Teradyne Reports Increase in Fourth Quarter 2012 Orders; Expects Revenue Growth in First Quarter of 2013
Teradyne Reports Increase in Fourth Quarter 2012 Orders; Expects Revenue
Growth in First Quarter of 2013
Q4’12 orders increased 18% from Q3’12
Q4’12 revenue of $248 million, down 46 percent from Q3’12 and down 16 percent
from Q4’11
Q4’12 diluted non-GAAP income from continuing operations of $0.07 per share,
down from $0.53 per share in Q3’12 and down from $0.17 per share in Q4’11;
Q4’12 diluted GAAP loss from continuing operations of ($0.09) per share
Q1’13 guidance: Revenue of $260 million to $280 million; Diluted non-GAAP
income (loss) from continuing operations of ($0.01) to $0.05 per share;
Diluted GAAP loss from continuing operations of ($0.06) to ($0.01) per share
Business Wire
NORTH READING, Mass. -- January 23, 2013
Teradyne, Inc. (NYSE: TER) reported revenue of $248 million for the fourth
quarter of 2012 of which $184 million was in Semiconductor Test, $40 million
in Systems Test Group and $24 million in Wireless Test. On a non-GAAP basis,
Teradyne’s income from continuing operations in the fourth quarter was $12.6
million, or $0.07 per diluted share, which excluded acquired intangible asset
amortization, pension actuarial losses, non-cash convertible debt interest,
and included income taxes on a cash basis. GAAP loss from continuing
operations was ($16.5) million or ($0.09) per diluted share.
Bookings in the fourth quarter of 2012 were $273 million of which $183 million
were in Semiconductor Test, $64 million in the Systems Test Group and $26
million in Wireless Test.
For fiscal year 2012, revenue was $1.66 billion. Income from continuing
operations for the year was $337.5 million or $1.67 per diluted share on a
non-GAAP basis. GAAP income from continuing operations was $217.0 million or
$0.94 per diluted share. Bookings for the year were $1.6 billion.
“2012 was a very good year for Teradyne as we increased sales by 16%,
operating profit by 26% and generated $285 million in free cash flow,” said
CEO, Mike Bradley. “While the fourth quarter sales were seasonally slower,
orders in the fourth quarter were up 18% sequentially and we’ve set our first
quarter revenue plan to meet that improving demand.”
Guidance for the first quarter of 2013 is revenue of $260 million to $280
million, with diluted non-GAAP income (loss) from continuing operations of
($0.01) to $0.05 per share and diluted GAAP loss from continuing operations of
($0.06) to ($0.01) per share. Non-GAAP guidance excludes acquired intangible
asset amortization, non-cash convertible debt interest, and includes income
taxes on a cash basis.
Webcast
A conference call to discuss the fourth quarter of 2012 results, along with
management's business outlook is scheduled at 10 a.m. EST, Thursday, January
24, 2013. The call will be broadcast simultaneously over the Internet.
Interested investors should access the webcast at www.teradyne.com and click
on "Investors" at least five minutes before the call begins.
A replay will be available approximately two hours after the completion of the
call. The replay number in the U.S. & Canada is 855-859-2056. The replay
number outside the U.S. & Canada is 404-537-3406. The pass code for both
numbers is 88747113. A replay will also be available on the Teradyne website
www.teradyne.com. Click on "Investors" for a link to the replay. The replay
will be available via phone and website through February 9, 2013.
Non-GAAP Results
In addition to disclosing results that are determined in accordance with GAAP,
Teradyne also discloses non-GAAP results of operations that exclude certain
income items and charges. These results are provided as a complement to
results provided in accordance with GAAP. Non-GAAP income from operations and
non-GAAP income from continuing operations exclude acquired intangible asset
amortization, non-cash convertible debt interest, fair value inventory step-up
related to LitePoint, pension and post retirement actuarial gains and losses,
and restructuring and other net, and include income taxes on a cash basis.
GAAP requires that these items be included in determining income from
operations and income from continuing operations. Non-GAAP income from
operations, non-GAAP income from continuing operations, non-GAAP income from
operations and non-GAAP income from continuing operations as a percentage of
revenue, and non-GAAP income from continuing operations per share are non-GAAP
measures presented to provide meaningful supplemental information regarding
Teradyne's baseline performance before gains, losses or other charges that may
not be indicative of Teradyne’s current core business or future outlook. These
non-GAAP measures are used to make operational decisions, to determine
employee compensation, to forecast future operational results, and for
comparison with Teradyne’s business plan, historical operating results and the
operating results of Teradyne’s competitors. Non-GAAP gross margin excludes
charges related to the fair value inventory step-up recorded as part of
acquisition purchase accounting and pension and post retirement actuarial
gains and losses. GAAP requires that this item be included in determining
gross margin. Non-GAAP gross margin dollar amount and percentage are non-GAAP
measures that management believes provide useful supplemental information for
management and the investor. Management uses non-GAAP gross margin as a
performance measure for Teradyne’s current core business and future outlook
and for comparison with Teradyne’s business plan, historical gross margin
results and the gross margin results of Teradyne’s competitors. Non-GAAP
diluted shares include the impact of Teradyne’s call option on its shares.
Management believes each of these non-GAAP measures provides useful
supplemental information for investors, allowing greater transparency to the
information used by management in its operational decision making and in the
review of Teradyne’s financial and operational performance, as well as
facilitating meaningful comparisons of Teradyne’s results in the current
period compared with those in prior and future periods. A reconciliation of
each available GAAP to non-GAAP financial measure discussed in this press
release is contained in the attached exhibits and on the Teradyne website at
www.teradyne.com by clicking on "Investors" and then selecting the "GAAP to
Non-GAAP Reconciliation" link. The non-GAAP financial measures discussed in
this press release may not be comparable to similarly titled measures used by
other companies. The presentation of non-GAAP measures is not meant to be
considered in isolation, as a substitute for, or superior to, financial
measures or information provided in accordance with GAAP.
About Teradyne
Teradyne (NYSE:TER) is a leading supplier of Automatic Test Equipment used to
test semiconductors, wireless products, data storage and complex electronic
systems which serve consumer, communications, industrial and government
customers. In 2012, Teradyne had sales of $1.66 billion and currently employs
approximately 3,600 people worldwide. For more information, visit
www.teradyne.com. Teradyne(R) is a registered trademark of Teradyne, Inc. in
the U.S. and other countries.
Safe Harbor Statement
This release contains forward-looking statements regarding future business
prospects, Teradyne’s results of operations and market conditions. Such
statements are based on the current assumptions and expectations of Teradyne’s
management and are neither promises nor guarantees of future performance. You
can identify these forward-looking statements based on the context of the
statements and by the fact that they use words such as “will,” “anticipate,”
“expect,” “project,” “intend,” “plan,” “believe,” “target” and other words and
terms of similar meaning in connection with any discussion of future operating
or financial performance. There can be no assurance that management’s
estimates of Teradyne’s future results or other forward looking statements
will be achieved. Important factors that could cause actual results to differ
materially from those presently expected include: conditions affecting the
markets in which Teradyne operates; decreased or delayed product demand;
increased research and development spending and other events, factors and
risks disclosed in filings with the SEC, including, but not limited to, the
“Risk Factors” section of Teradyne’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2011 and Quarterly Report on Form 10-Q for the period
ended September 30, 2012. The forward-looking statements provided by Teradyne
in this press release represent management’s views as of the date of this
release. Teradyne anticipates that subsequent events and developments may
cause management's views to change. However, while Teradyne may elect to
update these forward-looking statements at some point in the future, Teradyne
specifically disclaims any obligation to do so. These forward-looking
statements should not be relied upon as representing Teradyne's views as of
any date subsequent to the date of this release.
TERADYNE, INC. REPORT FOR FOURTH FISCAL QUARTER OF 2012
CONDENSED CONSOLIDATED OPERATING STATEMENTS
(In thousands, except per share amounts)
Quarter Ended Year Ended
December September December 31, December 31, December 31,
31, 2012 30, 2012 2011 2012 2011
Net revenues $ 248,404 $ 463,394 $ 296,992 $ 1,656,750 $ 1,429,061
Cost of revenues 122,999 203,194 163,006 (1 ) 770,713 717,131 (1 )
(2)
Gross profit 125,405 260,200 133,986 886,037 711,930
Operating
expenses:
Engineering and 61,660 63,055 56,364 (1 ) 251,382 197,796 (1 )
development
Selling and 70,436 69,921 64,941 (1 ) 281,500 235,327 (1 )
administrative
Acquired
intangible asset 18,221 18,429 19,129 73,508 40,465
amortization
Restructuring and (317 ) 683 5,345 (7,721 ) 8,502
other, net (3)
Operating expenses 150,000 152,088 145,779 598,669 482,090
(Loss) income from (24,595 ) 108,112 (11,793 ) 287,368 229,840
operations
Interest and other (5,690 ) (5,087 ) (5,256 ) (21,392 ) (17,077 )
(4)
(Loss) income from
continuing (30,285 ) 103,025 (17,049 ) 265,976 212,763
operations before
income taxes
Income tax
(benefit) (13,742 ) 14,384 (144,340 ) 48,927 (129,256 )
provision
(Loss) income from
continuing (16,543 ) 88,641 127,291 217,049 342,019
operations
Income from
discontinued - - - - 1,436
operations before
income taxes (5)
Income tax benefit - - - - (267 )
Income from
discontinued - - - - 1,703
operations
Gain on disposal
of discontinued
operations (net of - - - - 24,371
income tax
provision of
$4,578)
Net (loss) income $ (16,543 ) $ 88,641 $ 127,291 $ 217,049 $ 368,093
(Loss) income per
common share from
continuing
operations:
Basic $ (0.09 ) $ 0.47 $ 0.69 $ 1.16 $ 1.85
Diluted $ (0.09 ) $ 0.39 $ 0.57 $ 0.94 $ 1.51
Net (loss) income
per common share:
Basic $ (0.09 ) $ 0.47 $ 0.69 $ 1.16 $ 1.99
Diluted $ (0.09 ) $ 0.39 $ 0.57 $ 0.94 $ 1.62
Weighted average
common shares - 187,737 187,364 183,544 186,878 184,683
basic
Weighted average
common shares - 187,737 229,210 222,858 230,246 226,820
diluted (6)
Net orders $ 272,620 $ 230,794 $ 375,870 $ 1,553,199 $ 1,383,617
(1) In the first quarter of 2012, we elected to change our accounting method from delayed
recognition of gains and losses for our defined benefit pension plans and other post retirement
benefit plans to immediate recognition. We have applied these changes retrospectively, as required,
and the adjusted amounts are shown above. Below are the amounts as originally reported:
Quarter Year Ended
Ended December 31,
December 31, 2011
2011
Cost of revenues $ 160,639 $ 715,368
Engineering and 53,431 195,600
development
Selling and 62,697 233,711
administrative
Income per common
share from
continuing
operations:
Basic $ 0.74 $ 1.88
Diluted $ 0.61 $ 1.53
(2) Cost of Quarter Ended Year Ended
revenues includes:
December September December 31, December 31, December 31,
31, 2012 30, 2012 2011 2012 2011
Provision for
excess and $ 10,441 $ 5,481 $ 845 $ 26,849 $ 11,601
obsolete inventory
Sale of previously
written down (1,101 ) (651 ) (2,859 ) (4,271 ) (8,100 )
inventory
Inventory step-up - - 12,178 6,089 12,178
$ 9,340 $ 4,830 $ 10,164 $ 28,667 $ 15,679
(3) Restructuring
and other, net Quarter Ended Year Ended
consists of:
December September December 31, December 31, December 31,
31, 2012 30, 2012 2011 2012 2011
Contingent
consideration fair $ (317 ) $ - $ - $ (8,794 ) $ -
value adjustment
Employee severance - 683 - 1,073 1,325
Acquisition costs - - 3,308 - 4,636
Non-U.S. pension - - 2,037 - 2,972
settlement
Facility related - - - - (431 )
$ (317 ) $ 683 $ 5,345 $ (7,721 ) $ 8,502
(4) Interest and Quarter Ended Year Ended
other includes:
December September December 31, December 31, December 31,
31, 2012 30, 2012 2011 2012 2011
Non-cash
convertible debt $ 3,628 $ 3,506 $ 3,165 13,798 $ 12,039
interest
(5) On March 21, 2011, Teradyne completed the sale of its Diagnostic Solutions business unit to SPX
Corporation for a gain of $24.4 million. The results for the discontinued business unit have been
included within discontinued operations for all periods presented.
(6) Under GAAP, when calculating diluted earnings per share, convertible debt must be assumed to
have converted if the effect on EPS would be dilutive. Diluted shares assume the conversion of the
convertible debt as the effect would be dilutive. Accordingly, for the quarters ended September 30,
2012 and December 31, 2011, and the years ended December 31, 2012 and 2011, 21.9 million, 20.4
million, 22.4 million and 21.5 million shares, respectively, have been included in diluted shares.
CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
December 31, 2012 December 31, 2011
Assets
Cash and cash $ 338,920 $ 573,736
equivalents
Marketable securities 431,516 96,502
Accounts receivable 153,423 129,330
Inventories (1) 136,930 160,063
Deferred tax assets 77,305 53,948
Prepayments and other 97,372 86,308
current assets
Total current assets 1,235,466 1,099,887
Net property, plant and 265,782 232,207
equipment
Long-term marketable 235,872 84,407
securities
Other assets 20,209 17,545
Retirement plan assets 3,282 8,840
Intangible assets 318,867 392,975
Goodwill 349,272 352,778
Total assets $ 2,428,750 $ 2,188,639
Liabilities
Accounts payable $ 55,844 $ 69,842
Accrued employees'
compensation and 86,264 90,427
withholdings
Deferred revenue and 81,357 78,670
customer advances
Contingent consideration 388 68,892
Other accrued 56,861 62,420
liabilities
Income taxes payable 12,306 860
Current debt 2,328 2,573
Total current 295,348 373,684
liabilities
Long-term deferred
revenue and customer 16,227 33,541
advances
Retirement plan 94,373 76,638
liabilities
Deferred tax liabilities 52,086 16,049
Other long-term 21,302 23,711
liabilities
Long-term debt 171,059 159,956
Total liabilities 650,395 683,579
Shareholders' equity 1,778,355 1,505,060
Total liabilities and $ 2,428,750 $ 2,188,639
shareholders' equity
(1) As of December 31, 2011, Inventories included approximately $6.1 million
of LitePoint inventory step-up.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
Quarter Ended Year Ended
December 31, December 31, December 31, December 31,
2012 2011 2012 2011
Cash flows from
operating
activities:
Net (loss) income $ (16,543 ) $ 127,291 $ 217,049 $ 368,093
Less: Income from
discontinued - - - 1,703
operations
Less: Gain on
disposal of - - - 24,371
discontinued
operations
(Loss) income from
continuing (16,543 ) 127,291 217,049 342,019
operations
Adjustments to
reconcile (loss)
income from
continuing
operations to net
cash
provided by
operating
activities:
Depreciation 15,237 12,614 55,049 51,040
Amortization 21,960 22,509 87,750 53,347
Retirement plans 18,329 9,504 23,320 13,707
actuarial losses
Provision for
excess and 10,441 845 26,849 11,601
obsolete inventory
Stock-based 9,286 9,823 39,920 32,337
compensation
Deferred taxes 365 (146,208 ) 7,441 (146,669 )
Contingent
consideration (388 ) - (8,794 ) -
adjustment
Tax benefit
related to stock
options and (758 ) - (8,358 ) -
restricted stock
units
Inventory step-up - 12,178 6,089 12,178
Other 1,248 638 498 3,015
Changes in
operating assets
and liabilities,
net of businesses
acquired and sold:
Accounts 52,041 41,134 (24,093 ) 66,367
receivable
Inventories (4,937 ) 419 20,133 (615 )
Other assets (10,707 ) (9,047 ) (3,429 ) (22,600 )
Deferred revenue
and customer (3,976 ) (10,055 ) (14,627 ) (68,359 )
advances
Accounts payable
and accrued (17,691 ) (739 ) (35,291 ) (48,222 )
expenses
Retirement plan (1,099 ) (5,458 ) (4,778 ) (11,851 )
contributions
Accrued income (30,509 ) (5,663 ) 19,804 (8,727 )
taxes
Net cash provided
by continuing 42,299 59,785 404,532 278,568
operations
Net cash used for
discontinued - (579 ) - (4,804 )
operations
Net cash provided
by operating 42,299 59,206 404,532 273,764
activities
Cash flows from
investing
activities:
Purchases of
property, plant (27,948 ) (19,474 ) (119,080 ) (86,097 )
and equipment
Purchases of
available-for-sale (238,072 ) (98,541 ) (751,129 ) (691,802 )
marketable
securities
Proceeds from
maturities of
available-for-sale 68,419 33,067 171,054 518,483
marketable
securities
Proceeds from
sales of
available-for-sale 24,278 48,947 95,215 676,386
marketable
securities
Acquisition of
business, net of - (537,489 ) - (537,489 )
cash acquired
Net cash used for
by continuing (173,323 ) (573,490 ) (603,940 ) (120,519 )
operations
Net cash provided
by discontinued - - - 39,062
operations
Net cash used for
investing (173,323 ) (573,490 ) (603,940 ) (81,457 )
activities
Cash flows from
financing
activities:
Issuance of common 518 170 18,477 17,385
stock
Tax benefit
related to stock
options and 758 - 8,358 -
restricted stock
units
Payments of (1,287 ) - (2,533 ) (2,518 )
long-term debt
Payments of
contingent (15,737 ) - (59,710 ) -
consideration
Repurchase of - (7,313 ) - (31,175 )
common stock
Net cash used for
financing (15,748 ) (7,143 ) (35,408 ) (16,308 )
activities
(Decrease)
increase in cash (146,772 ) (521,427 ) (234,816 ) 175,999
and cash
equivalents
Cash and cash
equivalents at 485,692 1,095,163 573,736 397,737
beginning of
period
Cash and cash
equivalents at end $ 338,920 $ 573,736 $ 338,920 $ 573,736
of period
GAAP to Non-GAAP Earnings Reconciliation
(In millions, except per share amounts)
Quarter Ended
December % of Net September % of Net December % of Net
31, 2012 Revenues 30, 2012 Revenues 31, 2011 Revenues
Net revenues $ 248.4 $ 463.4 $ 297.0
Gross profit - $ 125.4 50.5 % $ 260.2 56.2 % $ 134.0 45.1 %
GAAP
Inventory - - - - 12.2 4.1 %
step-up
Pension
mark-to-market 7.8 3.1 % 0.4 0.1 % 2.9 1.0 %
adjustments
^(1)
Gross profit - $ 133.2 53.6 % $ 260.6 56.2 % $ 149.1 50.2 %
non-GAAP
(Loss) income
from $ (24.6 ) -9.9 % $ 108.1 23.3 % $ (11.8 ) -4.0 %
operations -
GAAP
Acquired
intangible 18.2 7.3 % 18.4 4.0 % 19.1 6.4 %
asset
amortization
Pension
mark-to-market 18.3 7.4 % 1.9 0.4 % 9.5 3.2 %
adjustments
^(1)
Restructuring
and other, net (0.3 ) -0.1 % 0.7 0.2 % 5.3 1.8 %
^(2)
Inventory - - - - 12.2 4.1 %
step-up
Income from
operations - $ 11.6 4.7 % $ 129.1 27.9 % $ 34.3 11.5 %
non-GAAP
Income Income Income
per Common Share per Common Share per Common Share
from Continuing from Continuing from Continuing
Operations Operations Operations
December % of Net Basic Diluted September % of Net Basic Diluted December % of Net Basic Diluted
31, 2012 Revenues 30, 2012 Revenues 31, 2011 Revenues
(Loss) income
from
continuing $ (16.5 ) -6.6 % $ (0.09 ) $ (0.09 ) $ 88.6 19.1 % $ 0.47 $ 0.39 $ 127.3 42.9 % $ 0.69 $ 0.57
operations -
GAAP
Acquired
intangible 18.2 7.3 % 0.10 0.10 18.4 4.0 % 0.10 0.09 19.1 6.4 % 0.10 0.09
asset
amortization
Pension
mark-to-market 18.3 7.4 % 0.10 0.10 1.9 0.4 % 0.01 0.01 9.5 3.2 % 0.05 0.05
adjustments
^(1)
Income tax
adjustment (10.7 ) -4.3 % (0.06 ) (0.06 ) (4.7 ) -1.0 % (0.03 ) (0.02 ) - - - -
^(3)
Interest and 3.6 1.4 % 0.02 0.02 3.5 0.8 % 0.02 0.02 3.2 1.1 % 0.02 0.02
other ^(4)
Restructuring
and other, net (0.3 ) -0.1 % (0.00 ) (0.00 ) 0.7 0.2 % 0.00 0.00 5.3 1.8 % 0.03 0.03
^(2)
Deferred tax
valuation - - - - - - - - (144.3 ) -48.6 % (0.79 ) (0.71 )
allowance
Inventory - - - - - - - - 12.2 4.1 % 0.07 0.06
step-up
Convertible
share - - - - - - - 0.04 - - - 0.06
adjustment
^(5)
Income from
continuing $ 12.6 5.1 % $ 0.07 $ 0.07 $ 108.4 23.4 % $ 0.58 $ 0.53 $ 32.3 10.9 % $ 0.18 $ 0.17
operations -
non-GAAP
GAAP and
non-GAAP
weighted 187.7 187.4 183.5
average common
shares - basic
GAAP weighted
average common 187.7 229.2 222.9
shares -
diluted
Include GAAP
dilutive 3.7 - -
shares
Exclude
dilutive
shares from - (21.9 ) (20.4 )
convertible
note
Non-GAAP
weighted
average common 191.4 207.3 202.5
shares -
diluted ^(5)
(1) Actuarial loss recognized under GAAP in accordance with the Company's mark-to-market pension accounting.
(2) Restructuring and other, net consists of:
Quarter Ended
December September December
31, 2012 30, 2012 31, 2011
Contingent
consideration $ (0.3 ) $ - $ -
fair value
adjustment
Employee - 0.7 -
severance
Non-U.S.
pension - - 2.0
settlement
Acquisition - - 3.3
costs
$ (0.3 ) $ 0.7 $ 5.3
(3) For the quarters ended December 31, 2012 and September 30, 2012, adjustment to record income tax provision on a cash basis.
(4) For the quarters ended December 31, 2012, September 30, 2012 and December 31, 2011, Interest and Other included non-cash convertible debt interest.
(5) For the quarters ended September 30, 2012 and December 31, 2011, the calculation of non-GAAP diluted earnings per share gives benefit to the Company's
call option on its stock for 34.7 million shares at $5.48. As a result, 16.8 million and 14.7 million shares, respectively, have been included in non-GAAP
diluted shares and net interest expense of $2.3 million has been added back to non-GAAP net income for the non-GAAP diluted earnings per share calculation.
Year Ended
December % of Net December % of Net
31, 2012 Revenues 31, 2011 Revenues
Net Revenues $ 1,656.8 $ 1,429.1
Gross profit - $ 886.0 53.5 % $ 711.9 49.8 %
GAAP
Inventory 6.1 0.4 % 12.2 0.9 %
step-up
Pension
mark-to-market 9.0 0.5 % 4.0 0.3 %
adjustments
^(1)
Gross profit - $ 901.1 54.4 % $ 728.1 50.9 %
non-GAAP
Income from
operations - $ 287.4 17.3 % $ 229.8 16.1 %
GAAP
Acquired
intangible 73.5 4.4 % 40.5 2.8 %
asset
amortization
Inventory 6.1 0.4 % 12.2 0.9 %
step-up
Pension
mark-to-market 23.3 1.4 % 13.7 1.0 %
adjustments
^(1)
Restructuring
and other, net (7.7 ) -0.5 % 8.5 0.6 %
^(2)
Income from
operations - $ 382.6 23.1 % $ 304.7 21.3 %
non-GAAP
Income Income
per Common Share per Common Share
from Continuing from Continuing
Operations Operations
December % of Net Basic Diluted December % of Net Basic Diluted
31, 2012 Revenues 31, 2011 Revenues
Income from
continuing $ 217.0 13.1 % $ 1.16 $ 0.94 $ 342.0 23.9 % $ 1.85 $ 1.51
operations -
GAAP
Acquired
intangible 73.5 4.4 % 0.39 0.35 40.5 2.8 % 0.22 0.20
asset
amortization
Income tax
adjustment 11.5 0.7 % 0.06 0.06 - - - -
^(3)
Interest and 13.8 0.8 % 0.07 0.07 12.0 0.8 % 0.06 0.06
other ^(4)
Inventory 6.1 0.4 % 0.03 0.03 12.2 0.9 % 0.07 0.06
step-up
Pension
mark-to-market 23.3 1.4 % 0.12 0.11 13.7 1.0 % 0.07 0.07
adjustments
^(1)
Restructuring
and other, net (7.7 ) -0.5 % (0.04 ) (0.04 ) 8.5 0.6 % 0.05 0.04
^(2)
Deferred tax
valuation - - - - (144.3 ) -10.1 % (0.78 ) (0.70 )
allowance
Convertible
share - - - 0.15 - - - 0.19
adjustment
^(5)
Income from
continuing $ 337.5 20.4 % $ 1.81 $ 1.67 $ 284.6 19.9 % $ 1.54 $ 1.43
operations -
non-GAAP
GAAP and
non-GAAP
weighted 186.9 184.7
average common
shares - basic
GAAP weighted
average common 230.2 226.8
shares -
diluted
Exclude
dilutive
shares from (22.4 ) (21.5 )
convertible
note
Non-GAAP
weighted
average common 207.8 205.3
shares -
diluted ^(5)
(1) Actuarial loss recognized under GAAP in accordance with the Company's mark-to-market pension accounting.
(2) Restructuring and other, net consists of:
Year Ended
December December
31, 2012 31, 2011
Contingent
consideration $ (8.8 ) $ -
fair value
adjustment
Employee 1.1 1.3
severance
Acquisition - 4.6
costs
Non-U.S.
pension - 3.0
settlement
Facility - (0.4 )
related
$ (7.7 ) $ 8.5
(3) For the year ended December 31, 2012, adjustment to record income tax provision on a cash basis.
(4) For the year ended December 31, 2012 and 2011, Interest and Other included non-cash convertible debt
interest.
(5) For the year ended December 31, 2012 and 2011, the calculation of non-GAAP diluted earnings per share gives
benefit to the Company's call option on its stock for 34.7 million shares at $5.48. As a result, 17.4 million
and 16.2 million shares, respectively, have been included in non-GAAP diluted shares and net interest expense of
approximately $9.3 and $9.6 million, respectively, has been added back to non-GAAP net income for the non-GAAP
diluted earnings per share calculation.
The following sets forth a reconciliation of free cash flow, a non-GAAP financial measure, to net cash provided
by operating activities, a GAAP measure, which we believe to be
the GAAP financial measure most directly comparable to free cash flow.
Year
Ended
December
31, 2012
Net cash flow
from $ 404
continuing
operations
Include
property, (119 )
plant and
equipment
Non-GAAP cash
flow from $ 285
continuing
operations
GAAP to Non-GAAP Reconciliation of First Quarter 2013 guidance:
GAAP and non-GAAP first $260 million to $280 million
quarter revenue guidance:
GAAP loss from continuing $ (0.06 ) $ (0.01 )
operations per diluted share
Exclude acquired intangible 0.10 0.10
asset amortization
Exclude non-cash convertible 0.02 0.02
debt interest
Exclude non-cash income tax (0.07 ) (0.06 )
benefit
Non-GAAP (loss) income from
continuing operations per $ (0.01 ) $ 0.05
diluted share
For press releases and other information of interest to investors, please
visit Teradyne's homepage at http://www.teradyne.com.
Contact:
Teradyne, Inc.
Andy Blanchard 978-370-2425
Vice President of Corporate Relations
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