Gregory R. Beecher
Analyst · UBS
Thanks, Mike, and good morning, everyone. Before I get into the details around Q3 and Q4, I'll first address the 3 questions that I expect many of you have. First, how does LitePoint affect our model? Second, given the LitePoint acquisition, what is our thinking around our cash strategy and future M&A? And third, what are our plans if we enter a deep or prolonged downturn? Taking these in order. First, how does LitePoint affect our model? LitePoint is expected to add about $160 million or more in revenue next year, though its quarterly sales will be volatile as revenue is both tied to new programs and is somewhat seasonal. The model sale is necessary to achieve our 15% operating profit. We'll move from about $305 million a quarter, to about $350 million with the addition of Litepoint's fixed cost and some other changes in SemiTest, which I'll get to in a moment. While Litepoint's fixed cost will increase the revenue required to earn our 15% model profit rate, its lean cost structure will improve gross margins of the entire company by about 2 points at that $350 million model quarterly sales level. The SemiTest changes included increase of about $3 million a quarter from our earlier model beginning in the first quarter, as we increase engineering spend on product development to drive future market share gains. We also expect Semi margins will decline about 1% over the next year based upon our best estimate of the pricing environment. Recall this level of model operating revenue of $350 million simply describes our gross margin and OpEx at that revenue point that delivers 15% operating profit for the company. It shouldn't be viewed as a cross cycle midpoint. In fact, as you can see in the slide in the earnings call package on the web, pro forma sales over the 8 quarters ending in 2011, with the pro forma addition of $40 million per quarter of LitePoint revenue, is over $400 million, well above that $350 million level. LitePoint is off to a good start for our first partial period with sales in the low $30 million range projected in the fourth quarter. For the full-year 2011, we expect about $130 million in LitePoint sales. Now LitePoint will also move our cash tax rate to about 10% to 12% in 2012, up from 6% in 2011. And we'll talk more about cash taxes a bit later. The second question is: Given the LitePoint acquisition, what is our thinking around our cash strategy and future M&A? The short answer is that our cash plans remain unchanged. We'll continue to be patient and opportunistic in our buyback program, so that it provides value to our long term shareholders. The purpose of the program remains to offset dilution from employee equity instruments. So far, we've bought back 2.6 million shares at an average price of $11.83. Well over the period of buyback authorization last Friday, our stock has averaged $14.64. We have $169 million left under the buyback. As the use of cash for future M&A, we'll also continue with our strict criteria of earning our 15% cost of capital. And any tenants that we consider must be a very close fit with either our technology or distribution capabilities. Clearly, our overriding focus will be on our core test businesses and fully ensuring that LitePoint is a success. And the third question. What are our plans if we enter a deep or prolonged downturn? If this were to happen, as we've said before, we would not plan to take actions to reduce headcount or change our product roadmap or support levels. This is because our model was designed for full cycles, including sharp downturns. Our operating breakeven is set so that in a normal downturn, we'll stay profitable. Our lean model keeps our entire organization fully focused on growth and customer support through downturns, versus having to turn our attention inward every few years to rework the cost structure. And at the extreme, a 2008, 2009 or even worse scenario could actually play to our competitive advantage, as we are significantly better prepared than our competitors from a cost structure or balance sheet perspective. Now moving to the key highlights of the third quarter. We exceeded our sales and earnings guidance with a top line of $344 million and non-GAAP EPS of $0.34. The higher top line was primarily due to more hard disk drive test system revenue than projected as product acceptances were achieved ahead of schedule. The third quarter marks the seventh quarter in a row operating above our model 15% profit rate. Our financial health matches up well against the leading front end companies, as we expect to average a 24% operating profit rate, along with free cash flow of 23% of sales over the 3-year period ending this calendar year. On the market share and growth front, the key standout this year is in hard disk drive. This quarter, our hard disk drive sales exceeded its first half of volume, and brought the year-to-date hard disk drive sales past the high end of our original target of $80 million to $120 million. This was accomplished by expanding into multiple new customers and new applications in the 2.5-inch space. This year will also set new records for our Systems Test Group. This is on course to achieve our highest sales and profit levels ever. On the SemiTest front, we are continuing with SOC socket wins at a pace consistent with the past. But as I mentioned last quarter, moving on the other side of the segment shifts, as strong PC test buying will temporarily depress our 2011 market share. You recall that last year, we said that about half of our 9-point SOC test share gains were temporary segment shifts favoring us, and the other half were permanent. This year the second buying has favored our largest competitor, as PC-driven buying is unusually high. We believe that our normalized share basis were in the mid-40s in SOC test. In memory, we expect to gain a few points with our very strong FLASH and DRAM test portfolio. On the balance sheet, we grew cash and marketable securities to $1.2 billion. Subsequent to the close, we spent $514 million, including transaction cost, to acquire LitePoint, net of cash and tax benefits acquired. At year end, we expect our gross cash and marketable security balances to total about $750 million. As I mentioned before, our cash tax rate in 2012 is moving up to 10% to 12% from about 6% in 2011. Let me explain this. With the addition of LitePoint, our U.S. 2012 taxable income is significantly increased. This is because we eat through our unlimited variable tax attributes much sooner, and start to encounter the tax attributes that have annual limits on their usage. The bottom line to all this though, is that our favorable tax attributes will be spread over a longer time period. We've added to our [indiscernible] additional information on taxes to help you fine tune your models. Moving now to the demand side. SemiTest bookings declined 24% to $196 million. SOC test orders were $177 million and Memory Test orders were $19 million in the third quarter. Systems Test group came in at $44 million, reflecting a decline in HDD orders after very strong shipments in the third quarter. In the third quarter, semiconductor sales were 70% of the total, and the Systems Test group was 30%. Our book-to-bill ratio for the third quarter was 0.7 for the overall company, 0.81 for semiconductor test and 0.42 for the Systems Test group. At the end of the quarter, our backlog stood at $362 million, of which 81% is scheduled to ship and be recognized as revenue within the next 6 months. The top line of $344 million was down $66 million, or 16% sequentially from the second quarter. SemiTest was $241 million, down $102 million, or 30%. And Systems Test group was $103 million, up $36 million or 53%. SemiTest product shipments decreased 36% from a quarter ago. Within the $344 million, service revenue was $69 million, flat with the second quarter. SemiTest service revenue was $56 million. Total company product turns business was 21% versus 29% a quarter ago. SemiTest product turns business was 30% versus 32% a quarter ago. Memory revenue was $26 million. Moving down the P&L. Gross margins decreased from 52% in the second quarter to 49% in the third quarter due to lower volume and a much higher mix of hard disk drive revenue. R&D expenses were flat at $47 million, or 14% of sales, compared to 12% of sales in the second quarter. SG&A expenses were $55 million or 16% of sales, compared to $57 million or 14% of sales in the second quarter. Operating expenses in total of $102 million were down $3 million from the second quarter, driven by lower variable compensation. Our net non-GAAP interest and other expense was 0 due to gains our marketable securities sold to fund the LitePoint acquisition. We recorded a tax provision of $2 million; a tax rate of approximately 3%, which reflects a reduction in our estimated full-year cash tax rate from 7% to 6%. The lower tax rate and gains on marketable securities that were sold contributed $0.02 to our third quarter EPS. Cash flow from operations totaled $71 million after capital additions. As noted in the press release, sales for the fourth quarter are expected to be between $270 million and $300 million. And the non-GAAP EPS range is $0.08 to $0.16 on 202 million diluted shares. I should add that the guidance excludes the inclusation [ph] of acquired intangibles, the non-cash imputed interest on the convertible debt and estimated GAAP purchase accounting charges related to the acquisition of LitePoint. The operating profit point at the midpoint of our fourth quarter guidance is about 9%. Now moving to the P&L percentages in the fourth quarter. We expect gross margins to be 50%, R&D should be 21% to 19%, and SG&A should be 22% to 20%. Non-GAAP net interest expense is expected to be about $2 million. The cash tax provision should be about $1 million. In summary, if I step back from the short term for a moment, over the last few years, our strategy has been to exercise strong financial discipline while at the same time, strengthen each of our core businesses. This strategy has resulted in strong cash flow and market share gains. We've used that cash flow for very close to the core of growth such as the Eagle and Nextest acquisitions, and for the organic expansions into hard disk drive and high-speed memory. We're also patiently returning capital to shareholders with our buyback program. The 4 growth initiatives I've just mentioned have contributed about 1/3 of our EPS since the beginning of 2010. We've now added LitePoint into the fold, which has both a higher gross -- a higher growth rate and better margins than Teradyne with its highly differentiated product and solution set and lean cost structure. We plan to stay on course, which is to stay sharply focused on strengthening our core businesses, maintaining financial discipline and deploying our excess cash for the highest possible returns. Now I'll turn the call back over to Andy.