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.
|
|
|
|
|
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Massachusetts
|
|
04-2348234
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
One Technology Way, Norwood, MA
|
|
02062-9106
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Common Stock $0.16
2
/3 Par Value
|
|
NASDAQ Global Select Market
|
Title of Each Class
|
|
Name of Each Exchange on Which Registered
|
Large accelerated filer
þ
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
o
|
Document Description
|
|
Form 10-K Part
|
Portions of the Registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held March 13, 2013
|
|
III
|
|
|
|
ITEM 1.
|
BUSINESS
|
• Industrial process control systems
|
|
• Medical imaging equipment
|
• Factory automation systems
|
|
• Patient monitoring devices
|
• Instrumentation and measurement systems
|
|
• Wireless infrastructure equipment
|
• Energy management systems
|
|
• Networking equipment
|
• Aerospace and defense electronics
|
|
• Optical systems
|
• Automobiles
|
|
• Digital cameras
|
• Digital televisions
|
|
• Portable electronic devices
|
|
|
Percent of
|
|
|
Fiscal 2012
|
Product Category
|
|
Revenue*
|
Converters
|
|
44%
|
Amplifiers/ Radio frequency
|
|
26%
|
Other analog
|
|
15%
|
Power management & reference
|
|
7%
|
Digital signal processing
|
|
9%
|
*
|
|
The sum of the individual percentages do not equal 100% due to rounding.
|
|
|
Percent of
|
|
|
Fiscal 2012
|
End Market
|
|
Revenue
|
Industrial
|
|
46%
|
Automotive
|
|
17%
|
Consumer
|
|
17%
|
Communications
|
|
20%
|
• Process control systems
|
|
• Oscilloscopes
|
• Robotics
|
|
• Lab, chemical, and environmental analyzers
|
• Environmental control systems
|
|
• Weigh scales
|
• Navigation systems
|
|
• Radar systems
|
• Space and satellite communications
|
|
• Security devices
|
• Utility meters
|
|
• Wind turbines
|
• Meter communication modules
|
|
• Solar inverters
|
• Substation relays and automation equipment
|
|
• Building energy automation/control
|
• Ultrasound
|
|
• Infusion pumps
|
• CT scanners
|
|
• Clinical lab instrumentation
|
• Digital x-ray
|
|
• Surgical instrumentation
|
• Multi-parameter patient monitors
|
|
• Blood analyzers
|
• Pulse oximeters
|
|
• Activity monitors
|
Green
|
|
Safety
|
|
Comfort
|
||||||
•
|
|
Hybrid electric / electric vehicles
|
|
•
|
|
Crash sensors in airbag systems
|
|
•
|
|
Car audio amplifiers
|
•
|
|
Intelligent battery sensors
|
|
•
|
|
Electronic stability systems
|
|
•
|
|
Head unit solutions
|
•
|
|
Battery monitoring and management systems
|
|
•
|
|
Advanced driver assistance systems (RADAR/Vision)
|
|
•
|
|
Rear seat entertainment systems
|
|
|
|
|
•
|
|
Vehicle dynamic control systems
|
|
|
|
|
• Digital cameras
|
|
• High-performance audio/video equipment
|
• High-definition televisions and DVD recorders/players
|
|
• Portable media devices (smart phones, tablets and cellular handsets)
|
• Home theater systems
|
|
• Computers
|
•
|
|
Cellular basestation equipment
|
|
•
|
|
Wired networking equipment
|
•
|
|
Wireless backhaul systems
|
|
•
|
|
Satellite systems
|
|
|
Percent of
|
|
|
Fiscal 2012
|
Geographic Area
|
|
Revenue
|
United States
|
|
30%
|
Rest of North/South America
|
|
4%
|
Europe
|
|
32%
|
Japan
|
|
12%
|
China
|
|
13%
|
Rest of Asia
|
|
9%
|
• Broadcom Corporation
|
|
• Maxim Integrated Products, Inc.
|
• Cirrus Logic, Inc.
|
|
• Microchip Technology, Inc.
|
• Freescale Semiconductor, Inc.
|
|
• NXP Semiconductors
|
• Infineon Technologies
|
|
• ST Microelectronics
|
• Intersil Corporation
|
|
• Silicon Laboratories, Inc.
|
• Knowles Electronics
|
|
• Texas Instruments, Inc.
|
• Linear Technology Corporation
|
|
|
•
|
the effects of adverse economic conditions in the markets in which we sell our products;
|
•
|
changes in customer demand for our products and for end products that incorporate our products;
|
•
|
our ability to effectively manage our cost structure in both the short term and over a longer duration;
|
•
|
the timing of new product announcements or introductions by us, our customers or our competitors;
|
•
|
competitive pricing pressures;
|
•
|
fluctuations in manufacturing yields, adequate availability of wafers and other raw materials, and manufacturing, assembly and test capacity;
|
•
|
the ability of our third-party suppliers, subcontractors and manufacturers to supply us with sufficient quantities of raw materials, products and/or components;
|
•
|
any significant decline in our backlog;
|
•
|
the timing, delay or cancellation of significant customer orders and our ability to manage inventory;
|
•
|
our ability to hire, retain and motivate adequate numbers of engineers and other qualified employees to meet the demands of our customers;
|
•
|
changes in geographic, product or customer mix;
|
•
|
our ability to utilize our manufacturing facilities at efficient levels;
|
•
|
potential significant litigation-related costs;
|
•
|
the difficulties inherent in forecasting future operating expense levels, including with respect to costs associated with labor, utilities, transportation and raw materials;
|
•
|
the costs related to compliance with increasing worldwide environmental and social responsibility regulations;
|
•
|
changes in our effective tax rates in the United States, Ireland or worldwide; and
|
•
|
the effects of public health emergencies, natural disasters, widespread travel disruptions, security risks, terrorist activities, international conflicts and other events beyond our control.
|
•
|
difficulty integrating acquired technologies, operations and personnel with our existing businesses;
|
•
|
diversion of management attention in connection with both negotiating the acquisitions and integrating the assets;
|
•
|
strain on managerial and operational resources as management tries to oversee larger operations;
|
•
|
the future funding requirements for acquired companies, which may be significant;
|
•
|
potential loss of key employees;
|
•
|
exposure to unforeseen liabilities of acquired companies; and
|
•
|
increased risk of costly and time-consuming litigation.
|
•
|
seek additional financing in the debt or equity markets;
|
•
|
refinance or restructure all or a portion of our indebtedness, including the notes;
|
•
|
divert funds that would otherwise be invested in our operations;
|
•
|
sell selected assets; or
|
•
|
reduce or delay planned capital expenditures or operating expenditures.
|
•
|
crises in global credit, debt and financial markets;
|
•
|
actual or anticipated fluctuations in our revenue and operating results;
|
•
|
changes in financial estimates by securities analysts or our failure to perform in line with those estimates or our published guidance;
|
•
|
changes in market valuations of other semiconductor companies;
|
•
|
announcements by us or our competitors of significant new products, technical innovations, material transactions, acquisitions or dispositions, litigation or capital commitments;
|
•
|
departures of key personnel;
|
•
|
alleged noncompliance with laws, regulations or ethics standards by us or any of our employees, officers or directors; and
|
•
|
negative media publicity targeting us or our suppliers, customers or competitors.
|
ITEM 2.
|
PROPERTIES
|
Principal Properties
|
|
|
|
Approximate
|
Owned:
|
|
Use
|
|
Total Sq. Ft.
|
Wilmington, MA
|
|
Wafer fabrication, testing, engineering, marketing and administrative offices
|
|
586,200 sq. ft.
|
Cavite, Philippines
|
|
Wafer probe and testing, warehouse, engineering and administrative offices
|
|
605,000 sq. ft.
|
Limerick, Ireland
|
|
Wafer fabrication, wafer probe and testing, engineering and administrative offices
|
|
351,500 sq. ft.
|
Greensboro, NC
|
|
Product testing, engineering and administrative offices
|
|
98,700 sq. ft.
|
San Jose, CA
|
|
Engineering, administrative offices
|
|
76,700 sq. ft.
|
Principal
|
|
|
|
|
|
Lease
|
|
|
Properties
|
|
|
|
Approximate
|
|
Expiration
|
|
|
Leased:
|
|
Use
|
|
Total Sq. Ft.
|
|
(fiscal year)
|
|
Renewals
|
|
|
|
|
|
|
|
|
|
Norwood, MA
|
|
Corporate headquarters, engineering, components testing, sales and marketing offices
|
|
130,000 sq. ft.
|
|
2022
|
|
2, five-yr.
periods
|
Limerick, Ireland
|
|
Wafer fabrication, wafer probe and testing, engineering and administrative offices
|
|
66,000 sq. ft.
|
|
2013
|
|
1, one-yr.
period
|
Bangalore, India
|
|
Engineering
|
|
54,000 sq. ft.
|
|
2014
|
|
1, two-yr.
period
|
Greensboro, NC
|
|
Engineering and administrative offices
|
|
47,600 sq. ft.
|
|
2013
|
|
1, one-yr.
period
|
Shanghai, China
|
|
Engineering
|
|
42,500 sq. ft.
|
|
2013
|
|
1, one-yr.
period
|
Tokyo, Japan
|
|
Engineering
|
|
36,000 sq. ft.
|
|
2014
|
|
1, two-yr.
period
|
Beijing, China
|
|
Engineering
|
|
33,000 sq. ft.
|
|
2014
|
|
1, two-yr.
period
|
Executive Officer
|
|
Age
|
|
Position(s)
|
|
Business Experience
|
|
Jerald G. Fishman
|
|
66
|
|
|
Chief Executive Officer and Director
|
|
Chief Executive Officer since November 1996; Director since November 1991; President from 1991 to November 2012; Executive Vice President from 1988 to November 1991; Group Vice President - Components from 1982 to 1988.
|
Vincent Roche
|
|
52
|
|
|
President
|
|
President since November 2012; Vice President, Strategic Segments Group and Global Sales from October 2009 to November 2012; Vice President, Worldwide Sales from March 2001 to October 2009; Vice President and General Manager, Silicon Valley Business Units and Computer & Networking from 1999 to March 2001; Product Line Director from 1995 to 1999; Product Marketing Manager from 1988 to 1995.
|
David A. Zinsner
|
|
44
|
|
|
Vice President, Finance and Chief Financial Officer
|
|
Vice President, Finance and Chief Financial Officer since January 2009; Senior Vice President and Chief Financial Officer Intersil Corporation from 2005 to December 2008; Corporate Controller and Treasurer Intersil Corporation from 2000 to 2005. Corporate Treasurer Intersil Corporation from 1999 to 2000.
|
Seamus Brennan
|
|
61
|
|
|
Vice President and Chief Accounting Officer
|
|
Vice President and Chief Accounting Officer from April 2011;Vice President, Corporate Controller and Chief Accounting Officer from December 2008 to April 2011; Corporate Controller from 2002 to December 2008; Assistant Corporate Controller from 1997 to 2002; Manager Enterprise System Implementation from 1994 to 1997; Plant Controller, Analog Devices, B.V. - Limerick, Ireland from 1989 to 1994.
|
Samuel H. Fuller
|
|
66
|
|
|
Vice President, Research and Development and Chief Technology Officer
|
|
Vice President, Research and Development since March 1998; Chief Technology Officer since March 2006; Vice President of Research and Chief Scientist of Digital Equipment Corp. from 1983 to 1998.
|
Robert R. Marshall
|
|
58
|
|
|
Vice President, Worldwide Manufacturing
|
|
Vice President, Worldwide Manufacturing since February 1994; Vice President, Manufacturing, Limerick Site, Analog Devices, B.V. - Limerick, Ireland from November 1991 to February 1994; Plant Manager, Analog Devices, B.V. - Limerick, Ireland from January 1991 to November 1991.
|
Executive Officer
|
|
Age
|
|
Position(s)
|
|
Business Experience
|
|
William Matson
|
|
53
|
|
|
Vice President, Human Resources
|
|
Vice President, Human Resources since November 2006; Chief Human Resource Officer of Lenovo from January 2005 to June 2006; General Manager of IBM Business Transformation Outsourcing from September 2003 to April 2005; Vice President, Human Resources of IBM Asia Pacific Region from December 1999 to September 2003.
|
Robert McAdam
|
|
61
|
|
|
Executive Vice President, Strategic Business Segments Group
|
|
Executive Vice President, Strategic Business Segments Group since November 2012; Vice President, Core Products and Technologies Group from October 2009 to November 2012; Vice President and General Manager, Analog Semiconductor Components from February 1994 to September 2009; Vice President and General Manager, Analog Devices, B.V. - Limerick, Ireland from January 1991 to February 1994; Product Line Manager, Analog Devices, B.V. - Limerick, Ireland from October 1988 to January 1991.
|
Dick Mean
e
y
|
|
55
|
|
|
Vice President,
Products and Technologies Group
|
|
Vice President, Products and Technologies Group since November 2012; Vice President, Converters from August 2009 to November 2012; Vice President, Precision Signal Processing from October 1999 to August 2009; Product Line Director from August 1991 to September 1999; Engineering Manager from August 1988 to July 1991; Design Engineer Analog Devices B.V. Limerick, Ireland from August 1979 to July 1988.
|
Margaret K. Seif
|
|
51
|
|
|
Vice President, General Counsel and Secretary
|
|
Vice President, General Counsel and Secretary since January 2006; Senior Vice President, General Counsel and Secretary of RSA Security Inc. from January 2000 to November 2005; Vice President, General Counsel and Secretary of RSA Security Inc. from June 1998 to January 2000.
|
Thomas Wessel
|
|
45
|
|
|
Vice President,
Worldwide Sales
|
|
Vice President, Worldwide Sales since March 2012; Vice President, Worldwide Automotive Segment from November 2009 to March 2012; Vice President, European Sales and Marketing from June 2008 to November 2009; Managing Director, European Sales and Marketing from June 2005 to June 2008.
|
Robert Yung
|
|
50
|
|
|
Vice President, Strategy and Corporate Development
|
|
Vice President, Strategy and Corporate Development since December 2011; Executive Vice President and Chief Technology Officer, Tessera Technologies, Inc. from May 2009 to May 2011; Vice President and Chief Technology Officer of PMC-Sierra Inc., from September 2005 to May 2009.
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
||||||||||||
Period
|
|
High
|
|
Low
|
|
High
|
|
Low
|
||||||||
First Quarter
|
|
|
$40.38
|
|
|
|
$32.18
|
|
|
|
$39.86
|
|
|
|
$33.18
|
|
Second Quarter
|
|
|
$40.83
|
|
|
|
$36.95
|
|
|
|
$41.66
|
|
|
|
$36.29
|
|
Third Quarter
|
|
|
$39.94
|
|
|
|
$34.25
|
|
|
|
$43.28
|
|
|
|
$34.02
|
|
Fourth Quarter
|
|
|
$41.79
|
|
|
|
$37.82
|
|
|
|
$37.75
|
|
|
|
$29.23
|
|
Period
|
|
Fiscal 2012
|
|
Fiscal 2011
|
||||
First Quarter
|
|
|
$0.25
|
|
|
|
$0.22
|
|
Second Quarter
|
|
|
$0.30
|
|
|
|
$0.22
|
|
Third Quarter
|
|
|
$0.30
|
|
|
|
$0.25
|
|
Fourth Quarter
|
|
|
$0.30
|
|
|
|
$0.25
|
|
Period
|
|
Total Number of
Shares Purchased(a)
|
|
Average Price Paid
Per Share(b)
|
|
Total Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs(c)
|
|
Approximate Dollar
Value of Shares that
May Yet Be Purchased
Under the Plans or Programs
|
||||||
August 5, 2012 through September 1, 2012
|
|
194
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
581,769,062
|
|
September 2, 2012 through September 29, 2012
|
|
133
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
581,769,062
|
|
September 30, 2012 through November 3, 2012
|
|
542,840
|
|
|
$
|
38.31
|
|
|
542,251
|
|
|
$
|
560,974,387
|
|
Total
|
|
543,167
|
|
|
$
|
38.28
|
|
|
542,251
|
|
|
$
|
560,974,387
|
|
(a)
|
Includes 916 shares paid to us by employees to satisfy employee tax obligations upon vesting of restricted stock granted to our employees under our equity compensation plans.
|
(b)
|
The average price paid per share of stock repurchased under the stock repurchase program includes the commissions paid to the brokers.
|
(c)
|
Shares repurchased pursuant to the stock repurchase program publicly announced on August 12, 2004. In the aggregate, our Board of Directors has authorized us to repurchase $5 billion of our common stock. Under the repurchase program, we may repurchase outstanding shares of our common stock from time to time in the open market and through privately negotiated transactions. Unless terminated earlier by resolution of our Board of Directors, the repurchase program will expire when we have repurchased all shares authorized for repurchase under the repurchase program.
|
(thousands, except per share amounts)
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
2008
|
||||||||||
Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total revenue from continuing operations
|
$
|
2,701,142
|
|
|
$
|
2,993,320
|
|
|
$
|
2,761,503
|
|
|
$
|
2,014,908
|
|
|
$
|
2,582,931
|
|
Income from continuing operations, net of tax
|
651,236
|
|
|
860,894
|
|
|
711,225
|
|
|
247,408
|
|
|
525,177
|
|
|||||
Total income from discontinued operations, net of tax
|
—
|
|
|
6,500
|
|
|
859
|
|
|
364
|
|
|
261,107
|
|
|||||
Net income
|
651,236
|
|
|
867,394
|
|
|
712,084
|
|
|
247,772
|
|
|
786,284
|
|
|||||
Income per share from continuing operations, net of tax:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic
|
2.18
|
|
|
2.88
|
|
|
2.39
|
|
|
0.85
|
|
|
1.79
|
|
|||||
Diluted
|
2.13
|
|
|
2.79
|
|
|
2.33
|
|
|
0.85
|
|
|
1.77
|
|
|||||
Net income per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic
|
2.18
|
|
|
2.90
|
|
|
2.39
|
|
|
0.85
|
|
|
2.69
|
|
|||||
Diluted
|
2.13
|
|
|
2.81
|
|
|
2.33
|
|
|
0.85
|
|
|
2.65
|
|
|||||
Cash dividends declared per common share
|
1.15
|
|
|
0.94
|
|
|
0.84
|
|
|
0.80
|
|
|
0.76
|
|
|||||
Balance Sheet data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total assets
|
$
|
5,620,347
|
|
|
$
|
5,277,635
|
|
|
$
|
4,328,831
|
|
|
$
|
3,369,407
|
|
|
$
|
3,081,132
|
|
Debt
|
$
|
821,598
|
|
|
$
|
886,376
|
|
|
$
|
400,635
|
|
|
$
|
379,626
|
|
|
$
|
—
|
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (all tabular amounts in thousands except per share amounts)
|
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Revenue
|
$
|
2,701,142
|
|
|
$
|
2,993,320
|
|
|
$
|
2,761,503
|
|
|
$
|
(292,178
|
)
|
|
(10
|
)%
|
|
$
|
231,817
|
|
|
8
|
%
|
Gross Margin %
|
64.5
|
%
|
|
66.4
|
%
|
|
65.2
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Net income from Continuing Operations
|
$
|
651,236
|
|
|
$
|
860,894
|
|
|
$
|
711,225
|
|
|
$
|
(209,658
|
)
|
|
(24
|
)%
|
|
$
|
149,669
|
|
|
21
|
%
|
Net income from Continuing Operations as a % of Revenue
|
24.1
|
%
|
|
28.8
|
%
|
|
25.8
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Diluted EPS from Continuing Operations
|
$
|
2.13
|
|
|
$
|
2.79
|
|
|
$
|
2.33
|
|
|
$
|
(0.66
|
)
|
|
(24
|
)%
|
|
$
|
0.46
|
|
|
20
|
%
|
Diluted EPS
|
$
|
2.13
|
|
|
$
|
2.81
|
|
|
$
|
2.33
|
|
|
$
|
(0.68
|
)
|
|
(24
|
)%
|
|
$
|
0.48
|
|
|
21
|
%
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Y/Y%
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
||||||||||
Industrial
|
$
|
1,240,344
|
|
|
46
|
%
|
|
(12
|
)%
|
|
$
|
1,411,386
|
|
|
47
|
%
|
|
$
|
1,280,027
|
|
|
46
|
%
|
Automotive
|
463,577
|
|
|
17
|
%
|
|
11
|
%
|
|
417,929
|
|
|
14
|
%
|
|
335,163
|
|
|
12
|
%
|
|||
Consumer
|
467,626
|
|
|
17
|
%
|
|
(16
|
)%
|
|
559,142
|
|
|
19
|
%
|
|
605,541
|
|
|
22
|
%
|
|||
Communications
|
529,595
|
|
|
20
|
%
|
|
(12
|
)%
|
|
604,863
|
|
|
20
|
%
|
|
540,772
|
|
|
20
|
%
|
|||
Total Revenue
|
$
|
2,701,142
|
|
|
100
|
%
|
|
(10
|
)%
|
|
$
|
2,993,320
|
|
|
100
|
%
|
|
$
|
2,761,503
|
|
|
100
|
%
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
Revenue
|
|
% of
Total
Product
Revenue*
|
|
Y/Y%
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
||||||||||
Converters
|
$
|
1,192,064
|
|
|
44
|
%
|
|
(11
|
)%
|
|
$
|
1,343,487
|
|
|
45
|
%
|
|
$
|
1,295,700
|
|
|
47
|
%
|
Amplifiers/Radio frequency
|
697,687
|
|
|
26
|
%
|
|
(11
|
)%
|
|
788,299
|
|
|
26
|
%
|
|
701,557
|
|
|
25
|
%
|
|||
Other analog
|
397,376
|
|
|
15
|
%
|
|
(3
|
)%
|
|
410,323
|
|
|
14
|
%
|
|
334,663
|
|
|
12
|
%
|
|||
Subtotal analog signal processing
|
2,287,127
|
|
|
85
|
%
|
|
(10
|
)%
|
|
2,542,109
|
|
|
85
|
%
|
|
2,331,920
|
|
|
84
|
%
|
|||
Power management & reference
|
182,134
|
|
|
7
|
%
|
|
(16
|
)%
|
|
217,615
|
|
|
7
|
%
|
|
194,740
|
|
|
7
|
%
|
|||
Total analog products
|
$
|
2,469,261
|
|
|
91
|
%
|
|
(11
|
)%
|
|
$
|
2,759,724
|
|
|
92
|
%
|
|
$
|
2,526,660
|
|
|
91
|
%
|
Digital signal processing
|
231,881
|
|
|
9
|
%
|
|
(1
|
)%
|
|
233,596
|
|
|
8
|
%
|
|
234,843
|
|
|
9
|
%
|
|||
Total Revenue
|
$
|
2,701,142
|
|
|
100
|
%
|
|
(10
|
)%
|
|
$
|
2,993,320
|
|
|
100
|
%
|
|
$
|
2,761,503
|
|
|
100
|
%
|
*
|
The sum of the individual percentages do not equal the total due to rounding.
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
United States
|
$
|
818,653
|
|
|
$
|
866,142
|
|
|
$
|
794,463
|
|
|
$
|
(47,489
|
)
|
|
(5
|
)%
|
|
$
|
71,679
|
|
|
9
|
%
|
Rest of North and South America
|
114,133
|
|
|
144,585
|
|
|
134,327
|
|
|
(30,452
|
)
|
|
(21
|
)%
|
|
10,258
|
|
|
8
|
%
|
|||||
Europe
|
852,668
|
|
|
967,417
|
|
|
816,561
|
|
|
(114,749
|
)
|
|
(12
|
)%
|
|
150,856
|
|
|
18
|
%
|
|||||
Japan
|
333,558
|
|
|
398,587
|
|
|
433,706
|
|
|
(65,029
|
)
|
|
(16
|
)%
|
|
(35,119
|
)
|
|
(8
|
)%
|
|||||
China
|
341,196
|
|
|
360,594
|
|
|
320,739
|
|
|
(19,398
|
)
|
|
(5
|
)%
|
|
39,855
|
|
|
12
|
%
|
|||||
Rest of Asia
|
240,934
|
|
|
255,995
|
|
|
261,707
|
|
|
(15,061
|
)
|
|
(6
|
)%
|
|
(5,712
|
)
|
|
(2
|
)%
|
|||||
Total Revenue
|
$
|
2,701,142
|
|
|
$
|
2,993,320
|
|
|
$
|
2,761,503
|
|
|
$
|
(292,178
|
)
|
|
(10
|
)%
|
|
$
|
231,817
|
|
|
8
|
%
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Gross Margin
|
$
|
1,741,001
|
|
|
$
|
1,986,541
|
|
|
$
|
1,799,422
|
|
|
$
|
(245,540
|
)
|
|
(12
|
)%
|
|
$
|
187,119
|
|
|
10
|
%
|
Gross Margin %
|
64.5
|
%
|
|
66.4
|
%
|
|
65.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
R&D Expenses
|
$
|
512,003
|
|
|
$
|
505,570
|
|
|
$
|
492,305
|
|
|
$
|
6,433
|
|
|
1
|
%
|
|
$
|
13,265
|
|
|
3
|
%
|
R&D Expenses as a % of Revenue
|
19.0
|
%
|
|
16.9
|
%
|
|
17.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
SMG&A Expenses
|
$
|
396,519
|
|
|
$
|
406,707
|
|
|
$
|
390,560
|
|
|
$
|
(10,188
|
)
|
|
(3
|
)%
|
|
$
|
16,147
|
|
|
4
|
%
|
SMG&A Expenses as a % of Revenue
|
14.7
|
%
|
|
13.6
|
%
|
|
14.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Operating income from Continuing Operations
|
$
|
824,048
|
|
|
$
|
1,072,025
|
|
|
$
|
900,074
|
|
|
$
|
(247,977
|
)
|
|
(23
|
)%
|
|
$
|
171,951
|
|
|
19
|
%
|
Operating income from Continuing Operations as a % of Revenue
|
30.5
|
%
|
|
35.8
|
%
|
|
32.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
$ Change
|
||||||||||
Interest expense
|
$
|
26,422
|
|
|
$
|
19,146
|
|
|
$
|
10,429
|
|
|
$
|
7,276
|
|
|
$
|
8,717
|
|
Interest income
|
(14,448
|
)
|
|
(9,060
|
)
|
|
(9,837
|
)
|
|
(5,388
|
)
|
|
777
|
|
|||||
Other, net
|
(1,459
|
)
|
|
492
|
|
|
(2,183
|
)
|
|
(1,951
|
)
|
|
2,675
|
|
|||||
Total nonoperating expense (income)
|
$
|
10,515
|
|
|
$
|
10,578
|
|
|
$
|
(1,591
|
)
|
|
$
|
(63
|
)
|
|
$
|
12,169
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Provision for Income Taxes
|
$
|
162,297
|
|
|
$
|
200,553
|
|
|
$
|
190,440
|
|
|
$
|
(38,256
|
)
|
|
(19
|
)%
|
|
$
|
10,113
|
|
|
5
|
%
|
Effective Income Tax Rate
|
19.9
|
%
|
|
18.9
|
%
|
|
21.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Income from Continuing Operations, net of tax
|
$
|
651,236
|
|
|
$
|
860,894
|
|
|
$
|
711,225
|
|
|
$
|
(209,658
|
)
|
|
(24
|
)%
|
|
$
|
149,669
|
|
|
21
|
%
|
Income from Continuing Operations, net of tax as a % of Revenue
|
24.1
|
%
|
|
28.8
|
%
|
|
25.8
|
%
|
|
|
|
|
|
|
|
|
|||||||||
Diluted EPS from Continuing Operations
|
$
|
2.13
|
|
|
$
|
2.79
|
|
|
$
|
2.33
|
|
|
$
|
(0.66
|
)
|
|
(24
|
)%
|
|
$
|
0.46
|
|
|
20
|
%
|
|
Fiscal Year
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Total income from Discontinued Operations, net of tax
|
$
|
—
|
|
|
$
|
6,500
|
|
|
$
|
859
|
|
Diluted earnings per share from Discontinued Operations
|
$
|
—
|
|
|
$
|
0.02
|
|
|
$
|
0.00
|
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
Fiscal Year
|
|
2012 over 2011
|
|
2011 over 2010
|
||||||||||||||||||||
|
2012
|
|
2011
|
|
2010
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Net Cash Provided by Operations
|
$
|
814,542
|
|
|
$
|
900,529
|
|
|
$
|
991,175
|
|
|
$
|
(85,987
|
)
|
|
(10
|
)%
|
|
$
|
(90,646
|
)
|
|
(9
|
)%
|
Net Cash Provided by Operations as a % of Revenue
|
30.2
|
%
|
|
30.1
|
%
|
|
35.9
|
%
|
|
|
|
|
|
|
|
|
|
Fiscal Year
|
|
|
|
|||||||||
|
2012
|
|
2011
|
|
$ Change
|
% Change
|
|||||||
Accounts Receivable
|
$
|
339,881
|
|
|
$
|
348,416
|
|
|
$
|
(8,535
|
)
|
(2
|
)%
|
Days Sales Outstanding*
|
45
|
|
|
44
|
|
|
|
|
|||||
Inventory
|
$
|
313,723
|
|
|
$
|
295,081
|
|
|
$
|
18,642
|
|
6
|
%
|
Days Cost of Sales in Inventory*
|
114
|
|
|
105
|
|
|
|
|
*
|
We use the annualized fourth quarter revenue in our calculation of days sales outstanding and we use the annualized fourth quarter cost of sales in our calculation of days cost of sales in inventory.
|
|
|
|
|
Payment due by period
|
||||||||||||||||
|
|
|
|
Less than
|
|
|
|
|
|
More than
|
||||||||||
(thousands)
|
|
Total
|
|
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
5 Years
|
||||||||||
Contractual obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating leases (
a)
|
|
$
|
89,028
|
|
|
$
|
29,559
|
|
|
$
|
36,299
|
|
|
$
|
10,733
|
|
|
$
|
12,437
|
|
Debt obligations
|
|
810,108
|
|
|
14,500
|
|
|
420,608
|
|
|
375,000
|
|
|
—
|
|
|||||
Interest payments associated with long-term debt obligations (
b)
|
|
77,763
|
|
|
30,775
|
|
|
41,363
|
|
|
5,625
|
|
|
—
|
|
|||||
Deferred compensation plan
(c)
|
|
28,480
|
|
|
54
|
|
|
—
|
|
|
—
|
|
|
28,426
|
|
|||||
Pension funding
(d)
|
|
2,488
|
|
|
2,488
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$
|
1,007,867
|
|
|
$
|
77,376
|
|
|
$
|
498,270
|
|
|
$
|
391,358
|
|
|
$
|
40,863
|
|
(a)
|
Certain of our operating lease obligations include escalation clauses. These escalating payment requirements are reflected in the table.
|
(b)
|
The interest payments related to our term loan facility are based on LIBOR plus a spread of 1.25% (1.46% as of
November 3, 2012
). The actual payments will be based on the LIBOR rate corresponding to the tenor of the interest period chosen, plus a spread of 1.25% which is set two business days prior to the start of the new interest period.
|
(c)
|
These payments relate to obligations under our deferred compensation plan. The deferred compensation plan allows certain members of management and other highly-compensated employees and non-employee directors to defer receipt of all or any portion of their compensation. The amount in the “More than 5 Years” column of the table represents the remaining total balance under the deferred compensation plan to be paid to participants who have not terminated employment. Since we cannot reasonably estimate the timing of withdrawals for participants who have not yet terminated employment, we have included the future obligation to these participants in the “More than 5 Years” column of the table.
|
(d)
|
Our funding policy for our foreign defined benefit plans is consistent with the local requirements of each country. The payment obligations in the table are estimates of our expected contributions to these plans for fiscal year 2013. The actual future payments may differ from the amounts presented in the table and reasonable estimates of payments beyond one year are not practical because of potential future changes in variables, such as plan asset performance, interest rates and the rate of increase in compensation levels.
|
|
Increase/(Decrease) in Pension Expense
|
||||||
|
25 Basis Point Increase
|
|
25 Basis Point Decrease
|
||||
Long-term rate of return on assets used to determine net periodic benefit cost
|
$
|
(0.5
|
)
|
|
$
|
0.5
|
|
Discount rate used to determine net periodic benefit cost
|
$
|
(1
|
)
|
|
$
|
1
|
|
|
November 3, 2012
|
|
October 29, 2011
|
||||
Fair value of forward exchange contracts asset
|
$
|
1,061
|
|
|
$
|
2,472
|
|
Fair value of forward exchange contracts liability
|
$
|
—
|
|
|
$
|
—
|
|
Fair value of forward exchange contracts after a 10% unfavorable movement in foreign currency exchange rates asset
|
$
|
16,800
|
|
|
$
|
17,859
|
|
Fair value of forward exchange contracts after a 10% favorable movement in foreign currency exchange rates liability
|
$
|
(13,885
|
)
|
|
$
|
(13,332
|
)
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
(thousands, except per share amounts)
|
2012
|
|
2011
|
|
2010
|
||||||
Revenue
|
|
|
|
|
|
|
|
|
|||
Revenue
|
$
|
2,701,142
|
|
|
$
|
2,993,320
|
|
|
$
|
2,761,503
|
|
Costs and Expenses
|
|
|
|
|
|
|
|
|
|||
Cost of sales(1)
|
960,141
|
|
|
1,006,779
|
|
|
962,081
|
|
|||
Gross margin
|
1,741,001
|
|
|
1,986,541
|
|
|
1,799,422
|
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|
|||
Research and development(1)
|
512,003
|
|
|
505,570
|
|
|
492,305
|
|
|||
Selling, marketing, general and administrative(1)
|
396,519
|
|
|
406,707
|
|
|
390,560
|
|
|||
Special charges
|
8,431
|
|
|
2,239
|
|
|
16,483
|
|
|||
|
916,953
|
|
|
914,516
|
|
|
899,348
|
|
|||
Operating income from continuing operations
|
824,048
|
|
|
1,072,025
|
|
|
900,074
|
|
|||
Nonoperating (income) expenses:
|
|
|
|
|
|
|
|
|
|||
Interest expense
|
26,422
|
|
|
19,146
|
|
|
10,429
|
|
|||
Interest income
|
(14,448
|
)
|
|
(9,060
|
)
|
|
(9,837
|
)
|
|||
Other, net
|
(1,459
|
)
|
|
492
|
|
|
(2,183
|
)
|
|||
|
10,515
|
|
|
10,578
|
|
|
(1,591
|
)
|
|||
Earnings
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations before income taxes
|
813,533
|
|
|
1,061,447
|
|
|
901,665
|
|
|||
Provision for income taxes:
|
|
|
|
|
|
|
|
|
|||
Payable currently
|
172,098
|
|
|
198,849
|
|
|
200,306
|
|
|||
Deferred
|
(9,801
|
)
|
|
1,704
|
|
|
(9,866
|
)
|
|||
|
162,297
|
|
|
200,553
|
|
|
190,440
|
|
|||
Income from continuing operations, net of tax
|
651,236
|
|
|
860,894
|
|
|
711,225
|
|
|||
Gain on sale of discontinued operations, net of tax
|
—
|
|
|
6,500
|
|
|
859
|
|
|||
Net income
|
$
|
651,236
|
|
|
$
|
867,394
|
|
|
$
|
712,084
|
|
Shares used to compute earnings per share — Basic
|
298,761
|
|
|
299,417
|
|
|
297,387
|
|
|||
Shares used to compute earnings per share — Diluted
|
306,191
|
|
|
308,236
|
|
|
305,861
|
|
|||
Earnings per share — Basic
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations, net of tax
|
$
|
2.18
|
|
|
$
|
2.88
|
|
|
$
|
2.39
|
|
Net income
|
$
|
2.18
|
|
|
$
|
2.90
|
|
|
$
|
2.39
|
|
Earnings per share — Diluted
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations, net of tax
|
$
|
2.13
|
|
|
$
|
2.79
|
|
|
$
|
2.33
|
|
Net income
|
$
|
2.13
|
|
|
$
|
2.81
|
|
|
$
|
2.33
|
|
Dividends declared and paid per share
|
$
|
1.15
|
|
|
$
|
0.94
|
|
|
$
|
0.84
|
|
(1) Includes stock-based compensation expense as follows:
|
|
|
|
|
|
|
|
|
|||
Cost of sales
|
$
|
7,254
|
|
|
$
|
7,294
|
|
|
$
|
7,333
|
|
Research and development
|
$
|
23,169
|
|
|
$
|
23,289
|
|
|
$
|
23,342
|
|
Selling, marketing, general and administrative
|
$
|
23,077
|
|
|
$
|
21,775
|
|
|
$
|
21,077
|
|
(thousands, except per share amounts)
|
2012
|
|
2011
|
||||
ASSETS
|
|
|
|
|
|
||
Current Assets
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
528,833
|
|
|
$
|
1,405,100
|
|
Short-term investments
|
3,371,545
|
|
|
2,187,362
|
|
||
Accounts receivable less allowances of $2,721 ($1,465 in 2011)
|
339,881
|
|
|
348,416
|
|
||
Inventories(1)
|
313,723
|
|
|
295,081
|
|
||
Deferred tax assets
|
90,335
|
|
|
82,171
|
|
||
Prepaid income tax
|
8,624
|
|
|
22,002
|
|
||
Prepaid expenses and other current assets
|
43,244
|
|
|
46,216
|
|
||
Total current assets
|
4,696,185
|
|
|
4,386,348
|
|
||
Property, Plant and Equipment, at Cost
|
|
|
|
|
|
||
Land and buildings
|
447,818
|
|
|
430,453
|
|
||
Machinery and equipment
|
1,681,661
|
|
|
1,606,150
|
|
||
Office equipment
|
50,042
|
|
|
51,960
|
|
||
Leasehold improvements
|
48,630
|
|
|
48,338
|
|
||
|
2,228,151
|
|
|
2,136,901
|
|
||
Less accumulated depreciation and amortization
|
1,727,284
|
|
|
1,658,062
|
|
||
Net property, plant and equipment
|
500,867
|
|
|
478,839
|
|
||
Other Assets
|
|
|
|
|
|
||
Deferred compensation plan investments
|
28,426
|
|
|
26,410
|
|
||
Other investments
|
1,816
|
|
|
2,951
|
|
||
Goodwill
|
283,833
|
|
|
275,087
|
|
||
Intangible assets, net
|
28,772
|
|
|
12,200
|
|
||
Deferred tax assets
|
43,531
|
|
|
37,645
|
|
||
Other assets
|
36,917
|
|
|
58,155
|
|
||
Total other assets
|
423,295
|
|
|
412,448
|
|
||
|
$
|
5,620,347
|
|
|
$
|
5,277,635
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
||
Current Liabilities
|
|
|
|
|
|
||
Accounts payable
|
$
|
117,034
|
|
|
$
|
113,056
|
|
Deferred income on shipments to distributors, net
|
238,541
|
|
|
233,249
|
|
||
Income taxes payable
|
6,097
|
|
|
6,584
|
|
||
Current portion of long-term debt
|
14,500
|
|
|
14,500
|
|
||
Accrued liabilities
|
148,907
|
|
|
157,616
|
|
||
Total current liabilities
|
525,079
|
|
|
525,005
|
|
||
Non-current Liabilities
|
|
|
|
|
|
||
Long-term debt
|
807,098
|
|
|
871,876
|
|
||
Deferred income taxes
|
1,130
|
|
|
1,260
|
|
||
Deferred compensation plan liability
|
28,426
|
|
|
26,428
|
|
||
Other non-current liabilities
|
93,255
|
|
|
57,653
|
|
||
Total non-current liabilities
|
929,909
|
|
|
957,217
|
|
||
Commitments and contingencies (Note 12)
|
|
|
|
|
|
||
Shareholders’ Equity
|
|
|
|
|
|
||
Preferred stock, $1.00 par value, 471,934 shares authorized, none outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.16
2
/3 par value, 1,200,000,000 shares authorized, 301,389,176 shares issued and outstanding (297,960,718 on October 29, 2011)
|
50,233
|
|
|
49,661
|
|
||
Capital in excess of par value
|
390,651
|
|
|
289,587
|
|
||
Retained earnings
|
3,788,869
|
|
|
3,482,334
|
|
||
Accumulated other comprehensive loss
|
(64,394
|
)
|
|
(26,169
|
)
|
||
Total shareholders’ equity
|
4,165,359
|
|
|
3,795,413
|
|
||
|
$
|
5,620,347
|
|
|
$
|
5,277,635
|
|
(1)
|
Includes
$2,517
and
$2,431
related to stock-based compensation at
November 3, 2012
and
October 29, 2011
, respectively.
|
|
|
|
|
|
Capital in
|
|
|
|
Accumulated
Other
|
|||||||||
|
Common Stock
|
|
Excess of
|
|
Retained
|
|
Comprehensive
|
|||||||||||
(thousands)
|
Shares
|
|
Amount
|
|
Par Value
|
|
Earnings
|
|
(Loss) Income
|
|||||||||
BALANCE, OCTOBER 31, 2009
|
291,862
|
|
|
$
|
48,645
|
|
|
$
|
56,306
|
|
|
$
|
2,434,446
|
|
|
$
|
(10,248
|
)
|
Activity in Fiscal 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net Income — 2010
|
|
|
|
|
|
|
|
|
|
712,084
|
|
|
|
|
||||
Dividends declared and paid
|
|
|
|
|
|
|
|
|
|
(249,964
|
)
|
|
|
|
||||
Issuance of stock under stock plans and other, net of repurchases
|
8,066
|
|
|
1,344
|
|
|
214,803
|
|
|
|
|
|
|
|
||||
Tax deficit— stock options
|
|
|
|
|
|
|
3,744
|
|
|
|
|
|
|
|
||||
Stock-based compensation expense
|
|
|
|
|
|
|
51,752
|
|
|
|
|
|
|
|
||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
(23,347
|
)
|
||||
Common stock repurchased
|
(1,275
|
)
|
|
(212
|
)
|
|
(39,636
|
)
|
|
|
|
|
|
|
||||
BALANCE, OCTOBER 30, 2010
|
298,653
|
|
|
49,777
|
|
|
286,969
|
|
|
2,896,566
|
|
|
(33,595
|
)
|
||||
Activity in Fiscal 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net Income — 2011
|
|
|
|
|
|
|
|
|
|
867,394
|
|
|
|
|
||||
Dividends declared and paid
|
|
|
|
|
|
|
|
|
|
(281,626
|
)
|
|
|
|
||||
Issuance of stock under stock plans and other, net of repurchases
|
8,316
|
|
|
1,385
|
|
|
215,779
|
|
|
|
|
|
|
|
||||
Tax benefit — stock options
|
|
|
|
|
|
|
63,236
|
|
|
|
|
|
|
|
||||
Stock-based compensation expense
|
|
|
|
|
|
|
52,358
|
|
|
|
|
|
|
|
||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
7,426
|
|
||||
Common stock repurchased
|
(9,008
|
)
|
|
(1,501
|
)
|
|
(328,755
|
)
|
|
|
|
|
|
|
||||
BALANCE, OCTOBER 29, 2011
|
297,961
|
|
|
49,661
|
|
|
289,587
|
|
|
3,482,334
|
|
|
(26,169
|
)
|
||||
Activity in Fiscal 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net Income — 2012
|
|
|
|
|
|
|
|
|
|
651,236
|
|
|
|
|
||||
Dividends declared and paid
|
|
|
|
|
|
|
|
|
|
(344,701
|
)
|
|
|
|
||||
Issuance of stock under stock plans and other, net of repurchases
|
7,648
|
|
|
1,275
|
|
|
189,945
|
|
|
|
|
|
|
|
||||
Tax benefit — stock options
|
|
|
|
|
|
|
17,452
|
|
|
|
|
|
|
|
||||
Stock-based compensation expense
|
|
|
|
|
|
|
53,500
|
|
|
|
|
|
|
|
||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
(38,225
|
)
|
||||
Common stock repurchased
|
(4,220
|
)
|
|
(703
|
)
|
|
(159,833
|
)
|
|
|
|
|
|
|
||||
BALANCE, NOVEMBER 3, 2012
|
301,389
|
|
|
$
|
50,233
|
|
|
$
|
390,651
|
|
|
$
|
3,788,869
|
|
|
$
|
(64,394
|
)
|
(thousands)
|
2012
|
|
2011
|
|
2010
|
||||||
Income from continuing operations, net of tax
|
$
|
651,236
|
|
|
$
|
860,894
|
|
|
$
|
711,225
|
|
Foreign currency translation adjustment
|
3,020
|
|
|
(647
|
)
|
|
6,085
|
|
|||
Net unrealized (losses) gains on securities:
|
|
|
|
|
|
|
|
|
|||
Net unrealized holding gains (losses) (net of taxes of $115 in 2012, $67 in 2011 and $6 in 2010) on available-for-sale securities classified as short-term investments
|
525
|
|
|
(459
|
)
|
|
(50
|
)
|
|||
Net unrealized holding (losses) gains (net of taxes of $301 in 2012, $64 in 2011 and $175 in 2010) on securities classified as other investments
|
(558
|
)
|
|
(118
|
)
|
|
325
|
|
|||
Net unrealized (losses) gains on securities
|
(33
|
)
|
|
(577
|
)
|
|
275
|
|
|||
Derivative instruments designated as cash flow hedges:
|
|
|
|
|
|
|
|
|
|||
Changes in fair value of derivatives (net of taxes of $1,233 in 2012, $539 in 2011 and $449 in 2010)
|
(7,923
|
)
|
|
3,347
|
|
|
(1,339
|
)
|
|||
Realized loss (gain) reclassification (net of taxes of $1,160 in 2012, $1,171 in 2011 and $458 in 2010)
|
7,401
|
|
|
(7,793
|
)
|
|
1,863
|
|
|||
Net change in derivative instruments designated as cash flow hedges
|
(522
|
)
|
|
(4,446
|
)
|
|
524
|
|
|||
Accumulated other comprehensive (loss) income — pension plans:
|
|
|
|
|
|
|
|
|
|||
Transition asset (obligation) (net of taxes of $1 in 2012, $1 in 2011 and $34 in 2010)
|
15
|
|
|
12
|
|
|
(80
|
)
|
|||
Net actuarial (loss) gain (net of taxes of $7,243 in 2012, $1,770 in 2011 and $4,594 in 2010)
|
(44,784
|
)
|
|
13,084
|
|
|
(30,151
|
)
|
|||
Net prior service income (net of taxes of $584 in 2012, $0 in 2011 and $0 in 2010)
|
4,079
|
|
|
—
|
|
|
—
|
|
|||
Net change in accumulated other comprehensive (loss) income — pension plans (net of taxes of $6,658 in 2012, $1,771 in 2011 and $4,560 in 2010)
|
(40,690
|
)
|
|
13,096
|
|
|
(30,231
|
)
|
|||
Other comprehensive (loss) income
|
(38,225
|
)
|
|
7,426
|
|
|
(23,347
|
)
|
|||
Comprehensive income from continuing operations
|
613,011
|
|
|
868,320
|
|
|
687,878
|
|
|||
Gain on sale of discontinued operations, net of tax
|
—
|
|
|
6,500
|
|
|
859
|
|
|||
Comprehensive income
|
$
|
613,011
|
|
|
$
|
874,820
|
|
|
$
|
688,737
|
|
(thousands)
|
2012
|
|
2011
|
|
2010
|
||||||
Operations
|
|
|
|
|
|
|
|
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|||
Net income
|
$
|
651,236
|
|
|
$
|
867,394
|
|
|
$
|
712,084
|
|
Adjustments to reconcile net income to net cash provided by operations:
|
|
|
|
|
|
|
|
|
|||
Depreciation
|
109,705
|
|
|
116,873
|
|
|
116,083
|
|
|||
Amortization of intangibles
|
128
|
|
|
1,346
|
|
|
4,828
|
|
|||
Stock-based compensation expense
|
53,500
|
|
|
52,358
|
|
|
51,752
|
|
|||
Gain on sale of business
|
—
|
|
|
(6,500
|
)
|
|
(859
|
)
|
|||
Gain on sale of investments
|
(1,231
|
)
|
|
—
|
|
|
—
|
|
|||
Non-cash portion of special charges
|
219
|
|
|
—
|
|
|
487
|
|
|||
Other non-cash activity
|
(3,187
|
)
|
|
833
|
|
|
1,662
|
|
|||
Excess tax benefit — stock options
|
(12,230
|
)
|
|
(44,936
|
)
|
|
(317
|
)
|
|||
Deferred income taxes
|
(9,801
|
)
|
|
1,704
|
|
|
(9,866
|
)
|
|||
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|||
Decrease (increase) in accounts receivable
|
5,774
|
|
|
40,025
|
|
|
(82,380
|
)
|
|||
Increase in inventories
|
(18,592
|
)
|
|
(17,603
|
)
|
|
(24,274
|
)
|
|||
Decrease (increase) in prepaid expenses and other current assets
|
8,471
|
|
|
822
|
|
|
(4,002
|
)
|
|||
Increase in deferred compensation plan investments
|
(2,070
|
)
|
|
(17,720
|
)
|
|
(747
|
)
|
|||
Increase (decrease) in prepaid income tax
|
13,319
|
|
|
(16,681
|
)
|
|
—
|
|
|||
Increase (decrease) in accounts payable, deferred income and accrued liabilities
|
60
|
|
|
(90,323
|
)
|
|
190,043
|
|
|||
Increase in deferred compensation plan liability
|
2,052
|
|
|
17,738
|
|
|
750
|
|
|||
Increase in income taxes payable
|
25,930
|
|
|
893
|
|
|
61,984
|
|
|||
Decrease in other liabilities
|
(8,741
|
)
|
|
(5,694
|
)
|
|
(26,053
|
)
|
|||
Total adjustments
|
163,306
|
|
|
33,135
|
|
|
279,091
|
|
|||
Net cash provided by operating activities
|
814,542
|
|
|
900,529
|
|
|
991,175
|
|
|||
Investing Activities
|
|
|
|
|
|
|
|
|
|||
Cash flows from investing:
|
|
|
|
|
|
|
|
|
|||
Purchases of short-term available-for-sale investments
|
(8,165,043
|
)
|
|
(4,289,304
|
)
|
|
(3,478,025
|
)
|
|||
Maturities of short-term available-for-sale investments
|
6,543,795
|
|
|
3,436,284
|
|
|
2,801,727
|
|
|||
Sales of short-term available-for-sale investments
|
437,748
|
|
|
282,861
|
|
|
234,718
|
|
|||
Additions to property, plant and equipment, net
|
(132,176
|
)
|
|
(122,996
|
)
|
|
(111,557
|
)
|
|||
Net proceeds related to sale of businesses
|
—
|
|
|
10,000
|
|
|
63,036
|
|
|||
Proceeds related to sale of investments
|
1,506
|
|
|
—
|
|
|
—
|
|
|||
Payments for acquisitions, net of cash acquired
|
(24,158
|
)
|
|
(13,988
|
)
|
|
—
|
|
|||
(Increase) decrease in other assets
|
(1,362
|
)
|
|
(6,595
|
)
|
|
4,276
|
|
|||
Net cash used for investing activities
|
(1,339,690
|
)
|
|
(703,738
|
)
|
|
(485,825
|
)
|
|||
Financing Activities
|
|
|
|
|
|
|
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|||
Proceeds from long-term debt
|
—
|
|
|
515,507
|
|
|
—
|
|
|||
Early termination of swap agreements
|
18,520
|
|
|
—
|
|
|
—
|
|
|||
Term loan repayments
|
(56,500
|
)
|
|
(28,392
|
)
|
|
—
|
|
|||
Dividend payments to shareholders
|
(344,701
|
)
|
|
(281,626
|
)
|
|
(249,964
|
)
|
|||
Repurchase of common stock
|
(160,536
|
)
|
|
(330,256
|
)
|
|
(39,848
|
)
|
|||
Net proceeds from employee stock plans
|
191,220
|
|
|
217,164
|
|
|
216,147
|
|
|||
Contingent consideration payment
|
(1,991
|
)
|
|
—
|
|
|
—
|
|
|||
(Decrease) Increase in other financing activities
|
(7,869
|
)
|
|
1,279
|
|
|
710
|
|
|||
Excess tax benefit — stock options
|
12,230
|
|
|
44,936
|
|
|
317
|
|
|||
Net cash (used for) provided by financing activities
|
(349,627
|
)
|
|
138,612
|
|
|
(72,638
|
)
|
|||
Effect of exchange rate changes on cash
|
(1,492
|
)
|
|
(303
|
)
|
|
(2,441
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
(876,267
|
)
|
|
335,100
|
|
|
430,271
|
|
|||
Cash and cash equivalents at beginning of year
|
1,405,100
|
|
|
1,070,000
|
|
|
639,729
|
|
|||
Cash and cash equivalents at end of year
|
$
|
528,833
|
|
|
$
|
1,405,100
|
|
|
$
|
1,070,000
|
|
1.
|
Description of Business
|
|
• Industrial process control systems
|
|
• Medical imaging equipment
|
|
• Factory automation systems
|
|
• Patient monitoring devices
|
|
• Instrumentation and measurement systems
|
|
• Wireless infrastructure equipment
|
|
• Energy management systems
|
|
• Networking equipment
|
|
• Aerospace and defense electronics
|
|
• Optical systems
|
|
• Automobiles
|
|
• Digital cameras
|
|
• Digital televisions
|
|
• Portable electronic devices
|
b.
|
Cash, Cash Equivalents and Short-term Investments
|
|
2012
|
|
2011
|
||||
Unrealized gains on securities classified as short-term investments
|
$
|
581
|
|
|
$
|
22
|
|
Unrealized losses on securities classified as short-term investments
|
(519
|
)
|
|
(600
|
)
|
||
Net unrealized losses on securities classified as short-term investments
|
$
|
62
|
|
|
$
|
(578
|
)
|
|
2012
|
|
2011
|
||||
Cash and cash equivalents:
|
|
|
|
|
|
||
Cash
|
$
|
35,413
|
|
|
$
|
17,857
|
|
Available-for-sale
|
490,904
|
|
|
1,374,069
|
|
||
Held-to-maturity
|
2,516
|
|
|
13,174
|
|
||
Total cash and cash equivalents
|
$
|
528,833
|
|
|
$
|
1,405,100
|
|
Short-term investments:
|
|
|
|
|
|
||
Available-for-sale
|
$
|
3,370,551
|
|
|
$
|
2,186,782
|
|
Held-to-maturity (less than one year to maturity)
|
994
|
|
|
580
|
|
||
Total short-term investments
|
$
|
3,371,545
|
|
|
$
|
2,187,362
|
|
c.
|
Supplemental Cash Flow Statement Information
|
|
2012
|
|
2011
|
|
2010
|
||||||
Cash paid during the fiscal year for:
|
|
|
|
|
|
|
|
|
|||
Income taxes
|
$
|
143,899
|
|
|
$
|
223,716
|
|
|
$
|
137,149
|
|
Interest
|
$
|
29,177
|
|
|
$
|
16,492
|
|
|
$
|
9,199
|
|
d.
|
Inventories
|
|
2012
|
|
2011
|
||||
Raw materials
|
$
|
28,111
|
|
|
$
|
28,085
|
|
Work in process
|
185,773
|
|
|
170,398
|
|
||
Finished goods
|
99,839
|
|
|
96,598
|
|
||
Total inventories
|
$
|
313,723
|
|
|
$
|
295,081
|
|
e.
|
Property, Plant and Equipment
|
Buildings & building equipment
|
Up to 25 years
|
Machinery & equipment
|
3-8 years
|
Office equipment
|
3-8 years
|
f.
|
Goodwill and Intangible Assets
|
|
2012
|
|
2011
|
||||
Balance at beginning of year
|
$
|
275,087
|
|
|
$
|
255,580
|
|
Acquisition of Lyric Semiconductor (Note 6)
|
—
|
|
|
18,865
|
|
||
Acquisition of Multigig, Inc. (Note 6)
|
7,298
|
|
|
—
|
|
||
Foreign currency translation adjustment
|
1,448
|
|
|
642
|
|
||
Balance at end of year
|
$
|
283,833
|
|
|
$
|
275,087
|
|
|
November 3, 2012
|
||||||
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
||||
Technology-based
|
$
|
1,100
|
|
|
$
|
128
|
|
Fiscal Year
|
Amortization Expense
|
||
2013
|
$
|
220
|
|
2014
|
$
|
220
|
|
2015
|
$
|
220
|
|
2016
|
$
|
220
|
|
2017
|
$
|
92
|
|
g.
|
Grant Accounting
|
h.
|
Translation of Foreign Currencies
|
i.
|
Derivative Instruments and Hedging Agreements
|
Statement of income classification
|
November 3, 2012
|
|
October 29, 2011
|
||||||||||||||||||||
Loss on Swaps
|
|
Gain on Note
|
|
Net Income Effect
|
|
Loss on Swaps
|
|
Gain on Note
|
|
Net Income Effect
|
|||||||||||||
Other income
|
$
|
(769
|
)
|
|
$
|
769
|
|
|
$
|
—
|
|
|
$
|
(4,614
|
)
|
|
$
|
4,614
|
|
|
$
|
—
|
|
|
|
|
Fair Value At
|
||||||
|
Balance Sheet Location
|
|
November 3, 2012
|
|
October 29, 2011
|
||||
Interest rate swap agreements
|
Other assets
|
|
$
|
—
|
|
|
$
|
22,187
|
|
Forward foreign currency exchange contracts
|
Prepaid expenses and other current assets
|
|
$
|
1,161
|
|
|
$
|
2,038
|
|
|
November 3, 2012
|
|
October 29, 2011
|
||||
(Gain) loss recognized in OCI on derivatives (net of tax of $1,233 in 2012 and $539 in 2011)
|
$
|
(7,923
|
)
|
|
$
|
3,347
|
|
Loss (gain) reclassified from OCI into income (net of tax of $1,160 in 2012 and $1,171 in 2011)
|
$
|
7,401
|
|
|
$
|
(7,793
|
)
|
|
November 3, 2012
|
|
October 29, 2011
|
||||
Cost of sales
|
$
|
3,096
|
|
|
$
|
(4,363
|
)
|
Research and development
|
$
|
2,344
|
|
|
$
|
(2,264
|
)
|
Selling, marketing, general and administrative
|
$
|
3,121
|
|
|
$
|
(2,337
|
)
|
|
2012
|
|
2011
|
||||
Balance at beginning of year
|
$
|
1,687
|
|
|
$
|
6,133
|
|
Changes in fair value of derivatives — (loss) gain, net of tax
|
(7,923
|
)
|
|
3,347
|
|
||
Loss (gain) reclassified into earnings from other comprehensive income (loss), net of tax
|
7,401
|
|
|
(7,793
|
)
|
||
Balance at end of year
|
$
|
1,165
|
|
|
$
|
1,687
|
|
j.
|
Fair Value
|
|
November 3, 2012
|
||||||||||||||
|
Fair Value measurement at
Reporting Date using:
|
|
|
||||||||||||
|
Quoted
Prices in
Active
Markets
for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Other
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||||||
Institutional money market funds
|
$
|
143,876
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
143,876
|
|
Corporate obligations (1)
|
—
|
|
|
347,028
|
|
|
—
|
|
|
347,028
|
|
||||
Short - term investments:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||||||
Securities with one year or less to maturity:
|
|
|
|
|
|
|
|
||||||||
Corporate obligations (1)
|
—
|
|
|
2,818,798
|
|
|
—
|
|
|
2,818,798
|
|
||||
Floating rate notes, issued at par
|
—
|
|
|
280,065
|
|
|
—
|
|
|
280,065
|
|
||||
Floating rate notes (1)
|
—
|
|
|
234,280
|
|
|
—
|
|
|
234,280
|
|
||||
Securities with greater than one year to maturity:
|
|
|
|
|
|
|
|
||||||||
Floating rate notes, issued at par
|
|
|
37,408
|
|
|
|
|
37,408
|
|
||||||
Other assets:
|
|
|
|
|
|
|
|
||||||||
Forward foreign currency exchange contracts (2)
|
$
|
—
|
|
|
$
|
1,061
|
|
|
$
|
—
|
|
|
$
|
1,061
|
|
Deferred compensation investments
|
28,480
|
|
|
—
|
|
|
—
|
|
|
28,480
|
|
||||
Total assets measured at fair value
|
$
|
172,356
|
|
|
$
|
3,718,640
|
|
|
$
|
—
|
|
|
$
|
3,890,996
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Contingent consideration
|
—
|
|
|
—
|
|
|
12,219
|
|
|
12,219
|
|
||||
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12,219
|
|
|
$
|
12,219
|
|
(1)
|
The amortized cost of the Company’s investments classified as available-for-sale as of
November 3, 2012
was
$3,327.5 million
.
|
(2)
|
The Company has a master netting arrangement by counterparty with respect to derivative contracts. As of
November 3, 2012
, contracts in a liability position of
$1.9 million
were netted against contracts in an asset position in the consolidated balance sheet.
|
|
October 29, 2011
|
||||||||||||||
|
Fair Value measurement at
Reporting Date using:
|
|
|
||||||||||||
|
Quoted
Prices in
Active
Markets
for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Other
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||||||
Institutional money market funds
|
$
|
1,278,121
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,278,121
|
|
Corporate obligations (1)
|
—
|
|
|
95,948
|
|
|
—
|
|
|
95,948
|
|
||||
Short - term investments:
|
|
|
|
|
|
|
|
||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||||||
Securities with one year or less to maturity:
|
|
|
|
|
|
|
|
||||||||
Corporate obligations (1)
|
—
|
|
|
2,169,078
|
|
|
—
|
|
|
2,169,078
|
|
||||
Floating rate notes (1)
|
—
|
|
|
17,704
|
|
|
—
|
|
|
17,704
|
|
||||
Other assets:
|
|
|
|
|
|
|
|
||||||||
Forward foreign currency exchange contracts (2)
|
—
|
|
|
2,472
|
|
|
—
|
|
|
2,472
|
|
||||
Deferred compensation investments
|
26,410
|
|
|
—
|
|
|
—
|
|
|
26,410
|
|
||||
Other investments
|
1,135
|
|
|
—
|
|
|
—
|
|
|
1,135
|
|
||||
Interest rate swap agreements
|
—
|
|
|
22,187
|
|
|
—
|
|
|
22,187
|
|
||||
Total assets measured at fair value
|
$
|
1,305,666
|
|
|
$
|
2,307,389
|
|
|
$
|
—
|
|
|
$
|
3,613,055
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
$375 million aggregate principal 5.0% debt (3)
|
$
|
—
|
|
|
$
|
396,337
|
|
|
$
|
—
|
|
|
$
|
396,337
|
|
Contingent consideration
|
—
|
|
|
—
|
|
|
13,973
|
|
|
13,973
|
|
||||
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
396,337
|
|
|
$
|
13,973
|
|
|
$
|
410,310
|
|
(1)
|
The amortized cost of the Company’s investments classified as available-for-sale as of
October 29, 2011
was
$2,284.9 million
.
|
(2)
|
The Company has a master netting arrangement by counterparty with respect to derivative contracts. As of October 29, 2011, contracts in a liability position of
$0.8 million
were netted against contracts in an asset position in the consolidated balance sheet.
|
(3)
|
Equal to the accreted notional value of the debt plus the fair value of the interest rate component of the long-term debt. The fair value of the long-term debt as of
October 29, 2011
was
$413.4 million
, which is classified as a level 1 measurement according to the fair value hierarchy.
|
Unobservable Inputs
|
Range
|
Estimated contingent consideration payments
|
$13,000
|
Discount rate
|
7% - 10%
|
Timing of cash flows
|
1 - 20 months
|
Probability of achievement
|
100%
|
|
Contingent
Consideration
|
||
Balance as of October 30, 2010
|
$
|
—
|
|
Contingent consideration liability recorded
|
13,790
|
|
|
Fair value adjustment (1)
|
183
|
|
|
Balance as of October 29, 2011
|
$
|
13,973
|
|
Payment made (2)
|
(2,000
|
)
|
|
Fair value adjustment (1)
|
246
|
|
|
Balance as of November 3, 2012
|
$
|
12,219
|
|
(1)
|
Recorded in research and development expense in the consolidated statements of income.
|
(2)
|
The payment is reflected in the statements of cash flows as cash used in financing activities related to the liability recognized at fair value as of the acquisition date and as cash provided by operating activities related to the fair value adjustments previously recognized in earnings.
|
k.
|
Use of Estimates
|
l.
|
Concentrations of Risk
|
m.
|
Concentration of Other Risks
|
n.
|
Revenue Recognition
|
o.
|
Accumulated Other Comprehensive (Loss) Income
|
|
2012
|
|
2011
|
||||
Foreign currency translation adjustment
|
$
|
982
|
|
|
$
|
(2,038
|
)
|
Unrealized gains on available-for-sale securities
|
444
|
|
|
695
|
|
||
Unrealized losses on available-for-sale securities
|
(423
|
)
|
|
(641
|
)
|
||
Unrealized gains on derivative instruments
|
1,165
|
|
|
1,687
|
|
||
Pension plans
|
|
|
|
||||
Prior Service Cost
|
4,079
|
|
|
—
|
|
||
Transition obligation
|
(102
|
)
|
|
(117
|
)
|
||
Net actuarial loss
|
(70,539
|
)
|
|
(25,755
|
)
|
||
Total accumulated other comprehensive loss
|
$
|
(64,394
|
)
|
|
$
|
(26,169
|
)
|
p.
|
Advertising Expense
|
q.
|
Income Taxes
|
r.
|
Earnings Per Share of Common Stock
|
|
2012
|
|
2011
|
|
2010
|
||||||
Income from continuing operations, net of tax
|
$
|
651,236
|
|
|
$
|
860,894
|
|
|
$
|
711,225
|
|
Gain on sale of discontinued operations, net of tax
|
—
|
|
|
6,500
|
|
|
859
|
|
|||
Net income
|
$
|
651,236
|
|
|
$
|
867,394
|
|
|
$
|
712,084
|
|
Basic shares:
|
|
|
|
|
|
|
|
|
|||
Weighted average shares outstanding
|
298,761
|
|
|
299,417
|
|
|
297,387
|
|
|||
Earnings per share-basic:
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations, net of tax
|
$
|
2.18
|
|
|
$
|
2.88
|
|
|
$
|
2.39
|
|
Total income from discontinued operations, net of tax
|
—
|
|
|
0.02
|
|
|
—
|
|
|||
Net income
|
$
|
2.18
|
|
|
$
|
2.90
|
|
|
$
|
2.39
|
|
Diluted shares:
|
|
|
|
|
|
|
|
|
|||
Weighted average shares outstanding
|
298,761
|
|
|
299,417
|
|
|
297,387
|
|
|||
Assumed exercise of common stock equivalents
|
7,430
|
|
|
8,819
|
|
|
8,474
|
|
|||
Weighted average common and common equivalent shares
|
306,191
|
|
|
308,236
|
|
|
305,861
|
|
|||
Earnings per share-diluted:
|
|
|
|
|
|
|
|
|
|||
Income from continuing operations, net of tax
|
$
|
2.13
|
|
|
$
|
2.79
|
|
|
$
|
2.33
|
|
Total income from discontinued operations, net of tax
|
—
|
|
|
0.02
|
|
|
0.00
|
|
|||
Net income
|
$
|
2.13
|
|
|
$
|
2.81
|
|
|
$
|
2.33
|
|
Weighted average anti-dilutive shares related to:
|
|
|
|
|
|
|
|
|
|||
Outstanding stock options
|
5,860
|
|
|
7,298
|
|
|
18,206
|
|
s.
|
Stock-Based Compensation
|
t.
|
New Accounting Pronouncements
|
u.
|
Discontinued Operations
|
|
2012
|
|
2011
|
|
2010
|
||||||
Gain on sale of discontinued operations before income taxes
|
$
|
—
|
|
|
$
|
10,000
|
|
|
$
|
1,316
|
|
Provision for income taxes
|
—
|
|
|
3,500
|
|
|
457
|
|
|||
Gain on sale of discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
6,500
|
|
|
$
|
859
|
|
Stock Options
|
2012
|
|
2011
|
|
2010
|
||||||
Options granted (in thousands)
|
2,456
|
|
|
1,990
|
|
|
1,866
|
|
|||
Weighted-average exercise price
|
|
$39.58
|
|
|
|
$37.59
|
|
|
|
$31.49
|
|
Weighted-average grant-date fair value
|
|
$7.37
|
|
|
|
$8.62
|
|
|
|
$7.77
|
|
Assumptions:
|
|
|
|
|
|
||||||
Weighted-average expected volatility
|
28.4
|
%
|
|
29.3
|
%
|
|
31.4
|
%
|
|||
Weighted-average expected term (in years)
|
5.3
|
|
|
5.3
|
|
|
5.3
|
|
|||
Weighted-average risk-free interest rate
|
1.1
|
%
|
|
2.1
|
%
|
|
2.5
|
%
|
|||
Weighted-average expected dividend yield
|
3.0
|
%
|
|
2.4
|
%
|
|
2.6
|
%
|
|
Options
Outstanding
(in thousands)
|
|
Weighted-
Average Exercise
Price Per Share
|
|
Weighted-
Average
Remaining
Contractual
Term in Years
|
|
Aggregate
Intrinsic Value |
||||||
Options outstanding October 29, 2011
|
34,116
|
|
|
|
$30.27
|
|
|
|
|
|
|||
Options granted
|
2,456
|
|
|
|
$39.58
|
|
|
|
|
|
|||
Options exercised
|
(7,568
|
)
|
|
|
$25.34
|
|
|
|
|
|
|||
Options forfeited
|
(396
|
)
|
|
|
$27.85
|
|
|
|
|
|
|||
Options expired
|
(2,155
|
)
|
|
|
$40.78
|
|
|
|
|
|
|||
Options outstanding at November 3, 2012
|
26,453
|
|
|
|
$31.73
|
|
|
4.7
|
|
|
|
$222,689
|
|
Options exercisable at November 3, 2012
|
18,605
|
|
|
|
$31.63
|
|
|
3.4
|
|
|
|
$161,135
|
|
Options vested or expected to vest at November 3, 2012 (1)
|
26,019
|
|
|
|
$31.66
|
|
|
4.6
|
|
|
|
$221,059
|
|
(1)
|
In addition to the vested options, the Company expects a portion of the unvested options to vest at some point in the future. Options expected to vest is calculated by applying an estimated forfeiture rate to the unvested options.
|
|
Restricted
Stock Units
Outstanding
(in thousands)
|
|
Weighted-
Average Grant-
Date Fair Value
Per Share
|
|||
Restricted stock units outstanding at October 29, 2011
|
2,088
|
|
|
|
$31.10
|
|
Units granted
|
1,122
|
|
|
|
$36.05
|
|
Restrictions lapsed
|
(67
|
)
|
|
|
$27.48
|
|
Forfeited
|
(83
|
)
|
|
|
$30.37
|
|
Restricted stock units outstanding at November 3, 2012
|
3,060
|
|
|
|
$33.01
|
|
4.
|
Industry, Segment and Geographic Information
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Y/Y%
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
||||||||||
Industrial
|
$
|
1,240,344
|
|
|
46
|
%
|
|
(12
|
)%
|
|
$
|
1,411,386
|
|
|
47
|
%
|
|
$
|
1,280,027
|
|
|
46
|
%
|
Automotive
|
463,577
|
|
|
17
|
%
|
|
11
|
%
|
|
417,929
|
|
|
14
|
%
|
|
335,163
|
|
|
12
|
%
|
|||
Consumer
|
467,626
|
|
|
17
|
%
|
|
(16
|
)%
|
|
559,142
|
|
|
19
|
%
|
|
605,541
|
|
|
22
|
%
|
|||
Communications
|
529,595
|
|
|
20
|
%
|
|
(12
|
)%
|
|
604,863
|
|
|
20
|
%
|
|
540,772
|
|
|
20
|
%
|
|||
Total Revenue
|
$
|
2,701,142
|
|
|
100
|
%
|
|
(10
|
)%
|
|
$
|
2,993,320
|
|
|
100
|
%
|
|
$
|
2,761,503
|
|
|
100
|
%
|
|
2012
|
|
2011
|
|
2010
|
||||||||||||||||||
|
Revenue
|
|
% of
Total
Product
Revenue*
|
|
Y/Y%
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
|
Revenue
|
|
% of
Total
Product
Revenue
|
||||||||||
Converters
|
$
|
1,192,064
|
|
|
44
|
%
|
|
(11
|
)%
|
|
$
|
1,343,487
|
|
|
45
|
%
|
|
$
|
1,295,700
|
|
|
47
|
%
|
Amplifiers/Radio frequency
|
697,687
|
|
|
26
|
%
|
|
(11
|
)%
|
|
788,299
|
|
|
26
|
%
|
|
701,557
|
|
|
25
|
%
|
|||
Other analog
|
397,376
|
|
|
15
|
%
|
|
(3
|
)%
|
|
410,323
|
|
|
14
|
%
|
|
334,663
|
|
|
12
|
%
|
|||
Subtotal analog signal processing
|
2,287,127
|
|
|
85
|
%
|
|
(10
|
)%
|
|
2,542,109
|
|
|
85
|
%
|
|
2,331,920
|
|
|
84
|
%
|
|||
Power management & reference
|
182,134
|
|
|
7
|
%
|
|
(16
|
)%
|
|
217,615
|
|
|
7
|
%
|
|
194,740
|
|
|
7
|
%
|
|||
Total analog products
|
$
|
2,469,261
|
|
|
91
|
%
|
|
(11
|
)%
|
|
$
|
2,759,724
|
|
|
92
|
%
|
|
$
|
2,526,660
|
|
|
91
|
%
|
Digital signal processing
|
231,881
|
|
|
9
|
%
|
|
(1
|
)%
|
|
233,596
|
|
|
8
|
%
|
|
234,843
|
|
|
9
|
%
|
|||
Total Revenue
|
$
|
2,701,142
|
|
|
100
|
%
|
|
(10
|
)%
|
|
$
|
2,993,320
|
|
|
100
|
%
|
|
$
|
2,761,503
|
|
|
100
|
%
|
*
|
The sum of the individual percentages do not equal the total due to rounding.
|
|
2012
|
|
2011
|
|
2010
|
||||||
Revenue from continuing operations
|
|
|
|
|
|
|
|
|
|||
United States
|
$
|
818,653
|
|
|
$
|
866,142
|
|
|
$
|
794,463
|
|
Rest of North and South America
|
114,133
|
|
|
144,585
|
|
|
134,327
|
|
|||
Europe
|
852,668
|
|
|
967,417
|
|
|
816,561
|
|
|||
Japan
|
333,558
|
|
|
398,587
|
|
|
433,706
|
|
|||
China
|
341,196
|
|
|
360,594
|
|
|
320,739
|
|
|||
Rest of Asia
|
240,934
|
|
|
255,995
|
|
|
261,707
|
|
|||
Subtotal all foreign countries
|
1,882,489
|
|
|
2,127,178
|
|
|
1,967,040
|
|
|||
Total revenue
|
$
|
2,701,142
|
|
|
$
|
2,993,320
|
|
|
$
|
2,761,503
|
|
Property, plant and equipment
|
|
|
|
|
|
|
|
|
|||
United States
|
$
|
194,937
|
|
|
$
|
187,013
|
|
|
$
|
188,776
|
|
Ireland
|
127,669
|
|
|
128,660
|
|
|
139,165
|
|
|||
Philippines
|
164,727
|
|
|
149,098
|
|
|
131,963
|
|
|||
All other countries
|
13,534
|
|
|
14,068
|
|
|
12,761
|
|
|||
Subtotal all foreign countries
|
305,930
|
|
|
291,826
|
|
|
283,889
|
|
|||
Total property, plant and equipment
|
$
|
500,867
|
|
|
$
|
478,839
|
|
|
$
|
472,665
|
|
5.
|
Special Charges
|
Statement of Income
|
|
Closure of Wafer
Fabrication
Facility
in Sunnyvale
|
|
Reduction of
Operating
Costs
|
|
Closure of Wafer
Fabrication
Facility
in Cambridge
|
|
Total
Special
Charges
Related to Ongoing Actions
|
||||||||
Workforce reductions
|
|
$
|
—
|
|
|
$
|
1,627
|
|
|
$
|
—
|
|
|
$
|
1,627
|
|
Total Fiscal 2008 Charges
|
|
$
|
—
|
|
|
$
|
1,627
|
|
|
$
|
—
|
|
|
$
|
1,627
|
|
Workforce reductions
|
|
—
|
|
|
26,583
|
|
|
7,446
|
|
|
34,029
|
|
||||
Facility closure costs
|
|
—
|
|
|
2,411
|
|
|
57
|
|
|
2,468
|
|
||||
Non-cash impairment charge
|
|
—
|
|
|
839
|
|
|
14,629
|
|
|
15,468
|
|
||||
Other items
|
|
—
|
|
|
500
|
|
|
—
|
|
|
500
|
|
||||
Total Fiscal 2009 Charges
|
|
$
|
—
|
|
|
$
|
30,333
|
|
|
$
|
22,132
|
|
|
$
|
52,465
|
|
Workforce reductions
|
|
—
|
|
|
10,908
|
|
|
—
|
|
|
10,908
|
|
||||
Facility closure costs
|
|
375
|
|
|
—
|
|
|
4,689
|
|
|
5,064
|
|
||||
Non-cash impairment charge
|
|
—
|
|
|
487
|
|
|
—
|
|
|
487
|
|
||||
Other items
|
|
—
|
|
|
24
|
|
|
—
|
|
|
24
|
|
||||
Total Fiscal 2010 Charges
|
|
$
|
375
|
|
|
$
|
11,419
|
|
|
$
|
4,689
|
|
|
$
|
16,483
|
|
Workforce reductions
|
|
—
|
|
|
2,239
|
|
|
—
|
|
|
2,239
|
|
||||
Total Fiscal 2011 Charges
|
|
$
|
—
|
|
|
$
|
2,239
|
|
|
$
|
—
|
|
|
$
|
2,239
|
|
Workforce reductions
|
|
—
|
|
|
7,966
|
|
|
—
|
|
|
7,966
|
|
||||
Facility closure costs
|
|
—
|
|
|
186
|
|
|
—
|
|
|
186
|
|
||||
Non-cash impairment charge
|
|
—
|
|
|
219
|
|
|
—
|
|
|
219
|
|
||||
Other items
|
|
—
|
|
|
60
|
|
|
—
|
|
|
60
|
|
||||
Total Fiscal 2012 Charges
|
|
$
|
—
|
|
|
$
|
8,431
|
|
|
$
|
—
|
|
|
$
|
8,431
|
|
Accrued Restructuring
|
|
Closure of Wafer
Fabrication
Facility
in Sunnyvale
|
|
Reduction of
Operating
Costs
|
|
Closure of Wafer
Fabrication
Facility
in Cambridge
|
|
Total
|
||||||||
Balance at October 31, 2009
|
|
$
|
169
|
|
|
$
|
8,161
|
|
|
$
|
6,690
|
|
|
$
|
15,020
|
|
Fiscal 2010 special charges
|
|
375
|
|
|
11,419
|
|
|
4,689
|
|
|
16,483
|
|
||||
Severance payments
|
|
—
|
|
|
(12,223
|
)
|
|
(5,337
|
)
|
|
(17,560
|
)
|
||||
Facility closure costs
|
|
(544
|
)
|
|
(1,216
|
)
|
|
(4,079
|
)
|
|
(5,839
|
)
|
||||
Non-cash impairment charge
|
|
—
|
|
|
(487
|
)
|
|
—
|
|
|
(487
|
)
|
||||
Other payments
|
|
—
|
|
|
(24
|
)
|
|
—
|
|
|
(24
|
)
|
||||
Effect of foreign currency on accrual
|
|
—
|
|
|
(84
|
)
|
|
—
|
|
|
(84
|
)
|
||||
Balance at October 30, 2010
|
|
$
|
—
|
|
|
$
|
5,546
|
|
|
$
|
1,963
|
|
|
$
|
7,509
|
|
Fiscal 2011 special charges
|
|
—
|
|
|
2,239
|
|
|
—
|
|
|
2,239
|
|
||||
Severance payments
|
|
—
|
|
|
(3,913
|
)
|
|
(1,352
|
)
|
|
(5,265
|
)
|
||||
Facility closure costs
|
|
—
|
|
|
—
|
|
|
(611
|
)
|
|
(611
|
)
|
||||
Effect of foreign currency on accrual
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
||||
Balance at October 29, 2011
|
|
$
|
—
|
|
|
$
|
3,876
|
|
|
$
|
—
|
|
|
$
|
3,876
|
|
Fiscal 2012 special charges
|
|
—
|
|
|
8,431
|
|
|
—
|
|
|
8,431
|
|
||||
Severance payments
|
|
—
|
|
|
(8,931
|
)
|
|
—
|
|
|
(8,931
|
)
|
||||
Facility closure costs
|
|
—
|
|
|
(186
|
)
|
|
—
|
|
|
(186
|
)
|
||||
Non-cash impairment charge
|
|
—
|
|
|
(219
|
)
|
|
—
|
|
|
(219
|
)
|
||||
Effect of foreign currency on accrual
|
|
—
|
|
|
22
|
|
|
—
|
|
|
22
|
|
||||
Balance at November 3, 2012
|
|
$
|
—
|
|
|
$
|
2,993
|
|
|
$
|
—
|
|
|
$
|
2,993
|
|
6.
|
Acquisitions
|
7.
|
Deferred Compensation Plan Investments
|
|
2012
|
|
2011
|
||||
Money market funds
|
$
|
17,939
|
|
|
$
|
17,187
|
|
Mutual funds
|
10,541
|
|
|
9,223
|
|
||
Total Deferred Compensation Plan investments
|
$
|
28,480
|
|
|
$
|
26,410
|
|
8.
|
Other Investments
|
|
2011
|
||
Unrealized gains
|
$
|
1,038
|
|
Unrealized losses
|
(179
|
)
|
|
Net unrealized gains on securities classified as other investments
|
$
|
859
|
|
9.
|
Accrued Liabilities
|
|
2012
|
|
2011
|
||||
Accrued compensation and benefits
|
$
|
82,027
|
|
|
$
|
91,918
|
|
Special charges
|
2,993
|
|
|
3,876
|
|
||
Other
|
63,887
|
|
|
61,822
|
|
||
Total accrued liabilities
|
$
|
148,907
|
|
|
$
|
157,616
|
|
10.
|
Deferred Compensation Plan Liability
|
11.
|
Lease Commitments
|
|
|
Operating
|
||
Fiscal Years
|
|
Leases
|
||
2013
|
|
$
|
29,559
|
|
2014
|
|
23,714
|
|
|
2015
|
|
12,585
|
|
|
2016
|
|
6,494
|
|
|
2017
|
|
4,239
|
|
|
Later Years
|
|
12,437
|
|
|
Total
|
|
$
|
89,028
|
|
12.
|
Commitments and Contingencies
|
13.
|
Retirement Plans
|
|
2012
|
|
2011
|
|
2010
|
||||||
Service cost
|
$
|
7,909
|
|
|
$
|
9,175
|
|
|
$
|
5,933
|
|
Interest cost
|
10,901
|
|
|
11,395
|
|
|
9,594
|
|
|||
Expected return on plan assets
|
(10,469
|
)
|
|
(10,938
|
)
|
|
(11,079
|
)
|
|||
Amortization of prior service cost
|
—
|
|
|
—
|
|
|
1
|
|
|||
Amortization of transition obligation (asset)
|
19
|
|
|
15
|
|
|
(27
|
)
|
|||
Recognized actuarial loss (gain)
|
361
|
|
|
1,630
|
|
|
(133
|
)
|
|||
Subtotal
|
$
|
8,721
|
|
|
$
|
11,277
|
|
|
$
|
4,289
|
|
Settlement impact
|
—
|
|
|
—
|
|
|
(39
|
)
|
|||
Net periodic pension cost
|
$
|
8,721
|
|
|
$
|
11,277
|
|
|
$
|
4,250
|
|
|
2012
|
|
2011
|
||||
Change in Benefit Obligation
|
|
|
|
|
|
||
Benefit obligation at beginning of year
|
$
|
210,913
|
|
|
$
|
215,012
|
|
Service cost
|
7,909
|
|
|
9,175
|
|
||
Interest cost
|
10,901
|
|
|
11,395
|
|
||
Participant contributions
|
2,523
|
|
|
2,301
|
|
||
Plan Amendments
|
(4,663
|
)
|
|
—
|
|
||
Premiums paid
|
(191
|
)
|
|
(192
|
)
|
||
Actuarial loss (gain)
|
63,127
|
|
|
(27,544
|
)
|
||
Benefits paid
|
(3,411
|
)
|
|
(2,625
|
)
|
||
Exchange rate adjustment
|
(14,852
|
)
|
|
3,391
|
|
||
Benefit obligation at end of year
|
$
|
272,256
|
|
|
$
|
210,913
|
|
Change in Plan Assets
|
|
|
|
|
|
||
Fair value of plan assets at beginning of year
|
$
|
184,754
|
|
|
$
|
176,220
|
|
Actual return on plan assets
|
18,391
|
|
|
(2,938
|
)
|
||
Employer contributions
|
10,611
|
|
|
9,233
|
|
||
Participant contributions
|
2,523
|
|
|
2,301
|
|
||
Premiums paid
|
(191
|
)
|
|
(192
|
)
|
||
Benefits paid
|
(3,411
|
)
|
|
(2,625
|
)
|
||
Exchange rate adjustment
|
(12,516
|
)
|
|
2,755
|
|
||
Fair value of plan assets at end of year
|
$
|
200,161
|
|
|
$
|
184,754
|
|
Reconciliation of Funded Status
|
|
|
|
|
|
||
Funded status
|
$
|
(72,095
|
)
|
|
$
|
(26,159
|
)
|
Amounts Recognized in the Balance Sheet
|
|
|
|
|
|
||
Non-current assets
|
$
|
2,596
|
|
|
$
|
2,741
|
|
Current liabilities
|
(657
|
)
|
|
(573
|
)
|
||
Non-current liabilities
|
(74,034
|
)
|
|
(28,327
|
)
|
||
Net amount recognized
|
$
|
(72,095
|
)
|
|
$
|
(26,159
|
)
|
|
2012
|
|
2011
|
||||
Reconciliation of Amounts Recognized in the Statement of Financial Position
|
|
|
|
|
|
||
Initial net obligation
|
$
|
(109
|
)
|
|
$
|
(125
|
)
|
Prior Service credit
|
4,663
|
|
|
—
|
|
||
Net loss
|
(82,640
|
)
|
|
(30,613
|
)
|
||
Accumulated other comprehensive loss
|
(78,086
|
)
|
|
(30,738
|
)
|
||
Accumulated contributions in excess of net periodic benefit cost
|
5,991
|
|
|
4,579
|
|
||
Net amount recognized
|
$
|
(72,095
|
)
|
|
$
|
(26,159
|
)
|
Changes Recognized in Other Comprehensive Income
|
|
|
|
|
|
||
Changes in plan assets and benefit obligations recognized in other comprehensive income
|
|
|
|
|
|
||
Prior Service cost
|
$
|
(4,663
|
)
|
|
$
|
—
|
|
Net loss (gain) arising during the year (includes curtailment gains not recognized as a component of net periodic cost)
|
$
|
55,205
|
|
|
$
|
(13,667
|
)
|
Effect of exchange rates on amounts included in accumulated other comprehensive (loss) income
|
(2,202
|
)
|
|
445
|
|
||
Amounts recognized as a component of net periodic benefit cost
|
|
|
|
|
|
||
Amortization, settlement or curtailment recognition of net transition obligation
|
(19
|
)
|
|
(15
|
)
|
||
Amortization or settlement recognition of net loss
|
(361
|
)
|
|
(1,630
|
)
|
||
Total recognized in other comprehensive loss (income)
|
$
|
47,960
|
|
|
$
|
(14,867
|
)
|
Total recognized in net periodic cost and other comprehensive loss (income)
|
$
|
56,681
|
|
|
$
|
(3,590
|
)
|
Estimated amounts that will be amortized from accumulated other comprehensive (loss) income over the next fiscal year
|
|
|
|
|
|
||
Initial net obligation
|
$
|
(20
|
)
|
|
$
|
(20
|
)
|
Prior Service credit
|
228
|
|
|
—
|
|
||
Net loss
|
(2,939
|
)
|
|
(366
|
)
|
||
Total
|
$
|
(2,731
|
)
|
|
$
|
(386
|
)
|
|
2012
|
|
2011
|
||||
Plans with projected benefit obligations in excess of plan assets:
|
|
|
|
|
|
||
Projected benefit obligation
|
$
|
237,422
|
|
|
$
|
180,182
|
|
Fair value of plan assets
|
$
|
162,731
|
|
|
$
|
151,281
|
|
Plans with accumulated benefit obligations in excess of plan assets:
|
|
|
|
|
|
||
Projected benefit obligation
|
$
|
219,248
|
|
|
$
|
25,236
|
|
Accumulated benefit obligation
|
$
|
175,243
|
|
|
$
|
21,022
|
|
Fair value of plan assets
|
$
|
146,155
|
|
|
$
|
635
|
|
|
2012
|
|
2011
|
||
Discount rate
|
4.55
|
%
|
|
5.60
|
%
|
Rate of increase in compensation levels
|
2.85
|
%
|
|
3.07
|
%
|
|
2012
|
|
2011
|
||
Discount rate
|
5.60
|
%
|
|
5.33
|
%
|
Expected long-term return on plan assets
|
5.71
|
%
|
|
6.15
|
%
|
Rate of increase in compensation levels
|
3.07
|
%
|
|
3.40
|
%
|
|
November 3, 2012
|
|
|
|
October 29, 2011
|
|
|
||||||||||||||||||||||||
|
Fair Value Measurement at Reporting Date Using:
|
|
|
|
Fair Value Measurement at Reporting Date Using:
|
|
|
||||||||||||||||||||||||
|
Quoted
Prices in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Unobservable
Inputs (Level 3) |
|
Total
|
|
Quoted
Prices in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Unobservable
Inputs (Level 3) |
|
Total
|
||||||||||||||||
Unit trust funds(1)
|
$
|
—
|
|
|
$
|
142,556
|
|
|
$
|
—
|
|
|
$
|
142,556
|
|
|
$
|
—
|
|
|
$
|
100,161
|
|
|
$
|
—
|
|
|
$
|
100,161
|
|
Equities(1)
|
2,892
|
|
|
24,176
|
|
|
635
|
|
|
27,703
|
|
|
2,003
|
|
|
56,163
|
|
|
614
|
|
|
58,780
|
|
||||||||
Fixed income securities(2)
|
—
|
|
|
26,340
|
|
|
—
|
|
|
26,340
|
|
|
—
|
|
|
21,984
|
|
|
—
|
|
|
21,984
|
|
||||||||
Property(3)
|
—
|
|
|
—
|
|
|
2,881
|
|
|
2,881
|
|
|
—
|
|
|
—
|
|
|
3,166
|
|
|
3,166
|
|
||||||||
Cash and cash equivalents
|
681
|
|
|
—
|
|
|
—
|
|
|
681
|
|
|
663
|
|
|
—
|
|
|
—
|
|
|
663
|
|
||||||||
Total assets measured at fair value
|
$
|
3,573
|
|
|
$
|
193,072
|
|
|
$
|
3,516
|
|
|
$
|
200,161
|
|
|
$
|
2,666
|
|
|
$
|
178,308
|
|
|
$
|
3,780
|
|
|
$
|
184,754
|
|
(1)
|
The majority of the assets in these categories are invested in a mix of equities, including those from North America, Europe and Asia. The funds are valued using the net asset value method in which an average of the market prices for underlying investments is used to value the fund. Due to the nature of the underlying assets of these funds, changes in market conditions and the economic environment may significantly impact the net asset value of these investments and, consequently, the fair value of the investments. These investments are redeemable at net asset value to the extent provided in the documentation governing the investments. However, these redemption rights may be restricted in accordance with governing documents. Publicly traded securities are valued at the last trade or closing price reported in the active market in which the individual securities are traded. Level 3 securities are valued at book value per share based upon the financial statements of the investment.
|
(2)
|
The majority of the assets in this category are invested in funds primarily concentrated in non-U.S. debt instruments. The
|
(3)
|
The majority of the assets in this category are invested in properties in Ireland, the UK, Europe and other established international markets. Investments in properties are stated at estimated fair values based upon valuations by external independent property valuers.
|
|
Properties
|
|
Equities
|
||||
Balance as of October 30, 2010
|
$
|
3,186
|
|
|
$
|
607
|
|
Purchases, sales, and settlements, net
|
64
|
|
|
—
|
|
||
Realized and unrealized return on plan assets
|
(141
|
)
|
|
—
|
|
||
Exchange rate adjustment
|
57
|
|
|
7
|
|
||
Balance as of October 29, 2011
|
$
|
3,166
|
|
|
$
|
614
|
|
Purchases, sales, and settlements, net
|
—
|
|
|
—
|
|
||
Realized and unrealized return on plan assets
|
12
|
|
|
—
|
|
||
Exchange rate adjustment
|
(297
|
)
|
|
21
|
|
||
Balance as of November 3, 2012
|
$
|
2,881
|
|
|
$
|
635
|
|
Expected Company Contributions
|
|
|
|
2013
|
$
|
15,975
|
|
Expected Benefit Payments
|
|
|
|
2013
|
$
|
2,488
|
|
2014
|
$
|
3,430
|
|
2015
|
$
|
3,015
|
|
2016
|
$
|
3,168
|
|
2017
|
$
|
4,290
|
|
2018 through 2022
|
$
|
28,867
|
|
14.
|
Income Taxes
|
|
2012
|
|
2011
|
|
2010
|
||||||
U.S. federal statutory tax rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
|||
Income tax provision reconciliation:
|
|
|
|
|
|
|
|
|
|||
Tax at statutory rate:
|
$
|
284,737
|
|
|
$
|
371,506
|
|
|
$
|
315,583
|
|
Irish income subject to lower tax rate
|
(117,693
|
)
|
|
(144,845
|
)
|
|
(131,823
|
)
|
|||
State income taxes, net of federal benefit
|
610
|
|
|
1,162
|
|
|
2,622
|
|
|||
Valuation allowance
|
(599
|
)
|
|
(6,700
|
)
|
|
—
|
|
|||
Research and development tax credits
|
(964
|
)
|
|
(14,681
|
)
|
|
(1,045
|
)
|
|||
Change in uncertain tax positions
|
(5,184
|
)
|
|
(9,897
|
)
|
|
2,082
|
|
|||
Net foreign tax in excess of U.S. federal statutory tax rate
|
14
|
|
|
338
|
|
|
1,315
|
|
|||
Other, net
|
1,376
|
|
|
3,670
|
|
|
1,706
|
|
|||
Total income tax provision
|
$
|
162,297
|
|
|
$
|
200,553
|
|
|
$
|
190,440
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
Pretax income:
|
|
|
|
|
|
|
|
|
|||
Domestic
|
$
|
233,478
|
|
|
$
|
355,819
|
|
|
$
|
289,748
|
|
Foreign
|
580,055
|
|
|
705,628
|
|
|
611,917
|
|
|||
Income from continuing operations before income taxes
|
$
|
813,533
|
|
|
$
|
1,061,447
|
|
|
$
|
901,665
|
|
|
2012
|
|
2011
|
|
2010
|
||||||
Current:
|
|
|
|
|
|
|
|
|
|||
Federal tax
|
$
|
90,303
|
|
|
$
|
92,103
|
|
|
$
|
117,097
|
|
Foreign
|
80,825
|
|
|
104,959
|
|
|
79,055
|
|
|||
State
|
970
|
|
|
1,787
|
|
|
4,154
|
|
|||
Total current
|
$
|
172,098
|
|
|
$
|
198,849
|
|
|
$
|
200,306
|
|
Deferred (prepaid):
|
|
|
|
|
|
|
|
|
|||
Federal
|
$
|
(9,948
|
)
|
|
$
|
9,399
|
|
|
$
|
(6,159
|
)
|
State
|
(551
|
)
|
|
(5,762
|
)
|
|
(173
|
)
|
|||
Foreign
|
698
|
|
|
(1,933
|
)
|
|
(3,534
|
)
|
|||
Total (prepaid) deferred
|
$
|
(9,801
|
)
|
|
$
|
1,704
|
|
|
$
|
(9,866
|
)
|
|
2012
|
|
2011
|
||||
Deferred tax assets:
|
|
|
|
|
|
||
Inventory reserves
|
$
|
23,496
|
|
|
$
|
23,503
|
|
Deferred income on shipments to distributors
|
33,236
|
|
|
34,061
|
|
||
Reserves for compensation and benefits
|
26,046
|
|
|
21,164
|
|
||
Tax credit carryovers
|
44,550
|
|
|
41,468
|
|
||
Stock-based compensation
|
96,140
|
|
|
91,417
|
|
||
Depreciation
|
4,386
|
|
|
4,781
|
|
||
Other
|
8,712
|
|
|
(592
|
)
|
||
Total gross deferred tax assets
|
236,566
|
|
|
215,802
|
|
||
Valuation allowance
|
(37,350
|
)
|
|
(34,768
|
)
|
||
Total deferred tax assets
|
199,216
|
|
|
181,034
|
|
||
Deferred tax liabilities:
|
|
|
|
|
|
||
Depreciation
|
(40,634
|
)
|
|
(36,624
|
)
|
||
Undistributed earnings of foreign subsidiaries
|
(19,928
|
)
|
|
(24,025
|
)
|
||
Other
|
(5,918
|
)
|
|
(1,829
|
)
|
||
Total gross deferred tax liabilities
|
(66,480
|
)
|
|
(62,478
|
)
|
||
Net deferred tax assets
|
$
|
132,736
|
|
|
$
|
118,556
|
|
Balance, October 31, 2009
|
$
|
18,161
|
|
Additions for tax positions of 2010
|
286
|
|
|
Balance, October 30, 2010
|
$
|
18,447
|
|
Additions for tax positions related to prior years
|
9,265
|
|
|
Reductions for tax positions related to prior years
|
(17,677
|
)
|
|
Settlements with taxing authorities
|
(370
|
)
|
|
Balance, October 29, 2011
|
$
|
9,665
|
|
Reductions for tax positions related to prior years
|
(6,168
|
)
|
|
Additions for tax positions related to prior years
|
2,212
|
|
|
Additions for tax positions related to current year
|
1,394
|
|
|
Balance, November 3, 2012
|
$
|
7,103
|
|
15.
|
Revolving Credit Facility
|
16.
|
Debt
|
17.
|
Subsequent Events
|
|
4Q12
|
|
3Q12
|
|
2Q12
|
|
1Q12
|
|
4Q11
|
|
3Q11
|
|
2Q11
|
|
1Q11
|
||||||||
Revenue
|
694,964
|
|
|
683,026
|
|
|
675,094
|
|
|
648,058
|
|
|
716,134
|
|
|
757,902
|
|
|
790,780
|
|
|
728,504
|
|
Cost of sales
|
251,682
|
|
|
235,152
|
|
|
234,639
|
|
|
238,668
|
|
|
255,620
|
|
|
248,262
|
|
|
256,566
|
|
|
246,331
|
|
Gross margin
|
443,282
|
|
|
447,874
|
|
|
440,455
|
|
|
409,390
|
|
|
460,514
|
|
|
509,640
|
|
|
534,214
|
|
|
482,173
|
|
% of Revenue
|
63.8
|
%
|
|
65.6
|
%
|
|
65.2
|
%
|
|
63.2
|
%
|
|
64.3
|
%
|
|
67.2
|
%
|
|
67.6
|
%
|
|
66.2
|
%
|
Research and development
|
130,394
|
|
|
129,694
|
|
|
127,537
|
|
|
124,378
|
|
|
123,889
|
|
|
128,476
|
|
|
130,460
|
|
|
122,745
|
|
Selling, marketing, general and administrative
|
97,609
|
|
|
99,873
|
|
|
99,992
|
|
|
99,045
|
|
|
99,094
|
|
|
102,323
|
|
|
105,268
|
|
|
100,022
|
|
Special charges
|
—
|
|
|
5,836
|
|
|
—
|
|
|
2,595
|
|
|
2,239
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total operating expenses
|
228,003
|
|
|
235,403
|
|
|
227,529
|
|
|
226,018
|
|
|
225,222
|
|
|
230,799
|
|
|
235,728
|
|
|
222,767
|
|
Operating income from continuing operations
|
215,279
|
|
|
212,471
|
|
|
212,926
|
|
|
183,372
|
|
|
235,292
|
|
|
278,841
|
|
|
298,486
|
|
|
259,406
|
|
% of Revenue
|
31
|
%
|
|
31
|
%
|
|
32
|
%
|
|
28
|
%
|
|
33
|
%
|
|
37
|
%
|
|
38
|
%
|
|
36
|
%
|
Nonoperating (income) expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
6,391
|
|
|
6,459
|
|
|
6,890
|
|
|
6,682
|
|
|
6,079
|
|
|
6,159
|
|
|
4,078
|
|
|
2,830
|
|
Interest income
|
(3,627
|
)
|
|
(3,506
|
)
|
|
(3,967
|
)
|
|
(3,348
|
)
|
|
(2,183
|
)
|
|
(2,395
|
)
|
|
(2,197
|
)
|
|
(2,285
|
)
|
Other, net
|
(9
|
)
|
|
49
|
|
|
(1,451
|
)
|
|
(48
|
)
|
|
396
|
|
|
206
|
|
|
(151
|
)
|
|
41
|
|
Total nonoperating (income) expense
|
2,755
|
|
|
3,002
|
|
|
1,472
|
|
|
3,286
|
|
|
4,292
|
|
|
3,970
|
|
|
1,730
|
|
|
586
|
|
Income from continuing operations before income taxes
|
212,524
|
|
|
209,469
|
|
|
211,454
|
|
|
180,086
|
|
|
231,000
|
|
|
274,871
|
|
|
296,756
|
|
|
258,820
|
|
% of Revenue
|
31
|
%
|
|
31
|
%
|
|
31
|
%
|
|
28
|
%
|
|
32
|
%
|
|
36
|
%
|
|
38
|
%
|
|
36
|
%
|
Provision for income taxes
|
33,337
|
|
|
39,701
|
|
|
48,555
|
|
|
40,704
|
|
|
47,473
|
|
|
54,936
|
|
|
54,930
|
|
|
43,214
|
|
Net income from continuing operations
|
179,187
|
|
|
169,768
|
|
|
162,899
|
|
|
139,382
|
|
|
183,527
|
|
|
219,935
|
|
|
241,826
|
|
|
215,606
|
|
Gain on sale of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,500
|
|
Net income
|
179,187
|
|
|
169,768
|
|
|
162,899
|
|
|
139,382
|
|
|
183,527
|
|
|
219,935
|
|
|
241,826
|
|
|
222,106
|
|
% of Revenue
|
26
|
%
|
|
25
|
%
|
|
24
|
%
|
|
22
|
%
|
|
26
|
%
|
|
29
|
%
|
|
31
|
%
|
|
30
|
%
|
Earnings per share — basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
0.60
|
|
|
0.57
|
|
|
0.55
|
|
|
0.47
|
|
|
0.61
|
|
|
0.73
|
|
|
0.81
|
|
|
0.72
|
|
Net income
|
0.60
|
|
|
0.57
|
|
|
0.55
|
|
|
0.47
|
|
|
0.61
|
|
|
0.73
|
|
|
0.81
|
|
|
0.74
|
|
Earnings per share — diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
0.58
|
|
|
0.56
|
|
|
0.53
|
|
|
0.46
|
|
|
0.60
|
|
|
0.71
|
|
|
0.78
|
|
|
0.70
|
|
Net income
|
0.58
|
|
|
0.56
|
|
|
0.53
|
|
|
0.46
|
|
|
0.60
|
|
|
0.71
|
|
|
0.78
|
|
|
0.72
|
|
Shares used to compute earnings per share (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
300,679
|
|
|
298,445
|
|
|
298,130
|
|
|
297,788
|
|
|
298,910
|
|
|
299,616
|
|
|
299,923
|
|
|
299,218
|
|
Diluted
|
307,954
|
|
|
305,359
|
|
|
305,921
|
|
|
305,531
|
|
|
305,734
|
|
|
308,744
|
|
|
309,619
|
|
|
308,848
|
|
Dividends declared per share
|
0.30
|
|
|
0.30
|
|
|
0.30
|
|
|
0.25
|
|
|
0.25
|
|
|
0.25
|
|
|
0.22
|
|
|
0.22
|
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
•
|
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;
|
•
|
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
|
•
|
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
1.
|
Financial Statements
|
|
—
|
Consolidated Statements of Income for the years ended November 3, 2012, October 29, 2011 and October 30, 2010
|
|
|
|
|
—
|
Consolidated Balance Sheets as of November 3, 2012 and October 29, 2011
|
|
|
|
|
—
|
Consolidated Statements of Shareholders’ Equity for the years ended November 3, 2012, October 29, 2011 and October 30, 2010
|
|
|
|
|
—
|
Consolidated Statements of Comprehensive Income for the years ended November 3, 2012, October 29, 2011, and October 30, 2010
|
|
|
|
|
—
|
Consolidated Statements of Cash Flows for the years ended November 3, 2012, October 29, 2011and October 30, 2010
|
(b)
|
Financial Statement Schedules
|
(c)
|
Exhibits
|
|
|
Balance at
Beginning of
|
|
Additions
Charged to
|
|
|
|
Balance at
End of
|
||||||||
Description
|
|
Period
|
|
Income Statement
|
|
Deductions
|
|
Period
|
||||||||
Accounts Receivable Reserves and Allowances:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Year ended October 30, 2010
|
|
$
|
1,681
|
|
|
$
|
2,918
|
|
|
$
|
3,018
|
|
|
$
|
1,581
|
|
Year ended October 29, 2011
|
|
$
|
1,581
|
|
|
$
|
846
|
|
|
$
|
962
|
|
|
$
|
1,465
|
|
Year ended November 3, 2012
|
|
$
|
1,465
|
|
|
$
|
1,910
|
|
|
$
|
654
|
|
|
$
|
2,721
|
|
ANALOG DEVICES, INC.
|
|
|
|
By:
|
/s/ JERALD G. FISHMAN
|
|
Jerald G. Fishman
Chief Executive Officer and Director (Principal Executive Officer) |
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Ray Stata
|
|
Chairman of the Board
|
|
November 27, 2012
|
Ray Stata
|
|
|
|
|
|
|
|
|
|
/s/ Jerald G. Fishman
|
|
Chief Executive Officer
and Director
(Principal Executive Officer)
|
|
November 27, 2012
|
Jerald G. Fishman
|
|
|
|
|
|
|
|
|
|
/s/ David A. Zinsner
|
|
Vice President-Finance and
Chief Financial Officer
(Principal Financial Officer)
|
|
November 27, 2012
|
David A. Zinsner
|
|
|
|
|
|
|
|
|
|
/s/ Seamus Brennan
|
|
Vice President and
Chief Accounting Officer
(Principal Accounting Officer)
|
|
November 27, 2012
|
Seamus Brennan
|
|
|
|
|
|
|
|
|
|
/s/ James A. Champy
|
|
Director
|
|
November 27, 2012
|
James A. Champy
|
|
|
|
|
|
|
|
|
|
/s/ John C. Hodgson
|
|
Director
|
|
November 27, 2012
|
John C. Hodgson
|
|
|
|
|
|
|
|
|
|
/s/ Yves-Andre Istel
|
|
Director
|
|
November 27, 2012
|
Yves-Andre Istel
|
|
|
|
|
|
|
|
|
|
/s/ Neil Novich
|
|
Director
|
|
November 27, 2012
|
Neil Novich
|
|
|
|
|
|
|
|
|
|
/s/ F. Grant Saviers
|
|
Director
|
|
November 27, 2012
|
F. Grant Saviers
|
|
|
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Paul J. Severino
|
|
Director
|
|
November 27, 2012
|
Paul J. Severino
|
|
|
|
|
|
|
|
|
|
/s/ Kenton J. Sicchitano
|
|
Director
|
|
November 27, 2012
|
Kenton J. Sicchitano
|
|
|
|
|
|
|
|
|
|
/s/ Lisa T. Su
|
|
Director
|
|
November 27, 2012
|
Lisa T. Su
|
|
|
|
|
Exhibit No.
|
|
Description
|
1.1
|
|
Underwriting Agreement, dated June 25, 2009, between Analog Devices, Inc. and Credit Suisse Securities (USA) LLC, as representative of the several underwriters named therein, filed as exhibit 1.1 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on June 30, 2009 and incorporated herein by reference.
|
1.2
|
|
Underwriting Agreement, dated March 30, 2011, between Analog Devices, Inc. and Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several underwriters named therein, filed as exhibit 1.1 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on March 31, 2011 and incorporated herein by reference.
|
2.1
|
|
Purchase and Sale Agreement, dated as of September 9, 2007, among Analog Devices, Inc., various subsidiaries, and MediaTek Inc., filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 3, 2007 (File No. 1-7819) as filed with the Commission on November 30, 2007 and incorporated herein by reference.
|
2.2
|
|
Amendment No. 1 to Purchase and Sale Agreement, dated January 11, 2008, among Analog Devices, Inc., various subsidiaries, and MediaTek Inc. filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819), as filed with the Commission on January 16, 2008 and incorporated herein by reference.
|
2.3
|
|
License Agreement, dated as of January 11, 2008, among Analog Devices, Inc., Analog Devices B.V., MediaTek Inc. and MediaTek Singapore Pte. Ltd., filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819), as filed with the Commission on January 16, 2008 and incorporated herein by reference.
|
3.1
|
|
Restated Articles of Organization of Analog Devices, Inc., as amended, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended May 3, 2008 (File No. 1-7819) as filed with the Commission on May 20, 2008 and incorporated herein by reference.
|
3.2
|
|
Amendment to Restated Articles of Organization of Analog Devices, Inc., filed as exhibit 3.1 to the Company's Current Report on Form 8-K filed with the Commission on December 8, 2008 (File No. 1-7819) and incorporated herein by reference.
|
3.3
|
|
Amended and Restated By-Laws of Analog Devices, Inc., filed as exhibit 3.1 to the Company's Current Report on Form 8-K filed with the Commission on January 28, 2010 (File No. 1-7819) and incorporated herein by reference.
|
4.1
|
|
Indenture, by and between Analog Devices, Inc. and The Bank of New York Mellon Trust Company, N.A. (as Trustee) dated as of June 30, 2009, filed as exhibit 4.1 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended August 1, 2009 (File No. 1-7819) and incorporated herein by reference.
|
4.2
|
|
Supplemental Indenture, dated June 30, 2009, between Analog Devices, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, filed as exhibit 4.1 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on June 30, 2009 and incorporated herein by reference.
|
4.3
|
|
Form of 5.00% Global Note due July 1, 2014, filed as exhibit 4.2 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on June 30, 2009 and incorporated herein by reference
|
4.4
|
|
Supplemental Indenture, dated April 4, 2011, between Analog Devices, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, filed as exhibit 4.1 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on April 4, 2011 and incorporated herein by reference.
|
4.5
|
|
Form of 3.00% Global Note due April 15, 2016, filed as exhibit 4.2 to the Company's Current Report on Form 8-K (File No. 1-7819), filed with the Commission on April 4, 2011 and incorporated herein by reference.
|
*10.1
|
|
Analog Devices, Inc. Amended and Restated Deferred Compensation Plan, incorporated herein by reference to exhibit 10.1 of the Company's Current Report on Form 8-K filed with the Commission on December 8, 2008 (File No. 1-7819) and incorporated herein by reference.
|
Exhibit No.
|
|
Description
|
*10.2
|
|
First Amendment to the Analog Devices, Inc. Amended and Restated Deferred Compensation Plan, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for fiscal quarter ended July 30, 2011 (File No. 1-7819) as filed with the Commission on August 16, 2011 and incorporated herein by reference.
|
*10.3
|
|
Trust Agreement for Deferred Compensation Plan dated as of October 1, 2003 between Analog Devices, Inc. and Fidelity Management Trust Company, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 1, 2003 (File No. 1-7819) as filed with the Commission on December 23, 2003 and incorporated herein by reference.
|
*10.4
|
|
First Amendment to Trust Agreement for Deferred Compensation Plan between Analog Devices, Inc. and Fidelity Management Trust Company dated as of January 1, 2005, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 28, 2006 (File No. 1-7819) as filed with the Commission on November 20, 2006 and incorporated herein by reference.
|
*10.5
|
|
Second Amendment to Trust Agreement for Deferred Compensation Plan between Analog Devices, Inc. and Fidelity Management Trust Company dated as of December 10, 2007, filed as exhibit 10.41 to the Company's Annual Report on Form 10-K for the fiscal year ended November 1, 2008 (File No. 1-7819) as filed with the Commission on November 25, 2008 and incorporated herein by reference.
|
*10.6
|
|
1998 Stock Option Plan of Analog Devices Inc., as amended, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 2, 2002 (File No. 1-7819) as filed with the Commission on January 29, 2003 and incorporated herein by reference.
|
*10.7
|
|
Analog Devices, Inc. 2001 Broad-Based Stock Option Plan, as amended, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 2, 2002 (File No. 1-7819) as filed with the Commission on January 29, 2003 and incorporated herein by reference.
|
*10.8
|
|
Amended and Restated 2006 Stock Incentive Plan of Analog Devices, Inc., filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended May 5, 2012 (File No. 1-7819) as filed with the Commission on May 22, 2012 and incorporated herein by reference.
|
*10.9
|
|
Form of Global Non-Qualified Stock Option Agreement for Employees for usage under the Company's 2006 Stock Incentive Plan, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended May 5, 2012 (File No. 1-7819) as filed with the Commission on May 22, 2012 and incorporated herein by reference.
|
*10.10
|
|
Form of Agreement for Grants of Non-Qualified Stock Options to Directors for usage under the Company's 2006 Stock Incentive Plan, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 29, 2011 (File No. 1-7819) as filed with the Commission on November 22, 2011 and incorporated herein by reference..
|
*10.11
|
|
Form of Global Restricted Stock Unit Agreement for Employees for usage under the Company's 2006 Stock Incentive Plan, filed as an exhibit to the Company's Current Report on Form 10-Q for the quarter ended May 5, 2012 (File No. 1-7819) as filed with the Commission on May 22, 2012 and incorporated herein by reference
|
*10.12
|
|
Form of Global Restricted Stock Unit Agreement for Directors for usage under the Company's 2006 Stock Incentive Plan, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended August 4, 2012 (File No. 1-7819) as filed with the Commission on August 21, 2012 and incorporated herein by reference.
|
*10.13
|
|
Analog Devices BV (Ireland) Employee Stock Option Program, as amended, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 2, 2002 (File No. 1-7819) as filed with the Commission on January 29, 2003 and incorporated herein by reference.
|
10.14
|
|
BCO Technologies Plc Unapproved Share Option Scheme, filed as an exhibit to the Company's Registration Statement on Form S-8 (File No. 333-50092) as filed with the Commission on November 16, 2000 and incorporated herein by reference.
|
10.15
|
|
BCO Technologies Plc Approved Share Option Scheme, filed as an exhibit to the Company's Registration Statement on Form S-8 (File No. 333-50092) as filed with the Commission on November 16, 2000 and incorporated herein by reference.
|
Exhibit No.
|
|
Description
|
10.16
|
|
ChipLogic, Inc. Amended and Restated 1998 Stock Plan, filed as an exhibit to the Company's Registration Statement on Form S-8 (File No. 333-53314) as filed with the Commission on January 5, 2001 and incorporated herein by reference.
|
10.17
|
|
Staccato Systems, Inc. 1998 Stock Plan, filed as an exhibit to the Company's Registration Statement on Form S-8 (File No. 333-53828) as filed with the Commission on January 17, 2001 and incorporated herein by reference.
|
10.18
|
|
Various individual stock restriction and similar agreements between the registrant and employees thereof relating to ChipLogic, Inc., filed as an exhibit to the Company's Registration Statement on Form S-8 (File No. 333-57444) as filed with the Commission on March 22, 2001, as amended by Amendment No. 1 filed as an exhibit to the Company's Post-Effective Amendment to Registration Statement on Form S-8 (File No. 333-57444) as filed with the Commission on March 23, 2001 and incorporated herein by reference.
|
*10.19
|
|
Amended and Restated Employment Agreement between Jerald G. Fishman and Analog Devices, Inc., dated January 14, 2010, filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819) as filed with the Commission on January 19, 2010 and incorporated herein by reference.
|
*10.20
|
|
Executive Retention Agreement dated October 22, 2007 between Jerald G. Fishman and Analog Devices, Inc., filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819) as filed with the Commission on October 26, 2007 and incorporated herein by reference.
|
*10.21
|
|
Amendment to Long-Term Retention Agreement between Jerald G. Fishman and Analog Devices, Inc., filed as exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 1-7819) as filed with the Commission on January 19, 2010 and incorporated herein by reference.
|
*10.22
|
|
Letter Agreement between Analog Devices Inc. and Jerald G. Fishman dated June 21, 2000 relating to acceleration of stock options upon the occurrence of certain events, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 28, 2000 (File No. 1-7819) as filed with the Commission on January 26, 2001 and incorporated herein by reference.
|
*10.23
|
|
Amendment dated as of October 22, 2007 to the Employee Retention Agreement dated as of January 16, 1989 between Jerald G. Fishman and Analog Devices, Inc., filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819) as filed with the Commission on October 26, 2007 and incorporated herein by reference.
|
*10.24
|
|
Form of Restricted Stock Unit Agreement between Analog Devices, Inc. and Jerald G. Fishman, filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819), as filed with the Commission on September 24, 2012 and incorporated herein by reference.
|
*10.25
|
|
2012 Executive Performance Incentive Plan, as amended and restated, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended February 4, 2012 (File No. 1-7819) as filed with the Commission on February 22, 2012 and incorporated herein by reference.
|
*10.26
|
|
2013 Executive Performance Incentive Plan, filed as an exhibit to the Company's Current Report on Form 8-K (File No. 1-7819), as filed with the Commission on October 31, 2012 and incorporated herein by reference.
|
*10.27
|
|
Form of Employee Retention Agreement, filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended May 5, 2012 (File No. 1-7819) as filed with the Commission on May 22, 2012 and incorporated herein by reference.
|
*10.28
|
|
Employee Change in Control Severance Policy of Analog Devices, Inc., as amended, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 30, 1999 (File No. 1-7819) as filed with the Commission on January 28, 2000 and incorporated herein by reference.
|
*10.29
|
|
Senior Management Change in Control Severance Policy of Analog Devices, Inc., as amended, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 30, 1999 (File No. 1-7819) as filed with the Commission on January 28, 2000 and incorporated herein by reference.
|
*10.30
|
|
Offer Letter for David A. Zinsner, dated November 18, 2008, filed as exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended January 31, 2009 (File No. 1-7819) as filed with the Commission on February 18, 2009 and incorporated herein by reference.
|
Exhibit No.
|
|
Description
|
*10.31
|
|
Form of Indemnification Agreement for Directors and Officers, filed as exhibit 10.30 to the Company's Annual Report on Form 10-K for the fiscal year ended November 1, 2008 (File No. 1-7819) as filed with the Commission on November 25, 2008 and incorporated herein by reference.
|
10.32
|
|
Amended and Restated Lease Agreement dated May 1, 1992 between Analog Devices, Inc. and the trustees of Everett Street Trust relating to the premises at 3 Technology Way, Norwood, Massachusetts, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 1, 1997 (File No. 1-7819) as filed with the Commission on January 28, 1998 and incorporated herein by reference.
|
10.33
|
|
Guaranty dated as of May 1, 1994 between Analog Devices, Inc. and Metropolitan Life Insurance Company relating to the premises at 3 Technology Way, Norwood, Massachusetts, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 30, 1999 (File No. 1-7819) as filed with the Commission on January 28, 2000 and incorporated herein by reference.
|
10.34
|
|
Letter Agreement dated as of May 18, 1994 between Analog Devices, Inc. and Metropolitan Life Insurance Company relating to the premises at 3 Technology Way, Norwood, Massachusetts, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 30, 1999 (File No. 1-7819) as filed with the Commission on January 28, 2000 and incorporated herein by reference.
|
10.35
|
|
Reimbursement Agreement dated May 18, 1992 between Analog Devices, Inc. and the trustees of Everett Street Trust, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 1, 1997 (File No. 1-7819) as filed with the Commission on January 28, 1998 and incorporated herein by reference.
|
10.36
|
|
Lease Agreement dated November 14, 1997, as amended, between Analog Devices, Inc. and Liberty Property Limited Partnership, relating to premises located at 7736 McCloud Road, Greensboro, North Carolina, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended October 28, 2006 (File No. 1-7819) as filed with the Commission on November 20, 2006 and incorporated herein by reference.
|
10.37
|
|
Fifth Amendment dated September 14, 2007 to Lease Agreement dated November 14, 1997, as amended, between Analog Devices, Inc. and Crown-Greensboro I, LLC (as successor to Liberty Property Limited Partnership), relating to premises located at 7736 McCloud Road, Greensboro, North Carolina, filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended November 3, 2007 (File No. 1-7819) as filed with the Commission on November 30, 2007 and incorporated herein by reference.
|
†12.1
|
|
Computation of Consolidated Ratios of Earnings to Fixed Charges.
|
†21
|
|
Subsidiaries of the Company.
|
†23
|
|
Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
|
†31.1
|
|
Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
|
†31.2
|
|
Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).
|
†32.1
|
|
Certification Pursuant to 18 U.S.C. Section 1350 (Chief Executive Officer).
|
†32.2
|
|
Certification Pursuant to 18 U.S.C. Section 1350 (Chief Financial Officer).
|
101. INS
|
|
XBRL Instance Document.
|
101. SCH
|
|
XBRL Schema Document.
|
101. CAL
|
|
XBRL Calculation Linkbase Document.
|
101. LAB
|
|
XBRL Labels Linkbase Document.
|
101. PRE
|
|
XBRL Presentation Linkbase Document.
|
101. DEF
|
|
XBRL Definition Linkbase Document
|
†
|
|
Filed herewith.
|
*
|
|
Management contracts and compensatory plan or arrangements required to be filed as an Exhibit pursuant to Item 15(b) of Form 10-K.
|
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
Customer name | Ticker |
---|---|
NACCO Industries, Inc. | NC |
Science Applications International Corporation | SAIC |
Texas Instruments Incorporated | TXN |
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|