![]() Communications Meeting June 9, 2014 Exhibit 99.4 |
![]() 2 Forward-Looking Statements Important Additional Information Will Be Filed with the Securities and Exchange Commission This presentation contains forward-looking statements, which address a variety of subjects including, for example, the expected timetable for closing of the transaction between ADI and Hittite Microwave Corporation, the expected benefits and synergies of the transaction, and ADI’s expected product development and technical advances resulting from the transaction. Statements that are not historical facts, including statements about our beliefs and expectations, are forward- looking statements. Such statements are based on our current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: the closing of the transaction is subject to the tender of shares by Hittite Microwave Corporation stockholders representing at least a majority of the outstanding fully-diluted shares; the receipt of regulatory approvals, and other closing conditions, the non-satisfaction of which may delay or prevent the closing of the transaction; higher than expected or unexpected costs associated with or relating to the transaction; the expected benefits, synergies and growth prospects of the transaction may not be achieved in a timely manner, or at all; Hittite Microwave Corporation’s business may not be successfully integrated with ADI’s following the closing; and disruption from the transaction may adversely affect Hittite Microwave Corporation’s relationships with its customers, suppliers or employees. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to both ADI’s and Hittite Microwave Corporation’s filings with the Securities and Exchange Commission, including the risk factors contained in each of ADI’s and Hittite Microwave Corporation’s most recent Quarterly Reports on Form 10-Q. Forward-looking statements represent management’s current expectations and are inherently uncertain. Except as required by law, we do not undertake any obligation to update forward-looking statements made by us to reflect subsequent events or circumstances. This presentation is neither an offer to purchase nor a solicitation of an offer to sell shares of Hittite Microwave Corporation. At the time the tender offer is commenced, ADI will file with the Securities and Exchange Commission (“SEC”) and mail to Hittite Microwave Corporation’s stockholders a Tender Offer Statement and Hittite Microwave Corporation will file with the SEC and mail to its stockholders a Tender Offer Solicitation/Recommendation Statement in connection with the transaction. These documents will contain important information about ADI, Hittite Microwave Corporation, the transaction and other related matters. Investors and security holders are urged to read each of these documents carefully when they are available. Investors and security holders will be able to obtain free copies of the Tender Offer Statement, the Tender Offer Solicitation/Recommendation Statement and other documents filed with the SEC by ADI and Hittite Microwave Corporation through the website maintained by the SEC at www.sec.gov. In addition, investors and security holders will be able to obtain free copies of these documents from ADI or Hittite Microwave Corporation by contacting ADI’s Director of Investor Relations at Analog Devices, Inc., One Technology Way, Norwood, Massachusetts 02062; telephone: 781-461-3282 or by contacting Hittite Microwave Corporation’s Chief Financial Officer at Hittite Microwave Corporation, 2 Elizabeth Drive Chelmsford, Massachusetts 01824; telephone: 978-250-3343. |
![]() Why are we here? Hittite is an extremely successful business that has been built through the hard work and dedication of its employees for 29 years We should all be proud of what has been created and the role that we and others who have moved on played in creating this business 3 |
![]() Today’s Announcement ADI announced its intent to acquire Hittite ADI will offer our shareholders $78 per share for Hittite stock After the tender offer is complete and regulatory approvals have been received, Hittite will become a part of ADI near the end of July 4 |
![]() Analog Devices, Inc. (ADI) Highlights 5 * Financial data based on FY2012 Long History Innovation Centric Diverse Business Dedicated Workforce |
![]() ADI Strategy 6 Diversify Across Industrial, Automotive & Communications Lead in Signal Processing Technology Converter Leader High Performance Amplifier Leader Sustain Growth, High Profits & Strong Balance Sheet |
![]() ADI + Hittite 7 ELECTROMAGNETIC FREQUENCY SPECTRUM Magnetic Resonance Imaging (MRI) Wireless Data, Toll Tags Cellular 2G, 3G, 4G CATV & Cable Modem RFID, Telematics GPS DVB, Satellite Radio WiMAX Wireless LAN Access Points Test Equipment Short Haul SDH / PDH Radio Links Satellite Payload Comms & Telemetry Consumer & Industrial VSAT 24G Advanced Driver Assistance Systems Scientific Imaging & Measurement SATCOM Terminal Eband Pt-to-Pt Systems 77G Advanced Driver Assistance Systems VBand Pt-to-Pt Systems Military Radar & Counter- Measures DBS, Industrial Imaging 5G Comms Radio Wave Microwave Millimeter Wave 0 GHz 6 GHz 20 GHz 110 GHz COMBINED CAPABILITIES |
![]() Cellular infrastructure Microwave Broadband Fiber Optic Networks Communications Infrastructure Test and Measurement Aerospace Defense Industrial Advanced Driver Assistance Systems Automotive ADI + Hittite Expands Opportunities within Industrial, Communications, and Automotive Strong technology and expertise Highly sophisticated solutions earn high profits Expands addressable market 8 |
![]() At closing, we will combine the Hittite and ADI teams into a new RF Business Unit, becoming part of the ADI Product and Technology Group 9 Analog Devices Functional Leaders Sales Manuf Analog Mixed Signal Gorken Guven RF/MW Greg Henderson ADI RF Group RF Business Unit Rick Hess WW Sales WW Manuf Finance & Admin Finance & Admin Current Analog Devices Current Hittite Mktg Mktg Modules, Subsystems, Space Bryan Goldstein |
![]() ADI + Hittite Adds significant revenue growth in key markets by expanding frequency coverage Creates significant scale Provides the technology and expertise required to address mega trend of ubiquitous connectivity 10 |
![]() ADI + Hittite: What’s Next? For All Employees of Hittite and ADI Business as usual. Until the acquisition closes, we are separate companies operating independently Intranet Postings will keep you updated when new information comes available Reach out to your manager or vice president for further discussion In Terms of the Integration Process Assembling teams of Hittite and ADI employees to develop a comprehensive plan that leverages all of our strengths, both Hittite and ADI Expect most functional teams will provide more information after the acquisition is complete (targeted for the end of July 2014) 11 |
![]() Transfer ownership of assets Consolidate business operations Agreements on pricing Agreements on product/service offerings Agreements to restructure customer or supplier relationships In addition, we each have non-disclosure obligations in our arrangements with third parties, such as suppliers and customers. Continue to follow your current policies regarding business relationships and when in doubt, consult your manager or vice president for guidance. Call your customers and convey how they will benefit from the acquisition, but make clear its business as usual until closing Continue to close business to meet or exceed sales targets Compete aggressively against ADI just as you would have before today Participate in transition activities as directed by management Contact your manager or vice president for guidance when questions arise. Do’s and Don’ts During This Period While regulatory review is pending, ADI and Hittite remain competitors and must conduct their business as usual |
![]() Compensation In the New Organization Our cash compensation will not change as we join Analog Devices No change to base pay or your opportunity for an increase on your service anniversary No change to your opportunity to earn rewards through our bonus plans Over time, we’ll be moving to Analog Devices’ benefits plans Both companies provide excellent benefits coverage We’ll stay on our current plans through the end of the year Your Hittite service will count toward any benefit programs with service requirements One immediate change in US benefits is we join the Analog Devices’ 401K plan at closing…enjoying a larger company contribution of up to 8% and immediate vesting of Hittite’s matching contributions The value of any unvested Hittite stock will be converted at $78 per share to the same value in Analog Devices awards at closing and will maintain your current vesting schedule In the weeks to come, we’ll be sharing additional details 13 |
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![]() Thank You June 9, 2014 |
![]() 16 Questions |