-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FCW/pAF0Xd/ilNdKdvCpu8rFxTzXCB48ayUvk5YqMZ8uGcj1wkh92LxJwsC6Uh+3 DgNisylJP5Aumzio1CoZaQ== 0000950149-96-000114.txt : 19960216 0000950149-96-000114.hdr.sgml : 19960216 ACCESSION NUMBER: 0000950149-96-000114 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960214 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAXIM INTEGRATED PRODUCTS INC CENTRAL INDEX KEY: 0000743316 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 942896096 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-16538 FILM NUMBER: 96519329 BUSINESS ADDRESS: STREET 1: 120 SAN GABRIEL DR CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 4087377600 MAIL ADDRESS: STREET 1: 120 SAN GABRIEL DR CITY: SUNNYVALE STATE: CA ZIP: 94086 10-Q 1 FORM 10-Q FOR PERIOD ENDING 12/31/95 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (MARK ONE) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES --- EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1995 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES --- EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _________ TO _________ COMMISSION FILE NO. 0-16538 MAXIM INTEGRATED PRODUCTS, INC. (Exact name of registrant as specified in its charter) DELAWARE 94-2896096 (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) Incorporation or Organization) 120 SAN GABRIEL DRIVE, SUNNYVALE, CA 94086 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (408) 737-7600 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days: YES X NO --- --- CLASS: COMMON STOCK, OUTSTANDING AT JANUARY 29, 1996 $.001 PAR VALUE 60,335,197 SHARES 2 MAXIM INTEGRATED PRODUCTS, INC. INDEX
PART I. FINANCIAL INFORMATION PAGE ---- ITEM 1. Financial Statements Consolidated Balance Sheets 3 As of June 30, 1995 and December 31, 1995 Consolidated Statements of Income 4 for the three and six months ended December 31, 1994 and 1995 Consolidated Statements of Cash Flows 5 for the six months ended December 31, 1994 and 1995 Notes to Consolidated Financial Statements 6-7 ITEM 2. Management's Discussion and Analysis of Financial 8-9 Condition and Results of Operations PART II. OTHER INFORMATION ITEM 4. Submission of Matters to a Vote of Security Holders 10 ITEM 6. Exhibits and Reports on Form 8-K 10 SIGNATURES 11
2 3 CONSOLIDATED BALANCE SHEETS MAXIM INTEGRATED PRODUCTS, INC.
June 30, December 31, (Amounts in thousands) 1995 1995 - ---------------------- -------- ------------ (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 54,966 $ 61,511 Short-term investments 37,329 46,508 --------- --------- Total cash, cash equivalents and short-term investments 92,295 108,019 Accounts receivable, net 27,714 65,373 Inventories 19,105 19,833 Prepaid taxes and other current assets 22,708 26,124 --------- --------- Total current assets 161,822 219,349 --------- --------- Property, plant and equipment, at cost, less accumulated depreciation and amortization 87,925 109,278 Deposits and other assets 6,386 3,157 --------- --------- $256,133 $331,784 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable 24,785 43,516 Income taxes payable 1,805 12,174 Accrued salaries 9,795 8,441 Accrued expenses 16,398 15,342 Payable related to building acquisitions 5,550 2,737 Deferred income on shipments to distributors 7,511 15,133 --------- --------- Total current liabilities 65,844 97,343 --------- --------- Other liabilities 6,000 6,000 Deferred income taxes 5,579 1,129 Commitments and Contingencies --------- --------- Stockholders' equity: Common stock 60 60 Additional paid-in capital 64,896 59,891 Retained earnings 113,451 167,910 Translation adjustment 303 (549) --------- --------- Total stockholders' equity 178,710 227,312 --------- --------- $256,133 $ 331,784 ========= =========
See accompanying notes. 3 4 CONSOLIDATED STATEMENTS OF INCOME MAXIM INTEGRATED PRODUCTS, INC.
Three Months Ended Six Months Ended (Amounts in thousands, except per share data) December 31, December 31, ------------------- ------------------- (Unaudited) 1994 1995 1994 1995 -------- -------- -------- -------- Net revenues $ 56,184 $106,182 $108,188 $202,625 Cost of goods sold 23,316 36,330 44,949 74,927 -------- -------- -------- -------- Gross margin 32,868 69,852 63,239 127,698 -------- -------- -------- -------- Operating expenses: Research and development 9,602 12,302 17,913 24,502 Selling, general and administrative 10,080 9,661 19,803 20,530 -------- -------- -------- -------- 19,682 21,963 37,716 45,032 -------- -------- -------- -------- Operating income 13,186 47,889 25,523 82,666 Interest income, net 552 1,148 990 2,220 -------- -------- -------- -------- Income before provision for income taxes 13,738 49,037 26,513 84,886 Provision for income taxes 4,808 17,163 9,279 30,427 -------- -------- -------- -------- Net income $ 8,930 $ 31,874 $ 17,234 $ 54,459 -------- -------- -------- -------- Income per share $ 0.14 $ 0.45 $ 0.26 $ 0.77 -------- -------- -------- -------- Common and common equivalent shares 66,116 70,827 65,603 70,689 ======== ======== ======== ========
See accompanying notes. 4 5 CONSOLIDATED STATEMENTS OF CASH FLOWS MAXIM INTEGRATED PRODUCTS, INC.
For the six months ended December 31, Increase (decrease) in cash and cash equivalents (Amounts in thousands) (Unaudited) 1994 1995 ------- ------- Cash flows provided by operating activities: Net income $17,234 $54,459 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 5,154 6,419 Reduction in carrying value of equipment 6,061 1,344 Changes in assets and liabilities: Accounts receivable (1,019) (37,659) Inventories, prepaid taxes and other current assets 2,095 (4,144) Accounts payable 110 18,731 Income taxes payable (1,901) 24,969 Deferred income taxes - - - (4,450) Deferred income on shipments to distributors 1,922 7,622 All other accrued liabilities 5,592 (5,223) ------- ------- Net cash provided by operating activities 35,248 62,068 ------- ------- Cash flows provided by investing activities: Additions to property, plant and equipment (9,438) (29,968) Deposits and other non-current assets (1,922) 3,229 Held-to-maturity securities (12,199) (9,179) ------- ------- Net cash used in investing activities (23,559) (35,918) ------- ------- Cash flows provided by financing activities: Issuance of common stock 3,367 7,766 Repurchase of Common Stock (5,809) (27,371) ------- ------- Net cash used in financing activities (2,442) (19,605) ------- ------- Net increase in cash and cash equivalents 9,247 6,545 Cash and cash equivalents: Beginning of year 28,033 54,966 ------- ------- End of period $37,280 $61,511 ======= =======
See accompanying notes. 5 6 MAXIM INTEGRATED PRODUCTS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1: BASIS OF PRESENTATION The unaudited consolidated financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting of normal recurring items) considered necessary for a fair presentation have been included. The results of operations for the six months ended December 31, 1995 are not necessarily indicative of the results to be expected for the entire year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Annual Report on Form 10-K for the year ended June 30, 1995. NOTE 2: INVENTORIES
Inventories consist of: June 30, December 31, -------- ------------ 1995 1995 ---- ---- (Amounts in thousands) (unaudited) Raw Materials $ 1,925 $ 4,376 Work in Process 9,444 12,287 Finished Goods 7,736 3,170 ------- ------- $19,105 $19,833 ======= =======
NOTE 3: INCOME PER SHARE Income per share is calculated based on the weighted average number of common and dilutive common equivalent shares outstanding during each respective period. The number of common equivalent shares which became issuable pursuant to the grant of stock options has been calculated using the treasury stock method. Fully diluted income per share is substantially the same as reported income per share. On December 13, 1995, the Company effected a two-for-one stock split in the form of a stock dividend, thereby doubling the number of outstanding shares of common stock. All share and per share amounts for the prior periods have been adjusted to reflect the split. 6 7 MAXIM INTEGRATED PRODUCTS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT'D) NOTE 4: INVESTMENT SECURITIES At December 31, 1995, all debt securities which consist of U.S. Treasury securities and various municipal bonds all maturing within one year are designated as held-to-maturity and carried at amortized cost which approximates market value. The amortized cost of debt securities in this category is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization is included in investment income. Realized gains and losses and declines in value judged to be other-than-temporary on held-to- maturity securities are included in investment income. The cost of securities sold is based on the specific identification method. Interest on securities classified as held-to-maturity is included in investment income. The held-to-maturity securities at December 31, 1995 is as follows:
(Amounts in thousands) Cost ---------------------- ---- U.S. Treasury securities $37,905 Municipal bonds 29,177 ------- $67,082 ======= Amounts included in short-term investments $46,508 Amounts included in cash and cash equivalents 20,574 ------- $67,082 =======
There were no gross realized gains or losses for the three months ended December 31, 1995. 7 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Net revenues increased 89.0% and 87.3% in the three and six months ended December 31, 1995 compared to the same periods a year ago. The increase related primarily to higher unit shipments as a result of continued introduction of new proprietary products and increased market acceptance of the Company's proprietary and second source products. The production and revenue increase in the three and six month periods were constrained by manufacturing inefficiencies resulting largely from longer than planned training requirements for newly hired technicians at the Company's Beaverton, Oregon fabrication facility. The Company anticipates that it could be several quarters before these newly hired technicians at the Company's Beaverton facility are fully trained. During the six months ended December 31, 1995 54% of net revenues were derived from customers outside of the United States. While the majority of these sales are denominated in US dollars, the Company purchases foreign currency forward contracts to mitigate its risks on the backlog denominated in foreign currencies, and as a result, the impact on revenue due to changes in foreign currency on the Company's operating results for the three and the six month periods was minimal. Gross margin increased to 65.8% in the three months ended December 31, 1995 compared to 58.5% for the three months ended December 31, 1994 and increased to 63.0% in the six months ended December 31, 1995 compared to 58.5% for the six months ended December 31, 1994. The improvement was principally due to continued economies of scale resulting from higher volumes and improved yields. Research and development expenses were 11.6% and 12.1% of net revenues in the three and six months ended December 31, 1995, compared to 17.1% and 16.6% in the three and six months ended December 31, 1994. Spending increases in the three and six month periods primarily resulted from head count increases associated with the Company's increased new product development efforts. Selling, general and administrative expenses decreased as a percentage of net revenues to 9.1% and 10.1% in the three and six months ended December 31, 1995, compared to 17.9% and 18.3% for the three and six months ended December 31, 1994. In absolute dollars, selling, general and administrative expenses were essentially flat for the three and six month periods. The Company's operating income increased to 45.1% of net revenues in the three months ended December 31, 1995, compared to 23.5% for the three months ended December 31, 1994 and increased to 40.8% of net revenues in the six months ended December 31, 1995, compared to 23.6% for the six months ended December 31, 1994, as a result of the factors cited above. 8 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT'D) The effective tax rate of 35% and 36% for the three and six months ended December 31, 1995, increased slightly over the effective tax rate of 35% reported in the comparable periods of 1994 primarily because of the expiration of the Federal Research and Development tax credit on June 30, 1995. Should the Federal Research and Development tax credit be extended retroactively, the Company anticipates the effective tax rate will drop into a range consistent with the prior year. LIQUIDITY AND CAPITAL RESOURCES The Company's primary sources of funds for the first six months of fiscal year 1996 have been the net cash generated from operating activities of $62,068,000 and the issuance of common stock of $7,766,000. The principal uses of funds have been purchases of $29,968,000 of property, plant and equipment and the repurchase of $27,371,000 of common stock. The Company believes it possesses sufficient liquidity and capital resources to fund its operations. STOCK SPLIT On December 13, 1995, the Company effected a two-for-one stock split in the form of a stock dividend, thereby doubling the number of outstanding shares of common stock. All share and per share amounts for the prior periods have been adjusted to reflect the split. 9 10 PART II: OTHER INFORMATION ITEM 4 : SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The Company held an Annual Meeting of Stockholders on November 16, 1995. The Stockholders elected the Board's nominees as directors by the votes indicated:
Nominee Votes in Favor Votes Withheld - ------- -------------- -------------- James R. Bergman 27,555,403 72,294 John F. Gifford 27,554,008 73,689 Robert F. Graham 27,549,203 78,494 A.R. Frank Wazzan 27,550,087 77,610
The increase in number of authorized shares of common stock to 120,000,000 shares was approved with 26,447,273 votes in favor, 993,143 against, 156,695 abstentions, and 30,586 non-votes. The Company's Incentive Stock Option Plan, 1987 Supplemental Stock Option Plan and 1987 Employee Stock Participation Plan, under which an additional 1,700,000 shares of common stock are reserved for issuance, each as amended, were approved with 18,505,465 votes in favor, 7,161,455 against, 157,776 abstentions and 1,803,001 non-votes. The selection of Ernst & Young LLP as the Company's independent auditors for fiscal 1996 was ratified with 27,456,550 votes in favor, 20,201 votes against, 150,946 abstentions and no non-votes. ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K (a) The following exhibit has been filed with this report: 11.1 Computation of Income per Share 27 Financial Data Schedule (b) No reports on Form 8-K were filed during the quarter ended December 31, 1995 ITEMS 1, 2, 3, AND 5 HAVE BEEN OMITTED AS THEY ARE NOT APPLICABLE. 10 11 SIGNATURES 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 thereunto duly authorized. FEBRUARY 13, 1996 MAXIM INTEGRATED PRODUCTS, INC. - ----------------- ------------------------------- (Date) (Registrant) /s/ Michael J. Byrd -------------------------- Michael J. Byrd Vice President and Chief Financial Officer (For the Registrant and Principal Financial Officer) /s/ Richard E. Slater -------------------------- Richard E. Slater Vice President and Chief Accounting Officer(Principal Accounting Officer) 11 12 EXHIBIT INDEX 11.1 Computation of Income per share 27 Financial Data Schedule EX-11.1 2 COMPUTATION OF INCOME PER SHARE 1 Exhibit 11.1 Maxim Integrated Products, Inc. Computation of income per share (amounts in thousands, except per share amounts)
Three Months Six Months Ended Ended December 31, December 31, ------------ ------------ 1994 1995 1994 1995 ------ -------- -------- -------- Weighted average shares outstanding 57,589 59,627 57,515 59,524 Add weighted average shares from assumed exercise of options and warrants when treasury shares are reacquired at average stock market price 12,908 17,355 12,304 17,425 Less weighted average shares assumed repurchased from tax benefit from the assumed exercise of non-qualified stock options (4,381) (6,155) (4,217) (6,260) --------- -------- -------- -------- Common and common equivalent shares used in computing income per share 66,116 70,827 65,602 70,689 ========= ======== ======== ======== Net income applicable to computation of income per share $ 8,930 $ 31,874 $ 17,234 $ 54,459 ========= ======== ======== ======== Income per share $ 0.14 $ 0.45 $ 0.26 $ 0.77 ========= ======== ======== ========
Note: All shares are adjusted to reflect the two for one stock split effective on December 13, 1995. EX-27 3 FINANCIAL DATA SCHEDULE
5 1000 6-MOS JUN-30-1996 JUL-01-1995 DEC-30-1995 108019 0 66514 (1141) 19833 219349 156590 (47312) 331784 97343 0 0 0 60 227801 331784 202625 202625 74927 74927 45032 0 21 84886 30427 54459 0 0 0 54459 .77 .77
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