Apple
APPLE COMPUTER INC (Form: 8-K, Received: 07/13/2005 16:27:19)

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

July 13, 2005

Date of Report (date of earliest event reported)

 

APPLE COMPUTER, INC.

(Exact name of Registrant as specified in its charter)

 

California

 

0-10030

 

94-2404110

(State or other jurisdiction of
incorporation or
organization)

 

(Commission File Number)

 

(I.R.S. Employer
Identification Number)

 

1 Infinite Loop, Cupertino, CA 95014

(Address of principal executive offices)

 

(408) 996-1010

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed

since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 2.02                Results of Operations and Financial Condition

 

On July 13, 2005, Apple Computer, Inc. (Apple) issued a press release regarding Apple’s financial results for its third fiscal quarter ended June 25, 2005 and a related data sheet. A copy of Apple’s press release is attached hereto as Exhibit 99.1 and a copy of the related data sheet is attached hereto as Exhibit 99.2.

 

The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

 Item 9.01               Financial Statements and Exhibits

 

(c) Exhibits

 

The following exhibits are furnished herewith:

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Text of press release issued by Apple Computer, Inc. dated July 13, 2005.

 

 

 

99.2

 

Data sheet issued by Apple Computer, Inc. dated July 13, 2005.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

APPLE COMPUTER, INC.

Date: July 13, 2005

 

 

By:

/s/ Peter Oppenheimer

 

 

Peter Oppenheimer

 

 

Senior Vice President and
Chief Financial Officer

 

3



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Text of press release issued by Apple Computer, Inc. dated July 13, 2005.

 

 

 

99.2

 

Data sheet issued by Apple Computer, Inc. dated July 13, 2005.

 

4


Exhibit 99.1

 

Apple Reports Third Quarter Results

 

Apple Delivers Record Revenue & Earnings

 

CUPERTINO, California—July 13, 2005—Apple® today announced financial results for its fiscal 2005 third quarter ended June 25, 2005, reporting the highest revenue and earnings in the Company’s history. Apple posted a net quarterly profit of $320 million, or $.37 per diluted share, and revenue of $3.52 billion. These results compare to a net profit of $61 million, or $.08 per diluted share, and revenue of $2.01 billion in the year-ago quarter, and represent revenue growth of 75 percent and net profit growth of 425 percent. Gross margin was 29.7 percent, up from 27.8 percent in the year-ago quarter. International sales accounted for 39 percent of the quarter’s revenue.

 

Apple shipped 1,182,000 Macintosh® units and 6,155,000 iPods during the quarter, representing 35 percent growth in Macs and 616 percent growth in iPods over the year-ago quarter.

 

“We are delighted to report Apple’s best quarter ever in both revenue and earnings,” said Steve Jobs, Apple’s CEO. “The launch of Mac OS X Tiger has been a tremendous success, and we have more amazing new products in the pipeline.”

 

“We’re very pleased to report 75 percent revenue growth and a 425 percent increase in net income,” said Peter Oppenheimer, Apple’s CFO. “Looking ahead to the fourth quarter of fiscal 2005, we expect revenue of about $3.5 billion and earnings per diluted share of about $.32.”

 

Apple will provide live streaming of its Q3 2005 financial results conference call utilizing QuickTime™, Apple’s standards-based technology for live and on-demand audio and video streaming. The live webcast will begin at 2:00 p.m. PDT on Wednesday, July 13, 2005 at http://www.apple.com/quicktime/qtv/earningsq305/ and will also be available for replay. The QuickTime player is available free for Macintosh and Windows users at www.apple.com/quicktime.

 

This press release contains forward-looking statements about future products and the Company’s estimated revenue and earnings for the fourth quarter of fiscal 2005. These statements involve risks and uncertainties and actual results may differ. Potential risks and uncertainties include continued competitive pressures in the marketplace; the effect competitive and economic factors and the Company’s reaction to them may have on consumer and business buying decisions with respect to the Company’s products; the ability of the Company to make timely delivery of new programs, products and successful technological innovations to the marketplace; the continued availability on acceptable terms of certain components and services essential to the Company’s business currently obtained by the Company from sole or limited sources including G4 and G5 microprocessors; possible disruption in commercial activities caused by terrorist activity and armed conflict, such as changes in logistics and security arrangements, and reduced end-user purchases relative to expectations; possible disruption in commercial activity as a result of natural disasters or major health concerns including epidemics; risks associated with the Company’s retail initiative including significant investment cost, uncertain consumer acceptance and potential impact on existing reseller relationships; the effect that the

 



 

Company’s dependency on manufacturing and logistics services provided by third parties may have on the quality, quantity or cost of products manufactured or services rendered; the Company’s reliance on the availability of third-party music content; the ability of the Company to successfully evolve its operating system; the ability of the Company to make timely delivery of new products with Intel microprocessors and related hardware and software technological changes and innovations to support Intel microprocessors; the development and availability on acceptable terms of components and services essential to enable the Company to deliver products based on Intel microprocessors in a timely manner; the Company’s dependency on third-party software developers to timely develop future applications that support Intel microprocessors and Power PC microprocessors; and the potential negative impact the transition of all Macs to Intel microprocessors by the end of 2007, or the announcement of such transition, might have on sales of current or future Mac products with Power PC processors. More information on potential factors that could affect the Company’s financial results is included from time to time in the Company’s public reports filed with the SEC, including the Company’s Form 10-K for the fiscal year ended September 25, 2004, the Company’s Form 10-Q for the quarter ended December 25, 2004, the Company’s Form 10-Q for the quarter ended March 26, 2005, and the Company’s Form 10-Q for the quarter ended June 25, 2005 to be filed with the SEC. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

 

Apple ignited the personal computer revolution in the 1970s with the Apple II and reinvented the personal computer in the 1980s with the Macintosh. Today, Apple continues to lead the industry in innovation with its award-winning desktop and notebook computers, OS X operating system, and iLife and professional applications. Apple is also spearheading the digital music revolution with its iPod portable music players and iTunes online music store.

 

Press Contact:

Steve Dowling

Apple

(408) 974-1896

dowling@apple.com

 

Investor Relations Contacts:

Nancy Paxton

Apple

(408) 974-5420

paxton1@apple.com

 

Joan Hoover

Apple

(408) 974-4570

hoover1@apple.com

 

NOTE TO EDITORS: For additional information visit Apple’s PR website (www.apple.com/pr/), or call Apple’s Media Helpline at (408) 974-2042.

 

© 2005 Apple Computer, Inc. All rights reserved. Apple, the Apple logo, Mac, Mac OS, Macintosh and QuickTime are trademarks of Apple. Other company and product names may be trademarks of their respective owners.

 



 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

(In millions, except share amounts)

 

ASSETS:

 

 

 

June 25,
2005

 

September 25,
2004

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,094

 

$

2,969

 

Short-term investments

 

4,432

 

2,495

 

Accounts receivable, less allowances of $49 and $47, respectively

 

827

 

774

 

Inventories

 

193

 

101

 

Deferred tax assets

 

334

 

231

 

Other current assets

 

496

 

485

 

Total current assets

 

9,376

 

7,055

 

Property, plant, and equipment, net

 

764

 

707

 

Goodwill

 

80

 

80

 

Acquired intangible assets

 

29

 

17

 

Other assets

 

239

 

191

 

Total assets

 

$

10,488

 

$

8,050

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY:

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

1,530

 

$

1,451

 

Accrued expenses

 

1,593

 

1,200

 

Total current liabilities

 

3,123

 

2,651

 

Non-current liabilities

 

544

 

323

 

Total liabilities

 

3,667

 

2,974

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock, no par value; 1,800,000,000 shares authorized; 827,981,177 and
782,887,234 shares issued and outstanding, respectively

 

3,299

 

2,514

 

Deferred stock compensation

 

(62

)

(93

)

Retained earnings

 

3,575

 

2,670

 

Accumulated other comprehensive income (loss)

 

9

 

(15

)

Total shareholders’ equity

 

6,821

 

5,076

 

Total liabilities and shareholders’ equity

 

$

10,488

 

$

8,050

 

 



 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

(In millions, except share and per share amounts)

 

 

 

THREE MONTHS ENDED

 

NINE MONTHS ENDED

 

 

 

June 25,
2005

 

June 26,
2004

 

June 25,
2005

 

June 26,
2004

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

3,520

 

$

2,014

 

$

10,253

 

$

5,929

 

Cost of sales

 

2,476

 

1,455

 

7,245

 

4,304

 

Gross margin

 

1,044

 

559

 

3,008

 

1,625

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

145

 

125

 

387

 

367

 

Selling, general, and administrative

 

472

 

354

 

1,389

 

1,042

 

Restructuring costs

 

 

8

 

 

18

 

Total operating expenses

 

617

 

487

 

1,776

 

1,427

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

427

 

72

 

1,232

 

198

 

 

 

 

 

 

 

 

 

 

 

Other income and expense:

 

 

 

 

 

 

 

 

 

Gains on non-current investments

 

 

 

 

4

 

Interest and other income, net

 

46

 

13

 

105

 

34

 

Total other income and expense

 

46

 

13

 

105

 

38

 

 

 

 

 

 

 

 

 

 

 

Income before provision for income taxes

 

473

 

85

 

1,337

 

236

 

Provision for income taxes

 

153

 

24

 

432

 

66

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

320

 

$

61

 

$

905

 

$

170

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.39

 

$

0.08

 

$

1.13

 

$

0.23

 

Diluted

 

$

0.37

 

$

0.08

 

$

1.06

 

$

0.22

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per share (in thousands):

 

 

 

 

 

 

 

 

 

Basic

 

815,092

 

750,046

 

804,098

 

735,212

 

Diluted

 

860,688

 

785,242

 

853,105

 

762,518

 

 



 

RECONCILIATION OF NON-GAAP TO GAAP RESULTS OF OPERATIONS

 

(In millions, except share and per share amounts)

 

 

 

Three Months Ended June 25, 2005

 

Three Months Ended June 26, 2004

 

 

 

As
Reported

 

Non-GAAP
Adjustments

(a)

Non-
GAAP

 

As
Reported

 

Non-GAAP
Adjustments

(a)

Non-
GAAP

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

427

 

$

11

(b)

$

438

 

$

72

 

$

18

(c)

$

90

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total other income and expense

 

46

 

 

46

 

13

 

 

13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

153

 

1

(d)

154

 

24

 

4

(d)

28

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

320

 

$

10

 

$

330

 

$

61

 

$

14

 

$

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.39

 

 

 

$

0.40

 

$

0.08

 

 

 

$

0.10

 

Diluted

 

$

0.37

 

 

 

$

0.38

 

$

0.08

 

 

 

$

0.10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per share (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

815,092

 

 

 

815,092

 

750,046

 

 

 

750,046

 

Diluted

 

860,688

 

 

 

860,688

 

785,242

 

 

 

785,242

 

 


(a)           These adjustments reconcile the Company’s GAAP results of operations to its non-GAAP results of operations. The Company believes that presentation of results excluding items such as non-cash share-based compensation, restructuring costs, and investment gains provides meaningful supplemental information to both management and investors that is indicative of the Company’s core operating results and facilitates comparison of operating results across reporting periods. The Company uses these non-GAAP measures when evaluating its financial results as well as for internal planning and forecasting purposes.  These non-GAAP measures should not be viewed as a substitute for the Company’s GAAP results. Neither the Company’s GAAP nor non-GAAP results of operations include the accounting impact had the Company chosen to apply the fair-value recognition provisions of SFAS No. 123 or SFAS No. 123 revised (123R) to expense share-based compensation, the impact of which is disclosed in the Company’s Forms 10-Q and 10-K as filed with the SEC. The Company expects to adopt SFAS No. 123R in its first fiscal quarter ending December 31, 2005.

 

(b)          This adjustment reflects the non-cash compensation expense related primarily to restricted stock awarded to the Company’s CEO in fiscal 2003 and restricted stock units awarded to selected members of the Company’s senior management team in fiscal 2004.  Of the total non-cash compensation expense of $11 million, $2 million is included in research and development expense and $9 million is included in selling, general and administrative expense. Note that neither the Company’s GAAP nor non-GAAP results of operations includes the accounting impact had the Company chosen to apply the fair-value recognition provisions of SFAS No. 123R.

 

(c)           This adjustment includes $8 million related to restructuring actions initiated during the third quarter of fiscal 2004 as well as $10 million related to non-cash compensation expense primarily attributable to restricted stock awarded to the Company’s CEO and restricted stock units awarded to selected members of the Company’s senior management team. Of the total non-cash compensation expense of $10 million, $1 million is included in research and development expense and $9 million is included in selling, general and administrative expense.

 

(d)          Amount reflects the expected tax impact on the above noted non-GAAP adjustments.

 



 

RECONCILIATION OF NON-GAAP TO GAAP RESULTS OF OPERATIONS

 

(In millions, except share and per share amounts)

 

 

 

Nine Months Ended June 25, 2005

 

Nine Months Ended June 26, 2004

 

 

 

As
Reported

 

Non-GAAP
Adjustments

(a)

Non-
GAAP

 

As
Reported

 

Non-GAAP
Adjustments

(a)

Non-
GAAP

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

1,232

 

$

31

(b)

$

1,263

 

$

198

 

$

41

(c)

$

239

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total other income and expense

 

105

 

 

105

 

38

 

(4

) (d)

34

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

432

 

3

(e)

435

 

66

 

7

(e)

73

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

905

 

$

28

 

$

933

 

$

170

 

$

30

 

$

200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.13

 

 

 

$

1.16

 

$

0.23

 

 

 

$

0.27

 

Diluted

 

$

1.06

 

 

 

$

1.09

 

$

0.22

 

 

 

$

0.26

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing earnings per share (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

804,098

 

 

 

804,098

 

735,212

 

 

 

735,212

 

Diluted

 

853,105

 

 

 

853,105

 

762,518

 

 

 

762,518

 

 


(a)           These adjustments reconcile the Company’s GAAP results of operations to its non-GAAP results of operations. The Company believes that presentation of results excluding items such as non-cash share-based compensation, restructuring costs, and investment gains provides meaningful supplemental information to both management and investors that is indicative of the Company’s core operating results and facilitates comparison of operating results across reporting periods. The Company uses these non-GAAP measures when evaluating its financial results as well as for internal planning and forecasting purposes.  These non-GAAP measures should not be viewed as a substitute for the Company’s GAAP results. Neither the Company’s GAAP nor non-GAAP results of operations include the accounting impact had the Company chosen to apply the fair-value recognition provisions of SFAS No. 123 or SFAS No. 123 revised (123R) to expense share-based compensation, the impact of which is disclosed in the Company’s Forms 10-Q and 10-K as filed with the SEC. The Company expects to adopt SFAS No. 123R in its first fiscal quarter ending December 31, 2005.

 

(b)          This adjustment reflects the non-cash compensation expense related primarily to restricted stock awarded to the Company’s CEO in fiscal 2003 and restricted stock units awarded to selected members of the Company’s senior management team in fiscal 2004. Of the total non-cash compensation expense of $31 million, $1 million is included in cost of sales; $4 million is included in research and development expense; and $26 million is included in selling, general and administrative expense. Note that neither the Company’s GAAP nor non-GAAP results of operations includes the accounting impact had the Company chosen to apply the fair-value recognition provisions of SFAS No. 123R.

 

(c)           This adjustment includes $18 million related to restructuring actions initiated during the second and third quarters of fiscal 2004 as well as $23 million related to non-cash compensation expense primarily attributable to restricted stock awarded to the Company’s CEO and restricted stock units awarded to selected members of the Company’s senior management team. Of the total non-cash compensation expense of $23 million, $2 million is included in research and development expense and $21 million is included in selling, general and administrative expense.

 

(d)          This adjustment represents gain on sales of non-current investments.

 

(e)           Amount reflects the expected tax impact on the above noted non-GAAP adjustments.

 


Exhibit 99.2

 

Apple Computer, Inc.

Q3 2005 Unaudited Summary Data

 

 

 

Q2 2005 Actual

 

Q3 2004 Actual

 

Q3 2005 Actual

 

Sequential Change

 

Year/Year Change

 

Operating Segments

 

CPU Units k

 

Rev $m

 

CPU Units k

 

Rev $m

 

CPU Units k

 

Rev $m

 

Units

 

Revenue

 

Units

 

Revenue

 

Americas

 

477

 

$

1,443

 

472

 

$

1,018

 

595

 

$

1,739

 

25%

 

21%

 

26%

 

71%

 

Europe

 

276

 

705

 

191

 

408

 

283

 

742

 

3%

 

5%

 

48%

 

82%

 

Japan

 

102

 

284

 

82

 

172

 

76

 

227

 

-25%

 

-20%

 

-7%

 

32%

 

Retail

 

144

 

571

 

73

 

270

 

144

 

555

 

0%

 

-3%

 

97%

 

106%

 

Other Segments (1)

 

71

 

240

 

58

 

146

 

84

 

257

 

18%

 

7%

 

45%

 

76%

 

Total Operating Segments

 

1,070

 

$

3,243

 

876

 

$

2,014

 

1,182

 

$

3,520

 

10%

 

9%

 

35%

 

75%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sequential Change

 

Year/Year Change

 

 

 

Units k

 

Rev $m

 

Units k

 

Rev $m

 

Units k

 

Rev $m

 

Units

 

Revenue

 

Units

 

Revenue

 

Product Summary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Desktops (2)

 

608

 

$

803

 

416

 

$

567

 

687

 

$

845

 

13%

 

5%

 

65%

 

49%

 

Portables (3)

 

462

 

691

 

460

 

696

 

495

 

720

 

7%

 

4%

 

8%

 

3%

 

Subtotal CPUs

 

1,070

 

1,494

 

876

 

1,263

 

1,182

 

1,565

 

10%

 

5%

 

35%

 

24%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

iPod

 

5,311

 

1,014

 

860

 

249

 

6,155

 

1,103

 

16%

 

9%

 

616%

 

343%

 

Other Music Products (4)

 

NM

 

216

 

NM

 

73

 

NM

 

241

 

NM

 

12%

 

NM

 

230%

 

Peripherals & Other HW

 

NM

 

280

 

NM

 

219

 

NM

 

266

 

NM

 

-5%

 

NM

 

21%

 

Software & Other

 

NM

 

239

 

NM

 

210

 

NM

 

345

 

NM

 

44%

 

NM

 

64%

 

Total Apple

 

 

 

$

3,243

 

 

 

$

2,014

 

 

 

$

3,520

 

 

 

9%

 

 

 

75%

 

 


(1)                                   Other Segments include Asia Pacific and FileMaker.

(2)                                   Includes iMac, eMac, Mac mini, PowerMac and Xserve product lines.

(3)                                   Includes iBook and PowerBook product lines.

(4)                                   Other Music Products consists of iTunes Music Store sales and iPod related services and accessories.

 

NM: Not Meaningful