAAP net income is among the primary
indicators management uses as a basis for planning and forecasting future
periods. These measures are not in accordance with, or an alternative for, GAAP
and may be materially different from non-GAAP measures used by other companies.
The Company computes non-GAAP net income by adjusting GAAP net income for
amortization and impairment of intangible assets from the acquisition of the
Company's Beijing subsidiary and the purchase of the minority interests of the
Company's Taiwan subsidiary (Trident Technologies, Inc.), compensation expense,
expenses related to the stock option investigation and related matters,
restructuring charges, expenses related to prior software use, write down of
certain prepaid royalties, impairment loss, capital gains and losses and
dividend income. A detailed reconciliation between net income on a GAAP basis
and non-GAAP net income is provided in a table following non-GAAP Consolidated
Statements of Operations included with Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press release dated April 28, 2009, announcing financial information for
the quarter ended March 31, 2009.
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