UNITED STATES
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): August 2, 2005
Analog Devices, Inc.
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(Exact name of registrant as specified in its charter)
Massachusetts 1-7819 04-2348234
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(State or other juris- (Commission (IRS Employer
diction of incorporation File Number) Identification No.)
One Technology Way, Norwood, MA 02062
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 329-4700
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
On August 2, 2005, Analog Devices, Inc. announced preliminary financial
results for the quarter ended July 30, 2005. 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.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and
not filed:
99.1 Press release dated August 2, 2005 issued by Analog Devices, Inc.
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: August 2, 2005 ANALOG DEVICES, INC.
By: /s/ Joseph E. McDonough
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Joseph E. McDonough
Vice President-Finance and Chief
Financial Officer
(Principal Financial and Accounting
Officer)
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release dated August 2, 2005 issued by
Analog Devices, Inc.
Exhibit 99
Analog Devices Provides Preliminary Results for Third Quarter of Fiscal 2005
NORWOOD, Mass.--(BUSINESS WIRE)--Aug. 2, 2005--Analog Devices
(NYSE:ADI) today estimated, on a preliminary basis, its revenue for
the fiscal third quarter ended July 30, 2005 will be in the range of
$580 to $585 million, down approximately 3% to 4% from the immediately
prior quarter. This revised revenue estimate is below the guidance of
0% to 3% growth communicated on May 12, 2005, due primarily to an
estimated $23 million sequential decline from the second quarter in
sales of GSM/GPRS base band chipsets to wireless handset customers in
Asia. Wireless handsets represented approximately 10% of revenue in
the third quarter.
According to Mr. Jerald Fishman, President and CEO, "Although the
communications market was generally weak, the revised outlook is
primarily related to lower sales of GSM/GPRS chipsets to Asian
customers who continue to struggle against increased global
competition. As these customers begin to supply more feature-rich
phones this fall, we believe that our wireless handset revenue will
begin to recover.
"Most other application areas performed largely according to our
third quarter plan. The industrial end markets grew sequentially with
strength in broad-based industrial products offset by declines in
automatic test equipment (ATE) and automotive. Revenue from computer
and consumer customers also grew in the third quarter compared to the
immediately prior quarter.
"In line with normal seasonal patterns, our analog product revenue
was approximately flat in the third quarter compared to the
immediately prior quarter, after growing over 6% sequentially in the
second quarter compared to the first quarter of fiscal 2005."
Third quarter gross margins are estimated to be approximately 58%.
Operating expenses are estimated to decline approximately 3% compared
to the immediately prior quarter, resulting in an estimated operating
profit margin of approximately 22.5%. Based on these estimates,
earnings per share (EPS) under generally accepted accounting
principles are estimated to be approximately $0.31 for the third
quarter, at the low end of the range communicated in May.
Inventory is expected to decline on a dollar basis in the third
quarter compared to the second quarter. Cash flow from operations is
estimated to continue to be strong during the third quarter.
Commenting on recent demand trends, Mr. Fishman said, "Order rates
increased in the third quarter, above second quarter levels, and were
very strong in July. As a result, we began the fourth quarter with
higher backlog than at the start of the third quarter. We continue to
believe that overall, we are in a gradual recovery that began six
months ago."
Estimated results for the third quarter presented in this release
are subject to change based on the finalization of the third quarter
results. The final results for the third quarter will be released at
the regularly scheduled time of 4:00 pm Eastern time on Thursday,
August 11, 2005.
Analog Devices will host a conference call today, August 2, 2005,
at 5:30 p.m. Eastern time to answer analysts' questions regarding
today's update. Investors may listen via webcast, accessible from
www.analog.com and clicking on "Investor Relations." Investors who
prefer to join by telephone may call 706-634-7193 10 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 800-642-1687
(replay only) and providing the conference ID: 8396837 or by visiting
the Investor Relations page on ADI's Web site.
About Analog Devices, Inc.
Innovation, performance and excellence are the cultural pillars on
which Analog Devices has built one of the longest standing, highest
growth companies within the technology sector. Acknowledged
industry-wide as the world leader in data conversion and signal
conditioning technology, Analog Devices serves over 60,000 customers,
representing virtually all types of electronic equipment. Celebrating
40 years as a leading global manufacturer of high-performance
integrated circuits used in analog and digital signal processing
applications, Analog Devices is headquartered in Norwood,
Massachusetts, with design and manufacturing facilities throughout the
world. Analog Devices' common stock is listed on the New York Stock
Exchange under the ticker "ADI" and 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. Estimated results presented in this release are subject to
change based on the finalization of the third quarter results. 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 fiscal quarter
ended April 30, 2005, as filed with the Securities and Exchange
Commission.
CONTACT: Analog Devices, Inc.
Maria Tagliaferro, 781-461-3282
Director of Corporate Communications
investor.relations@analog.com