Prospectus Summary
Because this is only a summary, it does not contain all the information that may be important to you. You should read the entire prospectus, especially "Risk Factors" and the Financial Statements and notes to those statements appearing elsewhere in this prospectus, before deciding to invest in our common stock.
Our Business
OmniVision Technologies, Inc. is a leading provider of highly integrated, single chip semiconductor imaging devices. We design, develop and market our high performance, high quality and cost efficient semiconductor imaging devices for computing, communications and consumer electronics applications. Our main product, an image sensor, is used in cameras and camera related products such as personal computer, or PC, cameras, digital still cameras and security system cameras. We believe that we supply the most highly integrated single chip, complementary metal oxide semiconductor, or CMOS, image sensor. Our single chip design offers competitive advantages that can allow our customers to design cameras that are lower in cost, smaller, lighter in weight, consume less power, are more reliable and more easily integrated with other circuits than cameras using CCD technology or multiple chip CMOS image sensors.
Our CMOS image sensors are currently used for videoconferencing, digital still cameras, personal computer video cameras, personal digital assistant cameras, security and surveillance systems, toys and games and videophones. We are also working with our customers to help them use our current CMOS image sensors and develop new CMOS image sensors for emerging applications such as biometric devices, medical imaging devices, machine vision systems and automotive applications.
We have shipped over 2.6 million image sensors in the first nine months of fiscal year 2000. Our customers include industry leading original equipment manufacturers, or OEMs, such as Alaris, Creative Technology and Viewquest (a customer who manufactures a PC video camera for Microsoft and the IntelPlay Me2Cam, which is a PC video camera for an Intel and Mattel joint venture, and plans to manufacture a personal digital assistant camera for Kodak). In addition, we have recently achieved a significant design win with Logitech for a PC video camera.
Our objective is to be the leading supplier of CMOS image sensors for the OEM marketplace by:
. focusing on capturing mass market applications;
. targeting OEM customers by assisting them in the design and development of their products;
. maintaining our technology leadership by continuing to develop our core technology;
. continuing to develop new products aimed at new and existing markets; and . continuing to establish both formal and informal strategic relationships with key suppliers and customers.
Corporate Information We were incorporated in California in May 1995. In March 2000, we reincorporated into Delaware. Our principal executive offices are located at 930 Thompson Place, Sunnyvale, California 94086. Our telephone number at this location is (408) 733-3030. Our corporate Internet address is www.ovt.com. The information contained on our website is not a part of this prospectus.
The Offering
Common stock offered................ shares Common stock to be outstanding after this offering..................... shares Use of proceeds..................... For general corporate purposes, including working capital. See "Use of Proceeds." Proposed Nasdaq National Market symbol............................ OVTI The common stock outstanding after the offering is based on the number of shares outstanding as of January 31, 2000, and excludes:
. 844,450 shares issuable upon exercise of outstanding options under our 1995 stock option plan at a weighted average exercise price of $0.97 per share;
. a total of 4,750,000 shares available for future issuance under our various stock plans excluding the annual increase in the number of shares authorized under each of our plans beginning May 1, 2002. See "Management--Stock Plans" for a description of how these annual increases are determined.
Except as described in the financial statements or as otherwise specified in this prospectus, all information in this prospectus:
. assumes no exercise of the underwriters' over allotment option;
. reflects our reincorporation into Delaware; and . reflects the conversion of all of our outstanding preferred stock into common stock upon the closing of this offering.
Summary Financial Data (in thousands, except per share data)
Nine Months
Year Ended Ended
April 30, January 31,
1997 1998 1999 1999 2000
Statement of Operations: Revenues.......................... $ 59 $ 1,476 $ 5,243 $ 2,147 $25,111 Cost of revenues.................. 557 2,652 4,086 1,595 17,698 Reserve for purchase commitments.. -- -- 3,473 -- (3,235) Gross profit (loss)............... (498) (1,176) (2,316) 552 10,648 Operating expenses: Research and development......... 1,698 3,440 3,290 2,260 2,453 Selling, general and administrative................. 706 1,323 1,853 1,378 2,126 Stock compensation charge........ 44 206 459 331 1,159 Total operating expenses........ 2,448 4,969 5,602 3,969 5,738 Income (loss) from operations..... (2,946) (6,145) (7,918) (3,417) 4,910 Interest income (expense) net..... 108 106 396 267 138 Net income (loss)................. $(2,838) $(6,039) $(7,522) $(3,150) $ 5,048 Net income (loss) per share: Basic............................ $(16.89) $(12.71) $(10.39) $ (4.51) $ 1.75 Diluted.......................... $(16.89) $(12.71) $(10.39) $ (4.51) $ 0.31 Shares used in computing net income (loss) per share: Basic............................ 168 475 724 699 2,879 Diluted.......................... 168 475 724 699 16,418 Pro forma net income (loss) per share: Basic............................ $ (0.58) $ 0.33 Diluted.......................... $ (0.58) $ 0.31 Shares used in computing pro forma net income (loss) per share (unaudited): Basic............................ 12,951 15,184 Diluted.......................... 12,951 16,418
The reserve for purchase commitments is described in Note 4 of our Notes to Financial Statements included in this prospectus. Research and development expenses and selling, general and administrative expenses exclude stock compensation charges; see Note 8 of our Notes to Financial Statements. The pro forma net income (loss) per share is calculated assuming that all outstanding shares of convertible preferred stock are converted into common stock at the beginning of the periods presented or on the date of issuance of the preferred stock, whichever is later.
January 31, 2000 Pro Forma Actual as adjusted Balance Sheet Data: Cash and cash equivalents.................................... $6,370 Working capital.............................................. 9,289 Total assets................................................. 19,716 Total current liabilities.................................... 8,270 Total stockholders' equity................................... 11,446 The balance sheet data appearing above at January 31, 2000, pro forma as adjusted, gives effect (1) to the conversion of all outstanding shares of preferred stock into 12,305,001 shares of common stock and (2) the sale in this offering of shares of common stock at an estimated initial public offering price of $ per share after deducting the estimated underwriting discounts and commissions and the estimated offering expenses.