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2 months ago
Lattice Semiconductor Reports 42% YoY First Quarter 2026 Revenue Growth as Compute & Communications Achieves Record RevenueMay 4, 2026 4:14 PM
Business Wire ~50% Expected Q2 2026 YoY Revenue Growth Fueled by Increased Visibility into Multi-Year Expansion Cycle AMI Acquisition Creates Industry's Most Complete Platform for Secure Management and Control Lattice Semiconductor Corporation (Nasdaq: LSCC), the low power programmable leader, announced financial results today for the fiscal first quarter ended April 4, 2026. Revenue for the first quarter of 2026 was $170.9 million, with GAAP gross margin of 68.8%, and GAAP net income of $0.16 per diluted share. On a non-GAAP basis, gross margin was 70.0%, with net income per diluted share of $0.41. GAAP net income and GAAP net income margin for the first quarter of 2026 were $21.8 million and 12.8%, respectively, with adjusted EBITDA of $67.8 million, which is a 39.6% adjusted EBITDA margin for the first quarter of 2026. GAAP net cash flow from operating activities for the first quarter of 2026 was $50.3 million, which is a GAAP operating cash flow margin of 29.4%, and non-GAAP free cash flow and free cash flow margin of $39.7 million and 23.2%, respectively. Ford Tamer, Chief Executive Officer, said, "We delivered record first quarter revenue growth, led by increased demand across all of our end markets. As we had committed, we grew non-GAAP earnings faster than revenue, achieving 86% year over year EPS growth. Our Compute and Communications business achieved record revenue, while our Industrial and Embedded business growth exceeded 20% quarter over quarter. When taken together with our strong backlog, continued design win momentum and leadership in small and mid-range FPGAs, we believe we are in the early stages of a multi-year growth cycle and are well positioned to deliver sustained, above-market growth in 2026 and beyond." Lorenzo Flores, Chief Financial Officer, said, "We continue to drive increased profitability, with our model demonstrating strong operating leverage as revenue growth translates to bottom-line expansion. We remain focused on scaling the business efficiently while investing to extend our leadership in small and mid-range FPGAs and expand our companion chip opportunity. Lattice is positioned to drive continued short and long-term revenue growth, strength in margin, and increased free cash flow." Selected First Quarter 2026 Financial Results and Comparisons (in thousands, except per share data) GAAP Financial Results (unaudited) Q1 2026 Q4 2025 Q1 2025 Q/Q Y/Y Revenue $ 170,897 $ 145,792 $ 120,150 17.2% 42.2% Gross Margin % 68.8 % 68.5 % 68.0 % 30 bps 80 bps R&D Expense % 29.7 % 36.7 % 34.4 % (700) bps (470) bps SG&A Expense % 23.5 % 30.4 % 27.6 % (690) bps (410) bps Operating Expenses $ 91,564 $ 98,851 $ 74,754 (7.4)% 22.5% Income from Operations $ 26,068 $ 1,086 $ 6,974 2300.4% 273.8% Net Income (loss) $ 21,817 $ (7,645 ) $ 5,022 (385.4)% 334.4% Net Income (loss) per Share - Basic $ 0.16 $ (0.06 ) $ 0.04 $0.22 $ 0.12 Net Income (loss) per Share - Diluted $ 0.16 $ (0.06 ) $ 0.04 $0.22 $ 0.12 Net Income (loss) Margin 12.8 % (5.2 )% 4.2 % 1800 bps 860 bps Operating Cash Flow Margin 29.4 % 39.5 % 26.5 % (1010) bps 290 bps Non-GAAP* Financial Results (unaudited) Q1 2026 Q4 2025 Q1 2025 Q/Q Y/Y Revenue (GAAP) $ 170,897 $ 145,792 $ 120,150 17.2% 42.2% Gross Margin % 70.0 % 69.4 % 69.0 % 60 bps 100 bps R&D Expense % 21.8 % 24.8 % 25.0 % (300) bps (320) bps SG&A Expense % 13.9 % 16.4 % 18.4 % (250) bps (450) bps Operating Expenses $ 60,839 $ 56,394 $ 51,408 7.9% 18.3% Income from Operations $ 58,715 $ 44,819 $ 31,539 31.0% 86.2% Net Income $ 56,970 $ 43,725 $ 30,746 30.3% 85.3% Net Income per Share - Basic $ 0.42 $ 0.32 $ 0.22 $ 0.10 $ 0.20 Net Income per Share - Diluted $ 0.41 $ 0.32 $ 0.22 $ 0.09 $ 0.19 Adjusted EBITDA Margin 39.6 % 36.5 % 33.4 % 310 bps 620 bps Free Cash Flow Margin 23.2 % 30.2 % 19.4 % (700) bps 380 bps * GAAP represents U.S. Generally Accepted Accounting Principles. Non-GAAP represents GAAP excluding the impact of certain activities, which the Company's management excludes in analyzing the Company's operating results and in understanding trends in the Company's earnings. Additional information relating to these measures is included below in “Non-GAAP Financial Measures.” For a reconciliation of GAAP to non-GAAP results, see accompanying tables "Reconciliation of U.S. GAAP to Non-GAAP Financial Measures." First Quarter 2026 Highlights: • Record New Product Revenue Growth: Revenue from our new products continues to expand, led by AI-related server demand. • NVIDIA GTC 2026: Joined the NVIDIA Halos AI Systems Inspection Lab ecosystem, the first ANSI National Accreditation Board (ANAB) accredited inspection lab for AI-driven physical systems. Lattice will engage with NVIDIA and other ecosystem members to build Halos-certified Holoscan Sensor Bridge-based designs for physical AI and to help shape best practices as the industry evolves. • Texas Instruments (TI) Edge AI Collaboration: Announced a collaboration with TI to simplify sensor integration and to scale real-time edge AI systems, leveraging TI sensing technology and the Lattice + NVIDIA Holoscan Sensor Bridge solution to enable advanced robotics and industrial applications. • Recognized for Workplace Excellence, Product Leadership and Innovation: Lattice won Embedded Computing Design's prestigious Best in Show award; was named to USA TODAY's Top Workplaces in 2026; won multiple 2026 Globee Cybersecurity Awards; was named a multi-award winner at the 2026 Cybersecurity Excellence Awards; won two Global InfoSec awards from Cyber Defense Magazine (CDM) at the 2026 RSA Conference, and was named a 2026 Environment + Energy Leader Award winner. Business Outlook - Second Quarter of 2026: • Revenue for the second quarter of 2026 is expected to be between $175 million and $195 million. • Gross margin percentage for the second quarter of 2026 is expected to be 70% plus or minus 1% on a non-GAAP basis. • Total operating expenses for the second quarter of 2026 are expected to be between $64 million and $67 million on a non-GAAP basis. • Income tax rate for the second quarter of 2026 is expected to be between 4% and 6% on a non-GAAP basis. • Net income for the second quarter of 2026 is expected to be between $0.42 and $0.46 per share on a non-GAAP basis. Non-GAAP Financial Measures: In addition to financial measures prepared in accordance with generally accepted accounting principles (GAAP), this earnings release makes reference to non-GAAP financial measures. With respect to the outlook for the second quarter of 2026, certain items that affect reconciliation of non-GAAP financial measures for non-GAAP gross margin percentage, non-GAAP total operating expenses, non-GAAP income tax rate, and non-GAAP net income are not available on a forward-looking basis because such items cannot be reasonably calculated without unreasonable efforts due to the unpredictability of the amounts and timing of events affecting the items we exclude from non-GAAP financial measures, including certain large and/or unpredictable charges such as stock-based compensation expense; performance-based equity expense; legal expense outside the ordinary course of business; restructuring; and impairment charges. Consequently, the Company is unable to calculate the most directly comparable GAAP measure to non-GAAP gross margin percentage, non-GAAP total operating expenses, non-GAAP income tax rate, and non-GAAP net income for the Company’s second quarter 2026 quarterly guidance. Lattice announces signing of definitive agreement to acquire firmware leader, AMI Together, the combined companies will help customers move development earlier, simplify system integration and accelerate time to market. • Acquisition Financial Details: Under the terms of the definitive agreement, Lattice plans to acquire AMI on a cash-free/debt-free basis for total consideration of $1.65 billion, consisting of $1.0 billion in cash and approximately $650 million in shares of Lattice common stock, subject to customary adjustments. The transaction is expected to close in the third quarter of 2026, subject to the satisfaction of customary closing conditions and regulatory approvals. The transaction is expected to be accretive to gross margin, free cash flow, and EPS on a non-GAAP basis, and it supports Lattice’s trajectory toward $1 billion+ annual revenue run rate by Q4 2026. • Platform Firmware: Provide leading boot firmware to CPU, GPU, and MPU-silicon partners, as well as hyperscalers, server OEM and ODM customers. • Manageability and Security Solutions: Provide datacenter scale manageability solutions to board management controller silicon partners, as well as hyperscalers, server OEM and ODM customers. • Integrate with Lattice Platform: Delivers a more complete end-to-end solution that simplifies system integration and accelerates customers’ time to market. • Remain Agnostic: Lattice and AMI will remain agnostic to silicon partners and other firmware providers. For more information, please see the transaction announcement and related materials available on the investor relations section of www.latticesemi.com. Investor Conference Call / Webcast Details: Lattice Semiconductor will review the Company's financial results for the fiscal first quarter 2026, and business outlook on Monday, May 4 at 5:00 p.m. Eastern Time. The dial-in number for the live audio call is 1-877-407-3982 or 1-201-493-6780 with conference identification number 13759722. A live webcast of the conference call will also be available on the investor relations section of www.latticesemi.com. The Company's financial guidance will be limited to the comments on its public quarterly earnings call and the public business outlook statements contained in this press release. Forward-Looking Statements Notice: This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements involve estimates, assumptions, risks and uncertainties. Any statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance are neither historical facts nor assurances of future performance and may be forward-looking. Such forward-looking statements include, but are not limited to, statements relating to our revenue and EPS growth, future financial performance and related drivers, our expectations related to market recovery and growth including AI and datacenter-related growth; our belief that we are in the early stages of a multi-year growth cycle and are well positioned to deliver sustained, above-market growth; statements about operating leverage and margin expansion; statements about design win momentum, backlog strength, and our companion chip opportunity; our expectations regarding the pending acquisition of AMI, including expected benefits, integration, and expected accretive impact on gross margin, free cash flow, and EPS; the statements under the heading “Business Outlook - Second Quarter of 2026.” Other forward-looking statements may be indicated by words such as “will,” “could,” “should,” “would,” “may,” “expect,” “plan,” “project,” “anticipate,” “intend,” “forecast,” “future,” “believe,” “estimate,” “predict,” “propose,” “potential,” “continue” or the negative of these terms or other comparable terminology. Estimates of future revenue and other financial and operational outcomes are inherently uncertain due to factors such as: global economic conditions which may affect customer demand; the cyclical nature of the semiconductor industry including fluctuating customer and distributor purchasing patterns, inventory levels, and order timing; pricing and inflationary pressures; competitive actions; international trade disputes and sanctions; the impact of tariffs, trade restrictions, export controls, license requirements or similar actions on us or our suppliers and customers, including the impact on the costs of our products, the products into which they are integrated, and the impact on demand due to costs and uncertainty; our expectations regarding our pending acquisition of AMI, including the risks related to the satisfaction of closing conditions, regulatory approvals, the ability to successfully integrate the acquired business, retention of key personnel, realization of expected synergies and benefits, and the expected accretive impact on gross margin, free cash flow, and EPS; and other significant risks and uncertainties that are beyond our ability to predict or control. Actual gross margin percentage, operating expenses, income tax rate, and net income on a per share basis could vary from the estimates on the basis of, among other things, changes in revenue levels, changes in product pricing and mix, changes in wafer, assembly, test and other costs, variations in manufacturing yields, the failure to sustain operational improvements, and the actual amount of compensation charges due to stock price changes. Actual results may differ materially from our expectations and are subject to risks and uncertainties that relate more broadly to our overall business, including those described in our filings with the Securities and Exchange Commission, including Lattice’s most recent Annual Report on Form 10-K, especially those under the captions “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations”, all of which are expressly incorporated herein by reference. Lattice believes these and other risks and uncertainties could cause actual results to differ materially from the forward-looking statements. New risk factors emerge from time to time and it is not possible for the Company to predict all risk factors. You should not rely on forward-looking statements because actual results could differ materially from those expressed in any forward-looking statements. In addition, any forward-looking statement applies only as of the date on which it is made. The Company does not intend to and undertakes no obligation to update or revise any forward-looking statements, whether as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Non-GAAP Financial Measures: Included within this press release and the accompanying tables and notes are certain non-GAAP financial measures that supplement the Company's consolidated financial information prepared in accordance with U.S. GAAP, including non-GAAP gross margin, gross margin percentage, R&D expense, SG&A expense, operating expenses, income from operations, income tax expense, net income, net income per share – basic, and net income per share – diluted, adjusted EBITDA, adjusted EBITDA margin, free cash flow, and free cash flow margin. The non-GAAP measures presented exclude charges and adjustments primarily related to stock-based compensation and related payroll tax effects; accruals related to the portion of our annual incentive plan that we intend to settle in shares of our common stock; transformation activities; legal expense outside the ordinary course of business; amortization of acquired intangible assets; restructuring plan and other charges; impairment charges; and the estimated tax effect of these items, non-cash changes in net deferred income taxes, change in tax law and other tax adjustments; and depreciation and other amortization. These charges and adjustments are a result of periodic or non-core operating activities of the Company. The Company describes these non-GAAP financial measures and reconciles them to the most directly comparable GAAP measures in the tables and notes attached to this press release. The Company's management believes that these non-GAAP financial measures provide an additional and useful way of viewing aspects of our performance that, when viewed in conjunction with our GAAP results, provide a more comprehensive understanding of the various factors and trends affecting our ongoing financial performance and operating results than GAAP measures alone. Management also uses these non-GAAP measures for strategic and business decision-making, internal budgeting, forecasting, and resource allocation processes and believes that investors should have access to similar data. The non-GAAP financial information used by the Company may differ from that used by other companies. These non-GAAP measures are included solely for informational and comparative purposes and are not meant as a substitute for GAAP and should be considered together with the consolidated financial information located in the tables attached to this press release. About Lattice Semiconductor Corporation: Lattice Semiconductor (Nasdaq: LSCC) is the low power programmable leader. We solve customer problems across the network, from the Edge to the Cloud, in the growing communications, computing, industrial, automotive and consumer markets. Our technology, long-standing relationships, and commitment to world-class support let our customers quickly and easily unleash their innovation to create a smart, secure, and connected world. For more information about Lattice, please visit www.latticesemi.com. You can also follow us via LinkedIn, X, Facebook, YouTube, WeChat, or Weibo. Lattice Semiconductor Corporation
Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Revenue $ 170,897 $ 145,792 $ 120,150 Cost of sales 53,265 45,855 38,422 Gross margin 117,632 99,937 81,728 Operating expenses: Research and development 50,836 53,433 41,387 Selling, general, and administrative 40,105 44,293 33,126 Amortization of acquired intangible assets 20 19 — Restructuring and other 603 1,106 241 Total operating expenses 91,564 98,851 74,754 Income from operations 26,068 1,086 6,974 Interest income (expense), net 1,269 628 1,052 Other income (expense), net (71 ) (446 ) (45 ) Income before income taxes 27,266 1,268 7,981 Income tax expense 5,449 8,913 2,959 Net income (loss) $ 21,817 $ (7,645 ) $ 5,022 Net income (loss) per share: Basic $ 0.16 $ (0.06 ) $ 0.04 Diluted $ 0.16 $ (0.06 ) $ 0.04 Shares used in per share calculations: Basic 136,814 136,718 137,686 Diluted 139,390 136,718 138,317 Lattice Semiconductor Corporation
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited) April 4, January 3, 2026 2026 Assets Current assets: Cash and cash equivalents $ 139,956 $ 133,886 Accounts receivable, net 118,106 102,277 Inventories, net 88,231 89,202 Other current assets 39,938 38,509 Total current assets 386,231 363,874 Property and equipment, net 77,516 77,032 Operating lease right-of-use assets 37,535 39,459 Intangible assets, net 3,574 4,143 Goodwill 315,358 315,358 Deferred income taxes 59,420 62,675 Other long-term assets 19,345 20,579 $ 898,979 $ 883,120 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 58,764 $ 56,518 Accrued liabilities 31,502 30,594 Accrued payroll obligations 20,698 30,561 Total current liabilities 110,964 117,673 Long-term operating lease liabilities, net of current portion 34,061 36,127 Other long-term liabilities 13,795 15,266 Total liabilities 158,820 169,066 Stockholders' equity 740,159 714,054 $ 898,979 $ 883,120 Lattice Semiconductor Corporation
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited) Three Months Ended April 4, March 29, 2026 2025 Cash flows from operating activities: Net income $ 21,817 $ 5,022 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Stock-based compensation expense 28,072 20,373 Depreciation and amortization 9,357 8,880 Change in deferred income tax provision 3,508 822 Other non-cash adjustments 1,956 2,012 Net changes in assets and liabilities (14,455 ) (5,217 ) Net cash provided by (used in) operating activities 50,255 31,892 Cash flows from investing activities: Capital expenditures (10,533 ) (8,616 ) Other investing activities (4,891 ) (3,462 ) Net cash provided by (used in) investing activities (15,424 ) (12,078 ) Cash flows from financing activities: Repurchase of common stock (15,000 ) (25,000 ) Net cash flows related to stock compensation exercises (13,776 ) (3,779 ) Net cash provided by (used in) financing activities (28,776 ) (28,779 ) Effect of exchange rate change on cash 15 238 Net increase (decrease) in cash and cash equivalents 6,070 (8,727 ) Beginning cash and cash equivalents 133,886 136,291 Ending cash and cash equivalents $ 139,956 $ 127,564 Supplemental disclosure of cash flow information and non-cash investing and financing activities: Income taxes paid, net of refunds $ 1,719 $ 1,440 Operating lease payments $ 2,621 $ 2,403 Lattice Semiconductor Corporation
Supplemental Historical Financial Information
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Balance Sheet Information A/R Days Revenue Outstanding (DSO) 63 64 64 Inventory Days (DIO) 151 178 225 Revenue % (by Geography) Asia 78 % 73 % 65 % Americas 11 % 14 % 25 % Europe (incl. Africa) 11 % 13 % 10 % Revenue % (by End Market) (1) Compute and Communications 62 % 64 % 48 % Industrial and Embedded 38 % 36 % 52 % Revenue $M (by End Market) (1) Compute and Communications $ 106.6 $ 92.6 $ 57.4 Industrial and Embedded $ 64.3 $ 53.2 $ 62.8 Revenue % (by Channel) Distribution 94 % 89 % 79 % Direct 6 % 11 % 21 % (1) Lattice Semiconductor today announced that it has updated its disaggregated end market reporting to better reflect how the Company views its business. Effective beginning Q1 2026, Lattice Semiconductor will disaggregate revenue by end market into (i) Compute and Communications and (ii) Industrial and Embedded. Compute and Communications reflects a reordering of the Company's prior Communications and Computing end market, while Industrial and Embedded combines the Company's previously reported Industrial and Automotive, and Consumer end markets. This change represents a presentation-only update and has no impact on the Company’s consolidated financial results. Prior period end market information will be recast to conform to the new presentation to facilitate comparability. Fiscal year 2025 quarterly revenue disaggregated by end market is shown below: Q1 2025 Q2 2025 Q3 2025 Q4 2025 FY 2025 Revenue % (by End Market) Compute and Communications 48 % 55 % 55 % 64 % 56 % Industrial and Embedded 52 % 45 % 45 % 36 % 44 % Revenue $M (by End Market) Compute and Communications $ 57.4 $ 68.7 $ 74.0 $ 92.6 $ 292.7 Industrial and Embedded $ 62.8 $ 55.3 $ 59.3 $ 53.2 $ 230.6 Lattice Semiconductor Corporation
Reconciliation of U.S. GAAP to Non-GAAP Financial Measures
(in thousands, except per share data)
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Gross Margin Reconciliation GAAP Gross margin $ 117,632 $ 99,937 $ 81,728 Stock-based compensation - gross margin (1) 1,687 1,169 1,143 Incentive compensation to be settled in equity - gross margin (2) 235 107 76 Non-GAAP Gross margin $ 119,554 $ 101,213 $ 82,947 Gross Margin % Reconciliation GAAP Gross margin % 68.8 % 68.5 % 68.0 % Stock-based compensation - gross margin (1) 1.1 % 0.8 % 0.9 % Incentive compensation to be settled in equity - gross margin (2) 0.1 % 0.1 % 0.1 % Non-GAAP Gross margin % 70.0 % 69.4 % 69.0 % Research and Development Expense % (R&D Expense %) Reconciliation GAAP R&D Expense % 29.7 % 36.7 % 34.4 % Stock-based compensation - R&D (1) (7.0 )% (10.3 )% (8.1 )% Incentive compensation to be settled in equity - R&D (2) (0.9 )% (0.6 )% (0.5 )% Transformation charges — % (1.0 )% (0.8 )% Non-GAAP R&D Expense % 21.8 % 24.8 % 25.0 % Selling, General, and Administrative Expense % (SG&A Expense %) Reconciliation GAAP SG&A Expense % 23.5 % 30.4 % 27.6 % Stock-based compensation - SG&A (1) (8.7 )% (13.3 )% (8.1 )% Incentive compensation to be settled in equity - SG&A (2) (0.9 )% (0.7 )% (0.7 )% Legal expenses (3) — % — % (0.4 )% Non-GAAP SG&A Expense % 13.9 % 16.4 % 18.4 % Operating Expenses Reconciliation GAAP Operating expenses $ 91,564 $ 98,851 $ 74,754 Stock-based compensation - operations (1) (26,804 ) (34,450 ) (19,413 ) Incentive compensation to be settled in equity - operations (2) (3,198 ) (1,800 ) (1,452 ) Transformation charges — (1,488 ) (1,012 ) Legal expenses (3) — — (533 ) Amortization of acquired intangible assets (20 ) (19 ) — Restructuring and other (703 ) (1,203 ) (936 ) Impairment charges — (3,497 ) — Non-GAAP Operating expenses $ 60,839 $ 56,394 $ 51,408 (1) Includes stock-based compensation and related payroll tax expenses. (2) Includes accruals for the portion of our annual incentive plan that we intend to settle in equity and related payroll tax expenses. (3) Includes legal expenses outside the ordinary course of business, including those incurred defending against claims brought against the Company by Steven A.W. De Jaray, Perienne De Jaray and Darrell R. Oswalde. Lattice Semiconductor Corporation
Reconciliation of U.S. GAAP to Non-GAAP Financial Measures
(in thousands, except per share data)
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Income from Operations Reconciliation GAAP Income from operations $ 26,068 $ 1,086 $ 6,974 Stock-based compensation (1) 28,491 35,619 20,556 Incentive compensation to be settled in equity (2) 3,433 1,907 1,528 Transformation charges — 1,488 1,012 Legal expenses (3) — — 533 Amortization of acquired intangible assets 20 19 — Restructuring and other 703 1,203 936 Impairment charges — 3,497 — Non-GAAP Income from operations $ 58,715 $ 44,819 $ 31,539 Income from Operations % Reconciliation GAAP Income from operations % 15.3 % 0.7 % 5.8 % Cumulative effect of non-GAAP Gross Margin and Operating adjustments 19.1 % 30.0 % 20.4 % Non-GAAP Income from operations % 34.4 % 30.7 % 26.2 % Other Income (Expense) Reconciliation GAAP Other income (expense), net $ (71 ) $ (446 ) $ (45 ) Write-off of debt costs and non-recoverable investment — 198 — Non-GAAP Other income (expense), net $ (71 ) $ (248 ) $ (45 ) Income Tax Expense (Benefit) Reconciliation GAAP Income tax expense $ 5,449 $ 8,913 $ 2,959 Estimated tax effect of non-GAAP adjustments 5,119 9,220 2,086 Non-cash changes in net deferred income taxes (7,625 ) (16,659 ) (2,307 ) Change in tax law (4) — — (938 ) Non-GAAP Income tax expense $ 2,943 $ 1,474 $ 1,800 (1) Includes stock-based compensation and related payroll tax expenses. (2) Includes accruals for the portion of our annual incentive plan that we intend to settle in equity and related payroll tax expenses. (3) Includes legal expenses outside the ordinary course of business, including those incurred defending against claims brought against the Company by Steven A.W. De Jaray, Perienne De Jaray and Darrell R. Oswalde. (4) Includes an increase in our provision for U.S. tax on foreign operations resulting from The 2017 Tax Cuts and Jobs Act and is related to the capitalization and subsequent amortization of R&D costs for tax purposes which was made permanent in the 2025 Tax Act in the third quarter of fiscal 2025. Lattice Semiconductor Corporation
Reconciliation of U.S. GAAP to Non-GAAP Financial Measures
(in thousands, except per share data)
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Net Income Reconciliation GAAP Net income (loss) $ 21,817 $ (7,645 ) $ 5,022 Stock-based compensation (1) 28,491 35,619 20,556 Incentive compensation to be settled in equity (2) 3,433 1,907 1,528 Transformation charges — 1,488 1,012 Legal expenses (3) — — 533 Amortization of acquired intangible assets 20 19 — Restructuring and other 703 1,203 936 Impairment charges — 3,497 — Write-off of debt costs and non-recoverable investment — 198 — Estimated tax effect of non-GAAP adjustments (5,119 ) (9,220 ) (2,086 ) Non-cash changes in net deferred income taxes 7,625 16,659 2,307 Change in tax law (4) — — 938 Non-GAAP Net income $ 56,970 $ 43,725 $ 30,746 Net Income Per Share Reconciliation GAAP Net income (loss) per share - basic $ 0.16 $ (0.06 ) $ 0.04 Cumulative effect of Non-GAAP adjustments 0.26 0.38 0.18 Non-GAAP Net income per share - basic $ 0.42 $ 0.32 $ 0.22 GAAP Net income (loss) per share - diluted $ 0.16 $ (0.06 ) $ 0.04 Cumulative effect of Non-GAAP adjustments 0.25 0.38 0.18 Non-GAAP Net income per share - diluted $ 0.41 $ 0.32 $ 0.22 Shares used in per share calculations: Basic 136,814 136,718 137,686 Diluted 139,390 138,727 138,317 (1) Includes stock-based compensation and related payroll tax expenses. (2) Includes accruals for the portion of our annual incentive plan that we intend to settle in equity and related payroll tax expenses. (3) Includes legal expenses outside the ordinary course of business, including those incurred defending against claims brought against the Company by Steven A.W. De Jaray, Perienne De Jaray and Darrell R. Oswalde. (4) Includes an increase in our provision for U.S. tax on foreign operations resulting from The 2017 Tax Cuts and Jobs Act and is related to the capitalization and subsequent amortization of R&D costs for tax purposes which was made permanent in the 2025 Tax Act in the third quarter of fiscal 2025. Lattice Semiconductor Corporation
Reconciliation of U.S. GAAP to Non-GAAP Financial Measures
(in thousands, except per share data)
(unaudited) Three Months Ended April 4, January 3, March 29, 2026 2026 2025 Reconciliation of Net income to Adjusted EBITDA GAAP Net income (loss) $ 21,817 $ (7,645 ) $ 5,022 Interest (income) expense, net (1,269 ) (628 ) (1,052 ) Income tax expense (benefit) 5,449 8,913 2,959 Amortization of acquired intangible assets 20 19 — Depreciation and other amortization 9,109 8,633 8,586 Stock-based compensation (1) 28,491 35,619 20,556 Incentive compensation to be settled in equity (2) 3,433 1,907 1,528 Transformation charges — 1,488 1,012 Legal expenses (3) — — 533 Restructuring and other 703 1,203 936 Impairment charges — 3,497 — Write-off of debt costs and non-recoverable investment — 198 — Adjusted EBITDA $ 67,753 $ 53,204 $ 40,080 Reconciliation of Net income margin to Adjusted EBITDA margin GAAP Net income (loss) margin 12.8 % (5.2 )% 4.2 % Cumulative effect of EBITDA adjustments 26.8 % 41.7 % 29.2 % Adjusted EBITDA margin 39.6 % 36.5 % 33.4 % Reconciliation of GAAP Net Cash Provided by Operating Activities to Free Cash Flow GAAP Net cash provided by operating activities $ 50,255 $ 57,584 $ 31,892 Operating cash flow margin 29.4 % 39.5 % 26.5 % Capital expenditures (10,533 ) (13,607 ) (8,616 ) Free cash flow $ 39,722 $ 43,977 $ 23,276 Free cash flow margin 23.2 % 30.2 % 19.4 % (1) Includes stock-based compensation and related payroll tax expenses. (2) Includes accruals for the portion of our annual incentive plan that we intend to settle in equity and related payroll tax expenses. (3) Includes legal expenses outside the ordinary course of business, including those incurred defending against claims brought against the Company by Steven A.W. De Jaray, Perienne De Jaray and Darrell R. Oswalde. View source version on businesswire.com: https://www.businesswire.com/news/home/20260504779864/en/ MEDIA:
Sophia Hong
Lattice Semiconductor Corporation
503-268-8786
Sophia.Hong@latticesemi.com INVESTORS:
Rick Muscha
Lattice Semiconductor Corporation
408-826-6000
Rick.Muscha@latticesemi.com Original: Lattice Semiconductor Reports 42% YoY First Quarter 2026 Revenue Growth as Compute & Communications Achieves Record Revenue
US Market News
2 months ago
Lattice to Acquire AMI, Creating the Industry’s Most Complete Secure Management and Control PlatformMay 4, 2026 4:15 PM
Business Wire — Strategic combination pairs the low power programmable leader with the leader in platform firmware and infrastructure manageability for cloud and AI — Addresses datacenter modularity, complexity, uptime, and deployment challenges Adds to Lattice position in manageability, server, AI, and cloud, and doubles SAM Accelerates customer time to market and expands system-level capabilities with Lattice FPGAs and AMI solutions Maintains agnostic companion chip and solution commitment to partner ecosystem Anticipated to be immediately accretive to gross margin, free cash flow, and EPS on a non-GAAP basis Supports $1 billion+ annual revenue run-rate by the end of 2026 Accelerates medium to long-term growth with new solution roadmap Lattice Semiconductor (NASDAQ: LSCC) today announced it has entered into a definitive agreement with THL Partners to acquire AMI, the leader in platform firmware and infrastructure manageability for cloud and AI, creating the industry’s most complete secure management and control platform. The planned acquisition advances Lattice’s strategy to expand its position in server, AI, and cloud applications spanning hardware, security, manageability, and control. Lattice expects the acquisition to be accretive to gross margin, free cash flow, and EPS on a non-GAAP basis, and it supports Lattice’s trajectory toward a $1 billion+ annual revenue run rate by Q4 2026. The acquisition brings together Lattice’s industry-leading low power FPGAs with AMI’s industry-leading platform firmware and infrastructure manageability solutions for cloud and AI to create a complete portfolio of secure management and control solutions. Together, they will address datacenter modularity, complexity, uptime, and deployment challenges, while maintaining their shared commitment to delivering agnostic companion chips and solutions for the compute, communications, industrial, and embedded markets. Upon closing, they expect the combined company’s complementary products to amplify customer success with an expanded set of solutions for secure management, flexible control, predictive maintenance, and accelerated time to market. “Our acquisition of AMI advances our everywhere companion chip strategy and shared vision to deliver secure management and control solutions that help customers deploy complex systems faster and with greater confidence – with expanded design choice and flexibility,” said Ford Tamer, President and Chief Executive Officer of Lattice Semiconductor. “AMI’s expertise in firmware and infrastructure for cloud and AI is a natural extension of our portfolio, deepening our role in system-level security, manageability, and control. We expect our combined capabilities to create significant value for our customers and shareholders.” Sanjoy Maity Chief Executive Officer of AMI, said, “Lattice and AMI share a long history of collaboration and a common vision for secure system design. This combination allows us to build on that foundation, extending the reach of AMI’s platform firmware and infrastructure manageability solutions while maintaining the open, silicon-agnostic, multi-vendor support our customers value. Together, we believe we can deliver more complete and integrated management and control solutions for the systems being designed today – and tomorrow.” Transaction Details Under the terms of the definitive agreement, Lattice plans to acquire AMI on a cash-free/debt-free basis for total consideration of $1.65 billion, consisting of $1.0 billion in cash and approximately $650 million in shares of Lattice common stock, subject to customary adjustments set forth in the definitive agreement. Pursuant to the definitive agreement, the number of shares of Lattice common stock to be issued adjusts based on the trading price of Lattice’s common stock prior to the completion of the acquisition, subject to a minimum of approximately 5.2 million shares and a maximum of approximately 6.1 million shares, which includes certain Lattice equity awards to be granted to AMI employees with an estimated aggregate value of approximately $57.3 million based on the closing price of the Company’s common stock as of May 1, 2026 of $120.96. AMI is expected to generate over $200 million in revenue in 2026. The transaction is expected to close in the third quarter of 2026, subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals. AMI is currently majority owned by THL Partners, a leading middle-market private equity firm and established investor in global semiconductor and compute infrastructure. Additional information regarding the transaction is available on Lattice’s investor relations website at https://ir.latticesemi.com. Advisors Morgan Stanley & Co. LLC served as exclusive financial advisor, and Wilson Sonsini Goodrich & Rosati, Professional Corporation served as legal counsel to Lattice Semiconductor. Wells Fargo and Morgan Stanley provided committed financing to Lattice Semiconductor. J.P. Morgan Securities LLC served as exclusive financial advisor, and Ropes & Gray LLP served as legal counsel to AMI. Investor Conference Call / Webcast Details Lattice will hold a conference call for the financial community at 5:00 p.m. Eastern Time today to discuss its financial results for the fiscal first quarter 2026 and plans to acquire AMI. The dial-in number for the live audio call is 1-877-407-3982 or 1-201-493-6780 with conference identification number 13759722. A live webcast of the conference call will also be available on the investor relations section of www.latticesemi.com. About Lattice Semiconductor
Lattice Semiconductor (NASDAQ: LSCC) is the low power programmable leader. We solve customer problems across the network, from the Edge to the Cloud, in the growing Communications, Computing, Industrial, Automotive, and Consumer markets. Our technology, long-standing relationships, and commitment to world-class support let our customers quickly and easily unleash their innovation to create a smart, secure, and connected world. For more information about Lattice, please visit www.latticesemi.com. You can also follow us via LinkedIn, X, Facebook, YouTube, WeChat, or Weibo. About THL Partners
THL Partners is a premier private equity firm investing in middle-market growth companies exclusively within three sectors: Healthcare, Financial Technology & Services, and Technology & Business Solutions. THL couples deep sector expertise through an Identified Sector Opportunity (“ISO”) process with dedicated internal operating resources from its Strategic Resource Group (“SRG”) to transform and build great companies of lasting value in partnership with management. The Firm’s domain expertise and resources help to build great companies with an aim to accelerate growth, improve operations, and drive long-term sustainable value. Since 1974, THL has managed or deployed $50 billion of equity capital, worked with over 175 partner companies around the world and fueled more than 700 add-on acquisitions representing an aggregate enterprise value of over $260 billion. Forward-Looking Statements This press release contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements in this press release include, but are not limited to, statements relating to our expectations regarding: the acceleration of customer time to market, expansion of system-level capabilities, the impact of the transaction for our customers and shareholders, our business and financial performance (including that the transaction is expected to be accretive to gross margin, free cash flow, and EPS on a non-GAAP basis, and supports Lattice’s trajectory toward a $1 billion+ annual revenue run rate by Q4 2026), our position in the market, other expected benefits of the proposed transaction, and the expected timing of the transaction. These statements are based on current expectations and assumptions and involve risks and uncertainties that could cause actual results to differ materially. Factors that could affect outcomes include the include: the possibility that the conditions to the closing of the transaction are not satisfied on a timely basis or at all; the occurrence of any event, change or other circumstance that could give rise to a right to terminate the transaction; possible disruption related to the transaction from Lattice’s or AMI’s current plans, operations and business relationships, including through the loss of customers and employees; the amount of the costs, fees, expenses and other charges incurred by Lattice related to the transaction; the risk that Lattice’s stock price may fluctuate and may decline if the Merger is not completed; the diversion of Lattice management’s time and attention from ongoing business operations and opportunities; the response of competitors and other market participants to the transaction; the ability of Lattice and AMI to retain key personnel; the ability of Lattice to realize the benefits of the transaction; the ability to successfully integrate AMI’s businesses with Lattice’s businesses or to integrate the businesses within the anticipated timeframe; potential litigation relating to the transaction; uncertainty as to timing of completion of the transaction and the ability of each party to consummate the transaction; and, and other risks detailed in Lattice’s filings with the Securities and Exchange Commission. Lattice undertakes no obligation to update or revise forward looking statements, except as required by law. Lattice Semiconductor Corporation, Lattice Semiconductor (& design), and specific product designations are either registered trademarks or trademarks of Lattice Semiconductor Corporation or its subsidiaries in the United States and/or other countries. The use of the word “partner” does not imply a legal partnership between Lattice and any other entity. AMI is a registered trademark of AMI US Holdings, Inc. GENERAL NOTICE: Other product names used in this publication are for identification purposes only and may be trademarks of their respective holders. View source version on businesswire.com: https://www.businesswire.com/news/home/20260504116990/en/ MEDIA CONTACT:
Sophia Hong
Lattice Semiconductor
503-268-8786
Sophia.Hong@latticesemi.com INVESTOR CONTACT:
Rick Muscha
Lattice Semiconductor
408-826-6000
Rick.Muscha@latticesemi.com Original: Lattice to Acquire AMI, Creating the Industry’s Most Complete Secure Management and Control Platform
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