8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 2, 2013

ZEBRA TECHNOLOGIES CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware	000-19406	36-2675536
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

475 Half Day Road, Suite 500, Lincolnshire, Illinois	60069
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: 847-634-6700

(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 240.13c-4(c))

Item 2.02. Results of Operations and Financial Conditions.

The information contained in this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On May 2, 2013, we announced our results of operations and financial position as of and for the first quarter ended March 30, 2013. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following Exhibit is being furnished herewith:

Exhibit Number	Description of Exhibits
99.1	Registrant’s Press Release dated May 2, 2013

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 hereunto duly authorized.

	ZEBRA TECHNOLOGIES CORPORATION
Date: May 2, 2013	By:	/s/ Jim Kaput
		Jim Kaput
		SVP, General Counsel

EXHIBIT INDEX

Exhibit Number	Description of Exhibits
99.1	Registrant’s Press Release dated May 2, 2013

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:
Investors:	Media:
Douglas A. Fox, CFA	Robb Kristopher
Vice President, Investor Relations	Director, Corporate Communications
and Treasurer	and Public Relations
+ 1 847 793 6735	+ 1 847 793 5514
dfox@zebra.com	rkristopher@zebra.com

Zebra Technologies Announces Financial Results for the 2013 First Quarter

Temporary slowdown in North America prompts reduction in channel inventories;

Sales rebound expected for second quarter

Lincolnshire, IL, May 2, 2013—Zebra Technologies Corporation (NASDAQ: ZBRA) today announced 2013 first quarter diluted earnings of $0.46 per share, which includes exit, restructuring and acquisition costs that reduced earnings by $0.04 per share. Earnings for the first quarter of 2012 totaled $0.58 per share. Net sales for the quarter ended March 30, 2013, decreased 2.8% to $236,937,000 from $243,875,000 for the first quarter of 2012.

Summary Financial Performance (Unaudited)
	1Q13		1Q12		Change
Net sales (in 000s)	$	236,937	$	243,875		(2.8	)%
Gross margin (%)		47.7		49.2		(1.5	) pts.
Operating margin (%)		11.9		17.3		(5.4	) pts.
Net income (in 000s)	$	23,542	$	30,164		(22.0	)%
Diluted earnings per share:	$	0.46	$	0.58		(20.7	)%

“Entering the first quarter, we expected growth in North America for the full quarter to offset the anticipated decline in Europe. However, a slowdown in our North American business during the first half of the period caused some of our distribution channel partners to meaningfully reduce inventories,” stated Anders Gustafsson, Zebra’s chief executive officer. “During the quarter, our international operations performed largely as expected. Business activity in all regions has now increased, and the pipeline of opportunities has improved. We also made progress on developing new, incremental revenue streams with solutions such as mobile point-of-sale, location solutions and RFID that are emerging with important technology trends. We remain confident in Zebra’s continued ability to invest in those areas that deliver the highest risk-adjusted returns and increasing shareholder value.”

Mr. Gustafsson added, “Looking ahead, our focus remains on driving growth, but we are cognizant of the ongoing business climate worldwide. As a result, we will remain responsive to these challenges by optimizing our cost structure and allocation of resources, while maintaining investments in important, high-return business development opportunities.”

As of March 30, 2013, Zebra had $417,564,000 in cash and investments, and no long-term debt. Net inventories were $116,417,000, and net accounts receivable were $169,255,000.

Discussion and Analysis – First quarter

• Net sales for the first quarter were affected by the ongoing challenged conditions in Europe and Asia, along with a slowdown in business during the first few weeks of the quarter in North America. Sales increases of 3.8% in Latin America and 0.9% in North America were offset by sales declines of 0.7% in Asia Pacific and 9.8% in the Europe, Middle East and Africa (EMEA) region. On a constant-currency basis, sales in EMEA declined 2.8%. Sales of supplies – thermal ribbons, labels, wristbands and receipts – increased by 14.3%.

• Gross profit margin of 47.7%, versus 49.2% in 2012, reflects lower sales across Europe, Middle East and Africa (EMEA), and Asia Pacific regions in addition to unfavorable movements in product mix.

• Operating expense growth of 9.0%, including $1,895,000 in exit and restructuring costs and $482,000 in acquisition costs. Higher selling and marketing, research and development, and general and administrative expenses generally relate to increased employee-related expenses. Amortization also increased over 2012 levels.

Stock Purchase Update

During the first quarter of 2013, Zebra returned $3.9 million to shareholders through the repurchase of 87,254 shares of Zebra Technologies Corporation Class A Common Stock at an average price of $44.56 per share. At March 30, 2013, the company had 1,935,082 shares remaining in its stock buyback authorization, and 51,017,867 shares of common stock were outstanding.

Second Quarter Outlook

Zebra announced its financial forecast for the second quarter of 2013. Net sales are expected within a range of $246,000,000 to $258,000,000. Diluted earnings per share are expected within a range of $0.58 to $0.67.

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Conference Call Notification

Investors are invited to listen to a live webcast of Zebra’s conference call discussing the company’s financial results for the first quarter of 2013. The conference call will be held at 11:00 AM Eastern Time today. To listen to the call, visit the company’s website at http://www.zebra.com.

Forward-looking Statement

This press release contains forward-looking statements, as defined by the Private Securities Litigation Reform Act of 1995, including, without limitation, the statements regarding the company’s financial forecast for the second quarter of 2013 stated in the paragraph above captioned “Second Quarter Outlook.” Actual results may differ from those expressed or implied in the company’s forward-looking statements. These statements represent estimates only as of the date they were made. Zebra undertakes no obligation, other than as may be required by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this release.

These forward-looking statements are based on current expectations, forecasts and assumptions and are subject to the risks and uncertainties inherent in Zebra’s industry, market conditions, general domestic and international economic conditions, and other factors. These factors include customer acceptance of Zebra’s hardware and software products and competitors’ product offerings, and the potential effects of technological changes. The continued uncertainty over future global economic conditions, the availability of credit, capital markets volatility, may have adverse effects on Zebra, its suppliers and its customers. In addition, a disruption in our ability to obtain products from vendors as a result of supply chain constraints, natural disasters or other circumstances could restrict sales and negatively affect customer relationships. Profits and profitability will be affected by Zebra’s ability to control manufacturing and operating costs. Because of a large investment portfolio, interest rates and financial market conditions will also have an impact on results. Foreign exchange rates will have an effect on financial results because of the large percentage of our international sales. The outcome of litigation in which Zebra may be involved is another factor. The success of integrating acquisitions could also affect profitability, reported results and the company’s competitive position in it industry. These and other factors could have an adverse effect on Zebra’s sales, gross profit margins and results of operations and increase the volatility of our financial results. When used in this release and documents referenced, the words “anticipate,” “believe,” “estimate,” and “expect” and similar expressions, as they relate to the company or its management, are intended to identify such forward-looking statements, but are not the exclusive means of identifying these statements. Descriptions of the risks, uncertainties and other factors that could affect the company’s future operations and results can be found in Zebra’s filings with the Securities and Exchange Commission. In particular, readers are referred to Zebra’s Form 10-K for the year ended December 31, 2012.

About Zebra Technologies

A global leader respected for innovation and reliability, Zebra Technologies Corporation (NASDAQ: ZBRA) offers technologies that give a virtual voice to an organization’s assets, people and transactions, enabling organizations to unlock greater business value. The company’s extensive portfolio of marking and printing technologies, including RFID and real-time location solutions, illuminates mission-critical information to help customers take smarter business actions. For more information about Zebra’s solutions, visit http://www.zebra.com.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

	March 30, 2013			December 31, 2012
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	49,592		$	64,740
Investments and marketable securities		364,529			324,140
Accounts receivable, net		169,255			168,732
Inventories, net		116,417			123,357
Deferred income taxes		12,962			13,484
Prepaid expenses and other current assets		17,379			16,410
Total current assets		730,134			710,863
Property and equipment at cost, less accumulated depreciation and amortization		101,054			101,349
Long-term deferred income taxes		2,134			2,602
Goodwill		94,942			94,942
Other intangibles, net		37,288			39,151
Long-term investments and marketable securities		3,443			5,195
Other assets		14,602			13,646
Total assets	$	983,597		$	967,748
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	20,141		$	23,045
Accrued liabilities		43,932			57,234
Deferred revenue		13,445			13,326
Income taxes payable		2,374			1,609
Total current liabilities		79,892			95,214
Deferred rent		1,245			1,303
Other long-term liabilities		16,096			14,229
Total liabilities		97,233			110,746
Stockholders’ equity:
Preferred Stock		—			—
Class A Common Stock		722			722
Additional paid-in capital		140,736			139,523
Treasury stock		(638,596	)		(641,438	)
Retained earnings		1,392,062			1,368,520
Accumulated other comprehensive loss		(8,560	)		(10,325	)
Total stockholders’ equity		886,364			857,002
Total liabilities and stockholders’ equity	$	983,597		$	967,748

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EARNINGS

(Amounts in thousands, except per share data)

(Unaudited)

	Three Months Ended
	March 30, 2013			March 31, 2012
Net sales:
Net sales of tangible products	$	225,121		$	232,476
Revenue from services and software		11,816			11,399
Total net sales		236,937			243,875
Cost of sales
Cost of sales of tangible products		117,111			119,033
Cost of services and software		6,761			4,959
Total cost of sales		123,872			123,992
Gross profit		113,065			119,883
Operating expenses:
Selling and marketing		33,515			32,114
Research and development		21,858			20,416
General and administrative		25,276			24,320
Amortization of intangible assets		1,863			770
Acquisition costs		482			254
Exit and restructuring costs		1,895			—
Total operating expenses		84,889			77,874
Operating income		28,176			42,009
Other income (expense):
Investment income		677			592
Foreign exchange loss		(98	)		(342	)
Other, net		9			(364	)
Total other income (expense)		588			(114	)
Income before income taxes		28,764			41,895
Income taxes		5,222			11,731
Net income	$	23,542		$	30,164
Basic earnings per share	$	0.46		$	0.58
Diluted earnings per share	$	0.46		$	0.58
Basic weighted average shares outstanding		50,980			51,998
Diluted weighted average and equivalent shares outstanding		51,366			52,301

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Amounts in thousands)

(Unaudited)

	Three Months Ended
	March 30, 2013			March 31, 2012
Net income	$	23,542		$	30,164
Other comprehensive income (loss):
Unrealized gains (loss) on hedging transactions, net of income taxes		1,743			(4,646	)
Unrealized holding gains (loss) on investments, net of income taxes		(72	)		570
Foreign currency translation adjustment		94			83
Comprehensive income	$	25,307		$	26,171

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

(Unaudited)

	Three Months Ended
	March 30, 2013			March 31, 2012
Cash flows from operating activities:
Net income	$	23,542		$	30,164
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		7,372			5,959
Share-based compensation		2,146			3,800
Excess tax benefit from share-based compensation		(358	)		(66	)
Loss on sale of property and equipment		136			83
Deferred income taxes		990			(391	)
Changes in assets and liabilities:
Accounts receivable, net		(516	)		(1,862	)
Inventories, net		6,943			7,169
Other assets		(137	)		9,395
Accounts payable		(7,119	)		(3,378	)
Accrued liabilities		(12,787	)		(16,881	)
Deferred revenue		1,618			1,151
Income taxes		649			6,135
Other operating activities		1,685			(4,725	)
Net cash provided by operating activities		24,164			36,553
Cash flows from investing activities:
Purchases of property and equipment		(1,952	)		(7,654	)
Proceeds from the sale of business		—			13,790
Acquisition of intangible assets		(500	)		—
Acquisition of long-term equity investment		(604	)		—
Purchases of investments and marketable securities		(106,947	)		(132,390	)
Maturities of investments and marketable securities		3,144			81,189
Proceeds from sales of investments and marketable securities		65,094			21,748
Net cash used in investing activities		(41,765	)		(23,317	)
Cash flows from financing activities:
Purchase of treasury stock		(3,888	)		(9,775	)
Proceeds from exercise of stock options and stock purchase plan purchases		5,913			1,998
Excess tax benefit from share-based compensation		358			66
Net cash provided by (used in) financing activities		2,383			(7,711	)
Effect of exchange rate changes on cash		70			—
Net increase (decrease) in cash and cash equivalents		(15,148	)		5,525
Cash and cash equivalents at beginning of period		64,740			36,418
Cash and cash equivalents at end of period	$	49,592		$	41,943
Supplemental disclosures of cash flow information:
Income taxes paid, net	$	2,271		$	7,956

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL SALES INFORMATION

(Amounts in thousands)

(Unaudited)

SALES BY PRODUCT CATEGORY

	Three Months Ended
	March 30,		March 31,		Percent			Percent of		Percent of
Product Category	2013		2012		Change			Net Sales – 2013		Net Sales – 2012
Hardware	$	166,692	$	181,196		(8.0	)		70.3		74.3
Supplies		57,123		49,962		14.3			24.1		20.5
Service and software		11,816		11,399		3.7			5.0		4.7
Subtotal products		235,631		242,557		(2.9	)		99.4		99.5
Shipping and handling		1,306		1,318		(0.9	)		0.6		0.5
Total net sales	$	236,937	$	243,875		(2.8	)		100.0		100.0

SALES BY GEOGRAPHIC REGION

	Three Months Ended
	March 30,		March 31,		Percent			Percent of		Percent of
Geographic Region	2013		2012		Change			Net Sales – 2013		Net Sales – 2012
Europe, Middle East and Africa	$	77,673	$	86,121		(9.8	)		32.8		35.3
Latin America		23,131		22,287		3.8			9.8		9.1
Asia-Pacific		32,909		33,148		(0.7	)		13.9		13.6
Total International		133,713		141,556		(5.5	)		56.5		58.0
North America		103,224		102,319		0.9			43.5		42.0
Total net sales	$	236,937	$	243,875		(2.8	)		100.0		100.0

ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

PRINTER UNITS and AVERAGE UNIT PRICES

(Unaudited)

	Three Months Ended
	March 30,		March 31,		Percent
	2013		2012		Change
Total printers shipped		299,633		297,669		0.7
Average selling price of printers shipped	$	469	$	503		(6.7	)

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