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0000006281false00000062812020-11-242020-11-2400000062812019-11-262019-11-26

_________________________________________________________________________

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): November 24, 2020
_____________________________________________________________________________________________________

Analog Devices, Inc.
(Exact name of Registrant as Specified in its Charter)
______________________________________________________________________________________________________
Massachusetts1-781904-2348234
(State or Other Jurisdiction
of Incorporation) 		(Commission
File Number)		(IRS Employer
Identification No.)

One Analog Way,WilmingtonMA01887
(Address of Principal Executive Offices)(Zip Code)
Registrant's telephone number, including area code: (781) 329-4700  

Not Applicable
(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:
☐ 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))
 
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange
on which registered
Common Stock $0.16 2/3 par value per shareADINasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02.     Results of Operations and Financial Condition
On November 24, 2020, Analog Devices, Inc. (the “Registrant”) announced its financial results for its fourth quarter and fiscal year ended October 31, 2020. The full text of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1.  
The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

Item 9.01.     Financial Statements and Exhibits
(d)  Exhibits
Exhibit No.Description
 
99.1
Press release dated November 24, 2020.
101.INS  The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.**
101.SCH  Inline XBRL Schema Document.**
101.CAL  Inline XBRL Calculation Linkbase Document.**
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101.PRE  Inline XBRL Presentation Linkbase Document.**
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104Cover page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
**  Submitted electronically herewith.



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:November 24, 2020ANALOG DEVICES, INC.
 		 
 By:  /s/ Prashanth Mahendra-Rajah 
  Prashanth Mahendra-Rajah 
  Senior Vice President, Finance and Chief Financial Officer 
Document

Exhibit 99.1

Analog Devices Reports Fourth Quarter Results Above the High-End of Outlook

•Revenue of $1.53 billion for the fourth quarter and $5.60 billion for fiscal 2020
•B2B revenue for the fourth quarter increased 4% sequentially and 10% year-over-year
•Operating cash flow of $2.0 billion and free cash flow of $1.8 billion for fiscal 2020
•Returned over $1.1 billion to shareholders in fiscal 2020 and recently reinstated our buyback program
WILMINGTON, Mass.--(BUSINESS WIRE)--November 24, 2020--Analog Devices, Inc. (Nasdaq: ADI), a leading global high-performance semiconductor company, today announced financial results for its fourth quarter and full year fiscal 2020, which ended October 31, 2020.

“ADI delivered fourth quarter results above the high-end of our outlook. We grew revenue across all of our B2B markets, expanded operating margins and increased EPS by double-digits year-over-year,” said Vincent Roche, President and CEO of Analog Devices. “Fiscal 2020 represented a year of strategic progress against an unprecedented backdrop, and our results continue to highlight the insatiable demand for our high-performance analog and mixed signal solutions. Overall, I’m proud of how our global team embraced and learned from this challenging time and continued to execute at a high level to generate and capture value for all stakeholders.”

Roche continued, “Looking ahead, our pending acquisition of Maxim Integrated is an opportunity to increase our scale and scope to deliver disruptive innovation for our customers while driving further profitable growth. The combination strengthens our industry leadership position, further diversifying our business across markets and applications and solidifying ADI as the destination for the world’s best analog talent. While the macroenvironment remains fluid, we are cautiously optimistic that a broad-based recovery is underway and expect to build on this momentum in fiscal 2021.”








Performance for the Fourth Quarter of Fiscal 2020

Results Summary(1)
(in millions, except per-share amounts and percentages)
Three Months Ended
Oct 31, 2020
Nov 2, 2019
Change
Revenue$1,526 $1,443 6 %
Gross margin$1,023 $942 9 %
Gross margin percentage67.0 %65.3 %(2)170 bps
Operating income$462 $338 36 %
Operating margin 30.2 %23.4 %680 bps
Diluted earnings per share$1.04 $0.74 41 %
Adjusted Results
Adjusted gross margin$1,068 $987 8 %
Adjusted gross margin percentage70.0 %68.4 %(2)160 bps
Adjusted operating income$636 $560 14 %
Adjusted operating margin41.7 %38.8 %290 bps
Adjusted diluted earnings per share$1.44 $1.19 21 %
Three Months EndedTrailing Twelve Months
Cash GenerationOct 31, 2020Oct 31, 2020
Net cash provided by operating activities$673 $2,008 
% of revenue44.1 %35.8 %
Capital expenditures$(30)$(166)
Free cash flow$643 $1,843 
% of revenue42.1 %32.9 %
Three Months EndedTrailing Twelve Months
Cash Return
Oct 31, 2020Oct 31, 2020
Dividend paid$(230)$(886)
Stock repurchases(7)(244)
Total cash returned$(237)$(1,131)
(1) The sum and/or computation of the individual amounts may not equal the total due to rounding.
(2) Includes approximately 140 basis points of impact from a write-down of inventory associated with a customer within our Communications end market.







Outlook for the First Quarter of Fiscal Year 2021

For the first quarter of fiscal 2021, we are forecasting revenue of $1.50 billion, +/- $70 million. At the midpoint of this revenue outlook, we expect reported operating margin of approximately 29.1%, +/- 150 bps, and adjusted operating margin of approximately 40.0%, +/- 100 bps. We are planning for reported EPS to be $0.92, +/- $0.10, and adjusted EPS to be $1.30, +/- $0.10.

Our first quarter fiscal 2021 outlook is based on current expectations and actual results may differ materially, as a result of, among other things, the important factors discussed at the end of this release. These statements supersede all prior statements regarding our business outlook set forth in prior ADI news releases, and ADI disclaims any obligation to update these forward-looking statements.

The adjusted results and adjusted anticipated results above are financial measures presented on a non-GAAP basis. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures are provided in the financial tables included in this press release. See also “Non-GAAP Financial Information” section for additional information.

Dividend Payment

The ADI Board of Directors has declared a quarterly cash dividend of $0.62 per outstanding share of common stock. The dividend will be paid on December 15, 2020 to all shareholders of record at the close of business on December 4, 2020.

Conference Call Scheduled for Today, Tuesday, November 24, 2020 at 10:00 am ET

ADI will host a conference call to discuss our fourth quarter fiscal 2020 results and short-term outlook today, beginning at 10:00 am ET. Investors may join via webcast, accessible at investor.analog.com, or by telephone (call 800-859-9560, or 706-634-7193 for international calls, ten minutes before the call begins and provide the password "ADI").

A replay will be available two hours after the completion of the call. The replay may be accessed for up to two weeks by dialing 855-859-2056 (replay only) and providing the conference ID: 5297321, or by visiting investor.analog.com.

Non-GAAP Financial Information

This release includes non-GAAP financial measures that are not in accordance with, nor an alternative to, generally accepted accounting principles (GAAP) and may be different from non-GAAP measures presented by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. These non-GAAP measures have material limitations in that they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP and should not be considered in isolation from, or as a substitute for, the Company’s financial results presented in accordance with GAAP. The Company’s use of non-GAAP measures, and the underlying methodology when including or excluding certain items, is not necessarily an indication of the results of operations that may be expected in the future, or that the Company will not, in fact, record such items in future periods. You are cautioned not to place undue reliance on these non-GAAP measures. Reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are provided in the financial tables included in this release.


Management uses non-GAAP measures internally to evaluate the Company’s operating performance from continuing operations against past periods and to budget and allocate resources in future periods. These non-GAAP measures also assist management in evaluating the Company’s core business and trends across different reporting periods on a consistent basis. Management also uses these non-GAAP measures as the primary performance measurement when communicating with analysts and investors regarding the Company’s earnings results and outlook and believes that the presentation of these non-GAAP measures is useful to investors because it provides investors with the operating results that management uses to manage the Company and enables investors and analysts to evaluate the Company’s core business. Management also believes that the non-GAAP liquidity measure free cash flow is useful both internally and to investors because it provides information about the amount of cash generated after capital expenditures that is then available to repay debt obligations, make investments and fund acquisitions, and for certain other activities.
The non-GAAP financial measures referenced by ADI in this release include: adjusted gross margin, adjusted gross margin percentage, adjusted operating expenses, adjusted operating expenses percentage, adjusted operating income, adjusted operating margin, adjusted income before income taxes, adjusted provision for income taxes, adjusted tax rate, adjusted diluted earnings per share (EPS), free cash flow, and free cash flow margin percentage.
Adjusted gross margin is defined as gross margin, determined in accordance with GAAP, excluding certain acquisition related expenses1 which are described further below. Adjusted gross margin percentage represents adjusted gross margin divided by revenue.
Adjusted operating expenses is defined as operating expenses, determined in accordance with GAAP, excluding: certain acquisition related expenses1; acquisition related transaction costs2; restructuring related expense3; and charitable foundation contribution4 which are described further below. Adjusted operating expenses percentage represents adjusted operating expenses divided by revenue.
Adjusted operating income is defined as operating income, determined in accordance with GAAP, excluding: acquisition related expenses1; acquisition related transaction costs2; restructuring related expense3; and charitable foundation contribution4 which are described further below. Adjusted operating margin represents adjusted operating income divided by revenue.
Adjusted income before income taxes is defined as income before income taxes, determined in accordance with GAAP, excluding: acquisition related expenses1; acquisition related transaction costs2; restructuring related expense3; and charitable foundation contribution4 which are described further below.
Adjusted provision for income taxes is defined as provision for income taxes, determined in accordance with GAAP, excluding tax related items5 which are described further below. Adjusted tax rate represents adjusted provision for income taxes divided by adjusted income before income taxes.
Adjusted diluted EPS is defined as diluted EPS, determined in accordance with GAAP, excluding: acquisition related expenses1; acquisition related transaction costs2; restructuring related expense3; charitable foundation contribution4; and tax related items5 which are described further below.
Free cash flow is defined as net cash provided by operating activities, determined in accordance with GAAP, less additions to property, plant and equipment, net. Free cash flow margin percentage represents free cash flow divided by revenue.
1Acquisition Related Expenses: Expenses incurred as a result of current and prior period acquisitions and primarily include expenses associated with the fair value adjustments to inventory, property, plant and equipment and amortization of acquisition related intangibles, which include acquired intangibles such as purchased technology and customer relationships. Expenses also include severance payments, equity award accelerations, and the fair value adjustment associated with the replacement of share-based awards related to the Linear Technology


Corporation (Linear) acquisition. We excluded these costs from our non-GAAP measures because they relate to specific transactions and are not reflective of our ongoing financial performance.
2Acquisition Related Transaction Costs: Costs directly related to the proposed Maxim Integrated Products, Inc. acquisition, including legal, accounting and other professional fees as well as integration-related costs. We excluded these costs from our non-GAAP measures because they relate to a specific transaction and are not reflective of our ongoing financial performance.
3Restructuring Related Expense: Expenses incurred in connection with facility closures, consolidation of manufacturing facilities, severance, other accelerated stock-based compensation expense and other cost reduction efforts or reorganizational initiatives. We excluded these expenses from our non-GAAP measures because apart from ongoing expense savings as a result of such items, these expenses have no direct correlation to the operation of our business in the future.
4Charitable Foundation Contribution: Expenses incurred in connection with a one time contribution of registered shares of common stock to the Analog Devices Foundation. We excluded this expense from our non-GAAP measures because this expense has no direct correlation to the operation of our business in the future.
5Tax Related Items: Income tax effect of the non-GAAP items discussed above and income tax from certain discrete tax items primarily related to the resolution of prior period tax audits, income tax from certain uncertain tax positions, income tax from state valuation allowance adjustments, income tax on certain inventory intra-entity transfers, the impact of a voluntary accounting policy change and other income tax adjustments related to prior periods. We excluded the income tax benefit / provision effect of these tax related items from our non-GAAP measures because they are not associated with the tax expense on our ongoing operating results.

About Analog Devices

Analog Devices (Nasdaq: ADI) is a leading global high-performance analog technology company dedicated to solving the toughest engineering challenges. We enable our customers to interpret the world around us by intelligently bridging the physical and digital with unmatched technologies that sense, measure, power, connect and interpret. Visit http://www.analog.com.

Forward Looking Statements

This press release contains forward-looking statements, which address a variety of subjects including, for example, our statements regarding our proposed acquisition of Maxim Integrated Products, Inc. (“Maxim”); the impact of the COVID-19 pandemic on our business, financial condition and results of operations; expected revenue, operating margin, tax rate, earnings per share, and other financial results; expected market trends, market share gains, operating leverage, production and inventory levels; expected customer demand and order rates for our products and expected product offerings; product development; and marketing position. Statements that are not historical facts, including statements about our beliefs, plans and expectations, are forward-looking statements. Such statements are based on our current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: the uncertainty as to the extent of the duration, scope and impacts of the COVID-19 pandemic; political and economic uncertainty, including any faltering in global economic conditions or the stability of credit and financial markets; erosion of consumer confidence and declines in customer spending; unavailability of raw materials, services, supplies or manufacturing capacity; changes in geographic, product or customer mix; changes in export


classifications, import and export regulations or duties and tariffs; changes in our or Maxim’s estimates of our respective expected tax rates based on current tax law; our ability to successfully integrate Maxim’s businesses and technologies; the risk that the expected benefits and synergies of the proposed transaction and growth prospects of the combined company may not be fully achieved in a timely manner, or at all; adverse results in litigation matters, including the potential for litigation related to the proposed transaction; the risk that we or Maxim will be unable to retain and hire key personnel; the risk associated with the timing of the closing of the proposed transaction, including the risk that the conditions to the transaction are not satisfied on a timely basis or at all or the failure of the transaction to close for any other reason or to close on the anticipated terms, including the anticipated tax treatment; the risk that any regulatory approval, consent or authorization that may be required for the proposed transaction is not obtained or is obtained subject to conditions that are not anticipated; unanticipated difficulties or expenditures relating to the transaction, the response of business partners and retention as a result of the announcement and pendency of the transaction; uncertainty as to the long-term value of our common stock; the diversion of management time on transaction-related matters; our ability to successfully integrate acquired businesses and technologies; and the risk that expected benefits, synergies and growth prospects of acquisitions may not be fully achieved in a timely manner, or at all. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to our filings with the Securities and Exchange Commission (“SEC”), including the risk factors contained in our most recent Quarterly Report on Form 10-Q and Annual Report on Form 10-K. Forward-looking statements represent management’s current expectations and are inherently uncertain. Except as required by law, we do not undertake any obligation to update forward-looking statements made by us to reflect subsequent events or circumstances.

Analog Devices and the Analog Devices logo are registered trademarks or trademarks of Analog Devices, Inc. All other trademarks mentioned in this document are the property of their respective owners.




ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share amounts)

Three Months EndedTwelve Months Ended
Oct 31, 2020Nov 2, 2019Oct 31, 2020Nov 2, 2019
Revenue$1,526,295 $1,443,219 $5,603,056 $5,991,065 
Cost of sales 503,211 501,028 1,912,578 1,977,315 
Gross margin1,023,084 942,191 3,690,478 4,013,750 
Operating expenses:
   Research and development 280,239 277,018 1,050,519 1,130,348 
   Selling, marketing, general and administrative 165,115 154,799 659,923 648,094 
   Amortization of intangibles108,007 107,225 429,455 429,041 
   Special charges8,051 64,788 52,337 95,659 
Total operating expenses561,412 603,830 2,192,234 2,303,142 
Operating income461,672 338,361 1,498,244 1,710,608 
Nonoperating expense (income):
   Interest expense48,593 50,775 193,305 229,075 
   Interest income(527)(1,988)(4,305)(10,229)
   Other, net(3,704)1,747 (2,373)6,034 
44,362 50,534 186,627 224,880 
Income before income taxes417,310 287,827 1,311,617 1,485,728 
Provision for income taxes30,784 10,133 90,856 122,717 
Net income$386,526 $277,694 $1,220,761 $1,363,011 
Shares used to compute earnings per share - basic369,284 369,051 368,633 369,133 
Shares used to compute earnings per share - diluted372,322 372,584 371,973 372,871 
Basic earnings per common share$1.05 $0.75 $3.31 $3.68 
Diluted earnings per common share$1.04 $0.74 $3.28 $3.65 



ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)

October 31, 2020November 2, 2019
Cash & cash equivalents$1,055,860 $648,322 
Accounts receivable737,536 635,136 
Inventories608,260 609,886 
Other current assets116,032 91,782 
  Total current assets2,517,688 1,985,126 
Net property, plant and equipment1,120,561 1,219,989 
Other investments86,729 77,324 
Goodwill12,278,425 12,256,880 
Intangible assets, net3,650,280 4,217,224 
Deferred tax assets1,503,064 1,582,382 
Other assets311,856 53,716 
Total assets$21,468,603 $21,392,641 
Other current liabilities$1,364,986 $1,208,965 
Debt, current— 299,667 
Long-term debt5,145,102 5,192,252 
Deferred income taxes1,919,595 2,088,212 
Other non-current liabilities1,040,975 894,357 
Shareholders' equity11,997,945 11,709,188 
Total liabilities & equity$21,468,603 $21,392,641 






ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)

Three Months EndedTwelve Months Ended
Oct 31, 2020Nov 2, 2019Oct 31, 2020Nov 2, 2019
Cash flows from operating activities:
  Net income$386,526 $277,694 $1,220,761 $1,363,011 
  Adjustments to reconcile net income to net cash provided by operations:
       Depreciation57,053 61,636 233,775 240,677 
       Amortization of intangibles145,163 143,528 577,148 570,574 
       Stock-based compensation expense36,557 37,580 149,518 150,300 
       Non-cash impairment included in special charges— 9,800 — 14,167 
       Deferred income taxes(71,146)(35,809)(113,948)(91,253)
       Non-cash contribution to charitable foundation— — 40,000 — 
       Other non-cash activity(257)14,206 5,418 40,907 
       Changes in operating assets and liabilities118,702 149,270 (104,185)(35,283)
   Total adjustments286,072 380,211 787,726 890,089 
Net cash provided by operating activities672,598 657,905 2,008,487 2,253,100 
   Percent of revenue44.1 %45.6 %35.8 %37.6 %
Cash flows from investing activities:
  Additions to property, plant and equipment(29,888)(51,076)(165,692)(275,372)
  Payments for acquisitions, net of cash acquired(1,433)(11,170)(14,196)(11,170)
  Change in other assets579 (1,512)(635)(6,644)
Net cash used for investing activities(30,742)(63,758)(180,523)(293,186)
Cash flows from financing activities:
  Proceeds from debt— — 395,646 1,250,000 
  Early termination of debt— — — (1,250,000)
  Proceeds from revolver— — 350,000 75,000 
  Payments on revolver— — (350,000)(75,000)
  Debt repayments(450,000)(200,000)(750,000)(850,000)
  Dividend payments to shareholders(229,597)(200,196)(886,155)(777,481)
  Repurchase of common stock(7,222)(172,389)(244,487)(613,005)
  Proceeds from employee stock plans10,653 10,388 68,403 116,523 
  Change in other financing activities— 5,087 (4,015)(2,831)
Net cash used for financing activities(676,166)(557,110)(1,420,608)(2,126,794)
Effect of exchange rate changes on cash(94)(879)182 (1,389)
Net (decrease) increase in cash and cash equivalents(34,404)36,158 407,538 (168,269)
Cash and cash equivalents at beginning of period1,090,264 612,164 648,322 816,591 
Cash and cash equivalents at end of period$1,055,860 $648,322 $1,055,860 $648,322 





ANALOG DEVICES, INC.
REVENUE TRENDS BY END MARKET
(Unaudited)
(In thousands)

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 and our methodology evolves and improves, 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
Oct 31, 2020Nov 2, 2019
Revenue% of revenue*Y/Y %Revenue% of revenue*
Industrial$811,226 53%9%$745,672 52%
Communications312,649 20%19%262,808 18%
Automotive229,781 15%2%226,057 16%
Consumer172,639 11%(17)%208,682 14%
Total revenue$1,526,295 100%6%$1,443,219 100%
Twelve Months Ended
Oct 31, 2020Nov 2, 2019
Revenue% of revenue*Y/Y %Revenue% of revenue*
Industrial$2,987,542 53%(1)%$3,011,411 50%
Communications1,195,946 21%(8)%1,294,960 22%
Automotive779,276 14%(16)%930,613 16%
Consumer640,292 11%(15)%754,081 13%
Total revenue$5,603,056 100%(6)%$5,991,065 100%
*The sum of the individual percentages may not equal the total due to rounding.





ANALOG DEVICES, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(Unaudited)
(In thousands, except per share amounts)

Three Months EndedTwelve Months Ended
Oct 31, 2020Nov 2, 2019Oct 31, 2020Nov 2, 2019
Gross margin$1,023,084 $942,191 $3,690,478 $4,013,750 
  Gross margin percentage67.0 %65.3 %65.9 %67.0 %
      Acquisition related expenses44,741 44,822 179,374 175,266 
Adjusted gross margin$1,067,825 $987,013 $3,869,852 $4,189,016 
  Adjusted gross margin percentage70.0 %68.4 %69.1 %69.9 %
Operating expenses$561,412 $603,830 $2,192,234 $2,303,142 
  Percent of revenue36.8 %41.8 %39.1 %38.4 %
      Acquisition related expenses(110,963)(112,219)(444,261)(451,511)
      Acquisition related transaction costs(10,977)— (20,098)— 
      Charitable foundation contribution— — (40,000)— 
      Restructuring related expense(8,050)(64,788)(52,337)(95,659)
Adjusted operating expenses$431,422 $426,823 $1,635,538 $1,755,972 
  Adjusted operating expenses percentage28.3 %29.6 %29.2 %29.3 %
Operating income$461,672 $338,361 $1,498,244 $1,710,608 
  Operating margin30.2 %23.4 %26.7 %28.6 %
      Acquisition related expenses155,704 157,041 623,635 626,777 
      Acquisition related transaction costs10,977 — 20,098 — 
      Charitable foundation contribution— — 40,000 — 
      Restructuring related expense8,050 64,788 52,337 95,659 
Adjusted operating income$636,403 $560,190 $2,234,314 $2,433,044 
  Adjusted operating margin41.7 %38.8 %39.9 %40.6 %
Provision for income taxes$30,784 $10,133 $90,856 $122,717 
      Income tax effect of adjustments above26,878 35,903 106,291 104,470 
      Income tax from certain discrete tax items— 20,302 25,951 61,227 
Adjusted provision for income taxes$57,662 $66,338 $223,098 $288,414 
Income before income taxes$417,310 $287,827 $1,311,617 $1,485,728 
  Effective tax rate7.4 %3.5 %6.9 %8.3 %
      Acquisition related expenses155,704 157,041 623,635 626,777 
      Acquisition related transaction costs10,977 — 20,098 — 
      Charitable foundation contribution— — 40,000 — 
      Restructuring related expense8,050 64,788 52,337 95,659 
Adjusted income before income taxes$592,041 $509,656 $2,047,687 $2,208,164 
  Adjusted tax rate9.7 %13.0 %10.9 %13.1 %
Diluted EPS$1.04 $0.74 $3.28 $3.65 
      Acquisition related expenses0.42 0.42 1.68 1.68 
      Acquisition related transaction costs0.03 — 0.05 — 
      Charitable foundation contribution— — 0.11 — 
      Restructuring related expense0.02 0.170.14 0.26 
      Income tax effect of adjustments above(0.07)(0.10)(0.29)(0.28)
      Income tax from certain discrete tax items— (0.05)(0.07)(0.16)
Adjusted diluted EPS*$1.44 $1.19 $4.91 $5.15 
* The sum of the individual per share amounts may not equal the total due to rounding.


ANALOG DEVICES, INC.
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(Unaudited)
(In thousands)

Trailing Twelve MonthsThree Months Ended
Oct 31, 2020Oct 31, 2020Aug 1, 2020May 2, 2020Feb 1, 2020
Revenue$5,603,056 $1,526,295 $1,456,136 $1,317,060 $1,303,565 
Net cash provided by operating activities$2,008,487 $672,598 $557,200 $429,041 $349,648 
% of Revenue36 %44 %38 %33 %27 %
Capital expenditures$(165,692)$(29,888)$(20,804)$(60,161)$(54,839)
Free cash flow$1,842,795 $642,710 $536,396 $368,880 $294,809 
% of Revenue33 %42 %37 %28 %23 %




ANALOG DEVICES, INC.
RECONCILIATION OF PROJECTED GAAP TO NON-GAAP RESULTS
(Unaudited)

Three Months Ending January 30, 2021
ReportedAdjusted
Revenue$1.50 Billion $1.50 Billion
(+/- $70 Million)(+/- $70 Million)
Operating margin29.1%40.0% (1)
(+/-150 bps)(+/-100 bps)
Nonoperating expenses~ $43 Million~ $43 Million
Tax rate12% to 14%12% to 14% (2)
Earnings per share$0.92$1.30 (3)
(+/- $0.10)(+/- $0.10)

(1) Includes $163 million of adjustments related to acquisition related expenses and acquisition related transaction costs as previously defined in the Non-GAAP Financial Information section of this press release.
(2) Includes $23 million of tax effects associated with the adjustment for acquisition related expenses and acquisition related transaction costs noted above.
(3) Includes $0.38 of adjustments related to the net impact of $0.44 of acquisition related expenses and acquisition related transaction costs, as well as $0.06 of tax effects on those items.

(ADI WEB)

For more information, please contact:

Investor Contact:
Analog Devices, Inc.
Mr. Michael Lucarelli
Sr. Director of Investor Relations
781-461-3282
investor.relations@analog.com

Media Contacts:
Teneo
Ms. Andrea Calise
917-826-3804
andrea.calise@teneo.com

Teneo
Ms. Megan Fenton
917-860-0356
megan.fenton@teneo.com