Lattice Semiconductor Corporation (NASDAQ:LSCC) Files An 8-K Costs Associated with Exit or Disposal Activities
Item 2.05. Costs Associated with Exit or Disposal Activities.

On July27, 2017, Lattice Semiconductor Corporation (“Lattice” or the “Company”), and INVECAS, Inc. (“INVECAS”) entered an agreement under which Lattice will transfer its Hyderabad, India subsidiary and certain assets including its Simplay Labs testing and certification business to INVECAS for the purchase price of US$5,000,000, plus or minus cash (net of agreed upon pre-close liabilities). As a result of the transaction, approximately 150 employees of Lattice in US, China& India, primarily working on HDMI and related products, will be offered employment opportunities at INVECAS. We anticipate this transaction will close in August 2017. Lattice is also implementing a limited workforce reduction, which is expected to impact approximately 30 additional employees worldwide, and an initiative to reduce its infrastructure costs.

Lattice’s strategy, associated product and intellectual property roadmaps remain unchanged. The businesses to be transferred were deemed non-core and subject to discontinuance. The reduction in workforce actions are part of an overall plan to enhance the Company’s financial and competitive position by better aligning its revenue and operating expenses. The actions are also in-line with the Company’s plan to achieve its previously stated, annual non-GAAP operating income target of 20% and its quarterly non-GAAP operating expense target of approximately $40million.

The Company estimates it will incur aggregate one-time charges of approximately$8million to $19million over the next 6 to 9 months, depending on timing and sublease success. Approximately $1.5million of the total is expected to be recognized in the second quarter ended July1, 2017. The Company expects the cash cost of these restructuring charges will be approximately $2million to $5million, with approximately $2million to $3million occurring in the third quarter of 2017 and the remainder over the next six to nine months from today.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements that involve estimates, assumptions, risks and uncertainties. Such forward-looking statements include statements relating to: our expectation that we will be able to achieve an annual non-GAAP operating income target of 20% and quarterly non-GAAP operating expense target of approximately $40million; and our estimate of the timing and approximate amounts of the one-time charges we will incur, and the timing of closing the transaction, which is subject to closing conditions. Other forward-looking statements may be indicated by words such as “will,” “could,” “should,” “would,” “expect,” “plan,” “anticipate,” “intend,” “forecast,” “believe,” “estimate,” “predict,” “propose,” “potential,” “continue” or the negative of these terms or other comparable terminology. Lattice believes the factors identified below could cause actual results to differ materially from the forward-looking statements.

In addition to the foregoing, other factors that may cause actual results to differ materially from the forward-looking statements include those risks that are described in from time to time in our filings with the Securities and Exchange Commission. The Company does not intend 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.

About Lattice Semiconductor Corporation (NASDAQ:LSCC)

Lattice Semiconductor Corporation is a United States-based company, which develops semiconductor technologies that it monetizes through products, solutions and licenses. The Company operates through two segments: the core Lattice (Core) business, which includes intellectual property (IP) and semiconductor devices, and Qterics, a discrete software-as-a-service business unit in the Lattice legal entity structure. The Company is a provider of customizable smart connectivity solutions based on its low power field programmable gate array (FPGA), video application specific standard product (ASSP), 60 gigahertz millimeter wave, and IP products to the consumer, communications, industrial, computing and automotive markets across the world. Its products include iCE40 Ultra/UltraLite, iCE40 LP/HX/LM, MachXO3, MachXO2, MachXO, HDMI Transmitters, HDMI Receivers, USB Type-C Port Controllers, Port Processors, Analog to HDMI/MHL Converters, MHL Transmitters, UltraGig 6400 and 802.11ad Chipsets.