SanDisk
Corporation (NASDAQ: SNDK),
a global leader in flash storage solutions, today announced results for
the fourth quarter and fiscal year ended December 29, 2013. Fourth
quarter revenue of $1.73 billion increased 12 percent on a
year-over-year basis and increased 6 percent sequentially. Total revenue
for fiscal 2013 of $6.17 billion increased 22 percent from $5.05 billion
in fiscal 2012.
On a GAAP(1) basis, fourth quarter net income was $338
million, or $1.45 per diluted share, compared to net income of
$214 million, or $0.87 per diluted share, in the fourth quarter of
fiscal 2012 and $277 million, or $1.18 per diluted share, in the third
quarter of fiscal 2013. Net income for fiscal 2013 was $1.04 billion, or
$4.34 per diluted share, compared to $417 million, or $1.70 per diluted
share in fiscal 2012.
On a non-GAAP(2)(3) basis, fourth quarter net income was
$390 million, or $1.71 per diluted share, compared to net income of
$257 million, or $1.05 per diluted share, in the fourth quarter of
fiscal 2012 and net income of $371 million, or $1.59 per diluted share,
in the third quarter of fiscal 2013. Net income for fiscal 2013 was
$1.27 billion, or $5.31 per diluted share, compared to $582 million, or
$2.38 per diluted share in fiscal 2012. For reconciliation of non-GAAP
to GAAP results, see accompanying financial tables and footnotes.
“We delivered outstanding results in the fourth quarter and full year
2013 driven by strong execution and continued favorable portfolio mix
shift,” said Sanjay Mehrotra, president and chief executive officer of
SanDisk. “Our SSD product revenue set another quarterly record and
represented 19 percent of our annual revenue, and we also set a record
for annual retail product revenue. SanDisk is enabling the next
generation of mobile and enterprise data storage solutions, and we are
excited about our prospects for 2014.”
|
FOURTH QUARTER KEY FINANCIAL METRICS
|
|
Metric
|
|
GAAP
|
|
Non-GAAP
|
|
in millions, except percentages and per share amounts
|
|
Q413
|
|
Q412
|
|
Q313
|
|
Q413
|
|
Q412
|
|
Q313
|
|
Revenue
|
|
$1,728
|
|
$1,542
|
|
$1,625
|
|
$1,728
|
|
$1,542
|
|
$1,625
|
|
Gross Profit
|
|
$857
|
|
$603
|
|
$802
|
|
$880
|
|
$615
|
|
$815
|
|
percent of revenue
|
|
49.6%
|
|
39.1%
|
|
49.3%
|
|
50.9%
|
|
39.9%
|
|
50.1%
|
|
Operating Income
|
|
$507
|
|
$336
|
|
$408
|
|
$556
|
|
$368
|
|
$533
|
|
percent of revenue
|
|
29.4%
|
|
21.8%
|
|
25.1%
|
|
32.2%
|
|
23.9%
|
|
32.8%
|
|
Diluted EPS(3)
|
|
$1.45
|
|
$0.87
|
|
$1.18
|
|
$1.71
|
|
$1.05
|
|
$1.59
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FISCAL 2013 KEY FINANCIAL METRICS
|
|
Metric
|
|
GAAP
|
|
Non-GAAP
|
|
in millions, except percentages and per share amounts
|
|
FY13
|
|
FY12
|
|
FY13
|
|
FY12
|
|
Revenue
|
|
$6,170
|
|
$5,053
|
|
$6,170
|
|
$5,053
|
|
Gross Profit
|
|
$2,867
|
|
$1,683
|
|
$2,927
|
|
$1,733
|
|
percent of revenue
|
|
46.5%
|
|
33.3%
|
|
47.4%
|
|
34.3%
|
|
Operating Income
|
|
$1,562
|
|
$696
|
|
$1,806
|
|
$827
|
|
percent of revenue
|
|
25.3%
|
|
13.8%
|
|
29.3%
|
|
16.4%
|
|
Diluted EPS(3)
|
|
$4.34
|
|
$1.70
|
|
$5.31
|
|
$2.38
|
|
|
|
|
|
|
|
|
|
|
OTHER HIGHLIGHTS
-
Fourth quarter and fiscal 2013 cash flow from operations set quarterly
and annual records of $617 million and $1.86 billion, respectively.
-
SanDisk issued $1.50 billion of 0.5% senior convertible notes during
the fourth quarter and repurchased a total of $150 million of stock in
conjunction with the offering.
-
SanDisk announced today its first-quarter dividend of $0.225 per share
of common stock, payable on February 24, 2014 to shareholders of
record as of the close of business on February 3, 2014.
CONFERENCE CALL
SanDisk’s fourth quarter of fiscal 2013 conference call is scheduled for
2:00 P.M., Pacific Time, Wednesday, January 22, 2014. The conference
call will be webcast and can be accessed live, and throughout the
quarter, at SanDisk’s website at www.sandisk.com/IR.
To participate in the call via telephone, the dial-in number is
719-325-4835 and the dial-in password is 8002130. A copy of this press
release will be furnished to the Securities and Exchange Commission on a
current report on Form 8-K and will be posted to our website prior to
the conference call.
ABOUT SANDISK
SanDisk Corporation (NASDAQ: SNDK), a Fortune 500 and S&P 500 company,
is a global leader in flash storage solutions. For more than 25 years,
SanDisk has expanded the possibilities of storage, providing trusted and
innovative products that have transformed the electronics industry.
Today, SanDisk’s quality, state-of-the-art solutions are at the heart of
many of the world's largest data centers, and embedded in advanced smart
phones, tablets and PCs. SanDisk’s consumer products are available at
hundreds of thousands of retail stores worldwide. For more information,
visit www.sandisk.com.
© 2014 SanDisk Corporation. All rights reserved. SanDisk is a trademark
of SanDisk Corporation, registered in the United States and other
countries.
This press release contains certain forward-looking statements,
including statements about our business prospects in 2014 and continued
favorable portfolio mix shift, that are based on our current
expectations and subject to numerous risks and uncertainties that may
cause these forward-looking statements to be inaccurate and
significantly harm our business, financial condition and results of
operations. We undertake no obligation to update the information
contained in this press release. Risks that may cause these
forward-looking statements to be inaccurate include among others:
-
competitive pricing pressures, resulting in lower average selling
prices, lower revenues and lower gross margins;
-
inability to continue to penetrate the client and enterprise SSD
markets, the failure of existing markets for flash memory to grow, or
failure to maintain or improve our position in any of these markets;
-
potential delays in product development or lack of customer acceptance
of our solutions, particularly OEM products such as our embedded flash
storage solutions, and client and enterprise SSD solutions;
-
delays in the successful integration of SMART Storage Systems and our
inability to achieve the expected benefits from the acquisition in a
timely manner, or at all;
-
inability to enhance current products or develop new products on a
timely basis or in advance of our competitors; and
-
the other risks detailed from time-to-time under the caption “Risk
Factors” and elsewhere in our Securities and Exchange Commission
filings and reports, including, but not limited to, our Quarterly
Report on Form 10-Q for the third fiscal quarter ended September 29,
2013.
|
(1)
|
|
GAAP represents U.S. Generally Accepted Accounting Principles.
|
|
(2)
|
|
Non-GAAP represents GAAP excluding the impact of share-based
compensation, amortization of acquisition-related intangible assets,
impairment of acquisition-related intangible assets, non-cash
economic interest expense associated with our convertible debt and
related tax adjustments.
|
|
(3)
|
|
Non-GAAP diluted shares include the impact of offsetting shares from
the call option related to the 1.5% Sr. Convertible Notes due 2017
and the impact of share-based compensation.
|
|
|
|
|
|
SanDisk Corporation
|
|
Preliminary Condensed Consolidated Statements of Operations
|
|
(in thousands, except per share amounts, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 29, 2013
|
|
December 30, 2012
|
|
December 29, 2013
|
|
December 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
1,727,858
|
|
|
$
|
1,541,503
|
|
|
$
|
6,170,003
|
|
|
$
|
5,052,509
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
851,087
|
|
|
|
928,661
|
|
|
|
3,252,988
|
|
|
|
3,326,747
|
|
|
Amortization of acquisition-related intangible assets
|
|
|
19,616
|
|
|
|
9,830
|
|
|
|
49,532
|
|
|
|
42,542
|
|
|
Total cost of revenues
|
|
|
870,703
|
|
|
|
938,491
|
|
|
|
3,302,520
|
|
|
|
3,369,289
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
857,155
|
|
|
|
603,012
|
|
|
|
2,867,483
|
|
|
|
1,683,220
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
|
215,281
|
|
|
|
159,075
|
|
|
|
742,268
|
|
|
|
602,765
|
|
|
Sales and marketing
|
|
|
81,347
|
|
|
|
64,820
|
|
|
|
276,312
|
|
|
|
224,054
|
|
|
General and administrative
|
|
|
51,158
|
|
|
|
39,913
|
|
|
|
192,310
|
|
|
|
150,401
|
|
|
Amortization of acquisition-related intangible assets
|
|
|
1,956
|
|
|
|
2,369
|
|
|
|
11,155
|
|
|
|
9,045
|
|
|
Impairment of acquisition-related intangible assets
|
|
―
|
|
|
|
860
|
|
|
|
83,228
|
|
|
|
860
|
|
|
Total operating expenses
|
|
|
349,742
|
|
|
|
267,037
|
|
|
|
1,305,273
|
|
|
|
987,125
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
507,413
|
|
|
|
335,975
|
|
|
|
1,562,210
|
|
|
|
696,095
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense), net
|
|
|
(12,171
|
)
|
|
|
(12,971
|
)
|
|
|
(46,061
|
)
|
|
|
(69,179
|
)
|
|
Income before income taxes
|
|
|
495,242
|
|
|
|
323,004
|
|
|
|
1,516,149
|
|
|
|
626,916
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for income taxes
|
|
|
157,462
|
|
|
|
109,461
|
|
|
|
473,492
|
|
|
|
209,512
|
|
|
Net income
|
|
$
|
337,780
|
|
|
$
|
213,543
|
|
|
$
|
1,042,657
|
|
|
$
|
417,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
1.50
|
|
|
$
|
0.88
|
|
|
$
|
4.44
|
|
|
$
|
1.72
|
|
|
Diluted
|
|
$
|
1.45
|
|
|
$
|
0.87
|
|
|
$
|
4.34
|
|
|
$
|
1.70
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in computing net income per share:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
225,252
|
|
|
|
241,451
|
|
|
|
234,886
|
|
|
|
242,076
|
|
|
Diluted
|
|
|
232,812
|
|
|
|
244,161
|
|
|
|
240,236
|
|
|
|
245,253
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SanDisk Corporation
|
|
Reconciliation of Preliminary GAAP to Non-GAAP Operating Results (1)
|
|
(in thousands, except per share data, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 29, 2013
|
|
December 30, 2012
|
|
December 29, 2013
|
|
December 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
SUMMARY RECONCILIATION OF NET INCOME
|
|
|
|
|
|
|
|
|
|
GAAP NET INCOME
|
|
$
|
337,780
|
|
|
$
|
213,543
|
|
|
$
|
1,042,657
|
|
|
$
|
417,404
|
|
|
Share-based compensation (a)
|
|
|
27,431
|
|
|
|
19,160
|
|
|
|
99,756
|
|
|
|
78,443
|
|
|
Amortization of acquisition-related intangible assets (b)
|
|
|
21,572
|
|
|
|
12,199
|
|
|
|
60,687
|
|
|
|
51,587
|
|
|
Impairment of acquisition-related intangible assets (c)
|
|
|
-
|
|
|
|
860
|
|
|
|
83,228
|
|
|
|
860
|
|
|
Convertible debt interest (d)
|
|
|
17,402
|
|
|
|
23,036
|
|
|
|
67,604
|
|
|
|
89,963
|
|
|
Income tax adjustments (e)
|
|
|
(13,840
|
)
|
|
|
(11,582
|
)
|
|
|
(86,971
|
)
|
|
|
(55,848
|
)
|
|
NON-GAAP NET INCOME
|
|
$
|
390,345
|
|
|
$
|
257,216
|
|
|
$
|
1,266,961
|
|
|
$
|
582,409
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP COST OF REVENUES
|
|
$
|
870,703
|
|
|
$
|
938,491
|
|
|
$
|
3,302,520
|
|
|
$
|
3,369,289
|
|
|
Share-based compensation (a)
|
|
|
(2,940
|
)
|
|
|
(2,070
|
)
|
|
|
(9,820
|
)
|
|
|
(7,459
|
)
|
|
Amortization of acquisition-related intangible assets (b)
|
|
|
(19,616
|
)
|
|
|
(9,830
|
)
|
|
|
(49,532
|
)
|
|
|
(42,542
|
)
|
|
NON-GAAP COST OF REVENUES
|
|
$
|
848,147
|
|
|
$
|
926,591
|
|
|
$
|
3,243,168
|
|
|
$
|
3,319,288
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP GROSS PROFIT
|
|
$
|
857,155
|
|
|
$
|
603,012
|
|
|
$
|
2,867,483
|
|
|
$
|
1,683,220
|
|
|
Share-based compensation (a)
|
|
|
2,940
|
|
|
|
2,070
|
|
|
|
9,820
|
|
|
|
7,459
|
|
|
Amortization of acquisition-related intangible assets (b)
|
|
|
19,616
|
|
|
|
9,830
|
|
|
|
49,532
|
|
|
|
42,542
|
|
|
NON-GAAP GROSS PROFIT
|
|
$
|
879,711
|
|
|
$
|
614,912
|
|
|
$
|
2,926,835
|
|
|
$
|
1,733,221
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP RESEARCH AND DEVELOPMENT EXPENSES
|
|
$
|
215,281
|
|
|
$
|
159,075
|
|
|
$
|
742,268
|
|
|
$
|
602,765
|
|
|
Share-based compensation (a)
|
|
|
(14,035
|
)
|
|
|
(9,981
|
)
|
|
|
(51,521
|
)
|
|
|
(41,010
|
)
|
|
NON-GAAP RESEARCH AND DEVELOPMENT EXPENSES
|
|
$
|
201,246
|
|
|
$
|
149,094
|
|
|
$
|
690,747
|
|
|
$
|
561,755
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP SALES AND MARKETING EXPENSES
|
|
$
|
81,347
|
|
|
$
|
64,820
|
|
|
$
|
276,312
|
|
|
$
|
224,054
|
|
|
Share-based compensation (a)
|
|
|
(5,380
|
)
|
|
|
(3,528
|
)
|
|
|
(19,193
|
)
|
|
|
(14,585
|
)
|
|
NON-GAAP SALES AND MARKETING EXPENSES
|
|
$
|
75,967
|
|
|
$
|
61,292
|
|
|
$
|
257,119
|
|
|
$
|
209,469
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP GENERAL AND ADMINISTRATIVE EXPENSES
|
|
$
|
51,158
|
|
|
$
|
39,913
|
|
|
$
|
192,310
|
|
|
$
|
150,401
|
|
|
Share-based compensation (a)
|
|
|
(5,076
|
)
|
|
|
(3,581
|
)
|
|
|
(19,222
|
)
|
|
|
(15,389
|
)
|
|
NON-GAAP GENERAL AND ADMINISTRATIVE EXPENSES
|
|
$
|
46,082
|
|
|
$
|
36,332
|
|
|
$
|
173,088
|
|
|
$
|
135,012
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP TOTAL OPERATING EXPENSES
|
|
$
|
349,742
|
|
|
$
|
267,037
|
|
|
$
|
1,305,273
|
|
|
$
|
987,125
|
|
|
Share-based compensation (a)
|
|
|
(24,491
|
)
|
|
|
(17,090
|
)
|
|
|
(89,936
|
)
|
|
|
(70,984
|
)
|
|
Amortization of acquisition-related intangible assets (b)
|
|
|
(1,956
|
)
|
|
|
(2,369
|
)
|
|
|
(11,155
|
)
|
|
|
(9,045
|
)
|
|
Impairment of acquisition-related intangible assets (c)
|
|
|
-
|
|
|
|
(860
|
)
|
|
|
(83,228
|
)
|
|
|
(860
|
)
|
|
NON-GAAP TOTAL OPERATING EXPENSES
|
|
$
|
323,295
|
|
|
$
|
246,718
|
|
|
$
|
1,120,954
|
|
|
$
|
906,236
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP OPERATING INCOME
|
|
$
|
507,413
|
|
|
$
|
335,975
|
|
|
$
|
1,562,210
|
|
|
$
|
696,095
|
|
|
Cost of revenues adjustments (a) (b)
|
|
|
22,556
|
|
|
|
11,900
|
|
|
|
59,352
|
|
|
|
50,001
|
|
|
Operating expense adjustments (a) (b) (c)
|
|
|
26,447
|
|
|
|
20,319
|
|
|
|
184,319
|
|
|
|
80,889
|
|
|
NON-GAAP OPERATING INCOME
|
|
$
|
556,416
|
|
|
$
|
368,194
|
|
|
$
|
1,805,881
|
|
|
$
|
826,985
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP OTHER INCOME (EXPENSE), NET
|
|
$
|
(12,171
|
)
|
|
$
|
(12,971
|
)
|
|
$
|
(46,061
|
)
|
|
$
|
(69,179
|
)
|
|
Convertible debt interest (d)
|
|
|
17,402
|
|
|
|
23,036
|
|
|
|
67,604
|
|
|
|
89,963
|
|
|
NON-GAAP OTHER INCOME (EXPENSE), NET
|
|
$
|
5,231
|
|
|
$
|
10,065
|
|
|
$
|
21,543
|
|
|
$
|
20,784
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP NET INCOME
|
|
$
|
337,780
|
|
|
$
|
213,543
|
|
|
$
|
1,042,657
|
|
|
$
|
417,404
|
|
|
Cost of revenues adjustments (a) (b)
|
|
|
22,556
|
|
|
|
11,900
|
|
|
|
59,352
|
|
|
|
50,001
|
|
|
Operating expense adjustments (a) (b) (c)
|
|
|
26,447
|
|
|
|
20,319
|
|
|
|
184,319
|
|
|
|
80,889
|
|
|
Other income (expense) adjustments (d)
|
|
|
17,402
|
|
|
|
23,036
|
|
|
|
67,604
|
|
|
|
89,963
|
|
|
Income tax adjustments (e)
|
|
|
(13,840
|
)
|
|
|
(11,582
|
)
|
|
|
(86,971
|
)
|
|
|
(55,848
|
)
|
|
NON-GAAP NET INCOME
|
|
$
|
390,345
|
|
|
$
|
257,216
|
|
|
$
|
1,266,961
|
|
|
$
|
582,409
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
1.45
|
|
|
$
|
0.87
|
|
|
$
|
4.34
|
|
|
$
|
1.70
|
|
|
Non-GAAP
|
|
$
|
1.71
|
|
|
$
|
1.05
|
|
|
$
|
5.31
|
|
|
$
|
2.38
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in computing diluted net income per share:
|
|
|
|
|
|
|
|
|
GAAP
|
|
|
232,812
|
|
|
|
244,161
|
|
|
|
240,236
|
|
|
|
245,253
|
|
|
Non-GAAP (f)
|
|
|
228,829
|
|
|
|
244,081
|
|
|
|
238,419
|
|
|
|
245,199
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SanDisk Corporation
|
|
Reconciliation of Preliminary GAAP to Non-GAAP Operating Results (1)
|
|
(in thousands, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
|
December 29, 2013
|
|
December 30, 2012
|
|
December 29, 2013
|
|
December 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
SUMMARY RECONCILIATION OF DILUTED SHARES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
232,812
|
|
|
244,161
|
|
|
240,236
|
|
|
245,253
|
|
|
Adjustments for share-based compensation
|
|
358
|
|
|
(80
|
)
|
|
271
|
|
|
(54
|
)
|
|
Offsetting shares from call option
|
|
(4,341
|
)
|
|
-
|
|
|
(2,088
|
)
|
|
-
|
|
|
Non-GAAP (f)
|
|
228,829
|
|
|
244,081
|
|
|
238,419
|
|
|
245,199
|
|
|
(1)
|
|
To supplement our condensed consolidated financial statements
presented in accordance with generally accepted accounting
principles (GAAP), we use non-GAAP measures of operating results,
net income and 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 our current financial performance and our
prospects for the future. Specifically, we believe the non-GAAP
results provide useful information to both management and investors
as these non-GAAP results exclude certain expenses, gains and losses
that we believe are not indicative of our core operating results and
because they are consistent with the financial models and estimates
published by many analysts who follow us. For example, because the
non-GAAP results exclude the expenses we recorded for share-based
compensation, amortization of acquisition-related intangible assets
related to acquisitions of Matrix Semiconductor, Inc. in January
2006, Pliant Technology, Inc. in May 2011, FlashSoft Corporation in
February 2012, Schooner Information Technology, Inc. in June 2012
and SMART Storage Systems in August 2013, impairment of
acquisition-related intangible assets, non-cash economic interest
expense associated with the convertible debt and related tax
adjustments, we believe the inclusion of non-GAAP financial measures
provides consistency in our financial reporting. In addition, our
non-GAAP diluted shares include the impact of the call option which,
when exercised, will offset the issuance of dilutive shares from the
1.5% Sr. Convertible Notes due 2017, while the GAAP diluted shares
exclude the anti-dilutive impact of this call option. These non-GAAP
results are some of the primary indicators management uses for
assessing our performance, allocating resources and planning and
forecasting future periods. Further, management uses non-GAAP
information that excludes certain non-cash charges, such as
amortization of acquisition-related intangible assets, impairment of
acquisition-related intangible assets, share-based compensation,
non-cash economic interest expense associated with the convertible
debt and related tax adjustments, as these non-GAAP charges do not
reflect the cash operating results of the business or the ongoing
results. These measures should be considered in addition to results
prepared in accordance with GAAP, but should not be considered a
substitute for, or superior to, GAAP results. These non-GAAP
measures may be different than the non-GAAP measures used by other
companies.
|
|
|
|
|
|
(a)
|
|
Share-based compensation expense.
|
|
|
|
|
|
(b)
|
|
Amortization of acquisition-related intangible assets, primarily
core technology, developed technology, customer relationships and
trademarks related to the acquisitions of Matrix Semiconductor, Inc.
(January 2006), Pliant Technology, Inc. (May 2011), FlashSoft
Corporation (February 2012), Schooner Information Technology, Inc.
(June 2012) and SMART Storage Systems (August 2013).
|
|
|
|
|
|
(c)
|
|
Impairment of acquisition-related intangible assets and in-process
research and development related to the Schooner Information
Technology, Inc. and Pliant Technology, Inc. acquisitions.
|
|
|
|
|
|
(d)
|
|
Incremental interest expense relating to the non-cash economic
interest expense associated with the 1% Sr. Convertible Notes due
2013, 1.5% Sr. Convertible Notes due 2017, and 0.5% Sr. Convertible
Notes due 2020.
|
|
|
|
|
|
(e)
|
|
Income taxes associated with certain non-GAAP to GAAP adjustments.
|
|
|
|
|
|
(f)
|
|
Non-GAAP diluted shares include the impact of offsetting shares from
the call option related to the 1.5% Sr. Convertible Notes due 2017
and the impact of share-based compensation.
|
|
|
|
|
|
SanDisk Corporation
|
|
Preliminary Condensed Consolidated Balance Sheets
|
|
(in thousands, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 29, 2013
|
|
December 30, 2012
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
986,246
|
|
|
$
|
995,470
|
|
|
Short-term marketable securities
|
|
|
1,919,611
|
|
|
|
1,880,034
|
|
|
Accounts receivable, net
|
|
|
682,809
|
|
|
|
626,025
|
|
|
Inventory
|
|
|
756,975
|
|
|
|
750,075
|
|
|
Deferred taxes
|
|
|
138,192
|
|
|
|
93,877
|
|
|
Other current assets
|
|
|
166,885
|
|
|
|
260,879
|
|
|
Total current assets
|
|
|
4,650,718
|
|
|
|
4,606,360
|
|
|
|
|
|
|
|
|
Long-term marketable securities
|
|
|
3,179,471
|
|
|
|
2,835,931
|
|
|
Property and equipment, net
|
|
|
655,794
|
|
|
|
665,542
|
|
|
Notes receivable and investments in Flash Ventures
|
|
|
1,134,620
|
|
|
|
1,460,112
|
|
|
Deferred taxes
|
|
|
134,669
|
|
|
|
168,718
|
|
|
Goodwill
|
|
|
318,111
|
|
|
|
201,735
|
|
|
Intangible assets, net
|
|
|
247,904
|
|
|
|
246,919
|
|
|
Other non-current assets
|
|
|
167,430
|
|
|
|
153,810
|
|
|
Total assets
|
|
$
|
10,488,717
|
|
|
$
|
10,339,127
|
|
|
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable trade
|
|
$
|
282,582
|
|
|
$
|
254,459
|
|
|
Accounts payable to related parties
|
|
|
146,964
|
|
|
|
214,806
|
|
|
Convertible short-term debt
|
|
|
-
|
|
|
|
906,708
|
|
|
Other current accrued liabilities
|
|
|
509,732
|
|
|
|
257,539
|
|
|
Deferred income on shipments to distributors and retailers and
deferred revenue
|
|
|
291,302
|
|
|
|
248,155
|
|
|
Total current liabilities
|
|
|
1,230,580
|
|
|
|
1,881,667
|
|
|
|
|
|
|
|
|
Convertible long-term debt
|
|
|
1,985,363
|
|
|
|
789,913
|
|
|
Non-current liabilities
|
|
|
307,083
|
|
|
|
407,947
|
|
|
Total liabilities
|
|
|
3,523,026
|
|
|
|
3,079,527
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
Common stock
|
|
|
5,040,242
|
|
|
|
5,027,512
|
|
|
Retained earnings
|
|
|
2,004,089
|
|
|
|
2,071,268
|
|
|
Accumulated other comprehensive income (loss)
|
|
|
(76,459
|
)
|
|
|
165,121
|
|
|
Total stockholders' equity
|
|
|
6,967,872
|
|
|
|
7,263,901
|
|
|
Non-controlling interests
|
|
|
(2,181
|
)
|
|
|
(4,301
|
)
|
|
Total equity
|
|
|
6,965,691
|
|
|
|
7,259,600
|
|
|
Total liabilities and equity
|
|
$
|
10,488,717
|
|
|
$
|
10,339,127
|
|
|
|
|
|
|
|
|
SanDisk Corporation
|
|
Preliminary Condensed Consolidated Statements of Cash Flows
|
|
(in thousands, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Twelve months ended
|
|
|
|
December 29, 2013
|
|
December 30, 2012
|
|
December 29, 2013
|
|
December 30, 2012
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
337,780
|
|
|
$
|
213,543
|
|
|
$
|
1,042,657
|
|
|
$
|
417,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred taxes
|
|
|
(52,727
|
)
|
|
|
24,814
|
|
|
|
527
|
|
|
|
34,368
|
|
|
Depreciation
|
|
|
60,472
|
|
|
|
49,478
|
|
|
|
226,334
|
|
|
|
161,949
|
|
|
Amortization
|
|
|
65,775
|
|
|
|
64,273
|
|
|
|
237,731
|
|
|
|
254,352
|
|
|
Provision for doubtful accounts
|
|
|
1,669
|
|
|
|
1,382
|
|
|
|
2,167
|
|
|
|
1,452
|
|
|
Share-based compensation expense
|
|
|
27,431
|
|
|
|
19,160
|
|
|
|
99,756
|
|
|
|
78,443
|
|
|
Excess tax benefit from share-based plans
|
|
|
(7,299
|
)
|
|
|
(1,899
|
)
|
|
|
(27,198
|
)
|
|
|
(16,015
|
)
|
|
Impairment and other
|
|
|
(697
|
)
|
|
|
(3,094
|
)
|
|
|
75,561
|
|
|
|
(17,350
|
)
|
|
Other non-operating
|
|
|
(1,566
|
)
|
|
|
528
|
|
|
|
(792
|
)
|
|
|
9,424
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net
|
|
|
624
|
|
|
|
(124,151
|
)
|
|
|
(51,125
|
)
|
|
|
(68,070
|
)
|
|
Inventory
|
|
|
19,214
|
|
|
|
102,534
|
|
|
|
23,310
|
|
|
|
(71,260
|
)
|
|
Other assets
|
|
|
170,806
|
|
|
|
(119,966
|
)
|
|
|
147,713
|
|
|
|
(84,579
|
)
|
|
Accounts payable trade
|
|
|
(65,817
|
)
|
|
|
(63,888
|
)
|
|
|
16,377
|
|
|
|
(4,124
|
)
|
|
Accounts payable to related parties
|
|
|
(16,867
|
)
|
|
|
(11,330
|
)
|
|
|
(67,842
|
)
|
|
|
(61,469
|
)
|
|
Other liabilities
|
|
|
78,017
|
|
|
|
164,242
|
|
|
|
138,496
|
|
|
|
(104,671
|
)
|
|
Total adjustments
|
|
|
279,035
|
|
|
|
102,083
|
|
|
|
821,015
|
|
|
|
112,450
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
616,815
|
|
|
|
315,626
|
|
|
|
1,863,672
|
|
|
|
529,854
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of short and long-term marketable securities
|
|
|
(2,421,041
|
)
|
|
|
(1,228,496
|
)
|
|
|
(4,925,520
|
)
|
|
|
(3,178,660
|
)
|
|
Proceeds from sales of short and long-term marketable securities
|
|
|
576,178
|
|
|
|
613,799
|
|
|
|
3,701,528
|
|
|
|
2,197,302
|
|
|
Proceeds from maturities of short and long-term marketable securities
|
|
|
117,300
|
|
|
|
171,585
|
|
|
|
751,900
|
|
|
|
650,060
|
|
|
Acquisition of property and equipment, net
|
|
|
(42,700
|
)
|
|
|
(105,341
|
)
|
|
|
(213,415
|
)
|
|
|
(487,973
|
)
|
|
Investment in Flash Ventures
|
|
|
(12,342
|
)
|
|
―
|
|
|
|
(12,342
|
)
|
|
|
(50,439
|
)
|
|
Notes receivable issuances to Flash Ventures
|
|
|
(37,099
|
)
|
|
―
|
|
|
|
(37,099
|
)
|
|
|
(142,316
|
)
|
|
Notes receivable proceeds from Flash Ventures
|
|
|
51,377
|
|
|
|
153,413
|
|
|
|
124,765
|
|
|
|
511,289
|
|
|
Purchased technology and other assets
|
|
|
884
|
|
|
|
(3,755
|
)
|
|
|
(8,377
|
)
|
|
|
(4,000
|
)
|
|
Acquisitions, net of cash acquired
|
|
―
|
|
|
|
(212
|
)
|
|
|
(304,320
|
)
|
|
|
(69,629
|
)
|
|
Net cash used in investing activities
|
|
|
(1,767,443
|
)
|
|
|
(399,007
|
)
|
|
|
(922,880
|
)
|
|
|
(574,366
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance of convertible senior notes, net of issuance
costs
|
|
|
1,483,125
|
|
|
―
|
|
|
|
1,483,125
|
|
|
―
|
|
|
Purchase of convertible bond hedge
|
|
|
(331,650
|
)
|
|
―
|
|
|
|
(331,650
|
)
|
|
―
|
|
|
Proceeds from sale of warrants
|
|
|
217,800
|
|
|
―
|
|
|
|
217,800
|
|
|
―
|
|
|
Repayment of debt financing
|
|
―
|
|
|
―
|
|
|
|
(928,061
|
)
|
|
―
|
|
|
Distribution to non-controlling interests
|
|
―
|
|
|
―
|
|
|
|
(87
|
)
|
|
―
|
|
|
Proceeds from employee stock programs
|
|
|
59,992
|
|
|
|
8,532
|
|
|
|
266,044
|
|
|
|
86,302
|
|
|
Excess tax benefit from share-based plans
|
|
|
7,299
|
|
|
|
1,899
|
|
|
|
27,198
|
|
|
|
16,015
|
|
|
Dividends paid
|
|
|
(50,553
|
)
|
|
―
|
|
|
|
(101,191
|
)
|
|
―
|
|
|
Share repurchase program
|
|
|
(150,000
|
)
|
|
|
(38,577
|
)
|
|
|
(1,589,539
|
)
|
|
|
(230,081
|
)
|
|
Net cash received for share repurchase contracts
|
|
―
|
|
|
―
|
|
|
―
|
|
|
|
2,675
|
|
|
Net cash provided by (used in) financing activities
|
|
|
1,236,013
|
|
|
|
(28,146
|
)
|
|
|
(956,361
|
)
|
|
|
(125,089
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of changes in foreign currency exchange rates on cash
|
|
|
(1,904
|
)
|
|
|
(3,488
|
)
|
|
|
6,345
|
|
|
|
(2,425
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
83,481
|
|
|
|
(115,015
|
)
|
|
|
(9,224
|
)
|
|
|
(172,026
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period
|
|
|
902,765
|
|
|
|
1,110,485
|
|
|
|
995,470
|
|
|
|
1,167,496
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
986,246
|
|
|
$
|
995,470
|
|
|
$
|
986,246
|
|
|
$
|
995,470
|
|
Copyright Business Wire 2014