e8vk
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
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Date of Report (Date of Earliest Event Reported):
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November 4, 2010 |
Skyworks Solutions, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-5560
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04-2302115 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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20 Sylvan Road, Woburn,
Massachusetts
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01801 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number, including area code:
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781-376-3000 |
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:
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))
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition.
The information contained herein and in the accompanying exhibit shall not be deemed filed
for purposes of Section 18 of the Securities Exchange Act of 1934, 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
November 4, 2010, Skyworks Solutions, Inc. issued a press release in which it announced
financial results for the three and twelve month periods ended October 1, 2010. A copy of the press
release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press
Release dated November 4, 2010, announcing Skyworks Solutions,
Inc.s financial results for the three and twelve month periods
ended October 1, 2010.
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.
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Skyworks Solutions, Inc.
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November 4, 2010 |
By: |
/s/ Donald W. Palette
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Name: |
Donald W. Palette |
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Title: |
Vice President and Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit |
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Number |
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Description |
99.1
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Press Release dated November 4, 2010, announcing Skyworks Solutions, Inc.s financial results
for the three and twelve month periods ended October 1, 2010. |
exv99w1
Exhibit 99.1
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Skyworks Media Relations:
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Skyworks Investor Relations: |
Pilar Barrigas
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Stephen Ferranti |
(949) 231-3061
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(781) 376-3056 |
Skyworks Delivers $313.3 Million in Revenue and
$0.43 of Non-GAAP Diluted EPS in Q4 FY10
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Posts 14 Percent Sequential and 37 Percent Year-Over-Year Revenue Growth |
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Expands Operating Margin to 26.1 Percent on a Non-GAAP Basis |
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Exits the Quarter with $459 Million in Cash |
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Guides to $330 to $335 Million in Revenue, a 27-28 Percent Non-GAAP Operating
Margin and $0.44 of Non-GAAP Diluted EPS in Q1 FY11 |
WOBURN, Mass., Nov. 4, 2010 Skyworks Solutions, Inc. (NASDAQ: SWKS), an innovator of high
reliability analog and mixed signal semiconductors enabling a broad range of end markets, today
reported fourth fiscal quarter and year end 2010 results. Revenue for the quarter was $313.3
million, up 14 percent sequentially and 37 percent year-over-year, and greater than the companys
updated guidance of $310 million provided on September 21 at its Analyst Day. For fiscal year
2010, revenue was $1.072 billion versus $802.6 million in fiscal 2009, a 34 percent increase.
On a non-GAAP basis, operating income for the fourth fiscal quarter was $81.8 million, up from
$42.5 million in the prior-year period, reflecting a 92 percent increase. Non-GAAP diluted
earnings per share for the fourth fiscal quarter was $0.43, including a $0.02 benefit for lower
than forecasted taxes, and compared to $0.24 for the same period a year ago. On a GAAP basis,
operating income for the fourth fiscal quarter of 2010 was $65.4 million and diluted earnings per
share was $0.25.
For fiscal 2010, non-GAAP operating income was $246.3 million, up 104 percent from $120.9
million in fiscal 2009, while non-GAAP earnings per share for the year was $1.26 compared to $0.69
in fiscal 2009. On a GAAP basis, operating income for fiscal 2010 was $199.7 million and diluted
earnings per share was $0.75.
Skyworks is capitalizing on consumers insatiable demand for always on connectivity,
broadband mobility and access, as well as home automation applications, said David J. Aldrich,
president and chief executive officer of Skyworks. We believe
Q4 FY10 Earnings Press Release
our strategy of diversifying across new vertical markets and customers while continuously
improving operational execution will translate into sustainable above market growth, greater
operating leverage and increasing shareholder value.
Q4 Business Highlights
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Expanded gross margin by 290 basis points year-over-year to 43.8 percent on a non-GAAP
basis (43.5 percent GAAP) |
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Extended smart energy presence by capturing design wins enabling LED-based streetlight
monitors and controllers |
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Ramped shipments of ZigBee-enabled solutions targeting hospitality and security
applications |
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Gained traction at Huawei and ZTE with portfolio of high performance broadband
synthesizers spanning ultra wide frequency ranges |
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Secured reference design wins with Broadcom addressing HDTV, Blu-ray player, notebook,
gaming console and smartphone platforms |
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Shipped more than 4 million wireless connectivity solutions in support of the rapidly
emerging tablet market |
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Designed into next-generation cable head-end distribution systems at Motorola |
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Commenced volume production of analog components at Cisco for fiber to the curb (FTTC),
fiber to the home (FTTH), cable set-top box and wireless video systems |
First Fiscal Quarter 2011 Outlook
Given our strong order visibility and increasing customer demand, we are forecasting revenue
in the $330 to $335 million range for the current quarter, representing a 35 to 37 percent
year-over-year increase, said Donald W. Palette, vice president and chief financial officer of
Skyworks. Operationally, we expect to deliver continued gross margin expansion and operating
leverage yielding a 27-28 percent non-GAAP operating margin. As a result, we intend to increase
our non-GAAP diluted earnings per share to $0.44 in the December quarter.
For further information regarding use of non-GAAP measures in this press release, please refer
to the Discussion Regarding the Use of Non-GAAP Financial Measures set forth below.
Q4 FY10 Earnings Press Release
Skyworks Fourth Fiscal Quarter 2010 Conference Call
Skyworks will host a conference call with analysts to discuss its fourth fiscal quarter 2010
results and business outlook today at 5:00 p.m. Eastern time. To listen to the conference call via
the Internet, please visit the investor relations section of Skyworks Web site. To listen to the
conference call via telephone, please call 888-256-0991 (domestic) or 913-312-1446 (international),
confirmation code: 4785423.
Playback of the conference call will begin at 9:00 p.m. Eastern time on November 4, and end at
9:00 p.m. Eastern time on November 11. The replay will be available on Skyworks Web site or by
calling 888-203-1112 (domestic) or 719-457-0820 (international), pass code: 4785423.
About Skyworks
Skyworks Solutions, Inc. is an innovator of high reliability analog and mixed signal
semiconductors. Leveraging core technologies, Skyworks offers diverse standard and custom linear
products supporting automotive, broadband, cellular infrastructure, energy management, industrial,
medical, military and mobile handset applications. The Companys portfolio includes amplifiers,
attenuators, detectors, diodes, directional couplers, front-end modules, hybrids, infrastructure RF
subsystems, mixers/demodulators, phase shifters, PLLs/synthesizers/VCOs, power dividers/combiners,
receivers, switches and technical ceramics.
Headquartered in Woburn, Mass., Skyworks is worldwide with engineering, manufacturing, sales
and service facilities throughout Asia, Europe and North America. For more information, please
visit Skyworks Web site at: www.skyworksinc.com.
Safe Harbor Statement
This news release includes forward-looking statements intended to qualify for the safe
harbor from liability established by the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include without limitation information relating to future results and
expectations of Skyworks (including without limitation certain projections and business trends).
Forward-looking statements can often be identified by words such as anticipates, expects,
forecasts, intends, believes, plans, may, will, or continue, and similar expressions
and variations or negatives of these words. All such statements are subject to certain risks,
uncertainties and other important factors that could cause actual results to differ materially and
adversely from those projected, and may affect our future operating results, financial position and
cash flows.
These risks, uncertainties and other important factors include, but are not limited to:
uncertainty regarding global economic and financial market conditions; the susceptibility of the
wireless semiconductor industry and the markets addressed by our, and our customers, products to
economic downturns; the timing, rescheduling or cancellation of significant customer orders and our
ability, as well as the ability of our customers, to manage inventory; losses or curtailments of
purchases or payments from key customers,
or the timing of customer inventory adjustments; changes in laws, regulations and/or policies
in the United States that could adversely affect financial markets and our ability to raise
capital; our ability to develop, manufacture and market innovative products in a highly price
competitive and rapidly changing technological environment; economic, social and political
conditions in the countries in which we, our customers or our suppliers operate, including security
and health risks, possible disruptions in transportation networks and fluctuations in foreign
currency exchange rates; fluctuations in our manufacturing yields due to our complex and
specialized manufacturing processes; delays or disruptions in production due to equipment
maintenance, repairs and/or upgrades; our reliance on several key customers
Q4 FY10 Earnings Press Release
for a large percentage of our sales; fluctuations in the manufacturing yields of our third party
semiconductor foundries and other problems or delays in the fabrication, assembly, testing or
delivery of our products; the availability and pricing of third party semiconductor foundry,
assembly and test capacity and raw materials; our ability to timely and accurately predict market
requirements and evolving industry standards, and to identify opportunities in new markets;
uncertainties of litigation, including potential disputes over intellectual property infringement
and rights, as well as payments related to the licensing and/or sale of such rights; our ability to
rapidly develop new products and avoid product obsolescence; our ability to retain, recruit and
hire key executives, technical personnel and other employees in the positions and numbers, with the
experience and capabilities, and at the compensation levels needed to implement our business and
product plans; lengthy product development cycles that impact the timing of new product
introductions; unfavorable changes in product mix; the quality of our products and any remediation
costs; shorter than expected product life cycles; problems or delays that we may face in shifting
our products to smaller geometry process technologies and in achieving higher levels of design
integration; and our ability to continue to grow and maintain an intellectual property portfolio
and obtain needed licenses from third parties, as well as other risks and uncertainties, including
but not limited to those detailed from time to time in our filings with the Securities and Exchange
Commission.
These forward-looking statements are made only as of the date hereof, and we undertake no
obligation to update or revise the forward-looking statements, whether as a result of new
information, future events or otherwise.
Note to Editors: Skyworks and Skyworks Solutions are trademarks or registered trademarks of
Skyworks Solutions, Inc. or its subsidiaries in the United States and in other countries. All other
brands and names listed are trademarks of their respective companies.
# # #
SKYWORKS SOLUTIONS, INC.
UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS
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Three Months Ended |
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Year Ended |
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Oct. 1, |
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Oct. 2, |
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Oct. 1, |
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Oct. 2, |
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(in thousands, except per share amounts) |
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2010 |
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2009 (1) |
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2010 |
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2009 (1) |
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Net revenues |
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$ |
313,283 |
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$ |
228,146 |
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$ |
1,071,849 |
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$ |
802,577 |
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Cost of goods sold |
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177,124 |
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135,618 |
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615,016 |
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484,357 |
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Gross profit |
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136,159 |
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92,528 |
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456,833 |
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318,220 |
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Operating expenses: |
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Research and development |
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35,409 |
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31,090 |
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134,140 |
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123,996 |
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Selling, general and administrative |
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33,689 |
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26,311 |
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117,853 |
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100,421 |
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Restructuring and other charges |
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(1,040 |
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15,982 |
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Amortization of intangibles |
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1,634 |
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2,175 |
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6,136 |
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6,118 |
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Total operating expenses |
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70,732 |
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59,576 |
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257,089 |
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246,517 |
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Operating income |
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65,427 |
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32,952 |
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199,744 |
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71,703 |
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Interest expense |
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(627 |
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(1,937 |
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(4,246 |
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(8,290 |
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(Loss) gain on early retirement of
convertible debt |
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(323 |
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(79 |
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4,590 |
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Other (loss) income, net |
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(45 |
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396 |
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(345 |
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1,753 |
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Income before income taxes |
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64,755 |
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31,088 |
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195,074 |
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69,756 |
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Provision (credit) for income taxes |
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17,951 |
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(27,249 |
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57,780 |
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(25,227 |
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Net income |
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$ |
46,804 |
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$ |
58,337 |
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$ |
137,294 |
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$ |
94,983 |
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Earnings per share: |
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Basic |
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$ |
0.26 |
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$ |
0.34 |
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$ |
0.78 |
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$ |
0.57 |
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Diluted |
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$ |
0.25 |
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$ |
0.33 |
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$ |
0.75 |
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$ |
0.56 |
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Weighted average shares: |
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Basic |
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177,418 |
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170,283 |
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175,020 |
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167,047 |
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Diluted |
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184,734 |
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177,120 |
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182,738 |
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169,663 |
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(1) |
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Effective October 3, 2009, we adopted ASC 470-20 Debt, Debt with Conversions and Other
Options (ASC 470-20) in accordance with GAAP. Our financial statements for the three months and
fiscal year ended October 2, 2009 have been adjusted to reflect the retrospective adoption of this
new accounting principle. |
SKYWORKS SOLUTIONS, INC.
UNAUDITED RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
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Three Months Ended |
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Year Ended |
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Oct. 1, |
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Oct. 2, |
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Oct. 1, |
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Oct. 2, |
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(in thousands) |
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2010 |
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2009 |
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2010 |
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2009 |
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GAAP gross profit |
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$ |
136,159 |
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$ |
92,528 |
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$ |
456,833 |
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$ |
318,220 |
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Share-based compensation expense
[a] |
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1,105 |
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870 |
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3,857 |
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3,129 |
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Cost of goods sold adjustments [b] |
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3,458 |
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Non-GAAP gross profit |
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$ |
137,264 |
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$ |
93,398 |
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$ |
460,690 |
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$ |
324,807 |
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Non-GAAP gross margin % |
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43.8 |
% |
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40.9 |
% |
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43.0 |
% |
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40.5 |
% |
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Three Months Ended |
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Year Ended |
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Oct. 1, |
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Oct. 2, |
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Oct. 1, |
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Oct. 2, |
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(in thousands) |
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2010 |
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2009 |
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2010 |
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2009 |
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GAAP operating income |
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$ |
65,427 |
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$ |
32,952 |
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$ |
199,744 |
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$ |
71,703 |
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Share-based compensation expense [a] |
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14,503 |
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7,145 |
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40,742 |
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23,466 |
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Cost of goods sold adjustments [b] |
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3,458 |
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Selling, general and administrative
adjustments [b] |
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(523 |
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Amortization of intangible assets |
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1,634 |
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2,175 |
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6,136 |
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6,118 |
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Deferred executive compensation |
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|
233 |
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242 |
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|
752 |
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|
732 |
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Restructuring and other (credits) charges [b] |
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(1,040 |
) |
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15,982 |
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Non-GAAP operating income |
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$ |
81,797 |
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$ |
42,514 |
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$ |
246,334 |
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$ |
120,936 |
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Non-GAAP operating margin % |
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26.1 |
% |
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18.6 |
% |
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23.0 |
% |
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|
15.1 |
% |
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Three Months Ended |
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Year Ended |
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Oct. 1, |
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Oct. 2, |
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Oct. 1, |
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Oct. 2, |
|
(in thousands) |
|
2010 |
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|
2009 (1) |
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2010 |
|
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2009 (1) |
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|
GAAP net income |
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$ |
46,804 |
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$ |
58,337 |
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$ |
137,294 |
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$ |
94,983 |
|
Share-based compensation expense [a] |
|
|
14,503 |
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|
7,145 |
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40,742 |
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|
23,466 |
|
Cost of goods sold adjustments [b] |
|
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|
|
|
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|
3,458 |
|
Selling, general and administrative adjustments
[b] |
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|
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|
(523 |
) |
Amortization of intangible assets |
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1,634 |
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|
2,175 |
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6,136 |
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|
6,118 |
|
Deferred executive compensation |
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|
233 |
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|
242 |
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|
752 |
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|
732 |
|
Restructuring and other (credits) charges [b] |
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|
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(1,040 |
) |
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|
15,982 |
|
Loss (gain) on early retirement of convertible
debt [c] |
|
|
|
|
|
|
323 |
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|
79 |
|
|
|
(4,590 |
) |
Amortization of discount on convertible debt [d] |
|
|
322 |
|
|
|
1,130 |
|
|
|
2,502 |
|
|
|
4,646 |
|
Tax adjustments [e] |
|
|
15,287 |
|
|
|
(27,504 |
) |
|
|
42,982 |
|
|
|
(27,757 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income |
|
$ |
78,783 |
|
|
$ |
41,848 |
|
|
$ |
229,447 |
|
|
$ |
116,515 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Year Ended |
|
|
|
Oct. 1, |
|
|
Oct. 2, |
|
|
Oct. 1, |
|
|
Oct. 2, |
|
|
|
2010 |
|
|
2009 (1) |
|
|
2010 |
|
|
2009 (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income per share, diluted |
|
$ |
0.25 |
|
|
$ |
0.33 |
|
|
$ |
0.75 |
|
|
$ |
0.56 |
|
Share-based compensation expense [a] |
|
|
0.08 |
|
|
|
0.04 |
|
|
|
0.22 |
|
|
|
0.14 |
|
Cost of goods sold adjustments [b] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.02 |
|
Amortization of intangible assets |
|
|
0.01 |
|
|
|
0.01 |
|
|
|
0.04 |
|
|
|
0.04 |
|
Restructuring and other (credits) charges [b] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.09 |
|
Loss (gain) on early retirement of convertible
debt [c] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03 |
) |
Amortization of discount on convertible debt [d] |
|
|
|
|
|
|
0.01 |
|
|
|
0.01 |
|
|
|
0.03 |
|
Tax adjustments [e] |
|
|
0.09 |
|
|
|
(0.15 |
) |
|
|
0.24 |
|
|
|
(0.16 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income per share, diluted |
|
$ |
0.43 |
|
|
$ |
0.24 |
|
|
$ |
1.26 |
|
|
$ |
0.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Effective October 3, 2009, we adopted ASC 470-20 Debt, Debt with Conversions and Other
Options (ASC 470-20) in accordance with GAAP. Our financial statements for the three months and
fiscal year ended October 2, 2009 have been adjusted to reflect the retrospective adoption of this
new accounting principle. |
SKYWORKS SOLUTIONS, INC.
DISCUSSION REGARDING THE USE OF NON-GAAP FINANCIAL MEASURES
Our earnings release contains the following financial measures which have not been calculated in
accordance with United States Generally Accepted Accounting Principles (GAAP): (i) non-GAAP gross
profit and gross margin, (ii) non-GAAP operating income and operating margin, (iii) non-GAAP net
income, and (iv) non-GAAP net income per share (diluted). As set forth in the Unaudited
Reconciliation of Non-GAAP Financial Measures table found above, we derive such non-GAAP financial
measures by excluding certain expenses and other items from the respective GAAP financial measure
that is most directly comparable to each non-GAAP financial measure. Management uses these non-GAAP
financial measures to evaluate our operating performance and compare it against past periods, make
operating decisions, forecast for future periods, compare operating performance against peer
companies and determine payments under certain compensation programs. These non-GAAP financial
measures provide management with additional means to understand and evaluate the operating results
and trends in our ongoing business by eliminating certain non-recurring expenses (which may not
occur in each period presented) and other items that management believes might otherwise make
comparisons of our ongoing business with prior periods and competitors more difficult, obscure
trends in ongoing operations or reduce managements ability to make useful forecasts.
We provide investors with non-GAAP gross profit and gross margin, non-GAAP operating income and
operating margin and non-GAAP net income because we believe it is important for investors to be
able to closely monitor and understand changes in our ability to generate income from ongoing
business operations. We believe these non-GAAP financial measures give investors a more effective
method to evaluate historical operating performance and identify trends, additional means of
evaluating period-over-period operating performance and a method to facilitate certain comparisons
of operating results to peer companies. We also believe that providing non-GAAP operating income
and operating margin allows investors to better assess the extent to which ongoing operations
impact our overall financial performance. We further believe that providing non-GAAP net income and
non-GAAP net income per share (diluted) allows investors to better assess the overall financial
performance of ongoing operations by eliminating the impact of certain financing decisions related
to our convertible debt and certain tax items which may not occur in each period for which
financial information is presented and which represent gains or losses unrelated to our ongoing
operations. We believe that disclosing these non-GAAP financial measures contributes to enhanced
financial reporting transparency and provides investors with added clarity about complex financial
performance measures.
We calculate non-GAAP gross profit by excluding from GAAP gross profit, stock compensation expense,
restructuring-related charges and acquisition-related expenses. We calculate non-GAAP operating
income by excluding from GAAP operating income, stock compensation expense, restructuring-related
charges, acquisition-related expenses
and certain deferred executive compensation. We calculate non-GAAP operating margin by dividing
non-GAAP operating income by GAAP revenue. We calculate non-GAAP net income by excluding from GAAP
net income, stock compensation expense, restructuring-related charges, acquisition-related
expenses, amortization of discount on convertible debt, and certain deferred executive
compensation, as well as certain items related to the retirement of convertible debt, and certain
tax items, which may not occur in all periods for which financial information is presented. We also
present non-GAAP net income per share on a fully diluted basis. We exclude the items identified
above from the respective non-GAAP financial measure referenced above for the reasons set forth
with respect to each such excluded item below:
Stock Compensation because (1) the total amount of expense is partially outside of our control
because it is based on factors such as stock price volatility and interest rates, which may be
unrelated to our performance during the period in which the expense is incurred, (2) it is an
expense based upon a valuation methodology premised on assumptions that vary over time, and (3) the
amount of the expense can vary significantly between companies due to factors that can be outside
of the control of such companies.
Restructuring-Related Charges because, to the extent such charges impact a period presented, we
believe that they have no direct correlation to future business operations and including such
charges does not accurately reflect the performance of our ongoing operations for the period in
which such charges are incurred.
Acquisition-Related Expenses including, when applicable, amortization of acquired intangible
assets, because they are not considered by management in making operating decisions and we believe
that such expenses do not have a direct correlation to future business operations and thereby
including such charges does not accurately reflect the performance of our ongoing operations for
the period in which such charges are incurred.
Amortization of Discount on Convertible Debt comprised of the amortization of the debt discount
recorded at inception of the convertible debt borrowing related to the adoption of ASC 470-20,
because the expense is dependent on fair value assessments and is not considered by management when
making operating decisions.
Deferred Executive Compensation including charges related to any contingent obligation pursuant
to an executive severance agreement because we believe the period over which the obligation is
amortized may not reflect the period of benefit and that such expense has no direct correlation
with our recurring business operations and including such expenses does not accurately reflect the
compensation expense for the period in which incurred.
Gains and Losses on Retirement of Convertible Debt because, to the extent that gains or losses
from such repurchases impact a period presented, we do not believe that they reflect the underlying
performance of ongoing business operations for such period.
Certain Income Tax Items including certain deferred tax charges and benefits which do not result
in a current tax payment or tax refund and other adjustments which are not indicative of ongoing
business operations.
The non-GAAP financial measures presented in the table above should not be considered in isolation
and are not an alternative for, the respective GAAP financial measure that is most directly
comparable to each such non-GAAP financial measure. Investors are cautioned against placing undue
reliance on these non-GAAP financial measures and are urged to review and consider carefully the
adjustments made by management to the most directly comparable GAAP financial measures to arrive at
these non-GAAP financial measures. Non-GAAP financial measures may have limited value as analytical
tools because they may exclude certain expenses that some investors consider important in
evaluating operating performance or ongoing business. Further, non-GAAP financial measures are
likely to have limited value for purposes of drawing comparisons between companies because
different companies may calculate similarly titled non-GAAP financial measures in different ways
because non-GAAP measures are not based on any comprehensive set of accounting rules or principles.
Our earnings release contains forward looking estimates of non-GAAP operating margin and non-GAAP
diluted earnings per share for the first quarter of our 2011 fiscal year (Q1 2011). We provide
these non-GAAP measures to investors on a prospective basis for the same reasons (set forth above)
that we provide them to investors on a historical basis. The following table provides a
reconciliation of GAAP operating margin estimate to non-GAAP operating margin estimate for Q1 2011:
|
|
|
|
|
Forward Looking Non-GAAP Operating Margin Estimate |
|
|
27.5 |
% |
Less: |
|
|
|
|
Share-based compensation expense |
|
|
(3.5 |
%) |
Amortization of intangible assets |
|
|
(0.5 |
%) |
|
|
|
|
|
Forward Looking GAAP Operating Margin Estimate |
|
|
23.5 |
% |
|
|
|
|
|
We are unable to provide a reconciliation of our forward looking estimate of Q1 2011 non-GAAP
diluted earnings per share to a forward looking estimate of Q1 2011 GAAP diluted earnings per share
because certain information needed to make a reasonable forward looking estimate of GAAP diluted
earnings per share for Q1 2011 (other than estimated stock compensation expense of $0.06 per
diluted share, certain tax items of $0.06 per diluted share, estimated acquisition related expense
of $0.01 per diluted share and estimated deferred executive compensation expense with a de minimis
impact per diluted share) is difficult to predict and estimate and is often dependent on future
events which may be uncertain or outside of our control (e.g., gains and losses on retirement of
convertible debt). Our forward looking estimates of both GAAP and non-GAAP measures of our
financial performance may differ materially from our actual results and should not be relied upon
as statements of fact.
[a] |
|
These charges represent expense recognized in accordance with ASC 718 Compensation,
Stock Compensation. Approximately $1.1 million, $1.9 million and $11.5 million were
included in cost of goods sold, research and development expense and selling, general and
administrative expense, respectively, for the three months ended October 1, 2010.
Approximately $3.9 million, $7.4 million and $29.4 million were included in cost of goods
sold, research and development expense and selling, general and administrative expense,
respectively, for the fiscal year ended October 1, 2010. |
|
|
|
For the three months ended October 2, 2009, approximately $0.9 million, $1.8 million and
$4.4 million were included in costs of goods sold, research and development expense and
selling, general and administrative expense, respectively. |
|
|
|
For the fiscal year ended
October 2, 2009, approximately $3.1 million, $6.2 million and $14.2 million were included
in costs of goods sold, research and development expense and selling, general and
administrative expense, respectively. |
|
[b] |
|
During the second quarter of fiscal 2009, the Company implemented a restructuring plan to
reduce global headcount by approximately 4%, or 150 employees. |
|
|
|
The total charges related to the plan were $19.4 million. Due to accounting
classifications, the charges associated with the plan are recorded in various lines and
are summarized as follows: |
|
|
|
Cost of goods sold adjustments include approximately $3.5 million of inventory write-downs. |
|
|
|
Restructuring and other charges totaled $15.9 million and primarily related to severance
and benefits, the impairment of long-lived assets and lease obligations. |
|
|
|
During the fiscal year ended October 1, 2010, the Company recorded a $1.0 million credit
to restructuring and other charges related to the sale of an impaired long-lived asset. |
|
|
|
On October 2, 2006, the Company announced it was exiting its baseband product area. For
the fiscal year ended October 2, 2009, selling, general and administrative adjustments of
$0.5 million represent a recovery of bad debt expense on specific accounts receivable
associated with baseband product. |
|
[c] |
|
The net loss recorded during the fiscal year ended October 1, 2010 relates to a loss on
the retirement of $32.6 million of the Companys 1.25% convertible subordinated notes due
on March 1, 2010 offset by a gain on the retirement of $20.4 million of the Companys
1.50% convertible subordinated notes due on March 1, 2012. |
|
|
|
The $0.3 million loss recorded during the three months ended October 2, 2009 relates to
the early retirement of $17.4 million of the Companys 1.25% convertible subordinated
notes due on March 1, 2010. |
|
|
|
The net gain recorded during the fiscal year ended October 2, 2009 represents the $0.3
million loss recorded during the three months months ended October 2, 2009 offset by a
$4.9 million gain related to the early retirement of $40.5 million of the Companys 1.50%
convertible subordinated notes. The notes were retired at a gain of $5.8 million offset by
a $0.9 million write-off of deferred financing costs. Please note that this amount has
been adjusted to reflect the retrospective adoption of ASC 470-20. |
|
[d] |
|
These charges represent the amortization expense recognized in accordance with ASC 470-20
which was adopted October 3, 2009. Approximately $0.3 million and $2.5 million,
respectively, of amortization expense was recognized during the three months |
|
|
and fiscal year ended October 1, 2010. |
|
|
Our financial statements for the three months and fiscal year ended October 2, 2009 have
been adjusted to reflect the retrospective adoption of ASC 470-20. Approximately $1.1
million and $4.6 million, respectively, of amortization expense was recognized during the
three months and fiscal year ended October 2, 2009. |
|
[e] |
|
During the three months and fiscal year ended October 1, 2010, these amounts primarily
represent the utilization of net operating loss and research and development credit
carryforwards. |
|
|
|
During the three month period and fiscal year ended October 2, 2009, these adjustments
primarily relate to the reversal of a valuation allowance against our
deferred tax assets. |
SKYWORKS SOLUTIONS, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET
|
|
|
|
|
|
|
|
|
|
|
Oct. 1, |
|
|
Oct. 2, |
|
(in thousands) |
|
2010 |
|
|
2009 (1) |
|
Assets |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
459,385 |
|
|
$ |
370,084 |
|
Accounts receivable, net |
|
|
175,232 |
|
|
|
115,034 |
|
Inventories |
|
|
125,059 |
|
|
|
86,097 |
|
Prepaid expenses and other current assets |
|
|
30,189 |
|
|
|
18,912 |
|
Property, plant and equipment, net |
|
|
204,363 |
|
|
|
162,299 |
|
Goodwill and intangible assets, net |
|
|
498,096 |
|
|
|
501,138 |
|
Other assets |
|
|
71,728 |
|
|
|
99,027 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
1,564,052 |
|
|
$ |
1,352,591 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Credit facility |
|
$ |
50,000 |
|
|
$ |
50,000 |
|
Convertible notes |
|
|
|
|
|
|
31,865 |
|
Accounts payable |
|
|
111,967 |
|
|
|
69,098 |
|
Accrued liabilities and other current
liabilities |
|
|
42,357 |
|
|
|
45,280 |
|
Long-term debt |
|
|
24,743 |
|
|
|
41,483 |
|
Other long-term liabilities |
|
|
18,389 |
|
|
|
6,086 |
|
Stockholders equity |
|
|
1,316,596 |
|
|
|
1,108,779 |
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
1,564,052 |
|
|
$ |
1,352,591 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Effective October 3, 2009, we adopted ASC 470-20 Debt, Debt with Conversions and Other
Options (ASC 470-20) in accordance with GAAP. Our financial statements at October 2, 2009 have
been adjusted to reflect the retrospective adoption of this new accounting principle. |