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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE
FISCAL YEAR ENDED OCTOBER 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM_______________ TO ________________
COMMISSION FILE NO. 1-7819
ANALOG DEVICES, INC.
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-2348234
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE TECHNOLOGY WAY, NORWOOD, MA 02062-9106
(Address of principal executive offices) (Zip Code)
(781) 329-4700
(Registrant's telephone number, including area code)
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SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
COMMON STOCK $.16 2/3 PAR VALUE NEW YORK STOCK EXCHANGE
Title of Each Class Name of Each Exchange on Which Registered
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
NONE
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO
The aggregate market value of the voting stock held by non-affiliates of
the registrant was approximately $4,932,238,195 based on the closing price of
the Common Stock on the New York Stock Exchange Composite Tape reporting system
on December 31, 1998.
As of December 31, 1998, there were 160,576,413 shares of $.16 2/3 par
value Common Stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
DOCUMENT DESCRIPTION 10-K PART
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Portions of Annual Report to Shareholders for the
fiscal year ended October 31, 1998 I and II
Portions of the Registrant's Proxy Statement for the
Annual Meeting of Stockholders to be held March 9, 1999 III
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PART I
ITEM 1. BUSINESS
COMPANY OVERVIEW
Analog Devices, Inc. (Analog, ADI or the Company) is a semiconductor company
that designs, manufactures and markets precision high-performance integrated
circuits (ICs) used in analog and digital signal processing. Virtually all of
ADI's products are components, which are typically incorporated by original
equipment manufacturers (OEMs) in a wide range of equipment and systems for use
in communications, computer, industrial, instrumentation, military/aerospace,
automotive and high-performance consumer electronics applications.
The Company's principal products include general-purpose, standard-function
analog and mixed-signal ICs and DSP ICs. DSP ICs include general-purpose digital
signal processing ICs (DSPs) and application-specific devices that typically
incorporate analog and mixed-signal circuitry and a DSP core.
The Company sells its products worldwide through a direct sales force,
third-party industrial distributors and independent sales representatives.
Approximately 50% of fiscal 1998 revenue was derived from customers in North
America, while most of the balance was derived from customers in Western Europe
and the Far East.
ADI is headquartered near Boston in Norwood, Massachusetts, and has
manufacturing facilities in Massachusetts, California, North Carolina, Ireland,
the Philippines and Taiwan. Founded in 1965, ADI employs approximately 7,200
persons worldwide.
INDUSTRY BACKGROUND
Real-world phenomena, such as temperature, pressure, sound, images, speed and
acceleration are inherently analog in nature, consisting of continuously varying
information. This information can be detected and measured using analog sensors,
which represent real-world phenomena by generating continuously varying voltages
and currents. The signals from these sensors are initially processed using
analog methods, such as amplification, filtering and shaping. They are then
usually converted to digital form for input to a microprocessor, which is used
to manipulate, store or display the information. In many cases the signals are
further processed after conversion to digital form using a technology called
"digital signal processing," or DSP. In addition, digital signals are frequently
converted to analog form to provide signals for analog display, sound, or
control functions. These manipulations and transformations are known
collectively as "real-world signal processing."
Significant advances in semiconductor technology over the past 10 to 15 years
have led to substantial increases in the performance and functionality of ICs
used in signal processing applications. These advances include the ability to
create VLSI (Very Large Scale Integration) mixed-signal ICs that contain both
high-performance analog circuitry and large amounts of high-density digital
circuitry. The analog circuitry portion of the IC is used for manipulating
real-world signals while still in analog form and for converting analog signals
into digital form (or vice versa), and the digital portion is used for further
processing analog signals subsequent to their conversion to digital form. The
ICs resulting from these advances are used as components in equipment and
systems to achieve higher performance and more efficient signal processing.
MARKETS AND APPLICATIONS
The Company's products are sold primarily to OEMs for incorporation into
equipment, instruments and systems sold to end users for a wide variety of
applications, including engineering, medical and scientific instruments;
industrial equipment; communications equipment; computers and computer
peripherals; military/aerospace equipment; high-end consumer electronics
products and automotive products. The Company's growth has been aided both by
the expansion of these markets and the increasing need for high-performance
real-time signal processing.
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Listed below are some of the characteristics of each of the Company's major
markets:
COMMUNICATIONS--includes data and fax modems, digital cellular telephones and
portable, wireless communication base station equipment and broadband wired
applications. The need for ever higher speed, coupled with more reliable, more
bandwidth-efficient communications is creating increasing demand for systems
that include both digital and analog signal processing capability. Demand for
signal processing ICs for this market is also being driven by the equipment
manufacturers' need for components that enable them to develop cost-effective
products that feature high performance, small size, low weight and minimal power
consumption.
INDUSTRIAL--includes data acquisition systems, automatic process control
systems, robotics, environmental control systems and automatic test equipment
(ATE). These products generally require ICs that offer performance greater than
that available from commodity-level ICs, but generally do not have production
volumes that warrant custom or application-specific ICs. Combinations of analog
ICs are therefore usually employed to achieve the necessary functionality,
except in ATE applications where the high level of electronic circuitry required
per tester has created opportunities for the design of system-level ICs for this
application.
INSTRUMENTATION--includes engineering, medical and scientific instruments. These
products are usually designed using the highest performance analog ICs
available, where production volumes generally do not warrant custom or
application-specific ICs.
COMPUTERS AND COMPUTER PERIPHERALS--includes high-performance personal
computers, workstations and peripheral devices such as displays and scanners.
The Company currently supplies a variety of ICs used in this market for
functions such as graphic displays; interfaces between PCs and peripherals such
as modems and printers; power and battery management; and enhanced sound input
and output capability for business and entertainment applications.
MILITARY/AEROSPACE--includes military, commercial avionics and space markets,
all of which require high-performance ICs that meet rigorous environmental and
reliability specifications. Nearly all of the Company's analog ICs can be
supplied in versions that meet appropriate military standards. In addition, many
products can be supplied to meet the standards required for broadcast satellites
and other commercial space applications. Most of the Company's products sold in
this market are derived from standard commercial grade ICs, although the Company
sometimes develops products expressly for military/aerospace applications.
CONSUMER ELECTRONICS--The emergence of high-performance consumer products, such
as compact disc players, DVD players and digital camcorders and cameras, has led
to the need for high-performance system-level ICs with a high level of specific
functionality. Although the Company's revenue from this market has not been
significant, the Company now supplies ICs for sophisticated products used by
consumers for computing, communications and entertainment applications, and
believes that many of these applications will involve digital signal processing.
AUTOMOTIVE--Although the automotive market has historically been served with
low-cost, low-performance ICs, demand has emerged for higher performance devices
for a wide range of applications. In response, the Company is developing
products specifically for the automotive market. The Company supplies a
micromachined IC used as a crash sensor in airbag systems, which serves as an
alternative to an electromechanical sensor. The Company believes that other
micromachined devices derived from this product may be suitable for other
automotive applications, such as roll-over sensing, Global Positioning Satellite
(GPS) automotive navigation systems, anti-lock brakes and "smart" suspension
systems and other applications including earthquake detectors and Microsoft
high-end joysticks.
PRINCIPAL PRODUCTS
The Company's business predominantly comprises the design, manufacture and
marketing of a broad line of high-performance linear, mixed-signal and digital
integrated circuits that address a wide range of real-world signal processing
applications. The Company's IC products include analog ICs, DSP ICs,
micromachined products and assembled products.
A substantial portion of the Company's products are proprietary, while
equivalents to other products are available from a limited number of other
suppliers.
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INTEGRATED CIRCUITS (ICS)
ANALOG ICS
Analog IC products have been the foundation of the Company's business for more
than 20 years, and the Company believes it is one of the world's largest
suppliers of analog ICs. Analog ICs sales represent approximately 75% of the
Company's total sales. The Company's analog ICs are primarily high-performance,
single-function devices. The majority of the Company's analog IC product revenue
is attributable to sales of data converters (analog-to-digital and
digital-to-analog) and amplifiers. Other analog IC products offered by the
Company include analog signal-processing devices (such as analog multipliers),
voltage references and comparators. Over the past few years the Company has been
expanding its analog IC product offerings into product areas where its focus was
previously limited, principally interface circuits and power management ICs. It
is also expanding its analog IC product line to include a much larger number of
products designed to operate from single-supply 3 or 5 volt power sources to
better meet the needs of customers designing portable battery-operated
equipment.
ADI's analog ICs products tend to be general purpose in nature, which allows
customers to incorporate them in a wide variety of equipment and systems. ADI's
product portfolio includes several hundred analog ICs, any one of which can have
as many as several hundred customers. Analog ICs typically have long product
life cycles. The Company's analog ICs customers include both OEMs and customers
who build equipment for their own use. Historically, most analog ICs have been
purchased by OEMs that serve the instrumentation, industrial and
military/aerospace markets, but they are now also being used for applications in
communications, computers, camcorders, scanners, automatic test equipment,
imaging and other consumer applications requiring high-performance real-world
signal processing. By using standard, high-performance, readily available,
off-the-shelf components in their designs, ADI's customers can reduce the time
required to develop and bring new products to market. Given the high cost of
developing customized ICs, analog ICs usually provide the most cost-effective
solutions for low to medium volume applications. In addition, combinations of
analog ICs connected together on a printed circuit board can provide
functionality not currently achievable using a single IC.
Other analog ICs include circuits that are designed to serve the needs of
particularly demanding applications, e.g. very high speed analog timing and pin
driver circuits needed by OEMs in the automatic test equipment business.
Manufacturers of portable instrumentation need analog ICs designed to address
demanding battery life requirements, and need similar kinds of functions
available in analog IC products integrated into a single, very low power chip.
Other principal requirements can include higher accuracy, lower cost per
function, smaller size, lower weight, and fewer components for improved
reliability. These application specific products allow ADI's customers to design
smaller, lighter, higher performance, more power-efficient and lower-cost end
products. The Company believes that these benefits have become more important to
the Company's OEM customers as they increase their focus on high-performance,
small, lightweight products, many of which are battery powered.
DSP ICS
Analog's DSP ICs include general-purpose DSP ICs and multi-function mixed-signal
devices that feature high levels of functional integration on a single chip. In
the preceding three years, sales of these products represented between 18% and
23% of the Company's total sales.
The Company's general-purpose DSP ICs are designed to efficiently execute
specialized programs (algorithms) associated with processing digitized
real-time, real-world data. General-purpose DSP IC customers typically write
their own algorithms using software tools provided by the Company and software
tools obtained from third-party suppliers. All of these devices share a common
architecture which allows system designers to address cost, performance and
time-to-market constraints. ADI supports these products with specialized
applications and easy-to-use, low-cost design tools, which reduce product
development costs and time to market.
ADI's DSP ICs, other than its general-purpose DSPs, are multi-function
mixed-signal devices, some of which include a DSP core. Examples of these
devices include chipsets for communication applications (GSM cellular phones,
remote access servers, data and fax modems), audio input/output devices for
computer applications and devices designed to control motors.
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MICROMACHINED PRODUCTS
The Company's technology base includes a number of new products using an
advanced IC technology known in the industry as surface micromachining. This
technology enables extremely small mechanical structures to be built on the
surface of a chip along with supporting circuitry. Specialized manufacturing
processes in wafer fabrication, packaging and testing are required to produce
these products.
The first series of micromachined products from ADI are accelerometers used in a
wide variety of applications. The majority of current revenues from ADI's
micromachined products derive from accelerometers used by automotive
manufacturers in airbag applications. Emerging applications include GPS
Automobile Navigation systems, earthquake detectors and Microsoft high-end
joysticks. Sales of these products represent less than 5% of the Company's total
sales.
ASSEMBLED PRODUCTS
The Company's assembled products include multi-chip modules (MCMs), hybrids and
printed circuit board modules. A MCM is a device made up of several IC chips
assembled in an automated fashion in a multilayer package that provides high
interconnect density at low cost. A hybrid consists of several chips and
discrete components mounted and wired together on a substrate, which is then
enclosed in a package. A printed-board module consists of surface-mount
components assembled on a small printed board that is then encapsulated in a
small plastic case.
Revenues from this product group have been declining for several years,
primarily because hybrids are being replaced in many new designs with smaller,
lower-cost monolithic ICs that offer higher levels of performance and
integration at lower cost. Sales of these products have declined to less than 5%
of the Company's total sales.
RESEARCH AND DEVELOPMENT
The markets served by Analog are characterized by rapid technological changes
and advances. Accordingly, the Company makes substantial investments in the
design and development of new products and processes, and for significant
improvement of existing products and processes. ADI spent $219 million during
fiscal 1998 on the design, development and improvement of new and existing
products and processes, compared to $196 million and $178 million during fiscal
1997 and 1996 respectively.
In support of its research and development activities, the Company employs
hundreds of engineers involved in product and process development at several
design centers and manufacturing sites located throughout the world.
As of October 31, 1998, the Company owned approximately 500 U.S. patents and had
175 patent applications on file with the United States patent office. The
Company believes that while its patents may provide some advantage, its
competitive position is largely determined by such factors as the knowledge,
ability and experience of the Company's personnel, new product development,
market recognition and ongoing marketing efforts, customer service and technical
support.
SALES CHANNELS
ADI sells its products in both North America and internationally through a
direct sales force, third-party distributors and independent sales
representatives. Approximately 50% of fiscal 1998 revenue was derived from
customers in North America. As of December 1, 1998, the Company had 14 sales
offices in the United States, and its third-party distribution channel consisted
of six national and regional third-party distributors and several independent
sales representatives at numerous locations throughout the U.S. and Canada.
Approximately 26% of the Company's fiscal 1998 revenue was derived from sales to
customers in Europe; 13% to customers in Japan; and 11% to customers in other
international markets. As of December 1, 1998, the Company had direct sales
offices in Australia, Austria, China, Denmark, France, Germany, Hong Kong,
India, Israel, Italy, Japan, Korea, the Netherlands, Singapore, Sweden, Taiwan
and the United Kingdom. The Company also had sales representatives and/or
distributors in approximately 40 countries outside North America, including
countries where the Company also has direct sales offices. For further detail
regarding geographic information, see Note 3 in the Notes to the Company's
Consolidated Financial Statements incorporated herein by reference to the 1998
Annual Report to Shareholders and filed herewith as part of Exhibit 13.2.
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Approximately 42% of ADI's fiscal 1998 revenue was derived from sales made
through distributors. The Company's distributors typically maintain an inventory
of Analog products. Some of these distributors also sell products competitive
with the Company's products, including those for which the Company is an
alternate source. Sales to certain distributors are made under agreements which
provide protection to the distributors for their inventory of Company products
against price reductions and products that are slow-moving or have been
discontinued by the Company.
The Company's worldwide sales efforts are supported by an extensive promotional
program that includes editorial coverage and paid advertising in trade
publications; direct mail programs; promotional brochures; technical seminars
and participation in trade shows. The Company publishes and distributes
full-length databooks, short-form catalogs, applications guides, technical
handbooks and detailed data sheets for individual products. The Company also
provides products and application information via its worldwide web site on the
Internet. The Company also maintains a staff of application engineers who aid
customers in incorporating Analog's products into their products during their
product development cycles.
For fiscal 1998, Analog's 20 largest customers accounted for approximately 30%
of the Company's net sales. The largest single customer represented
approximately 6% of net sales.
PRODUCTION AND RAW MATERIALS
Monolithic integrated circuit components are manufactured in a sequence of
semiconductor production steps that include wafer fabrication, wafer testing,
cutting the wafer into individual "chips" (or dice), assembly of the dice into
packages and electrical testing of the devices in final packaged form. The raw
materials used to manufacture these devices include silicon wafers, processing
chemicals (including liquefied gases), precious metals, ceramic packages and
plastic used for plastic packaging.
ADI employs a wide variety of Company-developed proprietary processes
specifically tailored for use in fabricating high-performance linear and
mixed-signal and system-level ICs. The Company also uses industry-standard
bipolar and CMOS wafer fabrication processes.
ADI's IC products are fabricated both at the Company's production facilities and
by third-party wafer fabricators. The Company relies primarily on its own
facilities for fabricating wafers that require linear and mixed-signal
processes. The Company operates wafer fabrication facilities in Wilmington and
Cambridge, Massachusetts; Santa Clara and Sunnyvale, California; and Limerick,
Ireland. The Company also operates assembly and test facilities located in the
United States, Ireland, the Philippines and Taiwan and also uses third-party
subcontractors. The Company uses Taiwan Semiconductor Manufacturing Company,
(TSMC) and Chartered Semiconductor Manufacturing Pte., Ltd., (CSM) for the
production of digital and VLSI mixed-signal devices. To provide access to
advanced process technology at competitive costs, the Company has entered into a
joint venture agreement (WaferTech, LLC) with TSMC, Altera, Integrated Silicon
Solutions and several individual investors to build an eight-inch wafer
fabrication facility in Camas, Washington. Subsequent to the year ended October
31, 1998, the Company concluded an agreement to sell 14% of its 18% equity
ownership in WaferTech, for cash equal to the carrying value of the 14% equity
ownership at October 31, 1998, to other WaferTech partners. This sale is
expected to be completed by the end of the first quarter of fiscal 1999.
Hybrid products are manufactured by mounting and connecting together several
integrated circuit chips in a single package. Some of the chips used in the
Company's hybrids are manufactured by the Company and some are purchased from
outside suppliers. The production process for modular components, subsystems and
systems consists primarily of assembly, packaging and testing. Some of the
Company's assembled products are assembled and tested within the Company's U.S.
manufacturing facilities, while others are assembled and tested at Company-owned
facilities outside the United States or by subcontractors, principally in the
Far East.
To respond to production capacity requirements, the Company significantly
expanded its manufacturing capacity during the last three years. Major wafer
fabrication expansions have been completed in Wilmington and Cambridge,
Massachusetts; Sunnyvale, California and Limerick, Ireland. In addition, the
Company has completed construction of an additional assembly and test facility
in Cavite, Philippines.
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BACKLOG
Backlog at the end of fiscal 1998 was approximately $174 million, down from
approximately $280 million at the end of fiscal 1997. While backlog has declined
primarily as a result of the lower level of demand for the Company's products
from the year earlier period, it is also impacted by the tendency of its
customers to rely on shorter lead times available from suppliers, including ADI,
in periods of depressed demand. Additionally, the Company may allow customers to
revise the quantities or delivery schedules of products ordered to reflect
changes in their needs. As is customary in the semiconductor industry, in
certain circumstances, the Company allows such orders to be canceled or
deliveries delayed by customer without significant penalty. Accordingly, the
Company believes that its backlog at any time should not be used as a measure of
future revenues.
GOVERNMENT CONTRACTS
The Company estimates that approximately 11% of its fiscal 1998 total worldwide
revenue was attributable to sales to the U.S. government and government
contractors and subcontractors. Analog's government contract related business is
predominantly in the form of negotiated, firm fixed-price subcontracts. All such
contracts and subcontracts contain standard provisions relating to termination
at the election of the United States government.
COMPETITION
ADI competes with a large number of semiconductor companies in markets that are
highly competitive. The Company believes it is one of the largest suppliers of
high-performance linear and mixed-signal signal-processing components.
Competitors for the Company's linear and mixed-signal products include
Burr-Brown Corp., Cirrus Logic Inc., Harris Corp., Linear Technology Corp.,
Maxim Integrated Products, Inc., National Semiconductor Corp., Sierra
Semiconductor Corp., Siliconix Inc., Texas Instruments, Inc. and others.
ADI's competitors in the DSP IC market include Lucent Technologies Inc.,
Motorola Semiconductor Products and Texas Instruments, Inc.
Sales of the Company's micromachined products currently comprise acceleration
sensors, and its main competitors are Bosch, Motorola and Denso. All three
competitors use a hybrid (two chip) solution whereas ADI uses a single chip
solution which the Company believes provides cost, reliability and functional
advantages in the marketplace.
Many other companies offer components that compete with ADI's products; some
also offer other electronic products, and some have financial resources
substantially larger than ADI's. Also, some formerly independent competitors
have been purchased by larger companies. However, to the Company's knowledge, no
manufacturer competes with ADI across all of the product types offered by the
Company in its signal-processing components product line.
The Company believes that competitive performance in the marketplace for
real-world signal-processing components depends upon several factors, including
product price, technical innovation, product quality and reliability, range of
products, customer service and technical support. The Company believes its
aggressive technical innovation emphasizing product performance and reliability,
supported by its commitment to strong customer service and technical support,
enables the Company to continue to compete successfully in its chosen markets
against both foreign and domestic semiconductor manufacturers.
ENVIRONMENT
Analog's manufacturing facilities are subject to numerous environmental laws and
regulations, particularly with respect to industrial waste and emissions.
Compliance with these laws and regulations has not had a material impact on the
Company's capital expenditures, earnings or competitive position.
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EMPLOYEES
As of October 31, 1998, the Company employed approximately 7,200 persons. The
Company's future success depends in large part on the continued service of its
key technical and senior management personnel, and on its ability to continue to
attract, retain and motivate qualified employees, particularly those highly
skilled design, process and test engineers involved in the manufacture of
existing products and the development of new products and processes. The
competition for such personnel is intense, and the loss of key employees could
have a material adverse effect on the Company. The Company believes that
relations with its employees are good.
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ITEM 2. PROPERTIES
The Company's corporate headquarters is located in Norwood, Massachusetts.
Manufacturing and other operations are conducted in several locations worldwide.
The following tables provide certain information as to the Company's principal
general offices and manufacturing facilities:
PLANT LOCATION
- --------------
OWNED: USE FLOOR SPACE
------ --- -----------
Wilmington, Wafer fabrication, components assembly 265,200 sq. ft.
Massachusetts and testing, engineering and
administrative offices
Wilmington, Engineering, marketing and 108,000 sq. ft.
Massachusetts administrative offices
Wilmington, Components engineering, marketing and 65,500 sq. ft.
Massachusetts administrative offices
Westwood, Components and subsystems assembly and 100,500 sq. ft.
Massachusetts testing, engineering and administrative
offices
Limerick, Wafer fabrication, wafer probe and 315,400 sq. ft.
Ireland testing, engineering and administrative
offices
Greensboro, Components and board assembly and 122,600 sq. ft.
North Carolina testing, engineering and administrative
offices
Cavite, Components assembly and testing, 168,300 sq. ft.
Philippines engineering and administrative offices
Manila, Components assembly and testing, 75,300 sq. ft.
Philippines engineering and administrative offices
PRINCIPAL LEASE
--------- -----
PROPERTIES USE FLOOR SPACE EXPIRATION RENEWALS
---------- --- ----------- ---------- --------
LEASED: (FISCAL YEAR)
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Norwood, Corporate headquarters, engineering, 129,900 sq. ft. 2007 3, five-yr.
Massachusetts components testing, sales and marketing periods
offices
Cambridge, Wafer fabrication, components testing 116,000 sq. ft. 2001 2, five-yr.
Massachusetts and assembly engineering, marketing periods
administrative offices
Santa Clara, Wafer fabrication, components assembly 72,800 sq. ft. 2002 3, five-yr.
California and testing, engineering and periods
administrative offices
Santa Clara, Administrative offices and engineering 43,500 sq. ft. 2002 3, five-yr.
California periods
Sunnyvale, Wafer fabrication 38,700 sq. ft. 2000 3, five-yr.
California periods
Taipei, Components testing, engineering and 45,700 sq. ft. 2001 1, five to
Taiwan administrative offices seven yr.
period
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ITEM 2. PROPERTIES -- (CONTINUED)
In addition to the principal leased properties listed in the previous table, the
Company also leases sales offices and other premises at 28 locations in the
United States and 37 locations overseas under operating lease agreements. These
leases expire at various dates through the year 2030. The Company anticipates no
difficulty in retaining occupancy of any of its manufacturing, office or sales
facilities through lease renewals prior to expiration or through month-to-month
occupancy, or in replacing them with equivalent facilities. For information
concerning the Company's obligations under all operating and capital leases see
Note 10 in the Notes to the Company's Consolidated Financial Statements
incorporated herein by reference to the 1998 Annual Report to Shareholders and
filed herewith as part of Exhibit 13.2.
ITEM 3. LEGAL PROCEEDINGS
The information required by this item is set forth in Note 11 in the Notes to
the Company's Consolidated Financial Statements incorporated herein by reference
to the 1998 Annual Report to Shareholders and filed herewith as part of Exhibit
13.2.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of the Company's security holders during the
last quarter of the fiscal year ended October 31, 1998.
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EXECUTIVE OFFICERS OF THE COMPANY
The following table sets forth (i) the name and age of each present executive
officer of the Company; (ii) the position(s) presently held by each person
named; and (iii) the principal occupations held by each person named for at
least the past five years.
EXECUTIVE OFFICER AGE POSITION BUSINESS EXPERIENCE
----------------- --- -------- -------------------
Ray Stata.................. 64 Chairman of the Board Chairman, of the Board since 1973;
Chief Executive Officer from 1973 to November
1996; President from 1971 to November 1991.
Jerald G. Fishman.......... 53 President, Chief Executive Chief Executive Officer since November 1996;
Officer, and Director President and Director since November 1991;
Executive Vice President from 1988 to November
1991; Group Vice President - Components from
1982 to 1988.
Ross Brown................. 54 Vice President, Human Vice President, Human Resources since May
Resources 1993; U.S. Personnel Manager for Digital
Equipment Corp. from 1990 to 1993; Senior
Group Personnel Manager at Digital from
1986 to 1990.
Samuel H. Fuller........... 52 Vice President, Research Vice President, Research and Development
and Development since March 1998; Vice President of
Research and Chief Scientist of Digital
Equipment Corp. from 1983 to 1998.
Russell K. Johnsen......... 44 Vice President and General Vice President and General Manager,
Manager, Communications Communications Division since May 1994;
Division Vice President and General Manager,
Analog Devices Semiconductor Division
from November 1993 to May 1994; General
Manager of the Wide Area Networks Division
of National Semiconductor Corp. from 1992
to 1993.
Robert R. Marshall......... 44 Vice President, Worldwide Vice President, Worldwide Manufacturing
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.
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EXECUTIVE OFFICER AGE POSITION BUSINESS EXPERIENCE
----------------- --- -------- -------------------
William A. Martin .......... 39 Treasurer Treasurer since March 1993; Assistant Treasurer from
October 1991 to March 1993; Manager of Treasury Finance
from March 1987 to October 1991; Manager of International
Treasury from October 1985 to March 1987.
Robert McAdam .............. 48 Vice President and General Vice President and General Manager, Standard Linear
Manager, Standard Linear Products Division since February 1994; Vice President and
Products Division 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.
Brian P. McAloon ........... 48 Vice President, Sales Vice President, Sales since May 1992; Vice President,
Sales and Marketing - Europe and Southeast Asia from 1990
to 1992; General Manager, Analog Devices, B.V. -
Limerick, Ireland from 1987 to 1990.
Joseph E. McDonough ........ 51 Vice President, Finance and Vice President, Finance and Chief Financial Officer since
Chief Financial Officer November 1991; Vice President since 1988 and Treasurer
from 1985 to March 1993; Director of Taxes from 1983 to
1985.
H. Goodloe Suttler ......... 47 Vice President, Marketing, Vice President, Marketing, Quality and Planning since
Quality and Planning October 1993; Vice President and General Manager, Analog
Devices Semiconductor Division from November 1991 to
October 1993; General Manager of Analog Devices
Semiconductor Division from August 1988 to November 1991.
Franklin Weigold ........... 59 Vice President and General Vice President and General Manager, Transportation and
Manager, Transportation and Industrial Products Division since March 1992; President
Industrial Products Division and Chief Operating Officer of Unitrode from June 1990 to
March 1992.
There is no family relationship among the named officers.
11
13
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
The Company's Common Stock is listed on the New York Stock Exchange ("NYSE")
under the symbol ADI. The table below sets forth the NYSE high and low sale
prices of the Common Stock during the two most recent fiscal years.
FISCAL 1998 FISCAL 1997
------------------ --------------------
PERIOD HIGH LOW HIGH LOW
------ ------ ------ ------ ------
First Quarter $33.56 $23.75 $29.25 $19.63
Second Quarter $39.63 $27.13 $29.25 $21.00
Third Quarter $39.00 $21.44 $33.75 $23.88
Fourth Quarter $24.38 $12.00 $36.69 $26.00
The Company's $60,000,000 credit agreement restricts the aggregate of all cash
dividend payments declared or made subsequent to November 2, 1996 to an amount
not exceeding $150,000,000 plus 50% of the consolidated net income of the
Company for the period from November 3, 1996 through the end of the Company's
then most recent fiscal quarter. At October 31, 1998 this amount was equal to
$280,314,000. The Company has never paid any cash dividends on its Common Stock
and currently has no intentions to do so.
The approximate number of holders of record of the Company's Common Stock at
December 31, 1998 was 6,100. This number does not include shareholders for whom
shares are held in a "nominee" or "street" name.
ITEM 6. SELECTED FINANCIAL DATA
(thousands except per share amounts) 1998 1997 1996 1995 1994
- ---------------------------------------------------------------------------------------------------------------
Statement of Operations data:
Net sales....................... $1,230,571 $1,243,494 $1,193,786 $941,546 $773,474
Net income before cumulative
effect of change in
accounting principle ......... 119,488 - - - -
Cumulative effect of change
in accounting principle ...... 37,080 - - - -
Net income after cumulative
effective of change in
accounting principle ......... 82,408 178,219 171,901 119,270 74,496
Net income per share:
Basic ........................ 0.51 1.13 1.12 0.79 0.51
Diluted ...................... 0.50 1.04 1.03 0.75 0.48
Pro forma amounts with the change
in accounting principle related
to revenue recognition applied
retroactively:
Net sales ...................... $1,230,571 $1,214,602 $1,183,186 * *
Net income ..................... 119,488 167,515 168,328 * *
Net income per share:
Basic ........................ 0.74 1.06 1.10 * *
Diluted ...................... 0.71 0.98 1.01 * *
Balance Sheet data:
Total assets ................... $1,861,730 $1,763,853 $1,508,272 $993,349 $813,088
Long-term debt and non-
current obligations under
capital leases ............... 340,758 348,852 353,666 80,000 80,061
- ---------------------------------------------------------------------------------------------------------------
* Data was not available in sufficient detail to provide pro forma
information for these years
12
14
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The information required by this item is incorporated herein by reference to the
"Management Analysis" set forth on pages 1 through 8 of the 1998 Annual Report
to Shareholders and is filed herewith as part of Exhibit 13.1.
ITEM 7A. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK
The information required by this item is incorporated herein by reference to the
"Management Analysis" set forth on pages 1 through 8 of the 1998 Annual Report
to Shareholders and is filed herewith as part of Exhibit 13.1.
13
15
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this item is incorporated herein by reference to the
Company's 1998 Annual Report to Shareholders under the headings "Financial
Section - Consolidated Statements of Income, - Consolidated Balance Sheets, -
Consolidated Statements of Stockholders' Equity, - Consolidated Statements of
Cash Flows, - Notes to Consolidated Financial Statements, - Report of Ernst &
Young LLP, Independent Auditors and - Supplementary Financial Information," and
is filed herewith as Exhibit 13.2.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The response to this item is contained in part under the caption "EXECUTIVE
OFFICERS OF THE COMPANY" in Part I hereof, and the remainder is contained in the
Company's Proxy Statement for the Annual Meeting of Stockholders to be held on
March 9, 1999 (the "1999 Proxy Statement") under the caption "Election of
Directors" and is incorporated herein by reference. Information relating to a
delinquent filing of a Form 4 by an Executive Officer of the Company is
contained in the Company's 1999 Proxy Statement under the caption "Beneficial
Ownership Reporting Compliance."
ITEM 11. EXECUTIVE COMPENSATION
The response to this item is contained in the Company's 1999 Proxy Statement
under the captions "Directors' Compensation," "Executive Compensation," and
"Severance and Other Agreements," and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The response to this item is contained in the Company's 1999 Proxy Statement
under the caption "Security Ownership of Certain Beneficial Owners and
Management" and is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The response to this item is contained in the Company's 1999 Proxy Statement
under the caption "Transactions with Related Parties," and is incorporated
herein by reference.
14
16
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) 1. FINANCIAL STATEMENTS
The following consolidated financial statements are included in the
Company's 1998 Annual Report to Shareholders and are incorporated herein by
reference pursuant to Item 8:
- Consolidated Statements of Income for the years ended October 31,
1998, November 1, 1997 and
- November 2, 1996
- Consolidated Balance Sheets as of October 31, 1998 and November 1,
1997
- Consolidated Statements of Stockholders' Equity for the years ended
October 31, 1998, November 1, 1997 and November 2, 1996
- Consolidated Statements of Cash Flows for the years ended October 31,
1998, November 1, 1997 and November 2, 1996
(a) 2. FINANCIAL STATEMENT SCHEDULES
The following consolidated financial statement schedule is included in
Item 14(d):
Schedule II - Valuation and Qualifying Accounts
All other schedules have been omitted since the required information is not
present, or not present in amounts sufficient to require submission of the
schedule, or because the information required is included in the
consolidated financial statements or the notes thereto.
(a) 3. LISTING OF EXHIBITS
EXHIBIT
NO. DESCRIPTION
------- -----------
3.1 Restated Articles of Organization of Analog Devices, Inc., as
amended, filed as an exhibit to the Company's Form S-8 (File No.
333-04821) filed on May 30, 1996 regarding the Company's amended
1988 Stock Option Plan, and incorporated herein by reference.
3.2 By-laws of Analog Devices, Inc. as amended, filed as an exhibit to
the Company's Form 10-K for the fiscal year ended November 1, 1997
and incorporated herein by reference.
4.1 Rights Agreement, as amended, between Analog Devices, Inc. and The
First National Bank of Boston, as Rights Agent, filed as an exhibit
to a Form 8 filed on June 27, 1989 amending the Registration
Statement on Form 8-A relating to Common Stock Purchase Rights, and
incorporated herein by reference.
4.2 Indenture dated as of March 1, 1993 between Analog Devices, Inc. and
The First National Bank of Boston, filed as an exhibit to the
Company's Form 10-K for the fiscal year ended October 29, 1994 and
incorporated herein by reference.
4.3 Indenture dated as of December 18, 1995 between Analog Devices, Inc.
and State Street Bank and Trust Company, as Trustee, filed as an
exhibit to the Company's Form 10-K for the fiscal year ended October
28, 1995 and incorporated herein by reference.
* 4.4 Analog Devices, Inc. Deferred Compensation Plan, filed as an exhibit
to a Form S-8 filed on December 8, 1995 and incorporated herein by
reference, as amended by Amendment No. 1 and Amendment No. 2, filed
as Exhibits to Post-Effective Amendment No. 1 to Form S-8 filed on
April 15, 1997, and Amendment No. 3, filed as an Exhibit to
Post-Effective Amendment No. 2 to form S-8 filed on November 12,
1997.
15
17
EXHIBIT
NO. DESCRIPTION
------- -----------
4.5 Rights Agreement, dated as of March 18, 1998 between Analog Devices
Inc. and BankBoston, N.A., as Rights agent, filed as and exhibit and
incorporated herein by reference to Analog Devices Inc.'s
Registration Statement of Form 8-A (File No. 011-07819) filed on
March 19, 1998.
* 10.1 Bonus Plan of Analog Devices, Inc., filed as an exhibit to the
Company's Form 10-K for the fiscal year ended November 1, 1997 and
incorporated herein by reference
* 10.2 1991 Restricted Stock Plan of Analog Devices, Inc., filed as an
exhibit to the Company's Form 10-K for the fiscal year ended
November 1, 1997 and incorporated herein by reference
* 10.3 1998 Stock Option Plan of Analog Devices, Inc., filed on February
6, 1998 as an appendix to the Company's Definitive Proxy
Statement on Schedule 14A and incorporated herein by reference.
* 10.4 Restated 1988 Stock Option Plan of Analog Devices, Inc., filed as an
exhibit to the Company's Form 10-Q for the fiscal quarter ended May
3, 1997 and incorporated herein by reference.
* 10.5 1989 Director Stock Option Plan of Analog Devices, Inc., as amended,
filed as an exhibit to the Company's Form 10-K for the fiscal year
ended November 2, 1996 and incorporated herein by reference.
* 10.6 1992 Director Option Plan of Analog Devices, Inc., filed as an
exhibit to the Company's Form 10-K for the fiscal year ended
November 1, 1997 and incorporated herein by reference
* 10.7 1994 Director Option Plan of Analog Devices, Inc., as amended, filed
as an exhibit to the Company's Form 10-Q for the fiscal quarter
ended February 1, 1997 and incorporated herein by reference, as
amended by Amendment No. 2, filed as an exhibit to the Company's
Form S-8 (File No. 333-47789), filed on March 11, 1998 and
incorporated herein by reference.
10.8 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 Form 10-K for
the fiscal year ended November 1, 1997 and incorporated herein by
reference.
10.9 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 Form 10-Q for the fiscal quarter ended April 30, 1994 and
incorporated herein by reference.
10.10 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 Form 10-Q for the fiscal quarter ended
April 30, 1994 and incorporated herein by reference.
10.11 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 Form 10-K for the fiscal year ended November 1,
1997 and incorporated herein by reference.
10.12 Lease agreement dated August 8, 1990 between Precision Monolithics,
Inc. and Bourns, Inc. relating to the premises at 1525 Comstock
Road, Santa Clara, California, filed as an exhibit to the Company's
Form 10-K for the fiscal year ended November 2, 1996 and
incorporated herein by reference.
10.13 Lease amendment dated May 1, 1996 to the Lease Agreement dated
August 8, 1990 between Analog Devices, Inc. and Bourns, Inc.,
relating to premises located at 1525 Comstock Road, Santa Clara,
California, filed as an exhibit to the Company's Form 10-Q for the
fiscal quarter ended May 4, 1996 and incorporated herein by
reference.
16
18
EXHIBIT
NO. DESCRIPTION
------- -----------
10.14 Lease agreement dated August 8, 1990, as amended, between Precision
Monolithics, Inc. and Bourns, Inc. relating to the premises at 1500
Space Park Drive, Santa Clara, California, filed as an exhibit to
the Company's Form 10-K for the fiscal year ended November 2, 1996
and incorporated herein by reference.
10.15 Lease amendment dated May 1, 1996 to the Lease Agreement dated
August 8, 1990 between Analog Devices, Inc. and Bourns, Inc.,
relating to premises located at 1500 Space Park Drive, Santa Clara,
California, filed as an exhibit to the Company's Form 10-Q for the
fiscal quarter ended May 4, 1996 and incorporated herein by
reference.
10.16 Credit Agreement dated as of March 12, 1993 among Analog Devices,
Inc. and Morgan Guaranty Trust Company of New York, Bank of America
National Trust and Savings Association, Continental Bank, N.A., The
First National Bank of Boston and Morgan Guaranty Trust Company of
New York, as Agent, filed as an exhibit to the Company's Form 10-Q
for the fiscal quarter ended May 1, 1993 and incorporated herein by
reference.
10.17 Amendment No. 1 dated as of May 18, 1993 to the Company's Credit
Agreement dated March 12, 1993, filed as an exhibit to the Company's
Form 10-Q for the fiscal quarter ended July 31, 1993 and
incorporated herein by reference.
10.18 Amendment No. 2 dated as of September 8, 1994 to the Company's
Credit Agreement dated March 12, 1993, filed as an exhibit to the
Company's Form 10-K for the fiscal year ended October 29, 1994 and
incorporated herein by reference.
10.19 Amendment No. 3 dated as of October 25, 1996 to the Company's Credit
Agreement dated March 12, 1993, filed as an exhibit to the Company's
Form 10-K for the fiscal year ended November 2, 1996 and
incorporated herein by reference.
* 10.20 Form of Employee Retention Agreement, as amended, filed as an
exhibit to the Company's Form 10-K for the fiscal year ended
November 1, 1997 and incorporated herein by reference.
* 10.21 Employee Change in Control Severance Policy of Analog Devices, Inc.,
as amended, filed as an exhibit to the Company's 10-K for the fiscal
year ended October 30, 1993 and incorporated herein by reference.
* 10.22 Senior Management Change in Control Severance Policy of Analog
Devices, Inc., as amended, filed as an exhibit to the Company's 10-K
for the fiscal year ended October 30, 1993 and incorporated herein
by reference.
* 10.23 Description of Consulting Arrangement between Analog Devices, Inc.
and John L. Doyle, filed as an exhibit to the Company's Form 10-K
for the fiscal year ended November 2, 1996 and incorporated herein
by reference.
* 10.24 Letter agreement between Analog Devices, Inc. and Jerald G. Fishman
dated December 15, 1994 relating to acceleration of stock options
and restricted stock awards upon termination of employment, filed as
an exhibit to the Company's Form 10-K for the fiscal year ended
October 29, 1994 and incorporated herein by reference.
** 10.25 Option Agreement dated as of May 16, 1995 between Analog Devices
B.V. and Taiwan Semiconductor Manufacturing Company, Ltd., filed as
an exhibit to the Company's Form 10-Q for the fiscal quarter ended
July 29, 1995 and incorporated herein by reference.
** 10.26 Wafer Production Agreement dated as of May 16, 1995 between Taiwan
Semiconductor Manufacturing Company, Ltd. and Analog Devices B.V.,
filed as an exhibit to the Company's Form 10-Q for the fiscal
quarter ended July 29, 1995 and incorporated herein by reference.
17
19
EXHIBIT
NO. DESCRIPTION
------- -----------
10.27 Lease Agreement dated June 16, 1995 between Analog Devices, Inc. and
Ferrari Brothers, relating to the premises at 610 Weddell Drive,
Sunnyvale, California, filed as an exhibit to the Company's Form
10-K for the fiscal year ended November 2, 1996 and incorporated
herein by reference.
10.28 Lease amendment dated March 1, 1996 to the Lease Agreement dated
June 16, 1995 between Analog Devices, Inc. and Ferrari Brothers,
relating to premises located at 610 Weddell Drive, Sunnyvale,
California, filed as an exhibit to the Company's Form 10-Q for the
fiscal quarter ended May 4, 1996 and incorporated herein by
reference.
** 10.29 Manufacturing Agreement dated as of March 17, 1995 between Chartered
Semiconductor Manufacturing Pte. Ltd. and Analog Devices B.V., filed
as an exhibit to the Company's Form 10-Q for the fiscal quarter
ended February 3, 1996 and incorporated herein by reference.
** 10.30 Deposit Agreement dated January 30, 1996 between Chartered
Semiconductor Manufacturing Pte. Ltd. and Analog Devices B.V., filed
as an exhibit to the Company's Form 10-Q for the fiscal quarter
ended February 3, 1996 and incorporated herein by reference.
10.31 Lease Agreement dated February 8, 1996 between Analog Devices, Inc.
and Massachusetts Institute of Technology, relating to premises
located at 21 Osborn Street, Cambridge, Massachusetts, filed as an
exhibit to the Company's Form 10-Q for the fiscal quarter ended
February 3, 1996 and incorporated herein by reference.
** 10.32 Amended and Restated Limited Liability Company Agreement of
WaferTech, LLC, a Delaware limited liability company, dated as of
August 9, 1996. Filed as Exhibit 10.47 to the Form 10-Q of Altera
Corporation (File No. 0-16617) for the fiscal quarter ended June 30,
1996, and incorporated herein by reference.
** 10.33 Purchase Agreement by and between Taiwan Semiconductor Manufacturing
Co., Ltd., as seller and Analog Devices, Inc., Altera Corporation
and Integrated Silicon Solutions, Inc., as buyers dated as of June
25, 1996. Filed as Exhibit 10.48 to the Form 10-Q of Altera
Corporation (File No. 0-16617) for the fiscal quarter ended June 30,
1996, and incorporated herein by reference.
* 10.34 Trust Agreement for Deferred Compensation Plan, filed as an exhibit
to the Company's Post Effective Amendment No. 2 to Form S-3 filed
November 12, 1997 and incorporated herein by reference.
10.35 Lease agreement dated September 19, 1996 between Ren Min Company
Limited and Analog Devices Taiwan, Limited relating to the premises
at Five-Kung-Five Road, Taipei, Taiwan, filed as an exhibit to the
Company's Form 10-K for the fiscal year ended November 1, 1997 and
incorporated herein by reference.
+ 13.1 Management Analysis corresponding to pages 1 through 8
of the 1998 Annual Report to Shareholders for the fiscal year ended
October 31, 1998.
+ 13.2 Financial Statements and Notes thereto, Report of Ernst & Young LLP,
Independent Auditors and Supplementary Financial Information,
corresponding to pages 9 through 33 of the 1998 Annual Report to
Shareholders, for the fiscal year ended October 31, 1998.
+ 18 Letter from Ernst & Young, LLP re: Change in Accounting Principle
+ 21 Subsidiaries of the Company.
+ 23 Consent of Ernst & Young LLP.
18
20
27 Financial Data Schedule.
- ----------------
* Management contracts and compensatory plan or arrangements required to be
filed as an Exhibit pursuant to Item 14(c) of Form 10-K.
** Confidential treatment has been granted as to certain portions of these
Exhibits.
+ Filed herewith.
(b) REPORTS ON FORM 8-K
The Company filed no reports on Form 8-K with the Securities and Exchange
Commission during the fiscal quarter ended October 31, 1998.
19
21
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
ANALOG DEVICES, INC.
(Registrant)
By: /s/ Jerald G. Fishman By: /s/ Joseph E. McDonough
------------------------------- -----------------------------------
Jerald G. Fishman Joseph E. McDonough
President Vice President-Finance
Chief Executive Officer and Chief Financial Officer
and Director (Principal Financial and
(Principal Executive Officer) Accounting Officer)
Date: January 28, 1999 Date: January 28, 1999
----------------------------- ---------------------------------
Pursuant to the requirements of the Securities and Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
NAME TITLE DATE
---- ----- ----
/s/ Ray Stata Chairman of the Board January 28, 1999
- ----------------------------- ----------------
Ray Stata
/s/ Jerald G. Fishman President, January 28, 1999
- ----------------------------- Chief Executive Officer ----------------
Jerald G. Fishman and Director
/s/ John L. Doyle Director January 28, 1999
- ----------------------------- ----------------
John L. Doyle
/s/ Charles O. Holliday Director January 28, 1999
- ----------------------------- ----------------
Charles O. Holliday
/s/ Joel Moses Director January 28, 1999
- ----------------------------- ----------------
Joel Moses
/s/ F. Grant Saviers Director January 28, 1999
- ----------------------------- ----------------
F. Grant Saviers
/s/ Lester C. Thurow Director January 28, 1999
- ----------------------------- ----------------
Lester C. Thurow
20
22
ANALOG DEVICES, INC.
ANNUAL REPORT ON FORM 10-K
YEAR ENDED OCTOBER 31, 1998
ITEM 14(d)
FINANCIAL STATEMENT SCHEDULE
21
23
ANALOG DEVICES, INC.
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
YEARS ENDED OCTOBER 31, 1998, NOVEMBER 1, 1997 AND NOVEMBER 2, 1996
(THOUSANDS)
BALANCE AT ADDITION BALANCE AT
BEGINNING OF CHARGED TO END OF
DESCRIPTION PERIOD INCOME STATEMENT DEDUCTIONS PERIOD
- ----------- ------------ ---------------- ---------- ----------
ACCOUNTS RECEIVABLE RESERVES AND ALLOWANCES:
Year ended November 2, 1996 $12,738 $ 2,611 $ 564 $14.785
======= ======= ======= =======
Year ended November 1, 1997 $14,785 $25,456 $ 234 $40,007
======= ======= ======= =======
Year ended October 31, 1998 $40,007 $ 3,023 $10,698* $32,332
======= ======= ======= =======
* Amount reflects reclassification of certain reserves from accounts
receivable to accrued liabilities made in connection with the Company's
accounting change (see Notes 2(l) and 4 to the consolidated financial
statements).
22