Item 1. Financial Statements

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Item 1. Financial Statements

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per share amounts)

Three Months Ended
February 3, 2024January 28, 2023
Revenue$2,512,704$3,249,630
Cost of sales1,038,7631,125,289
Gross margin1,473,9412,124,341
Operating expenses:
Research and development391,427414,095
Selling, marketing, general and administrative290,078326,284
Amortization of intangibles190,332253,142
Special charges, net16,140—
Total operating expenses887,977993,521
Operating income:585,9641,130,820
Nonoperating expense (income):
Interest expense77,14160,453
Interest income(9,169)(10,829)
Other, net4,5747,723
Total nonoperating expense (income)72,54657,347
Income before income taxes513,4181,073,473
Provision for income taxes50,691111,999
Net income$462,727$961,474
Shares used to compute earnings per common share – basic495,765507,121
Shares used to compute earnings per common share – diluted498,741511,184
Basic earnings per common share$0.93$1.90
Diluted earnings per common share$0.93$1.88

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)

Three Months Ended
February 3, 2024January 28, 2023
Net income$462,727$961,474
Foreign currency translation adjustments3852,499
Change in fair value of derivative instruments designated as cash flow hedges, net8,02025,467
Changes in pension plans, net actuarial gain/loss and foreign currency translation adjustments, net(1,388)452
Other comprehensive income7,01728,418
Comprehensive income$469,744$989,892

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share and per share amounts)

February 3, 2024October 28, 2023
ASSETS
Current Assets
Cash and cash equivalents$1,303,560$958,061
Accounts receivable1,196,7211,469,734
Inventories1,553,2211,642,214
Prepaid expenses and other current assets362,375314,013
Total current assets4,415,8774,384,022
Non-current Assets
Net property, plant and equipment3,281,9373,219,157
Goodwill26,913,13426,913,134
Intangible assets, net10,871,05411,311,957
Deferred tax assets2,172,1742,223,272
Other assets734,288742,936
Total non-current assets43,972,58744,410,456
TOTAL ASSETS$48,388,464$48,794,478
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable$398,107$493,041
Income taxes payable410,013309,046
Debt, current499,322499,052
Commercial paper notes544,444547,224
Accrued liabilities1,071,4801,352,608
Total current liabilities2,923,3663,200,971
Non-current Liabilities
Long-term debt5,946,6735,902,457
Deferred income taxes2,975,8153,127,852
Income taxes payable415,535417,076
Other non-current liabilities579,002581,000
Total non-current liabilities9,917,02510,028,385
Shareholders’ Equity
Preferred stock, $1.00 par value, 471,934 shares authorized, none outstanding——
Common stock, $0.16 2/3 par value, 1,200,000,000 shares authorized, 495,908,150 shares outstanding (496,261,678 on October 28, 2023)82,65382,712
Capital in excess of par value25,253,25625,313,914
Retained earnings10,393,44910,356,798
Accumulated other comprehensive loss(181,285)(188,302)
Total shareholders’ equity35,548,07335,565,122
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$48,388,464$48,794,478

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited)

(in thousands)

Three Months Ended February 3, 2024
Capital inAccumulated Other
Common StockExcess ofRetainedComprehensive
SharesAmountPar ValueEarningsLoss
BALANCE, OCTOBER 28, 2023496,262$82,712$25,313,914$10,356,798$(188,302)
Net income462,727
Dividends declared and paid - $0.86 per share(426,076)
Issuance of stock under stock plans and other67611349,706
Stock-based compensation expense69,815
Other comprehensive income7,017
Common stock repurchased(1,030)(172)(180,179)
BALANCE, FEBRUARY 3, 2024495,908$82,653$25,253,256$10,393,449$(181,285)
Three Months Ended January 28, 2023
Capital inAccumulated Other
Common StockExcess ofRetainedComprehensive
SharesAmountPar ValueEarningsLoss
BALANCE, OCTOBER 29, 2022509,296$84,880$27,857,270$8,721,325$(198,152)
Net income961,474
Dividends declared and paid - $0.76 per share(385,452)
Issuance of stock under stock plans and other61710341,135
Stock-based compensation expense75,041
Other comprehensive income28,418
Common stock repurchased(4,061)(677)(653,880)
BALANCE, JANUARY 28, 2023505,852$84,306$27,319,566$9,297,347$(169,734)

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

Three Months Ended
February 3, 2024January 28, 2023
Cash flows from operating activities:
Net income$462,727$961,474
Adjustments to reconcile net income to net cash provided by operations:
Depreciation84,34885,321
Amortization of intangibles440,903502,177
Stock-based compensation expense69,81575,041
Deferred income taxes(102,149)(146,354)
Other4,6849,732
Changes in operating assets and liabilities178,504(81,086)
Total adjustments676,105444,831
Net cash provided by operating activities1,138,8321,406,305
Cash flows from investing activities:
Additions to property, plant and equipment(222,978)(176,158)
Other3,877102
Net cash used for investing activities(219,101)(176,056)
Cash flows from financing activities:
Proceeds from commercial paper notes2,779,494—
Payments of commercial paper notes(2,782,274)—
Repurchase of common stock(180,351)(654,557)
Dividend payments to shareholders(426,076)(385,452)
Proceeds from employee stock plans49,81941,238
Other(14,844)(31,588)
Net cash used for financing activities(574,232)(1,030,359)
Net increase in cash and cash equivalents345,499199,890
Cash and cash equivalents at beginning of period958,0611,470,572
Cash and cash equivalents at end of period$1,303,560$1,670,462

See accompanying notes.

ANALOG DEVICES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED FEBRUARY 3, 2024 (UNAUDITED)

(all tabular amounts in thousands except per share amounts and percentages)

Note 1 – Basis of Presentation

In the opinion of management, the information furnished in the accompanying condensed consolidated financial statements reflects all normal recurring adjustments that are necessary to fairly state the results for these interim periods and should be read in conjunction with Analog Devices, Inc.’s (the Company) Annual Report on Form 10-K for the fiscal year ended October 28, 2023 (fiscal 2023) and related notes. The results of operations for the interim periods shown in this report are not necessarily indicative of the results that may be expected for the fiscal year ending November 2, 2024 (fiscal 2024) or any future period.

The Company has a 52-53 week fiscal year that ends on the Saturday closest to the last day in October. Fiscal 2024 is a 53-week fiscal year and fiscal 2023 was a 52-week fiscal year. The additional week in fiscal 2024 is included in the first quarter ended February 3, 2024. Therefore, the first quarter of fiscal 2024 included 14 weeks of operations and the first quarter of fiscal 2023 included 13 weeks of operations.

Note 2 – Shareholders' Equity

As of February 3, 2024, the Company had repurchased a total of approximately 206.2 million shares of its common stock for approximately $14.7 billion under the Company's share repurchase program. As of February 3, 2024, an additional $2.0 billion remains available for repurchase of shares under the current authorized program. The Company also repurchases shares in settlement of employee tax withholding obligations due upon the vesting of restricted stock units/awards or the exercise of stock options as well as for the Company's employee stock purchase plan. Future repurchases of common stock will be dependent upon the Company's financial position, results of operations, outlook, liquidity and other factors deemed relevant by the Company.

Note 3 – Accumulated Other Comprehensive (Loss) Income

The following table provides the changes in accumulated other comprehensive (loss) income (AOCI) by component and the related tax effects during the first three months of fiscal 2024.

Foreign currency translation adjustmentUnrealized holding gains (losses) on derivativesPension plansTotal
October 28, 2023$(72,544)$(102,043)$(13,715)$(188,302)
Other comprehensive income before reclassifications3856,795(1,904)5,276
Amounts reclassified out of other comprehensive income—2,6995163,215
Tax effects—(1,474)—(1,474)
Other comprehensive income3858,020(1,388)7,017
February 3, 2024$(72,159)$(94,023)$(15,103)$(181,285)

The amounts reclassified out of AOCI into the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements of Shareholders' Equity with presentation location during each period were as follows:

Three Months Ended
Comprehensive (Loss) Income ComponentFebruary 3, 2024January 28, 2023Location
Unrealized holding (gains) losses on derivatives:
Currency forwards$(71)$(1,059)Cost of sales
(69)(447)Research and development
(891)(1,297)Selling, marketing, general and administrative
Interest rate derivatives3,7303,727Interest expense
2,699924Total before tax
(848)(802)Tax
$1,851$122Net of tax
Amortization of pension components included in the computation of net periodic pension cost:
Actuarial losses$516$370Net of tax
Total amounts reclassified out of AOCI, net of tax$2,367$492

Note 4 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

Three Months Ended
February 3, 2024January 28, 2023
Net income$462,727$961,474
Basic shares:
Weighted-average shares outstanding495,765507,121
Earnings per common share basic:$0.93$1.90
Diluted shares:
Weighted-average shares outstanding495,765507,121
Assumed exercise of common stock equivalents2,9764,063
Weighted-average common and common equivalent shares498,741511,184
Earnings per common share diluted:$0.93$1.88
Anti-dilutive shares related to:
Outstanding stock-based awards214322

Note 5 – Special Charges, Net

Liabilities related to special charges, net are included in Accrued liabilities and Other non-current liabilities in the Condensed Consolidated Balance Sheets. The activity is detailed below:

Accrued Special ChargesGlobal Repositioning ActionsQ4 2023 Plan
Balance at October 28, 2023$36,981$110,446
Employee severance and benefit costs—11,977
Severance and benefit payments(4,420)(87,013)
Balance at February 3, 2024$32,561$35,410
Accrued liabilities$9,425$35,410
Other non-current liabilities$23,136$—

Note 6 – Commitments and Contingencies

On March 17, 2022, Walter E. Ryan and Ryan Asset Management, LLC, purported stockholders of Maxim Integrated Products, Inc. (Maxim), filed a putative class action in the Court of Chancery of the State of Delaware (C.A. No. 2022—0255) against the Company and the former directors of Maxim. The complaint alleges breaches of fiduciary duties by the individual defendants in connection with Maxim’s agreement, as part of the merger negotiations with the Company, to suspend Maxim dividends for up to four quarters prior to the closing of the Company's acquisition of Maxim. The complaint further alleges that the Company aided and abetted those alleged breaches of fiduciary duties. The plaintiffs seek damages in an amount to be determined at trial, plaintiffs’ costs and disbursements, including reasonable attorneys’ and experts’ fees, costs and other expenses. On May 2, 2023, the Court of Chancery entered an order dismissing the action in its entirety and with prejudice. On May 9, 2023, the plaintiffs filed a Motion for Reargument, which the Court denied on May 30, 2023. On June 21, 2023, the plaintiffs filed a Notice of Appeal to the Delaware Supreme Court. The appeal is fully briefed, and the Delaware Supreme Court heard argument on February 14, 2024. The Company believes that it and the other defendants have meritorious arguments in response to the appeal and defenses to the underlying allegations; however, the Company is currently unable to determine the ultimate outcome of this matter or determine an estimate, or a range of estimates, of potential losses, if any.

Note 7 – Revenue

Revenue Trends by End Market

The following table summarizes revenue by end market. The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the “sold to” customer information, the “ship to” customer information and the end customer product or application into which the Company’s product will be incorporated. As data systems for capturing and tracking this data and the Company's methodology evolves and improves, the categorization of products by end market can vary over time. When this occurs, the Company reclassifies revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.

Three Months Ended
February 3, 2024January 28, 2023
Revenue% of Revenue*Y/Y%Revenue% of Revenue*
Industrial$1,196,83248%(31)%$1,740,78054%
Automotive739,15829%9%680,63721%
Communications302,57312%(37)%477,26615%
Consumer274,14111%(22)%350,94711%
Total revenue$2,512,704100%(23)%$3,249,630100%
* The sum of the individual percentages may not equal the total due to rounding.

Revenue by Sales Channel

The following table summarizes revenue by channel. The Company sells its products globally through a direct sales force, third party distributors, independent sales representatives and via its website. Distributors are customers that buy products with the intention of reselling them. Direct customers are non-distributor customers and consist primarily of original equipment manufacturers. Other customers include the U.S. government, government prime contractors and certain commercial customers for which revenue is recorded over time.

Three Months Ended
February 3, 2024January 28, 2023
ChannelRevenue% of Revenue*Revenue% of Revenue*
Distributors$1,535,21061%$2,011,32362%
Direct customers939,97537%1,195,53437%
Other37,5191%42,7731%
Total revenue$2,512,704100%$3,249,630100%
* The sum of the individual percentages may not equal the total due to rounding.

Note 8 – Fair Value

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The tables below, set forth by level, present the Company’s financial assets and liabilities, excluding accrued interest components that were accounted for at fair value on a recurring basis as of February 3, 2024 and October 28, 2023. The tables exclude cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. As of February 3, 2024 and October 28, 2023, the Company held $721.4 million and $642.1 million, respectively, of cash that is excluded from the tables below.

February 3, 2024
Fair Value Measurement at Reporting Date Using:
Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds$512,453$—$512,453
Corporate obligations (1)—69,75569,755
Other assets:
Forward foreign currency exchange contracts (2)$—$4,0444,044
Deferred compensation plan investments89,267—89,267
Total assets measured at fair value$601,720$73,799$675,519
Liabilities
Forward foreign currency exchange contracts (2)$—$11,282$11,282
Interest rate derivatives (3)—37,07437,074
Total liabilities measured at fair value$—$48,356$48,356

(1)The amortized cost of the Company's investments classified as available-for-sale as of February 3, 2024 was $69.8 million.

(2)The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 9, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company's master netting arrangements.

(3)The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 9, Derivatives, in these Notes to Condensed Consolidated Financial Statements.

October 28, 2023
Fair Value Measurement at Reporting Date Using:
Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds$315,980$—$315,980
Other assets:
Forward foreign currency exchange contracts (1)—1,9401,940
Deferred compensation plan investments78,246—78,246
Total assets measured at fair value$394,226$1,940$396,166
Liabilities
Forward foreign currency exchange contracts (1)$—$13,515$13,515
Interest rate derivatives (2)—81,60281,602
Total liabilities measured at fair value$—$95,117$95,117

(1)The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 9, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company's master netting arrangements.

(2)The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 9, Derivatives, in these Notes to Condensed Consolidated Financial Statements.

Assets and Liabilities Not Recorded at Fair Value on a Recurring Basis

The table below presents the estimated fair values of certain financial instruments not recorded at fair value on a recurring basis. Given the short tenure of the Company's commercial paper notes, the carrying value of the outstanding commercial paper notes approximates the fair values, and therefore, are excluded from the table below ($544.4 million and $547.2 million as of February 3, 2024 and October 28, 2023, respectively). The fair values of the senior unsecured notes are obtained from broker prices and are classified as Level 1 measurements according to the fair value hierarchy.

February 3, 2024October 28, 2023
Principal Amount OutstandingFair ValuePrincipal Amount OutstandingFair Value
2024 Notes, due October 2024$500,000$500,183$500,000$499,473
2025 Notes, due April 2025400,000391,161400,000385,231
2026 Notes, due December 2026900,000874,033900,000851,023
2027 Notes, due June 2027440,212420,472440,212408,595
2028 Notes, due October 2028750,000659,548750,000628,999
2031 Notes, due October 20311,000,000836,3281,000,000773,404
2032 Notes, due October 2032300,000286,680300,000269,828
2036 Notes, due December 2036144,278128,570144,278118,554
2041 Notes, due October 2041750,000545,101750,000479,078
2045 Notes, due December 2045332,587326,610332,587292,248
2051 Notes, due October 20511,000,000685,6931,000,000590,666
Total senior unsecured notes$6,517,077$5,654,379$6,517,077$5,297,099

Note 9 – Derivatives

Foreign Exchange Exposure Management — The total notional amounts of forward foreign currency derivative instruments designated as hedging instruments of cash flow hedges denominated in Euros, British Pounds, Philippine Pesos, Thai Baht, South Korean Won and Japanese Yen as of February 3, 2024 and October 28, 2023 were $292.7 million and $322.6 million, respectively. The fair values of forward foreign currency derivative instruments designated as hedging instruments in the Company’s Condensed Consolidated Balance Sheets as of February 3, 2024 and October 28, 2023 were as follows:

Fair Value At
Balance Sheet LocationFebruary 3, 2024October 28, 2023
Forward foreign currency exchange contractsPrepaid expenses and other current assets$1,724$471
Forward foreign currency exchange contractsAccrued liabilities$4,637$9,897

As of February 3, 2024 and October 28, 2023, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $293.1 million and $334.7 million, respectively. The fair values of undesignated hedges in the Company’s Condensed Consolidated Balance Sheets as of February 3, 2024 and October 28, 2023 were as follows:

Fair Value At
Balance Sheet LocationFebruary 3, 2024October 28, 2023
Undesignated hedges related to forward foreign currency exchange contractsPrepaid expenses and other current assets$2,320$1,469
Undesignated hedges related to forward foreign currency exchange contractsAccrued liabilities$6,645$3,618

Interest Rate Exposure Management — The Company does not consider the risk of counterparty default to be significant. The gain or loss on the Company's interest rate swap transactions attributable to the hedged benchmark interest rate risk and the offsetting gain or loss on the related interest rate swaps were recorded as follows:

February 3, 2024
Balance Sheet LocationLoss on SwapsGain on Note
Accrued liabilities$37,074$—
Long-term debt$—$37,074

For information on the unrealized holding gains (losses) on derivatives included in and reclassified out of AOCI into the Condensed Consolidated Statements of Income related to forward foreign currency exchange contracts, see Note 3, Accumulated Other Comprehensive (Loss) Income, in these Notes to Condensed Consolidated Financial Statements for further information.

Note 10 – Inventories

Inventories at February 3, 2024 and October 28, 2023 were as follows:

February 3, 2024October 28, 2023
Raw materials$125,131$128,142
Work in process1,108,6671,125,819
Finished goods319,423388,253
Total inventories$1,553,221$1,642,214

Note 11 – Income Taxes

The Company’s effective tax rates for the three-month periods ended February 3, 2024 and January 28, 2023 were below the U.S. statutory tax rate of 21.0%, due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income. The Company's effective tax rate also includes the effects of the mandatory capitalization and amortization of research and development expenses which began in fiscal 2023 under the Tax Cuts and Jobs Act of 2017. The mandatory capitalization requirement decreases the Company's effective tax rate primarily by increasing the foreign-derived intangible income deduction.

It is reasonably possible that the balance of gross unrealized tax benefits, including accrued interest and penalties, could decrease by as much as approximately $136.0 million within the next twelve months due to the completion of tax audits, including any administrative appeals.

The Company has numerous audits ongoing throughout the world including: an IRS income tax audit for the fiscal years ended November 2, 2019 and November 3, 2018; a pre-acquisition IRS income tax audit for Maxim's fiscal years ended June 27, 2015 through August 26, 2021; various U.S. state and local audits and international audits, including an Irish corporate tax audit for the fiscal year ended November 2, 2019. The Company's U.S. federal income tax returns prior to the fiscal year ended November 3, 2018 are no longer subject to examination, except for the applicable Maxim pre-acquisition fiscal years noted above.

Note 12 – New Accounting Pronouncements

Standards Implemented

Acquired Contract Assets and Contract Liabilities

In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities. Under this guidance (ASC 805-20-30-28), the acquirer should determine what contract assets and/or contract liabilities it would have recorded under ASC 606 (the revenue guidance) as of the acquisition date, as if the acquirer had entered into the original contract at the same date and on the same terms as the acquiree. The recognition and measurement of those contract assets and contract liabilities will likely be comparable to what the acquiree has recorded on its books under ASC 606 as of the acquisition date. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted ASU 2021-08 in the first quarter of fiscal 2024. Upon adoption, ASU 2021-08 did not have a material impact on the Company's financial position and results of operations.

Standards to be Implemented

Segment Reporting

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which enhances the disclosure requirements for reportable segments. ASU 2023-07 requires segment disclosure to include significant segment expense categories and amounts, and qualitative detail of other segment items. Disclosure of multiple measures of segment profit and loss may also be reported. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact, if any, adoption will have on its financial position and results of operations.

Income Taxes

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires the disaggregation of information in existing income tax disclosures related to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact, if any, adoption will have on its financial position and results of operations.

Note 13 – Subsequent Events

On February 20, 2024, the Board of Directors of the Company declared a cash dividend of $0.92 per outstanding share of common stock. The dividend will be paid on March 15, 2024 to all shareholders of record at the close of business on March 5, 2024 and is expected to total approximately $456.2 million.

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