Delaware | 0-16617 | 77-0016691 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
101 Innovation Drive, San Jose, California | 95134 | |
(Address of principal executive offices) | (Zip Code) |
Not Applicable |
(Former name or former address, if changed since last report.) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ALTERA CORPORATION |
/s/ RONALD J. PASEK |
Ronald J. Pasek Senior Vice President, Finance and Chief Financial Officer |
99.1 | Press release dated April 24, 2014 |
INVESTOR CONTACT | MEDIA CONTACT | |
Scott Wylie - Vice President | Sue Martenson - Senior Manager | |
Investor Relations | Public Relations | |
(408) 544-6996 | (408) 544-8158 | |
swylie@altera.com | newsroom@altera.com |
• | Altera and Intel have extended their manufacturing partnership to include development of multi-die devices. This collaboration is an extension of the foundry relationship between Altera and Intel, in which Intel is manufacturing Altera’s Stratix® 10 FPGAs and SoCs using Intel's 14 nm Tri-Gate process. Altera’s work with Intel will enable the development of multi-die devices that efficiently integrate monolithic 14 nm Stratix 10 FPGAs and SoCs with other advanced components, which may include DRAM, SRAM, ASICs, processors and analog components, in a single package. Intel’s 14 nm Tri-Gate process density advantage and Altera’s patented FPGA redundancy technology enable Altera to deliver the industry’s highest density monolithic FPGA die, offering greater integration of system components on a single die. Altera is leveraging this leadership and Intel’s packaging technology to integrate even more capabilities into a single system-in-a-package solution. Intel’s manufacturing process is co-optimized to offer manufacturing simplicity consisting of turnkey foundry services that include the manufacturing, assembly and testing of heterogeneous multi-die devices. Intel and Altera are currently developing test vehicles aimed at streamlining manufacturing and integration flows to support this expanded collaboration. |
• | In recognition of the technological innovations the company has brought to market in the past year, Altera took top honors for Design Team of the Year and Ultimate Product - Software at this year's EE Times and EDN Annual Creativity in Electronics (ACE) Awards competition. The Design Team of the Year award honors the company with a design team whose collaborative efforts made a significant contribution to furthering technology innovation and whose project management abilities were creative, efficient and inspiring. The Altera and Micron Technology design teams were jointly recognized for their work in achieving interoperability between Altera’s Stratix V FPGAs with Micron’s Hybrid Memory Cube, which enables the development of advanced communications and computing designs. The Ultimate Product - Software award recognizes the company with the most innovative software product of the year. Altera’s software development kit (SDK) for OpenCL was recognized for this prestigious award for its ability to allow software programmers to access the performance and low-power advantages of FPGAs. Altera is the industry’s first company to offer an SDK for OpenCL that targets FPGAs. |
• | Altera received two DesignVision Awards at DesignCon 2014 for its innovations in FPGA and SoC technology. Altera’s next-generation, 14 nm Stratix 10 FPGAs and SoCs won for best semiconductor and IP, and the ARM® Development Studio 5 (DS-5™) Altera Edition toolkit won for best design verification tool. The DesignVision Award recognizes technologies, applications, products and services judged to be the most unique and beneficial to the industry. Altera’s next-generation high-performance Stratix 10 FPGAs and SoCs were recognized by the judges for offering breakthrough advantages in performance, power savings and system integration. Altera’s ARM DS-5 Altera Edition toolkit was recognized by judges for its ability to remove the debugging barrier between the integrated dual-core CPU subsystem and FPGA fabric in Altera SoC devices. The DS-5 Altera Edition toolkit combines the most advanced multi-core debugger for the ARM architecture with the ability to adapt to the logic contained in the FPGA. The toolkit provides embedded software developers an unprecedented level of full-chip visibility and control through the standard DS-5 user interface. |
($ in thousands) Key Ratios & Information | March 28, 2014 | December 31, 2013 | ||||||
Current Ratio | 6:1 | 6:1 | ||||||
Liabilities/Equity | 2:3 | 2:3 | ||||||
Quarterly Operating Cash Flows | $ | 130,430 | $ | 130,759 | ||||
TTM Return on Equity | 13 | % | 13 | % | ||||
Quarterly Depreciation Expense | $ | 12,996 | $ | 11,321 | ||||
Quarterly Capital Expenditures | $ | 7,116 | $ | 14,253 | ||||
Inventory MSOH (1): Altera | 3.1 | 3.4 | ||||||
Inventory MSOH (1): Distribution | 0.6 | 0.7 | ||||||
Cash Conversion Cycle (Days) | 157 | 160 | ||||||
Turns | 48 | % | 45 | % | ||||
Book to Bill | >1.0 | 1.0 | ||||||
Note (1): MSOH: Months Supply On Hand |
Three Months Ended | Quarterly Growth Rate | |||||||||||||
March 28, 2014 | December 31, 2013 | March 29, 2013 | Sequential Change | Year- Over-Year Change | ||||||||||
Geography | ||||||||||||||
Americas | 15 | % | 19 | % | 20 | % | (17 | )% | (13 | )% | ||||
Asia Pacific | 43 | % | 41 | % | 38 | % | 6 | % | 24 | % | ||||
EMEA | 26 | % | 24 | % | 27 | % | 11 | % | 11 | % | ||||
Japan | 16 | % | 16 | % | 15 | % | (4 | )% | 18 | % | ||||
Net Sales | 100 | % | 100 | % | 100 | % | 1 | % | 12 | % |
Product Category | ||||||||||||||
New | 49 | % | 47 | % | 39 | % | 4 | % | 39 | % | ||||
Mainstream | 23 | % | 24 | % | 29 | % | (4 | )% | (12 | )% | ||||
Mature and Other | 28 | % | 29 | % | 32 | % | 1 | % | 2 | % | ||||
Net Sales | 100 | % | 100 | % | 100 | % | 1 | % | 12 | % |
Vertical Market | ||||||||||||||
Telecom & Wireless | 45 | % | 40 | % | 41 | % | 14 | % | 23 | % | ||||
Industrial Automation, Military & Automotive | 22 | % | 22 | % | 22 | % | 1 | % | 13 | % | ||||
Networking, Computer & Storage | 15 | % | 19 | % | 18 | % | (20 | )% | (7 | )% | ||||
Other | 18 | % | 19 | % | 19 | % | (3 | )% | 7 | % | ||||
Net Sales | 100 | % | 100 | % | 100 | % | 1 | % | 12 | % |
FPGAs and CPLDs | ||||||||||||||
FPGA | 83 | % | 83 | % | 85 | % | 2 | % | 10 | % | ||||
CPLD | 9 | % | 9 | % | 8 | % | (2 | )% | 17 | % | ||||
Other Products | 8 | % | 8 | % | 7 | % | 0 | % | 32 | % | ||||
Net Sales | 100 | % | 100 | % | 100 | % | 1 | % | 12 | % |
• | New Products include the Stratix® V, Stratix IV, Arria® V, Arria II, Cyclone® V, Cyclone IV, MAX® V, HardCopy® IV devices and Enpirion PowerSoCs. |
• | Mainstream Products include the Stratix III, Cyclone III, MAX II and HardCopy III devices. |
• | Mature and Other Products include the Stratix II, Stratix, Arria GX, Cyclone II, Cyclone, MAX 3000A, MAX 7000, MAX 7000A, MAX 7000B, MAX 7000S, MAX 9000, HardCopy II, HardCopy, FLEX® series, APEX™ series, Mercury™, Excalibur™ devices, configuration and other devices, intellectual property cores, and software and other tools. |
Sequential Sales Growth | + 2% to + 6% |
Gross Margin | 67% +/- .5% |
Research and Development (1) | $104 - $106 million |
SG&A | $78 - $80 million |
Other Income/Expense, Net (2) | Net expense of approximately $4 million |
Tax Rate | 12% - 13% |
Diluted Share Count | Approximately 315 million |
Turns | Low 40's |
Inventory MSOH | High 3's |
Note (1): The business outlook for Research and Development expense includes amortization of acquisition-related intangible assets | |
Note (2): Other Income/Expense, Net includes Interest income and other and Interest expense in our consolidated statements of comprehensive income. |
Telecom & Wireless | Up |
Industrial Automation, Military & Automotive | Down |
Networking, Computer & Storage | Up |
Other | Flat |
Three Months Ended | ||||||||||||
(In thousands, except per share amounts) | March 28, 2014 | December 31, 2013 | March 29, 2013 | |||||||||
Net sales | $ | 461,092 | $ | 454,367 | $ | 410,501 | ||||||
Cost of sales | 151,868 | 144,024 | 126,083 | |||||||||
Gross margin | 309,224 | 310,343 | 284,418 | |||||||||
Operating expense | ||||||||||||
Research and development expense | 97,657 | 106,643 | 87,717 | |||||||||
Selling, general, and administrative expense | 74,507 | 84,692 | 78,600 | |||||||||
Amortization of acquisition-related intangible assets | 2,465 | 1,850 | 213 | |||||||||
Total operating expense | 174,629 | 193,185 | 166,530 | |||||||||
Operating margin (1) | 134,595 | 117,158 | 117,888 | |||||||||
Compensation expense — deferred compensation plan | 1,454 | 3,881 | 3,422 | |||||||||
Gain on deferred compensation plan securities | (1,454 | ) | (3,881 | ) | (3,422 | ) | ||||||
Interest income and other | (5,985 | ) | (4,902 | ) | (1,659 | ) | ||||||
Gain reclassified from other comprehensive income | (48 | ) | (24 | ) | (54 | ) | ||||||
Interest expense | 10,488 | 8,272 | 2,465 | |||||||||
Income before income taxes | 130,140 | 113,812 | 117,136 | |||||||||
Income tax expense/(benefit) | 13,626 | 14,878 | (3,053 | ) | ||||||||
Net income | 116,514 | 98,934 | 120,189 | |||||||||
Other comprehensive income/(loss): | ||||||||||||
Unrealized gain/(loss) on investments: | ||||||||||||
Unrealized holding gain/(loss) on investments arising during period, net of tax of $24, ($11) and ($5) | 12,560 | (26,811 | ) | (1 | ) | |||||||
Less: Reclassification adjustments for gain on investments included in net income, net of tax of $4, $2 and $5 | (44 | ) | (22 | ) | (49 | ) | ||||||
Other comprehensive income/(loss) | 12,516 | (26,833 | ) | (50 | ) | |||||||
Comprehensive income | $ | 129,030 | $ | 72,101 | $ | 120,139 | ||||||
Net income per share: | ||||||||||||
Basic | $ | 0.37 | $ | 0.31 | $ | 0.38 | ||||||
Diluted | $ | 0.37 | $ | 0.31 | $ | 0.37 | ||||||
Shares used in computing per share amounts: | ||||||||||||
Basic | 316,552 | 319,993 | 319,867 | |||||||||
Diluted | 318,901 | 322,018 | 323,021 | |||||||||
Dividends per common share | $ | 0.15 | $ | 0.15 | $ | 0.10 | ||||||
Tax rate | 10.5 | % | 13.1 | % | (2.6 | )% | ||||||
% of Net sales: | ||||||||||||
Gross margin | 67.1 | % | 68.3 | % | 69.3 | % | ||||||
Research and development (1) | 21.7 | % | 23.9 | % | 21.4 | % | ||||||
Selling, general, and administrative | 16.2 | % | 18.6 | % | 19.1 | % | ||||||
Operating margin(2) | 29.2 | % | 25.8 | % | 28.7 | % | ||||||
Net income | 25.3 | % | 21.8 | % | 29.3 | % |
Notes: | ||||||||||||
(1) Research and development expense as a percentage of Net sales includes amortization of acquisition-related intangible assets. (2) We define operating margin as gross margin less research and development expense, selling, general and administrative expense and amortization of acquisition-related intangible assets, as presented above. This presentation differs from income from operations as defined by U.S. Generally Accepted Accounting Principles ("GAAP"), as it excludes the effect of compensation associated with the deferred compensation plan obligations. Since the effect of compensation associated with our deferred compensation plan obligations is offset by losses/(gains) from related securities, we believe this presentation provides a more meaningful representation of our ongoing operating performance. A reconciliation of operating margin to income from operations follows: | ||||||||||||
Three Months Ended | ||||||||||||
(In thousands, except per share amounts) | March 28, 2014 | December 31, 2013 | March 29, 2013 | |||||||||
Operating margin (non-GAAP) | $ | 134,595 | $ | 117,158 | $ | 117,888 | ||||||
Compensation expense — deferred compensation plan | 1,454 | 3,881 | 3,422 | |||||||||
Income from operations (GAAP) | $ | 133,141 | $ | 113,277 | $ | 114,466 |
(In thousands, except par value amount) | March 28, 2014 | December 31, 2013 | ||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 2,752,111 | $ | 2,869,158 | ||||
Short-term investments | 157,136 | 141,487 | ||||||
Total cash, cash equivalents, and short-term investments | 2,909,247 | 3,010,645 | ||||||
Accounts receivable, net | 443,409 | 483,032 | ||||||
Inventories | 158,137 | 163,880 | ||||||
Deferred income taxes — current | 60,209 | 63,228 | ||||||
Deferred compensation plan — marketable securities | 65,646 | 66,455 | ||||||
Deferred compensation plan — restricted cash equivalents | 19,636 | 16,699 | ||||||
Other current assets | 50,535 | 48,901 | ||||||
Total current assets | 3,706,819 | 3,852,840 | ||||||
Property and equipment, net | 198,266 | 204,142 | ||||||
Long-term investments | 1,718,237 | 1,695,066 | ||||||
Deferred income taxes — non-current | 18,422 | 10,806 | ||||||
Goodwill | 74,341 | 73,968 | ||||||
Acquisition-related intangible assets, net | 79,685 | 82,150 | ||||||
Other assets, net | 77,280 | 76,676 | ||||||
Total assets | $ | 5,873,050 | $ | 5,995,648 | ||||
Liabilities and stockholders' equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 35,997 | $ | 44,163 | ||||
Accrued liabilities | 42,814 | 41,218 | ||||||
Accrued compensation and related liabilities | 49,838 | 51,105 | ||||||
Deferred compensation plan obligations | 85,282 | 83,154 | ||||||
Deferred income and allowances on sales to distributors | 414,519 | 487,746 | ||||||
Total current liabilities | 628,450 | 707,386 | ||||||
Income taxes payable — non-current | 286,603 | 276,326 | ||||||
Long-term debt | 1,491,789 | 1,491,466 | ||||||
Other non-current liabilities | 8,295 | 8,403 | ||||||
Total liabilities | 2,415,137 | 2,483,581 | ||||||
Stockholders' equity: | ||||||||
Common stock: $.001 par value; 1,000,000 shares authorized; outstanding - 313,609 shares at March 28, 2014 and 317,769 shares at December 31, 2013 | 314 | 318 | ||||||
Capital in excess of par value | 1,197,456 | 1,216,826 | ||||||
Retained earnings | 2,275,589 | 2,322,885 | ||||||
Accumulated other comprehensive loss | (15,446 | ) | (27,962 | ) | ||||
Total stockholders' equity | 3,457,913 | 3,512,067 | ||||||
Total liabilities and stockholders' equity | $ | 5,873,050 | $ | 5,995,648 | ||||
Three Months Ended | ||||||||
(In thousands) | March 28, 2014 | March 29, 2013 | ||||||
Cash Flows from Operating Activities: | ||||||||
Net income | $ | 116,514 | $ | 120,189 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 14,628 | 11,161 | ||||||
Amortization of acquisition-related intangible assets | 2,465 | 213 | ||||||
Amortization of debt discount and debt issuance costs | 779 | 281 | ||||||
Stock-based compensation | 23,347 | 22,242 | ||||||
Net gain on sale of available-for-sale securities | (48 | ) | — | |||||
Amortization of investment discount/premium | 685 | — | ||||||
Deferred income tax expense/(benefit) | 9,211 | (15,606 | ) | |||||
Tax effect of employee stock plans | (217 | ) | 861 | |||||
Excess tax benefit from employee stock plans | (326 | ) | (741 | ) | ||||
Changes in assets and liabilities, net of effects of acquisitions: | ||||||||
Accounts receivable, net | 39,623 | (42,709 | ) | |||||
Inventories | 5,743 | 13,439 | ||||||
Other assets | (3,992 | ) | 13,036 | |||||
Accounts payable and other liabilities | (3,425 | ) | (9,660 | ) | ||||
Deferred income and allowances on sales to distributors | (73,227 | ) | 36,649 | |||||
Income taxes payable | (2,004 | ) | 6,239 | |||||
Deferred compensation plan obligations | 674 | (6,116 | ) | |||||
Net cash provided by operating activities | 130,430 | 149,478 | ||||||
Cash Flows from Investing Activities: | ||||||||
Purchases of property and equipment | (12,622 | ) | (14,586 | ) | ||||
(Purchases)/sales of deferred compensation plan securities, net | (674 | ) | 6,116 | |||||
Purchases of available-for-sale securities | (103,982 | ) | (121,111 | ) | ||||
Proceeds from sale of available-for-sale securities | 35,562 | 48,978 | ||||||
Proceeds from maturity of available-for-sale securities | 41,548 | 34,416 | ||||||
Purchase of other investments | — | (176 | ) | |||||
Net cash used in investing activities | (40,168 | ) | (46,363 | ) | ||||
Cash Flows from Financing Activities: | ||||||||
Proceeds from issuance of common stock through stock plans | 6,082 | 8,442 | ||||||
Shares withheld for employee taxes | (3,048 | ) | (3,360 | ) | ||||
Payment of dividends to stockholders | (47,554 | ) | (31,978 | ) | ||||
Long-term debt and credit facility issuance costs | (1,321 | ) | — | |||||
Repurchases of common stock | (161,794 | ) | — | |||||
Excess tax benefit from employee stock plans | 326 | 741 | ||||||
Net cash used in financing activities | (207,309 | ) | (26,155 | ) | ||||
Net (decrease)/increase in cash and cash equivalents | (117,047 | ) | 76,960 | |||||
Cash and cash equivalents at beginning of period | 2,869,158 | 2,876,627 | ||||||
Cash and cash equivalents at end of period | $ | 2,752,111 | $ | 2,953,587 |