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ADI > SEC Filings for ADI > Form 10-Q on 18-Feb-2009All Recent SEC Filings

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Form 10-Q for ANALOG DEVICES INC


18-Feb-2009

Quarterly Report


ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This information should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes and Management's Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the fiscal year ended November 1, 2008.
This Management's Discussion and Analysis of Financial Condition and Results of Operations, including in particular the section entitled "Outlook," contains forward-looking statements regarding future events and our future results that are subject to the safe harbors created under the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act"). These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as "expects," "anticipates," "targets," "goals," "projects," "intends," "plans," "believes," "seeks," "estimates," "continues," "may," variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections regarding our future financial performance, particularly in light of the ongoing global credit and financial market crisis; our anticipated growth and trends in our businesses, our capital needs and capital expenditures; our market position and competitive changes in the marketplace for our products; our ability to innovate new products and technologies; the effectiveness of our efforts to refocus our operations and reduce our cost structure and the expected amounts of any cost savings related to those efforts; our ability to access credit or capital markets; our ability to pay dividends or repurchase stock; our third-party suppliers; intellectual property and litigation matters; potential acquisitions or divestitures; key personnel; the effect of new accounting pronouncements and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned that these forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict, including those identified in Part II, Item 1A. Risk Factors and elsewhere in our Quarterly Report on Form 10-Q. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.
During the first quarter of fiscal 2008, we sold our baseband chipset business and related support operations, or Baseband Chipset Business, to MediaTek Inc. and sold our CPU voltage regulation and PC thermal monitoring business to certain subsidiaries of ON Semiconductor Corporation. The financial results of these businesses are presented as discontinued operations in the consolidated statements of income for all periods presented. The assets and liabilities related to these businesses are reflected as assets and liabilities of discontinued operations in the consolidated balance sheets as of January 31, 2009 and November 1, 2008. Unless otherwise noted, this Management's Discussion and Analysis relates only to financial results from continuing operations.
Results of Operations
(all tabular amounts in thousands except per share amounts and percentages)
Overview

                                                                                  Three Months Ended
                                                                      January 31, 2009         February 2, 2008
Revenue                                                               $       476,569          $       613,909
Gross margin %                                                                   56.4 %                   61.2 %
Income from continuing operations, net of tax                         $        24,585          $       121,848
Income from continuing operations, net of tax as a % of revenue                   5.2 %                   19.8 %
Diluted EPS from continuing operations                                $          0.08          $          0.40
Diluted EPS                                                           $          0.09          $          1.22

The year-to-year revenue changes by end market and product category are more fully outlined below under Revenue Trends by End Market and Revenue Trends by Product Type.


Table of Contents

In the first quarter of fiscal 2009, our revenue decreased 22% from the first quarter of fiscal 2008 and our diluted earnings per share from continuing operations decreased by 80%. Cash flow from operations in the first quarter of fiscal 2009 was $59.9 million, or 13% of revenue, and we had $1,283.1 million of cash and short-term investments and no debt as of January 31, 2009. The global credit crisis and deteriorating economic conditions continue to result in more cautious customer spending behavior and generally lower demand for our products. We cannot predict the severity, duration or precise impact of the economic downturn on our future financial results. Consequently, our reported results for the first quarter of fiscal 2009 may not be indicative of our future results.
Revenue Trends by End Market
The following table summarizes revenue by end market. The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the "sold to" customer information, the "ship to" customer information and the end customer product or application into which our product will be incorporated. As data systems for capturing and tracking this data evolve and improve, the categorization of products by end market can vary over time. When this occurs, we reclassify revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.

                               Three Months Ended                  Three Months Ended
                                January 31, 2009                    February 2, 2008
                                        % of                                       % of
                         Revenue       Revenue      Y/Y%         Revenue          Revenue
       Industrial       $ 257,046            54 %     (22 )%   $    331,061             54 %
       Communications     127,388            27 %      (3 )%        131,012             21 %
       Consumer            75,940            16 %     (40 )%        126,952             21 %
       Computer            16,195             3 %     (35 )%         24,884              4 %

       Total revenue    $ 476,569           100 %     (22 )%   $    613,909            100 %

Industrial - The year-to-year decrease in industrial end market revenue in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 was primarily the result of a broad-based decline in demand in this end market, which was most significant for products sold into the instrumentation and automotive sectors of this end market.
Communications - The year-to-year slight decrease in communications end market revenue in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 was primarily the result of a decrease in sales of analog products used in wireless handsets and networking applications, partially offset by an increase in sales of products used in basestations.
Consumer -The year-to-year decrease in consumer end market revenue in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 was primarily the result of a decrease in demand for products used in digital cameras, advanced televisions and video game applications, consistent with the global slowdown in consumer spending.
Computer - The year-to-year decrease in computer end market revenue in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 was primarily the result of a general slowdown in the PC market.


Table of Contents

Revenue Trends by Product Type
The following table summarizes revenue by product categories. The categorization of our products into broad categories is based on the characteristics of the individual products, the specification of the products and in some cases the specific uses that certain products have within applications. The categorization of products into categories is therefore subject to judgment in some cases and can vary over time. In instances where products move between product categories, we reclassify the amounts in the product categories for all prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each product category.

                                                  Three Months Ended                          Three Months Ended
                                                   January 31, 2009                            February 2, 2008
                                                          % of                                                 % of
                                        Revenue          Revenue          Y/Y%            Revenue             Revenue
Converters                             $ 225,823               47 %         (20 %)      $    281,081                46 %
Amplifiers                               130,172               27 %         (16 %)           155,719                25 %
Other analog                              51,005               11 %         (37 %)            80,843                13 %

Subtotal analog signal processing        407,000               85 %         (21 %)           517,643                84 %
Power management & reference              26,135                6 %         (22 %)            33,415                 6 %

Total analog products                  $ 433,135               91 %         (21 %)      $    551,058                90 %

General purpose DSP                       40,110                8 %         (27 %)            55,118                 9 %
Other DSP                                  3,324                1 %         (57 %)             7,733                 1 %

Total digital signal processing        $  43,434                9 %         (31 %)      $     62,851                10 %

Total revenue                          $ 476,569              100 %         (22 %)      $    613,909               100 %

Our overall revenue decreased in the first quarter of fiscal 2009, as compared to the first quarter of fiscal 2008, was due to declining demand in several markets that we serve, particularly the consumer end market, as a result of an overall decline in the worldwide economy. Revenue Trends by Geographic Region
Revenue by geographic region, based upon customer location, for the three-month periods ended January 31, 2009 and February 2, 2008 was as follows:

                                                  Three Months Ended
                  Region                January 31, 2009      February 2, 2008
      United States                     $         107,247     $         131,661
      Rest of North and South America              19,383                21,103
      Europe                                      127,745               156,706
      Japan                                        72,733               124,236
      China                                        89,712                81,295
      Rest of Asia                                 59,749                98,908

      Total revenue                     $         476,569     $         613,909

In the first quarter of fiscal 2009 the predominant countries comprising "Rest of North and South America" are Canada and Mexico. The predominant countries comprising "Europe" are Germany, Sweden, France and Italy. The predominant countries comprising "Rest of Asia" are Taiwan and Singapore.
In the first quarter of fiscal 2008 the predominant countries comprising "Rest of North and South America" are Canada and Mexico. The predominant countries comprising "Europe" are Germany, France and the United Kingdom. The predominant countries comprising "Rest of Asia" are Taiwan and Korea.
Sales declined in all geographic regions, except China, in the first quarter of fiscal 2009, as compared to the first quarter of fiscal 2008, with sales in Japan experiencing the largest decline. This decline in sales in Japan was principally attributable to an overall decline in the consumer end market as a result of the general drop in consumer spending attributable to the global financial market crisis. The increase in sales in China in the first quarter of fiscal 2009, as compared to the first quarter of fiscal 2008, reflects the increased infrastructure development activity of our customers in China.


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Gross Margin

                                           Three Months Ended
                                  January 31, 2009     February 2, 2008
                Gross margin      $       269,002      $       375,803
                Gross margin %               56.4 %               61.2 %

Gross margin percentage was lower by 480 basis points in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 primarily as a result of a decrease in sales of $137.3 million and reduced operating levels in our manufacturing facilities. This decrease was partially offset by a better mix of products as revenues from higher-margin industrial and communications end markets declined less than our revenues from the consumer and computer end markets.
Stock-Based Compensation Expense
As of January 31, 2009, the total compensation cost related to unvested awards not yet recognized in our statement of income was approximately $142.1 million (before tax consideration), which we will recognize over a weighted average period of 1.9 years. See Note 3 in the Notes to our Condensed Consolidated Financial Statements contained in Item 1 of this Quarterly Report on Form 10-Q for further information regarding our adoption of Statement of Financial Accounting Standards (SFAS) No. 123 (revised 2004), Share-Based Payment (SFAS 123R).

Research and Development

                                                 Three Months Ended
                                          January 31, 2009     February 2,    2008
        R&D expenses                      $       119,828      $   129,539
        R&D expenses as a % of revenue               25.1 %           21.1 %

Research and development, or R&D, expenses decreased $9.7 million, or 7%, in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008. This decrease was primarily the result of a decrease in bonus expense paid to employees, which is a variable expense linked to our overall profitability, and to a lesser extent as a result of our actions to reduce certain discretionary expenses.
R&D expenses as a percentage of revenue will fluctuate from year-to-year depending on the amount of revenue and the success of new product development efforts, which we view as critical to our future growth. At any point in time we have hundreds of R&D projects underway, and we believe that none of these projects is material on an individual basis. We expect to continue the development of innovative technologies and processes for new products, and we believe that a continued commitment to R&D is essential in order to maintain product leadership with our existing products and to provide innovative new product offerings, and therefore, we expect to continue to make significant R&D investments in the future.
Selling, Marketing, General and Administrative

                                                    Three Months Ended
                                           January 31, 2009     February 2, 2008
       SMG&A expenses                      $       87,846       $       100,351
       SMG&A expenses as a % of revenue              18.4 %                16.3 %

Selling, marketing, general and administrative, or SMG&A, expenses decreased $12.5 million, or 12%, in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008. This decrease was primarily the result of lower bonus expenses, which are variable expenses linked to our overall profitability, commission expenses, which are variable expenses linked to our sales, and to a lesser extent as a result of our actions to reduce certain discretionary expenses.


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Special Charges
The following is a summary of the restructuring actions we have taken over the last several years.
Closure of Wafer Fabrication Facility in Sunnyvale We ceased production at our California wafer fabrication facility in November 2006. We are paying the lease obligation costs on a monthly basis over the remaining lease term, which expires in 2010. We completed the clean-up activity during the second quarter of fiscal 2007, and we do not expect to incur any additional charges related to this action. Reorganization of Product Development and Support Programs We recorded special charges in fiscal years 2005, 2006 and 2007 as a result of our decision to reorganize our product development and support programs with the goal of providing greater focus on our analog and digital signal processing product programs. We terminated the employment of all employees associated with these programs and are paying amounts owed to employees for severance as income continuance. We do not expect to incur any further charges related to this reorganization action.
Consolidation of a Wafer Fabrication Facility in Limerick During the fourth quarter of fiscal 2007, we recorded a special charge of $13.7 million as a result of our decision to only use eight-inch technology at our wafer fabrication facility in Limerick. Certain manufacturing processes and products produced on the Limerick facility's six-inch production line are transitioning to our existing eight-inch production line in Limerick while others are transitioning to external foundries. The charge was for severance and fringe benefit costs recorded pursuant to SFAS 88, Employers' Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and for Termination Benefits, or SFAS 88, under our ongoing benefit plan for 150 manufacturing employees associated with this action. As of January 31, 2009, we still employed 14 of the 150 employees included in this action. We expect production to cease in the six-inch wafer fabrication facility during the second quarter of 2009, at which time we will terminate the employment of the remaining affected employees. These employees must continue to be employed by us until their employment is involuntarily terminated in order to receive the severance benefit. During the fourth quarter of 2008, we recorded an additional charge of $1.5 million related to this action, of which $1.2 million was an adjustment to our original estimate of the severance costs and $0.3 million was for clean-up and closure costs that were expensed as incurred. During the first quarter of fiscal 2009, we recorded an additional charge of $0.6 million for clean-up and closure costs that we expensed as incurred. We expect to incur additional clean-up and closure costs related to this action over the next two quarters totaling approximately $0.9 million. In accordance with SFAS 146 Accounting for Costs Associated with Exit or Disposal Activities, or SFAS 146, we will expense these costs as incurred. We estimate that the closure of this facility will result in annual cost savings of approximately $25 million per year, which we expect to realize starting in the first quarter of fiscal 2010. We expect these annual savings will be in cost of sales, of which approximately $1 million relates to non-cash depreciation savings. Reduction of Overhead Infrastructure Costs During the fourth quarter of fiscal 2007, we recorded a special charge as a result of our decision to either deemphasize or exit certain businesses or products and focus investments in products and end markets where we have better opportunities for profitable growth. In September 2007, we entered into a definitive agreement to sell our Baseband Chipset Business. As a result, we decided to reduce the support infrastructure in manufacturing, engineering and SMG&A to more appropriately reflect our required overhead structure. We terminated the employment of all employees associated with these programs and we are paying amounts owed to employees for severance as income continuance. We do not expect to incur any further charges related to this action. These cost reduction actions, which were substantially completed in the second quarter of fiscal 2008, resulted in savings of approximately $15 million per year. We realized these savings as follows: approximately $7 million in R&D expenses, approximately $6 million in SMG&A expenses and approximately $2 million in cost of sales.
Reduction of Operating Costs
During the fourth quarter of fiscal 2008, in order to further reduce our operating cost structure we recorded a special charge of $1.6 million for severance and fringe benefit costs recorded pursuant to SFAS 88 under our ongoing benefit plan or statutory requirements at foreign locations for 19 engineering and SMG&A employees. We have terminated the employment of all of the employees included in this charge and we are paying amounts owed to employees for severance as income continuance.


Table of Contents

During the first quarter of fiscal 2009, we recorded an additional charge of $19.1 million related to this cost reduction action. Approximately $2.1 million of this charge was for lease obligation costs for facilities that we ceased using during the first quarter of fiscal 2009; approximately $0.8 million was for the write-off of property, plant and equipment; and approximately $0.6 million was for contract termination, clean-up and closure costs that we expensed as incurred. The remaining $15.6 million of this charge related to the severance and fringe benefit costs recorded pursuant to SFAS 88 under our ongoing benefit plan or statutory requirements at foreign locations for 221 manufacturing employees and 149 engineering and selling, marketing, general and administrative employees. As of January 31, 2009, we still employed 19 of the 370 employees included in this cost reduction action. These employees must continue to be employed by us until their employment is involuntarily terminated in order to receive the severance benefit.
We believe this cost reduction action, which was substantially completed during the first quarter of fiscal 2009, will result in annual savings of approximately $21.2 million once fully implemented. These savings will be realized as follows:
approximately $18.8 million in SMG&A expenses and approximately $2.4 million in cost of sales. A portion of these savings is reflected in our results for the first quarter of fiscal 2009 and the savings will be fully reflected in our results during the second quarter of fiscal 2009. Closure of a Wafer Fabrication Facility in Cambridge During the first quarter of fiscal 2009, we recorded a special charge of $22.1 million as a result of our decision to consolidate our Cambridge, Massachusetts fabrication facility into our existing Wilmington, Massachusetts facility. In connection with the anticipated closure of this facility, we evaluated the recoverability of the facilities' manufacturing assets and concluded that there was an impairment of approximately $12.9 million based on the revised period of intended use. The remaining $9.2 million was for severance and fringe benefit costs recorded pursuant to SFAS 88 under our ongoing benefit plan for 175 manufacturing employees and 9 selling, marketing, general and administrative employees associated with this action. As of January 31, 2009, we still employed all of the employees included in this action. We expect production to cease in the Cambridge fabrication facility during the fourth quarter of fiscal 2009, at which time the employment of the affected employees will be terminated. These employees must continue to be employed by us until their employment is involuntarily terminated in order to receive the severance benefit. We estimate that the closure of this facility will result in annual cost savings of approximately $41 million per year, expected to be realized starting in the third quarter of fiscal 2010. We expect these savings to be realized as follows: approximately $40.2 million in cost of sales, of which approximately $4.0 million relates to non-cash depreciation savings, and approximately $0.8 million in SMG&A expenses.

Operating Income from Continuing Operations

                                                                               Three Months Ended
                                                                    January 31, 2009        February 2, 2008
Operating income from continuing operations                         $       19,591          $       145,913
Operating income from continuing operations as a % of revenue                  4.1 %                   23.8 %

The $126.3 million decrease in operating income from continuing operations in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 was primarily the result of a decrease in revenue of $137.3 million, a 480 basis point decrease in gross margin percentage, and a special charge of $41.7 million in the first quarter of fiscal 2009. This decrease in operating income from continuing operations was partially offset by a decrease in R&D and SMG&A expenses as more fully described above under the headings Research and Development and Selling, Marketing, General and Administrative.

Nonoperating (Income) Expense

                                                Three Months Ended
                                      January 31, 2009      February 2, 2008
        Interest income               $          (7,796 )   $         (12,526 )
        Other (income), expense net                (571 )                 173

        Total nonoperating income     $          (8,367 )   $         (12,353 )


Table of Contents

Nonoperating income was lower by $4.0 million in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008 primarily due to lower interest income earned on investments as a result of lower interest rates in the first quarter of fiscal 2009 as compared to the first quarter of fiscal 2008.

Provision for Income Taxes

                                                 Three Months Ended
                                        January 31, 2009     February 2, 2008
. . .
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