EXHIBIT 99.1
Safe Harbor
This announcement 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. These forward-looking statements include, but are not limited to, statements related to the company’s future financial performance, including expected revenue and earnings, price and product competition, customer demand for our products, and general market conditions. These forward-looking statements are based on information available to Seagate as of the date of this announcement. Current expectations, forecasts and assumptions involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of factors, some of which are beyond the company’s control. In particular, such risks and uncertainties include the impact of the acquisition of Maxtor on the company’s financial results, including without limitation due to charges associated with restructuring, purchase accounting and other related transaction costs, and due to shifting of customer demand to the company’s competitors or aggressive competitive pricing specially targeted to encourage such shifting; the impact of the variable demand and the aggressive pricing environment for disc drives, particularly in the near term as that may be impacted by delays in new operating system software and new gaming platform hardware systems; dependence on the company’s ability to successfully manufacture in increasing volumes on a cost-effective basis and with acceptable quality its current and new disc drive products; the impact of competitive product announcements and possible excess industry supply with respect to particular disc drive products, particularly now that there are no material limitations on disc drive component supply for our competitors; and the possibility that the combination of Seagate and Maxtor will not provide the anticipated benefits to the combined company on the projected timeline, if at all. Information concerning additional 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 as filed with the U.S. Securities and Exchange Commission on September 11, 2006. These forward-looking statements should not be relied upon as representing the company’s views as of any subsequent date and Seagate undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.
Quarterly Results
On October 24, 2006, Seagate reported quarterly revenue of $2.8 billion, net income of $59 million, and diluted earnings per share of $0.10 for the fiscal quarter ended September 29, 2006. The acquisition of Maxtor was completed on May 19, 2006, and the financial results announced today include a full quarter’s operating results of Maxtor. These financial results include accounting charges, other costs and related tax effects directly associated with the Maxtor acquisition of $82 million. These results compare to revenue of $2.09 billion, net income of $272 million and diluted earnings per share of $0.54 in the year-ago quarter. These quarterly results also reflect the adverse impact of the competitive pricing environment described below.
Pricing
The average selling price, on a blended basis, decreased approximately $4.00 from the June quarter. In aggregate, price decreases on a “like for like” product basis during the September quarter were in excess of 6%, which was in line with the company’s expectations at the beginning of the quarter.
Cash and Uses of Cash
We made capital investments of $227 million during the quarter ended September 29, 2006. During the December 2006 quarter, significant uses of cash are expected to include the previously-announced redemption of the Company’s $400 million principal amount of 8% Senior Notes and approximately $130 million of the $500 million of previously-disclosed cash expenditures anticipated as a result of the Maxtor acquisition.
For fiscal 2007, we expect capital investment to be approximately $1.15 billion, a reduction of approximately $150 million from our prior forecast. This reduction is primarily driven by process, test and yield improvements and, to some extent, utilization of equipment acquired from the Maxtor acquisition.
Inventory
Reported inventory as of September 29, 2006 was $939 million, with approximately $739 million related to Seagate products and $200 million for Maxtor products. The Seagate product inventory increased from the prior quarter by $102 million, with the increase primarily reflected in finished goods partially offset by decreases in raw materials and work in process.
Product Transition
Seagate is on track to complete the transition from Maxtor-designed products to Seagate products prior to December 2006, ahead of our original plans.
Dividend and Stock Repurchase
The board of directors has approved an increase in the quarterly dividend from $0.08 to $0.10 per share. The company has declared the quarterly dividend to be paid on or before November 17, 2006 to all common shareholders of record as of November 3, 2006.
During the quarter ended September 29, 2006, the company repurchased 6.7 million common shares worth approximately $150 million. The company has approximately $2.35 billion available under the current authorized stock repurchase program.
SEAGATE TECHNOLOGY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except per share data)
(Unaudited)
| | | | | | | | |
| | Three Months Ended | |
| | September 29, 2006 | | | September 30, 2005 | |
Revenue | | $ | 2,793 | | | $ | 2,088 | |
| | |
Cost of revenue | | | 2,351 | | | | 1,553 | |
Product development | | | 243 | | | | 180 | |
Marketing and administrative | | | 140 | | | | 86 | |
Amortization of intangibles | | | 11 | | | | — | |
Restructuring, net | | | (4 | ) | | | 4 | |
| | | | | | | | |
Total operating expenses | | | 2,741 | | | | 1,823 | |
| | | | | | | | |
Income from operations | | | 52 | | | | 265 | |
| | |
Interest income | | | 19 | | | | 15 | |
Interest expense | | | (20 | ) | | | (13 | ) |
Other, net | | | 3 | | | | 5 | |
| | | | | | | | |
Other income (expense), net | | | 2 | | | | 7 | |
| | | | | | | | |
Income before income taxes | | | 54 | | | | 272 | |
Provision for (benefit from) income taxes | | | (5 | ) | | | — | |
| | | | | | | | |
Net income | | $ | 59 | | | $ | 272 | |
| | | | | | | | |
Net income per share: | | | | | | | | |
Basic | | $ | 0.10 | | | $ | 0.57 | |
Diluted | | | 0.10 | | | | 0.54 | |
Number of shares used in per share calculations: | | | | | | | | |
Basic | | | 576 | | | | 479 | |
Diluted | | | 602 | | | | 506 | |
SEAGATE TECHNOLOGY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
| | | | | | |
| | September 29, 2006 | | June 30, 2006 (a) |
ASSETS | | | | | | |
Cash and cash equivalents | | $ | 1,856 | | $ | 910 |
Short-term investments | | | 797 | | | 823 |
Accounts receivable, net | | | 1,371 | | | 1,445 |
Inventories | | | 939 | | | 891 |
Other current assets | | | 315 | | | 264 |
| | | | | | |
Total Current Assets | | | 5,278 | | | 4,333 |
Property, equipment and leasehold improvements, net | | | 2,179 | | | 2,106 |
Goodwill | | | 2,488 | | | 2,475 |
Other intangible assets | | | 272 | | | 307 |
Other non-current assets | | | 343 | | | 323 |
| | | | | | |
Total Assets | | $ | 10,560 | | $ | 9,544 |
| | | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | |
Accounts payable | | $ | 1,448 | | $ | 1,692 |
Accrued employee compensation | | | 237 | | | 385 |
Accrued restructuring | | | 111 | | | 210 |
Accrued expenses, other | | | 710 | | | 648 |
Accrued income taxes | | | 67 | | | 72 |
Current portion of long-term debt | | | 731 | | | 330 |
| | | | | | |
Total Current Liabilities | | | 3,304 | | | 3,337 |
Accrued restructuring | | | 23 | | | 23 |
Other non-current liabilities | | | 332 | | | 332 |
Long-term debt, less current portion | | | 1,737 | | | 640 |
| | | | | | |
Total Liabilities | | | 5,396 | | | 4,332 |
| | |
Shareholders’ Equity | | | 5,164 | | | 5,212 |
| | | | | | |
Total Liabilities and Shareholders’ Equity | | $ | 10,560 | | $ | 9,544 |
| | | | | | |
(a) | The information in this column was derived from the Company’s audited consolidated balance sheet as of June 30, 2006. |
SEAGATE TECHNOLOGY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
| | | | | | | | |
| | Three Months Ended | |
| | September 29, 2006 | | | September 30, 2005 | |
OPERATING ACTIVITIES | | | | | | | | |
Net income | | $ | 59 | | | $ | 272 | |
Adjustments to reconcile net income to net cash from operating activities: | | | | | | | | |
Depreciation and amortization | | | 199 | | | | 137 | |
Stock-based compensation | | | 38 | | | | 16 | |
Tax benefit from exercise of stock options | | | — | | | | (5 | ) |
Other non-cash operating activities, net | | | (4 | ) | | | (2 | ) |
Changes in operating assets and liabilities: | | | | | | | | |
Current assets and liabilities | | | (505 | ) | | | (207 | ) |
Other assets and liabilities | | | 32 | | | | (5 | ) |
| | | | | | | | |
Net cash provided by (used in) operating activities | | | (181 | ) | | | 206 | |
| | | | | | | | |
INVESTING ACTIVITIES | | | | | | | | |
Acquisition of property, equipment and leasehold improvements | | | (227 | ) | | | (169 | ) |
Purchases of short-term investments | | | (305 | ) | | | (1,159 | ) |
Maturities and sales of short-term investments | | | 335 | | | | 1,284 | |
Acquisitions, net of cash acquired | | | — | | | | (15 | ) |
Other investing activities, net | | | (6 | ) | | | (57 | ) |
| | | | | | | | |
Net cash used in investing activities | | | (203 | ) | | | (116 | ) |
| | | | | | | | |
FINANCING ACTIVITIES | | | | | | | | |
Net proceeds from issuance of long-term debt | | | 1,477 | | | | — | |
Proceeds from exercise of employee stock options and employee stock purchase plan | | | 49 | | | | 28 | |
Dividends to shareholders | | | (46 | ) | | | (38 | ) |
Tax benefit from exercise of stock options | | | — | | | | 5 | |
Repurchases of common shares | | | (150 | ) | | | — | |
| | | | | | | | |
Net cash provided by (used) in financing activities | | | 1,330 | | | | (5 | ) |
| | | | | | | | |
Increase in cash and cash equivalents | | | 946 | | | | 85 | |
Cash and cash equivalents at the beginning of the period | | | 910 | | | | 746 | |
| | | | | | | | |
Cash and cash equivalents at the end of the period | | $ | 1,856 | | | $ | 831 | |
| | | | | | | | |