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These terms and conditions govern your use of the website alphaminr.com and its related services.
These Terms and Conditions (“Terms”) are a binding contract between you and Alphaminr, (“Alphaminr”, “we”, “us” and “service”). You must agree to and accept the Terms. These Terms include the provisions in this document as well as those in the Privacy Policy. These terms may be modified at any time.
Your subscription will be on a month to month basis and automatically renew every month. You may terminate your subscription at any time through your account.
We will provide you with advance notice of any change in fees.
You represent that you are of legal age to form a binding contract. You are responsible for any
activity associated with your account. The account can be logged in at only one computer at a
time.
The Services are intended for your own individual use. You shall only use the Services in a
manner that complies with all laws. You may not use any automated software, spider or system to
scrape data from Alphaminr.
Alphaminr is not a financial advisor and does not provide financial advice of any kind. The service is provided “As is”. The materials and information accessible through the Service are solely for informational purposes. While we strive to provide good information and data, we make no guarantee or warranty as to its accuracy.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL ALPHAMINR BE LIABLE TO YOU FOR DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR INVESTMENT LOSSES, LOSS OF DATA, OR ACCURACY OF DATA, OR FOR ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (1) FIFTY DOLLARS OR (2) THE AMOUNTS PAID BY YOU TO ALPHAMINR IN THE SIX MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
If any provision of these Terms is found to be invalid under any applicable law, such provision shall not affect the validity or enforceability of the remaining provisions herein.
This privacy policy describes how we (“Alphaminr”) collect, use, share and protect your personal information when we provide our service (“Service”). This Privacy Policy explains how information is collected about you either directly or indirectly. By using our service, you acknowledge the terms of this Privacy Notice. If you do not agree to the terms of this Privacy Policy, please do not use our Service. You should contact us if you have questions about it. We may modify this Privacy Policy periodically.
When you register for our Service, we collect information from you such as your name, email address and credit card information.
Like many other websites we use “cookies”, which are small text files that are stored on your computer or other device that record your preferences and actions, including how you use the website. You can set your browser or device to refuse all cookies or to alert you when a cookie is being sent. If you delete your cookies, if you opt-out from cookies, some Services may not function properly. We collect information when you use our Service. This includes which pages you visit.
We use Google Analytics and we use Stripe for payment processing. We will not share the information we collect with third parties for promotional purposes. We may share personal information with law enforcement as required or permitted by law.
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
(State or other jurisdiction of
incorporation or organization)
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77-0019522
(I.R.S. Employer
Identification No.)
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Title of Each Class
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Name of Each Exchange on Which Registered
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Common Stock, $0.0001 par value per share
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The NASDAQ Stock Market LLC
(NASDAQ Global Select Market)
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Page No.
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PART I
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Item 1.
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Business
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Item 1A.
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Risk Factors
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Item 1B.
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Unresolved Staff Comments
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Item 2.
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Properties
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Item 3.
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Legal Proceedings
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Item 4.
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Mine Safety Disclosures
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PART II
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Item 5.
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Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
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Item 6
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Selected Financial Data
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Item 7.
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Management's Discussion and Analysis of Financial Condition and Results of Operations
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Item 7A.
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Quantitative and Qualitative Disclosures About Market Risk
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Item 8.
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Financial Statements and Supplementary Data
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Item 9.
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
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Item 9A.
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Controls and Procedures
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Item 9B.
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Other Information
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PART III
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Item 10.
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Directors, Executive Officers and Corporate Governance
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Item 11.
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Executive Compensation
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Item 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
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Item 13.
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Certain Relationships and Related Transactions, and Director Independence
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Item 14.
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Principal Accounting Fees and Services
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PART IV
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Item 15.
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Exhibits, Financial Statement Schedules
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Signatures
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Summary of Trademarks
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Index to Exhibits
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Publishers around the world are striving to embrace the digital age to build distinctive brands, develop sustainable business strategies, achieve greater profitability, and deliver optimized content to fragmented audiences on an expanding array of smartphones, tablets, e-readers, and other devices. Their audiences seek compelling, media-rich experiences, wherever they go, using their preferred devices. The advent of app stores is enabling publishers to reach these audiences in easy, more effective and affordable ways, through the delivery of apps and content via online subscription services to their readers and customers.
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Advertisers face an ever-shifting media landscape. Traditional media are giving way to the emergence of new digital channels such as mobile devices and social networks. Customers have greater choice in where they go for their preferred brands, making it harder for marketers to keep audiences engaged. Successful advertising increasingly requires compelling content and greater focus on data and analytics than ever before in order to optimize advertising for improved targeting and higher returns.
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Broad commercial utilization of the internet
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Need to measure online business
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Opportunity to optimize and automate online business
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Delivery of premium video through online channels
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Enabling digital marketers to align online marketing initiatives with overarching business objectives and demonstrate the success of online marketing programs using metrics;
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Managing, collecting, and bringing data together from multiple systems into a flexible, integrated platform;
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Providing real-time business intelligence through segmentation, dashboards and reports that managers can use to gain a complete picture of how consumers are interacting with the business;
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Creating the ability to monetize and share data through audience optimization capabilities, publishers can quickly identify audiences that match the profiles that advertisers are demanding-and maximize the value of their digital assets;
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Optimizing ad spend by maximizing the impact of a company's advertising spend across and within channels, including search, display, video, mobile, social media and other digitally connected forms of media, to yield the greatest returns;
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Delivering relevant and engaging digital content across channels that boosts key performance metrics, whether it is a customer purchase, engagement, a download, form completion, or other desired outcome; and
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Empowering organizations to re-platform their websites by enabling them to create, manage, distribute, and monetize content while optimizing the web, mobile, and social collaboration experience for their customers. More specifically, organizations can enable the delivery of customer-facing web and mobile solutions by extending enterprise services beyond interactive applications, documents, and workflows to include personalization of content, rich media delivery
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Adobe Analytics—combines the power of actionable analytics and audience segmentation with the distributed value of reporting and sharing of key business analysis and connects it for data driven marketing. This solution includes our DataWarehouse, Adobe Discover, Adobe Genesis, Adobe Insight, Adobe ReportBuilder, SiteCatalyst and Adobe TagManager products.
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Adobe Experience Manager—a web content management platform that enables organizations to deliver carefully tailored customer experiences across web and mobile channels. This solution is based on our WEM offering.
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Adobe Media Optimizer—combines best of breed portfolio and rules based ad management with intelligent campaign forecasting and targeted ad delivery for data optimized advertising. This solution includes our AdLens and Adobe AudienceManager products, and analytics capabilities from SiteCatalyst.
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Adobe Social—helps organizations measure and manage marketing activities across owned, earned, and paid media, ensuring the impact of social is properly attributed. This solution includes our Context Optional and Adobe SocialAnalytics products.
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Adobe Target—helps organizations dynamically test and present highly customized experiences to a digital property in order to drive significantly higher conversion rates. This solution includes our Adobe Recommendations, Adobe Search&Promote, Adobe Test&Target and Adobe Test&Target 1:1 products.
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Automated personalization—marketers can deliver targeted content to customers based on their persona, context, and other data, and simulate user experiences for different personas. As marketers identify which offers and content are relevant to their customers, they can continually evolve their experiences by executing multiple testing to improve content relevance in any channel;
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Cross-channel-marketers can rapidly deliver content to all screens, as Adobe CQ automatically detects a user's device and sends the representation optimized for its device group. Content authors can simulate the experience for mobile sites and mobile applications as it would appear on a particular device;
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Digital Asset Management —provides the ability to organize and manage digital assets with a single repository;
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Social communities—marketers can easily embed social properties such as wikis, blogs, calendars, and forums to glean customer insights to drive their business forward, foster brand advocates to evangelize their products and services, and empower their customers to share their own content, driving deeper engagement with their brand; and
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Campaign management—Automates the management of multi-channel campaigns to help marketers handle customer segments, lists, leads, and reports.
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Adobe Media Server Standard—base level version enables customers to deliver video on-demand and live through HTTP delivery to reach broad video audiences using iOS and Adobe Flash Player compatible devices and PCs.
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Adobe Media Server Professional—combines with Adobe Access software to enable customers to stream protected, studio-grade content using a single DRM workflow across desktops, connected TVs, tablets, and smartphones, including iOS and Android devices.
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Adobe Media Server Extended—broadens video delivery broadcast capabilities by enabling customers to serve video to more viewers on a large scale with peer-to-peer capabilities.
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Adobe Media Server on Amazon Web Services—an easy and affordable way for customers to deploy multiprotocol media streaming that scales to meet business needs; supports Dynamic HTTP Packaging, protected HTTP streaming, and DRM for Apple HLS; enables a single packaging and protection workflow, and provides delivery scale through integration with Amazon CloudFront.
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2012
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2011
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2010
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Ingram Micro
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11
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%
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14
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%
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15
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%
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the right to receive product upgrades and enhancements during the term of the maintenance and support period, which is typically one year;
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the right to receive technical support on the technology they have purchased from Adobe; and
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the right to receive basic “how to” help in using our products.
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(1)
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We offer many products on a “right to use” basis pursuant to a license that restricts the use of the products to a designated number of devices. We also rely on copyright laws and on “shrink wrap” and electronic licenses that are not physically signed by the end user. Copyright protection may be unavailable under the laws of certain countries and the enforceability of “shrink wrap” and electronic licenses has not been conclusively determined in all jurisdictions.
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(2)
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We also offer products under a SaaS or on-demand model, where hosted software is provided on demand to customers, generally through a web browser. The use of these products is generally governed by terms of use associated with these products.
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Name
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Age
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Positions
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Shantanu Narayen
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49
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President and Chief Executive Officer
Mr. Narayen currently serves as Adobe’s President and Chief Executive Officer. Mr. Narayen joined Adobe in January 1998 as Vice President and General Manager of Adobe’s engineering technology group. In January 1999, he was promoted to Senior Vice President, Worldwide Products and in March 2001 he was promoted to Executive Vice President, Worldwide Product Marketing and Development. In January 2005, Mr. Narayen was promoted to President and Chief Operating Officer and in December 2007, he was appointed Chief Executive Officer of Adobe and joined the Adobe Board of Directors. Prior to joining Adobe, Mr. Narayen co-founded Pictra Inc., a digital photo sharing software company, in 1996. He was Director of Desktop and Collaboration products at Silicon Graphics Inc. before founding Pictra. Mr. Narayen is also a director of Dell Inc.
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Mark Garrett
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55
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Executive Vice President, Chief Financial Officer
Mr. Garrett joined Adobe in February 2007 as Executive Vice President and Chief Financial Officer. Mr. Garrett served as Senior Vice President and Chief Financial Officer of the Software Group of EMC Corporation, a products, services and solutions provider for information management and storage, from June 2004 to January 2007, his most recent position since EMC’s acquisition of Documentum, Inc., an enterprise content management company, in December 2003. Mr. Garrett first joined Documentum as Executive Vice President and Chief Financial Officer in 1997, holding that position through October 1999 and then re-joining Documentum as Executive Vice President and Chief Financial Officer in 2002. Mr. Garrett is also a director of Informatica Corporation.
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Michael Dillon
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54
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Senior Vice President, General Counsel
Mr. Dillon joined Adobe in August 2012 as Senior Vice President, General Counsel and Corporate Secretary. Prior to joining Adobe, Mr. Dillon served as General Counsel and Corporate Secretary of Silver Spring Networks, a networking solutions provider, from November 2010 to August 2012. Before joining Silver Spring Networks, Mr. Dillon served in various capacities at Sun Microsystems, a diversified computer networking company, prior to its acquisition by Oracle Corporation. While at Sun Microsystems, from April 2006 to January 2010, Mr. Dillon served as Executive Vice President, General Counsel and Secretary, from April 2004 to April 2006, as Senior Vice President, General Counsel and Corporate Secretary, and from July 2002 to March 2004 as Vice President, Products Law Group. From October 1999 until June 2002, Mr. Dillon served as Vice President, General Counsel and Corporate Secretary of ONI Systems Corp, an optical networking company.
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Name
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Age
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Positions
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Kevin Lynch
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46
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Senior Vice President, Chief Technology Officer
Mr. Lynch currently serves as Adobe’s Chief Technology Officer and Senior Vice President of the Experience & Technology Organization. Mr. Lynch joined Adobe as Chief Software Architect and Senior Vice President for Adobe’s Platform business unit through our acquisition of Macromedia, Inc. in December 2005. At Macromedia, Mr. Lynch served as Chief Software Architect and President of Product Development. Prior to Macromedia, Mr. Lynch participated in a variety of technical and management roles in startups including Frame Technology and General Magic.
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Bradley Rencher
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39
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Senior Vice President and General Manager, Digital Marketing
Mr. Rencher serves as Senior Vice President and General Manager of Adobe’s Digital Marketing business unit. Mr. Rencher joined Omniture, Inc. in January 2008 as Vice President of Corporate Development and was promoted to Senior Vice President of Business Operations prior to Adobe's acquisition of Omniture in 2009. Following the acquisition he joined Adobe as Vice President of Business Operations. Mr. Rencher was promoted to Vice President and General Manager, Omniture business unit in 2010 and subsequently to Senior Vice President in 2011. Prior to joining Omniture, Mr. Rencher was a member of the technology investment banking team at Morgan Stanley from 2005 to 2008 and a member of the investment banking team at RBC Capital Markets from 1998 to 2004.
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Matthew Thompson
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54
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Senior Vice President, Worldwide Field Operations
Mr. Thompson joined Adobe in January 2006 as Senior Vice President, Worldwide Field Operations. Prior to joining Adobe, Mr. Thompson served as Senior Vice President of Worldwide Sales at Borland Software Corporation, a software delivery optimization solutions provider, from October 2003 to December 2006. Prior to joining Borland, Mr. Thompson was Vice President of Worldwide Sales and Field Operations for Marimba, Inc., a provider of products and services for software change and configuration management, from February 2001 to January 2003. From July 2000 to January 2001, Mr. Thompson was Vice President of Worldwide Sales for Calico Commerce, Inc., a provider of eBusiness applications. Prior to joining Calico, Mr. Thompson spent six years at Cadence Design Systems, Inc., a provider of electronic design technologies. While at Cadence, from January 1998 to June 2000, Mr. Thompson served as Senior Vice President, Worldwide Sales and Field Operations and from April 1994 to January 1998 as Vice President, Worldwide Professional Services.
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David Wadhwani
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41
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Senior Vice President and General Manager, Digital Media
Mr. Wadhwani serves as Senior Vice President and General Manager of Adobe's Digital Media business unit. Prior to June 2010, Mr. Wadhwani was Vice President and General Manager of Adobe’s Platform business unit. He joined Adobe in 2005 through the acquisition of Macromedia. Prior to his time at Macromedia, Mr. Wadhwani founded and was VP of Engineering at iHarvest, a content management company that was acquired by Interwoven and worked at Oracle in their database tools division.
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Richard T. Rowley
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56
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Vice President, Corporate Controller and Principal Accounting Officer
Mr. Rowley joined Adobe in November 2006 as Vice President, Corporate Controller and Principal Accounting Officer. Prior to joining Adobe, Mr. Rowley served as Vice President, Corporate Controller, Treasurer and Principal Accounting Officer at Synopsys, Inc., a semiconductor design software company, from December 2002 to September 2005 and from 1999 to December 2002, Mr. Rowley served as Vice President, Corporate Controller and Principal Accounting Officer. From 1994 to 1999, Mr. Rowley served in several finance-related positions at Synopsys. Mr. Rowley is a certified public accountant.
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if new or current customers desire only perpetual licenses, our subscription sales may lag behind expectations;
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the increased emphasis on a cloud strategy may raise concerns among our installed perpetual license customer base;
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we may be unsuccessful in maintaining our target pricing, new seat adoption and projected renewal rates, or we may select a target price that is not optimal and could negatively affect our sales or earnings;
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our revenues are expected to decline over the short term and may decline over the long term as a result of this strategy;
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our shift to a subscription licensing model may result in confusion among our customers, partners, resellers and investors;
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our relationships with existing partners that resell perpetual license products may be damaged; and
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we may incur costs at a higher than forecasted rate as we expand our cloud operations.
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difficulty in integrating the operations and personnel of the acquired company;
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difficulty in effectively integrating the acquired technologies, products or services with our current technologies, products or services;
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difficulty in maintaining controls, procedures and policies during the transition and integration;
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entry into markets in which we have no or limited direct prior experience and where competitors in such markets have stronger market positions;
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disruption of our ongoing business and distraction of our management and employees from other opportunities and challenges;
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difficulty integrating the acquired company’s accounting, management information, human resources and other administrative systems;
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inability to retain personnel of the acquired business;
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inability to retain key customers, distributors, vendors and other business partners of the acquired business;
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inability to achieve the financial and strategic goals for the acquired and combined businesses;
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inability to take advantage of anticipated tax benefits as a result of unforeseen difficulties in our integration activities;
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incurring acquisition-related costs or amortization costs for acquired intangible assets that could impact our operating results;
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potential additional exposure to fluctuations in currency exchange rates;
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potential impairment of our relationships with employees, customers, partners, distributors or third-party providers of our technologies, products or services;
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potential failure of the due diligence processes to identify significant problems, liabilities or other shortcomings or challenges of an acquired company or technology, including but not limited to, issues with the acquired company’s intellectual property, product quality or product architecture, data back-up and security (including security from cyber-attacks), privacy practices, revenue recognition or other accounting practices, employee, customer or partner issues or legal and financial contingencies;
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exposure to litigation or other claims in connection with, or inheritance of claims or litigation risk as a result of, an acquisition, including but not limited to, claims from terminated employees, customers, former stockholders or other third parties;
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incurring significant exit charges if products or services acquired in business combinations are unsuccessful;
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potential inability to assert that internal controls over financial reporting are effective;
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potential inability to obtain, or obtain in a timely manner, approvals from governmental authorities, which could delay or prevent such acquisitions;
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potential delay in customer and distributor purchasing decisions due to uncertainty about the direction of our product and service offerings; and
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potential incompatibility of business cultures.
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shortfalls in our revenue, margins, earnings or key performance metrics;
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confusion on the part of industry analysts and investors about the long-term impact to our business resulting from our subscription offerings;
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shortfalls in the number of paid, active Creative Cloud subscribers and ARR;
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changes in estimates or recommendations by securities analysts;
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the announcement of new products, product enhancements or service introductions by us or our competitors;
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seasonal variations in the demand for our products and services and the implementation cycles for our new customers;
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the loss of a large customer or our inability to increase sales to existing customers and attract new customers;
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variations in our or our competitors' results of operations, changes in the competitive landscape generally and developments in our industry; and
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unusual events such as significant acquisitions, divestitures, litigation, general socio-economic, regulatory, political or market conditions and other factors, including factors unrelated to our operating performance.
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foreign currency fluctuations;
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changes in government preferences for software procurement;
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international economic, political and labor conditions;
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tax laws (including U.S. taxes on foreign subsidiaries);
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increased financial accounting and reporting burdens and complexities;
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unexpected changes in, or impositions of, legislative or regulatory requirements;
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failure of laws to protect our intellectual property rights adequately;
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inadequate local infrastructure and difficulties in managing and staffing international operations;
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delays resulting from difficulty in obtaining export licenses for certain technology, tariffs, quotas and other trade barriers and restrictions;
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the imposition of governmental economic sanctions on countries in which we do business or where we plan to expand our business;
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transportation delays;
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operating in locations with a higher incidence of corruption and fraudulent business practices; and
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other factors beyond our control, including terrorism, war, natural disasters and pandemics.
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requiring the dedication of a portion of our expected cash from operations to service our indebtedness, thereby reducing the amount of expected cash flow available for other purposes, including capital expenditures and acquisitions; and
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limiting our flexibility in planning for, or reacting to, changes in our business and our industry.
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Location
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Approximate
Square Footage |
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Use
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North America:
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345 Park Avenue
San Jose, CA 95110, USA |
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378,000
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Research, product development, sales, marketing and administration
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321 Park Avenue
San Jose, CA 95110, USA |
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321,000
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Research, product development, sales and marketing
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151 Almaden Boulevard
San Jose, CA 95110, USA |
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267,000
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Product development, sales and administration
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601 and 625 Townsend Street
San Francisco, CA 94103, USA |
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346,000
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(1)
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Research, product development, sales, marketing and administration
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801 N. 34th Street-Waterfront
Seattle, WA 98103, USA |
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182,000
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(2)
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Product development, sales, technical support and administration
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3900 Adobe Way
Lehi, UT 84043, USA
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280,000
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Research, product development, sales, marketing and administration
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21 Hickory Drive
Waltham, MA 02451, USA |
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108,000
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(3)
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Research, product development, sales and marketing
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250 Brannan Street
San Francisco, CA 94107, USA |
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35,000
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Product development, sales and marketing
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7930 Jones Branch Drive
McLean, VA 22102, USA |
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34,000
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(4)
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Sales and marketing
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1540 Broadway
New York, NY 10036, USA |
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37,000
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Sales and marketing
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343 Preston Street
Ottawa, Ontario K1S 5N4, Canada |
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122,000
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(5)
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Research, product development, sales, marketing and administration
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India:
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Adobe Towers, 1-1A, Sector 25A
Noida, U.P. |
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191,000
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Product development
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Adobe Towers, Plot #6, Sector 127
Expressway, Noida, U.P.
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80,000
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Product development
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Salapuria Infinity, Ground Floor,
1st Floor, 3rd Floor
#5, Bannerghatta Road,
Bangalore
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160,000
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Research and product development
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Japan:
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Gate City Osaki East Tower
1-11 Osaki Shinagawa-ku, Tokyo |
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56,000
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Product development, sales and marketing
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Location
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Approximate
Square Footage |
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Use
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China:
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Block A, SP Tower, 11th, 19th,
21st & 22nd Floors
Block B, SP Tower, 19th Floor
Block D, SP Tower, 10th Floor
Tsinghua Science Park, Yard 1 Zhongguancun Donglu, Haidian District Beijing |
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94,000
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Research and product development
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Romania:
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|
26 Z Timisoara Blvd, Anchor Plaza
Lujerului, Sector 6 Bucharest |
|
71,000
|
|
|
|
Research and product development
|
|
UK:
|
|
|
|
|
|
|
|
Market House
Market Street
Maidenhead, Berkshire, SL6 8AD
|
|
49,000
|
|
|
|
Product development, sales, marketing and administration
|
|
Germany:
|
|
|
|
|
|
|
|
Grosse Elbstrasse 27
Hamburg |
|
36,000
|
|
|
|
Research and product development
|
|
(1)
|
The total square footage is
346,000
, of which we occupy
272,000
square feet, or approximately
79%
of this facility;
74,000
square feet is unoccupied basement space.
|
|
(2)
|
The total square footage is
182,000
, of which we occupy
162,000
square feet, or approximately
89%
of this facility. The remaining square footage is subleased.
|
|
(3)
|
Of the total square footage of
108,000
, we occupy
36,000
square feet, or approximately
33%
of this facility;
54,000
square feet is unoccupied and the remaining square footage is leased.
|
|
(4)
|
The total square footage is
34,000
, of which we occupy
31,000
square feet, or approximately
91%
of this facility. The remaining square footage is subleased.
|
|
(5)
|
The total square footage is
122,000
, of which we occupy
65,000
square feet, or approximately
53%
of this facility;
42,000
square feet is unoccupied. The remaining square footage is subleased.
|
|
|
|
Price Range
|
||||||
|
|
|
High
|
|
Low
|
||||
|
Fiscal 2012:
|
|
|
|
|
||||
|
First Quarter
|
|
$
|
33.73
|
|
|
$
|
26.46
|
|
|
Second Quarter
|
|
$
|
34.70
|
|
|
$
|
29.82
|
|
|
Third Quarter
|
|
$
|
33.92
|
|
|
$
|
30.02
|
|
|
Fourth Quarter
|
|
$
|
34.61
|
|
|
$
|
31.44
|
|
|
Fiscal Year
|
|
$
|
34.70
|
|
|
$
|
26.46
|
|
|
Fiscal 2011:
|
|
|
|
|
|
|
||
|
First Quarter
|
|
$
|
35.39
|
|
|
$
|
27.72
|
|
|
Second Quarter
|
|
$
|
35.86
|
|
|
$
|
31.68
|
|
|
Third Quarter
|
|
$
|
33.01
|
|
|
$
|
22.69
|
|
|
Fourth Quarter
|
|
$
|
30.42
|
|
|
$
|
23.26
|
|
|
Fiscal Year
|
|
$
|
35.86
|
|
|
$
|
22.69
|
|
|
Period
|
|
Shares
Repurchased
|
|
Average
Price
Per
Share
|
|
Total
Number of
Shares
Purchased
as Part of
Publicly
Announced
Plans
|
|
Approximate
Dollar Value
that May
Yet be
Purchased
Under the
Plan
(1)
|
|
||||||
|
|
(in thousands, except average price per share)
|
|
|||||||||||||
|
Beginning repurchase authority
|
|
|
|
|
|
|
2,000,000
|
|
|
||||||
|
September 1—September 28, 2012
|
|
|
|
|
|
|
|
|
|||||||
|
Shares repurchased
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
|
|
September 29—October 26, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
Shares repurchased
|
1,024
|
|
|
$
|
32.56
|
|
|
1,024
|
|
|
$
|
(33,333
|
)
|
(2)
|
|
|
October 27—November 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
Shares repurchased
|
1,014
|
|
|
$
|
33.18
|
|
|
1,014
|
|
|
$
|
(33,662
|
)
|
(2)
|
|
|
Total
|
2,038
|
|
|
|
|
|
2,038
|
|
|
$
|
1,933,005
|
|
|
||
|
(1)
|
In April 2012, the Board of Directors approved a new stock repurchase program granting authority to repurchase up to $
2.0 billion
in common stock through the end of fiscal 2015. The new stock repurchase program approved by our Board of Directors is similar to our previous
$1.6 billion
stock repurchase program granted by the Board of Directors in June 2010, which was exhausted during fiscal 2012.
|
|
(2)
|
In September 2012, as part of the new stock repurchase program, we entered into a structured stock repurchase agreement with a large financial institution whereupon we provided them with a prepayment of
$100.0 million
. As of
November 30, 2012
, approximately
$33.0 million
of the prepayment remained under this agreement.
|
|
|
|
Fiscal Years
|
||||||||||||||||||
|
|
|
2012
|
|
2011
|
|
2010
|
|
2009
(1)
|
|
2008
|
||||||||||
|
Operations:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenue
|
|
$
|
4,403,677
|
|
|
$
|
4,216,258
|
|
|
$
|
3,800,000
|
|
|
$
|
2,945,853
|
|
|
$
|
3,579,889
|
|
|
Gross profit
|
|
$
|
3,919,895
|
|
|
$
|
3,778,385
|
|
|
$
|
3,396,498
|
|
|
$
|
2,649,121
|
|
|
$
|
3,217,259
|
|
|
Income before income taxes
|
|
$
|
1,118,794
|
|
|
$
|
1,035,230
|
|
|
$
|
943,151
|
|
|
$
|
701,520
|
|
|
$
|
1,078,508
|
|
|
Net income
|
|
$
|
832,775
|
|
|
$
|
832,847
|
|
|
$
|
774,680
|
|
|
$
|
386,508
|
|
|
$
|
871,814
|
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Basic
|
|
$
|
1.68
|
|
|
$
|
1.67
|
|
|
$
|
1.49
|
|
|
$
|
0.74
|
|
|
$
|
1.62
|
|
|
Diluted
|
|
$
|
1.66
|
|
|
$
|
1.65
|
|
|
$
|
1.47
|
|
|
$
|
0.73
|
|
|
$
|
1.59
|
|
|
Shares used to compute basic net income per share
|
|
494,731
|
|
|
497,469
|
|
|
519,045
|
|
|
524,470
|
|
|
539,373
|
|
|||||
|
Shares used to compute diluted net income per share
|
|
502,721
|
|
|
503,921
|
|
|
525,824
|
|
|
530,610
|
|
|
548,553
|
|
|||||
|
Cash dividends declared per common share
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Financial position:
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Cash, cash equivalents and short-term investments
|
|
$
|
3,538,353
|
|
|
$
|
2,911,692
|
|
|
$
|
2,468,015
|
|
|
$
|
1,904,473
|
|
|
$
|
2,019,202
|
|
|
Working capital
|
|
$
|
3,059,608
|
|
|
$
|
2,520,672
|
|
|
$
|
2,147,962
|
|
|
$
|
1,629,071
|
|
|
$
|
1,972,504
|
|
|
Total assets
|
|
$
|
9,974,523
|
|
|
$
|
8,991,183
|
|
|
$
|
8,141,148
|
|
|
$
|
7,282,237
|
|
|
$
|
5,821,598
|
|
|
Debt and capital lease obligations, non-current
|
|
$
|
1,496,938
|
|
|
$
|
1,505,096
|
|
|
$
|
1,513,662
|
|
|
$
|
1,000,000
|
|
|
$
|
350,000
|
|
|
Stockholders’ equity
|
|
$
|
6,665,182
|
|
|
$
|
5,783,113
|
|
|
$
|
5,192,387
|
|
|
$
|
4,890,568
|
|
|
$
|
4,410,354
|
|
|
Additional data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Worldwide employees
|
|
11,144
|
|
|
9,925
|
|
|
9,117
|
|
|
8,660
|
|
|
7,544
|
|
|||||
|
(1)
|
Fiscal 2009 includes the integration of Omniture into our operations which was not present in the prior years.
|
|
(2)
|
Information associated with our financial position is as of the Friday closest to November 30 for the five fiscal periods through
2012
.
|
|
•
|
future expected cash flows from software license sales, subscriptions, support agreements, consulting contracts and acquired developed technologies and patents;
|
|
•
|
expected costs to develop the in-process research and development into commercially viable products and estimated cash flows from the projects when completed;
|
|
•
|
the acquired company’s trade name and trademarks as well as assumptions about the period of time the acquired trade name and trademarks will continue to be used in the combined company’s product portfolio; and
|
|
•
|
discount rates.
|
|
•
|
the number of paid, active subscribers, multiplied by the average subscription price paid per user per month, multiplied by twelve months; plus,
|
|
•
|
twelve months of contract value of Enterprise Term License Agreements (“ETLAs”) where the revenue is ratably recognized over the life of the contract.
|
|
•
|
We continue to derive the majority of our revenue from perpetual licenses. However, our subscription revenue, as a percentage of total revenue, has increased to 15% in fiscal
2012
from approximately 11% and 10% in fiscal
2011
and fiscal 2010, respectively, as we transition more of our business to a subscription-based model.
|
|
•
|
Our total revenue of $4.4 billion increased $187.4 million and $603.7 million, or 4% and 11%, from $4.2 billion and $3.8 billion in fiscal
2011
and fiscal 2010, respectively. The increase is primarily due to the continued success of our Adobe Marketing Cloud and Creative Suite family of products.
|
|
•
|
Cost of revenue and operating expenses of $3.2 billion increased by $106.5 million and $416.6 million, or 3% and 15%, from $3.1 billion and $2.8 billion in fiscal
2011
and 2010, respectively. These increases are primarily due to increases in costs associated with compensation and related benefits driven by additional headcount.
|
|
•
|
Income before income taxes of $1.1 billion increased by $83.6 million and $175.6 million, or 8% and 19%, from $1.0 billion and $943.2 million in fiscal
2011
and 2010, respectively.
|
|
•
|
Net income of $832.8 million remained stable compared to fiscal
2011
and increased $58.1 million, or 7%, from $774.7 million in fiscal 2010.
|
|
•
|
Net cash flow from operations of $1.5 billion remained stable compared to fiscal
2011
and increased $386.6 million, or 35%, from $1.1 billion in fiscal 2010 primarily due to increases in net income and deferred revenue and decreases in trade receivables from increased cash collections.
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Product
|
|
$
|
3,342.8
|
|
|
$
|
3,416.5
|
|
|
$
|
3,159.2
|
|
|
(2
|
)%
|
|
8
|
%
|
|
Percentage of total revenue
|
|
76
|
%
|
|
81
|
%
|
|
83
|
%
|
|
|
|
|
|||||
|
Subscription
|
|
673.2
|
|
|
458.6
|
|
|
386.8
|
|
|
47
|
%
|
|
19
|
%
|
|||
|
Percentage of total revenue
|
|
15
|
%
|
|
11
|
%
|
|
10
|
%
|
|
|
|
|
|||||
|
Services and support
|
|
387.7
|
|
|
341.2
|
|
|
254.0
|
|
|
14
|
%
|
|
34
|
%
|
|||
|
Percentage of total revenue
|
|
9
|
%
|
|
8
|
%
|
|
7
|
%
|
|
|
|
|
|||||
|
Total revenue
|
|
$
|
4,403.7
|
|
|
$
|
4,216.3
|
|
|
$
|
3,800.0
|
|
|
4
|
%
|
|
11
|
%
|
|
•
|
Digital Media
—Our Digital Media segment provides tools and solutions that enable individuals, small businesses and enterprises to create, publish, promote and monetize their digital content anywhere. Our customers include traditional content creators, web application developers and digital media professionals, as well as their management in marketing departments and agencies, companies and publishers.
|
|
•
|
Digital Marketing
—Our Digital Marketing segment provides solutions and services for how digital advertising and marketing are created, managed, executed, measured and optimized. Our customers include digital marketers, advertisers, publishers, merchandisers, web analysts, chief marketing officers and chief revenue officers.
|
|
•
|
Print and Publishing
—Our Print and Publishing segment addresses market opportunities ranging from the diverse publishing needs of technical and business publishing to our legacy type and OEM printing businesses.
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Digital Media
|
|
$
|
3,128.5
|
|
|
$
|
3,088.6
|
|
|
$
|
2,834.4
|
|
|
1
|
%
|
|
9
|
%
|
|
Percentage of total revenue
|
|
71
|
%
|
|
73
|
%
|
|
75
|
%
|
|
|
|
|
|||||
|
Digital Marketing
|
|
1,058.4
|
|
|
909.4
|
|
|
739.4
|
|
|
16
|
%
|
|
23
|
%
|
|||
|
Percentage of total revenue
|
|
24
|
%
|
|
22
|
%
|
|
19
|
%
|
|
|
|
|
|||||
|
Print and Publishing
|
|
216.8
|
|
|
218.3
|
|
|
226.2
|
|
|
(1
|
)%
|
|
(3
|
)%
|
|||
|
Percentage of total revenue
|
|
5
|
%
|
|
5
|
%
|
|
6
|
%
|
|
|
|
|
|||||
|
Total revenue
|
|
$
|
4,403.7
|
|
|
$
|
4,216.3
|
|
|
$
|
3,800.0
|
|
|
4
|
%
|
|
11
|
%
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Americas
|
|
$
|
2,196.4
|
|
|
$
|
2,044.6
|
|
|
$
|
1,835.3
|
|
|
7
|
%
|
|
11
|
%
|
|
Percentage of total revenue
|
|
50
|
%
|
|
49
|
%
|
|
48
|
%
|
|
|
|
|
|||||
|
EMEA
|
|
1,294.6
|
|
|
1,317.4
|
|
|
1,191.9
|
|
|
(2
|
)%
|
|
11
|
%
|
|||
|
Percentage of total revenue
|
|
29
|
%
|
|
31
|
%
|
|
32
|
%
|
|
|
|
|
|||||
|
APAC
|
|
912.7
|
|
|
854.3
|
|
|
772.8
|
|
|
7
|
%
|
|
11
|
%
|
|||
|
Percentage of total revenue
|
|
21
|
%
|
|
20
|
%
|
|
20
|
%
|
|
|
|
|
|||||
|
Total revenue
|
|
$
|
4,403.7
|
|
|
$
|
4,216.3
|
|
|
$
|
3,800.0
|
|
|
4
|
%
|
|
11
|
%
|
|
(in millions)
|
Fiscal
2012 |
|
Fiscal
2011 |
||||
|
Revenue impact:
|
Increase/(Decrease)
|
||||||
|
EMEA:
|
|
|
|
||||
|
Euro
|
$
|
(46.9
|
)
|
|
$
|
16.4
|
|
|
British Pound
|
(1.8
|
)
|
|
6.5
|
|
||
|
Other currencies
|
(1.1
|
)
|
|
2.9
|
|
||
|
Total EMEA
|
(49.8
|
)
|
|
25.8
|
|
||
|
Japanese Yen
|
6.0
|
|
|
38.5
|
|
||
|
Other currencies
|
1.5
|
|
|
14.6
|
|
||
|
Total revenue impact
|
(42.3
|
)
|
|
78.9
|
|
||
|
Hedging impact:
|
|
|
|
||||
|
EMEA
|
23.4
|
|
|
3.6
|
|
||
|
Japanese Yen
|
7.3
|
|
|
0.2
|
|
||
|
Total hedging impact
|
30.7
|
|
|
3.8
|
|
||
|
Total impact
|
$
|
(11.6
|
)
|
|
$
|
82.7
|
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Product
|
|
$
|
121.7
|
|
|
$
|
125.7
|
|
|
$
|
127.5
|
|
|
(3
|
)%
|
|
(1
|
)%
|
|
Percentage of total revenue
|
|
3
|
%
|
|
3
|
%
|
|
3
|
%
|
|
|
|
|
|||||
|
Subscription
|
|
219.1
|
|
|
194.0
|
|
|
195.6
|
|
|
13
|
%
|
|
(1
|
)%
|
|||
|
Percentage of total revenue
|
|
5
|
%
|
|
5
|
%
|
|
5
|
%
|
|
|
|
|
|||||
|
Services and support
|
|
143.0
|
|
|
118.2
|
|
|
80.4
|
|
|
21
|
%
|
|
47
|
%
|
|||
|
Percentage of total revenue
|
|
3
|
%
|
|
3
|
%
|
|
2
|
%
|
|
|
|
|
|||||
|
Total cost of revenue
|
|
$
|
483.8
|
|
|
$
|
437.9
|
|
|
$
|
403.5
|
|
|
10
|
%
|
|
9
|
%
|
|
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||
|
Cost of sales
|
(6
|
)%
|
|
—
|
%
|
|
Excess and obsolete inventory
|
2
|
|
|
—
|
|
|
Amortization of purchased intangibles
|
(1
|
)
|
|
6
|
|
|
Royalty cost
|
—
|
|
|
(3
|
)
|
|
Various individually insignificant items
|
2
|
|
|
(4
|
)
|
|
Total change
|
(3
|
)%
|
|
(1
|
)%
|
|
|
% Change
2012-2011
|
|
|
Amortization of purchased intangibles
|
6
|
%
|
|
Hosted server costs
|
7
|
|
|
Total change
|
13
|
%
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Research and development
|
|
$
|
742.8
|
|
|
$
|
738.1
|
|
|
$
|
680.3
|
|
|
1
|
%
|
|
8
|
%
|
|
Percentage of total revenue
|
|
17
|
%
|
|
18
|
%
|
|
18
|
%
|
|
|
|
|
|||||
|
Sales and marketing
|
|
1,516.1
|
|
|
1,385.8
|
|
|
1,244.2
|
|
|
9
|
%
|
|
11
|
%
|
|||
|
Percentage of total revenue
|
|
34
|
%
|
|
33
|
%
|
|
33
|
%
|
|
|
|
|
|||||
|
General and administrative
|
|
435.0
|
|
|
414.6
|
|
|
383.5
|
|
|
5
|
%
|
|
8
|
%
|
|||
|
Percentage of total revenue
|
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
|
|
|
|
|||||
|
Restructuring and other related charges (credits)
|
|
(2.9
|
)
|
|
97.8
|
|
|
23.3
|
|
|
*
|
|
|
*
|
|
|||
|
Percentage of total revenue
|
|
—
|
%
|
|
2
|
%
|
|
1
|
%
|
|
|
|
|
|||||
|
Amortization of purchased intangibles
|
|
48.7
|
|
|
42.8
|
|
|
72.1
|
|
|
14
|
%
|
|
(41
|
)%
|
|||
|
Percentage of total revenue
|
|
1
|
%
|
|
1
|
%
|
|
2
|
%
|
|
|
|
|
|||||
|
Total operating expenses
|
|
$
|
2,739.7
|
|
|
$
|
2,679.1
|
|
|
$
|
2,403.4
|
|
|
2
|
%
|
|
11
|
%
|
|
(*)
|
Percentage is greater than 100%.
|
|
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||
|
Compensation and related benefits associated with headcount
|
2
|
%
|
|
5
|
%
|
|
Marketing spending related to product launches and overall marketing efforts to further
increase revenue |
2
|
|
|
3
|
|
|
Compensation associated with incentive compensation and stock-based compensation
|
3
|
|
|
1
|
|
|
Various individually insignificant items
|
2
|
|
|
2
|
|
|
Total change
|
9
|
%
|
|
11
|
%
|
|
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||
|
Compensation and related benefits associated with headcount growth
|
4
|
%
|
|
3
|
%
|
|
Professional and consulting fees
|
(3
|
)
|
|
5
|
|
|
Compensation associated with incentive compensation and stock-based compensation
|
1
|
|
|
2
|
|
|
Various individually insignificant items
|
3
|
|
|
(2
|
)
|
|
Total change
|
5
|
%
|
|
8
|
%
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Interest and other income (expense), net
|
|
$
|
(3.4
|
)
|
|
$
|
(3.0
|
)
|
|
$
|
13.1
|
|
|
13
|
%
|
|
(123
|
)%
|
|
Percentage of total revenue
|
|
*
|
|
|
*
|
|
|
*
|
|
|
|
|
|
|||||
|
Interest expense
|
|
(67.5
|
)
|
|
(67.0
|
)
|
|
(56.9
|
)
|
|
1
|
%
|
|
18
|
%
|
|||
|
Percentage of total revenue
|
|
(2
|
)%
|
|
(2
|
)%
|
|
(1
|
)%
|
|
|
|
|
|||||
|
Investment gains (losses), net
|
|
9.5
|
|
|
5.9
|
|
|
(6.1
|
)
|
|
61
|
%
|
|
(197
|
)%
|
|||
|
Percentage of total revenue
|
|
*
|
|
|
*
|
|
|
*
|
|
|
|
|
|
|||||
|
Total non-operating income (expense), net
|
|
$
|
(61.4
|
)
|
|
$
|
(64.1
|
)
|
|
$
|
(49.9
|
)
|
|
(4
|
)%
|
|
28
|
%
|
|
(*)
|
Percentage is not meaningful.
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
||||||
|
Net gains (losses) related to our direct and indirect investments in privately
held companies
|
|
$
|
(0.2
|
)
|
|
$
|
5.3
|
|
|
$
|
(11.3
|
)
|
|
Gains from sale of marketable equity securities
|
|
8.2
|
|
|
0.8
|
|
|
4.0
|
|
|||
|
Write-downs due to other-than-temporary declines in value of our
marketable equity securities
|
|
(0.1
|
)
|
|
(0.2
|
)
|
|
—
|
|
|||
|
Net gains related to our trading securities
|
|
1.6
|
|
|
—
|
|
|
1.2
|
|
|||
|
Total investment gains (losses), net
|
|
$
|
9.5
|
|
|
$
|
5.9
|
|
|
$
|
(6.1
|
)
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
|
% Change
2012-2011
|
|
% Change
2011-2010
|
||||||||
|
Provision
|
|
$
|
286.0
|
|
|
$
|
202.4
|
|
|
$
|
168.5
|
|
|
41
|
%
|
|
20
|
%
|
|
Percentage of total revenue
|
|
6
|
%
|
|
5
|
%
|
|
4
|
%
|
|
|
|
|
|||||
|
Effective tax rate
|
|
26
|
%
|
|
20
|
%
|
|
18
|
%
|
|
|
|
|
|||||
|
|
As of
|
||||||
|
(in millions)
|
November 30, 2012
|
|
December 2, 2011
|
||||
|
Cash and cash equivalents
|
$
|
1,425.1
|
|
|
$
|
989.5
|
|
|
Short-term investments
|
$
|
2,113.3
|
|
|
$
|
1,922.2
|
|
|
Working capital
|
$
|
3,059.6
|
|
|
$
|
2,520.7
|
|
|
Stockholders’ equity
|
$
|
6,665.2
|
|
|
$
|
5,783.1
|
|
|
(in millions)
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
||||||
|
Net cash provided by operating activities
|
$
|
1,499.6
|
|
|
$
|
1,543.3
|
|
|
$
|
1,113.0
|
|
|
Net cash used for investing activities
|
(834.7
|
)
|
|
(757.4
|
)
|
|
(1,159.3
|
)
|
|||
|
Net cash used for financing activities
|
(234.7
|
)
|
|
(550.4
|
)
|
|
(215.3
|
)
|
|||
|
Effect of foreign currency exchange rates on cash and cash equivalents
|
5.4
|
|
|
4.1
|
|
|
12.0
|
|
|||
|
Net increase (decrease) in cash and cash equivalents
|
$
|
435.6
|
|
|
$
|
239.6
|
|
|
$
|
(249.6
|
)
|
|
•
|
Fiscal 2011 Restructuring Plan
|
|
•
|
Fiscal 2009 Restructuring Plan
|
|
•
|
Fiscal 2008 Restructuring Plan
|
|
•
|
Omniture Restructuring Plan
|
|
•
|
Macromedia Restructuring Plan
|
|
Board Approval
Date
|
|
Repurchases
Under the Plan
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
|
|
Shares
|
|
Average
|
|
Shares
|
|
Average
|
|
Shares
|
|
Average
|
||||||||||||||
|
December 1997
|
|
From employees
(1)
|
|
|
|
|
|
|
|
1
|
|
|
$
|
33.57
|
|
|
1
|
|
|
$
|
35.66
|
|
||||
|
|
|
Structured repurchases
(2)
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
9,358
|
|
|
$
|
33.11
|
|
|||
|
June 2010
|
|
Structured repurchases
(2)
|
|
9,482
|
|
|
$
|
32.17
|
|
|
21,849
|
|
|
$
|
31.81
|
|
|
21,807
|
|
|
$
|
27.51
|
|
|||
|
April 2012
|
|
Structured repurchases
(2)
|
|
2,038
|
|
|
$
|
32.87
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|||
|
Total shares
|
|
|
|
11,520
|
|
|
$
|
32.29
|
|
|
21,850
|
|
|
$
|
31.81
|
|
|
31,166
|
|
|
$
|
29.19
|
|
|||
|
Total cost
|
|
|
|
$
|
371,995
|
|
|
|
|
|
$
|
695,015
|
|
|
|
|
|
$
|
909,900
|
|
|
|
|
|||
|
(1)
|
The repurchases from employees represent shares canceled when surrendered in lieu of cash payments for the option exercise price or withholding taxes due.
|
|
(2)
|
Stock repurchase agreements executed with large financial institutions.
See Stock Repurchase Program above.
|
|
|
|
Payment Due by Period
|
||||||||||||||||||
|
|
|
Total
|
|
Less than
1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than
5 years
|
||||||||||
|
Notes
|
|
$
|
1,869.5
|
|
|
$
|
62.3
|
|
|
$
|
714.8
|
|
|
$
|
85.5
|
|
|
$
|
1,006.9
|
|
|
Operating lease obligations
|
|
246.1
|
|
|
47.3
|
|
|
73.0
|
|
|
46.7
|
|
|
79.1
|
|
|||||
|
Capital lease obligations
|
|
13.2
|
|
|
11.4
|
|
|
1.8
|
|
|
—
|
|
|
—
|
|
|||||
|
Purchase obligations
|
|
342.2
|
|
|
256.4
|
|
|
46.5
|
|
|
27.3
|
|
|
12.0
|
|
|||||
|
Total
|
|
$
|
2,471.0
|
|
|
$
|
377.4
|
|
|
$
|
836.1
|
|
|
$
|
159.5
|
|
|
$
|
1,098.0
|
|
|
|
Fiscal
2012 |
|
Fiscal
2011 |
|
Fiscal
2010 |
||||||
|
Euro
|
€
|
530.7
|
|
|
€
|
557.6
|
|
|
€
|
542.9
|
|
|
Yen (in billions)
|
¥
|
34.8
|
|
|
¥
|
34.7
|
|
|
¥
|
35.6
|
|
|
British Pounds
|
£
|
145.1
|
|
|
£
|
144.8
|
|
|
£
|
123.9
|
|
|
Due within one year
|
$
|
656.8
|
|
|
Due within two years
|
495.1
|
|
|
|
Due within three years
|
678.5
|
|
|
|
Due after three years
|
282.7
|
|
|
|
Total
|
$
|
2,113.1
|
|
|
-150 BPS
|
|
-100 BPS
|
|
-50 BPS
|
|
Fair Value 11/30/12
|
|
+50 BPS
|
|
+100 BPS
|
|
+150 BPS
|
|||||||
|
2,138.4
|
|
|
2,136.6
|
|
|
2,129.3
|
|
|
2,113.1
|
|
|
2,094.6
|
|
|
2,076.5
|
|
|
2,058.5
|
|
|
-150 BPS
|
|
-100 BPS
|
|
-50 BPS
|
|
Fair Value 12/2/2011
|
|
+50 BPS
|
|
+100 BPS
|
|
+150 BPS
|
|||||||
|
1,935.5
|
|
|
1,930.6
|
|
|
1,922.1
|
|
|
1,909.9
|
|
|
1,896.4
|
|
|
1,883.0
|
|
|
1,869.9
|
|
|
|
Page No.
|
|
Consolidated Balance Sheets
|
|
|
Consolidated Statements of Income
|
|
|
Consolidated Statements of Stockholders' Equity and Comprehensive Income
|
|
|
Consolidated Statements of Cash Flows
|
|
|
Notes to Consolidated Financial Statements
|
|
|
Report of KPMG LLP, Independent Registered Public Accounting Firm
|
|
|
|
November 30,
2012 |
|
December 2,
2011 |
||||
|
ASSETS
|
|
|
|
||||
|
Current assets:
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
1,425,052
|
|
|
$
|
989,500
|
|
|
Short-term investments
|
2,113,301
|
|
|
1,922,192
|
|
||
|
Trade receivables, net of allowances for doubtful accounts of $12,643 and $15,080, respectively
|
617,233
|
|
|
634,373
|
|
||
|
Deferred income taxes
|
59,537
|
|
|
91,963
|
|
||
|
Prepaid expenses and other current assets
|
116,237
|
|
|
133,423
|
|
||
|
Total current assets
|
4,331,360
|
|
|
3,771,451
|
|
||
|
Property and equipment, net
|
664,302
|
|
|
527,828
|
|
||
|
Goodwill
|
4,133,259
|
|
|
3,849,217
|
|
||
|
Purchased and other intangibles, net
|
545,036
|
|
|
545,526
|
|
||
|
Investment in lease receivable
|
207,239
|
|
|
207,239
|
|
||
|
Other assets
|
93,327
|
|
|
89,922
|
|
||
|
Total assets
|
$
|
9,974,523
|
|
|
$
|
8,991,183
|
|
|
|
|
|
|
||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
|
Current liabilities:
|
|
|
|
|
|
||
|
Trade payables
|
$
|
49,759
|
|
|
$
|
86,660
|
|
|
Accrued expenses
|
590,140
|
|
|
554,941
|
|
||
|
Capital lease obligations
|
11,217
|
|
|
9,212
|
|
||
|
Accrued restructuring
|
9,287
|
|
|
80,930
|
|
||
|
Income taxes payable
|
49,886
|
|
|
42,634
|
|
||
|
Deferred revenue
|
561,463
|
|
|
476,402
|
|
||
|
Total current liabilities
|
1,271,752
|
|
|
1,250,779
|
|
||
|
Long-term liabilities:
|
|
|
|
|
|
||
|
Debt and capital lease obligations
|
1,496,938
|
|
|
1,505,096
|
|
||
|
Deferred revenue
|
58,102
|
|
|
55,303
|
|
||
|
Accrued restructuring
|
12,263
|
|
|
7,449
|
|
||
|
Income taxes payable
|
155,096
|
|
|
156,958
|
|
||
|
Deferred income taxes
|
265,106
|
|
|
181,602
|
|
||
|
Other liabilities
|
50,084
|
|
|
50,883
|
|
||
|
Total liabilities
|
3,309,341
|
|
|
3,208,070
|
|
||
|
|
|
|
|
||||
|
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
|
||||
|
Stockholders’ equity:
|
|
|
|
|
|
||
|
Preferred stock, $0.0001 par value; 2,000 shares authorized; none issued
|
—
|
|
|
—
|
|
||
|
Common stock, $0.0001 par value; 900,000 shares authorized; 600,834 shares issued;
494,132 and 491,540 shares outstanding, respectively
|
61
|
|
|
61
|
|
||
|
Additional paid-in-capital
|
3,038,665
|
|
|
2,753,896
|
|
||
|
Retained earnings
|
7,003,003
|
|
|
6,528,735
|
|
||
|
Accumulated other comprehensive income
|
30,712
|
|
|
29,950
|
|
||
|
Treasury stock, at cost (106,702 and 109,294 shares, respectively), net of reissuances
|
(3,407,259
|
)
|
|
(3,529,529
|
)
|
||
|
Total stockholders’ equity
|
6,665,182
|
|
|
5,783,113
|
|
||
|
Total liabilities and stockholders’ equity
|
$
|
9,974,523
|
|
|
$
|
8,991,183
|
|
|
|
Years Ended
|
||||||||||
|
|
November 30,
2012 |
|
December 2,
2011 |
|
December 3,
2010 |
||||||
|
Revenue:
|
|
|
|
|
|
||||||
|
Products
|
$
|
3,342,843
|
|
|
$
|
3,416,483
|
|
|
$
|
3,159,161
|
|
|
Subscription
|
673,206
|
|
|
458,634
|
|
|
386,805
|
|
|||
|
Services and support
|
387,628
|
|
|
341,141
|
|
|
254,034
|
|
|||
|
Total revenue
|
4,403,677
|
|
|
4,216,258
|
|
|
3,800,000
|
|
|||
|
Cost of revenue:
|
|
|
|
|
|
|
|||||
|
Products
|
121,663
|
|
|
125,640
|
|
|
127,453
|
|
|||
|
Subscription
|
219,102
|
|
|
194,033
|
|
|
195,595
|
|
|||
|
Services and support
|
143,017
|
|
|
118,200
|
|
|
80,454
|
|
|||
|
Total cost of revenue
|
483,782
|
|
|
437,873
|
|
|
403,502
|
|
|||
|
Gross profit
|
3,919,895
|
|
|
3,778,385
|
|
|
3,396,498
|
|
|||
|
Operating expenses:
|
|
|
|
|
|
|
|||||
|
Research and development
|
742,823
|
|
|
738,053
|
|
|
680,332
|
|
|||
|
Sales and marketing
|
1,516,159
|
|
|
1,385,822
|
|
|
1,244,197
|
|
|||
|
General and administrative
|
434,982
|
|
|
414,605
|
|
|
383,499
|
|
|||
|
Restructuring and other related charges (credits)
|
(2,917
|
)
|
|
97,773
|
|
|
23,266
|
|
|||
|
Amortization of purchased intangibles
|
48,657
|
|
|
42,833
|
|
|
72,130
|
|
|||
|
Total operating expenses
|
2,739,704
|
|
|
2,679,086
|
|
|
2,403,424
|
|
|||
|
Operating income
|
1,180,191
|
|
|
1,099,299
|
|
|
993,074
|
|
|||
|
Non-operating income (expense):
|
|
|
|
|
|
|
|||||
|
Interest and other income (expense), net
|
(3,414
|
)
|
|
(2,974
|
)
|
|
13,139
|
|
|||
|
Interest expense
|
(67,487
|
)
|
|
(66,952
|
)
|
|
(56,952
|
)
|
|||
|
Investment gains (losses), net
|
9,504
|
|
|
5,857
|
|
|
(6,110
|
)
|
|||
|
Total non-operating income (expense), net
|
(61,397
|
)
|
|
(64,069
|
)
|
|
(49,923
|
)
|
|||
|
Income before income taxes
|
1,118,794
|
|
|
1,035,230
|
|
|
943,151
|
|
|||
|
Provision for income taxes
|
286,019
|
|
|
202,383
|
|
|
168,471
|
|
|||
|
Net income
|
$
|
832,775
|
|
|
$
|
832,847
|
|
|
$
|
774,680
|
|
|
Basic net income per share
|
$
|
1.68
|
|
|
$
|
1.67
|
|
|
$
|
1.49
|
|
|
Shares used to compute basic net income per share
|
494,731
|
|
|
497,469
|
|
|
519,045
|
|
|||
|
Diluted net income per share
|
$
|
1.66
|
|
|
$
|
1.65
|
|
|
$
|
1.47
|
|
|
Shares used to compute diluted net income per share
|
502,721
|
|
|
503,921
|
|
|
525,824
|
|
|||
|
|
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income
|
|
Treasury Stock
|
|
|
||||||||||||||||||
|
|
|
Shares
|
|
Amount
|
|
|
|
|
Shares
|
|
Amount
|
|
Total
|
|||||||||||||||||
|
Balances at November 27, 2009
|
|
600,834
|
|
|
$
|
61
|
|
|
$
|
2,390,061
|
|
|
$
|
5,299,914
|
|
|
$
|
24,446
|
|
|
(78,177
|
)
|
|
$
|
(2,823,914
|
)
|
|
$
|
4,890,568
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
774,680
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
774,680
|
|
||||||
|
Other comprehensive income,
net of taxes (Note 13)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,018
|
)
|
|
—
|
|
|
—
|
|
|
(7,018
|
)
|
||||||
|
Total comprehensive income, net of
taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
767,662
|
|
||||||
|
Re-issuance of treasury stock under
stock compensation plans
|
|
—
|
|
|
—
|
|
|
(177,099
|
)
|
|
(93,680
|
)
|
|
—
|
|
|
10,407
|
|
|
410,049
|
|
|
139,270
|
|
||||||
|
Tax benefit from employee stock plans
|
|
—
|
|
|
—
|
|
|
11,107
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,107
|
|
||||||
|
Purchase of treasury stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(31,167
|
)
|
|
(850,020
|
)
|
|
(850,020
|
)
|
||||||
|
Equity awards assumed for
acquisition
|
|
—
|
|
|
—
|
|
|
3,264
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,264
|
|
||||||
|
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
230,945
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
230,945
|
|
||||||
|
Value of shares in deferred compensation plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(409
|
)
|
|
(409
|
)
|
||||||
|
Balances at December 3, 2010
|
|
600,834
|
|
|
$
|
61
|
|
|
$
|
2,458,278
|
|
|
$
|
5,980,914
|
|
|
$
|
17,428
|
|
|
(98,937
|
)
|
|
$
|
(3,264,294
|
)
|
|
$
|
5,192,387
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
832,847
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
832,847
|
|
||||||
|
Other comprehensive income,
net of taxes (Note 13)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,522
|
|
|
—
|
|
|
—
|
|
|
12,522
|
|
||||||
|
Total comprehensive income, net of
taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
845,369
|
|
||||||
|
Re-issuance of treasury stock under
stock compensation plans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(285,026
|
)
|
|
—
|
|
|
11,492
|
|
|
429,780
|
|
|
144,754
|
|
||||||
|
Tax benefit from employee stock plans
|
|
—
|
|
|
—
|
|
|
9,568
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,568
|
|
||||||
|
Purchase of treasury stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,849
|
)
|
|
(695,015
|
)
|
|
(695,015
|
)
|
||||||
|
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
286,050
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
286,050
|
|
||||||
|
Balances at December 2, 2011
|
|
600,834
|
|
|
$
|
61
|
|
|
$
|
2,753,896
|
|
|
$
|
6,528,735
|
|
|
$
|
29,950
|
|
|
(109,294
|
)
|
|
$
|
(3,529,529
|
)
|
|
$
|
5,783,113
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
832,775
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
832,775
|
|
||||||
|
Other comprehensive income,
net of taxes (Note 13)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
762
|
|
|
—
|
|
|
—
|
|
|
762
|
|
||||||
|
Total comprehensive income, net of
taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
833,537
|
|
||||||
|
Re-issuance of treasury stock under
stock compensation plans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(358,507
|
)
|
|
—
|
|
|
14,111
|
|
|
527,781
|
|
|
169,274
|
|
||||||
|
Tax benefit (detriment) from employee stock plans
|
|
—
|
|
|
—
|
|
|
(16,842
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,842
|
)
|
||||||
|
Purchase of treasury stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,519
|
)
|
|
(405,000
|
)
|
|
(405,000
|
)
|
||||||
|
Equity awards assumed for
acquisition
|
|
—
|
|
|
—
|
|
|
4,265
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,265
|
|
||||||
|
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
297,346
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
297,346
|
|
||||||
|
Value of shares in deferred compensation plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(511
|
)
|
|
(511
|
)
|
||||||
|
Balances at November 30, 2012
|
|
600,834
|
|
|
$
|
61
|
|
|
$
|
3,038,665
|
|
|
$
|
7,003,003
|
|
|
$
|
30,712
|
|
|
(106,702
|
)
|
|
$
|
(3,407,259
|
)
|
|
$
|
6,665,182
|
|
|
|
Years Ended
|
||||||||||
|
|
November 30,
2012 |
|
December 2,
2011 |
|
December 3,
2010 |
||||||
|
Cash flows from operating activities:
|
|
|
|
|
|
||||||
|
Net income
|
$
|
832,775
|
|
|
$
|
832,847
|
|
|
$
|
774,680
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
|
Depreciation, amortization and accretion
|
299,766
|
|
|
270,205
|
|
|
292,738
|
|
|||
|
Stock-based compensation
|
298,502
|
|
|
286,103
|
|
|
231,086
|
|
|||
|
Deferred income taxes
|
89,212
|
|
|
51,415
|
|
|
(172,329
|
)
|
|||
|
Unrealized (gains) losses on investments
|
(8,535
|
)
|
|
(4,349
|
)
|
|
11,517
|
|
|||
|
Retirements and disposals of property and equipment
|
1,113
|
|
|
14,772
|
|
|
674
|
|
|||
|
Other non-cash items
|
(13,658
|
)
|
|
24,560
|
|
|
13,695
|
|
|||
|
Excess tax benefits from stock-based compensation
|
(10,003
|
)
|
|
(9,949
|
)
|
|
(16,430
|
)
|
|||
|
Changes in operating assets and liabilities, net of acquired assets and
assumed liabilities:
|
|
|
|
|
|
||||||
|
Trade receivables, net
|
45,166
|
|
|
(81,065
|
)
|
|
(134,276
|
)
|
|||
|
Prepaid expenses and other current assets
|
4,552
|
|
|
(5,100
|
)
|
|
(39,963
|
)
|
|||
|
Trade payables
|
(62,874
|
)
|
|
32,203
|
|
|
(10,092
|
)
|
|||
|
Accrued expenses
|
(7,770
|
)
|
|
(24,708
|
)
|
|
127,814
|
|
|||
|
Accrued restructuring
|
(66,047
|
)
|
|
71,932
|
|
|
(26,811
|
)
|
|||
|
Income taxes payable
|
10,041
|
|
|
(16,661
|
)
|
|
(48,656
|
)
|
|||
|
Deferred revenue
|
87,340
|
|
|
101,109
|
|
|
109,348
|
|
|||
|
Net cash provided by operating activities
|
1,499,580
|
|
|
1,543,314
|
|
|
1,112,995
|
|
|||
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||
|
Purchases of short-term investments
|
(1,776,485
|
)
|
|
(1,861,075
|
)
|
|
(2,600,787
|
)
|
|||
|
Maturities of short-term investments
|
439,878
|
|
|
486,050
|
|
|
643,614
|
|
|||
|
Proceeds from sales of short-term investments
|
1,126,886
|
|
|
1,148,148
|
|
|
1,134,365
|
|
|||
|
Business acquisitions, net of cash acquired
|
(353,195
|
)
|
|
(259,046
|
)
|
|
(193,281
|
)
|
|||
|
Purchases of property and equipment
|
(271,076
|
)
|
|
(210,294
|
)
|
|
(169,642
|
)
|
|||
|
Proceeds from sale of property and equipment
|
—
|
|
|
—
|
|
|
32,151
|
|
|||
|
Purchases of long-term investments, intangibles and other assets
|
(29,701
|
)
|
|
(65,600
|
)
|
|
(28,216
|
)
|
|||
|
Proceeds from sale of long-term investments
|
29,031
|
|
|
4,415
|
|
|
22,502
|
|
|||
|
Net cash used for investing activities
|
(834,662
|
)
|
|
(757,402
|
)
|
|
(1,159,294
|
)
|
|||
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||
|
Purchases of treasury stock
|
(405,000
|
)
|
|
(695,015
|
)
|
|
(850,020
|
)
|
|||
|
Net proceeds from issuance of treasury stock
|
169,274
|
|
|
144,754
|
|
|
139,270
|
|
|||
|
Excess tax benefits from stock-based compensation
|
10,003
|
|
|
9,949
|
|
|
16,430
|
|
|||
|
Proceeds from debt and capital lease obligations
|
3,152
|
|
|
—
|
|
|
1,493,439
|
|
|||
|
Repayment of debt and capital lease obligations
|
(9,855
|
)
|
|
(10,046
|
)
|
|
(1,003,719
|
)
|
|||
|
Debt issuance costs
|
(2,297
|
)
|
|
—
|
|
|
(10,662
|
)
|
|||
|
Net cash used for financing activities
|
(234,723
|
)
|
|
(550,358
|
)
|
|
(215,262
|
)
|
|||
|
Effect of foreign currency exchange rates on cash and cash equivalents
|
5,357
|
|
|
4,055
|
|
|
11,965
|
|
|||
|
Net increase (decrease) in cash and cash equivalents
|
435,552
|
|
|
239,609
|
|
|
(249,596
|
)
|
|||
|
Cash and cash equivalents at beginning of year
|
989,500
|
|
|
749,891
|
|
|
999,487
|
|
|||
|
Cash and cash equivalents at end of year
|
$
|
1,425,052
|
|
|
$
|
989,500
|
|
|
$
|
749,891
|
|
|
Supplemental disclosures:
|
|
|
|
|
|
|
|||||
|
Cash paid for income taxes, net of refunds
|
$
|
201,125
|
|
|
$
|
158,373
|
|
|
$
|
389,114
|
|
|
Cash paid for interest
|
$
|
66,265
|
|
|
$
|
63,967
|
|
|
$
|
34,632
|
|
|
Non-cash investing activities:
|
|
|
|
|
|
||||||
|
Issuance of common stock and stock awards assumed in business acquisitions
|
$
|
4,265
|
|
|
$
|
—
|
|
|
$
|
3,264
|
|
|
Property and equipment acquired under capital leases
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
32,151
|
|
|
•
|
Distributors are allowed limited rights of return of products purchased during the previous quarter. In addition, distributors are allowed to return products that have reached the end of their lives and products that are being replaced by new versions.
|
|
•
|
We offer rebates to our distributors, resellers and/or end user customers. The amount of revenue that is reduced for distributor and reseller rebates is based on actual performance against objectives set forth by us for a particular reporting period (volume, timely reporting, etc.). If mail-in or other promotional rebates are offered, the amount of revenue reduced is based on the dollar amount of the rebate, taking into consideration an estimated redemption rate calculated using historical trends.
|
|
•
|
From time to time, we may offer price protection to our distributors that allow for the right to a credit if we permanently reduce the price of a software product. The amount of revenue that is reduced for price protection is calculated as the difference between the old and new price of a software product on inventory held by the distributor prior to the effective date of the decrease.
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Beginning balance
|
|
$
|
60,887
|
|
|
$
|
49,426
|
|
|
$
|
34,401
|
|
|
Amount charged to revenue
|
|
170,839
|
|
|
162,491
|
|
|
171,607
|
|
|||
|
Actual returns
|
|
(174,668
|
)
|
|
(151,030
|
)
|
|
(156,582
|
)
|
|||
|
Ending balance
|
|
$
|
57,058
|
|
|
$
|
60,887
|
|
|
$
|
49,426
|
|
|
(in thousands)
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Beginning balance
|
|
$
|
15,080
|
|
|
$
|
15,233
|
|
|
$
|
15,225
|
|
|
Increase due to acquisition
|
|
325
|
|
|
269
|
|
|
662
|
|
|||
|
Charged to operating expenses
|
|
3,356
|
|
|
6,271
|
|
|
3,673
|
|
|||
|
Deductions
(1)
|
|
(6,118
|
)
|
|
(6,693
|
)
|
|
(4,327
|
)
|
|||
|
Ending balance
|
|
$
|
12,643
|
|
|
$
|
15,080
|
|
|
$
|
15,233
|
|
|
(1)
|
Deductions related to the allowance for doubtful accounts represent amounts written off against the allowance, less recoveries.
|
|
|
Weighted Average
Useful Life (years
)
|
|
Purchased technology
|
5
|
|
Customer contracts and relationships
|
10
|
|
Trademarks
|
7
|
|
Acquired rights to use technology
|
9
|
|
Localization
|
1
|
|
Other intangibles
|
3
|
|
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Estimated
Fair Value
|
||||||||
|
Current assets:
|
|
|
|
|
|
|
|
||||||||
|
Cash
|
$
|
200,771
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
200,771
|
|
|
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
|
Corporate bonds and commercial paper
|
3,998
|
|
|
—
|
|
|
—
|
|
|
3,998
|
|
||||
|
Money market mutual funds and repurchase agreements
|
1,171,270
|
|
|
—
|
|
|
—
|
|
|
1,171,270
|
|
||||
|
Municipal securities
|
3,895
|
|
|
—
|
|
|
—
|
|
|
3,895
|
|
||||
|
Time deposits
|
45,118
|
|
|
—
|
|
|
—
|
|
|
45,118
|
|
||||
|
Total cash equivalents
|
1,224,281
|
|
|
—
|
|
|
—
|
|
|
1,224,281
|
|
||||
|
Total cash and cash equivalents
|
1,425,052
|
|
|
—
|
|
|
—
|
|
|
1,425,052
|
|
||||
|
Short-term fixed income securities:
|
|
|
|
|
|
|
|
||||||||
|
Corporate bonds and commercial paper
|
1,059,158
|
|
|
11,415
|
|
|
(133
|
)
|
|
1,070,440
|
|
||||
|
Foreign government securities
|
6,919
|
|
|
45
|
|
|
(12
|
)
|
|
6,952
|
|
||||
|
Municipal securities
|
180,488
|
|
|
97
|
|
|
(60
|
)
|
|
180,525
|
|
||||
|
Time deposits
|
20,113
|
|
|
—
|
|
|
—
|
|
|
20,113
|
|
||||
|
U.S. agency securities
|
501,863
|
|
|
2,346
|
|
|
(18
|
)
|
|
504,191
|
|
||||
|
U.S. Treasury securities
|
330,072
|
|
|
801
|
|
|
(37
|
)
|
|
330,836
|
|
||||
|
Subtotal
|
2,098,613
|
|
|
14,704
|
|
|
(260
|
)
|
|
2,113,057
|
|
||||
|
Marketable equity securities
|
237
|
|
|
7
|
|
|
—
|
|
|
244
|
|
||||
|
Total short-term investments
|
2,098,850
|
|
|
14,711
|
|
|
(260
|
)
|
|
2,113,301
|
|
||||
|
Total cash, cash equivalents and short-term investments
|
$
|
3,523,902
|
|
|
$
|
14,711
|
|
|
$
|
(260
|
)
|
|
$
|
3,538,353
|
|
|
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Estimated
Fair Value
|
||||||||
|
Current assets:
|
|
|
|
|
|
|
|
||||||||
|
Cash
|
$
|
261,206
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
261,206
|
|
|
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
||||||
|
Commercial paper
|
15,948
|
|
|
—
|
|
|
—
|
|
|
15,948
|
|
||||
|
Money market mutual funds and repurchase agreements
|
687,152
|
|
|
—
|
|
|
—
|
|
|
687,152
|
|
||||
|
Time deposits
|
15,694
|
|
|
—
|
|
|
—
|
|
|
15,694
|
|
||||
|
U.S. agency securities
|
2,500
|
|
|
—
|
|
|
—
|
|
|
2,500
|
|
||||
|
U.S. Treasury securities
|
7,000
|
|
|
—
|
|
|
—
|
|
|
7,000
|
|
||||
|
Total cash equivalents
|
728,294
|
|
|
—
|
|
|
—
|
|
|
728,294
|
|
||||
|
Total cash and cash equivalents
|
989,500
|
|
|
—
|
|
|
—
|
|
|
989,500
|
|
||||
|
Short-term fixed income securities:
|
|
|
|
|
|
|
|
|
|||||||
|
Corporate bonds and commercial paper
|
1,109,674
|
|
|
6,533
|
|
|
(4,670
|
)
|
|
1,111,537
|
|
||||
|
Foreign government securities
|
7,280
|
|
|
43
|
|
|
—
|
|
|
7,323
|
|
||||
|
Municipal securities
|
106,255
|
|
|
104
|
|
|
(4
|
)
|
|
106,355
|
|
||||
|
U.S. agency securities
|
374,514
|
|
|
1,496
|
|
|
(117
|
)
|
|
375,893
|
|
||||
|
U.S. Treasury securities
|
307,181
|
|
|
1,640
|
|
|
(4
|
)
|
|
308,817
|
|
||||
|
Subtotal
|
1,904,904
|
|
|
9,816
|
|
|
(4,795
|
)
|
|
1,909,925
|
|
||||
|
Marketable equity securities
|
10,581
|
|
|
1,686
|
|
|
—
|
|
|
12,267
|
|
||||
|
Total short-term investments
|
1,915,485
|
|
|
11,502
|
|
|
(4,795
|
)
|
|
1,922,192
|
|
||||
|
Total cash, cash equivalents and short-term investments
|
$
|
2,904,985
|
|
|
$
|
11,502
|
|
|
$
|
(4,795
|
)
|
|
$
|
2,911,692
|
|
|
|
2012
|
|
2011
|
||||||||||||
|
|
Fair
Value
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
|
Gross
Unrealized
Losses
|
||||||||
|
Corporate bonds and commercial paper
|
$
|
95,489
|
|
|
$
|
(132
|
)
|
|
$
|
408,178
|
|
|
$
|
(4,438
|
)
|
|
Foreign government securities
|
2,105
|
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
||||
|
Municipal securities
|
40,524
|
|
|
(60
|
)
|
|
17,125
|
|
|
(3
|
)
|
||||
|
U.S. Treasury and agency securities
|
48,203
|
|
|
(55
|
)
|
|
133,857
|
|
|
(121
|
)
|
||||
|
Total
|
$
|
186,321
|
|
|
$
|
(259
|
)
|
|
$
|
559,160
|
|
|
$
|
(4,562
|
)
|
|
|
2012
|
|
2011
|
||||||||||||
|
|
Fair
Value
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
|
Gross
Unrealized
Losses
|
||||||||
|
Corporate bonds and commercial paper
|
$
|
2,999
|
|
|
$
|
(1
|
)
|
|
$
|
22,918
|
|
|
$
|
(232
|
)
|
|
Municipal securities
|
—
|
|
|
—
|
|
|
2,668
|
|
|
(1
|
)
|
||||
|
Total
|
$
|
2,999
|
|
|
$
|
(1
|
)
|
|
$
|
25,586
|
|
|
$
|
(233
|
)
|
|
|
Amortized
Cost
|
|
Estimated
Fair Value
|
||||
|
Due within one year
|
$
|
655,597
|
|
|
$
|
656,818
|
|
|
Due between one and two years
|
490,297
|
|
|
495,066
|
|
||
|
Due between two and three years
|
673,418
|
|
|
678,481
|
|
||
|
Due after three years
|
279,301
|
|
|
282,692
|
|
||
|
Total
|
$
|
2,098,613
|
|
|
$
|
2,113,057
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
|
|
|
|
Quoted Prices
in Active
Markets for
Identical Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Assets:
|
|
|
|
|
|
|
|
||||||||
|
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
|
Corporate bonds and commercial paper
|
$
|
3,998
|
|
|
$
|
—
|
|
|
$
|
3,998
|
|
|
$
|
—
|
|
|
Money market mutual funds and repurchase
agreements
|
1,171,270
|
|
|
1,171,270
|
|
|
—
|
|
|
—
|
|
||||
|
Municipal securities
|
3,895
|
|
|
—
|
|
|
3,895
|
|
|
—
|
|
||||
|
Time deposits
|
45,118
|
|
|
45,118
|
|
|
—
|
|
|
—
|
|
||||
|
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
|
Corporate bonds and commercial paper
|
1,070,440
|
|
|
—
|
|
|
1,070,440
|
|
|
—
|
|
||||
|
Foreign government securities
|
6,952
|
|
|
—
|
|
|
6,952
|
|
|
—
|
|
||||
|
Marketable equity securities
|
244
|
|
|
244
|
|
|
—
|
|
|
—
|
|
||||
|
Municipal securities
|
180,525
|
|
|
—
|
|
|
180,525
|
|
|
—
|
|
||||
|
Time deposits
|
20,113
|
|
|
—
|
|
|
20,113
|
|
|
—
|
|
||||
|
U.S. agency securities
|
504,191
|
|
|
—
|
|
|
504,191
|
|
|
—
|
|
||||
|
U.S. Treasury securities
|
330,836
|
|
|
—
|
|
|
330,836
|
|
|
—
|
|
||||
|
Prepaid expenses and other current assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Foreign currency derivatives
|
13,513
|
|
|
—
|
|
|
13,513
|
|
|
—
|
|
||||
|
Other assets:
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Deferred compensation plan assets
|
15,094
|
|
|
436
|
|
|
14,658
|
|
|
—
|
|
||||
|
Total assets
|
$
|
3,366,189
|
|
|
$
|
1,217,068
|
|
|
$
|
2,149,121
|
|
|
$
|
—
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Accrued expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Foreign currency derivatives
|
$
|
998
|
|
|
$
|
—
|
|
|
$
|
998
|
|
|
$
|
—
|
|
|
Total liabilities
|
$
|
998
|
|
|
$
|
—
|
|
|
$
|
998
|
|
|
$
|
—
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
|
|
|
|
Quoted Prices
in Active
Markets for
Identical Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Assets:
|
|
|
|
|
|
|
|
||||||||
|
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
|
Commercial paper
|
$
|
15,948
|
|
|
$
|
—
|
|
|
$
|
15,948
|
|
|
$
|
—
|
|
|
Money market mutual funds and repurchase
agreements
|
687,152
|
|
|
687,152
|
|
|
—
|
|
|
—
|
|
||||
|
Time deposits
|
15,694
|
|
|
15,694
|
|
|
—
|
|
|
—
|
|
||||
|
U.S. agency securities
|
2,500
|
|
|
—
|
|
|
2,500
|
|
|
—
|
|
||||
|
U.S. Treasury securities
|
7,000
|
|
|
—
|
|
|
7,000
|
|
|
—
|
|
||||
|
Short-term investments:
|
|
|
|
|
|
|
|
|
|||||||
|
Corporate bonds and commercial paper
|
1,111,537
|
|
|
—
|
|
|
1,111,537
|
|
|
—
|
|
||||
|
Foreign government securities
|
7,323
|
|
|
—
|
|
|
7,323
|
|
|
—
|
|
||||
|
Marketable equity securities
|
12,267
|
|
|
12,267
|
|
|
—
|
|
|
—
|
|
||||
|
Municipal securities
|
106,355
|
|
|
—
|
|
|
106,355
|
|
|
—
|
|
||||
|
U.S. agency securities
|
375,893
|
|
|
—
|
|
|
375,893
|
|
|
—
|
|
||||
|
U.S. Treasury securities
|
308,817
|
|
|
—
|
|
|
308,817
|
|
|
—
|
|
||||
|
Prepaid expenses and other current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Foreign currency derivatives
|
25,362
|
|
|
—
|
|
|
25,362
|
|
|
—
|
|
||||
|
Other assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Deferred compensation plan assets
|
12,803
|
|
|
523
|
|
|
12,280
|
|
|
—
|
|
||||
|
Total assets
|
$
|
2,688,651
|
|
|
$
|
715,636
|
|
|
$
|
1,973,015
|
|
|
$
|
—
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Accrued expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Foreign currency derivatives
|
$
|
3,881
|
|
|
$
|
—
|
|
|
$
|
3,881
|
|
|
$
|
—
|
|
|
Total liabilities
|
$
|
3,881
|
|
|
$
|
—
|
|
|
$
|
3,881
|
|
|
$
|
—
|
|
|
|
2012
|
|
2011
|
||||||||||||
|
|
Fair Value
Asset
Derivatives
(1)
|
|
Fair Value
Liability
Derivatives
(2)
|
|
Fair Value
Asset
Derivatives
(1)
|
|
Fair Value
Liability
Derivatives
(2)
|
||||||||
|
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
|
Foreign exchange option contracts
(3)
|
$
|
10,897
|
|
|
$
|
—
|
|
|
$
|
19,296
|
|
|
$
|
—
|
|
|
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
|
Foreign exchange forward contracts
|
2,616
|
|
|
998
|
|
|
6,066
|
|
|
3,881
|
|
||||
|
Total derivatives
|
$
|
13,513
|
|
|
$
|
998
|
|
|
$
|
25,362
|
|
|
$
|
3,881
|
|
|
(1)
|
Included in prepaid expenses and other current assets on our Consolidated Balance Sheets.
|
|
(2)
|
Included in accrued expenses on our Consolidated Balance Sheets.
|
|
(3)
|
Hedging effectiveness expected to be recognized to income within the next twelve months.
|
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
|
Foreign
Exchange
Option
Contracts
|
|
Foreign
Exchange
Forward
Contracts
|
|
Foreign
Exchange
Option
Contracts
|
|
Foreign
Exchange
Forward
Contracts
|
|
Foreign
Exchange
Option
Contracts
|
|
Foreign
Exchange
Forward
Contracts
|
||||||||||||
|
Derivatives in cash flow hedging relationships:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Net gain (loss) recognized in OCI, net of tax
(1)
|
$
|
23,922
|
|
|
$
|
—
|
|
|
$
|
16,952
|
|
|
$
|
—
|
|
|
$
|
20,325
|
|
|
$
|
—
|
|
|
Net gain (loss) reclassified from accumulated
OCI into income, net of tax
(2)
|
$
|
30,672
|
|
|
$
|
—
|
|
|
$
|
3,749
|
|
|
$
|
—
|
|
|
$
|
20,169
|
|
|
$
|
—
|
|
|
Net gain (loss) recognized in income
(3)
|
$
|
(29,554
|
)
|
|
$
|
—
|
|
|
$
|
(28,796
|
)
|
|
$
|
—
|
|
|
$
|
(23,285
|
)
|
|
$
|
—
|
|
|
Derivatives not designated as hedging relationships:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Net gain (loss) recognized in income
(4)
|
$
|
—
|
|
|
$
|
8,742
|
|
|
$
|
—
|
|
|
$
|
(3,973
|
)
|
|
$
|
—
|
|
|
$
|
34,168
|
|
|
(1)
|
Net change in the fair value of the effective portion classified in other comprehensive income (“OCI”).
|
|
(2)
|
Effective portion classified as revenue.
|
|
(3)
|
Ineffective portion and amount excluded from effectiveness testing classified in interest and other income (expense), net.
|
|
(4)
|
Classified in interest and other income (expense), net.
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Gain (loss) on foreign currency assets and liabilities:
|
|
|
|
|
|
|
||||||
|
Net realized gain (loss) recognized in other income
|
|
$
|
(5,899
|
)
|
|
$
|
6,604
|
|
|
$
|
(11,470
|
)
|
|
Net unrealized loss recognized in other income
|
|
(4,720
|
)
|
|
(4,062
|
)
|
|
(12,345
|
)
|
|||
|
|
|
(10,619
|
)
|
|
2,542
|
|
|
(23,815
|
)
|
|||
|
Gain (loss) on hedges of foreign currency assets and liabilities:
|
|
|
|
|
|
|
||||||
|
Net realized gain recognized in other income
|
|
9,312
|
|
|
4,633
|
|
|
21,921
|
|
|||
|
Net unrealized gain (loss) recognized in other income
|
|
(570
|
)
|
|
(8,606
|
)
|
|
12,247
|
|
|||
|
|
|
8,742
|
|
|
(3,973
|
)
|
|
34,168
|
|
|||
|
Net gain (loss) recognized in interest and other income (expense), net
|
|
$
|
(1,877
|
)
|
|
$
|
(1,431
|
)
|
|
$
|
10,353
|
|
|
|
|
2012
|
|
2011
|
||||
|
Computers and equipment
|
|
$
|
702,270
|
|
|
$
|
581,670
|
|
|
Furniture and fixtures
|
|
84,697
|
|
|
75,384
|
|
||
|
Server hardware under capital lease
|
|
35,303
|
|
|
32,151
|
|
||
|
Capital projects in-progress
|
|
63,980
|
|
|
44,219
|
|
||
|
Leasehold improvements
|
|
222,262
|
|
|
206,529
|
|
||
|
Land
|
|
114,941
|
|
|
113,960
|
|
||
|
Buildings
|
|
175,222
|
|
|
99,845
|
|
||
|
Total
|
|
1,398,675
|
|
|
1,153,758
|
|
||
|
Less accumulated depreciation and amortization
|
|
(734,373
|
)
|
|
(625,930
|
)
|
||
|
Property and equipment, net
|
|
$
|
664,302
|
|
|
$
|
527,828
|
|
|
|
|
2010
|
|
Acquisitions
|
|
Other
(1)
|
|
2011
|
|
Acquisitions
|
|
Other
(2)
|
|
2012
|
||||||||||||||
|
Digital Media
|
|
$
|
1,799,514
|
|
|
$
|
173,811
|
|
|
$
|
(833
|
)
|
|
$
|
1,972,492
|
|
|
$
|
—
|
|
|
$
|
(616
|
)
|
|
$
|
1,971,876
|
|
|
Digital Marketing
|
|
1,583,738
|
|
|
38,728
|
|
|
(4,292
|
)
|
|
1,618,174
|
|
|
291,422
|
|
|
(6,675
|
)
|
|
1,902,921
|
|
|||||||
|
Print and Publishing
|
|
258,592
|
|
|
—
|
|
|
(41
|
)
|
|
258,551
|
|
|
—
|
|
|
(89
|
)
|
|
258,462
|
|
|||||||
|
Goodwill
|
|
$
|
3,641,844
|
|
|
$
|
212,539
|
|
|
$
|
(5,166
|
)
|
|
$
|
3,849,217
|
|
|
$
|
291,422
|
|
|
$
|
(7,380
|
)
|
|
$
|
4,133,259
|
|
|
(1)
|
The change includes adjustments to our Day purchase price allocation through the second quarter of fiscal 2011 and foreign currency translation adjustments. We also recorded adjustments for tax deductions from acquired stock options associated with our Omniture and Macromedia acquisitions.
|
|
(2)
|
Amounts primarily consist of foreign currency translation adjustments and adjustments for tax deductions from acquired stock options associated with our Omniture and Macromedia acquisitions.
|
|
|
|
2012
|
|
2011
|
||||
|
Digital Media
|
|
$
|
148,215
|
|
|
$
|
181,888
|
|
|
Digital Marketing
|
|
396,786
|
|
|
363,560
|
|
||
|
Print and Publishing
|
|
35
|
|
|
78
|
|
||
|
Purchased and other intangible assets, net
|
|
$
|
545,036
|
|
|
$
|
545,526
|
|
|
|
2012
|
|
2011
|
||||||||||||||||||||
|
|
Cost
|
|
Accumulated Amortization
|
|
Net
|
|
Cost
|
|
Accumulated Amortization
|
|
Net
|
||||||||||||
|
Purchased technology
|
$
|
366,574
|
|
|
$
|
(161,538
|
)
|
|
$
|
205,036
|
|
|
$
|
314,057
|
|
|
$
|
(91,363
|
)
|
|
$
|
222,694
|
|
|
Customer contracts and relationships
|
$
|
318,027
|
|
|
$
|
(74,214
|
)
|
|
$
|
243,813
|
|
|
$
|
433,534
|
|
|
$
|
(229,364
|
)
|
|
$
|
204,170
|
|
|
Trademarks
|
53,293
|
|
|
(19,171
|
)
|
|
34,122
|
|
|
52,734
|
|
|
(11,217
|
)
|
|
41,517
|
|
||||||
|
Acquired rights to use technology
|
104,402
|
|
|
(56,782
|
)
|
|
47,620
|
|
|
106,865
|
|
|
(48,137
|
)
|
|
58,728
|
|
||||||
|
Localization
|
8,586
|
|
|
(4,654
|
)
|
|
3,932
|
|
|
9,762
|
|
|
(6,591
|
)
|
|
3,171
|
|
||||||
|
Other intangibles
|
18,742
|
|
|
(8,229
|
)
|
|
10,513
|
|
|
63,906
|
|
|
(48,660
|
)
|
|
15,246
|
|
||||||
|
Total other intangible assets
|
$
|
503,050
|
|
|
$
|
(163,050
|
)
|
|
$
|
340,000
|
|
|
$
|
666,801
|
|
|
$
|
(343,969
|
)
|
|
$
|
322,832
|
|
|
Purchased and other intangible
assets, net
|
$
|
869,624
|
|
|
$
|
(324,588
|
)
|
|
$
|
545,036
|
|
|
$
|
980,858
|
|
|
$
|
(435,332
|
)
|
|
$
|
545,526
|
|
|
Fiscal Year
|
|
Purchased
Technology
|
|
Other Intangible
Assets
|
||||
|
2013
|
$
|
70,613
|
|
|
$
|
64,429
|
|
|
|
2014
|
64,451
|
|
|
56,995
|
|
|||
|
2015
|
49,779
|
|
|
50,977
|
|
|||
|
2016
|
11,505
|
|
|
45,359
|
|
|||
|
2017
|
5,372
|
|
|
40,026
|
|
|||
|
Thereafter
|
3,316
|
|
|
82,214
|
|
|||
|
Total expected amortization expense
|
$
|
205,036
|
|
|
$
|
340,000
|
|
|
|
|
2012
|
|
2011
|
||||
|
Accrued compensation and benefits
|
$
|
242,887
|
|
|
$
|
235,500
|
|
|
Sales and marketing allowances
|
87,916
|
|
|
58,156
|
|
||
|
Accrued corporate marketing
|
39,503
|
|
|
37,757
|
|
||
|
Taxes payable
|
26,164
|
|
|
26,732
|
|
||
|
Royalties payable
|
10,040
|
|
|
18,778
|
|
||
|
Accrued interest expense
|
20,796
|
|
|
21,010
|
|
||
|
Other
|
162,834
|
|
|
157,008
|
|
||
|
Accrued expenses
|
$
|
590,140
|
|
|
$
|
554,941
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Domestic
|
|
$
|
402,723
|
|
|
$
|
319,500
|
|
|
$
|
283,819
|
|
|
Foreign
|
|
716,071
|
|
|
715,730
|
|
|
659,332
|
|
|||
|
Income before income taxes
|
|
$
|
1,118,794
|
|
|
$
|
1,035,230
|
|
|
$
|
943,151
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Current:
|
|
|
|
|
|
|
||||||
|
United States federal
|
|
$
|
162,574
|
|
|
$
|
104,587
|
|
|
$
|
260,118
|
|
|
Foreign
|
|
59,255
|
|
|
41,724
|
|
|
44,869
|
|
|||
|
State and local
|
|
(2,244
|
)
|
|
(8,769
|
)
|
|
31,866
|
|
|||
|
Total current
|
|
219,585
|
|
|
137,542
|
|
|
336,853
|
|
|||
|
Deferred:
|
|
|
|
|
|
|
|
|
|
|||
|
United States federal
|
|
69,374
|
|
|
60,617
|
|
|
(158,350
|
)
|
|||
|
Foreign
|
|
(6,082
|
)
|
|
8,262
|
|
|
(6,475
|
)
|
|||
|
State and local
|
|
3,142
|
|
|
(13,606
|
)
|
|
(14,665
|
)
|
|||
|
Total deferred
|
|
66,434
|
|
|
55,273
|
|
|
(179,490
|
)
|
|||
|
Tax expense attributable to employee stock plans
|
|
—
|
|
|
9,568
|
|
|
11,108
|
|
|||
|
Provision for income taxes
|
|
$
|
286,019
|
|
|
$
|
202,383
|
|
|
$
|
168,471
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Computed “expected” tax expense
|
|
$
|
391,578
|
|
|
$
|
362,331
|
|
|
$
|
330,103
|
|
|
State tax expense, net of federal benefit
|
|
11,320
|
|
|
8,436
|
|
|
13,444
|
|
|||
|
Tax credits
|
|
(1,226
|
)
|
|
(30,283
|
)
|
|
(1,317
|
)
|
|||
|
Differences between statutory rate and foreign effective tax rate
|
|
(122,999
|
)
|
|
(135,178
|
)
|
|
(129,063
|
)
|
|||
|
Change in deferred tax asset valuation allowance
|
|
(2,144
|
)
|
|
(493
|
)
|
|
1,408
|
|
|||
|
Stock-based compensation (net of tax deduction)
|
|
10,976
|
|
|
3,983
|
|
|
4,181
|
|
|||
|
Resolution of income tax examinations
|
|
(26,687
|
)
|
|
—
|
|
|
(39,753
|
)
|
|||
|
Domestic manufacturing deduction benefit
|
|
(17,010
|
)
|
|
(14,350
|
)
|
|
(14,630
|
)
|
|||
|
U.S. tax benefits related to state income tax ruling
|
|
—
|
|
|
(22,320
|
)
|
|
—
|
|
|||
|
Tax charge for licensing acquired company technology to foreign subsidiaries
|
|
38,849
|
|
|
31,298
|
|
|
—
|
|
|||
|
Other, net
|
|
3,362
|
|
|
(1,041
|
)
|
|
4,098
|
|
|||
|
Provision for income taxes
|
|
$
|
286,019
|
|
|
$
|
202,383
|
|
|
$
|
168,471
|
|
|
|
|
2012
|
|
2011
|
||||
|
Deferred tax assets:
|
|
|
|
|
||||
|
Acquired technology
|
|
$
|
3,890
|
|
|
$
|
794
|
|
|
Reserves and accruals
|
|
71,888
|
|
|
95,077
|
|
||
|
Deferred revenue
|
|
9,941
|
|
|
11,999
|
|
||
|
Unrealized losses on investments
|
|
17,482
|
|
|
16,483
|
|
||
|
Stock-based compensation
|
|
85,179
|
|
|
92,817
|
|
||
|
Net operating loss of acquired companies
|
|
16,257
|
|
|
13,481
|
|
||
|
Credit carryforwards
|
|
31,172
|
|
|
24,771
|
|
||
|
Capitalized expenses
|
|
4,023
|
|
|
—
|
|
||
|
Other
|
|
5,165
|
|
|
6,298
|
|
||
|
Total gross deferred tax assets
|
|
244,997
|
|
|
261,720
|
|
||
|
Deferred tax asset valuation allowance
|
|
(28,247
|
)
|
|
(5,198
|
)
|
||
|
Total deferred tax assets
|
|
216,750
|
|
|
256,522
|
|
||
|
Deferred tax liabilities:
|
|
|
|
|
||||
|
Depreciation and amortization
|
|
(81,034
|
)
|
|
(74,048
|
)
|
||
|
Undistributed earnings of foreign subsidiaries
|
|
(187,528
|
)
|
|
(125,173
|
)
|
||
|
Acquired intangible assets
|
|
(153,757
|
)
|
|
(146,940
|
)
|
||
|
Total deferred tax liabilities
|
|
(422,319
|
)
|
|
(346,161
|
)
|
||
|
Net deferred tax liabilities
|
|
$
|
(205,569
|
)
|
|
$
|
(89,639
|
)
|
|
|
|
2012
|
|
2011
|
||||
|
Beginning balance
|
|
$
|
163,607
|
|
|
$
|
156,925
|
|
|
Gross increases in unrecognized tax benefits – prior year tax positions
|
|
1,038
|
|
|
11,901
|
|
||
|
Gross decreases in unrecognized tax benefits – prior year tax positions
|
|
—
|
|
|
(4,154
|
)
|
||
|
Gross increases in unrecognized tax benefits – current year tax positions
|
|
23,771
|
|
|
32,420
|
|
||
|
Settlements with taxing authorities
|
|
(1,754
|
)
|
|
(29,101
|
)
|
||
|
Lapse of statute of limitations
|
|
(25,387
|
)
|
|
(3,825
|
)
|
||
|
Foreign exchange gains and losses
|
|
(807
|
)
|
|
(559
|
)
|
||
|
Ending balance
|
|
$
|
160,468
|
|
|
$
|
163,607
|
|
|
•
|
Fiscal 2009 Restructuring Plan—In the fourth quarter of fiscal 2009, in order to appropriately align our costs in connection with our fiscal 2010 operating plan, we initiated a restructuring plan consisting of reductions in workforce and the consolidation of facilities. The restructuring activities related to this program affected only those employees and facilities that were associated with Adobe prior to the acquisition of Omniture on
October 23, 2009
.
|
|
•
|
Omniture Restructuring Plan—We completed our acquisition of Omniture on
October 23, 2009
. In the fourth quarter of fiscal 2009, we initiated a plan to restructure the pre-merger operations of Omniture to eliminate certain duplicative activities, focus our resources on future growth opportunities and reduce our cost structure.
|
|
•
|
Fiscal 2008 Restructuring Plan—In the fourth quarter of fiscal 2008, we initiated a restructuring program consisting of reductions in workforce and the consolidation of facilities, in order to reduce our operating costs and focus our resources on key strategic priorities.
|
|
|
December 2,
2011 |
|
Costs
Incurred
|
|
Cash
Payments
|
|
Other
Adjustments*
|
|
November 30,
2012 |
||||||||||
|
Fiscal 2011 Plan:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Termination benefits
|
$
|
72,817
|
|
|
$
|
—
|
|
|
$
|
(49,551
|
)
|
|
$
|
(22,018
|
)
|
|
$
|
1,248
|
|
|
Cost of closing redundant facilities
|
2,995
|
|
|
11,097
|
|
|
(4,662
|
)
|
|
193
|
|
|
9,623
|
|
|||||
|
Other Restructuring Plans:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Termination benefits
|
1,548
|
|
|
810
|
|
|
(977
|
)
|
|
(390
|
)
|
|
991
|
|
|||||
|
Cost of closing redundant facilities
|
11,019
|
|
|
5,536
|
|
|
(7,940
|
)
|
|
1,073
|
|
|
9,688
|
|
|||||
|
Total restructuring plans
|
$
|
88,379
|
|
|
$
|
17,443
|
|
|
$
|
(63,130
|
)
|
|
$
|
(21,142
|
)
|
|
$
|
21,550
|
|
|
(*)
|
Included in Other Adjustments are foreign currency translation adjustments and Goodwill adjustments of
$0.4 million
each.
|
|
|
Fiscal Years
|
||||
|
|
2012
|
|
2011
|
|
2010
|
|
Expected life (in years)
|
3.9 - 4.2
|
|
3.8 - 4.2
|
|
3.8 - 5.1
|
|
Volatility
|
31 - 34%
|
|
30 - 41%
|
|
29 - 36%
|
|
Risk free interest rate
|
0.54 - .71%
|
|
0.64 - 1.92%
|
|
1.04 - 2.66%
|
|
|
Fiscal Years
|
||||
|
|
2012
|
|
2011
|
|
2010
|
|
Expected life (in years)
|
0.5 - 2.0
|
|
0.5 - 2.0
|
|
0.5 - 2.0
|
|
Volatility
|
30 - 36%
|
|
30 - 34%
|
|
32 - 40%
|
|
Risk free interest rate
|
0.06 - 0.30%
|
|
0.10 - 0.61%
|
|
0.18 - 1.09%
|
|
|
Outstanding Options
|
|||||
|
|
Number of
Shares
|
|
Weighted
Average
Exercise
Price
|
|||
|
November 27, 2009
|
41,251
|
|
|
$
|
29.45
|
|
|
Granted
|
3,198
|
|
|
$
|
34.03
|
|
|
Exercised
|
(5,196
|
)
|
|
$
|
20.48
|
|
|
Cancelled
|
(2,908
|
)
|
|
$
|
33.94
|
|
|
Increase due to acquisition
|
730
|
|
|
$
|
8.24
|
|
|
December 3, 2010
|
37,075
|
|
|
$
|
30.33
|
|
|
Granted
|
4,507
|
|
|
$
|
33.60
|
|
|
Exercised
|
(4,987
|
)
|
|
$
|
21.02
|
|
|
Cancelled
|
(2,268
|
)
|
|
$
|
33.85
|
|
|
Increase due to acquisition
|
475
|
|
|
$
|
2.25
|
|
|
December 2, 2011
|
34,802
|
|
|
$
|
31.47
|
|
|
Granted
|
57
|
|
|
$
|
32.19
|
|
|
Exercised
|
(6,754
|
)
|
|
$
|
23.61
|
|
|
Cancelled
|
(4,692
|
)
|
|
$
|
33.07
|
|
|
Increase due to acquisition
|
1,104
|
|
|
$
|
3.23
|
|
|
November 30, 2012
|
24,517
|
|
|
$
|
32.09
|
|
|
|
Number of
Shares
(thousands)
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Life
(years)
|
|
Aggregate
Intrinsic
Value
(*)
(millions)
|
|||||
|
2012
|
|
|
|
|
|
|
|
|||||
|
Options outstanding
|
24,517
|
|
|
$
|
32.09
|
|
|
2.74
|
|
$
|
103.3
|
|
|
Options vested and expected to vest
|
24,158
|
|
|
$
|
32.15
|
|
|
2.70
|
|
$
|
100.9
|
|
|
Options exercisable
|
20,668
|
|
|
$
|
33.06
|
|
|
2.27
|
|
$
|
73.6
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
||
|
Options outstanding
|
34,802
|
|
|
$
|
31.47
|
|
|
3.24
|
|
$
|
68.0
|
|
|
Options vested and expected to vest
|
33,856
|
|
|
$
|
31.52
|
|
|
3.17
|
|
$
|
65.6
|
|
|
Options exercisable
|
26,622
|
|
|
$
|
32.31
|
|
|
2.56
|
|
$
|
42.1
|
|
|
2010
|
|
|
|
|
|
|
|
|||||
|
Options outstanding
|
37,075
|
|
|
$
|
30.33
|
|
|
3.62
|
|
$
|
116.3
|
|
|
Options vested and expected to vest
|
35,961
|
|
|
$
|
30.42
|
|
|
3.56
|
|
$
|
111.0
|
|
|
Options exercisable
|
27,763
|
|
|
$
|
31.17
|
|
|
3.06
|
|
$
|
72.7
|
|
|
(*)
|
The intrinsic value is calculated as the difference between the market value as of the end of the fiscal period and the exercise price of the shares. As reported by the NASDAQ Global Select Market, the market values as of
November 30, 2012
,
December 2, 2011
and
December 3, 2010
were
$34.61
,
$27.11
and
$29.14
, respectively.
|
|
|
2012
|
|
2011
|
|
2010
|
|||
|
Beginning outstanding balance
|
16,871
|
|
|
13,890
|
|
|
10,433
|
|
|
Awarded
|
9,431
|
|
|
8,180
|
|
|
7,340
|
|
|
Released
|
(5,854
|
)
|
|
(3,819
|
)
|
|
(2,589
|
)
|
|
Forfeited
|
(2,147
|
)
|
|
(1,587
|
)
|
|
(1,294
|
)
|
|
Increase due to acquisition
|
114
|
|
|
207
|
|
|
—
|
|
|
Ending outstanding balance
|
18,415
|
|
|
16,871
|
|
|
13,890
|
|
|
|
Number of
Shares
(thousands)
|
|
Weighted
Average
Remaining
Contractual
Life
(years)
|
|
Aggregate
Intrinsic
Value
(*)
(millions)
|
|||
|
2012
|
|
|
|
|
|
|||
|
Restricted stock units outstanding
|
18,415
|
|
|
1.37
|
|
$
|
637.3
|
|
|
Restricted stock units vested and expected to vest
|
16,289
|
|
|
1.26
|
|
$
|
562.8
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
Restricted stock units outstanding
|
16,871
|
|
|
1.35
|
|
$
|
457.4
|
|
|
Restricted stock units vested and expected to vest
|
14,931
|
|
|
1.25
|
|
$
|
404.3
|
|
|
2010
|
|
|
|
|
|
|||
|
Restricted stock units outstanding
|
13,890
|
|
|
1.54
|
|
$
|
404.8
|
|
|
Restricted stock units vested and expected to vest
|
11,185
|
|
|
1.38
|
|
$
|
325.7
|
|
|
(*)
|
The intrinsic value is calculated as the market value as of the end of the fiscal period. As reported by the NASDAQ Global Select Market, the market values as of
November 30, 2012
,
December 2, 2011
and
December 3, 2010
were
$34.61
,
$27.11
and
$29.14
, respectively.
|
|
|
Shares
Granted
|
|
Maximum
Shares Eligible
to Receive
|
||
|
Beginning outstanding balance
|
—
|
|
|
—
|
|
|
Awarded
|
1,125
|
|
|
1,652
|
|
|
Forfeited
|
(23
|
)
|
|
(34
|
)
|
|
Ending outstanding balance
|
1,102
|
|
|
1,618
|
|
|
|
2012
|
|
2011
|
|
2010
|
|||
|
Beginning outstanding balance
|
405
|
|
|
557
|
|
|
950
|
|
|
Achieved
|
492
|
|
|
337
|
|
|
—
|
|
|
Released
|
(464
|
)
|
|
(436
|
)
|
|
(350
|
)
|
|
Forfeited
|
(45
|
)
|
|
(53
|
)
|
|
(43
|
)
|
|
Ending outstanding balance
|
388
|
|
|
405
|
|
|
557
|
|
|
|
Number of
Shares
(thousands)
|
|
Weighted
Average
Remaining
Contractual
Life
(years)
|
|
Aggregate
Intrinsic
Value
(*)
(millions)
|
|||
|
2012
|
|
|
|
|
|
|||
|
Performance shares outstanding
|
388
|
|
|
0.54
|
|
$
|
13.4
|
|
|
Performance shares vested and expected to vest
|
369
|
|
|
0.51
|
|
$
|
12.7
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
Performance shares units outstanding
|
405
|
|
|
0.41
|
|
$
|
11.0
|
|
|
Performance shares vested and expected to vest
|
390
|
|
|
0.39
|
|
$
|
10.4
|
|
|
2010
|
|
|
|
|
|
|||
|
Performance shares units outstanding
|
557
|
|
|
0.58
|
|
$
|
16.2
|
|
|
Performance shares vested and expected to vest
|
514
|
|
|
0.53
|
|
$
|
14.8
|
|
|
(*)
|
The intrinsic value is calculated as the market value as of the end of the fiscal period. As reported by the NASDAQ Global Select Market, the market values as of
November 30, 2012
,
December 2, 2011
and
December 3, 2010
were
$34.61
,
$27.11
and
$29.14
, respectively.
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Options granted to existing directors
|
43
|
|
|
85
|
|
|
18
|
|
|||
|
Exercise price
|
$
|
33.18
|
|
|
$
|
33.23
|
|
|
$
|
33.82
|
|
|
|
2012
|
|
2011
|
|
2010
|
|||
|
Restricted stock units granted to existing directors
|
42
|
|
|
28
|
|
|
48
|
|
|
Restricted stock units granted to new directors
|
41
|
|
|
—
|
|
|
—
|
|
|
|
Income Statement Classifications
|
||||||||||||||||||||||
|
|
Cost of
Revenue–
Subscription
|
|
Cost of
Revenue–
Services and Support
|
|
Research and Development
|
|
Sales and
Marketing
|
|
General and Administrative
|
|
Total
(1)
|
||||||||||||
|
Option Grants and Stock
Purchase Rights
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
2012
|
$
|
2,840
|
|
|
$
|
4,130
|
|
|
$
|
24,823
|
|
|
$
|
31,379
|
|
|
$
|
15,455
|
|
|
$
|
78,627
|
|
|
2011
|
$
|
936
|
|
|
$
|
4,716
|
|
|
$
|
28,132
|
|
|
$
|
31,754
|
|
|
$
|
20,605
|
|
|
$
|
86,143
|
|
|
2010
|
$
|
1,265
|
|
|
$
|
1,251
|
|
|
$
|
37,221
|
|
|
$
|
40,983
|
|
|
$
|
21,111
|
|
|
$
|
101,831
|
|
|
Restricted Stock and Performance
Share Awards
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
2012
|
$
|
3,100
|
|
|
$
|
9,461
|
|
|
$
|
83,349
|
|
|
$
|
76,359
|
|
|
$
|
47,606
|
|
|
$
|
219,875
|
|
|
2011
|
$
|
1,521
|
|
|
$
|
8,607
|
|
|
$
|
79,427
|
|
|
$
|
68,485
|
|
|
$
|
41,920
|
|
|
$
|
199,960
|
|
|
2010
|
$
|
1,422
|
|
|
$
|
1,065
|
|
|
$
|
51,387
|
|
|
$
|
52,253
|
|
|
$
|
23,128
|
|
|
$
|
129,255
|
|
|
(1)
|
During fiscal
2012
,
2011
and
2010
, we recorded tax benefits of
$47.1 million
,
$58.3 million
and
$61.5 million
, respectively.
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
|
|
Increase/(Decrease)
|
||||||||||
|
Net income
|
|
$
|
832,775
|
|
|
$
|
832,847
|
|
|
$
|
774,680
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
||||||
|
Available-for-sale securities:
|
|
|
|
|
|
|
||||||
|
Unrealized gains / losses on available-for-sale securities
|
|
11,297
|
|
|
(1,795
|
)
|
|
(1,211
|
)
|
|||
|
Reclassification adjustment for gains on available-for-sale
securities recognized during the period
|
|
(2,874
|
)
|
|
(1,834
|
)
|
|
(2,959
|
)
|
|||
|
Subtotal available-for-sale securities
|
|
8,423
|
|
|
(3,629
|
)
|
|
(4,170
|
)
|
|||
|
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
||||||
|
Unrealized gains / losses on derivative instruments
|
|
23,922
|
|
|
16,952
|
|
|
20,325
|
|
|||
|
Reclassification adjustment for gains on derivative
instruments recognized during the period
|
|
(30,672
|
)
|
|
(3,749
|
)
|
|
(20,169
|
)
|
|||
|
Subtotal derivatives designated as hedging
instruments
|
|
(6,750
|
)
|
|
13,203
|
|
|
156
|
|
|||
|
Foreign currency translation adjustments
|
|
(911
|
)
|
|
2,948
|
|
|
(3,004
|
)
|
|||
|
Other comprehensive income
|
|
762
|
|
|
12,522
|
|
|
(7,018
|
)
|
|||
|
Total comprehensive income, net of taxes
|
|
$
|
833,537
|
|
|
$
|
845,369
|
|
|
$
|
767,662
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Available-for-sale securities
|
|
$
|
13
|
|
|
$
|
700
|
|
|
$
|
495
|
|
|
Foreign currency translation adjustments
|
|
$
|
1,169
|
|
|
$
|
2,483
|
|
|
$
|
275
|
|
|
|
2012
|
|
2011
|
||||
|
Net unrealized gains on available-for-sale securities:
|
|
|
|
||||
|
Unrealized gains on available-for-sale securities
|
$
|
14,698
|
|
|
$
|
10,810
|
|
|
Unrealized losses on available-for-sale securities
|
(259
|
)
|
|
(4,794
|
)
|
||
|
Total net unrealized gains on available-for-sale securities
|
14,439
|
|
|
6,016
|
|
||
|
Net unrealized gains on derivative instruments designated as hedging instruments
|
6,604
|
|
|
13,354
|
|
||
|
Cumulative foreign currency translation adjustments
|
9,669
|
|
|
10,580
|
|
||
|
Total accumulated other comprehensive income, net of taxes
|
$
|
30,712
|
|
|
29,950
|
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Beginning balance
|
|
$
|
10,580
|
|
|
$
|
7,632
|
|
|
$
|
10,640
|
|
|
Foreign currency translation adjustments
|
|
(2,225
|
)
|
|
5,156
|
|
|
(4,144
|
)
|
|||
|
Income tax effect relating to translation adjustments for
undistributed foreign earnings
|
|
1,314
|
|
|
(2,208
|
)
|
|
1,136
|
|
|||
|
Ending balance
|
|
$
|
9,669
|
|
|
$
|
10,580
|
|
|
$
|
7,632
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Net income
|
|
$
|
832,775
|
|
|
$
|
832,847
|
|
|
$
|
774,680
|
|
|
Shares used to compute basic net income per share
|
|
494,731
|
|
|
497,469
|
|
|
519,045
|
|
|||
|
Dilutive potential common shares:
|
|
|
|
|
|
|
||||||
|
Unvested restricted stock and performance share awards
|
|
7,624
|
|
|
4,214
|
|
|
3,170
|
|
|||
|
Stock options
|
|
366
|
|
|
2,238
|
|
|
3,609
|
|
|||
|
Shares used to compute diluted net income per share
|
|
502,721
|
|
|
503,921
|
|
|
525,824
|
|
|||
|
Basic net income per share
|
|
$
|
1.68
|
|
|
$
|
1.67
|
|
|
$
|
1.49
|
|
|
Diluted net income per share
|
|
$
|
1.66
|
|
|
$
|
1.65
|
|
|
$
|
1.47
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Rent expense
|
|
$
|
105,809
|
|
|
$
|
111,574
|
|
|
$
|
109,114
|
|
|
Less: sublease income
|
|
2,330
|
|
|
3,211
|
|
|
3,929
|
|
|||
|
Net rent expense
|
|
$
|
103,479
|
|
|
$
|
108,363
|
|
|
$
|
105,185
|
|
|
|
|
|
|
|
Operating Leases
|
|
Capital Leases
|
||||||||||
|
Fiscal Year
|
|
|
Purchase
Obligations
|
|
Future
Minimum
Lease
Payments
|
|
Future
Minimum
Sublease
Income
|
|
Future
Minimum
Lease
Payments
|
||||||||
|
2013
|
|
$
|
256,353
|
|
|
$
|
48,562
|
|
|
$
|
1,236
|
|
|
$
|
11,411
|
|
|
|
2014
|
|
22,334
|
|
|
42,843
|
|
|
511
|
|
|
1,773
|
|
|||||
|
2015
|
|
24,190
|
|
|
31,156
|
|
|
505
|
|
|
—
|
|
|||||
|
2016
|
|
23,925
|
|
|
25,833
|
|
|
430
|
|
|
—
|
|
|||||
|
2017
|
|
3,361
|
|
|
21,726
|
|
|
396
|
|
|
—
|
|
|||||
|
Thereafter
|
|
12,004
|
|
|
80,235
|
|
|
1,184
|
|
|
—
|
|
|||||
|
Total
|
|
$
|
342,167
|
|
|
$
|
250,355
|
|
|
$
|
4,262
|
|
|
$
|
13,184
|
|
|
|
Less: interest
|
|
|
|
|
|
|
|
|
|
|
(341
|
)
|
|||||
|
Total
|
|
|
|
|
|
|
|
|
|
|
$
|
12,843
|
|
||||
|
|
2012
|
|
2011
|
||||
|
Notes
|
$
|
1,495,312
|
|
|
$
|
1,494,627
|
|
|
Capital lease obligations
|
12,843
|
|
|
19,681
|
|
||
|
Total debt and capital lease obligations
|
1,508,155
|
|
|
1,514,308
|
|
||
|
Less: current portion
|
11,217
|
|
|
9,212
|
|
||
|
Debt and capital lease obligations
|
$
|
1,496,938
|
|
|
$
|
1,505,096
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Interest and other income (expense), net:
|
|
|
|
|
|
|
||||||
|
Interest income
|
|
$
|
24,549
|
|
|
$
|
24,506
|
|
|
$
|
21,923
|
|
|
Foreign exchange gains (losses)
|
|
(31,431
|
)
|
|
(30,226
|
)
|
|
(12,948
|
)
|
|||
|
Realized gains on fixed income investment
|
|
3,152
|
|
|
2,012
|
|
|
2,953
|
|
|||
|
Realized losses on fixed income investment
|
|
(278
|
)
|
|
(178
|
)
|
|
—
|
|
|||
|
Other
|
|
594
|
|
|
912
|
|
|
1,211
|
|
|||
|
Interest and other income (expense), net
|
|
$
|
(3,414
|
)
|
|
$
|
(2,974
|
)
|
|
$
|
13,139
|
|
|
Interest expense
|
|
$
|
(67,487
|
)
|
|
$
|
(66,952
|
)
|
|
$
|
(56,952
|
)
|
|
Investment gains (losses), net:
|
|
|
|
|
|
|
|
|||||
|
Realized investment gains
|
|
$
|
8,918
|
|
|
$
|
7,159
|
|
|
$
|
9,819
|
|
|
Unrealized investment gains
|
|
940
|
|
|
—
|
|
|
1,008
|
|
|||
|
Realized investment losses
|
|
(104
|
)
|
|
(850
|
)
|
|
(9,619
|
)
|
|||
|
Unrealized investment losses
|
|
(250
|
)
|
|
(452
|
)
|
|
(7,318
|
)
|
|||
|
Investment gains (losses), net
|
|
$
|
9,504
|
|
|
$
|
5,857
|
|
|
$
|
(6,110
|
)
|
|
Non-operating income (expense), net
|
|
$
|
(61,397
|
)
|
|
$
|
(64,069
|
)
|
|
$
|
(49,923
|
)
|
|
•
|
Digital Media—
Our Digital Media segment provides tools and solutions that enable individuals, small businesses and enterprises to create, publish, promote and monetize their digital content anywhere. Our customers include traditional content creators, web application developers and digital media professionals, as well as their management in marketing departments and agencies, companies and publishers.
|
|
•
|
Digital Marketing—
Our Digital Marketing segment provides solutions and services for how digital advertising and marketing are created, managed, executed, measured and optimized. Our customers include digital marketers, advertisers, publishers, merchandisers, web analysts, chief marketing officers and chief revenue officers.
|
|
•
|
Print and Publishing—
Our Print and Publishing segment addresses market opportunities ranging from the diverse publishing needs of technical and business publishing to our legacy type and OEM printing businesses.
|
|
|
Digital Media
|
|
Digital
Marketing
|
|
Print and Publishing
|
|
Total
|
||||||||
|
Fiscal 2012
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Revenue
|
$
|
3,128,548
|
|
|
$
|
1,058,357
|
|
|
$
|
216,772
|
|
|
$
|
4,403,677
|
|
|
Cost of revenue
|
134,574
|
|
|
338,600
|
|
|
10,608
|
|
|
483,782
|
|
||||
|
Gross profit
|
$
|
2,993,974
|
|
|
$
|
719,757
|
|
|
$
|
206,164
|
|
|
$
|
3,919,895
|
|
|
Gross profit as a percentage of revenue
|
96
|
%
|
|
68
|
%
|
|
95
|
%
|
|
89
|
%
|
||||
|
Fiscal 2011
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Revenue
|
$
|
3,088,527
|
|
|
$
|
909,406
|
|
|
$
|
218,325
|
|
|
$
|
4,216,258
|
|
|
Cost of revenue
|
128,951
|
|
|
301,600
|
|
|
7,322
|
|
|
437,873
|
|
||||
|
Gross profit
|
$
|
2,959,576
|
|
|
$
|
607,806
|
|
|
$
|
211,003
|
|
|
$
|
3,778,385
|
|
|
Gross profit as a percentage of revenue
|
96
|
%
|
|
67
|
%
|
|
97
|
%
|
|
90
|
%
|
||||
|
Fiscal 2010
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Revenue
|
$
|
2,834,417
|
|
|
$
|
739,356
|
|
|
$
|
226,227
|
|
|
$
|
3,800,000
|
|
|
Cost of revenue
|
135,476
|
|
|
254,727
|
|
|
13,299
|
|
|
403,502
|
|
||||
|
Gross profit
|
$
|
2,698,941
|
|
|
$
|
484,629
|
|
|
$
|
212,928
|
|
|
$
|
3,396,498
|
|
|
Gross profit as a percentage of revenue
|
95
|
%
|
|
66
|
%
|
|
94
|
%
|
|
89
|
%
|
||||
|
Revenue
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
|
Americas:
|
|
|
|
|
|
|
|||||||
|
United States
|
|
$
|
1,969,924
|
|
|
$
|
1,823,205
|
|
|
$
|
1,641,985
|
|
|
|
Other
|
|
226,430
|
|
|
221,399
|
|
|
193,309
|
|
||||
|
Total Americas
|
|
2,196,354
|
|
|
2,044,604
|
|
|
1,835,294
|
|
||||
|
EMEA
|
|
1,294,566
|
|
|
1,317,417
|
|
|
1,191,946
|
|
||||
|
APAC:
|
|
|
|
|
|
|
|||||||
|
Japan
|
|
531,028
|
|
|
517,378
|
|
|
477,462
|
|
||||
|
Other
|
|
381,729
|
|
|
336,859
|
|
|
295,298
|
|
||||
|
Total APAC
|
|
912,757
|
|
|
854,237
|
|
|
772,760
|
|
||||
|
Revenue
|
|
$
|
4,403,677
|
|
|
$
|
4,216,258
|
|
|
$
|
3,800,000
|
|
|
|
Property and Equipment
|
|
|
2012
|
|
2011
|
||||
|
Americas:
|
|
|
|
|
|||||
|
United States
|
|
$
|
552,634
|
|
|
$
|
437,701
|
|
|
|
Other
|
|
1,426
|
|
|
1,926
|
|
|||
|
Total Americas
|
|
554,060
|
|
|
439,627
|
|
|||
|
EMEA
|
|
63,515
|
|
|
53,474
|
|
|||
|
APAC:
|
|
|
|
|
|||||
|
India
|
|
30,007
|
|
|
18,955
|
|
|||
|
Other
|
|
16,720
|
|
|
15,772
|
|
|||
|
Total APAC
|
|
46,727
|
|
|
34,727
|
|
|||
|
Property and equipment, net
|
|
$
|
664,302
|
|
|
$
|
527,828
|
|
|
|
|
|
2012
|
|
2011
|
|
2010
|
|||
|
Ingram Micro
|
|
11
|
%
|
|
14
|
%
|
|
15
|
%
|
|
|
|
2012
|
||||||||||||||
|
(in thousands, except per share data)
|
|
Quarter Ended
|
||||||||||||||
|
|
|
March 2
|
|
June 1
|
|
August 31
|
|
November 30
|
||||||||
|
Revenue
|
|
$
|
1,045,220
|
|
|
$
|
1,124,449
|
|
|
$
|
1,080,580
|
|
|
$
|
1,153,428
|
|
|
Gross profit
|
|
$
|
936,955
|
|
|
$
|
993,531
|
|
|
$
|
960,959
|
|
|
$
|
1,028,450
|
|
|
Income before income taxes
|
|
$
|
270,377
|
|
|
$
|
294,574
|
|
|
$
|
263,212
|
|
|
$
|
290,631
|
|
|
Net income
|
|
$
|
185,209
|
|
|
$
|
223,876
|
|
|
$
|
201,357
|
|
|
$
|
222,333
|
|
|
Basic net income per share
|
|
$
|
0.37
|
|
|
$
|
0.45
|
|
|
$
|
0.41
|
|
|
$
|
0.45
|
|
|
Diluted net income per share
|
|
$
|
0.37
|
|
|
$
|
0.45
|
|
|
$
|
0.40
|
|
|
$
|
0.44
|
|
|
|
|
2011
|
||||||||||||||
|
(in thousands, except per share data)
|
|
Quarter Ended
|
||||||||||||||
|
|
|
March 4
|
|
June 3
|
|
September 2
|
|
December 2
|
||||||||
|
Revenue
|
|
$
|
1,027,706
|
|
|
$
|
1,023,179
|
|
|
$
|
1,013,212
|
|
|
$
|
1,152,161
|
|
|
Gross profit
|
|
$
|
920,067
|
|
|
$
|
913,978
|
|
|
$
|
908,558
|
|
|
$
|
1,035,782
|
|
|
Income before income taxes
|
|
$
|
286,087
|
|
|
$
|
259,244
|
|
|
$
|
256,719
|
|
|
$
|
233,180
|
|
|
Net income
|
|
$
|
234,591
|
|
|
$
|
229,436
|
|
|
$
|
195,101
|
|
|
$
|
173,719
|
|
|
Basic net income per share
|
|
$
|
0.47
|
|
|
$
|
0.46
|
|
|
$
|
0.39
|
|
|
$
|
0.35
|
|
|
Diluted net income per share
|
|
$
|
0.46
|
|
|
$
|
0.45
|
|
|
$
|
0.39
|
|
|
$
|
0.35
|
|
|
1.
|
Financial Statements. See Index to Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.
|
|
2.
|
Exhibits. The exhibits listed in the accompanying Index to Exhibits are filed or incorporated by reference as part of this Form 10-K.
|
|
|
ADOBE SYSTEMS INCORPORATED
|
|
|
|
|
|
|
|
By:
|
/s/ MARK GARRETT
|
|
|
|
Mark Garrett
|
|
|
|
Executive Vice President and
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
|
|
/s/ JOHN E. WARNOCK
|
|
|
|
January 22, 2013
|
|
John E. Warnock
|
|
Chairman of the Board of Directors
|
|
|
|
|
|
|
|
|
|
/s/ CHARLES M. GESCHKE
|
|
|
|
January 22, 2013
|
|
Charles M. Geschke
|
|
Chairman of the Board of Directors
|
|
|
|
|
|
|
|
|
|
/s/ SHATANU NARAYEN
|
|
|
|
January 22, 2013
|
|
Shantanu Narayen
|
|
Director, President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
|
/s/ MARK GARRETT
|
|
|
|
January 22, 2013
|
|
Mark Garrett
|
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
|
|
|
/s/ RICHARD T. ROWLEY
|
|
|
|
January 22, 2013
|
|
Richard T. Rowley
|
|
Vice President, Corporate Controller and Principal Accounting Officer
|
|
|
|
|
|
|
|
|
|
/s/ AMY BANSE
|
|
|
|
January 22, 2013
|
|
Amy Banse
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ KELLY BARLOW
|
|
|
|
January 22, 2013
|
|
Kelly Barlow
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ EDWARD W. BARNHOLT
|
|
|
|
January 22, 2013
|
|
Edward W. Barnholt
|
|
Director
|
|
|
|
|
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
|
|
/s/ ROBERT K. BURGESS
|
|
|
|
January 22, 2013
|
|
Robert K. Burgess
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ FRANK CALDERONI
|
|
|
|
January 22, 2013
|
|
Frank Calderoni
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ MICHAEL R. CANNON
|
|
|
|
January 22, 2013
|
|
Michael R. Cannon
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ JAMES E. DALEY
|
|
|
|
January 22, 2013
|
|
James E. Daley
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ LAURA DESMOND
|
|
|
|
January 22, 2013
|
|
Laura Desmond
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ DANIEL L. ROSENSWEIG
|
|
|
|
January 22, 2013
|
|
Daniel L. Rosensweig
|
|
Director
|
|
|
|
|
|
|
|
|
|
/s/ ROBERT SEDGEWICK
|
|
|
|
January 22, 2013
|
|
Robert Sedgewick
|
|
Director
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
3.1
|
|
|
Restated Certificate of Incorporation of Adobe Systems Incorporated
|
|
8-K
|
|
4/26/11
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
3.2
|
|
|
Amended and Restated Bylaws
|
|
8-K
|
|
10/30/12
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
4.1
|
|
|
Specimen Common Stock Certificate
|
|
S-3
|
|
1/15/10
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
4.2
|
|
|
Form of Indenture
|
|
S-3
|
|
1/15/10
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
4.3
|
|
|
Forms of Global Note for Adobe Systems Incorporated’s 3.250% Notes due 2015 and 4.750% Notes due 2020, together with Form of Officer’s Certificate setting forth the terms of the Notes
|
|
8-K
|
|
1/26/10
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.1
|
|
|
Amended 1994 Performance and Restricted Stock Plan*
|
|
10-Q
|
|
4/9/10
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.2
|
|
|
Form of Restricted Stock Agreement used in connection with the Amended 1994 Performance and Restricted Stock Plan*
|
|
10-K
|
|
1/23/09
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.3
|
|
|
1997 Employee Stock Purchase Plan, as amended*
|
|
8-K
|
|
4/26/11
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.4
|
|
|
1996 Outside Directors Stock Option Plan, as amended*
|
|
10-Q
|
|
4/12/06
|
|
10.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.5
|
|
|
Forms of Stock Option Agreements used in connection with the 1996 Outside Directors Stock Option Plan*
|
|
S-8
|
|
6/16/00
|
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.6
|
|
|
2003 Equity Incentive Plan, as amended and restated*
|
|
8-K
|
|
4/13/12
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.7
|
|
|
Form of Stock Option Agreement used in connection with the 2003 Equity Incentive Plan*
|
|
8-K
|
|
12/20/10
|
|
99.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.8
|
|
|
Form of Indemnity Agreement*
|
|
10-Q
|
|
6/26/09
|
|
10.12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.9
|
|
|
Forms of Retention Agreement*
|
|
10-K
|
|
2/17/98
|
|
10.44
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.10
|
|
|
Second Amended and Restated Master Lease of Land and Improvements by and between SMBC Leasing and Finance, Inc. and Adobe Systems Incorporated
|
|
10-Q
|
|
10/7/04
|
|
10.14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.11
|
|
|
Lease between Adobe Systems Incorporated and Selco Service Corporation, dated March 26, 2007
|
|
8-K
|
|
3/28/07
|
|
10.1
|
|
|
|
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.12
|
|
|
Participation Agreement among Adobe Systems Incorporated, Selco Service Corporation, et al. dated March 26, 2007
|
|
8-K
|
|
3/28/07
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.13
|
|
|
Master Amendment No. 2 among Adobe Systems Incorporated, Selco Service Corporation and KeyBank National Association dated October 31, 2011
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.14
|
|
|
Form of Restricted Stock Unit Agreement used in connection with the Amended 1994 Performance and Restricted Stock Plan*
|
|
10-K
|
|
1/26/12
|
|
10.13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.15
|
|
|
Form of Restricted Stock Unit Agreement used in connection with the 2003 Equity Incentive Plan*
|
|
10-K
|
|
1/26/12
|
|
10.14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.16
|
|
|
Form of Restricted Stock Agreement used in connection with the 2003 Equity Incentive Plan*
|
|
10-Q
|
|
10/7/04
|
|
10.11
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.17
|
|
|
2005 Equity Incentive Assumption Plan, as amended*
|
|
10-Q
|
|
4/9/10
|
|
10.19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.18
|
|
|
Form of Stock Option Agreement used in connection with the 2005 Equity Incentive Assumption Plan*
|
|
8-K
|
|
12/20/10
|
|
99.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.19
|
|
|
Allaire Corporation 1997 Stock Incentive Plan*
|
|
S-8
|
|
3/27/01
|
|
4.06
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.20
|
|
|
Allaire Corporation 1998 Stock Incentive Plan, as amended*
|
|
S-8
|
|
3/27/01
|
|
4.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.21
|
|
|
Allaire Corporation 2000 Stock Incentive Plan*
|
|
S-8
|
|
3/27/01
|
|
4.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.22
|
|
|
Andromedia, Inc. 1999 Stock Plan*
|
|
S-8
|
|
12/7/99
|
|
4.09
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.23
|
|
|
Blue Sky Software Corporation 1996 Stock Option Plan*
|
|
S-8
|
|
12/29/03
|
|
4.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.24
|
|
|
Macromedia, Inc. 1999 Stock Option Plan*
|
|
S-8
|
|
8/17/00
|
|
4.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.25
|
|
|
Macromedia, Inc. 2002 Equity Incentive Plan*
|
|
S-8
|
|
8/10/05
|
|
4.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.26
|
|
|
Form of Macromedia, Inc. Stock Option Agreement*
|
|
S-8
|
|
8/10/05
|
|
4.09
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.27
|
|
|
Form of Macromedia, Inc. Revised Non-Plan Stock Option Agreement*
|
|
S-8
|
|
11/23/04
|
|
4.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.28
|
|
|
Form of Macromedia, Inc. Restricted Stock Purchase Agreement*
|
|
10-Q
|
|
2/8/05
|
|
10.01
|
|
|
|
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.29
|
|
|
Adobe Systems Incorporated Form of Performance Share Program pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/26/12
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.30
|
|
|
Form of Award Grant Notice and Performance Share Award Agreement used in connection with grants under the Adobe Systems Incorporated 2008 Performance Share Program pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/30/08
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.31
|
|
|
2008 Award Calculation Methodology Exhibit A to the 2008 Performance Share Program pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/30/08
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.32
|
|
|
Adobe Systems Incorporated Deferred Compensation Plan*
|
|
10-K
|
|
1/24/08
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.33
|
|
|
Adobe Systems Incorporated Executive Cash Performance Bonus Plan*
|
|
DEF 14A
|
|
2/24/06
|
|
Appendix B
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.34
|
|
|
Second Amendment to Retention Agreement between Adobe Systems Incorporated and Shantanu Narayen, effective as of
December 17, 2010*
|
|
10-K
|
|
1/27/11
|
|
10.40
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.35
|
|
|
Employment offer letter between Adobe Systems Incorporated and Richard Rowley, dated October 30, 2006*
|
|
8-K
|
|
11/16/06
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.36
|
|
|
Employment offer letter between Adobe Systems Incorporated and Mark Garrett dated January 5, 2007*
|
|
8-K
|
|
1/26/07
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.37
|
|
|
Credit Agreement, dated as of March 2, 2012, among Adobe Systems Incorporated and certain subsidiaries as Borrowers, The Royal Bank of Scotland PLC and U.S. Bank National Association as Co-Documentation Agents, JPMorgan Chase Bank, N.A., as Syndication Agent, Bank of America, N.A. as Administrative Agent and Swing Line Lender, and the Other Lenders Party Thereto
|
|
8-K
|
|
3/7/12
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.38
|
|
|
Purchase and Sale Agreement, by and between NP Normandy Overlook, LLC, as Seller and Adobe Systems Incorporated as Buyer, effective as of May 12, 2008
|
|
8-K
|
|
5/15/08
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.39
|
|
|
Form of Director Annual Grant Stock Option Agreement used in connection with the 2003 Equity Incentive Plan*
|
|
8-K
|
|
12/20/10
|
|
99.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.40
|
|
|
Form of Director Initial Grant Restricted Stock Unit Agreement in connection with the 2003 Equity Incentive Plan*
|
|
8-K
|
|
12/20/10
|
|
99.6
|
|
|
|
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.41
|
|
|
Form of Director Annual Grant Restricted Stock Unit Agreement in connection with the 2003 Equity Incentive Plan*
|
|
8-K
|
|
12/20/10
|
|
99.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.42
|
|
|
2009 Executive Annual Incentive Plan*
|
|
8-K
|
|
1/29/09
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.43
|
|
|
Omniture, Inc. 1999 Equity Incentive Plan, as amended (the “Omniture 1999 Plan”)*
|
|
S-1
|
|
4/4/06
|
|
10.2A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.44
|
|
|
Forms of Stock Option Agreement under the Omniture 1999 Plan*
|
|
S-1
|
|
4/4/06
|
|
10.2B
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.45
|
|
|
Form of Stock Option Agreement under the Omniture 1999 Plan used for Named Executive Officers and Non-Employee Directors*
|
|
S-1
|
|
6/9/06
|
|
10.2C
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.46
|
|
|
Omniture, Inc. 2006 Equity Incentive Plan and related forms*
|
|
10-Q
|
|
8/6/09
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.47
|
|
|
Omniture, Inc. 2007 Equity Incentive Plan and related forms*
|
|
10-K
|
|
2/27/09
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.48
|
|
|
Omniture, Inc. 2008 Equity Incentive Plan and related forms*
|
|
10-K
|
|
2/27/09
|
|
10.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.49
|
|
|
Visual Sciences, Inc. (formerly, WebSideStory, Inc.) Amended and Restated 2000 Equity Incentive Plan*
|
|
10-K
|
|
2/29/08
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.50
|
|
|
Visual Sciences, Inc. (formerly, WebSideStory, Inc.) 2004 Equity Incentive Award Plan (the “VS 2004 Plan”) and Form of Option Grant Agreement*
|
|
10-K
|
|
2/29/08
|
|
10.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.51
|
|
|
Form of Restricted Stock Award Grant Notice and Restricted Stock Award Agreement under the VS 2004 Plan*
|
|
10-K
|
|
2/29/08
|
|
10.6A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.52
|
|
|
Visual Sciences, Inc. (formerly, WebSideStory, Inc.) 2006 Employment Commencement Equity Incentive Award Plan and Form of Option Grant Agreement*
|
|
10-K
|
|
2/29/08
|
|
10.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.53
|
|
|
Avivo Corporation 1999 Equity Incentive Plan and Form of Option Grant Agreement*
|
|
10-K
|
|
2/29/08
|
|
10.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.54
|
|
|
The Touch Clarity Limited Enterprise Management Incentives Share Option Plan 2002*
|
|
S-8
|
|
3/16/07
|
|
99.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.55
|
|
|
Forms of Agreements under The Touch Clarity Limited Enterprise Management Incentives Share Option Plan 2002*
|
|
S-8
|
|
3/16/07
|
|
99.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
10.56
|
|
|
Form of Performance Share Program Award Grant Notice and Performance Share Program Performance Share Award Agreement pursuant to the 2003 Equity Incentive Plan*
|
|
10-K
|
|
1/26/12
|
|
10.61
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.57
|
|
|
2010 Performance Share Program Award Calculation Methodology pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/29/10
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.58
|
|
|
Fiscal Year 2010 Executive Annual Incentive Plan*
|
|
8-K
|
|
1/29/10
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.59
|
|
|
Day Software Holding AG International Stock Option/Stock Issuance Plan*
|
|
S-8
|
|
11/1/10
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.60
|
|
|
Day Interactive Holding AG U.S. Stock Option/ Stock Issuance Plan*
|
|
S-8
|
|
11/1/10
|
|
99.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.61
|
|
|
Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement used in connection with the 2005 Equity Incentive Assumption Plan*
|
|
10-K
|
|
1/26/12
|
|
10.66
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.62
|
|
|
Description of 2011 Director Compensation*
|
|
10-K
|
|
1/27/11
|
|
10.73
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.63
|
|
|
Demdex, Inc. 2008 Stock Plan, as amended*
|
|
S-8
|
|
1/27/11
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.64
|
|
|
Award Calculation Methodology to the 2011 Performance Share Program pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/28/11
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.65
|
|
|
2011 Executive Cash Performance Bonus Plan*
|
|
8-K
|
|
1/28/11
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.66
|
|
|
2011 Executive Annual Incentive Plan*
|
|
8-K
|
|
1/28/11
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.67
|
|
|
EchoSign, Inc. 2005 Stock Plan, as amended*
|
|
S-8
|
|
7/29/11
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.68
|
|
|
TypeKit, Inc. 2009 Equity Incentive Plan, as amended*
|
|
S-8
|
|
10/7/11
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.69
|
|
|
Auditude, Inc. 2009 Equity Incentive Plan, as amended*
|
|
S-8
|
|
11/18/11
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.70
|
|
|
Auditude, Inc. Employee Stock Option Plan, as amended*
|
|
S-8
|
|
11/18/11
|
|
99.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.71
|
|
|
Description of 2012 Director Compensation*
|
|
10-K
|
|
1/26/12
|
|
10.76
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.72
|
|
|
Adobe Systems Incorporated 2011 Executive Severance Plan in the Event of a Change of Control for Prior Participants *
|
|
8-K
|
|
12/15/11
|
|
10.1
|
|
|
|
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.73
|
|
|
Adobe Systems Incorporated 2011 Executive Severance Plan in the Event of a Change of Control*
|
|
8-K
|
|
12/15/11
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.74
|
|
|
Award Calculation Methodology to the 2012 Performance Share Program pursuant to the 2003 Equity Incentive Plan*
|
|
8-K
|
|
1/26/12
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.75
|
|
|
2012 Executive Annual Incentive Plan*
|
|
8-K
|
|
1/26/12
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.76
|
|
|
Efficient Frontier, Inc. 2003 Stock Option/Stock Issuance Plan, as Amended and Restated*
|
|
S-8
|
|
1/27/12
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.77
|
|
|
Form of Efficient Frontier, Inc. Non-Plan Notice of Grant, Stock Option Agreement and Stock Purchase Agreement*
|
|
S-8
|
|
1/27/12
|
|
99.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
10.78
|
|
|
Nomination and Standstill Agreement between the Company and the ValueAct Group dated December 4, 2012
|
|
8-K
|
|
12/5/12
|
|
99.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
12.1
|
|
|
Ratio of Earnings to Fixed Charges
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
21
|
|
|
Subsidiaries of the Registrant
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
23.1
|
|
|
Consent of Independent Registered Public Accounting Firm, KPMG LLP
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
24.1
|
|
|
Power of Attorney (set forth on the signature page to this Annual Report on Form 10-K)
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
31.1
|
|
|
Certification of Chief Executive Officer, as required by Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
31.2
|
|
|
Certification of Chief Financial Officer, as required by Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
32.1
|
|
|
Certification of Chief Executive Officer, as required by Rule 13a-14(b) of the Securities Exchange Act of 1934†
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
32.2
|
|
|
Certification of Chief Financial Officer, as required by Rule 13a-14(b) of the Securities Exchange Act of 1934†
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
101.INS
|
|
XBRL Instance
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
Incorporated by Reference**
|
|
|
||||||
|
Exhibit
Number
|
|
Exhibit Description
|
|
Form
|
|
Date
|
|
Number
|
|
Filed
Herewith
|
||
|
101.LAB
|
|
|
XBRL Taxonomy Extension Labels
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition
|
|
|
|
|
|
|
|
X
|
|
|
*
|
|
Compensatory plan or arrangement.
|
|
|
|
|
|
**
|
|
References to Exhibits 10.19 through 10.28 are to filings made by Macromedia, Inc. References to Exhibits 10.43 through 10.55 are to filings made by Omniture, Inc.
|
|
|
|
|
|
†
|
|
The certifications attached as Exhibits 32.1 and 32.2 that accompany this Annual Report on Form 10-K, are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Adobe Systems Incorporated under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-K, irrespective of any general incorporation language contained in such filing.
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
Customers
Suppliers
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|