SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 13, 2004 Analog Devices, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Massachusetts 1-7819 04-2348234 - ---------------------------- -------------- ------------------- (State or other juris- (Commission (IRS Employer diction of incorporation File Number) Identification No.) One Technology Way, Norwood, MA 02062 - ------------------------------------------------- ----------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (781) 329-4700 - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report)Item 12. Results of Operations and Financial Condition On May 13, 2004, Analog Devices, Inc. announced its financial results for the quarter ended May 1, 2004. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Form 8-K and the exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 13, 2004 ANALOG DEVICES, INC. By: /s/ Joseph E. McDonough ----------------------- Joseph E. McDonough Vice President-Finance and Chief Financial Officer (Principal Financial and Accounting Officer)
EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release dated May 13, 2004
Exhibit 99.1 Analog Devices' Second-Quarter Revenue Increases 35% Year-over-Year and Earnings Per Share More Than Double NORWOOD, Mass.--(BUSINESS WIRE)--May 13, 2004--Analog Devices, Inc. (NYSE: ADI), a global leader in high-performance semiconductors for signal processing applications, today reported revenue of $678.5 million for the second quarter of fiscal 2004, which ended on May 1. Revenue increased 35% compared to the same period one year ago and 12% compared to the previous quarter. Net income for the second quarter was $152.6 million, more than double the $71.3 million for the same period in the prior year and 31% above the $116.8 million in the immediately prior quarter. The second quarter's diluted earnings per share (EPS) under generally accepted accounting principles (GAAP) was $0.39, up from $0.19 for the same period one year ago and up from $0.30 for the immediately prior quarter. ADI also announced that the company's Board of Directors declared a cash dividend of $0.06 per outstanding share of common stock, payable on June 16, 2004 to all stockholders of record at the close of business on May 28, 2004. "We had an excellent quarter with revenue, margins, and EPS all well above our expectations when the quarter began," said Mr. Jerald G. Fishman, president and CEO. "Demand continued to accelerate during the second quarter, driven by the widespread adoption of our high-performance analog and DSP core technology." "In the second quarter, we saw growth across each of the major end markets we serve. The highest growth came from consumer electronics and from the industrial market which represents a wide range of customers designing factory automation systems, test equipment, medical electronics, and scientific instrumentation. We also saw good revenue growth from the communications and computer markets. "On a geographic basis, the strongest revenue growth was from North America. Europe, Japan, and the rest of Asia also had good growth within the quarter. "Gross margins rose to 59.2% of sales, a new peak for ADI and a 210 basis point improvement over the 57.1% we achieved in the immediately prior quarter. In addition, operating expenses as a percent of sales decreased to 31.5%, a sequential improvement of 150 basis points. As a result, operating margins rose sequentially by 360 basis points to 27.7% of sales. "Our balance sheet also continued to strengthen in the second quarter. Cash and short-term investments grew by $235 million to $2.5 billion. Days cost of sales in inventory declined to 102 days in the second quarter compared to 103 days in the previous quarter, while days sales in accounts receivable declined to 44 days compared to 48 days in the previous quarter." Regarding the near-term outlook, Mr. Fishman said, "The 13-week backlog continues to grow, reaching $571 million at the close of the second quarter, a 20% sequential increase. We are planning for revenue to grow sequentially by approximately 7% to 10% during the third quarter of fiscal 2004 to approximately $725 to $745 million, with continuing strong operating leverage. As a result, we estimate EPS to be in the range of $0.43 to $0.45." Mr. Fishman will discuss the second quarter's results and the near-term outlook via webcast, accessible from www.analog.com, today beginning at 4:30 pm EST. Investors who prefer to join by telephone may call 706-634-7193 ten minutes before the call begins and provide the password "ADI." A replay will be available almost immediately after the call. The replay may be accessed for up to one week by dialing 706-645-9291 (replay only) and providing the conference ID: 7264235 or by visiting the Investor Relations page on ADI's web site. Analog Devices, Inc. is a leading manufacturer of precision high-performance integrated circuits used in analog and digital signal processing applications. ADI is headquartered in Norwood, Massachusetts, and employs approximately 8,700 people worldwide. It has manufacturing facilities in Massachusetts, California, North Carolina, Ireland, and the Philippines. Analog Devices' common stock is listed on the New York Stock Exchange and ADI is included in the S&P 500 Index. Safe harbor statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements, including our statements regarding planned revenue, earnings, and operating margins, that are based on our current expectations, beliefs, assumptions, estimates, forecasts, and projections about the industry and markets in which Analog Devices operates. The statements contained in this release are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed in such forward-looking statements, and such statements should not be relied upon as representing Analog Devices' expectations or beliefs as of any date subsequent to the date of this press release. Important factors that may affect future operating results include the effects of adverse changes in overall economic conditions, currency exchange rate fluctuations, the timing and duration of market upturns and downturns, the growth or contraction of the markets we serve, demand for semiconductors generally and for our products in particular, the risk that our backlog could decline significantly, our ability to hire engineers and other qualified employees needed to meet the expected demands of our customers, reversals or slowdowns in the markets or customers served by our products, the adverse effects of building inventories to meet planned growth that fails to materialize, the occurrence and frequency of inventory and lead-time reduction cycles, raw material availability, availability of both internal and external manufacturing capacity, technological and product development risks, competitors' actions and technological innovations, and other risk factors described in our most recent Form 10-Q for the first fiscal quarter ended January 31, 2004, as filed with the Securities and Exchange Commission. Analog Devices Supplemental Information, Second Quarter, Fiscal 2004 Sales/Earnings Summary (In thousands of dollars, except per-share amounts) 2Q 04 1Q 04 2Q 03 - --------------------------------------------------------------------- Three Months Ended May 1, 2004 Jan 31, 2004 May 3, 2003 - --------------------------------------------------------------------- Net Sales $678,530 $605,353 $501,883 Y/Y Growth 35% 30% 21% Q/Q Growth 12% 9% 7% Cost of Sales 277,008 259,888 228,423 Gross Margin 401,522 345,465 273,460 Percent of Sales 59.2% 57.1% 54.5% - --------------------------------------------------------------------- Operating Expenses: R&D 126,274 118,237 110,827 Selling, Marketing and G&A 85,282 79,238 71,509 Acquisition-related expenses 2,204 2,393 2,658 - --------------------------------------------------------------------- Operating Income 187,762 145,597 88,466 Percent of Sales 27.7% 24.1% 17.6% - --------------------------------------------------------------------- Other (Income) Expense (7,232) (4,197) (2,952) - --------------------------------------------------------------------- Income Before Tax 194,994 149,794 91,418 Provision for Taxes 42,411 32,955 20,112 Tax Rate 22% 22% 22% - --------------------------------------------------------------------- Net Income $152,583 $116,839 $71,306 Percent of Sales 22% 19% 14% - --------------------------------------------------------------------- Shares used for EPS - Basic 374,864 372,052 364,267 Shares used for EPS - Diluted 395,052 392,904 379,163 Earnings per Share - Basic $0.41 $0.31 $0.20 Earnings per Share - Diluted $0.39 $0.30 $0.19 Dividends declared per share $0.06 $0.04 $- - --------------------------------------------------------------------- 2Q 04 2Q 03 - -------------------------------------------------------- Six Months Ended May 1, 2004 May 3, 2003 - -------------------------------------------------------- Net Sales $1,283,883 $969,306 Y/Y Growth 32% 20% Cost of Sales 536,896 442,709 Gross Margin 746,987 526,597 Percent of Sales 58.2% 54.3% - -------------------------------------------------------- Operating Expenses: R&D 244,511 217,939 Selling, Marketing and G&A 164,520 140,824 Acquisition-related expenses 4,597 5,507 - -------------------------------------------------------- Operating Income 333,359 162,327 Percent of Sales 26.0% 16.7% - -------------------------------------------------------- Other (Income) Expense (11,429) (6,004) - -------------------------------------------------------- Income Before Tax 344,788 168,331 Provision for Taxes 75,366 37,033 Tax Rate 22% 22% - -------------------------------------------------------- Net Income $269,422 $131,298 Percent of Sales 21% 14% - -------------------------------------------------------- Shares used for EPS - Basic 373,458 363,703 Shares used for EPS - Diluted 393,978 378,680 Earnings per Share - Basic $0.72 $0.36 Earnings per Share - Diluted $0.68 $0.35 Dividends declared per share $0.10 $- - -------------------------------------------------------- Analog Devices Supplemental Information, Second Quarter, Fiscal 2004 Selected Balance Sheet Information (In thousands of dollars) 2Q 04 1Q 04 2Q 03 - --------------------------------------------------------------------- May 1, 2004 Jan 31, 2004 May 3, 2003 - --------------------------------------------------------------------- Cash & Short-term Investments $2,541,582 $2,306,525 $3,101,483 Accounts Receivable, Net 328,318 315,900 242,767 Inventories 308,539 292,626 293,487 Other Current Assets 171,815 175,131 194,150 - --------------------------------------------------------------------- Total Current Assets 3,350,254 3,090,182 3,831,887 PP&E, Net 666,826 660,891 726,533 Investments 307,638 356,535 286,119 Intangible Assets 170,700 171,360 173,328 Other 22,902 23,269 117,446 - --------------------------------------------------------------------- Total Assets $4,518,320 $4,302,237 $5,135,313 - --------------------------------------------------------------------- Deferred income-shipments to distributors $150,429 $138,266 $108,980 Other Current Liabilities 429,437 372,220 367,492 Long-term Debt - - 1,279,027 Non-Current Lease Obligations - - 237 Non-Current Liabilities 339,559 353,760 323,692 Stockholders' Equity 3,598,895 3,437,991 3,055,885 - --------------------------------------------------------------------- Total Liabilities & Equity $4,518,320 $4,302,237 $5,135,313 - --------------------------------------------------------------------- Capital Expenditures, Depreciation & Amortization (In thousands of dollars) 2Q 04 1Q 04 2Q 03 Three Months Ended May 1, 2004 Jan 31, 2004 May 3, 2003 - --------------------------------------------------------------------- Capital Expenditures $43,353 $27,073 $14,348 Depreciation $37,272 $37,565 $42,503 Amortization of Intangibles $676 $677 $656 Six Months Ended May 1, 2004 May 2, 1999 - -------------------------------------------------------- Capital Expenditures $70,426 $29,301 Depreciation $74,837 $84,042 Amortization of Intangibles $1,353 $1,308 CONTACT: Analog Devices Maria Tagliaferro, 781-461-3282 investor.relations@analog.com