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8-K - 8-K - Seagate Technology Holdings plca12-9867_18k.htm
EX-99.2 - EX-99.2 - Seagate Technology Holdings plca12-9867_1ex99d2.htm

Exhibit 99.1

 

GRAPHIC

Media Relations Contact:

Brian Ziel (408.658.1540)

brian.ziel@seagate.com

 

SEAGATE TECHNOLOGY REPORTS FISCAL THIRD QUARTER 2012
FINANCIAL RESULTS

 

Over $1.2 Billion Returned to Shareholders in Dividends and Buybacks

 

CUPERTINO, CA — April 17, 2012 — Seagate Technology plc (NASDAQ: STX) today reported financial results for the quarter ended March 30, 2012. The company reported revenue of $4.4 billion, gross margin of 37%, net income of $1.1 billion and diluted earnings per share of $2.48. On a non-GAAP basis, which excludes the net impact of certain items, Seagate reported net income of $1.2 billion and diluted earnings per share of $2.64.

 

The company generated approximately $938 million in cash from operations, paid cash dividends of $112 million and used approximately $1.1 billion to repurchase 43.1 million shares of common stock and for the early retirement of debt.

 

For a detailed reconciliation of GAAP to non-GAAP results, see accompanying financial tables.

 

“Seagate delivered strong performance this quarter by concentrating our efforts toward supporting our customers as the recovery of the hard drive industry continues to progress,” said Steve Luczo, Chairman, President and CEO. “Importantly, during this challenging period, Seagate has successfully transitioned its portfolio to industry-leading products across all markets thereby positioning the company for continued leadership through operational excellence.”

 

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Dividend

 

The Board of Directors has approved a quarterly cash dividend of $0.25 per share, which will be payable on May 17, 2012 to shareholders of record as of the close of business on May 2, 2012. The payment of any future quarterly dividends will be at the discretion of the Board and will be dependent upon Seagate’s financial position, results of operations, available cash, cash flow, capital requirements and other factors deemed relevant by the Board.

 

Investor Communications

 

Seagate management will hold a public webcast to review its third fiscal quarter today at 3:00 p.m. Pacific Time on its Investor Relations website at www.seagate.com/investors. During today’s conference call, the company will provide an outlook for its fourth fiscal quarter of 2012 and its view of the remainder of the calendar year, including key underlying assumptions. Seagate is planning an investor and analyst meeting on September 21, 2012 to discuss the Company’s longer-term strategic plan.

 

Seagate has issued a Supplemental Commentary document. The Supplemental Commentary will not be read during today’s call, but rather it is available in the investors section of seagate.com.

 

Conference Call

 

The conference call can be accessed online at http://www.seagate.com/investors.

 

Replay

 

A replay will be available beginning today at approximately 6:00 p.m. Pacific Time at www.seagate.com/investors.

 

About Seagate Technology

 

Seagate is the world leader in hard disk drives and storage solutions. Learn more at www.seagate.com.

 

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Cautionary Note Regarding Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, statements about our plans, strategies and prospects and estimates of industry growth for the fiscal quarter ending June 30, 2012 and beyond. These statements identify prospective information and include words such as “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects” and similar expressions. These forward-looking statements are based on information available to the Company as of the date of this press release. Current expectations, forecasts and assumptions involve a number of risks, uncertainties, and other factors that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks, uncertainties, and other factors may be beyond the Company’s control. In particular, the uncertainty in global economic conditions continues to pose a risk to the Company’s operating and financial performance as consumers and businesses may defer purchases in response to tighter credit and financial news. Such risks and uncertainties also include, but are not limited to, the impact of the variable demand and adverse pricing environment for disk drives, particularly in view of current business and economic conditions; dependence on the Company’s ability to successfully qualify, manufacture and sell its disk drive products in increasing volumes on a cost-effective basis and with acceptable quality, particularly the new disk drive products with lower cost structures; the impact of competitive product announcements; and possible excess industry supply with respect to particular disk drive products; the Company’s ability to achieve projected cost savings in connection with restructuring plans; the risk that we will incur significant incremental costs in connection with our recently executed transaction with Samsung Electronics Co., Ltd. (“Samsung”) or that we will not achieve the benefits expected from such transaction; and significant disruption to the industry supply chain due to the severe flooding throughout parts of Thailand. Information concerning risks, uncertainties and other factors that could cause results to differ materially from those projected in the forward-looking statements is contained in the Company’s Annual Report on Form 10-K and Form 10-K/A as filed with the U.S. Securities and Exchange Commission on August 17, 2011 and August 24, 2011 respectively, and in the Company’s Quarterly Report on Form 10-Q as filed with the U.S. Securities and Exchange Commission on January 25, 2012 which statements are incorporated into this press release by reference. These forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.

 

# # #

 

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SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)

(Unaudited)

 

 

 

March 30,
2012

 

July 1,
2011(a)

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

1,638

 

$

2,677

 

Short-term investments

 

408

 

474

 

Restricted cash and investments

 

98

 

102

 

Accounts receivable, net

 

2,478

 

1,495

 

Inventories

 

841

 

872

 

Deferred income taxes

 

97

 

99

 

Other current assets

 

808

 

706

 

Total current assets

 

6,368

 

6,425

 

Property, equipment and leasehold improvements, net

 

2,179

 

2,245

 

Goodwill

 

464

 

31

 

Other intangible assets

 

541

 

1

 

Deferred income taxes

 

378

 

374

 

Other assets, net

 

134

 

149

 

Total Assets

 

$

10,064

 

$

9,225

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

2,172

 

$

2,063

 

Accrued employee compensation

 

262

 

199

 

Accrued warranty

 

221

 

189

 

Accrued expenses

 

499

 

452

 

Current portion of long-term debt

 

 

560

 

Total current liabilities

 

3,154

 

3,463

 

Long-term accrued warranty

 

154

 

159

 

Long-term accrued income taxes

 

80

 

67

 

Other non-current liabilities

 

140

 

121

 

Long-term debt, less current portion

 

2,862

 

2,952

 

Total Liabilities

 

6,390

 

6,762

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Total Shareholders’ Equity

 

3,674

 

2,463

 

Total Liabilities and Shareholders’ Equity

 

$

10,064

 

$

9,225

 

 


(a) The information in this column was derived from the Company’s audited Consolidated Balance Sheet as of July 1, 2011.

 

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SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share data)

(Unaudited)

 

 

 

For the Three Months Ended

 

For the Nine Months Ended

 

 

 

March 30,
2012

 

April 1,
2011

 

March 30,
2012

 

April 1,
2011

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

4,450

 

$

2,695

 

$

10,457

 

$

8,112

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

2,809

 

2,179

 

7,257

 

6,517

 

Product development

 

270

 

224

 

737

 

646

 

Marketing and administrative

 

142

 

110

 

388

 

317

 

Amortization of intangibles

 

18

 

 

20

 

2

 

Restructuring and other, net

 

1

 

3

 

4

 

14

 

Total operating expenses

 

3,240

 

2,516

 

8,406

 

7,496

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

1,210

 

179

 

2,051

 

616

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

2

 

2

 

5

 

6

 

Interest expense

 

(59

)

(59

)

(185

)

(151

)

Other, net

 

6

 

 

(2

)

(21

)

Other expense, net

 

(51

)

(57

)

(182

)

(166

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

1,159

 

122

 

1,869

 

450

 

Provision for income taxes

 

13

 

29

 

20

 

58

 

Net income

 

$

1,146

 

$

93

 

$

1,849

 

$

392

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

2.57

 

$

0.21

 

$

4.29

 

$

0.85

 

Diluted

 

2.48

 

0.21

 

4.16

 

0.83

 

 

 

 

 

 

 

 

 

 

 

Number of shares used in per share calculations:

 

 

 

 

 

 

 

 

 

Basic

 

446

 

437

 

431

 

459

 

Diluted

 

463

 

453

 

445

 

475

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

0.25

 

$

 

$

0.61

 

$

 

 

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SEAGATE TECHNOLOGY PLC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

 

 

 

For the Nine Months Ended

 

 

 

March 30,
2012

 

April 1,
2011

 

OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

1,849

 

$

392

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

597

 

567

 

Share-based compensation

 

38

 

38

 

Loss on redemption of debt

 

17

 

26

 

Gain on sale of property and equipment

 

(18

)

(4

)

Gain on sale of equity investments

 

(12

)

 

Deferred income taxes

 

(5

)

35

 

Other non-cash operating activities, net

 

7

 

(1

)

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable, net

 

(983

)

7

 

Inventories

 

167

 

(77

)

Accounts payable

 

191

 

181

 

Accrued employee compensation

 

63

 

(127

)

Accrued expenses, income taxes and warranty

 

(28

)

(10

)

Other assets and liabilities

 

(66

)

(80

)

Net cash provided by operating activities

 

1,817

 

947

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

Acquisition of property, equipment and leasehold improvements

 

(497

)

(685

)

Proceeds from the sale of property and equipment

 

11

 

2

 

Purchases of short-term investments

 

(382

)

(208

)

Sales of short-term investments

 

330

 

118

 

Maturities of short-term investments

 

118

 

59

 

Cash used in acquisition of Samsung HDD assets and liabilities

 

(561

)

 

Change in restricted cash and investments

 

4

 

13

 

Other investing activities, net

 

12

 

(2

)

Net cash used in investing activities

 

(965

)

(703

)

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Repayments of long-term debt and capital lease obligations

 

(670

)

(377

)

Net proceeds from issuance of long-term debt

 

 

736

 

Repurchases of ordinary shares

 

(1,172

)

(710

)

Proceeds from issuance of ordinary shares under employee stock plans

 

214

 

48

 

Dividends to shareholders

 

(266

)

 

Other financing activities, net

 

3

 

(3

)

Net cash used in financing activities

 

(1,891

)

(306

)

 

 

 

 

 

 

Decrease in cash and cash equivalents

 

(1,039

)

(62

)

Cash and cash equivalents at the beginning of the period

 

2,677

 

2,263

 

Cash and cash equivalents at the end of the period

 

$

1,638

 

$

2,201

 

 

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Use of non-GAAP financial information

 

To supplement the condensed consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), the Company provides non-GAAP measures of net income and diluted net income per share, which are adjusted from results based on GAAP to exclude certain expenses, gains and losses. These non-GAAP financial measures are provided to enhance the user’s overall understanding of the Company’s current financial performance and its prospects for the future. Specifically, the Company believes non-GAAP results provide useful information to both management and investors as these non-GAAP results exclude certain expenses, gains and losses that the Company believes are not indicative of its core operating results and because it is consistent with the financial models and estimates published by financial analysts who follow the Company.

 

These non-GAAP results are some of the primary measurements management uses to assess the Company’s performance, allocate resources and plan for future periods. Reported non-GAAP results should only be considered as supplemental to results prepared in accordance with GAAP, and not considered as a substitute for, or superior to, GAAP results. These non-GAAP measures may differ from the non-GAAP measures reported by other companies in the Company’s industry.

 

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SEAGATE TECHNOLOGY PLC

ADJUSTMENTS TO GAAP NET INCOME AND DILUTED NET INCOME PER SHARE

(In millions, except per share amounts)

(Unaudited)

 

 

 

 

 

For the Three
Months Ended
March 30,
2012

 

For the Nine
Months Ended
March 30,
2012

 

 

 

 

 

 

 

 

 

GAAP net income

 

 

 

$

1,146

 

$

1,849

 

Non-GAAP adjustments:

 

 

 

 

 

 

 

Total operating expenses

 

(A)

 

76

 

95

 

Other expense, net

 

(B)

 

 

12

 

Provision for (benefit from) income taxes

 

(C)

 

 

(7

)

Non-GAAP net income

 

 

 

$

1,222

 

$

1,949

 

 

 

 

 

 

 

 

 

Diluted net income per share:

 

 

 

 

 

 

 

GAAP

 

 

 

$

2.48

 

$

4.16

 

 

 

 

 

 

 

 

 

Non-GAAP

 

 

 

$

2.64

 

$

4.38

 

 

 

 

 

 

 

 

 

Shares used in diluted net income per share calculation

 

 

 

463

 

445

 

 


(A) For the three months ended March 30, 2012, Total operating expenses on a GAAP basis totaled $3,240 million, while Non-GAAP Total operating expenses, which excludes the net impact of certain adjustments was $3,164 million. The non-GAAP adjustments primarily include acquisition and integration costs associated with the acquisition of Samsung’s HDD business, which was completed in December 2011, amortization expense of other intangible assets, and the accrual of the 2012 Voluntary Early Retirement Program (“2012 VERP”) offered by the Company to certain of its employees in the U.S. in January 2012.

 

For the nine months ended March 30, 2012, Total operating expenses on a GAAP basis totaled $8,406 million, while Non-GAAP Total operating expenses, which excludes the net impact of certain adjustments, was $8,311 million. The non-GAAP adjustments reflect the net impact from acquisition and integration costs associated with the acquisition of Samsung’s HDD business, which was completed in December 2011, amortization expense of other intangible assets, the accrual of the 2012 VERP offered by the Company to certain of its employees in the U.S. in January 2012, adjustments to the expected exit costs related to certain leased and sub-leased facilities and an increase in reserves related to post-employment benefits related to existing restructuring plans, offset by the reversal of previously accrued litigation costs and a gain on the sale of a building.

 

(B) For the three months ended March 30, 2012, Other expense, net on a GAAP and a Non-GAAP basis was an expense of $51 million. The non-GAAP adjustments include a loss recognized on the redemption of $66 million principal amount of our 10% secured notes, offset by a gain recognized upon sales of certain strategic investments during the quarter.

 

For the nine months ended March 30, 2012, Other expense, net on a GAAP basis was an expense of $182 million, while on a Non-GAAP basis, which excludes the net impact of certain adjustments, it was an expense of $170 million. The non-GAAP adjustments include a loss recognized on the redemption of $96 million principal amount of our 10% secured notes and a write-down of a strategic investment, offset by a gain recognized upon sales of certain other strategic investments.

 

(C) For the nine months ended March 30, 2012, Non-GAAP net income excludes a discrete tax item for release of valuation allowance on U.S. deferred tax assets associated with increases in the Company’s forecasted U.S. taxable income.

 

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