directors and officers underwriter meetings cirrus logic, inc. september 9-13, 2004 confidential
TRANSCRIPT
Directors and OfficersUnderwriter Meetings
Cirrus Logic, Inc.September 9-13, 2004
Confidential
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Safe Harbor Statement
Except for historical information contained herein, the matters set forth in this presentation, including estimates and assumptions regarding our revenue growth rate and opportunities, future R&D and SG&A expenses, gross margins, and operating income opportunities 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 from our current expectations, estimates and assumptions and the forward-looking statements made in this presentation. These risks and uncertainties include, but are not limited to, the risk factors listed in our Form 10-K for the year ended March 27, 2004, and in other filings with the Securities and Exchange Commission. The foregoing information concerning our business outlook represents our outlook as of the date of this presentation, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise.
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Meeting Agenda
Introductions
Financial performance review
Growth drivers
Improving risk profile- Company prospects- Stockholder base- Board of directors- Mergers & acquisition - Financial analysis- Litigation issues- Sarbanes-Oxley- Governance & other policies/procedures- Investor communications
Questions & answers
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Attendee Introductions
Dave Allen, Treasurer and VP of Investor Relations- Joined Cirrus in Sept. 2002- Over 20 years corporate finance experience
Scott Uhl, Account Executive- Joined Lockton in Oct. 2003 - Prior to joining Lockton Companies, Mr. Uhl was an Assistant Vice-President
and West Coast Underwriting Manager for Liberty International Underwriters Specialty Casualty division, underwriting Directors and Officers Liability, Employment Practices Liability, Fiduciary Liability, and Professional Liability for publicly traded and privately held middle market, commercial and financial institution firms. Mr. Uhl was a Branch Manager at American International Group (AIG) Middle Market D&O Technology practice and served as a Workers’ Compensation Risk Manager for Contractors Labor Pool (CLP), a $100M+ construction staffing company with over 5,000 employees in over 50 branch offices throughout the Western United States.
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Solid year-over-year growth expected in FY 05 with increasing profit opportunities
Expanding proprietary analog/mixed-signal product line Expanding proprietary analog/mixed-signal product line
++Merchant market leadership in emerging DVD recorder marketMerchant market leadership in emerging DVD recorder market
Cirrus Logic Introduction
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Cirrus Logic’s Customers Include the World’s Most Popular Brands
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Improving Financial Metrics:June Quarter P&L Comparisons
*Includes expenses for acquisition- and restructuring-related items.
Revenue $40.7 $59.1 million
Gross Margin 48.5 53.6 %
R&D Expenses $20.6 $18.7 million
SG&A Expenses $12.5 $12.5 million
Operating expenses $12.9 $ 5.7 million
not related to ongoing
business*
Net Income (Loss) ($24.3) ($ 3.4) million
June 03 June 04
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$0
$10
$20
$30
$40
$50
$60
$70
Sa
les
in
mil
lio
ns
Video
Analog*
June 03 Sept. 03 Dec. 03 March 04 June 04*Previously designated as the “Audio” products.
45%Year-over-Year Revenue Growth in June After Seasonally Soft March Quarter
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Q1: Strong Start for FY 05
Increasing sales, up 45% over 1Q FY 04- June quarter sales up 18% sequentially over March FY 04 quarter- Analog* sales up 12% sequentially- Video sales up 65% sequentially
Gaining traction with analog and mixed-signal ICs- 70%+ of June quarter sales from audio converters & analog ICs - New industrial ICs showing strong growth- 35 new audio mixed-signal ICs added in past two years
Improving financial metrics- New products and strong demand fuel sales growth opportunities - Focused on achieving sustainable and growing profitability- Continued strong balance sheet management
*Previously designated as the “Audio” products, this category includes audio converters, industrial analog ICs, DSPs and Embedded processors.
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June 2004 Balance Sheet Continues to Strengthen
Cash, securities & investments $116 $198 million and no debt
Receivables $ 24 $ 28 million
53 43 DSO
Inventory $ 21 $ 41 million
4.0 2.7 turns
Shareholders’ equity $140 $212 million
June 03 June 04
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Growth Led by Strong Analog Portfolio
Expanding proprietary product line- Cirrus Logic has strong IP in analog and
mixed-signal technologies- Refreshed and expanded product line
Leader in diverse niche markets- Highly fragmented customer base- Leader in audio applications- Broad set of growth drivers including:
industrial data acquisition, power measurement and energy exploration
Video
Audio Converters(Primarily Consumer)
Analog(Primarily Industrial)
DSP andEmbeddedProcessors
Analog Video
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Large, Growing and Diversified Analog/Mixed-Signal IC Markets
Source: IMS Research 2003
in millions of dollars
$2,000
$4,000
$6,000
$8,000
$10,000
$12,000
2002 2003 2004 2005 2006 2007
Industrial Consumer & Automotive Telecom Computer
In m
illi
on
s o
f d
oll
ars
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Targeting the Fastest GrowingAnalog Market Segments
in million dollars 2003 2004 2005 2006 2007 CAGR
Telecom 1,900 2,100 2,200 2,400 2,500 7.1%
Computer 1,400 1,500 1,700
1,800
2,000
9.3%
Consumer & Automotive
1,800 2,000 2,300 2,500 2,800 11.7%
Industrial 2,700 3,000 3,300 3,600 3,900 9.6%
Total 7,800 8,600 9,500 10,300 11,200 9.5%
Source: IMS Research 2003
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Highest revenue product category
Leading market position
Attractive growth opportunities in consumer audio, DTV, digital satellite radio and automotive entertainment markets
Audio Converters
Automotive entertainment systems
Digital TVConsumer Audio Systems
Digital Satellite Radios
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Targeting Analog/Mixed-Signal Consumer Market Segments
Home & Car Audio
Home Video
ProfessionalAudio
High Performance Audio ADC, DAC,
CODEC, Interface IC,PWM Controller
AVR, DVD Receiver, Car Amplifier and Radio,
Digital Satellite Radio
High Performance Audio ADC, DAC,
CODEC and Video ADC
DVD Player, DVD Recorder, Digital STB
High Performance Audio ADC, DAC,
CODEC, Interface IC,
Keyboard, Mixer, Guitar, Amplifier, Effect
Processor
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Second highest revenue category
Growing sales in diverse niche markets
Attractive growth opportunities in industrial data acquisition, power measurement and energy exploration markets
Industrial Analog
Oil Field EvaluationData Acquisition Applications: Load cells/Weigh scales
3 Phase Power Meters
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Targeting Analog/Mixed-Signal
Industrial Market Segments
Industrial Measurement
Seismic Oil Exploration
Energy
Measurement
High Precision Measurement
ADC and SARsWeigh Scale, Medical,
Temperature Measurement
Offering the complete Analog Signaling Chain
Measurement Nodes for Oceanic & Land-based Exploration Systems
Single Phase and Three Phase
Power Meter IC Digital Power Meters
targeted for Indian and Chinese markets with
new infrastructure
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Video Solutions Approximately 15% of June revenue
Leadership technology in emerging consumer entertainment category - Cirrus Logic surpassed one million video encoder chip sales in Jan. 2004- Flexible software with modular structure allows for easy customer product upgrades and feature additions- Customer expansion strategy
Initially targeted engineering-capable customers in Taiwan Now expanding customer base to branded companies in Korea and Japan Aggressively expand sales to Chinese OEMs as retail prices decline
- Cost-reduction and integration roadmap
Attractive growth opportunities in digital video recording applications
DVD Recorders Home Theater Systems USB PC Video Encoders
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Targeting Digital Video ApplicationsThat Provide Growth Opportunities in Emerging Markets
DVD Receiver
USB /PC Peripherals
Audio/Video decoder ICs and mixed-signal ICs
Audio/Video encoder and decoder and
mixed-signal ICs
DVD Recorders, HDD-Enabled DVD Recorders,
Audio/Video encoder IC and
mixed-signal ICs
PC video record functionality
DVD Recorder
Home Theater Systems
DVD playback units
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Emerging DVD Recording ProductsCreates Additional IC Opportunities
0
10
20
30
40
50
60
2002 2003 2004 2005 2006
Wo
rld
wid
e U
nit
s s
old
in
MIDC
InStat
Gartner
CAGR 120-170%
Source:
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Improving Risk Profile
Changed historical market focus - Exited commodity PC graphics/storage markets- Focused on leadership positions in diversified, high-growth analog markets with
expanded and refreshed product portfolio - Established early merchant market lead in emerging DVD recording applications
Expanding blue-chip customer base
Defended successfully broad portfolio of intellectual property
Enhanced business model- Increasing use of outsourcing to provide more flexibility and lower capital requirements
with fabless manufacturing model- De-leveraged company, now with debt-free balance sheet
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Financial Trends & Model
Historical Results Strategic Model
FY 03 FY 04 FY 05 Q1
Sales in millions $262 $196 $59 Audio/Analog 82% 86% 86% Video 7% 14% 14%
Other 11% - -
Gross Margins 50.5% 51.3% 53.6%
SGA + R&D 64.5% 65.0% 52.7%
Operating Income -77.8% 13.0%* -7.9%
*Excluding favorable patent and legal settlements, operating margins in FY 04 would have been -25.9%
25-35% CAGR
65 - 75% of sales
25 - 35% of sales
-
50 - 55%
30 - 35%
20%
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Stockholder Base* Institutional: 62%
Non-institutional (retail): 38%
“Insiders”: 11%* Position Holder Affiliation to Cirrus** Held
Options Fully Market Pct & Indirect Diluted Date SourceValue O/S Shares Shares Reported
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Stockholder Base Majority of Institutional Investors Have Low Portfolio Turnover
Source: FactSet Research Systems Inc. as reported on Nasdaq.net on Sept. 1, 2004
Low Very low Medium High Other
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Stockholder Base Investment Style of Institutional Investors
Source: FactSet Research Systems Inc. as reported on Nasdaq.net on Sept. 1, 2004
GARP Index Growth Hedge OtherGARP Index Growth Hedge OtherGARP Index Growth Hedge Other
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Stockholder Base
Source: FactSet Research Systems Inc. as reported on Nasdaq.net on Sept. 1, 2004
Market Pct of Stock Invest TurnoverValue Outstanding Style Style
Position Ranking Holder Held
Ex-board member
Founder, board
member and current employee
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Stockholder BaseAlfred Teo
Former CRUSBoard member
1998-2001
Filed Aug. 8, 035,205,274 shares 6%; subsequently
increased position to 10%
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Stockholder BaseAlfred Teo
Former CRUSBoard member
1998-2001
Cirrus purchased shares in 2001
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Stockholder BaseAlfred Teo
SEC CHARGES ALFRED TEO, SR. AND OTHERS WITH INSIDER TRADING The Commission announced today that it filed securities fraud charges against Alfred S. Teo, Sr., and ten of his relatives, friends and colleagues who collectively received approximately $1.8 million in illicit profits from insider trading in the securities of Musicland Stores Corporation (Musicland) and C-Cube Microsystems, Inc. (C-Cube).
The Commission charged violations of Sections 10(b), 13(d), 14(e) and 16(a) of the Securities Exchange Act of 1934 and Rules 10b-5, 12b-20, 13d-1, 13d-2, 14e-3, and 16a-3 thereunder. The Commission seeks the following relief from the defendants: (a) permanent injunctions; (b) disgorgement of all illicit profits; (c) civil penalties; and (d) and officer and director bars against Teo and Rosen. The Commission filed its complaint in the U.S. District Court for the District of New Jersey.
The Commission also announced that it reached settlements with Fortune, Johnston and Rosen. Without admitting or denying the allegations in the Commission's complaint, Fortune Johnston and Rosen each consented to final judgments that permanently enjoined them, ordered them to disgorge their illicit profits plus prejudgment interest, and imposed a civil penalty equal to the illicit profits they obtained. Rosen also agreed to the entry of an order barring him from serving as an officer or director for five years. The Commission expresses its appreciation to the New York Stock Exchange, Inc. for their substantial assistance in the investigation of this matter. [SEC v. Alfred S. Teo, Sr., et al., Civil Action No. CV 04- 1815 (WGB)] (LR-18673) Source: SEC NEWS DIGEST Issue 2004-78 April 22, 2004http://www.sec.gov/news/digest/dig042204.txt
Cirrus Logic note: No other member of Cirrus Logic’s management or board of directors was charged with any violations associated with these matters. Mr. Teo was a member of Cirrus Logic’s board of directors at the time that Cirrus Logic evaluated acquiring C-Cube prior to the acquisition of that company by LSI Logic.
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Board of Directors
5 of 7 members are independent*- Michael Hackworth - David French** - D. James Guzy- Suhas Patil** - Walden Rhines- William Sherman- Robert Smith
Experienced board with continuity of service- 5 current or former board chairpersons or CEOs- 1 attorney- 1 retired CFO- Board convened 10 and 7 times in FY 04 and FY 03, respectively- 75%-plus attendance for each member for Board meetings
*As defined by the relevant Nasdaq rules**Employee directors per Rule 4200(a)(15) of the NASD
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Board committees- Audit
- 3 independent members, including retired CFO of Novellus- Board annually reviews committee membership compliance in
accordance with NASD rules- Committee reviews independence and performance of external
auditors and internal audit scope and procedures - Committee reviews earnings press releases and significant accounting,
audit, finance or ethics developments - Committee serves reviews and assess the code of business conduct
and ethics.- Internal audit function provides quarterly update to audit committee- Charter established for board audit committee*- Committee annually reviews charter for compliance with NASD rules- Committee convened 9 and 8 times in FY 04 and FY 03, respectively,
with management and separately with external auditors- Annual committee report to stockholders in proxy statement
Board of Directors
*Available on http://www.cirrus.com/en/ethics.html
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Board committees- Compensation
- 4 independent members, including retired CFO of Novellus- Charter established for board compensation committee*- Committee convened 4 and 5 times in FY 04 and FY 03, respectively
- Governance and Nominating - 5 independent members, including retired CFO of Novellus- Charter established for board governance and nominating committee*- Committee convened 2 times in both FY 04 and FY 03
Annual and periodic independence reviews
Independent director executive sessions conducted at the end of each BOD session
Board of Directors
*Available on http://www.cirrus.com/en/ethics.html
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Recent Mergers and Acquisitions
Peak Audio (commercial audio networking products)- Acquired assets in April 2001- $9.8 million (cash, options issued, direct acquisition costs)
ShareWave (wireless home networking products)- Acquired 100% of outstanding stock in October 2001- $76.6 million (including 2.8 million shares, options issued, direct acquisition
costs, cash for fractional shares)- Operation shut down in FY 03 as part of Cirrus Logic’s cost containment efforts
LuxSonor Semiconductors (DVD video processors and audio/video semiconductor solutions)
- Acquired 100% of outstanding stock in October 2001- $51.3 million (including 1.8 million shares, options issued, direct acquisition
costs, cash for fractional shares)- Recovered $8.9 million from escrow account due to breach of reps and
warranties by LuxSonor
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Recent Mergers and Acquisitions
Stream Machine (supplier of MPEG-2 video recording technology)
- Acquired 100% of outstanding stock in December 2001- $72.1 million (including 3.6 million shares, options issued, direct acquisition
costs, cash for fractional shares)- Recovered 740,000 shares of Cirrus Logic from escrow account due to
breach of reps, warranties and revenue commitments by Stream Machine
eMicro (a fabless joint manufacturing venture between Cirrus, Creative Technology, Ltd and Vertex Technology Fund (II) Ltd.)
- Announced creation of Singaporean JV in May 2000- JV partners voted to dissolve eMicro in June 2002- Operations ceased in Q1 FY 03- Final cash distributions to shareholders in Q1 FY 04
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Financial AnalysisFocused on Growing Revenues and Cutting Costs
Strong balance sheet - $198 million- No debt- No off-balance sheet GAAP liabilities (See Form 10-K, pp. 55-56, note 10 for
“Commitments and Contingencies”)- No special purpose companies
Profitable in FY 04 after losses in FY 02 and FY 03- Completed repositioning company away from PC focus in FY 02- Improved gross margins from 24% in FY 02 to 51% in FY 04- Experienced gained in DVD players, now helping in the emerging DVD recorder
market - Expanding analog product portfolio- Successfully defended IP and commercial litigation in FY 04
FY 05 sales expected to be up strongly- June quarter sales up 45% over the prior year - June quarter sales up 18% sequentially over March FY 04 quarter
Analog sales up 12% sequentially Video sales up 65% sequentially
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Financial AnalysisFocused on Growing Revenues and Cutting Costs
Cost reductions continue- 47% reduction in headcount since April 2001 implemented- Retired $299 million convertible debt in FY 01- Decreasing fixed costs via outsourcing
- Returned to 100% fabless model in FY 00- Transitioning test operations to ChipPAC expected to save
$5-$7 million a year, starting in calendar 2004 Clean financials
- No restatements, other than reclassifications- No regulatory investigations- No auditor changes
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Litigation Issues
No D&O litigation in past 5 years
Received $18 million before expenses in nVidia and ATI patent lawsuit settlements in FY 04
Reached favorable settlement with WDC in FY 04- WDC paid Cirrus $45 million to settle outstanding claims
Cirrus Logic initiated litigation and ITC action against Wolfson in FY 04 for alleged IP infringement
AVT withdrew patent suit it filed against Cirrus Logic on June 23, 2004 within 90 days of the suit’s original filing
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Litigation Issues
Fujitsu lawsuit currently scheduled to go to trial in January 2005
- Breach of contract complaint and counter complaint- Cirrus Logic is seeking damages in excess of $46 million- Cirrus filed a complaint against St. Paul Fire and Marine in June 2005 relating to
a coverage dispute on a General Liability policy- St. Paul answered on July 3rd with affirmative defenses and denied the
company’s allegations (still open)
Additional information on legal matters is included in Cirrus Logic’s latest Form 10-Q filed with the SEC
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Early Adopter of Sarbanes-Oxley Provisions
GAAP only
Certifications implemented- CEO and CFO- Executive, and certain Legal and Financial staff
SEC filings- Reviewed by external counsel- Insider filings on cirrus.com
Disclosure review committee established
Internal audit function established and process to review key functions underway
Anonymous whistle blower hotline implemented
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FY 04 Internal Audit Plan
StatusStatus
Cash ReceiptsCash Receipts CompletedCompleted Apr 2003Apr 2003Accounts Receivable & Allow for Bad DebtAccounts Receivable & Allow for Bad Debt CompletedCompleted Apr 2003Apr 2003Sales & Deferred RevenueSales & Deferred Revenue CompletedCompleted Jul 2003Jul 2003Accounts Payable & Cash DisbursementsAccounts Payable & Cash Disbursements CompletedCompleted Jul 2003Jul 2003Income Tax – Provision and ValuationIncome Tax – Provision and Valuation CompletedCompleted Jul 2003Jul 2003Inventory ReceivingInventory Receiving CompletedCompleted Sep 2003Sep 2003Inventory Valuation (Standard Costing)Inventory Valuation (Standard Costing) CompletedCompleted Sep 2003Sep 2003PayrollPayroll CompletedCompleted Sep 2003Sep 2003Travel & Expense ReimbursementTravel & Expense Reimbursement CompletedCompleted Sep 2003Sep 2003Inventory Reserves (E&O and LCM)Inventory Reserves (E&O and LCM) CompletedCompleted Feb 2004Feb 2004Purchases (Inventory & Non-inventory)Purchases (Inventory & Non-inventory) CompletedCompleted Feb 2004Feb 2004Information Systems Security & ControlInformation Systems Security & Control CompletedCompleted Apr 2004Apr 2004Calculation of Accrued LiabilitiesCalculation of Accrued Liabilities CompletedCompleted Apr 2004Apr 2004Marketable Securities & InvestmentsMarketable Securities & Investments CompletedCompleted Apr 2004Apr 2004Physical InventPhysical Invent CompletedCompleted Apr 2004Apr 2004Fixed & Intangible AssetsFixed & Intangible Assets Postponed to FY 05 due to resource constraintsPostponed to FY 05 due to resource constraintsFinancial Statement Closure & DisclosureFinancial Statement Closure & Disclosure Postponed to FY 05 due to resource constraintsPostponed to FY 05 due to resource constraints
Control CyclesControl CyclesAudit CommitteeAudit CommitteeReview MeetingReview Meeting
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FY 05 Internal Audit Plan
StatusStatusTarget DateTarget Date
Cash Receipts, A/R and Allow for Bad DebtCash Receipts, A/R and Allow for Bad Debt CompletedCompleted Jul 2004Jul 2004Sales & Deferred RevenueSales & Deferred Revenue Completed Completed Nov 2004Nov 2004Accounts Payable & Cash DisbursementsAccounts Payable & Cash Disbursements Completed Completed Nov 2004Nov 2004Income Tax – Provision and ValuationIncome Tax – Provision and Valuation Oct 2004Oct 2004 Nov 2004Nov 2004Purchases (Inventory & Non-inventory)Purchases (Inventory & Non-inventory) Oct 2004Oct 2004 Feb 2005Feb 2005Inventory Valuation & ReservesInventory Valuation & Reserves Nov 2004Nov 2004 Feb 2005Feb 2005Marketable Securities & InvestmentsMarketable Securities & Investments Dec 2004Dec 2004 Feb 2005Feb 2005Calculation of Accrued LiabilitiesCalculation of Accrued Liabilities Feb 2005Feb 2005 Apr 2005Apr 2005Physical Inventory Counts & ScrapPhysical Inventory Counts & Scrap April 2005April 2005 Apr 2005Apr 2005
SOX 404 Reviews:SOX 404 Reviews:Audit CommitteeAudit CommitteeReview MeetingReview Meeting
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FY 05 Internal Audit Plan
StatusStatus Target DateTarget Date
Fixed & Intangible AssetsFixed & Intangible Assets Sept 2004Sept 2004 Nov 2004Nov 2004Financial Statement Closure & DisclosureFinancial Statement Closure & Disclosure Oct 2004 Oct 2004 Nov 2004Nov 2004Payroll/Human ResourcesPayroll/Human Resources Nov 2004Nov 2004 Nov 2004Nov 2004Information Systems Security & ControlInformation Systems Security & Control Oct 2004 Oct 2004 Feb 2005Feb 2005IT Change Management & AccessIT Change Management & Access Oct 2004 Oct 2004 Feb 2005Feb 2005 IT Applications Controls (SAP & Camstar)IT Applications Controls (SAP & Camstar) Dec 2004Dec 2004 Feb 2005Feb 2005Inventory Receiving & MovementsInventory Receiving & Movements Jan 2005 Jan 2005 Feb 2005Feb 2005
Internal Audits:Internal Audits:Audit CommitteeAudit CommitteeReview MeetingReview Meeting
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Internal Audit Process Identify the Key Audit Contact (Manager for that process) and Sponsor (VP)
Communicate and clarify audit scope with Key Audit Contact and Sponsor
Conduct interviews with process owners to gain an understanding of the system
Flowchart the process and identify key control points
Develop “what can go wrong” questions and identify any “gaps” not addressed by control points
Test control points to determine if they are effective or “functioning as designed”
Conduct Closing Meeting with auditees- Confirm process documentation and flowcharts
- Agreement on issue and how management plans to respond to recommendation (specifics on who, what and when)
Review audit results and key objectives of testing with E&Y
Issue Final Audit Report
Conduct formal 3-month follow up on all recommendations
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Corporate governance guidelines* Insider trading policy*
- Directors and Section 16 officers are restricted from trading in the company’s securities for the last calendar month of each fiscal quarter. Trading may commence 2 business days after the company publicly announces its financial results. Prior to the execution of trades, these individuals must notify the Corporate Counsel.
- Company has implemented processes to comply with SEC Form 4 two- business day reporting requirements, insider activity posted on www.cirrus.com
- Adopted policy to permit 10b5-1 plans in April 2004
CEO 10b5-1 trading plan** Revenue recognition policy** External communication policy** Whistle blower procedures*
- Independent violation reporting process in affect by calling 1-866-384-4277 or www.ethicspoint.com
Governance & Other Policies/Procedures
*Available on http://www.cirrus.com/en/ethics.html**Not available on the internet, but provided with broker submission
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Governance & Other Policies/Procedures
Corporate code of conduct* addresses conflicts of interest, insider information, integrity of records and compliance with laws (e.g. antitrust, securities, environmental, harassment, discrimination and other important areas) and corrective action process.
Comprehensive ethics and compliance questionnaire distributed annually to Directors and Officers and the results reported to and discussed with the audit committee
Human resources policies and procedures reviewed by legal department
Company intranet includes all human resource and other significant corporate policies
*Available on http://www.cirrus.com/en/ethics.html
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Governance & Other Policies/ProceduresNew cirrus.com Page
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Governance & Other Policies/ProceduresNew Intranet Tool
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Investor Communications
Practices comply with Regulation FD
Experienced designated spokespersons
Quarterly financial results press releases, SEC 10Q and 10K filings reviewed in advance by the Board’s Audit Committee, external legal and auditors
All material financial guidance presented in press releases, 8-K filings and conference calls
Investor materials (press releases, presentations, conference call remarks) reviewed by General Counsel prior to presentations or conference calls
Conference call remarks “scripted” by CEO, CFO, VP Investor Relations
Comprehensive web site: quarterly financial results remarks, presentations, press releases, and SEC filings posted at www.cirrus.com
Quarterly financial results conference calls and investor conferences are publicized in advance via press releases and are available through web casts
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Designated Investor Spokespersons President & CEO (David French)
- 20+ years of semiconductor experience (ADI, TI, Fairchild)- Bachelor of science degree in Electrical Engineering from the University of
Rochester - Member of the Board of Directors of the Fabless Semiconductor Association- Joined Cirrus Logic as president and COO in June 1998- Named CEO in February 1999
SVP & CFO (John Kurtzweil), CPA, CMA- 20+ years of financial management experience (OnSemiconductor, ReadRite,
Maxtor, Honeywell)- Degrees in accounting from Arizona State University and a master’s degree in
Business Administration from the University of St. Thomas in St. Paul, Minnesota- Joined Cirrus Logic as CFO in March 2004- Member of Disclosure Review Committee
VP Investor Relations/Treasurer (Dave Allen)- 20+ years of financial management experience (Palm, Infoseek, Komag, Atari)- Extensive investor relations experience- MBA from Duke University’s J.B. Fuqua Graduate School of Business- Bachelor's degree in Economics from the State University of New York at
Binghamton- Joined Cirrus Logic in current capacity in September 2002- Member of Disclosure Review Committee- Team leader for sales and deferred revenue internal audit control cycle in FY 04
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Investor Communications
Comprehensive Website
Easy to find/request financial documents
Accessible conferencecalls: live and replays
Easy to find quarterly info
Text of quarterly conference calls
Web cast of stock-holders’ meeting
Web cast of quarterly con-ference calls
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Easy to find/request financial documents
Online documents
D&O filings easy to find Link to SEC filings
Easy to request financial documents
Investor Communications Easy to Use Site
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Accessible conference calls: live and replays
Investor Communications Web Casts Accessible
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Investor CommunicationsGuidance, Conference Calls & Conferences Well Publicized
Guidance broadly disseminated via
press releases
Conference call notices disseminated
via press releases
Investor conference notices disseminated
via press releases
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Questions &
Answers
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Thank you for your participation in today’s meeting and interest in
Cirrus Logic’s D&O program.