Document and Company Informatio
Document and Company Information (USD $) | |||
12 Months Ended
Nov. 27, 2009 | Jun. 15, 2010
| May. 29, 2009
| |
Document and Company Information [Abstract] | |||
Entity Registrant Name | ADOBE SYSTEMS INC | ||
Entity Central Index Key | 0000796343 | ||
Document Type | 10-K | ||
Document Period End Date | 2009-11-27 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --11-27 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $12,843,687,113 | ||
Entity Common Stock, Shares Outstanding | 524,119,635 |
Consolidated Balance Sheets
Consolidated Balance Sheets (USD $) | ||
In Thousands | Nov. 27, 2009
| Nov. 28, 2008
|
Current assets: | ||
Cash and cash equivalents | $999,487 | $886,450 |
Short-term investments | 904,986 | 1,132,752 |
Trade receivables, net of allowances for doubtful accounts of $15,225 and $4,128, respectively | 410,879 | 467,234 |
Deferred income taxes | 77,417 | 110,713 |
Prepaid expenses and other current assets | 80,855 | 137,954 |
Total current assets | 2,473,624 | 2,735,103 |
Property and equipment, net | 388,132 | 313,037 |
Goodwill | 3,494,589 | 2,134,730 |
Purchased and other intangibles, net | 527,388 | 214,960 |
Investment in lease receivable | 207,239 | 207,239 |
Other assets | 191,265 | 216,529 |
Total assets | 7,282,237 | 5,821,598 |
Current liabilities: | ||
Trade payables | 58,904 | 55,840 |
Accrued expenses | 419,646 | 399,969 |
Accrued restructuring | 37,793 | 35,690 |
Income taxes payable | 46,634 | 27,136 |
Deferred revenue | 281,576 | 243,964 |
Total current liabilities | 844,553 | 762,599 |
Long-term liabilities: | ||
Debt | 1,000,000 | 350,000 |
Deferred revenue | 36,717 | 31,356 |
Accrued restructuring | 6,921 | 6,214 |
Income taxes payable | 223,528 | 123,182 |
Deferred income taxes | 252,486 | 117,328 |
Other liabilities | 27,464 | 20,565 |
Total liabilities | 2,391,669 | 1,411,244 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 2,000 shares authorized; none issued | 0 | 0 |
Common stock, $0.0001 par value; 900,000 shares authorized; 600,834 shares issued; 522,657 and 526,111 shares outstanding, respectively | 61 | 61 |
Additional paid-in-capital | 2,390,061 | 2,396,819 |
Retained earnings | 5,299,914 | 4,913,406 |
Accumulated other comprehensive income | 24,446 | 57,222 |
Treasury stock, at cost (78,177 and 74,723 shares, respectively), net of re-issuances | (2,823,914) | (2,957,154) |
Total stockholders' equity | 4,890,568 | 4,410,354 |
Total liabilities and stockholders' equity | $7,282,237 | $5,821,598 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | ||
In Thousands | Nov. 27, 2009
| Nov. 28, 2008
|
Current assets: | ||
Allowances for doubtful accounts | $15,225 | $4,128 |
Stockholders' equity: | ||
Preferred stock, par value | 0.0001 | 0.0001 |
Preferred stock, shares authorized | 2,000 | 2,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | 0.0001 | 0.0001 |
Common stock, shares authorized | 900,000 | 900,000 |
Common stock, shares issued | 600,834 | 600,834 |
Common stock, shares outstanding | 522,657 | 526,111 |
Treasury stock, shares | 78,177 | 74,723 |
Consolidated Statements of Inco
Consolidated Statements of Income (USD $) | |||
In Thousands, except Per Share data | 12 Months Ended
Nov. 27, 2009 | 12 Months Ended
Nov. 28, 2008 | 12 Months Ended
Nov. 30, 2007 |
Revenue: | |||
Products | $2,759,391 | $3,396,542 | $3,019,524 |
Services and support | 186,462 | 183,347 | 138,357 |
Total revenue | 2,945,853 | 3,579,889 | 3,157,881 |
Cost of revenue: | |||
Products | 228,897 | 266,389 | 270,818 |
Services and support | 67,835 | 96,241 | 83,876 |
Total cost of revenue | 296,732 | 362,630 | 354,694 |
Gross profit | 2,649,121 | 3,217,259 | 2,803,187 |
Operating expenses: | |||
Research and development | 565,141 | 662,057 | 613,242 |
Sales and marketing | 981,903 | 1,089,341 | 984,388 |
General and administrative | 298,749 | 337,291 | 274,982 |
Restructuring charges | 41,260 | 32,053 | 555 |
Amortization of purchased intangibles and incomplete technology | 71,555 | 68,246 | 72,435 |
Total operating expenses | 1,958,608 | 2,188,988 | 1,945,602 |
Operating income | 690,513 | 1,028,271 | 857,585 |
Non-operating income (expense): | |||
Interest and other income, net | 31,380 | 43,847 | 82,724 |
Interest expense | (3,407) | (10,019) | (253) |
Investment gains (losses), net | (16,966) | 16,409 | 7,134 |
Total non-operating income (expense), net | 11,007 | 50,237 | 89,605 |
Income before income taxes | 701,520 | 1,078,508 | 947,190 |
Provision for income taxes | 315,012 | 206,694 | 223,383 |
Net income | $386,508 | $871,814 | $723,807 |
Basic net income per share | 0.74 | 1.62 | 1.24 |
Shares used in computing basic income per share | 524,470 | 539,373 | 584,203 |
Diluted net income per share | 0.73 | 1.59 | 1.21 |
Shares used in computing diluted income per share | 530,610 | 548,553 | 598,775 |
Consolidated Statements of Equi
Consolidated Statements of Equity and Comprehensive Income (USD $) | ||||
In Thousands | 12 Months Ended
Nov. 27, 2009 | 12 Months Ended
Nov. 28, 2008 | 12 Months Ended
Nov. 30, 2007 | Dec. 01, 2006
|
Beginning Balance | $4,410,354 | $4,649,982 | $5,151,876 | |
Comprehensive Income | ||||
Net income | 386,508 | 871,814 | 723,807 | |
Other comprehensive income, net of taxes | (32,776) | 29,274 | 21,604 | |
Total comprehensive income, net of taxes | 353,732 | 901,088 | 745,411 | |
Re-issuance of treasury stock under stock compensation plans | 179,566 | 319,165 | 516,087 | |
Tax benefit from employee stock option plans | 44,381 | 90,360 | 66,966 | |
Purchase of treasury stock | (350,014) | (1,722,715) | (1,951,527) | |
Equity awards assumed for acquisition | 84,968 | 0 | 0 | |
Stock-based compensation | 167,581 | 172,474 | 149,987 | |
Adjustment to the valuation of Macromedia assumed options | (28,818) | |||
Ending Balance | 4,890,568 | 4,410,354 | 4,649,982 | 5,151,876 |
Common Stock | ||||
Beginning Balance | 61 | 61 | 61 | |
Beginning Balance, Shares | 600,834 | 600,834 | 600,834 | |
Comprehensive Income | ||||
Ending Balance | 61 | 61 | 61 | 61 |
Ending Balance, Shares | 600,834 | 600,834 | 600,834 | 600,834 |
Additional Paid-in Capital | ||||
Beginning Balance | 2,396,819 | 2,340,969 | 2,451,610 | |
Comprehensive Income | ||||
Re-issuance of treasury stock under stock compensation plans | (303,688) | (206,984) | (298,776) | |
Tax benefit from employee stock option plans | 44,381 | 90,360 | 66,966 | |
Equity awards assumed for acquisition | 84,968 | |||
Stock-based compensation | 167,581 | 172,474 | 149,987 | |
Adjustment to the valuation of Macromedia assumed options | (28,818) | |||
Ending Balance | 2,390,061 | 2,396,819 | 2,340,969 | 2,451,610 |
Treasury Stock | ||||
Beginning Balance | (2,957,154) | (1,760,588) | (623,924) | |
Beginning Balance, Shares | (74,723) | (29,425) | (13,608) | |
Comprehensive Income | ||||
Re-issuance of treasury stock under stock compensation plans | 483,254 | 526,149 | 814,863 | |
Re-issuance of treasury stock under stock compensation plans, Shares | 11,777 | 12,994 | 23,918 | |
Purchase of treasury stock | (350,014) | (1,722,715) | (1,951,527) | |
Purchase of treasury stock, Shares | (15,231) | (58,292) | (39,735) | |
Ending Balance | (2,823,914) | (2,957,154) | (1,760,588) | (623,924) |
Ending Balance, Shares | (78,177) | (74,723) | (29,425) | (13,608) |
Retained Earnings | ||||
Beginning Balance | 4,913,406 | 4,041,592 | 3,317,785 | |
Comprehensive Income | ||||
Net income | 386,508 | 871,814 | 723,807 | |
Ending Balance | 5,299,914 | 4,913,406 | 4,041,592 | 3,317,785 |
Accumulated Other Comprehensive Income | ||||
Beginning Balance | 57,222 | 27,948 | 6,344 | |
Comprehensive Income | ||||
Other comprehensive income, net of taxes | (32,776) | 29,274 | 21,604 | |
Ending Balance | $24,446 | $57,222 | $27,948 | $6,344 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (USD $) | |||
In Thousands | 12 Months Ended
Nov. 27, 2009 | 12 Months Ended
Nov. 28, 2008 | 12 Months Ended
Nov. 30, 2007 |
Cash flows from operating activities: | |||
Net income | $386,508 | $871,814 | $723,807 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, amortization and accretion | 282,423 | 270,269 | 315,464 |
Stock-based compensation | 167,581 | 172,474 | 149,987 |
Deferred income taxes | 49,590 | 46,584 | 58,385 |
Unrealized losses (gains) on investments | 11,623 | (17,377) | (6,776) |
Tax benefit from employee stock option plans | 44,381 | 90,360 | 55,074 |
Other non-cash items | 4,434 | 4,784 | (176) |
Excess tax benefits from stock-based compensation | (11,980) | (31,983) | (85,050) |
Changes in operating assets and liabilities, net of acquired assets and assumed liabilities: | |||
Trade receivables, net | 172,287 | (153,386) | 46,332 |
Prepaid expenses and other current assets | 21,814 | (5,584) | 6,418 |
Trade payables | (13,601) | 14,078 | 3,518 |
Accrued expenses | (53,320) | (13,904) | 83,281 |
Accrued restructuring | (8,446) | 24,330 | (13,796) |
Income taxes payable | 109,620 | (57,656) | 61,448 |
Deferred revenue | (45,142) | 65,879 | 43,137 |
Net cash provided by operating activities | 1,117,772 | 1,280,682 | 1,441,053 |
Cash flows from investing activities: | |||
Purchases of short-term investments | (1,307,366) | (2,381,533) | (2,503,147) |
Maturities of short-term investments | 464,031 | 1,568,874 | 516,839 |
Proceeds from sales of short-term investments | 1,057,176 | 717,076 | 2,457,347 |
Purchases of property and equipment | (119,592) | (111,792) | (132,075) |
Acquisitions, net of cash acquired | (1,582,669) | (3,584) | (75,528) |
Purchases of long-term investments and other assets | (29,143) | (124,469) | (111,939) |
Investment in lease receivable | 0 | 0 | (80,439) |
Issuance costs for credit facility | 0 | 0 | (856) |
Proceeds from sale of long-term investments | 17,696 | 30,747 | 11,342 |
Other | 2,771 | 0 | 0 |
Net cash (used for) provided by investing activities | (1,497,096) | (304,681) | 81,544 |
Cash flows from financing activities: | |||
Purchases of treasury stock | (350,013) | (1,722,715) | (1,951,527) |
Proceeds from issuance of treasury stock | 179,566 | 319,165 | 516,087 |
Excess tax benefits from stock-based compensation | 11,980 | 31,983 | 85,050 |
Proceeds from borrowings on credit facility | 650,000 | 800,000 | 0 |
Repayments of borrowings on credit facility | 0 | (450,000) | 0 |
Repayments of acquired debt | (13,875) | 0 | 0 |
Net cash provided by (used for) financing activities | 477,658 | (1,021,567) | (1,350,390) |
Effect of foreign currency exchange rates on cash and cash equivalents | 14,703 | (14,406) | 1,715 |
Net increase (decrease) in cash and cash equivalents | 113,037 | (59,972) | 173,922 |
Cash and cash equivalents at beginning of year | 886,450 | 946,422 | 772,500 |
Cash and cash equivalents at end of year | 999,487 | 886,450 | 946,422 |
Supplemental disclosures: | |||
Cash paid for income taxes, net of refunds | 105,158 | 126,299 | 55,236 |
Cash paid for interest | 2,088 | 9,604 | 0 |
Non-cash investing activities: | |||
Issuance of common stock and stock awards assumed in business acquisitions | $84,968 | $0 | $0 |
Significant Accounting Policies
Significant Accounting Policies | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Significant Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 1. SIGNIFICANT ACCOUNTING POLICIES Operations Founded in 1982, Adobe Systems Incorporated is one of the largest and most diversified software companies in the world. We offer a line of creative, business, Web and mobile software and services used by creative professionals, knowledge workers, consumers, original equipment manufacturers (OEMs), developers and enterprises for creating, managing, delivering, optimizing and engaging with compelling content and experiences across multiple operating systems, devices and media. We distribute our products through a network of distributors, value-added resellers (VARs), systems integrators, independent software vendors (ISVs) and OEMs, direct to end users and through our own Website at www.adobe.com. We also license our technology to hardware manufacturers, software developers and service providers, and we offer integrated software solutions to businesses of all sizes. We have operations in the Americas, Europe, Middle East and Africa (EMEA) and Asia. Our software runs on personal computers with Microsoft Windows, Apple Mac OS, Linux, UNIX and various non-PC platforms, depending on the product. Basis of Presentation The accompanying Consolidated Financial Statements include those of Adobe and its subsidiaries, after elimination of all intercompany accounts and transactions. We have prepared the accompanying Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Use of Estimates In preparation of consolidated financial statements and related disclosures in conformity with GAAP and pursuant to the rules and regulations of the SEC, we must make estimates and judgments that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Estimates are used for, but not limited to sales allowances and programs, bad debts, stock-based compensation, allocation of purchase price allocations, excess inventory and purchase commitments, restructuring costs, facilities lease losses, impairment of goodwill and intangible assets, litigation, income taxes and investments. Actual results may differ materially from these estimates. Fiscal Year Our fiscal year is a 52- or 53-week year that ends on the Friday closest to November30. Fiscal years 2009, 2008 and 2007 were all 52 weeks. Reclassification Certain prior year amounts have been reclassified to conform to current year presentation in the Consolidated Statements of Cash Flows. The previously reported classifications of net cash provided by (used for) operating activities, investing activities and financing activities for any period presented were not affected by these reclassifications. Allowance for Doubtful Accounts We maintain an allowance for doubtful accounts which reflects our best estimate of potentially uncollectible trade receivables. We regularly review our trade receivables allowances by considering such factors as historical experience, credit-worthiness, the age of the trade receivable balances and cur |
Acquisitions
Acquisitions | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Acquisitions [Abstract] | |
ACQUISITIONS | NOTE 2. ACQUISITIONS Fiscal 2009 Acquisitions On October23, 2009, we completed the acquisition of Omniture, Inc. (Omniture), an industry leader in Web analytics and online business optimization based in Orem, Utah, for approximately $1.8billion. Under the terms of the agreement, we completed our tender offer to acquire all of the outstanding shares of Omniture common stock at a price of $21.50 per share, net to the seller in cash, without interest. Acquiring Omniture accelerates our strategy of delivering more effective solutions for assembling, delivering, targeting and optimizing Web content and applications. The transaction was accounted for using the purchase method of accounting. We have included the financial results of Omniture in our Consolidated Financial Statements beginning on the acquisition date. Following the closing, we integrated Omniture as a new reportable segment for financial reporting purposes. Assets acquired and liabilities assumed were recorded at their fair values as of October23, 2009. The total $1.8billion purchase price was comprised of the following (in thousands): Acquisition of approximately 79million shares of outstanding common stock of Omniture at $21.50 per share in cash $ 1,698,926 Estimated fair value of earned stock options and restricted stock units assumed and converted 84,968 Estimated direct transaction costs 13,964 Total purchase price $ 1,797,858 In connection with the acquisition, each Omniture stock option that was outstanding and unexercised was assumed and converted into an option to purchase Adobe common stock based on one of two conversion ratios, dependent on which plan the award was granted under. The conversion ratio was either 0.6182, which was calculated as the consideration price of $21.50 divided by the closing price on the date of acquisition, or 0.6083 calculated as the consideration price of $21.50 divided by the average closing price from October16, 2009 to October22, 2009. We assumed the stock options in accordance with the terms of the applicable Omniture stock option plan and terms of the stock option agreement relating to that Omniture stock option. Based on Omnitures stock options outstanding at October23, 2009, we converted options to purchase approximately 8.9million shares of Omniture common stock into options to purchase approximately 5.5million shares of Adobe common stock. We also assumed and converted approximately 2.5million shares of outstanding Omniture restricted stock units into approximately 1.6million shares of Adobe restricted stock units, using the same conversion ratios stated above. The estimated value of the stock options and restricted stock units assumed and converted that is included in the preliminary purchase price equals the fair value of the options to purchase approximately 5.5million of Adobe common stock and the 1.6 million shares of Adobe restricted stock units, reduced by the portion of the respective values considered unearned compensation. The estimated fair value of the stock options assumed was determined to be approximately $97.1 million using a Binomial option valuat |
Cash, Cash Equivalents and Shor
Cash, Cash Equivalents and Short Term Investments | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Cash, Cash Equivalents and Short Term Investments [Abstract] | |
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | NOTE 3. CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase. We classify all of our cash equivalents and short-term investments as available-for-sale. These investments are free of trading restrictions. We carry these investments at fair value, based on quoted market prices or other readily available market information. Unrealized gains and losses, net of taxes, are included in accumulated other comprehensive income, which is reflected as a separate component of stockholders equity in our Consolidated Balance Sheets. Gains are recognized when realized in our Consolidated Statements of Income. Losses are recognized as realized. When we have determined that an other-than-temporary decline in fair value has occurred the amount of the decline that is related to a credit loss is recognized in earnings. Gains and losses are determined using the specific identification method. Cash, cash equivalents and short-term investments consisted of the following as of November 27, 2009 (in thousands): Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value Current assets: Cash $ 75,110 $ $ $ 75,110 Cash equivalents: Money market mutual funds 884,240 884,240 Bank deposits 40,137 40,137 Total cash equivalents 924,377 924,377 Total cash and cash equivalents 999,487 999,487 Short-term investments: United States treasury notes 373,180 3,199 (1 ) 376,378 United States government agency bonds 59,447 273 59,720 Government guaranteed bonds 221,730 3,409 (1 ) 225,138 Corporate bonds 185,735 4,702 190,437 Obligations of foreign governments 23,022 397 23,419 Bonds of multi-lateral government agencies 24,598 269 24,867 Subtotal 887,712 12,249 (2 ) 899,959 Other marketable equity securities 2,527 2,500 5,027 Total short-term investments 890,239 14,749 (2 ) 904,986 Total cash, cash equivalents and short-term investments $ 1,889,726 $ 14,749 $ (2 ) $ 1,904,473 Cash, cash equivalents and short-term investments consisted of the following as of November28, 2008 (in thousands): Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value Current assets: Cash $ 117,681 $ $ $ 117,681 Cash equivalents: Money market mutual funds 682,148 682,148 Bank deposits 40,594 40,594 |
Fair Value Measurements
Fair Value Measurements | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Fair Value Measurements [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 4. FAIR VALUE MEASUREMENTS We measure certain financial assets and liabilities at fair value on a recurring basis. The fair value of these financial assets and liabilities was determined using the following inputs at November27, 2009 (in thousands): Fair Value Measurements at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) Current assets: Money market funds and overnight deposits(1) $ 924,378 $ 924,378 $ $ Fixed income available-for-sale securities(2) 899,960 899,960 Available-for-sale equity securities(3) 5,026 5,026 Total current assets 1,829,364 929,404 899,960 Non-current assets: Investments of limited partnership(4) 37,121 37,121 Foreign currency derivatives(5) 4,307 4,307 Deferred compensation plan assets(4): Money market funds 717 717 Equity and fixed income mutual funds 8,328 8,328 Subtotal for deferred compensation plan assets 9,045 717 8,328 Total non-current assets 50,473 717 12,635 37,121 Total assets $ 1,879,837 $ 930,121 $ 912,595 $ 37,121 Liabilities: Foreign currency derivatives(6) $ 1,589 $ $ 1,589 $ Total liabilities $ 1,589 $ $ 1,589 $ The fair value of these financial assets and liabilities was determined using the following inputs at November28, 2008 (in thousands): Fair Value Measurements at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) Current assets: Money market funds and overnight deposits(1) $ 722,742 $ 722,742 $ $ Fixed income available-for-sale securities(2) 1,175,732 1,175,732 Available-for-sale equity securities(3) 3,047 3,047 Total current assets 1,901,521 725,789 1,175,732 Non-current assets: Investments of limited partnership(4) 39,004 251 38,753 Foreign currency derivatives(5) 49,848 49,848 Deferred compensation plan assets(4): Money market funds 704 704 Equity and fixed income mutual funds 6,856 |
Financial Instruments
Financial Instruments | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Financial Instruments [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 5. FINANCIAL INSTRUMENTS Hedge Accounting We recognize derivative instruments and hedging activities as either assets or liabilities in our Consolidated Balance Sheets and measure them at fair value. Gains and losses resulting from changes in fair value are accounted for depending on the use of the derivative and whether it is designated and qualifies for hedge accounting. Economic HedgingHedges of Forecasted Transactions In countries outside the U.S., we transact business in U.S. dollars and in various other currencies. In Europe and Japan, transactions that are denominated in Euro and Yen are subject to exposure from movements in exchange rates. We may use foreign exchange option contracts or forward contracts to hedge certain operational (cash flow) exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, may have maturities between one and twelve months. The maximum original duration of any contract is twelve months. We enter into these foreign exchange contracts to hedge a portion of our forecasted foreign currency denominated revenue in the normal course of business and accordingly, they are not speculative in nature. To receive hedge accounting treatment, all hedging relationships are formally documented at the inception of the hedge, and the hedges must be highly effective in offsetting changes to future cash flows on hedged transactions. We record changes in the intrinsic value of these cash flow hedges in accumulated other comprehensive income in our Consolidated Balance Sheets, until the forecasted transaction occurs. When the forecasted transaction occurs, we reclassify the related gain or loss on the cash flow hedge to revenue. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, we reclassify the gain or loss on the related cash flow hedge from accumulated other comprehensive income to interest and other income, net in our Consolidated Statements of Income at that time. For fiscal 2009, 2008 and 2007 there were no such gains or losses recognized in interest and other income, net relating to hedges of forecasted transactions that did not occur. We evaluate hedge effectiveness at the inception of the hedge prospectively as well as retrospectively and record any ineffective portion of the hedging instruments in interest and other income, net on our Consolidated Statements of Income. The net gain (loss)recognized in interest and other income, net for cash flow hedges due to hedge ineffectiveness was insignificant for fiscal 2009, 2008 and 2007. The time value of purchased derivative instruments is recorded in interest and other income, net in our Consolidated Statements of Income. The effect of derivative instruments designated as cash flow hedges and of derivative instruments not designated as hedges in our Consolidated Statements of Income for fiscal 2009 was as follows (in thousands): 2009 Foreign Foreign Exchange Exchange Option Forward Contracts Contracts Derivatives in cash flow hedging relationships: |
Property and Equipment
Property and Equipment | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 6. PROPERTY AND EQUIPMENT Property and equipment, net consisted of the following as of November27, 2009 and November 28, 2008 (in thousands): 2009 2008 Computers and equipment $ 409,595 $ 331,235 Furniture and fixtures 62,786 56,253 Capital projects in-progress 19,931 7,273 Leasehold improvements 152,200 133,571 Land 86,493 74,835 Buildings 99,845 62,464 Total 830,850 665,631 Less accumulated depreciation and amortization (442,718 ) (352,594 ) Property and equipment, net $ 388,132 $ 313,037 Depreciation and amortization expense of property and equipment for fiscal 2009, 2008 and 2007 was $95.9million, $83.3million and $73.2million, respectively. |
Goodwill and Purchased and Othe
Goodwill and Purchased and Other Intangibles | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Goodwill and Purchased and Other Intangibles [Abstract] | |
GOODWILL AND PURCHASED AND OTHER INTANGIBLES | NOTE 7. GOODWILL AND PURCHASED AND OTHER INTANGIBLES Goodwill by reportable segment, as of November27, 2009 was as follows (in thousands): 2008 Acquisitions Other(*) 2009 Creative Solutions $ 956,011 $ 253,463 $ 1,126 $ 1,210,600 Knowledge Worker 408,318 2,255 410,573 Enterprise 298,039 (4,310 ) 293,729 Platform 265,518 (398 ) 265,120 Print and Publishing 206,844 (311 ) 206,533 Omniture 1,108,034 1,108,034 Goodwill $ 2,134,730 $ 1,361,497 $ (1,638 ) $ 3,494,589 (*) Includes net reductions in goodwill of $5.2million for tax related obligations associated with our acquisitions of Macromedia and Accelio in addition to a facility lease obligation adjustment of $1.7million related to Macromedia, offset in part by foreign currency translation adjustments and other individually insignificant tax items. See Note 2 for further information regarding our acquisitions. Purchased and other intangible assets, net by reportable segment as of November27, 2009 and November28, 2008 were as follows (in thousands): 2009 2008 Creative Solutions $ 124,178 $ 107,526 Knowledge Worker 23,041 48,851 Enterprise 6,588 13,146 Platform 9,159 26,248 Print and Publishing 6,218 19,189 Omniture 358,204 Purchased and other intangible assets, net $ 527,388 $ 214,960 Purchased and other intangible assets subject to amortization as of November27, 2009 were as follows (in thousands): Accumulated Cost Amortization Net Purchased technology $ 586,952 $ (387,731 ) $ 199,221 Localization $ 20,284 $ (15,222 ) $ 5,062 Trademarks 172,030 (104,953 ) 67,077 Customer contracts and relationships 363,922 (159,450 ) 204,472 Other intangibles 54,535 (2,979 ) 51,556 Total other intangible assets $ 610,771 $ (282,604 ) $ 328,167 Purchased and other intangible assets $ 1,197,723 $ (670,335 ) $ 527,388 Purchased and other intangible assets subject to amortization as of November28, 2008 were as follows (in thousands): Accumulated Cost Amortization Net Purchased technology $ 411,408 $ (338,608 ) $ 72,800 Localization $ 23,751 $ (6,156 ) $ 17,595 Trademarks 130,925 (78,181 ) 52,744 Customer contracts and relationships 198,891 (127,520 ) 71,371 Other intangibles 800 (350 ) 450 Total other intangible assets $ 354,367 $ (212,207 ) $ 142,160 Purchased and other intangible assets $ 765,775 $ (550,815 ) $ 214,960 Am |
Other Assets
Other Assets | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Other Assets [Abstract] | |
OTHER ASSETS | NOTE 8. OTHER ASSETS Other assets as of November27, 2009 and November28, 2008 consisted of the following (in thousands): 2009 2008 Acquired rights to use technology $ 84,313 $ 90,643 Investments 63,526 76,589 Security and other deposits 11,692 16,087 Prepaid royalties 12,059 9,026 Deferred compensation plan assets 9,045 7,560 Restricted cash 4,650 7,361 Prepaid land lease 3,209 3,185 Prepaid rent 1,377 2,658 Other 1,394 3,420 Other assets $ 191,265 $ 216,529 Acquired rights to use technology purchased during fiscal 2009 and fiscal 2008 was $6.0 million and $100.4million, respectively. Of the cost for fiscal 2008, an estimated $56.4million was related to future licensing rights and has been capitalized and is being amortized on a straight-line basis over the estimated useful lives up to fifteen years. Of the remaining costs for fiscal 2008, we estimated that $27.2million was related to historical use of licensing rights which was expensed as cost of sales and the residual of $16.8million for fiscal 2008 was expensed as general and administrative costs. In connection with these licensing arrangements, we have the ability to acquire additional rights to use technology in the future. See Note 17 for further information regarding our contractual commitments. In general, acquired rights to use technology are amortized over their estimated useful lives of 3 to 15years. Included in investments are our indirect investments through our limited partnership interest in Adobe Ventures of approximately $37.1million and $39.0million as of November27, 2009 and November28, 2008, respectively, which is consolidated in accordance with the provisions for consolidating variable interest entities. The partnership is controlled by Granite Ventures, an independent venture capital firm and sole general partner of Adobe Ventures. We are the primary beneficiary of Adobe Ventures and bear virtually all of the risks and rewards related to our ownership. Our investment in Adobe Ventures does not have a significant impact on our consolidated financial position, results of operations or cash flows. Adobe Ventures carries its investments in equity securities at estimated fair value and investment gains and losses are included in our Consolidated Statements of Income. Substantially all of the investments held by Adobe Ventures at November27, 2009 and November28, 2008 are not publicly traded and, therefore, there is no established market for these securities. In order to determine the fair value of these investments, we use the most recent round of financing involving new non-strategic investors or estimates of current market value made by Granite Ventures. It is our policy to evaluate the fair value of these investments held by Adobe Ventures, as well as our direct investments, on a regular basis. This evaluation includes, but is not limited to, reviewing each companys cash position, financing needs, earnings and revenue outlook, operational performance, management and owners |
Accrued Expenses
Accrued Expenses | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Accrued Expenses [Abstract] | |
ACCRUED EXPENSES | NOTE 9. ACCRUED EXPENSES Accrued expenses as of November27, 2009 and November28, 2008 consisted of the following (in thousands): 2009 2008 Accrued compensation and benefits $ 164,352 $ 177,760 Taxes payable 11,879 21,760 Sales and marketing allowances 32,774 28,127 Other 210,641 172,322 Accrued expenses $ 419,646 $ 399,969 Other primarily includes general corporate accruals for corporate marketing programs, local and regional expenses, and technical support. Other is also comprised of deferred rent related to office locations with rent escalations, accrued royalties, foreign currency derivatives and accrued interest on the credit facility. |
Income Taxes
Income Taxes | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 10. INCOME TAXES Income before income taxes includes income from foreign operations of $422.4million, $740.3 million and $453.2million for fiscal 2009, 2008 and 2007, respectively. The provision for income taxes for fiscal 2009, 2008 and 2007 consisted of the following (in thousands): 2009 2008 2007(*) Current: United States federal $ 152,840 $ 24,179 $ 36,614 Foreign 36,794 27,680 55,536 State and local 25,427 6,972 4,100 Total current 215,061 58,831 96,250 Deferred: United States federal 50,376 41,678 50,640 Foreign 559 (9,693 ) (13,480 ) State and local 4,635 25,518 23,007 Total deferred 55,570 57,503 60,167 Tax expense attributable to employee stock plans 44,381 90,360 66,966 Provision for income taxes $ 315,012 $ 206,694 $ 223,383 (*) Certain employee stock plan benefits in fiscal 2007 associated with the acquisition of Macromedia reduced goodwill. See Note 7 for further information regarding our goodwill. Total income tax expense differs from the expected tax expense (computed by multiplying the U.S. federal statutory rate of 35% by income before income taxes) as a result of the following (in thousands): 2009 2008 2007 Computed expected tax expense $ 245,532 $ 377,478 $ 331,516 State tax expense, net of federal benefit 7,799 12,700 8,938 Tax-exempt income (342 ) (11,123 ) Tax credits (14,127 ) (12,873 ) (23,341 ) Differences between statutory rate and foreign effective tax rate (91,262 ) (132,470 ) (84,740 ) Change in deferred tax asset valuation allowance 2,759 (1,105 ) 1,694 Stock-based compensation (net of tax deduction) 6,085 5,457 2,587 Resolution of U.S. income tax exam for fiscal 2001 - 2004years (20,712 ) Foreign tax refund for fiscal 2000 - 2002 (16,351 ) Domestic manufacturing deduction benefit (7,525 ) (6,300 ) (4,419 ) Tax charge for licensing Omnitures technology to foreign subsidiaries 161,701 Other, net 4,050 1,212 2,271 Provision for income taxes $ 315,012 $ 206,694 $ 223,383 Deferred Tax Assets and Liabilities The tax effects of the temporary differences that gave rise to significant portions of the deferred tax assets and liabilities as of November28, 2008 and November27, 2009 are presented below (in thousands): 2009 2008 Deferred tax assets: Acquired technology $ 937 $ 4,497 Reserves and accruals 68,472 71,174 Deferred revenue 17,441 46,200 Unrealized losses on investments 15,263 10,350 Stock-based compensation |
Restructuring
Restructuring | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Restructuring [Abstract] | |
RESTRUCTURING | NOTE 11. RESTRUCTURING 2009 Restructuring Plan Charges On November10, 2009, we initiated a restructuring plan to appropriately align our costs in connection with our fiscal 2010 operating plan impacting up to approximately 630 full-time positions worldwide. In connection with this restructuring plan, in the fourth quarter of fiscal 2009, we recorded restructuring charges of approximately $25.5million related to ongoing termination benefits for the elimination of approximately 340 of these full-time positions worldwide. As of November27, 2009, approximately $2.5million was paid. The remaining accrual associated with these ongoing termination benefits is expected to be paid during fiscal 2010. The restructuring activities related to this program affect only those employees that were associated with Adobe prior to the acquisition of Omniture, Inc. on October23, 2009. Beginning in the first quarter of fiscal 2010, we expect to incur up to approximately $18 million related to the consolidation of leased facilities. The following table sets forth a summary of Adobe restructuring activities during fiscal 2009 (in thousands): November 28, Costs Cash Other November 27, 2008 Incurred Payments Adjustments 2009 Termination benefits $ $ 25,521 $ (2,537 ) $ $ 22,984 Accrued restructuring charges of approximately $23.0million at November27, 2009 is recorded in accrued restructuring, current in our Consolidated Balance Sheets. Omniture Restructuring Charges We completed our acquisition of Omniture on October23, 2009. In the fourth quarter of fiscal 2009, we initiated a plan to restructure the pre-merger operations of Omniture to eliminate certain duplicative activities, focus our resources on future growth opportunities and reduce our cost structure. In connection with this restructuring plan, we accrued a total of approximately $10.6 million in costs related to termination benefits for the elimination of approximately 100 regular positions and for the closure of duplicative facilities. We also accrued approximately $0.2million in costs related to the cancellation of certain contracts associated with the wind-down of subsidiaries and other service contracts held by Omniture. Restructuring charges related to the Omniture acquisition were recorded as a part of the purchase price allocation, as discussed in Note 2 and have been accrued for as of November27, 2009. The following table sets forth a summary of preliminary restructuring activities during fiscal 2009 (in thousands): November 28, Costs Cash Other November 27, 2008 Recorded Payments Adjustments 2009 Termination benefits $ $ 6,704 $ $ 8 $ 6,712 Cost of closing redundant facilities 3,914 19 3,933 Contract termination 242 242 Total $ $ 10,860 $ $ 27 $ 10,887 Accrued restructuring charges of approximately |
Benefit Plans
Benefit Plans | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Benefit Plans [Abstract] | |
BENEFIT PLANS | NOTE 12. BENEFIT PLANS Retirement Savings Plan In 1987, we adopted an Employee Investment Plan, qualified under Section 401(k) of the Internal Revenue Code, which is a retirement savings plan covering substantially all of our U.S. employees, now referred to as the Adobe 401(k) Retirement Savings Plan. Under the plan, eligible employees may contribute up to 65% of their pretax or after-tax salary, subject to the Internal Revenue Service annual contribution limits. In fiscal 2009, we matched 50% of the first 6% of the employees eligible compensation. We contributed $15.1million, $16.6million and $14.5million in fiscal 2009, 2008 and 2007, respectively. We can terminate matching contributions at our discretion. Profit Sharing Plan We have a profit sharing plan that provides for profit sharing payments to all eligible employees following each quarter in which we achieve at least 75% of our budgeted earnings for the quarter for fiscal 2009 and 80% of our budgeted earnings for the quarter for fiscal years 2008 and 2007. The plan, as well as the annual operating budget on which the plan is based, is approved by our Board of Directors. We contributed $13.3million, $73.8million and $67.6million to the plan in fiscal 2009, 2008 and 2007, respectively. The profit sharing plan has been discontinued effective for fiscal 2010. Deferred Compensation Plan On September21, 2006, the Board of Directors approved the Adobe Systems Incorporated Deferred Compensation Plan, effective December2, 2006 (the Deferred Compensation Plan). The Deferred Compensation Plan is an unfunded, non-qualified, deferred compensation arrangement under which certain executives and members of the Board of Directors are able to defer a portion of their annual compensation. Participants may elect to contribute up to 75% of their base salary and 100% of other specified compensation, including commissions, bonuses, performance-based and time-based restricted stock units, and directors fees. Participants are able to elect the payment of benefits to begin on a specified date at least three years after the end of the plan year in which the election is made in the form of a lump sum or annual installments over five, ten or fifteen years. Upon termination of a participants employment with Adobe, such participant will receive a distribution in the form of a lump sum payment. All distributions will be made in cash, except for deferred performance-based and time-based restricted stock units which will be settled in stock. As of November27, 2009 and November28, 2008, the invested amounts under the Deferred Compensation Plan total $9.0million and $7.6million, respectively and were recorded as other assets on our Consolidated Balance Sheets. As of November27, 2009 and November28, 2008, $9.0million and $7.6 million, respectively, was recorded as long-term liabilities to recognize undistributed deferred compensation due to employees. |
Stock Based Compensation
Stock Based Compensation | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Stock Based Compensation [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 13. STOCK-BASED COMPENSATION We have the following stock-based compensation plans and programs: Stock Option Plans Our stock option program is a long-term retention program that is intended to attract, retain and provide incentives for talented employees, officers and directors, and to align stockholder and employee interests. Currently, we grant options from the (i)2003 Equity Incentive Plan, as amended (2003 Plan), and the 2005 Equity Incentive Assumption Plan (2005 Assumption Plan). These plans are collectively referred to in the following discussion as the Plans. Under the Plans, options can be granted to all employees, including executive officers, outside consultants and non-employee directors. The Plans will continue until the earlier of (i)termination by the Board or (ii)the date on which all of the shares available for issuance under the plan have been issued and restrictions on issued shares have lapsed. Option vesting periods are generally four years for all of the Plans. Options granted under the Plans generally expire seven years from the effective date of grant. As of November27, 2009, we had reserved 110.3million and 4.0million shares of common stock for issuance under our 2003 Plan and 2005 Assumption Plan, respectively. As of November27, 2009, we had 42.7million and 2.9million shares available for grant under our 2003 Plan and 2005 Assumption Plan, respectively. Employee Stock Purchase Plan Our 1997 Employee Stock Purchase Plan (ESPP) allows eligible employee participants to purchase shares of our common stock at a discount through payroll deductions. The ESPP consists of a twenty-four month offering period with four six-month purchase periods in each offering period. Employees purchase shares in each purchase period at 85% of the market value of our common stock at either the beginning of the offering period or the end of the purchase period, whichever price is lower. The ESPP will continue until the earlier of (i)termination by the Board or (ii)the date on which all of the shares available for issuance under the plan have been issued. As of November27, 2009, we had reserved 76.0million shares of our common stock for issuance under the ESPP and approximately 12.3million shares remain available for future issuance. Restricted Stock Plan We grant restricted stock awards and performance awards to officers and key employees under our Amended 1994 Performance and Restricted Stock Plan (Restricted Stock Plan). We can also grant restricted stock units to all eligible employees under the Restricted Stock Plan and the 2003 Plan. Restricted stock awards issued under these plans vest annually over three years. Performance awards and restricted stock units issued under these plans generally vest over four years, the majority of which vest 25% annually; certain other restricted stock units vest 50% on the second anniversary and 25% on each of the third and fourth anniversaries. As of November27, 2009, we had reserved 16.0million shares of our common stock for issuance under the Restricted Stock Plan and approximately 0.3million shares were available for grant. Performance Share Programs |
Stockholders Equity
Stockholders Equity | |
11/29/2008 - 11/27/2009
USD / shares | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 14. STOCKHOLDERS EQUITY Stockholder Rights Plan Our Stockholder Rights Plan is intended to protect stockholders from unfair or coercive takeover practices. In accordance with this plan, the Board of Directors declared a dividend distribution of one common stock purchase right on each outstanding share of our common stock held as of July24, 1990 and on each share of common stock issued by Adobe thereafter. In July2000, the Stockholder Rights Plan was amended to extend it for ten years so that each right entitles the holder to purchase one unit of SeriesA Preferred Stock, which is equal to 1/1000 share of SeriesA Preferred Stock, par value $0.0001 per share, at a price of $700 per unit. As adjusted for our 2000 and 2005 stock splits each in the form of a dividend, each share of common stock now entitles the holder to one-quarter of such a purchase right. Each whole right still entitles the registered holder to purchase from Adobe a unit of preferred stock at $700. The rights become exercisable in certain circumstances, including upon an entitys acquiring or announcing the intention to acquire beneficial ownership of 15% or more of our common stock without the approval of the Board of Directors or upon our being acquired by any person in a merger or business combination transaction. The rights are redeemable by Adobe prior to exercise at $0.01 per right and expire on July23, 2010. Stock Repurchase Program I To facilitate our stock repurchase program, designed to return value to our stockholders and minimize dilution from stock issuances, we repurchase shares in the open market and also enter into structured repurchases with third-parties. Authorization to repurchase shares to cover on-going dilution is not subject to expiration. However, this repurchase program is limited to covering net dilution from stock issuances and is subject to business conditions and cash flow requirements as determined by our Board of Directors from time to time. During fiscal 2009, 2008 and 2007 we entered into several structured repurchase agreements with large financial institutions, whereupon we provided the financial institutions with prepayments of $350.0million, $525.0million and $1.1billion, respectively. We entered into these agreements in order to take advantage of repurchasing shares at a guaranteed discount to the Volume Weighted Average Price (VWAP) of our common stock over a specified period of time. We only enter into such transactions when the discount that we receive is higher than the foregone return on our cash prepayments to the financial institutions. There were no explicit commissions or fees on these structured repurchases. Under the terms of the agreements, there is no requirement for the financial institutions to return any portion of the prepayment to us. The financial institutions agree to deliver shares to us at monthly intervals during the contract term. The parameters used to calculate the number of shares deliverable are: the total notional amount of the contract, the number of trading days in the contract, the number of trading days in the interval and the average VWAP of our stock during the interval |
Comprehensive Income
Comprehensive Income | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Comprehensive Income [Abstract] | |
COMPREHENSIVE INCOME | NOTE 15. COMPREHENSIVE INCOME The following table sets forth the activity for each component of comprehensive income, net of related taxes, for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Net income $ 386,508 $ 871,814 $ 723,807 Other comprehensive income (loss): Available-for-sale securities: Unrealized gains (losses)on available-for-sale securities, net of taxes 6,661 (3,102 ) 14,570 Reclassification adjustment for (gains) losses on available-for-sale securities recognized during the period (8,752 ) 1,559 2,000 Subtotal available-for-sale securities (2,091 ) (1,543 ) 16,570 Derivative instruments: Unrealized (losses) gainson derivative instruments (14,618 ) 54,967 4,974 Reclassification adjustment for gainson derivative instruments recognized during the period (27,138 ) (13,248 ) (5,510 ) Subtotal derivative instruments (41,756 ) 41,719 (536 ) Foreign currency translation adjustments 11,071 (10,902 ) 5,570 Other comprehensive income (loss) (32,776 ) 29,274 21,604 Total comprehensive income, net of taxes $ 353,732 $ 901,088 $ 745,411 The following table sets forth the taxes related for each component of other comprehensive income for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Available-for-sale securities $ 931 $ (988 ) $ 2,382 Foreign currency translation adjustments $ 1,411 $ (4,860 ) $ 3,699 Taxes related to derivative instruments were zero for all fiscal years. The following table sets forth the components of accumulated other comprehensive income, net of related taxes, for fiscal 2009 and 2008 (in thousands): 2009 2008 Net unrealized gains on available-for-sale securities: Unrealized gains on available-for-sale securities $ 13,818 $ 16,062 Unrealized losses on available-for-sale securities (2 ) (155 ) Total net unrealized gains on available-for-sale securities 13,816 15,907 Net unrealized gains on derivative instruments (5 ) 41,750 Cumulative foreign currency translation adjustments 10,635 (435 ) Total accumulated other comprehensive income, net of taxes $ 24,446 $ 57,222 The following table sets forth the components of foreign currency translation adjustments for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Beginning balance $ (431 ) $ 10,471 $ 4,901 Foreign currency translation adjustments 17,343 (19,461 ) 9,269 Income tax effect relating to translation adjustments for undistributed foreign earnings (6,272 ) 8,559 (3,699 ) |
Net Income Per Share
Net Income Per Share | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Net Income Per Share [Abstract] | |
NET INCOME PER SHARE | NOTE 16. NET INCOME PER SHARE Basic net income per share is computed using the weighted average number of common shares outstanding for the period, excluding unvested restricted stock. Diluted net income per share is based upon the weighted average common shares outstanding for the period plus dilutive potential common shares, including unvested restricted stock and stock options using the treasury stock method. The following table sets forth the computation of basic and diluted net income per share for fiscal 2009, 2008 and 2007 (in thousands, except per share data): 2009 2008 2007 Net income $ 386,508 $ 871,814 $ 723,807 Shares used to compute basic net income per share 524,470 539,373 584,203 Dilutive potential common shares: Unvested restricted stock and performance share awards 2,130 1,107 13 Stock options 4,010 8,073 14,559 Shares used to compute diluted net income per share 530,610 548,553 598,775 Basic net income per share $ 0.74 $ 1.62 $ 1.24 Diluted net income per share $ 0.73 $ 1.59 $ 1.21 For fiscal 2009, 2008 and 2007, options to purchase approximately 27.0million, 16.5million and 10.4million shares, respectively, of common stock with exercise prices greater than the annual average fair market value of our stock of $27.30, $37.07 and $41.77, respectively, were not included in the calculation because the effect would have been anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 17. COMMITMENTS AND CONTINGENCIES Lease Commitments We lease certain of our facilities and some of our equipment under non-cancellable operating lease arrangements that expire at various dates through 2028. We also have one land lease that expires in 2091. Rent expense includes base contractual rent and variable costs such as building expenses, utilities, taxes, insurance and equipment rental. Rent expense and sublease income for these leases for fiscal 2007 through fiscal 2009 were as follows (in thousands): 2009 2008 2007 Rent expense $ 93,921 $ 101,202 $ 90,553 Less: sublease income 5,563 11,421 9,406 Net rent expense $ 88,358 $ 89,781 $ 81,147 We occupy three office buildings in San Jose, California where our corporate headquarters are located. We reference these office buildings as the Almaden Tower and the East and West Towers. In August2004, we extended the lease agreement for our East and West Towers for an additional five years with an option to extend for an additional five years solely at our election. In June 2009, we submitted notice to the lessor that we intended to exercise our option to renew this agreement for an additional five years effective August2009. As stated in the original lease agreement, in conjunction with the lease renewal, we were required to obtain a standby letter of credit for approximately $16.5million which enabled us to secure a lower interest rate and reduce the number of covenants. As defined in the lease agreement, the standby letter of credit primarily represents the lease investment balance equity which is callable in the event of default. In March 2007, the Almaden Tower lease was extended for five years, with a renewal option for an additional five years solely at our election. As part of the lease extensions, we purchased the lease receivable from the lessor of the East and West Towers for $126.8million and a portion of the lease receivable from the lessor of the Almaden Tower for $80.4million, both of which are recorded as investments in lease receivables on our Consolidated Balance Sheets. This purchase may be credited against the residual value guarantee if we purchase the properties or will be repaid from the sale proceeds if the properties are sold to third parties. Under the agreement for the East and West Towers and the agreement for the Almaden Tower, we have the option to purchase the buildings at anytime during the lease term for approximately $143.2million and $103.6million, respectively. The residual value guarantees under the East and West Towers and the Almaden Tower obligations are $126.8million and $89.4million, respectively. These two leases are both subject to standard covenants including certain financial ratios that are reported to the lessors quarterly. As of November27, 2009, we were in compliance with all covenants. In the case of a default, the lessor may demand we purchase the buildings for an amount equal to the lease balance, or require that we remarket or relinquish the buildings. Both leases qualify for operating lease account |
Credit Agreement
Credit Agreement | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Credit Agreement [Abstract] | |
CREDIT AGREEMENT | NOTE 18. CREDIT AGREEMENT In August2007, we entered into the Amendment to our Credit Agreement dated February2007 (the Amendment), which increased the total senior unsecured revolving facility from $500.0million to $1.0billion. The Amendment also permits us to request one-year extensions effective on each anniversary of the closing date of the original agreement, subject to the majority consent of the lenders. We also retain an option to request an additional $500.0million in commitments, for a maximum aggregate facility of $1.5billion. In February2008, we entered into the Second Amendment to the Credit Agreement dated February 26, 2008, which extended the maturity date of the facility by one year to February16, 2013. The facility would terminate at this date if no additional extensions have been requested and granted. All other terms and conditions remain the same. The facility contains a financial covenant requiring us not to exceed a certain maximum leverage ratio. At our option, borrowings under the facility accrue interest based on either the London interbank offered rate (LIBOR) for one, two, three or six months, or longer periods with bank consent, plus a margin according to a pricing grid tied to this financial covenant, or a base rate. The margin is set at rates between 0.20% and 0.475%. Commitment fees are payable on the facility at rates between 0.05% and 0.15% per year based on the same pricing grid. The facility is available to provide loans to us and certain of our subsidiaries for general corporate purposes. As of November28, 2008, the amount outstanding under this credit facility was $350.0million. On September22, 2009 we borrowed an additional $650.0million under the credit facility. As of November27, 2009, the amount outstanding under this credit facility was $1.0billion which is included in long-term liabilities on our Consolidated Balance Sheets. The carrying value of the outstanding liability approximates fair value. As of November27, 2009, we were in compliance with all of the covenants. |
Non Operating Income
Non Operating Income (Expense) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Non-Operating Income (Expense) [Abstract] | |
NON-OPERATING INCOME (EXPENSE) | NOTE 19. NON-OPERATING INCOME (EXPENSE) Non-operating income (expense)for fiscal 2009, 2008 and 2007 included the following (in thousands): 2009 2008 2007 Interest and other income, net: Interest income $ 34,978 $ 57,588 $ 92,794 Foreign exchange losses (13,420 ) (17,494 ) (9,264 ) Realized gains on fixed income investment 8,753 3,161 934 Realized losses on fixed income investment (1 ) (1,501 ) (3,510 ) Other 1,070 2,093 1,770 Interest and other income, net $ 31,380 $ 43,847 $ 82,724 Interest expense $ (3,407 ) $ (10,019 ) $ (253 ) Investment gains (losses), net: Realized investment gains $ 52 $ 18,398 $ 9,308 Unrealized investment gains(*) 7,950 7,803 5,265 Realized investment losses (9,019 ) (1,417 ) (2,236 ) Unrealized investment losses (15,949 ) (8,375 ) (5,203 ) Investment gains (losses), net $ (16,966 ) $ 16,409 $ 7,134 Non-operating income (expense), net $ 11,007 $ 50,237 $ 89,605 (*) During fiscal 2009, we recorded $3.0million in unrealized holding gains and losses associated with our deferred compensation plan assets (classified as trading securities). |
Industry Segment Geographic Inf
Industry Segment Geographic Information and Significant Customers | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Industry Segment, Geographic Information and Significant Customers [Abstract] | |
Industry Segment, Geographic Information and Significant Customers | NOTE 20. INDUSTRY SEGMENT, GEOGRAPHIC INFORMATION AND SIGNIFICANT CUSTOMERS For substantially all of fiscal 2009, we had the following reportable segments: Creative Solutions, Knowledge Worker, Enterprise, Platform and Print and Publishing. Coinciding with the integration of Omniture in the fourth quarter of fiscal 2009, we created a new reportable segment for financial reporting purposes. Our Creative Solutions segment focuses on delivering a complete professional line of integrated tools for a full range of creative and developer tasks to an extended set of customers. The Knowledge Worker segment focuses on the needs of knowledge worker customers, providing essential applications and services to help them share information and collaborate. This segment contains revenue generated by Acrobat Connect and our Acrobat family of products. Our Enterprise segment provides server-based enterprise interaction solutions that automate people-centric processes and contains revenue generated by our LiveCycle line of products. The Platform segment includes client and developer technologies, such as Adobe Flash Player, Adobe Flash Lite, Adobe AIR, Adobe Flex and Adobe Flash Builder, and also encompasses products and technologies created and managed in other Adobe segments. The Print and Publishing segment addresses market opportunities ranging from the diverse publishing needs of technical and business publishing, to our legacy type and OEM printing businesses. Finally, our Omniture segment provides web analytics and online business optimization products and services to manage and enhance online, offline and multi-channel business initiatives. Effective in the first quarter of fiscal 2009, our former Mobile and Devices Solutions segment, was integrated into our Platform business unit to better align our engineering and marketing efforts and is now reported as part of the Platform segment. Prior year information in the table below has been reclassified to reflect the integration of these business units. To better align our marketing efforts and go-to-market strategies, in fiscal 2010 we plan to move responsibility for the Connect Solutions product line from our Knowledge Worker segment to our Enterprise segment. We will adjust our reportable segments at the beginning of fiscal 2010 to reflect changes for how we manage our business as we enter the new fiscal year. We report segment information based on the management approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of our reportable segments. Our chief operating decision maker reviews revenue and gross margin information for each of our reportable segments. Operating expenses are not reviewed on a segment by segment basis. In addition, with the exception of goodwill and intangible assets, we do not identify or allocate our assets by the reportable segments. Our segment results for fiscal 2009, 2008 and 2007 were as follows (dollars in thousands): Creative Knowledge Print and Solutions Worker |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Selected Quarterly Financial Data [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA | NOTE 21. SELECTED QUARTERLY FINANCIAL DATA (unaudited) 2009 Quarter Ended (in thousands, except per share data) February 27 May 29 August 28 November 27 Revenue $ 786,390 $ 704,673 $ 697,507 $ 757,283 Gross profit $ 709,037 $ 632,665 $ 632,460 $ 674,959 Income before income taxes $ 203,162 $ 163,730 $ 174,416 $ 160,212 Net income (loss) $ 156,435 $ 126,071 $ 136,045 $ (32,043 ) Basic net income (loss)per share $ 0.30 $ 0.24 $ 0.26 $ (0.06 ) Diluted net income (loss)per share $ 0.30 $ 0.24 $ 0.26 $ (0.06 ) 2008 Quarter Ended (in thousands, except per share data) February 29 May 30 August 29 November 28 Revenue $ 890,445 $ 886,886 $ 887,257 $ 915,301 Gross profit $ 807,970 $ 804,020 $ 776,406 $ 828,863 Income before income taxes $ 295,644 $ 278,006 $ 228,514 $ 276,344 Net income $ 219,379 $ 214,910 $ 191,608 $ 245,917 Basic net income per share $ 0.39 $ 0.40 $ 0.36 $ 0.47 Diluted net income per share $ 0.38 $ 0.40 $ 0.35 $ 0.46 Our fiscal year is a 52- or 53-week year. Each of the fiscal quarters presented were comprised of 13weeks. |
1_Significant Accounting Polici
Significant Accounting Policies (Policies) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Significant Accounting Policies (Policies) [Abstract] | |
Operations section | Operations Founded in 1982, Adobe Systems Incorporated is one of the largest and most diversified software companies in the world. We offer a line of creative, business, Web and mobile software and services used by creative professionals, knowledge workers, consumers, original equipment manufacturers (OEMs), developers and enterprises for creating, managing, delivering, optimizing and engaging with compelling content and experiences across multiple operating systems, devices and media. We distribute our products through a network of distributors, value-added resellers (VARs), systems integrators, independent software vendors (ISVs) and OEMs, direct to end users and through our own Website at www.adobe.com. We also license our technology to hardware manufacturers, software developers and service providers, and we offer integrated software solutions to businesses of all sizes. We have operations in the Americas, Europe, Middle East and Africa (EMEA) and Asia. Our software runs on personal computers with Microsoft Windows, Apple Mac OS, Linux, UNIX and various non-PC platforms, depending on the product. |
Basis of Presentation section | Basis of Presentation The accompanying Consolidated Financial Statements include those of Adobe and its subsidiaries, after elimination of all intercompany accounts and transactions. We have prepared the accompanying Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). |
Use of estimates section | Use of Estimates In preparation of consolidated financial statements and related disclosures in conformity with GAAP and pursuant to the rules and regulations of the SEC, we must make estimates and judgments that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Estimates are used for, but not limited to sales allowances and programs, bad debts, stock-based compensation, allocation of purchase price allocations, excess inventory and purchase commitments, restructuring costs, facilities lease losses, impairment of goodwill and intangible assets, litigation, income taxes and investments. Actual results may differ materially from these estimates. |
Fiscal Year section | Fiscal Year Our fiscal year is a 52- or 53-week year that ends on the Friday closest to November30. Fiscal years 2009, 2008 and 2007 were all 52 weeks. |
Reclassification section | Reclassification Certain prior year amounts have been reclassified to conform to current year presentation in the Consolidated Statements of Cash Flows. The previously reported classifications of net cash provided by (used for) operating activities, investing activities and financing activities for any period presented were not affected by these reclassifications. |
Allowance for Doubtful Accounts section | Allowance for Doubtful Accounts We maintain an allowance for doubtful accounts which reflects our best estimate of potentially uncollectible trade receivables. We regularly review our trade receivables allowances by considering such factors as historical experience, credit-worthiness, the age of the trade receivable balances and current economic conditions that may affect a customers ability to pay and we specifically reserve for those deemed uncollectible. (in thousands) 2009 2008 2007 Beginning balance $ 4,128 $ 4,398 $ 6,798 Increase due to acquisition 9,421 Charged (credited)to operating expenses 2,841 4,414 (1,367 ) Preference claim, credited to operating expense (1,000 ) (2,000 ) Deductions(*) (165 ) (2,684 ) (1,033 ) Ending balance $ 15,225 $ 4,128 $ 4,398 (*) Deductions related to the allowance for doubtful accounts represent amounts written off against the allowance, less recoveries. |
Foreign Currency Translation section | Foreign Currency Translation We translate assets and liabilities of foreign subsidiaries, whose functional currency is their local currency, at exchange rates in effect at the balance sheet date. We translate revenue and expenses at the monthly average exchange rates. We include accumulated net translation adjustments in stockholders equity as a component of accumulated other comprehensive income. |
Property and Equipment section | Property and Equipment We record property and equipment at cost less accumulated depreciation and amortization. Property and equipment are depreciated using the straight-line method over their estimated useful lives ranging from 1 to 5years for computers and equipment, 1 to 6years for furniture and fixtures and up to 35years for buildings. Leasehold improvements are amortized using the straight-line method over the lesser of the remaining respective lease term or useful lives. |
Goodwill, Purchased Intangibles and Other Long-Lived Assets section | Goodwill, Purchased Intangibles and Other Long-Lived Assets We review our goodwill for impairment annually, or more frequently, if facts and circumstances warrant a review. We completed our annual impairment test in the second quarter of fiscal 2009 and determined that there was no impairment. Goodwill is assigned to one or more reporting segments on the date of acquisition. We evaluate goodwill for impairment by comparing the fair value of each of our reporting segments to its carrying value, including the associated goodwill. To determine the fair values, we use the market approach based on comparable publicly traded companies in similar lines of businesses and the income approach based on estimated discounted future cash flows. Our cash flow assumptions consider historical and forecasted revenue, operating costs and other relevant factors. We amortize intangible assets with finite lives over their estimated useful lives and review them for impairment whenever an impairment indicator exists. We continually monitor events and changes in circumstances that could indicate carrying amounts of our long-lived assets, including our intangible assets may not be recoverable. When such events or changes in circumstances occur, we assess recoverability by determining whether the carrying value of such assets will be recovered through the undiscounted expected future cash flows. If the future undiscounted cash flows are less than the carrying amount of these assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. We did not recognize any intangible asset impairment charges in fiscal 2009, 2008 or 2007. Our intangible assets are amortized over their estimated useful lives of 1 to 13years as shown in the table below. Amortization is based on the pattern in which the economic benefits of the intangible asset will be consumed. Weighted Average Useful Life (years) Purchased technology 7 Localization 1 Trademarks 7 Customer contracts and relationships 10 Other intangibles 2 |
Software Development costs section | Software Development Costs Capitalization of software development costs for software to be sold, leased, or otherwise marketed begins upon the establishment of technological feasibility, which is generally the completion of a working prototype that has been certified as having no critical bugs and is a release candidate. Amortization begins once the software is ready for its intended use, generally based on the pattern in which the economic benefits will be consumed. To date, software development costs incurred between completion of a working prototype and general availability of the related product have not been material. |
Revenue Recognition section | Revenue Recognition Our revenue is derived from the licensing of software products, consulting, hosting services and maintenance and support. Primarily, we recognize revenue when persuasive evidence of an arrangement exists, we have delivered the product or performed the service, the fee is fixed or determinable and collection is probable. |
Multiple Element Arrangements section | Multiple Element Arrangements We enter into multiple element revenue arrangements in which a customer may purchase a combination of software, upgrades, hosting services, maintenance and support, and consulting (multiple-element arrangements). When vendor specific objective evidence (VSOE) of fair value does not exist for all delivered elements, we allocate and defer revenue for the undelivered items based on VSOE of fair value of the undelivered elements and recognize the difference between the total arrangement fee and the amount deferred for the undelivered items as license revenue. VSOE of fair value for each element is based on the price for which the element is sold separately. We determine the VSOE of fair value of each element based on historical evidence of our stand-alone sales of these elements to third-parties or from the stated renewal rate for the elements contained in the initial software license arrangement. When VSOE of fair value does not exist for any undelivered element, revenue is deferred until the earlier of the point at which such VSOE of fair value exists or until all elements of the arrangement have been delivered. The only exception to this guidance is when the only undelivered element is maintenance and support or other services, then the entire arrangement fee is recognized ratably over the performance period. |
Product Revenue section | Product Revenue We recognize our product revenue upon shipment, provided all other revenue recognition criteria have been met. Our desktop application products revenue from distributors is subject to agreements allowing limited rights of return, rebates and price protection. Our direct sales and OEM sales are also subject to limited rights of return. Accordingly, we reduce revenue recognized for estimated future returns, price protection and rebates at the time the related revenue is recorded. The estimates for returns are adjusted periodically based upon historical rates of returns, inventory levels in the distribution channel and other related factors. We record the estimated costs of providing free technical phone support to customers for our software products. We recognize OEM licensing revenue, primarily royalties, when OEMs ship products incorporating our software, provided collection of such revenue is deemed probable. For certain OEM customers, we must estimate royalty revenue due to the timing of securing customer information. This estimate is based on a combination of our generated forecasts and actual historical reporting by our OEM customers. To substantiate our ability to estimate revenue, we review license royalty revenue reports ultimately received from our significant OEM customers in comparison to the amounts estimated in the prior period. Our product-related deferred revenue includes maintenance upgrade revenue and customer advances under OEM license agreements. Our maintenance upgrade revenue for our desktop application products is included in our product revenue line item as the maintenance primarily entitles customers to receive product upgrades. In cases where we provide a specified free upgrade to an existing product, we defer the fair value for the specified upgrade right until the future obligation is fulfilled or when the right to the specified free upgrade expires. |
Services and Support Revenue section | Services and Support Revenue Our services and support revenue is composed of consulting, training and maintenance and support, primarily related to the licensing of our Enterprise and Mobile and Device Solutions products. Our support revenue also includes technical support and developer support to partners and developer organizations related to our desktop products. We recognize revenue for hosting services that are based on a committed number of transactions, including implementation and set-up fees, ratably beginning on the date the customer commences use of our services and continuing through the end of the customer term. Over-usage fees, and fees billed based on the actual number of transactions from which we capture data, are billed in accordance with contract terms as these fees are incurred. We record amounts that have been invoiced in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. Our consulting revenue is primarily recognized using the proportionate performance method and is measured monthly based on input measures, such as hours incurred to date compared to total estimated hours to complete, with consideration given to output measures, such as contract milestones when applicable. Our maintenance and support offerings, which entitle customers to receive product upgrades and enhancements or technical support, depending on the offering, are recognized ratably over the performance period of the arrangement. |
Rights of Return, Rebates and Price Protection section | Rights of Return, Rebates and Price Protection As discussed above, we offer limited rights of return, rebates and price protection of our products under various policies and programs with our distributors, resellers and/or end-user customers. We estimate and record reserves for these programs as an offset to revenue. Below is a summary of each of the general provisions in our contracts: Distributors are allowed limited rights of return of products purchased during the previous quarter. In addition, distributors are allowed to return products that have reached the end of their lives and products that are being replaced by new versions. We offer rebates to our distributors, resellers and/or end user customers. The amount of revenue that is reduced for distributor and reseller rebates is based on actual performance against objectives set forth by us for a particular reporting period (volume, timely reporting, etc.). If mail-in or other promotional rebates are offered, the amount of revenue reduced is based on the dollar amount of the rebate, taking into consideration an estimated redemption rate calculated using historical trends. From time to time, we may offer price protection to our distributors that allow for the right to a credit if we permanently reduce the price of a software product. The amount of revenue that is reduced for price protection is calculated as the difference between the old and new price of a software product on inventory held by the distributor prior to the effective date of the decrease. Although our subscription contracts are generally non-cancelable, a limited number of customers have the right to cancel their contracts by providing prior written notice to us of their intent to cancel the remainder of the contract term. In the event a customer cancels its contract, they are not entitled to a refund for prior services we have provided to them. On a quarterly basis, the amount of revenue that is reserved for future returns is calculated based on our historical trends and data specific to each reporting period. We review the actual returns evidenced in prior quarters as a percent of revenue to determine a historical returns rate. We then apply the historical rate to the current period revenue as a basis for estimating future returns. When necessary, we also provide a specific returns reserve for product in the distribution channel in excess of estimated requirements. This estimate can be affected by the amount of a particular product in the channel, the rate of sell-through, product plans and other factors. |
Revenue Reserve section | Revenue Reserve Revenue reserve rollforward (in thousands): 2009 2008 2007 Beginning balance $ 50,943 $ 43,532 $ 55,526 Increase due to acquisition 6,566 Amount charged to revenue 113,009 153,129 156,761 Actual returns (136,117 ) (145,718 ) (168,755 ) Ending balance $ 34,401 $ 50,943 $ 43,532 |
Deferred Revenue section | Deferred Revenue Deferred revenue consist of billings or payments received in advance of revenue recognition for our products and services described above. We recognize deferred revenue as revenue only when the revenue recognition criteria are met. |
Taxes Collected from Customers section | Taxes Collected from Customers We net taxes collected from customers against those remitted to government authorities in our financial statements. Accordingly, taxes collected from customers are not reported as revenue. |
Advertising Expenses section | Advertising Expenses Advertising costs are expensed as incurred. Advertising expenses for fiscal 2009, 2008 and 2007 were $67.0million, $67.1million and $45.3million, respectively. |
Foreign Currency and Other Hedging Instruments section | Foreign Currency and Other Hedging Instruments In countries outside the United States (U.S.), we transact business in U.S. dollars and in various other currencies. In Europe and Japan, transactions that are denominated in Euro and Yen are subject to exposure from movements in exchange rates. We hedge our net recognized foreign currency assets and liabilities with foreign exchange forward contracts to reduce the risk that our earnings and cash flows will be adversely affected by changes in exchange rates. We use foreign exchange option and forward contracts for Euro- and Yen-denominated revenue. We account for our derivative instruments as either assets or liabilities on the balance sheet and measure them at fair value. Gains and losses resulting from changes in fair value are accounted for depending on the use of the derivative and whether it is designated and qualifies for hedge accounting. Derivatives that do not qualify for hedge accounting are adjusted to fair value through earnings. See Note 5 for information regarding our hedging activities. Gains and losses from foreign exchange forward contracts which hedge certain balance sheet positions, primarily non-functional currency denominated assets and liabilities (e.g., trade receivables and accounts payable) are recorded each period as a component of interest and other income, net in our Consolidated Statements of Income. Foreign exchange forward and option contracts hedging forecasted non-functional currency product licensing revenue, are designated as cash flow hedges under accounting for derivative instruments and hedging activities, with gains and losses recorded net of tax, as a component of other comprehensive income in stockholders equity and reclassified into revenue at the time the forecasted transactions occur. |
Income Taxes section | Income Taxes We use the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. We record a valuation allowance to reduce deferred tax assets to an amount for which realization is more likely than not. |
Recent Accounting Pronouncements section | Recent Accounting Pronouncements In October2009, the Financial Accounting Standards Board (FASB) issued new revenue recognition standards for arrangements with multiple deliverables, where certain of those deliverables are non-software related. The new standards permit entities to initially use managements best estimate of selling price to value individual deliverables when those deliverables do not have VSOE of fair value or when third-party evidence is not available. Additionally, these new standards modify the manner in which the transaction consideration is allocated across the separately identified deliverables by no longer permitting the residual method of allocating arrangement consideration. These new standards are effective for annual periods ending after June15, 2010 and are effective for us beginning in the first quarter of fiscal 2011, however early adoption is permitted. We are currently evaluating the impact of adopting these new standards on our consolidated financial position, results of operations and cash flows, including possible early adoption. In June2009, the FASB issued the FASB Accounting Standards Codification (the Codification) for financial statements issued for interim and annual periods ending after September15, 2009, which was effective for us beginning in the fourth quarter of fiscal 2009. The Codification became the single authoritative source for GAAP. Accordingly, previous references to GAAP accounting standards are no longer used in our disclosures, including these Notes to the Consolidated Financial Statements. The Codification does not affect our consolidated financial position, cash flows, or results of operations. In June2009, the FASB issued amended standards for determining whether to consolidate a variable interest entity. These new standards amend the evaluation criteria to identify the primary beneficiary of a variable interest entity and requires ongoing reassessment of whether an enterprise is the primary beneficiary of the variable interest entity. The provisions of the new standards are effective for annual reporting periods beginning after November15, 2009 and interim periods within those fiscal years. These standards will be effective for us beginning in the first quarter of fiscal 2010. The adoption of the new standards will not have an impact on our consolidated financial position, results of operations and cash flows. In May2009, the FASB issued new standards for subsequent events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. The new standards are effective for interim and annual reporting periods ending after June15, 2009. We adopted the new standards during the third quarter of fiscal 2009 and, as the pronouncement only requires additional disclosures, the adoption did not have an impact on our consolidated financial position, results of operations or cash flows. We have evaluated subsequent events through January22, 2010, the date that these financial statements were issued. In April2009, the FASB issued new standard |
2_Significant Accounting Polici
Significant Accounting Policies (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Significant Accounting Policies (Tables) [Abstract] | |
Allowance for Doubtful Accounts | We maintain an allowance for doubtful accounts which reflects our best estimate of potentially uncollectible trade receivables. We regularly review our trade receivables allowances by considering such factors as historical experience, credit-worthiness, the age of the trade receivable balances and current economic conditions that may affect a customers ability to pay and we specifically reserve for those deemed uncollectible. (in thousands) 2009 2008 2007 Beginning balance $ 4,128 $ 4,398 $ 6,798 Increase due to acquisition 9,421 Charged (credited)to operating expenses 2,841 4,414 (1,367 ) Preference claim, credited to operating expense (1,000 ) (2,000 ) Deductions(*) (165 ) (2,684 ) (1,033 ) Ending balance $ 15,225 $ 4,128 $ 4,398 (*) Deductions related to the allowance for doubtful accounts represent amounts written off against the allowance, less recoveries. |
Amortization of intangible assets over their estimated useful life | Our intangible assets are amortized over their estimated useful lives of 1 to 13years as shown in the table below. Amortization is based on the pattern in which the economic benefits of the intangible asset will be consumed. Weighted Average Useful Life (years) Purchased technology 7 Localization 1 Trademarks 7 Customer contracts and relationships 10 Other intangibles 2 |
Revenue Reserve | Revenue reserve rollforward (in thousands): 2009 2008 2007 Beginning balance $ 50,943 $ 43,532 $ 55,526 Increase due to acquisition 6,566 Amount charged to revenue 113,009 153,129 156,761 Actual returns (136,117 ) (145,718 ) (168,755 ) Ending balance $ 34,401 $ 50,943 $ 43,532 |
3_Acquisitions
Acquisitions (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Acquisitions (Tables) [Abstract] | |
Fair values of assets acquired and liabilities assumed | Assets acquired and liabilities assumed were recorded at their fair values as of October23, 2009. The total $1.8billion purchase price was comprised of the following (in thousands): Acquisition of approximately 79million shares of outstanding common stock of Omniture at $21.50 per share in cash $ 1,698,926 Estimated fair value of earned stock options and restricted stock units assumed and converted 84,968 Estimated direct transaction costs 13,964 Total purchase price $ 1,797,858 |
Purchase Price Allocation | The table below represents the allocation of the preliminary purchase price to the acquired net assets of Omniture based on their estimated fair values as of October23, 2009 and the associated estimated useful lives at that date. The preliminary allocation of the purchase price was based upon a preliminary valuation and our estimates and assumptions are subject to change within the purchase price allocation period as valuations are finalized. Weighted Average Useful Life (in thousands) Amount (years) Net tangible assets $ 31,138 N/A Identifiable intangible assets: Existing technology 176,100 6 Customer contracts and relationships 167,900 11 Contract backlog 52,100 2 Non-competition agreements 900 2 Trademarks 41,000 8 In-process research and development 4,600 N/A Goodwill 1,334,980 N/A Restructuring liability (10,860 ) N/A Total estimated purchase price allocation $ 1,797,858 |
Pro forma financial information | The following pro forma financial information for fiscal 2009 and 2008 combines the historical results for Adobe for the years ended November27, 2009 and November28, 2008 and the historical results of Omniture for the period January 1, 2009 through October23, 2009 and the year ended December31, 2008 (in thousands): 2009 2008 Net revenues $ 3,168,731 $ 3,835,799 Net income $ 308,904 $ 742,749 Basic net income per share $ 0.59 $ 1.38 Shares used in computing basic net income per share 524,470 539,373 Diluted net income per share $ 0.58 $ 1.35 Shares used in computing diluted net income per share 531,293 549,883 |
4_Cash, Cash Equivalents and Sh
Cash, Cash Equivalents and Short Term Investments (Table) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Cash Cash Equivalents And Short Term Investments (Tables) [Abstract] | |
Cash, Cash Equivalents and Short-term Investments | Cash, cash equivalents and short-term investments consisted of the following as of November 27, 2009 (in thousands): Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value Current assets: Cash $ 75,110 $ $ $ 75,110 Cash equivalents: Money market mutual funds 884,240 884,240 Bank deposits 40,137 40,137 Total cash equivalents 924,377 924,377 Total cash and cash equivalents 999,487 999,487 Short-term investments: United States treasury notes 373,180 3,199 (1 ) 376,378 United States government agency bonds 59,447 273 59,720 Government guaranteed bonds 221,730 3,409 (1 ) 225,138 Corporate bonds 185,735 4,702 190,437 Obligations of foreign governments 23,022 397 23,419 Bonds of multi-lateral government agencies 24,598 269 24,867 Subtotal 887,712 12,249 (2 ) 899,959 Other marketable equity securities 2,527 2,500 5,027 Total short-term investments 890,239 14,749 (2 ) 904,986 Total cash, cash equivalents and short-term investments $ 1,889,726 $ 14,749 $ (2 ) $ 1,904,473 Cash, cash equivalents and short-term investments consisted of the following as of November28, 2008 (in thousands): Amortized Unrealized Unrealized Estimated Cost Gains Losses Fair Value Current assets: Cash $ 117,681 $ $ $ 117,681 Cash equivalents: Money market mutual funds 682,148 682,148 Bank deposits 40,594 40,594 United States treasury notes 35,992 7 35,999 Corporate bonds 10,028 10,028 Total cash equivalents 768,762 7 768,769 Total cash and cash equivalents 886,443 7 886,450 Short-term investments: United States treasury notes 863,772 14,384 (1 ) 878,155 Corporate bonds 109,415 219 (997 ) 108,637 Obligations of foreign governments 115,316 811 (33 ) 116,094 Bonds of multi-lateral government agencies 26,559 260 26,819 Subtotal 1,115,062 15,674 (1,031 ) 1,129,705 Other marketable equity securities 2,773 274 3,047 Total short-term investments 1,117,835 15,948 (1,031 ) 1,132,752 Total cash, |
Fair Value and Gross Unrealized Losses Related to Available-For-Sale Securities | The following table summarizes the fair value and gross unrealized losses related to available-for-sale securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at November27, 2009 (in thousands): Less Than 12 Months Total Gross Gross Unrealized Unrealized Fair Value Losses Fair Value Losses United States treasury notes and agency bonds $ 11,179 $ (1 ) $ 11,179 $ (1 ) Government guaranteed bonds 5,041 (1 ) 5,041 (1 ) Total $ 16,220 $ (2 ) $ 16,220 $ (2 ) As of November27, 2009, there were no securities in a continuous unrealized loss position for more than twelve months. There were 4 securities that were in an unrealized loss position at November27, 2009. The following table summarizes the fair value and gross unrealized losses related to available-for-sale securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at November28, 2008 (in thousands): Less Than 12 Months Total Gross Gross Unrealized Unrealized Fair Value Losses Fair Value Losses United States treasury notes $ 37,400 $ (1 ) $ 37,400 $ (1 ) Corporate bonds 67,606 (997 ) 67,606 (997 ) Obligations of foreign governments 28,033 (33 ) 28,033 (33 ) Total $ 133,039 $ (1,031 ) $ 133,039 $ (1,031 ) As of November28, 2008, there were no securities in a continuous unrealized loss position for more than twelve months. There were 33 securities that were in an unrealized loss position at November28, 2008. |
Cost and Estimated Fair Value of Debt Securities | The following table summarizes the cost and estimated fair value of debt securities classified as short-term investments based on stated maturities as of November27, 2009 (in thousands): Amortized Estimated Cost Fair Value Due within one year $ 385,828 $ 387,572 Due within two years 246,169 249,882 Due within three years 214,108 218,621 Due after three years 41,607 43,884 Total $ 887,712 $ 899,959 |
5_Fair Value Measurements
Fair Value Measurements (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Fair Value Measurements (Tables) [Abstract] | |
Financial Assets and Liabilities at Fair Value on Recurring Basis | We measure certain financial assets and liabilities at fair value on a recurring basis. The fair value of these financial assets and liabilities was determined using the following inputs at November27, 2009 (in thousands): Fair Value Measurements at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) Current assets: Money market funds and overnight deposits(1) $ 924,378 $ 924,378 $ $ Fixed income available-for-sale securities(2) 899,960 899,960 Available-for-sale equity securities(3) 5,026 5,026 Total current assets 1,829,364 929,404 899,960 Non-current assets: Investments of limited partnership(4) 37,121 37,121 Foreign currency derivatives(5) 4,307 4,307 Deferred compensation plan assets(4): Money market funds 717 717 Equity and fixed income mutual funds 8,328 8,328 Subtotal for deferred compensation plan assets 9,045 717 8,328 Total non-current assets 50,473 717 12,635 37,121 Total assets $ 1,879,837 $ 930,121 $ 912,595 $ 37,121 Liabilities: Foreign currency derivatives(6) $ 1,589 $ $ 1,589 $ Total liabilities $ 1,589 $ $ 1,589 $ The fair value of these financial assets and liabilities was determined using the following inputs at November28, 2008 (in thousands): Fair Value Measurements at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) Current assets: Money market funds and overnight deposits(1) $ 722,742 $ 722,742 $ $ Fixed income available-for-sale securities(2) 1,175,732 1,175,732 Available-for-sale equity securities(3) 3,047 3,047 Total current assets 1,901,521 725,789 1,175,732 Non-current assets: Investments of limited partnership(4) 39,004 251 38,753 Foreign currency derivatives(5) 49,848 49,848 Deferred compensation plan assets(4): Money market funds 704 704 Equity and fixed income mutual funds 6,856 6,856 |
Reconciliation Balances for Investments of Limited Partnership | A reconciliation of the beginning and ending balances for investments of limited partnership using significant unobservable inputs (Level 3) as of November27, 2009 and November28, 2008 was as follows (in thousands): Balance as of November30, 2007 $ 30,647 Purchases and sales of investments, net 363 Unrealized net investment gains included in earnings 7,743 Balance as of November28, 2008 38,753 Purchases and sales of investments, net 1,921 Unrealized net investment losses included in earnings (3,553 ) Balance as of November27, 2009 $ 37,121 |
6_Financial Instruments
Financial Instruments (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Financial Instruments (Tables) [Abstract] | |
Effect of Derivative Instruments as Designated Cash Flow Hedges and Not Designated as Hedges | The effect of derivative instruments designated as cash flow hedges and of derivative instruments not designated as hedges in our Consolidated Statements of Income for fiscal 2009 was as follows (in thousands): 2009 Foreign Foreign Exchange Exchange Option Forward Contracts Contracts Derivatives in cash flow hedging relationships: Net gain (loss)recognized in OCI, net of tax(1) $ (14,618 ) $ Net gain (loss)reclassified from accumulated OCI into income, net of tax(2) $ 27,138 $ Net gain (loss)recognized in income(3) $ (18,027 ) $ Derivatives not designated as hedging relationships: Net gain (loss)recognized in income(4) $ $ (14,407 ) (1) Net change in the fair value of the effective portion classified in other comprehensive income (OCI). (2) Effective portion classified as revenue. (3) Ineffective portion and amount excluded from effectiveness testing classified in interest and other income, net. (4) Classified in interest and other income, net. |
Fair Value of Derivative Instruments | The fair value of derivative instruments in our Consolidated Balance Sheets as of November27, 2009 were as follows (in thousands): Fair Values of Derivative Instruments Asset Derivatives Liability Derivatives Balance Sheet Balance Sheet Location Fair Value Location Fair Value Derivatives designated as hedging instruments: Foreign exchange option contracts(*) Prepaid expense and other current assets $ 4,175 Accrued expenses $ Derivatives not designated as hedging instruments: Foreign exchange forward contracts Prepaid expense and other current assets 132 Accrued expenses 1,589 Total derivatives $ 4,307 $ 1,589 (*) Hedging effectiveness expected to be recognized to income within the next twelve months. |
Net gains (losses) recognized in interest and other income, net relating to balance sheet hedging | Net gains (losses)recognized in interest and other income, net relating to balance sheet hedging for fiscal 2009, 2008 and 2007 were as follows (in thousands): 2009 2008 2007 Gain (loss)on foreign currency assets and liabilities: Net realized gain (loss)recognized in other income $ 25,384 $ (7,738 ) $ 13,388 Net unrealized (loss)gain recognized in other income related to instruments outstanding (6,390 ) 5,223 (4,035 ) 18,994 (2,515 ) 9,353 (Loss) gain on hedges of foreign currency assets and liabilities: Net realized loss recognized in other income (11,872 ) (3,255 ) (8,394 ) Net unrealized (loss)gain recognized in other income (2,535 ) 3,920 1,887 (14,407 ) 665 (6,507 ) Net gain (loss)recognized in other income $ 4,587 $ (1,850 ) $ 2,846 |
7_Property and Equipment
Property and Equipment (Table) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Property and Equipment (Table) [Abstract] | |
Property, Plant and Equipment | Property and equipment, net consisted of the following as of November27, 2009 and November 28, 2008 (in thousands): 2009 2008 Computers and equipment $ 409,595 $ 331,235 Furniture and fixtures 62,786 56,253 Capital projects in-progress 19,931 7,273 Leasehold improvements 152,200 133,571 Land 86,493 74,835 Buildings 99,845 62,464 Total 830,850 665,631 Less accumulated depreciation and amortization (442,718 ) (352,594 ) Property and equipment, net $ 388,132 $ 313,037 |
8_Goodwill and Purchased and Ot
Goodwill and Purchased and Other Intangibles (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Goodwill and Purchased and Other Intangibles (Tables) [Abstract] | |
Goodwill by Segment | Goodwill by reportable segment, as of November27, 2009 was as follows (in thousands): 2008 Acquisitions Other(*) 2009 Creative Solutions $ 956,011 $ 253,463 $ 1,126 $ 1,210,600 Knowledge Worker 408,318 2,255 410,573 Enterprise 298,039 (4,310 ) 293,729 Platform 265,518 (398 ) 265,120 Print and Publishing 206,844 (311 ) 206,533 Omniture 1,108,034 1,108,034 Goodwill $ 2,134,730 $ 1,361,497 $ (1,638 ) $ 3,494,589 (*) Includes net reductions in goodwill of $5.2million for tax related obligations associated with our acquisitions of Macromedia and Accelio in addition to a facility lease obligation adjustment of $1.7million related to Macromedia, offset in part by foreign currency translation adjustments and other individually insignificant tax items. See Note 2 for further information regarding our acquisitions. |
Purchased and Other Intangible Assets, Net by Segment | Purchased and other intangible assets, net by reportable segment as of November27, 2009 and November28, 2008 were as follows (in thousands): 2009 2008 Creative Solutions $ 124,178 $ 107,526 Knowledge Worker 23,041 48,851 Enterprise 6,588 13,146 Platform 9,159 26,248 Print and Publishing 6,218 19,189 Omniture 358,204 Purchased and other intangible assets, net $ 527,388 $ 214,960 |
Purchased and Other Intangible Assets | Purchased and other intangible assets subject to amortization as of November27, 2009 were as follows (in thousands): Accumulated Cost Amortization Net Purchased technology $ 586,952 $ (387,731 ) $ 199,221 Localization $ 20,284 $ (15,222 ) $ 5,062 Trademarks 172,030 (104,953 ) 67,077 Customer contracts and relationships 363,922 (159,450 ) 204,472 Other intangibles 54,535 (2,979 ) 51,556 Total other intangible assets $ 610,771 $ (282,604 ) $ 328,167 Purchased and other intangible assets $ 1,197,723 $ (670,335 ) $ 527,388 Purchased and other intangible assets subject to amortization as of November28, 2008 were as follows (in thousands): Accumulated Cost Amortization Net Purchased technology $ 411,408 $ (338,608 ) $ 72,800 Localization $ 23,751 $ (6,156 ) $ 17,595 Trademarks 130,925 (78,181 ) 52,744 Customer contracts and relationships 198,891 (127,520 ) 71,371 Other intangibles 800 (350 ) 450 Total other intangible assets $ 354,367 $ (212,207 ) $ 142,160 Purchased and other intangible assets $ 765,775 $ (550,815 ) $ 214,960 |
Amortization Expense in Future Periods | Purchased and other intangible assets are amortized over their estimated useful lives of 1 to 13years. As of November27, 2009, we expect amortization expense in future periods to be as follows (in thousands): Purchased Other Intangible Fiscal Year Technology Assets 2010 $ 35,830 $ 100,403 2011 32,446 58,494 2012 30,840 22,068 2013 26,867 21,447 2014 25,110 21,046 Thereafter 48,128 104,709 Total expected amortization expense $ 199,221 $ 328,167 |
9_Other Assets
Other Assets (Table) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Other Assets (Table) [Abstract] | |
Other Assets | Other assets as of November27, 2009 and November28, 2008 consisted of the following (in thousands): 2009 2008 Acquired rights to use technology $ 84,313 $ 90,643 Investments 63,526 76,589 Security and other deposits 11,692 16,087 Prepaid royalties 12,059 9,026 Deferred compensation plan assets 9,045 7,560 Restricted cash 4,650 7,361 Prepaid land lease 3,209 3,185 Prepaid rent 1,377 2,658 Other 1,394 3,420 Other assets $ 191,265 $ 216,529 |
10_Accrued Expenses
Accrued Expenses (Table) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Accrued Expenses (Table) [Abstract] | |
Accrued Expenses | Accrued expenses as of November27, 2009 and November28, 2008 consisted of the following (in thousands): 2009 2008 Accrued compensation and benefits $ 164,352 $ 177,760 Taxes payable 11,879 21,760 Sales and marketing allowances 32,774 28,127 Other 210,641 172,322 Accrued expenses $ 419,646 $ 399,969 |
11_Income Taxes
Income Taxes (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Income Taxes (Tables) [Abstract] | |
Provision for Income Taxes | The provision for income taxes for fiscal 2009, 2008 and 2007 consisted of the following (in thousands): 2009 2008 2007(*) Current: United States federal $ 152,840 $ 24,179 $ 36,614 Foreign 36,794 27,680 55,536 State and local 25,427 6,972 4,100 Total current 215,061 58,831 96,250 Deferred: United States federal 50,376 41,678 50,640 Foreign 559 (9,693 ) (13,480 ) State and local 4,635 25,518 23,007 Total deferred 55,570 57,503 60,167 Tax expense attributable to employee stock plans 44,381 90,360 66,966 Provision for income taxes $ 315,012 $ 206,694 $ 223,383 (*) Certain employee stock plan benefits in fiscal 2007 associated with the acquisition of Macromedia reduced goodwill. See Note 7 for further information regarding our goodwill. |
Tax Rate Reconciliation | Total income tax expense differs from the expected tax expense (computed by multiplying the U.S. federal statutory rate of 35% by income before income taxes) as a result of the following (in thousands): 2009 2008 2007 Computed expected tax expense $ 245,532 $ 377,478 $ 331,516 State tax expense, net of federal benefit 7,799 12,700 8,938 Tax-exempt income (342 ) (11,123 ) Tax credits (14,127 ) (12,873 ) (23,341 ) Differences between statutory rate and foreign effective tax rate (91,262 ) (132,470 ) (84,740 ) Change in deferred tax asset valuation allowance 2,759 (1,105 ) 1,694 Stock-based compensation (net of tax deduction) 6,085 5,457 2,587 Resolution of U.S. income tax exam for fiscal 2001 - 2004years (20,712 ) Foreign tax refund for fiscal 2000 - 2002 (16,351 ) Domestic manufacturing deduction benefit (7,525 ) (6,300 ) (4,419 ) Tax charge for licensing Omnitures technology to foreign subsidiaries 161,701 Other, net 4,050 1,212 2,271 Provision for income taxes $ 315,012 $ 206,694 $ 223,383 |
Deferred Tax Assets and Liabilities | The tax effects of the temporary differences that gave rise to significant portions of the deferred tax assets and liabilities as of November28, 2008 and November27, 2009 are presented below (in thousands): 2009 2008 Deferred tax assets: Acquired technology $ 937 $ 4,497 Reserves and accruals 68,472 71,174 Deferred revenue 17,441 46,200 Unrealized losses on investments 15,263 10,350 Stock-based compensation 56,541 50,329 Net operating loss of acquired companies 56,138 7,621 Credits 12,205 19,130 Capitalized expenses 5,701 5,688 Other 11,603 3,538 Total gross deferred tax assets 244,301 218,527 Deferred tax asset valuation allowance (4,283 ) (1,524 ) Total deferred tax assets 240,018 217,003 Deferred tax liabilities: Depreciation and amortization (11,975 ) (3,113 ) Undistributed earnings of foreign subsidiaries (210,619 ) (167,760 ) Acquired intangible assets (192,493 ) (52,745 ) Total deferred tax liabilities (415,087 ) (223,618 ) Net deferred tax (liabilities)assets $ (175,069 ) $ (6,615 ) |
Unrecognized Tax Benefits | During fiscal 2009 and 2008, our aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows (in thousands): 2009 2008 Beginning balance $ 139,549 $ 201,808 Gross increases in unrecognized tax benefits prior year tax positions 43,173 14,009 Gross increases in unrecognized tax benefits current year tax positions 42,422 11,350 Settlements with taxing authorities (429 ) (81,213 ) Lapse of statute of limitations (12,585 ) (3,512 ) Foreign exchange gains and losses 5,910 (2,893 ) Ending balance $ 218,040 $ 139,549 |
12_Restructuring
Restructuring (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Restructuring (Tables) [Abstract] | |
2009 Restructuring Plan Activities | The following table sets forth a summary of Adobe restructuring activities during fiscal 2009 (in thousands): November 28, Costs Cash Other November 27, 2008 Incurred Payments Adjustments 2009 Termination benefits $ $ 25,521 $ (2,537 ) $ $ 22,984 |
Omniture Restructuring Activities | The following table sets forth a summary of preliminary restructuring activities during fiscal 2009 (in thousands): November 28, Costs Cash Other November 27, 2008 Recorded Payments Adjustments 2009 Termination benefits $ $ 6,704 $ $ 8 $ 6,712 Cost of closing redundant facilities 3,914 19 3,933 Contract termination 242 242 Total $ $ 10,860 $ $ 27 $ 10,887 |
2008 Restructuring Plan Activities | The following table sets forth a summary of Adobe restructuring activities during fiscal 2009 (in thousands): November 28, Costs Cash Other November 27, 2008 Incurred Payments Adjustments 2009 Termination benefits $ 28,759 $ 6,722 $ (34,191 ) $ (233 ) $ 1,057 Cost of closing redundant facilities 8,514 (5,380 ) 248 3,382 Total $ 28,759 $ 15,236 $ (39,571 ) $ 15 $ 4,439 |
Macromedia Restructuring Activities | The following table sets forth a summary of Macromedia restructuring activities during fiscal 2009 (in thousands): November 28, Cash Other November 27, 2008 Payments Adjustments 2009 Cost of closing redundant facilities $ 12,168 $ (6,675 ) $ (487 ) $ 5,006 Other 977 (889 ) (80 ) 8 Total $ 13,145 $ (7,564 ) $ (567 ) $ 5,014 Accrued restructuring charges of approximately $5.0million at November27, 2009 related to facilities obligations include $3.1million recorded in accrued restructuring, current and $1.9 million recorded in accrued restructuring, non-current in our Consolidated Balance Sheets. We expect to pay these liabilities through fiscal 2012. Included in the other adjustments column is a change to previous estimates of $0.6million offset in part by small foreign currency translation adjustments. Included in the change in previous estimates of $0.6million is an adjustment of $1.7million associated with an accrual for a leased facility that was included in the purchase price of Macromedia as an assumed liability. During the third quarter of fiscal 2009, adjustments were made to the liability for this lease facility that were recorded as a reduction to Macromedia goodwill. Accordingly, during fiscal 2009, $1.1million represents adjustments recorded as an increase to restructuring charges. The following table sets forth a summary of Macromedia restructuring activities during fiscal 2008 (in thousands): November 30, Cash Other November 28, 2007 Payments Adjustments 2008 Cost of closing redundant facilities $ 16,283 $ (7,187 ) $ 3,072 $ 12,168 Other 1,435 (147 ) (311 ) 977 Total $ 17,718 $ (7,334 ) $ 2,761 $ 13,145 |
13_Stock Based Compensation
Stock Based Compensation (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Stock Based Compensation (Tables) [Abstract] | |
Assumptions Used to Value Option Grants | The assumptions used to value our option grants were as follows: Fiscal Years 2009 2008 2007 Expected term (in years) 3.0 4.1 2.3 4.7 3.5 4.8 Volatility 34 57% 32 60% 30 39% Risk-free interest rate 1.16 2.24% 1.70 3.50% 3.60 5.10% |
Assumptions Used to Value Employee Stock Purchase Rights | The expected term of ESPP shares is the average of the remaining purchase periods under each offering period. The assumptions used to value employee stock purchase rights were as follows: Fiscal Years 2009 2008 2007 Expected term (in years) 0.5 2.0 0.5 2.0 0.5 2.0 Volatility 40 57% 30 36% 30 33% Risk-free interest rate 0.27 1.05% 2.12 3.29% 4.79 5.11% |
Stock Option Activity | Option activity under our stock option program for fiscal years 2009, 2008 and 2007 was as follows (shares in thousands): Outstanding Options Weighted Average Number of Exercise Shares Price December1, 2006 61,731 $ 24.19 Granted 10,084 40.36 Exercised (21,368 ) 21.18 Cancelled (2,705 ) 33.18 November30, 2007 47,742 $ 28.47 Granted 5,462 35.08 Exercised (9,983 ) 25.45 Cancelled (2,517 ) 35.34 November28, 2008 40,704 $ 29.67 Granted 5,758 22.90 Exercised (7,560 ) 17.15 Cancelled (3,160 ) 33.57 Increase due to acquisition 5,509 20.15 November27, 2009 41,251 $ 29.45 |
Stock Options Outstanding | Information regarding the stock options outstanding at November27, 2009, November28, 2008 and November30, 2007 is summarized below: Weighted Average Weighted Remaining Aggregate Number of Average Contractual Intrinsic Shares Exercise Life Value(*) (thousands) Price (years) (millions) As of November27, 2009 Options outstanding 41,251 $ 29.45 4.33 $ 295.8 Options vested and expected to vest 39,322 $ 29.54 4.24 $ 279.1 Options exercisable 26,677 $ 29.85 3.54 $ 181.7 As of November28, 2008 Options outstanding 40,704 $ 29.67 4.00 $ 76.1 Options vested and expected to vest 38,975 $ 29.36 3.87 $ 76.1 Options exercisable 28,034 $ 26.61 3.28 $ 76.1 As of November30, 2007 Options outstanding 47,742 $ 28.47 4.36 $ 654.2 Options vested and expected to vest 43,067 $ 27.68 4.19 $ 623.8 Options exercisable 29,387 $ 23.77 3.38 $ 539.8 (*) The intrinsic value is calculated as the difference between the market value as of end of the fiscal year and the exercise price of the shares. As reported by the NASDAQ Global Select Market, the market values as of November27, 2009, November28, 2008 and November30, 2007 were $35.38, $23.16 and $42.14, respectively. |
Restricted Stock Award Activity | Restricted stock award activity for fiscal 2009, 2008 and 2007 was as follows (shares in thousands): 2009 2008 2007 Weighted Weighted Weighted Average Average Average Non-vested Grant Date Non-vested Grant Date Non-vested Grant Date Shares Fair Value Shares Fair Value Shares Fair Value Beginning outstanding balance 4 $ 39.31 21 $ 36.41 501 $ 9.17 Awarded 5 40.03 Released (1 ) 38.22 (15 ) 34.94 (92 ) 29.32 Forfeited (2 ) 39.95 (393 ) 4.77 Ending outstanding balance 3 $ 40.01 4 $ 39.31 21 $ 36.41 |
Restricted Stock Unit Activity | Restricted stock unit activity for fiscal years 2009, 2008 and 2007 was as follows (in thousands): 2009 2008 2007 Beginning outstanding balance 4,261 1,701 Awarded 6,176 3,177 1,771 Released (1,162 ) (422 ) Forfeited (401 ) (195 ) (70 ) Increase due to acquisition 1,559 Ending outstanding balance 10,433 4,261 1,701 |
Restricted Stock Units Outstanding | Information regarding restricted stock units outstanding at the end of fiscal 2009, 2008 and 2007 is summarized below: Weighted Average Remaining Aggregate Number of Contractual Intrinsic Shares Life Value(*) (thousands) (years) (millions) 2009 Restricted stock units outstanding 10,433 1.82 $ 369.1 Restricted stock units vested and expected to vest 8,078 1.63 $ 285.7 2008 Restricted stock units outstanding 4,261 1.73 $ 98.7 Restricted stock units vested and expected to vest 3,351 1.52 $ 77.6 2007 Restricted stock units outstanding 1,701 1.88 $ 71.7 Restricted stock units vested and expected to vest 1,309 1.65 $ 55.2 (*) The intrinsic value is calculated as the market value as of end of the fiscal year. As reported by the NASDAQ Global Select Market, the market values as of November27, 2009, November28, 2008 and November30, 2007 were $35.38, $23.16 and $42.14, respectively. |
Performance Share Activity 2009 Program | The following table sets forth the summary of performance share activity under our 2009 Program for fiscal 2009 (in thousands): Maximum Shares Shares Eligible Granted to Receive Beginning outstanding balance Awarded 559 643 Forfeited (7 ) (8 ) Ending outstanding balance 552 635 |
Performance Share Activity Prior Years Programs | The following table sets forth the summary of performance share activity under our 2006 through 2008 programs, based upon share awards actually achieved, for fiscal 2009 and fiscal 2008 (in thousands): 2009 2008 Beginning outstanding balance 383 Achieved 1,022 993 Released (382 ) (480 ) Forfeited (73 ) (130 ) Ending outstanding balance 950 383 |
Performance Shares Outstanding | Information regarding performance shares outstanding at November27, 2009 and November28, 2008 is summarized below: Weighted Average Remaining Aggregate Number of Contractual Intrinsic Shares Life Value(*) (thousands) (years) (millions) 2009 Performance shares outstanding 950 1.05 $ 33.6 Performance shares vested and expected to vest 818 0.97 $ 28.8 2008 Performance shares outstanding 383 1.20 $ 8.9 Performance shares vested and expected to vest 323 1.10 $ 7.4 (*) The intrinsic value is calculated as the market value as of end of the fiscal year. As reported by the NASDAQ Global Select Market, the market value as of November27, 2009 and November28, 2008 was $35.38 and $23.16, respectively. |
Options Granted to Directors | Options granted to directors for fiscal 2009, 2008 and 2007 are as follows (shares in thousands): 2009 2008 2007 Options granted to existing directors 175 250 250 Exercise price $ 23.28 $ 37.09 $ 42.61 |
Restricted stock units granted | Restricted stock units granted to directors for fiscal 2009 are as follows (shares in thousands): 2009 Restricted stock units granted to existing directors 27 Restricted stock units granted to new directors 20 |
Total Stock-Based Compensation Costs | Total stock-based compensation costs that have been included in our Consolidated Statements of Income for fiscal 2009, 2008 and 2007 were as follows (in thousands): Income Statement Classifications Cost of Revenue Services and Research and Sales and General and Support Development Marketing Administrative Total Option Grants and Stock Purchase Rights(*) Fiscal 2009 $ 1,906 $ 45,535 $ 38,790 $ 24,595 $ 110,826 Fiscal 2008 $ 3,728 $ 55,653 $ 41,326 $ 24,521 $ 125,228 Fiscal 2007 $ 5,152 $ 58,579 $ 41,801 $ 24,467 $ 129,999 Restricted Stock and Performance Share Awards (*) Fiscal 2009 $ 639 $ 27,931 $ 19,818 $ 9,274 $ 57,662 Fiscal 2008 $ 570 $ 20,835 $ 17,928 $ 10,810 $ 50,143 Fiscal 2007 $ 346 $ 9,518 $ 6,084 $ 4,040 $ 19,988 (*) During fiscal 2009 and 2008, we recorded $0.9million and $2.9million, respectively, associated with cash recoveries of fringe benefit tax from employees in India. |
14_Comprehensive Income
Comprehensive Income (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Comprehensive Income (Tables) [Abstract] | |
Other Comprehensive Income, Net of Taxes | The following table sets forth the activity for each component of comprehensive income, net of related taxes, for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Net income $ 386,508 $ 871,814 $ 723,807 Other comprehensive income (loss): Available-for-sale securities: Unrealized gains (losses)on available-for-sale securities, net of taxes 6,661 (3,102 ) 14,570 Reclassification adjustment for (gains) losses on available-for-sale securities recognized during the period (8,752 ) 1,559 2,000 Subtotal available-for-sale securities (2,091 ) (1,543 ) 16,570 Derivative instruments: Unrealized (losses) gainson derivative instruments (14,618 ) 54,967 4,974 Reclassification adjustment for gainson derivative instruments recognized during the period (27,138 ) (13,248 ) (5,510 ) Subtotal derivative instruments (41,756 ) 41,719 (536 ) Foreign currency translation adjustments 11,071 (10,902 ) 5,570 Other comprehensive income (loss) (32,776 ) 29,274 21,604 Total comprehensive income, net of taxes $ 353,732 $ 901,088 $ 745,411 |
Taxes Related to Each Component of Other Comprehensive Income | The following table sets forth the taxes related for each component of other comprehensive income for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Available-for-sale securities $ 931 $ (988 ) $ 2,382 Foreign currency translation adjustments $ 1,411 $ (4,860 ) $ 3,699 Taxes related to derivative instruments were zero for all fiscal years. |
Accumulated Other Comprehensive Income, Net of Taxes | The following table sets forth the components of accumulated other comprehensive income, net of related taxes, for fiscal 2009 and 2008 (in thousands): 2009 2008 Net unrealized gains on available-for-sale securities: Unrealized gains on available-for-sale securities $ 13,818 $ 16,062 Unrealized losses on available-for-sale securities (2 ) (155 ) Total net unrealized gains on available-for-sale securities 13,816 15,907 Net unrealized gains on derivative instruments (5 ) 41,750 Cumulative foreign currency translation adjustments 10,635 (435 ) Total accumulated other comprehensive income, net of taxes $ 24,446 $ 57,222 |
Foreign Currency Translation Adjustments | The following table sets forth the components of foreign currency translation adjustments for fiscal 2009, 2008 and 2007 (in thousands): 2009 2008 2007 Beginning balance $ (431 ) $ 10,471 $ 4,901 Foreign currency translation adjustments 17,343 (19,461 ) 9,269 Income tax effect relating to translation adjustments for undistributed foreign earnings (6,272 ) 8,559 (3,699 ) Ending balance $ 10,640 $ (431 ) $ 10,471 |
15_Net Income Per Share
Net Income Per Share (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Net Income Per Share (Tables) [Abstract] | |
Net Income Per Share | The following table sets forth the computation of basic and diluted net income per share for fiscal 2009, 2008 and 2007 (in thousands, except per share data): 2009 2008 2007 Net income $ 386,508 $ 871,814 $ 723,807 Shares used to compute basic net income per share 524,470 539,373 584,203 Dilutive potential common shares: Unvested restricted stock and performance share awards 2,130 1,107 13 Stock options 4,010 8,073 14,559 Shares used to compute diluted net income per share 530,610 548,553 598,775 Basic net income per share $ 0.74 $ 1.62 $ 1.24 Diluted net income per share $ 0.73 $ 1.59 $ 1.21 |
16_Commitments and Contingencie
Commitments and Contingencies (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Commitments and Contingencies (Tables) [Abstract] | |
Rent Expense and Sublease Income | We lease certain of our facilities and some of our equipment under non-cancellable operating lease arrangements that expire at various dates through 2028. We also have one land lease that expires in 2091. Rent expense includes base contractual rent and variable costs such as building expenses, utilities, taxes, insurance and equipment rental. Rent expense and sublease income for these leases for fiscal 2007 through fiscal 2009 were as follows (in thousands): 2009 2008 2007 Rent expense $ 93,921 $ 101,202 $ 90,553 Less: sublease income 5,563 11,421 9,406 Net rent expense $ 88,358 $ 89,781 $ 81,147 |
Future Minimum Lease (Sublease) Payments (Income) Non-Cancellable | The following are our future minimum lease payments under non-cancellable operating leases and future minimum sublease income under non-cancellable subleases for each of the next five years and thereafter as of November27, 2009 (in thousands): Future Future Minimum Minimum Lease Sublease Fiscal Year Payments Income 2010 $ 53,244 $ 3,970 2011 41,328 3,323 2012 33,391 2,008 2013 24,780 404 2014 19,964 Thereafter 76,548 Total $ 249,255 $ 9,705 The table above includes commitments related to our restructured facilities. See Note 11 for information regarding our restructuring charges. |
Non Operating Income (Expense)
Non Operating Income (Expense) (Table) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Non-Operating Income (Expense) (Table) [Abstract] | |
Non Operating Income (Expense) | Non-operating income (expense)for fiscal 2009, 2008 and 2007 included the following (in thousands): 2009 2008 2007 Interest and other income, net: Interest income $ 34,978 $ 57,588 $ 92,794 Foreign exchange losses (13,420 ) (17,494 ) (9,264 ) Realized gains on fixed income investment 8,753 3,161 934 Realized losses on fixed income investment (1 ) (1,501 ) (3,510 ) Other 1,070 2,093 1,770 Interest and other income, net $ 31,380 $ 43,847 $ 82,724 Interest expense $ (3,407 ) $ (10,019 ) $ (253 ) Investment gains (losses), net: Realized investment gains $ 52 $ 18,398 $ 9,308 Unrealized investment gains(*) 7,950 7,803 5,265 Realized investment losses (9,019 ) (1,417 ) (2,236 ) Unrealized investment losses (15,949 ) (8,375 ) (5,203 ) Investment gains (losses), net $ (16,966 ) $ 16,409 $ 7,134 Non-operating income (expense), net $ 11,007 $ 50,237 $ 89,605 (*) During fiscal 2009, we recorded $3.0million in unrealized holding gains and losses associated with our deferred compensation plan assets (classified as trading securities). |
17_Industry Segment Geographic
Industry Segment Geographic Information and Significant Customers (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Industry Segment Geographic Information and Significant Customers (Tables) [Abstract] | |
Segment Reporting | Our segment results for fiscal 2009, 2008 and 2007 were as follows (dollars in thousands): Creative Knowledge Print and Solutions Worker Enterprise Platform(1) Publishing Omniture(2) Total Fiscal 2009 Revenue $ 1,702,110 $ 622,970 $ 235,498 $ 181,033 $ 177,970 $ 26,272 $ 2,945,853 Cost of revenue 152,909 40,155 47,991 21,174 18,674 15,829 296,732 Gross profit $ 1,549,201 $ 582,815 $ 187,507 $ 159,859 $ 159,296 $ 10,443 $ 2,649,121 Gross profit as a percentage of revenue 91 % 94 % 80 % 88 % 90 % 40 % 90 % Fiscal 2008 Revenue $ 2,072,835 $ 810,883 $ 252,976 $ 231,558 $ 211,637 $ $ 3,579,889 Cost of revenue 160,560 53,282 75,539 44,344 28,905 362,630 Gross profit $ 1,912,275 $ 757,601 $ 177,437 $ 187,214 $ 182,732 $ $ 3,217,259 Gross profit as a percentage of revenue 92 % 93 % 70 % 81 % 86 % 90 % Fiscal 2007 Revenue $ 1,898,924 $ 728,528 $ 191,317 $ 133,380 $ 205,732 $ $ 3,157,881 Cost of revenue 147,161 57,683 68,932 44,087 36,831 354,694 Gross profit $ 1,751,763 $ 670,845 $ 122,385 $ 89,293 $ 168,901 $ $ 2,803,187 Gross profit as a percentage of revenue 92 % 92 % 64 % 67 % 82 % 89 % (1) Platform revenue includes revenue related to our Mobile client products of $51.3 million, $113.1million and $52.5million for fiscal 2009, 2008 and 2007, respectively, or 28%, 49% and 39% of Platform revenues, respectively. (2) Fiscal 2009 includes the integration of Omniture as a new reportable segment in the fourth quarter. Fiscal 2008 and 2007 do not include the impact of our acquisition of Omniture. |
Revenue by Geographic Area | The tables below list our revenue and property and equipment, net, by geographic area for fiscal 2009, 2008 and 2007 (in thousands). With the exception of property and equipment, we do not identify or allocate our assets by geographic area. Revenue 2009 2008 2007 Americas: United States $ 1,244,631 $ 1,473,319 $ 1,379,028 Other 137,940 159,507 129,776 Total Americas 1,382,571 1,632,826 1,508,804 EMEA 928,857 1,229,161 1,026,455 Asia: Japan 410,055 450,799 407,344 Other 224,370 267,103 215,278 Total Asia 634,425 717,902 622,622 Revenue $ 2,945,853 $ 3,579,889 $ 3,157,881 |
Property and Equipment, Net by Geographic Area | Property and Equipment 2009 2008 Americas: United States $ 336,303 $ 252,434 Other 5,806 9,154 Total Americas 342,109 261,588 EMEA 23,729 29,887 Asia: India 14,625 15,242 Other 7,669 6,320 Total Asia 22,294 21,562 Property and equipment, net $ 388,132 $ 313,037 |
Significant customers, as a percentage of net revenue | As listed, our significant customers are distributors who sell products across our various segments. Our significant customers, as a percentage of net revenue for fiscal 2009, 2008 and 2007 were as follows: 2009 2008 2007 Ingram Micro 15 % 18 % 21 % Tech Data 8 % 9 % 10 % |
Significant customers, as a percentage of gross trade receivables | Receivables from our significant customers, as a percentage of gross trade receivables for fiscal 2009 and 2008 were as follows: 2009 2008 Ingram Micro 16 % 18 % Tech Data 6 % 8 % |
18_Selected Quarterly Financial
Selected Quarterly Financial Data (Tables) | |
12 Months Ended
Nov. 27, 2009 USD / shares | |
Selected Quarterly Financial Data (Tables) [Abstract] | |
Selected Quarterly Financial Data | 2009 Quarter Ended (in thousands, except per share data) February 27 May 29 August 28 November 27 Revenue $ 786,390 $ 704,673 $ 697,507 $ 757,283 Gross profit $ 709,037 $ 632,665 $ 632,460 $ 674,959 Income before income taxes $ 203,162 $ 163,730 $ 174,416 $ 160,212 Net income (loss) $ 156,435 $ 126,071 $ 136,045 $ (32,043 ) Basic net income (loss)per share $ 0.30 $ 0.24 $ 0.26 $ (0.06 ) Diluted net income (loss)per share $ 0.30 $ 0.24 $ 0.26 $ (0.06 ) 2008 Quarter Ended (in thousands, except per share data) February 29 May 30 August 29 November 28 Revenue $ 890,445 $ 886,886 $ 887,257 $ 915,301 Gross profit $ 807,970 $ 804,020 $ 776,406 $ 828,863 Income before income taxes $ 295,644 $ 278,006 $ 228,514 $ 276,344 Net income $ 219,379 $ 214,910 $ 191,608 $ 245,917 Basic net income per share $ 0.39 $ 0.40 $ 0.36 $ 0.47 Diluted net income per share $ 0.38 $ 0.40 $ 0.35 $ 0.46 Our fiscal year is a 52- or 53-week year. Each of the fiscal quarters presented were comprised of 13weeks. |