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Delaware
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04-2302115
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer Identification No.)
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20 Sylvan Road, Woburn, Massachusetts
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01801
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(781) 376-3000
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Large Accelerated filer
þ
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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Class
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Outstanding as of July 31, 2015
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||
Common Stock, par value $.25 per share
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190,737,961
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PAGE NO.
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Three Months Ended
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Nine Months Ended
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||||||||||||
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July 3,
2015 |
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June 27,
2014 |
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July 3,
2015 |
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June 27,
2014 |
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Net revenue
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$
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810.0
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$
|
587.0
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|
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$
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2,377.6
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|
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$
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1,573.2
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Cost of goods sold
|
416.9
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|
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322.8
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1,259.3
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874.6
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||||
Gross profit
|
393.1
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|
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264.2
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1,118.3
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698.6
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Operating expenses:
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Research and development
|
76.8
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64.2
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|
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220.8
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184.2
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Selling, general and administrative
|
48.6
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45.8
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143.9
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128.8
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Amortization of intangibles
|
8.4
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5.7
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|
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25.2
|
|
|
18.5
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Restructuring and other charges
|
0.5
|
|
|
—
|
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2.9
|
|
|
—
|
|
||||
Total operating expenses
|
134.3
|
|
|
115.7
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|
|
392.8
|
|
|
331.5
|
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||||
Operating income
|
258.8
|
|
|
148.5
|
|
|
725.5
|
|
|
367.1
|
|
||||
Other income (expense), net
|
0.6
|
|
|
—
|
|
|
1.9
|
|
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(0.1
|
)
|
||||
Income before income taxes
|
259.4
|
|
|
148.5
|
|
|
727.4
|
|
|
367.0
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|
||||
Provision for income taxes
|
52.0
|
|
|
37.1
|
|
|
158.3
|
|
|
84.2
|
|
||||
Net income
|
$
|
207.4
|
|
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$
|
111.4
|
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$
|
569.1
|
|
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$
|
282.8
|
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Earnings per share:
|
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Basic
|
$
|
1.09
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$
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0.59
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$
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3.00
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$
|
1.51
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Diluted
|
$
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1.06
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$
|
0.58
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$
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2.92
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$
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1.47
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Weighted average shares:
|
|
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||||||||
Basic
|
190.0
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187.5
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189.5
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|
187.0
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||||
Diluted
|
195.4
|
|
|
193.2
|
|
|
194.9
|
|
|
192.2
|
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||||
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||||||||
Cash dividends declared and paid per share
|
$
|
0.13
|
|
|
$
|
0.11
|
|
|
$
|
0.39
|
|
|
$
|
0.11
|
|
|
Three Months Ended
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|
Nine Months Ended
|
||||||||||||
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July 3,
2015 |
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June 27,
2014 |
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July 3,
2015 |
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June 27,
2014 |
||||||||
Net income
|
$
|
207.4
|
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$
|
111.4
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$
|
569.1
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$
|
282.8
|
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Other comprehensive income, net of tax
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment
|
—
|
|
|
—
|
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|
(3.0
|
)
|
|
—
|
|
||||
Comprehensive income
|
$
|
207.4
|
|
|
$
|
111.4
|
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|
$
|
566.1
|
|
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$
|
282.8
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As of
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||||||
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July 3,
2015 |
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October 3,
2014 |
||||
ASSETS
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|
||||
Current assets:
|
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|
||||
Cash and cash equivalents
|
$
|
1,106.0
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$
|
805.8
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Receivables, net of allowance for doubtful accounts of $0.4 and $0.8, respectively
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381.7
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|
|
317.6
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|
||
Inventory
|
272.7
|
|
|
270.8
|
|
||
Other current assets
|
57.7
|
|
|
35.0
|
|
||
Total current assets
|
1,818.1
|
|
|
1,429.2
|
|
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Property, plant and equipment, net
|
721.6
|
|
|
555.9
|
|
||
Goodwill
|
854.7
|
|
|
851.0
|
|
||
Intangible assets, net
|
53.3
|
|
|
75.0
|
|
||
Deferred tax assets, net
|
55.5
|
|
|
50.8
|
|
||
Other assets
|
15.1
|
|
|
11.9
|
|
||
Total assets
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$
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3,518.3
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$
|
2,973.8
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LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
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|
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Current liabilities:
|
|
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|
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|
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Accounts payable
|
$
|
228.2
|
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|
$
|
200.6
|
|
Accrued compensation and benefits
|
77.3
|
|
|
70.7
|
|
||
Other current liabilities
|
13.5
|
|
|
26.3
|
|
||
Total current liabilities
|
319.0
|
|
|
297.6
|
|
||
Long-term tax liabilities
|
55.5
|
|
|
41.6
|
|
||
Other long-term liabilities
|
101.8
|
|
|
102.2
|
|
||
Total liabilities
|
476.3
|
|
|
441.4
|
|
||
Commitments and contingencies (Note 8)
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|
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Stockholders’ equity:
|
|
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|
||
Preferred stock, no par value: 25.0 shares authorized, no shares issued
|
—
|
|
|
—
|
|
||
Common stock, $0.25 par value; 525.0 shares authorized; 218.5 shares issued and 191.0 shares outstanding as of July 3, 2015, and 214.2 shares issued and 189.2 shares outstanding as of October 3, 2014
|
47.8
|
|
|
47.3
|
|
||
Additional paid-in capital
|
2,445.3
|
|
|
2,248.2
|
|
||
Treasury stock, at cost
|
(732.8
|
)
|
|
(553.1
|
)
|
||
Retained earnings
|
1,289.6
|
|
|
794.9
|
|
||
Accumulated other comprehensive loss
|
(7.9
|
)
|
|
(4.9
|
)
|
||
Total stockholders’ equity
|
3,042.0
|
|
|
2,532.4
|
|
||
Total liabilities and stockholders’ equity
|
$
|
3,518.3
|
|
|
$
|
2,973.8
|
|
|
Nine Months Ended
|
||||||
|
July 3,
2015 |
|
June 27,
2014 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
569.1
|
|
|
$
|
282.8
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Share-based compensation
|
74.4
|
|
|
62.4
|
|
||
Depreciation
|
116.4
|
|
|
66.5
|
|
||
Amortization of intangible assets
|
25.2
|
|
|
18.5
|
|
||
Contribution of common shares to savings and retirement plans
|
13.1
|
|
|
10.4
|
|
||
Deferred income taxes
|
(4.7
|
)
|
|
1.1
|
|
||
Excess tax benefit from share-based compensation
|
(50.2
|
)
|
|
(38.3
|
)
|
||
Other
|
0.8
|
|
|
0.6
|
|
||
Changes in assets and liabilities net of acquired balances:
|
|
|
|
|
|
||
Receivables, net
|
(64.1
|
)
|
|
41.3
|
|
||
Inventory
|
(1.0
|
)
|
|
30.8
|
|
||
Other current and long-term assets
|
(18.0
|
)
|
|
8.3
|
|
||
Accounts payable
|
27.4
|
|
|
37.5
|
|
||
Other current and long-term liabilities
|
71.7
|
|
|
50.1
|
|
||
Net cash provided by operating activities
|
760.1
|
|
|
572.0
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures
|
(279.3
|
)
|
|
(125.7
|
)
|
||
Payments for acquisitions, net of cash acquired
|
(24.2
|
)
|
|
—
|
|
||
Net cash used in investing activities
|
(303.5
|
)
|
|
(125.7
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Excess tax benefit from share-based compensation
|
50.2
|
|
|
38.3
|
|
||
Repurchase of common stock - payroll tax withholding on equity awards
|
(53.4
|
)
|
|
(19.7
|
)
|
||
Repurchase of common stock - stock repurchase program
|
(126.3
|
)
|
|
(119.9
|
)
|
||
Dividends paid
|
(73.8
|
)
|
|
(20.9
|
)
|
||
Net proceeds from exercise of stock options
|
46.9
|
|
|
58.1
|
|
||
Net cash used in financing activities
|
(156.4
|
)
|
|
(64.1
|
)
|
||
Net increase in cash and cash equivalents
|
300.2
|
|
|
382.2
|
|
||
Cash and cash equivalents at beginning of period
|
805.8
|
|
|
511.1
|
|
||
Cash and cash equivalents at end of period
|
$
|
1,106.0
|
|
|
$
|
893.3
|
|
Supplemental cash flow disclosures:
|
|
|
|
||||
Income taxes paid
|
$
|
94.6
|
|
|
$
|
43.9
|
|
•
|
Level 1 - Quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data.
|
•
|
Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by the Company.
|
|
|
|
Fair Value Measurements
|
||||||||||||
|
Total
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
|
Significant
Other
Observable Inputs
(Level 2)
|
|
Significant Unobservable Inputs
(Level 3)
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
594.6
|
|
|
$
|
594.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Auction rate security
|
2.3
|
|
|
—
|
|
|
—
|
|
|
2.3
|
|
||||
Foreign currency derivative asset
|
3.6
|
|
|
—
|
|
|
—
|
|
|
3.6
|
|
||||
Total
|
$
|
600.5
|
|
|
$
|
594.6
|
|
|
$
|
—
|
|
|
$
|
5.9
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Purchase obligation recorded for business combinations
|
$
|
75.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
75.0
|
|
Foreign currency derivative liability
|
3.3
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
||||
Contingent consideration liability recorded for business combinations
|
0.5
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
||||
Total
|
$
|
78.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
78.8
|
|
|
Auction rate security
|
|
Foreign currency derivative
|
||||
Balance as of October 3, 2014
|
$
|
2.3
|
|
|
$
|
0.7
|
|
Changes in fair value included in earnings
|
—
|
|
|
2.9
|
|
||
Balance as of July 3, 2015
|
$
|
2.3
|
|
|
$
|
3.6
|
|
|
Purchase obligation
|
|
Foreign currency derivative
|
|
Contingent consideration
|
||||||
Balance as of October 3, 2014
|
$
|
74.0
|
|
|
$
|
0.7
|
|
|
$
|
—
|
|
Changes in fair value included in earnings
|
1.0
|
|
|
2.6
|
|
|
—
|
|
|||
Purchases and additions
|
—
|
|
|
—
|
|
|
0.5
|
|
|||
Balance as of July 3, 2015
|
$
|
75.0
|
|
|
$
|
3.3
|
|
|
$
|
0.5
|
|
|
As of
|
||||||
|
July 3,
2015 |
|
October 3,
2014 |
||||
Raw materials
|
$
|
22.6
|
|
|
$
|
45.4
|
|
Work-in-process
|
190.4
|
|
|
145.9
|
|
||
Finished goods
|
50.4
|
|
|
71.3
|
|
||
Finished goods held on consignment by customers
|
9.3
|
|
|
8.2
|
|
||
Total inventory
|
$
|
272.7
|
|
|
$
|
270.8
|
|
|
As of
|
||||||
|
July 3,
2015 |
|
October 3,
2014 |
||||
Land and improvements
|
$
|
11.6
|
|
|
$
|
11.6
|
|
Buildings and improvements
|
85.5
|
|
|
90.7
|
|
||
Furniture and fixtures
|
25.6
|
|
|
26.9
|
|
||
Machinery and equipment
|
1,167.5
|
|
|
952.9
|
|
||
Construction in progress
|
156.0
|
|
|
95.0
|
|
||
Total property, plant and equipment, gross
|
1,446.2
|
|
|
1,177.1
|
|
||
Accumulated depreciation
|
(724.6
|
)
|
|
(621.2
|
)
|
||
Total property, plant and equipment, net
|
$
|
721.6
|
|
|
$
|
555.9
|
|
|
|
As of
|
|
As of
|
||||||||||||||||||||
|
Weighted
Average
Amortization
Period Remaining (Years)
|
July 3, 2015
|
|
October 3, 2014
|
||||||||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|||||||||||||
Customer relationships
|
1.3
|
$
|
57.2
|
|
|
$
|
(46.4
|
)
|
|
$
|
10.8
|
|
|
$
|
57.2
|
|
|
$
|
(39.4
|
)
|
|
$
|
17.8
|
|
Developed technology and other
|
2.0
|
99.7
|
|
|
(58.8
|
)
|
|
40.9
|
|
|
96.2
|
|
|
(40.6
|
)
|
|
55.6
|
|
||||||
Trademarks
|
Indefinite
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|
1.6
|
|
|
—
|
|
|
1.6
|
|
||||||
Total intangible assets
|
|
$
|
158.5
|
|
|
$
|
(105.2
|
)
|
|
$
|
53.3
|
|
|
$
|
155.0
|
|
|
$
|
(80.0
|
)
|
|
$
|
75.0
|
|
|
Remaining 2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
Thereafter
|
||||||||||||
Amortization expense
|
$
|
8.4
|
|
|
$
|
29.4
|
|
|
$
|
13.2
|
|
|
$
|
0.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
|
June 27,
2014 |
|
July 3,
2015 |
|
June 27,
2014 |
||||||||
United States income taxes
|
$
|
44.1
|
|
|
$
|
34.6
|
|
|
$
|
142.2
|
|
|
$
|
82.4
|
|
Foreign income taxes
|
7.9
|
|
|
2.5
|
|
|
16.1
|
|
|
1.8
|
|
||||
Provision for income taxes
|
$
|
52.0
|
|
|
$
|
37.1
|
|
|
$
|
158.3
|
|
|
$
|
84.2
|
|
|
|
|
|
|
|
|
|
||||||||
Effective tax rate
|
20.1
|
%
|
|
25.0
|
%
|
|
21.8
|
%
|
|
22.9
|
%
|
|
Per share
|
|
Total
|
||||
First quarter
|
$
|
0.13
|
|
|
$
|
24.7
|
|
Second quarter
|
0.13
|
|
|
24.9
|
|
||
Third quarter
|
0.13
|
|
|
24.8
|
|
||
Total
|
$
|
0.39
|
|
|
$
|
74.4
|
|
(In millions, except per share amounts)
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
|
June 27,
2014 |
|
July 3,
2015 |
|
June 27,
2014 |
||||||||
Net income
|
$
|
207.4
|
|
|
$
|
111.4
|
|
|
$
|
569.1
|
|
|
$
|
282.8
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding – basic
|
190.0
|
|
|
187.5
|
|
|
189.5
|
|
|
187.0
|
|
||||
Dilutive effect of equity based awards
|
5.4
|
|
|
5.7
|
|
|
5.4
|
|
|
5.2
|
|
||||
Weighted average shares outstanding – diluted
|
195.4
|
|
|
193.2
|
|
|
194.9
|
|
|
192.2
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income per share – basic
|
$
|
1.09
|
|
|
$
|
0.59
|
|
|
$
|
3.00
|
|
|
$
|
1.51
|
|
Net income per share – diluted
|
$
|
1.06
|
|
|
$
|
0.58
|
|
|
$
|
2.92
|
|
|
$
|
1.47
|
|
|
|
|
|
|
|
|
|
||||||||
Anti-dilutive common stock equivalents
|
0.1
|
|
|
0.1
|
|
|
0.4
|
|
|
1.2
|
|
Three months ended July 3, 2015
|
|
Balance at April 3, 2015
|
|
Current Charges
|
|
Cash Payments
|
|
Other
|
|
Balance at July 3, 2015
|
||||||||||
FY13 restructuring programs
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee severance costs
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
0.2
|
|
|
Other restructuring
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee severance costs
|
|
1.1
|
|
|
0.5
|
|
|
(1.0
|
)
|
|
—
|
|
|
0.6
|
|
|||||
Lease and other contractual obligations
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|||||
Total
|
|
$
|
1.4
|
|
|
$
|
0.5
|
|
|
$
|
(1.0
|
)
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Nine months ended July 3, 2015
|
|
Balance at October 3, 2014
|
|
Current Charges
|
|
Cash Payments
|
|
Other
|
|
Balance at July 3, 2015
|
||||||||||
FY13 restructuring programs
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee severance costs
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
0.2
|
|
|
Other restructuring
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee severance costs
|
|
—
|
|
|
2.9
|
|
|
(2.3
|
)
|
|
—
|
|
|
0.6
|
|
|||||
Lease and other contractual obligations
|
|
0.2
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
0.1
|
|
|||||
Total
|
|
$
|
0.5
|
|
|
$
|
2.9
|
|
|
$
|
(2.5
|
)
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
July 3,
2015 |
|
June 27,
2014 |
|
July 3,
2015 |
|
June 27,
2014 |
||||
Net revenue
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of goods sold
|
51.5
|
|
|
55.0
|
|
|
53.0
|
|
|
55.6
|
|
Gross profit
|
48.5
|
|
|
45.0
|
|
|
47.0
|
|
|
44.4
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
||
Research and development
|
9.5
|
|
|
10.9
|
|
|
9.3
|
|
|
11.7
|
|
Selling, general and administrative
|
6.0
|
|
|
7.8
|
|
|
6.0
|
|
|
8.2
|
|
Amortization of intangibles
|
1.0
|
|
|
1.0
|
|
|
1.1
|
|
|
1.2
|
|
Restructuring and other charges
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
Total operating expenses
|
16.6
|
|
|
19.7
|
|
|
16.5
|
|
|
21.1
|
|
Operating income
|
31.9
|
|
|
25.3
|
|
|
30.5
|
|
|
23.3
|
|
Other income (expense), net
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
Income before income taxes
|
32.0
|
|
|
25.3
|
|
|
30.6
|
|
|
23.3
|
|
Provision for income taxes
|
6.4
|
|
|
6.3
|
|
|
6.7
|
|
|
5.3
|
|
Net income
|
25.6
|
%
|
|
19.0
|
%
|
|
23.9
|
%
|
|
18.0
|
%
|
•
|
Net revenue increased by 38% and 51% to $810 million and $2,378 million for the three and nine months ended July 3, 2015, respectively, as compared to the corresponding periods in the prior fiscal year. This increase in revenue was primarily related to our continued growth as smartphones displace traditional cellular phones, increased strength in emerging markets due to the adoption of 3G and 4G technologies, increases in tablet computing, and the expansion of our analog product portfolio to address additional content within the handset and tablet markets as well as new vertical markets including medical, automotive, military and industrial.
|
•
|
Operating margin increased by approximately 660 and 720 basis points to approximately 32% and 31% for the three and nine months ended July 3, 2015, respectively, as compared to the corresponding periods in the prior fiscal year. This increase in operating margin was primarily related to higher revenue and the leveraging impact on our gross margin and operating expenses partially offset by higher employee compensation expense.
|
•
|
As a result of the aforementioned factors, overall diluted earnings per share increased by 83% and 99% for the three and nine months ended July 3, 2015, respectively, as compared to the corresponding periods in the prior fiscal year.
|
•
|
We announced that the Board of Directors declared a $0.26 per share cash dividend to be paid in our fourth fiscal quarter, a 100% increase from the prior cash dividend of $0.13 per share.
|
•
|
Our ending cash and cash equivalents balance increased approximately 37% to $1,106 million as of July 3, 2015, from $806 million as of October 3, 2014. This increase was the result of $760 million in cash from operations for the nine months ended July 3, 2015, due to increased net income and improvements in working capital, partially offset by cash outflows of: $279 million in capital expenditures, $126 million to repurchase 1.6 million shares of common stock and $74 million in cash dividend payments.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Net revenue
|
$
|
810.0
|
|
38.0%
|
$
|
587.0
|
|
|
$
|
2,377.6
|
|
51.1%
|
$
|
1,573.2
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Gross profit
|
$
|
393.1
|
|
48.8%
|
$
|
264.2
|
|
|
$
|
1,118.3
|
|
60.1%
|
$
|
698.6
|
|
% of net revenue
|
48.5
|
%
|
|
45.0
|
%
|
|
47.0
|
%
|
|
44.4
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Research and development
|
$
|
76.8
|
|
19.6%
|
$
|
64.2
|
|
|
$
|
220.8
|
|
19.9%
|
$
|
184.2
|
|
% of net revenue
|
9.5
|
%
|
|
10.9
|
%
|
|
9.3
|
%
|
|
11.7
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative
|
$
|
48.6
|
|
6.1%
|
$
|
45.8
|
|
|
$
|
143.9
|
|
11.7%
|
$
|
128.8
|
|
% of net revenue
|
6.0
|
%
|
|
7.8
|
%
|
|
6.0
|
%
|
|
8.2
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Amortization of intangibles
|
$
|
8.4
|
|
47.4%
|
$
|
5.7
|
|
|
$
|
25.2
|
|
36.2%
|
$
|
18.5
|
|
% of net revenue
|
1.0
|
%
|
|
1.0
|
%
|
|
1.1
|
%
|
|
1.2
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||||
Restructuring and other charges
|
$
|
0.5
|
|
100.0
|
%
|
$
|
—
|
|
|
$
|
2.9
|
|
100.0
|
%
|
$
|
—
|
|
% of net revenue
|
0.1
|
%
|
|
—
|
%
|
|
0.1
|
%
|
|
—
|
%
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
July 3,
2015 |
Change
|
June 27,
2014 |
|
July 3,
2015 |
Change
|
June 27,
2014 |
||||||||
(dollars in millions)
|
|
|
|
|
|
|
|
||||||||
Provision for income taxes
|
$
|
52.0
|
|
40.2%
|
$
|
37.1
|
|
|
$
|
158.3
|
|
88.0%
|
$
|
84.2
|
|
% of net revenue
|
6.4
|
%
|
|
6.3
|
%
|
|
6.7
|
%
|
|
5.3
|
%
|
|
Nine Months Ended
|
||||||
(in millions)
|
July 3,
2015 |
|
June 27,
2014 |
||||
Cash and cash equivalents at beginning of period
|
$
|
805.8
|
|
|
$
|
511.1
|
|
Net cash provided by operating activities
|
760.1
|
|
|
572.0
|
|
||
Net cash used in investing activities
|
(303.5
|
)
|
|
(125.7
|
)
|
||
Net cash used in financing activities
|
(156.4
|
)
|
|
(64.1
|
)
|
||
Cash and cash equivalents at end of period
|
$
|
1,106.0
|
|
|
$
|
893.3
|
|
•
|
$126.3 million
related to our repurchase of
1.6 million
shares of our common stock pursuant to the stock repurchase program approved by our Board of Directors on November 11, 2014;
|
•
|
$73.8 million
related to the payment of cash dividends on our common stock; and
|
•
|
$53.4 million
related to payroll tax withholdings payments on the vesting of employee performance and restricted stock awards.
|
|
As of
|
||
|
July 3,
2015 |
||
Cash and cash equivalents (time deposits, certificates of deposit and money market funds)
|
$
|
1,106.0
|
|
Available for sale securities (auction rate security) at carrying value
|
2.3
|
|
|
|
$
|
1,108.3
|
|
Period
|
Total Number of Shares Purchased
|
Average Price Paid per Share
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
|
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1)
|
4/04/15-5/01/15
|
1,642(2)
|
$94.08
|
—
|
$220.9 million
|
5/02/15-5/29/15
|
507,956(2) (3)
|
94.38(3)
|
500,000
|
$173.7 million
|
5/30/15-7/03/15
|
22,131(2)
|
$105.62
|
—
|
$173.7 million
|
Total
|
531,729
|
|
|
|
Exhibit
Number
|
Exhibit Description
|
Form
|
Incorporated by Reference
|
Filed Herewith
|
||
File No.
|
Exhibit
|
Filing Date
|
||||
|
|
|
|
|
|
|
10.1
|
Skyworks Solutions, Inc. 2015 Long-Term Incentive Plan
|
|
|
|
|
X
|
|
|
|
|
|
|
|
10.2
|
Form of Nonstatutory Stock Option Agreement under the Company's 2015 Long-Term Incentive Plan
|
|
|
|
|
X
|
|
|
|
|
|
|
|
10.3
|
Form of Performance Share Agreement under the Company's 2015 Long-Term Incentive Plan
|
|
|
|
|
X
|
|
|
|
|
|
|
|
10.4
|
Form of Restricted Stock Unit Agreement under the Company's 2015 Long-Term Incentive Plan
|
|
|
|
|
X
|
|
|
|
|
|
|
|
31.1
|
Certification of the Company’s Chief Executive Officer pursuant to Securities Exchange Act of 1934, as amended, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
X
|
|
|
|
|
|
|
|
31.2
|
Certification of the Company’s Chief Financial Officer pursuant to Securities Exchange Act of 1934, as amended, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
X
|
|
|
|
|
|
|
|
32.1
|
Certification of the Company’s Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
X
|
|
|
|
|
|
|
|
32.2
|
Certification of the Company’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.INS
|
XBRL Instance Document
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
X
|
|
|
|
|
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
X
|
|
|
|
|
|
|
SKYWORKS SOLUTIONS, INC.
|
|
|
|
|
|
Date:
|
August 5, 2015
|
By:
|
/s/ David J. Aldrich
|
|
|
|
David J. Aldrich
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
By:
|
/s/ Donald W. Palette
|
|
|
|
Donald W. Palette
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Accounting and Financial Officer)
|
1.
|
Purpose
|
2.
|
Certain Definitions
|
(h)
|
“
Code
” shall mean the Internal Revenue Code of 1986, as amended from time to time.
|
(u)
|
“
Expiration Date
” shall mean the ten (10) year anniversary of the Effective Date.
|
(v)
|
“
Exchange Act
” shall mean the Securities Exchange Act of 1934, as amended from time to time.
|
3.
|
Administration and Delegation
|
4.
|
Stock Available for Awards
|
5.
|
Stock Options
|
6.
|
Stock Appreciation Rights
|
7.
|
Restricted Stock; Restricted Stock Units
|
8.
|
Performance Awards, Dividend Equivalents, and Other Stock Unit Awards
|
9.
|
Awards Intended to Qualify as Performance-Based Compensation
|
10.
|
Effect of a Change in Control
|
11.
|
Effect of Changes in Common Stock and Reorganization Events
|
12.
|
Termination of Service Due to Death or Disability
|
13.
|
General Provisions Applicable to Awards
|
(i)
|
in cash or by check, payable to the order of the Company;
|
14.
|
Miscellaneous
|
1.
|
Grant of Option
.
|
2.
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Vesting Schedule
.
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3.
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Exercise of Option
.
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5.
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Nontransferability of Option
.
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6.
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Provisions of the Plan
.
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7.
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Miscellaneous
.
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1.
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I have reviewed this quarterly report on Form 10-Q of Skyworks Solutions, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
|
August 5, 2015
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|
|
|
/s/ David J. Aldrich
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|
David J. Aldrich
|
|
Chairman and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Skyworks Solutions, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
August 5, 2015
|
|
|
|
/s/ Donald W. Palette
|
|
Donald W. Palette
|
|
Executive Vice President and Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ David J. Aldrich
|
David J. Aldrich
Chairman and Chief Executive Officer
|
August 5, 2015
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Donald W. Palette
|
Donald W. Palette
Executive Vice President and Chief Financial Officer
|
August 5, 2015
|