What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-02-16 compared with 2021-08-18 · 144 added, 310 removed, 294 unchanged (61% of the section changed)

3 unchanged sentences

(in thousands, except per share amounts)

Three Months Ended Nine Months Ended

July 31, 2021 August 1, 2020 July 31, 2021 August 1, 2020

Three Months Ended

January 29, 2022 January 30, 2021

Revenue $ 2,684,293 $ 1,558,458

6 unchanged sentences

Special charges, net 59,728 438

611,538 553,454 1,809,996 1,630,822

Total operating expenses 1,037,240 581,511

Operating income:

4 unchanged sentences

Other, net ( 10,544 ) ( 15,028 )

37,368 46,095 108,315 142,265

Total nonoperating expense (income) 41,202 27,242

Income before income taxes 323,555 436,618

9 unchanged sentences

(in thousands)

Three Months Ended Nine Months Ended

July 31, 2021 August 1, 2020 July 31, 2021 August 1, 2020

Three Months Ended

January 29, 2022 January 30, 2021

Net income $ 280,077 $ 388,519

1 unchanged sentence

Change in fair value of derivative instruments designated as cash flow hedges (net of taxes of $ 506 and $ 6,661 , respectively)

( 40,040 ) ( 1,605 ) 19,853 ( 83,016 )

Changes in pension plans, net actuarial loss and foreign currency translation adjustments (net of taxes of $ 96 and $ 86 , respectively)

6 unchanged sentences

(in thousands, except share and per share amounts)

July 31, 2021 October 31, 2020

January 29, 2022 October 30, 2021

Current Assets

4 unchanged sentences

Total current assets 4,636,695 5,378,317

Property, Plant and Equipment, at Cost

Land and buildings 954,125 974,604

Machinery and equipment 2,825,698 2,667,846

Office equipment 89,399 85,291

Leasehold improvements 160,983 157,915

4,030,205 3,885,656

Less accumulated depreciation and amortization 2,856,531 2,765,095

Non-current Assets

Net property, plant and equipment 2,037,290 1,979,051

Other investments 105,562 86,729

Goodwill 26,940,594 26,918,470

2 unchanged sentences

Other assets 521,012 511,794

Total other assets 17,377,061 17,830,354

$ 21,641,190 $ 21,468,603

Total non-current assets 46,578,919 46,943,754

TOTAL ASSETS $ 51,215,614 $ 52,322,071

LIABILITIES AND SHAREHOLDERS’ EQUITY

11 unchanged sentences

Total non-current liabilities 11,566,396 11,559,217

Commitments and contingencies — —

Shareholders’ Equity

6 unchanged sentences

Total shareholders’ equity 37,427,312 37,992,542

$ 21,641,190 $ 21,468,603

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 51,215,614 $ 52,322,071

See accompanying notes.

2 unchanged sentences

(in thousands)

Three Months Ended July 31, 2021

Three Months Ended January 29, 2022

Capital in Accumulated

1 unchanged sentence

Shares Amount Par Value Earnings Loss

BALANCE, MAY 1, 2021

BALANCE, OCTOBER 30, 2021

525,331 $ 87,554 $ 30,574,237 $ 7,517,316 $ ( 186,565 )

5 unchanged sentences

Common stock repurchased ( 2,595 ) ( 433 ) ( 575,586 )

BALANCE, JULY 31, 2021

BALANCE, JANUARY 29, 2022

523,315 $ 87,221 $ 30,093,961 $ 7,434,748 $ ( 188,618 )

Nine Months Ended July 31, 2021

Three Months Ended January 30, 2021

Capital in Accumulated

2 unchanged sentences

BALANCE, OCTOBER 31, 2020 369,485 $ 61,582 $ 4,949,586 $ 7,236,238 $ ( 249,461 )

369,485 $ 61,582 $ 4,949,586 $ 7,236,238 $ ( 249,461 )

Net income 388,519

4 unchanged sentences

Common stock repurchased ( 1,079 ) ( 180 ) ( 156,877 )

BALANCE, JULY 31, 2021

368,214 $ 61,370 $ 4,614,677 $ 7,812,859 $ ( 224,943 )

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(in thousands)

Three Months Ended August 1, 2020

Capital in Accumulated

Common Stock Excess of Retained Comprehensive

Shares Amount Par Value Earnings Loss

BALANCE, MAY 2, 2020 368,425 $ 61,405 $ 4,861,013 $ 6,945,442 $ ( 277,002 )

Net income 362,665

Dividends declared and paid - $ 0.62 per share

Issuance of stock under stock plans and other 892 149 26,704

Stock-based compensation expense 39,560

Other comprehensive income 4,073

Common stock repurchased ( 151 ) ( 25 ) ( 17,626 )

BALANCE, AUGUST 1, 2020

369,166 $ 61,529 $ 4,909,651 $ 7,079,309 $ ( 272,929 )

Nine Months Ended August 1, 2020

Capital in Accumulated

Common Stock Excess of Retained Comprehensive

Shares Amount Par Value Earnings Loss

BALANCE, NOVEMBER 2, 2019 368,302 $ 61,385 $ 4,936,349 $ 6,899,253 $ ( 187,799 )

Effect of Accounting Standards Update 2018-02 2,379 ( 2,379 )

Net income 834,235

Dividends declared and paid - $ 1.78 per share

Issuance of stock as charitable contribution 336 56 39,944

Issuance of stock under stock plans and other 2,730 455 57,295

Stock-based compensation expense 112,961

Other comprehensive loss ( 82,751 )

Common stock repurchased ( 2,202 ) ( 367 ) ( 236,898 )

BALANCE, AUGUST 1, 2020

BALANCE, JANUARY 30, 2021

368,894 $ 61,484 $ 4,849,185 $ 7,395,578 $ ( 218,501 )

3 unchanged sentences

(in thousands)

Nine Months Ended

July 31, 2021 August 1, 2020

Three Months Ended

January 29, 2022 January 30, 2021

Cash flows from operating activities:

4 unchanged sentences

Stock-based compensation expense 86,939 36,638

Gain on sale of property, plant and equipment ( 13,557 ) —

Cost of goods sold for inventory acquired 271,396 —

Deferred income taxes ( 34,651 ) ( 27,275 )

Non-cash contribution to charitable foundation — 40,000

Other ( 1,748 ) ( 14,553 )

3 unchanged sentences

Cash flows from investing activities:

Proceeds from other investments 22,215 —

Additions to property, plant and equipment ( 111,133 ) ( 67,388 )

Proceeds from sale of property, plant and equipment 35,714 —

Payments for acquisitions, net of cash acquired ( 24,950 ) ( 12,763 )

Changes in other assets ( 3,360 ) ( 1,214 )

Other 7,824 ( 7,683 )

Net cash used for investing activities ( 103,309 ) ( 75,071 )

Cash flows from financing activities:

Proceeds from debt — 395,646

Proceeds from revolver — 350,000

Payments on revolver — ( 350,000 )

Debt repayments — ( 300,000 )

Early termination of debt ( 519,116 ) —

Dividend payments to shareholders ( 362,645 ) ( 229,179 )

1 unchanged sentence

Proceeds from employee stock plans 8,471 19,920

Changes in other financing activities 1,952 ( 4,015 )

Other 12,041 2,493

Net cash used for financing activities ( 937,268 ) ( 363,823 )

Effect of exchange rate changes on cash ( 3,401 ) 3,156

Net increase in cash and cash equivalents 424,841 441,942

Net decrease in cash and cash equivalents ( 187,565 ) ( 7,797 )

Cash and cash equivalents at beginning of period 1,977,964 1,055,860

3 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2021 (UNAUDITED)

FOR THE THREE MONTHS ENDED JANUARY 29, 2022 (UNAUDITED)

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

4 unchanged sentences

Certain amounts reported in previous periods have been reclassified to conform to the fiscal 2022 presentation.

Proposed acquisition of Maxim Integrated Products, Inc.

On July 12, 2020, the Company entered into a definitive agreement (the Merger Agreement) to acquire Maxim Integrated Products, Inc.

On August 26, 2021 (Acquisition Date), the Company completed the acquisition of Maxim Integrated Products, Inc.

(Maxim), an independent manufacturer of innovative analog and mixed-signal products and technologies.

See Note 14, Acquisitions , for additional information.

Note 2 – Stock-Based Compensation and Shareholders' Equity

A summary of the Company’s stock option activity as of July 31, 2021 and changes during the nine-month period then ended is presented below:

(in thousands)

Average Exercise

Price Per Share

Term in Years

Options outstanding at October 31, 2020 4,192 $ 70.73

Options granted 644 $ 145.04

Options exercised ( 875 ) $ 63.18

Options forfeited ( 36 ) $ 87.18

Options expired ( 6 ) $ 40.69

Options outstanding at July 31, 2021 3,919 $ 84.53 5.7 $ 324,862

Options exercisable at July 31, 2021 2,511 $ 66.15 4.3 $ 254,262

Options vested or expected to vest at July 31, 2021 (1) 3,816 $ 83.41 5.7 $ 320,532

(1) In addition to the vested options, the Company expects a portion of the unvested options to vest at some point in the future.

The number of options expected to vest is calculated by applying an estimated forfeiture rate to the unvested options.

In the first quarter of fiscal 2021, the Company issued a special performance stock option award to the Company's chief executive officer.

The performance stock option award is exercisable for up to 460,000 shares of the Company's common stock (the Target Number of Shares) at an exercise price per share of $ 144.06 , which was the closing price of the Company's common stock on the date of grant, and vests subject to the satisfaction of certain target stock price thresholds during a five-year period, measured on the basis of the average of the closing prices of the Company's common stock over 70 consecutive trading days.

The actual number of shares that will become exercisable will range from 0 % to a maximum of 100 % of the Target Number of Shares based on the attainment of such target stock price thresholds at any time during a five-year period from December 15, 2020 to December 15, 2025.

The grant date fair value of the award was calculated using the Monte Carlo simulation model which utilizes multiple input variables that determine the probability of satisfying the performance conditions stipulated in the award to calculate the fair market value.

The Monte Carlo simulation model also uses stock price volatility and other variables to estimate the probability of satisfying the performance conditions, including the possibility that the market condition may not be satisfied, and the resulting fair value of the award.

During the nine-month periods ended July 31, 2021 and August 1, 2020, the total intrinsic value of options exercised (i.e., the difference between the market price at exercise and the price paid by the employee to exercise the options) was $ 79.1 million and $ 61.7 million, respectively.

A summary of the Company’s restricted stock unit/award activity as of July 31, 2021 and changes during the nine-month period then ended is presented below:

Stock Units/Awards

(in thousands)

Average Grant-

Date Fair Value

Restricted stock units/awards outstanding at October 31, 2020 3,637 $ 91.54

Units/Awards granted 1,034 $ 143.88

Restrictions lapsed ( 1,160 ) $ 89.08

Forfeited ( 163 ) $ 100.74

Restricted stock units/awards outstanding at July 31, 2021 3,348 $ 107.70

In the first half of fiscal 2021, the Company issued approximately 121,000 performance-based restricted stock units (Maxim Integration PRSUs) related to the Company's planned acquisition of Maxim to a select group of employees.

The number of Maxim Integration PRSUs that may be earned will range from 0 % to a maximum of 200 % of the issued amount of Maxim Integration PRSUs and will be determined according to the achievement of certain performance metrics.

Any shares earned will vest on the 60th day following the two-year anniversary of the closing of the Maxim acquisition.

If the Maxim acquisition does not close, the awards will be cancelled.

The grant date fair value of these awards were calculated using the value of the Company's common stock on the date of grant, reduced by the present value of dividends expected to be paid on the Company's common stock prior to vesting.

The grant-date fair value of these awards is also impacted by the number of units that are expected to vest during the performance period and is adjusted through the related stock-based compensation expense at each reporting period based on the probability of achievement of that performance condition.

As of July 31, 2021, there was $ 337.9 million of total unrecognized compensation cost related to unvested stock-based awards comprised of stock options and restricted stock units/awards.

That cost is expected to be recognized over a weighted-average period of 1.4 years.

The total grant-date fair values of awards that vested during the nine-month periods ended July 31, 2021 and August 1, 2020 were approximately $ 114.7 million and $ 157.9 million, respectively.

Total stock-based compensation expense recognized was as follows:

Three Months Ended Nine Months Ended

July 31, 2021 August 1, 2020 July 31, 2021 August 1, 2020

Cost of sales $ 4,331 $ 4,508 $ 13,338 $ 13,428

Research and development 19,806 19,158 57,675 55,163

Selling, marketing, general and administrative 17,550 14,951 47,670 43,427

Special charges, net — 943 — 943

Total stock-based compensation expense $ 41,687 $ 39,560 $ 118,683 $ 112,961

As of July 31, 2021 and October 31, 2020, the Company capitalized $ 6.0 million and $ 5.8 million, respectively, of stock-based compensation in Inventories on the Condensed Consolidated Balance Sheets.

Common Stock Repurchases

As of July 31, 2021, the Company had repurchased a total of approximately 159.0 million shares of its common stock for approximately $ 6.7 billion under the Company's share repurchase program.

As of July 31, 2021, an additional $ 1.4 billion remains available for repurchase of shares under the current authorized program.

The acquisition of Maxim is referred to as the Acquisition.

The consolidated financial statements included in this Quarterly Report on Form 10-Q include the financial results of Maxim prospectively from the Acquisition Date.

See Note 14, Acquisitions , in these Notes to Condensed Consolidated Financial Statements for additional information.

Note 2 – Shareholders' Equity

In fiscal 2021, the Company entered into accelerated share repurchase agreements (ASR) with third party financial institutions, paid $ 2.5 billion and received an initial delivery of 12.3 million shares of common stock, which represented approximately 80 % of the notional amount of the ASR.

As of October 30, 2021, the Company recorded the remaining 20 %, or $ 500.0 million, within Prepaid expenses and other current assets on the Consolidated Balance Sheet, which was utilized during the first quarter of fiscal 2022.

During the first quarter of fiscal 2022, the ASR was completed and an additional 2.1 million shares of common stock were received as final settlement of the ASR.

In total, the Company repurchased 14.4 million shares under the ASR at an average price per share of $ 173.77 .

As of January 29, 2022, the Company had repurchased a total of approximately 174.0 million shares of its common stock for approximately $ 9.3 billion under the Company's share repurchase program.

As of January 29, 2022, an additional $ 7.3 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.

1 unchanged sentence

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 nine months of fiscal 2021.

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 2022.

Foreign currency translation adjustment Unrealized holding gains (losses) on derivatives Pension plans Total

October 30, 2021 $ ( 25,795 ) $ ( 123,754 ) $ ( 37,016 ) $ ( 186,565 )

Other comprehensive income (loss) before reclassifications 5,073 32,548 ( 2,396 ) 35,225

Amounts reclassified out of other comprehensive income (loss) — ( 6,243 ) 2,245 ( 3,998 )

Other comprehensive (loss) income before reclassifications ( 4,603 ) ( 7,013 ) 1,015 ( 10,601 )

Amounts reclassified out of other comprehensive income — 8,565 585 9,150

Tax effects — ( 506 ) ( 96 ) ( 602 )

Other comprehensive income (loss) 5,073 19,853 ( 408 ) 24,518

July 31, 2021 $ ( 21,779 ) $ ( 152,817 ) $ ( 50,347 ) $ ( 224,943 )

Other comprehensive (loss) income ( 4,603 ) 1,046 1,504 ( 2,053 )

January 29, 2022 $ ( 30,398 ) $ ( 122,708 ) $ ( 35,512 ) $ ( 188,618 )

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 Nine Months Ended

Comprehensive Income Component July 31, 2021 August 1, 2020 July 31, 2021 August 1, 2020 Location

Unrealized holding losses (gains) on derivatives

Three Months Ended

Comprehensive Income Component January 29, 2022 January 30, 2021 Location

Unrealized holding (gains) losses on derivatives

Currency forwards $ 1,751 $ ( 1,986 ) Cost of sales

4 unchanged sentences

( 1,301 ) 204 Tax

Effect of Accounting Standards Update 2018-02

— — — ( 2,379 ) Retained earnings

$ 7,264 $ ( 3,600 ) Net of tax

4 unchanged sentences

Total amounts reclassified out of AOCI, net of tax $ 7,753 $ ( 2,938 )

Realized gains or losses on investments are determined based on the specific identification basis and are recognized in nonoperating expense (income).

There were no material net realized gains or losses from the sales of available-for-sale investments during any of the fiscal periods presented.

Note 4 – Earnings Per Share

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

Three Months Ended Nine Months Ended

July 31, 2021 August 1, 2020 July 31, 2021 August 1, 2020

Three Months Ended

January 29, 2022 January 30, 2021

Net Income $ 280,077 $ 388,519

12 unchanged sentences

Note 5 – Special Charges, net

The following table is a quarterly roll-forward from October 31, 2020 to July 31, 2021 of the employee separation and exit cost accruals established related to existing restructuring actions:

Accrued Restructuring Closure of Manufacturing Facilities Repositioning Action Other Actions

Liabilities related to special charges, net are included in Accrued liabilities in the Condensed Consolidated Balance Sheets.

The activity is detailed below:

Accrued Special Charges Closure of Manufacturing Facilities Global Repositioning Actions

Balance at October 30, 2021 $ 25,774 $ 21,065

First quarter fiscal 2021 special charges 438 — —

Severance and other payments ( 1,950 ) ( 8,128 ) ( 333 )

Employee severance and benefit costs 75 44,411

Facility closure costs 6,513 —

Severance and benefit payments ( 4,016 ) ( 25,776 )

Facility closure cost payments ( 6,513 ) —

Effect of foreign currency on accrual — ( 54 )

Balance at January 29, 2022 $ 21,833 $ 39,646

Second quarter fiscal 2021 special charges 311 — —

Severance and other payments ( 5,769 ) ( 2,767 ) ( 270 )

Effect of foreign currency on accrual — ( 44 ) —

Balance at May 1, 2021 $ 38,206 $ 10,083 $ 2,886

Third quarter fiscal 2021 special charges 4,618 — —

Severance and other payments ( 15,949 ) ( 2,178 ) ( 219 )

Effect of foreign currency on accrual — ( 24 ) —

Balance at July 31, 2021 $ 26,875 $ 7,881 $ 2,667

Accrued liabilities $ 26,875 $ 7,881 $ 2,667

Special charges, net, for the quarter ended July 31, 2021 was a net gain of $ 8.9 million, which included charges of $ 4.6 million related to the closure of the Company’s manufacturing facilities reflected in the table above as well as a gain of $ 13.6 million related to the sale of the Company’s Singapore test facility described further below.

Repositioning Action

The Company recorded special charges of $ 137.5 million on a cumulative basis through July 31, 2021, as a result of organizational initiatives to better align the global workforce with the Company's long-term strategic plan.

Approximately $ 123.3 million of the total charges was for severance and fringe benefit costs in accordance with either the Company's ongoing benefit plan or statutory requirements for the impacted manufacturing, engineering and selling, marketing, general and administrative (SMG&A) employees.

The remaining $ 14.2 million of the charges were recorded in the fiscal year ended November 2, 2019 (fiscal 2019) and related to the write-off of acquired intellectual property due to the Company's decision to discontinue certain product development strategies.

Closure of Manufacturing Facilities

The Company recorded net special charges of $ 46.8 million on a cumulative basis through July 31, 2021 as a result of its decision to consolidate certain wafer and test facility operations acquired as part of the acquisition of Linear Technology Corporation (Linear).

The Company recorded net special charges of $ 62.6 million on a cumulative basis through January 29, 2022 as a result of its decision to consolidate certain wafer and test facility operations acquired as part of the acquisition of Linear Technology Corporation.

The special charges include severance and fringe benefit costs, in accordance with the Company's ongoing benefit plan or statutory requirements at foreign locations, one-time termination benefits for the impacted manufacturing, engineering and SMG&A employees and other exit costs.

These one-time termination benefits are being recognized over the future service period required for employees to earn these benefits.

During the third quarter of fiscal 2021, the Company ceased production at its Hillview wafer fabrication facility located in Milpitas, California and determined that this facility met the held for sale criteria specified in Accounting Standards Codification (ASC ) 360.

See Note 6 - Property, Plant and Equipment for amounts reclassified.

During the third quarter of fiscal 2021, the Company completed the sale of its facility and certain equipment in Singapore, that were previously classified as held for sale, for approximately $ 35.7 million, which resulted in a gain of $ 13.6 million.

Concurrent with the sale, the Company entered into a short-term lease agreement to leaseback a portion of the facility while it completes its transition of related operations to its facilities in Penang, Malaysia and the Philippines, as well as to its outsourced assembly and test partners, which is expected to be competed in the fiscal year ending October 29, 2022 (fiscal 2022).

During fiscal 2021, the Company ceased production at its Hillview wafer fabrication facility located in Milpitas, California and determined that this facility met the held for sale criteria specified in Accounting Standards Codification (ASC) 360.

See Note 6, Property, Plant and Equipment in these Notes to Condensed Consolidated Financial Statements for amounts reclassified.

During fiscal 2021, the Company completed the sale of its facility and certain equipment in Singapore, which were previously classified as held for sale, for approximately $ 35.7 million, which resulted in a gain of $ 13.6 million.

Global Repositioning Actions

The Company recorded net special charges of $ 274.1 million on a cumulative basis through January 29, 2022, as a result of organizational initiatives to better align its global workforce with the Company's long-term strategic plan.

Special charges of $ 53.1 million recognized in the first quarter of fiscal 2022 primarily consisted of $ 61.4 million of severance and benefit costs as well as charges recorded from the acceleration of equity awards in connection with the termination of a limited number of employees as part of the integration of the Acquisition.

These charges were partially offset by a gain of $ 8.3 million recognized upon the sale of a business.

Note 6 – Property, Plant and Equipment

No write-down to fair value was required upon this designation, as the fair value of the asset group, less costs to sell, was greater than its carrying value.

As shown below, this carrying value was reclassified from Property, plant and equipment to Prepaid expenses and other current assets upon designation and remains in Prepaid expenses and other current assets as of July 31, 2021.

As of January 29, 2022, Prepaid expenses and other current assets includes the following assets held for sale recorded at the fair value of the asset group, less costs to sell:

Land and buildings $ 40,070

1 unchanged sentence

Net property, plant and equipment reclassified to Prepaid expenses and other current assets $ 26,436

Note 7 – Segment Information

The Company designs, develops, manufactures and markets a broad range of integrated circuits.

The Company operates and tracks its results in one reportable segment based on the aggregation of nine operating segments.

Note 7 – Revenue

Revenue Trends by End Market

5 unchanged sentences

Three Months Ended

July 31, 2021 August 1, 2020

January 29, 2022 January 30, 2021

Revenue % of Revenue* Y/Y% Revenue % of Revenue*

Industrial $ 1,341,113 50 % 57 % $ 856,186 55 %

Communications 288,743 16 % ( 21 ) % 363,304 25 %

Automotive 552,671 21 % 124 % 246,504 16 %

Consumer 178,166 10 % 16 % 152,982 11 %

Total revenue $ 1,758,853 100 % 21 % $ 1,456,136 100 %

Nine Months Ended

July 31, 2021 August 1, 2020

Revenue % of Revenue* Y/Y% Revenue % of Revenue*

Industrial $ 2,829,648 57 % 30 % $ 2,184,413 54 %

Communications 412,397 15 % 46 % 281,726 18 %

Automotive 793,443 16 % 45 % 548,002 13 %

Consumer 378,112 14 % 117 % 174,042 11 %

9 unchanged sentences

Three Months Ended

July 31, 2021 August 1, 2020

Channel Revenue % of Revenue* Revenue % of Revenue*

Distributors $ 1,123,301 64 % $ 819,472 56 %

Direct customers 588,001 33 % 614,770 42 %

Other 47,551 3 % 21,894 2 %

Total revenue $ 1,758,853 100 % $ 1,456,136 100 %

Nine Months Ended

July 31, 2021 August 1, 2020

January 29, 2022 January 30, 2021

Channel Revenue % of Revenue* Revenue % of Revenue*

12 unchanged sentences

Level 3 — Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date.

The tables below, set forth by level, presents the Company’s financial assets and liabilities, excluding accrued interest components that were accounted for at fair value on a recurring basis as of July 31, 2021 and October 31, 2020.

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 July 31, 2021 and October 31, 2020, the Company held $ 289.7 million and $ 239.6 million, respectively, of cash that was excluded from the tables below.

July 31, 2021

As of January 29, 2022 and October 30, 2021, the Company held $ 1,053.5 million and $ 1,315.0 million, respectively, of cash that was excluded from the tables below.

January 29, 2022

Fair Value measurement at

10 unchanged sentences

Forward foreign currency exchange contracts (2) $ — $ 11,004 $ 11,004

Interest rate derivatives — 181,189 181,189

Total liabilities measured at fair value $ — $ 11,004 $ 11,004

(1) The amortized cost of the Company’s investments classified as available-for-sale as of July 31, 2021 was $ 380.0 million.

(1) The amortized cost of the Company’s investments classified as available-for-sale as of January 29, 2022 was $ 130.0 million.

(2) The Company has master netting arrangements by counterparty with respect to derivative contracts.

9 unchanged sentences

Other assets:

Forward foreign currency exchange contracts (1) — 5,427 5,427

Deferred compensation plan investments 71,301 — 71,301

Total assets measured at fair value $ 734,298 $ — $ 734,298

Interest rate derivatives $ — $ 214,586 $ 214,586

Forward foreign currency exchange contracts (1) $ — $ 8,085 $ 8,085

Total liabilities measured at fair value $ — $ 8,085 $ 8,085

4 unchanged sentences

Deferred compensation plan investments — The fair value of these mutual fund, money market fund and equity investments are based on quoted market prices.

Interest rate derivatives — The fair value of the interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivative.

Forward foreign currency exchange contracts — The estimated fair value of forward foreign currency exchange contracts, which includes derivatives that are accounted for as cash flow hedges and those that are not designated as cash flow hedges, is based on the estimated amount the Company would receive if it sold these agreements at the reporting date taking into consideration current interest rates as well as the creditworthiness of the counterparty for assets and the Company’s creditworthiness for liabilities.

1 unchanged sentence

Financial Instruments Not Recorded at Fair Value on a Recurring Basis

Held for sale assets — The Company has classified the assets held for sale at carrying value.

However, if they were to be carried at fair value, they would be considered a Level 3 fair value measurement and would be determined based on the use of appraisals and input from market participants.

Held for sale assets — The Company has classified the assets held for sale at fair value, which is determined based on the use of appraisals and input from market participants, and as such is considered a Level 3 fair value measurement.

See Note 6, Property, Plant and Equipment , in these Notes to Condensed Consolidated Financial Statements for more information related to held for sale assets.

Debt — The table below presents the estimated fair value of certain financial instruments not recorded at fair value on a recurring basis.

The carrying amounts of the term loan approximates fair value.

The term loan is classified as a Level 2 measurement according to the fair value hierarchy.

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.

July 31, 2021 October 31, 2020

January 29, 2022 October 30, 2021

Principal Amount Outstanding Fair Value Principal Amount Outstanding Fair Value

3 -Year term loan, due March 2022

$ 925,000 $ 925,000 $ 925,000 $ 925,000

2.50 % Senior unsecured notes, due December 2021

400,000 403,072 400,000 $ 408,565

2.875 % Senior unsecured notes, due June 2023

500,000 523,041 500,000 $ 526,855

3.125 % Senior unsecured notes, due December 2023

550,000 583,885 550,000 $ 590,177

2.95 % Senior unsecured notes, due April 2025

400,000 429,643 400,000 $ 434,919

3.90 % Senior unsecured notes, due December 2025

850,000 953,017 850,000 $ 969,033

3.50 % Senior unsecured notes, due December 2026

900,000 1,004,709 900,000 $ 1,017,505

4.50 % Senior unsecured notes, due December 2036

250,000 300,420 250,000 $ 298,153

5.30 % Senior unsecured notes, due December 2045

400,000 549,646 400,000 $ 538,788

Maxim 2023 Notes, due March 2023 $ — $ — $ 500,000 $ 520,236

2024 Notes, due October 2024 500,000 500,233 500,000 500,482

2025 Notes, due April 2025 400,000 413,314 400,000 423,265

2026 Notes, due December 2026 900,000 960,798 900,000 986,243

Maxim 2027 Notes, due June 2027 500,000 528,442 500,000 542,942

2028 Notes, due October 2028 750,000 722,982 750,000 743,109

2031 Notes, due October 2031 1,000,000 964,300 1,000,000 996,702

2036 Notes, due December 2036 144,278 165,586 144,278 176,960

2041 Notes, due October 2041 750,000 712,026 750,000 758,246

2045 Notes, due December 2045 332,587 444,072 332,587 469,592

2051 Notes, due October 2051 1,000,000 952,121 1,000,000 1,029,830

Total debt $ 6,276,865 $ 6,363,874 $ 6,776,865 $ 7,147,607

As of July 31, 2021, the Company believed that none of its unrealized losses on its available-for-sale investments were attributable to credit losses and therefore were not impaired.

The investments with unrealized losses consisted primarily of corporate debt securities.

In making the determination that the decline in fair value of these securities did not indicate impairment, the Company considered various factors, including, but not limited to:

the extent to which fair value was less than cost;

the financial condition and near-term prospects of the issuers;

and the Company’s intent not to sell these securities and the assessment that it is more likely than not that the Company would not be required to sell these securities before the recovery of their amortized cost basis.

Unrealized gains and losses, net of taxes, are reported as a component of AOCI in the Company’s Condensed Consolidated Statements of Stockholders’ Equity.

No material amounts were reclassified out of AOCI during the three- and nine-month periods ended July 31, 2021 and August 1, 2020 for realized gains or losses on available-for-sale investments.

Note 9 – Derivatives

2 unchanged sentences

dollar, primarily the Euro;

other significant exposures include the British Pound, Philippine Peso and the Japanese Yen.

other significant exposures include the British Pound, Philippine Peso, Thai Baht, South Korean Won and the Japanese Yen.

Derivative instruments are employed to eliminate or minimize certain foreign currency exposures that can be confidently identified and quantified.

4 unchanged sentences

The gain or loss on the derivative is recorded as a component of AOCI in shareholders’ equity and is reclassified into earnings in the same line item on the Consolidated Statements of Income as the impact of the hedged transaction in the same period during which the hedged transaction affects earnings.

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 and Japanese Yen as of July 31, 2021 and October 31, 2020 were $ 236.5 million and $ 202.7 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 July 31, 2021 and October 31, 2020 were as follows:

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 January 29, 2022 and October 30, 2021 were $ 304.9 million and $ 343.6 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 January 29, 2022 and October 30, 2021 were as follows:

Fair Value At

Balance Sheet Location July 31, 2021 October 31, 2020

Forward foreign currency exchange contracts Prepaid expenses and other current assets $ — $ 5,550

Balance Sheet Location January 29, 2022 October 30, 2021

Forward foreign currency exchange contracts Accrued liabilities $ 9,464 $ 7,113

As of July 31, 2021 and October 31, 2020, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $ 142.4 million and $ 62.7 million, respectively.

The fair values of these hedging instruments in the Company’s Condensed Consolidated Balance Sheets were immaterial as of July 31, 2021 and October 31, 2020.

The Company estimates $ 3.5 million, net of tax, of losses on forward foreign currency derivative instruments included in AOCI will be reclassified into earnings within the next twelve months.

As of January 29, 2022 and October 30, 2021, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $ 206.2 million and $ 120.0 million, respectively.

The fair values of these hedging instruments in the Company’s Condensed Consolidated Balance Sheets were immaterial as of January 29, 2022 and October 30, 2021.

The Company estimates $ 7.3 million, net of tax, of settlements on forward foreign currency derivative instruments included in AOCI will be reclassified into earnings within the next twelve months.

All of the Company’s derivative financial instruments are eligible for netting arrangements that allow the Company and its counterparties to net settle amounts owed to each other.

Derivative assets and liabilities that can be net settled under these arrangements have been presented in the Company's Condensed Consolidated Balance Sheets on a net basis.

As of July 31, 2021 and October 31, 2020, none of the netting arrangements involved collateral.

As of January 29, 2022 and October 30, 2021, none of the netting arrangements involved collateral.

The following table presents the gross amounts of the Company's forward foreign currency exchange contract derivative assets and liabilities and the net amounts recorded in the Company's Condensed Consolidated Balance Sheets:

July 31, 2021 October 31, 2020

January 29, 2022 October 30, 2021

Gross amount of recognized assets $ 544 $ 319

Gross amounts of recognized liabilities ( 11,548 ) ( 8,404 )

Net (liabilities) assets offset and presented in the Condensed Consolidated Balance Sheets $ ( 4,573 ) $ 5,427

As of July 31, 2021 and October 31, 2020, the fair value of the interest rate swap agreement designated as a cash flow hedge was $ 181.2 million and $ 214.6 million, respectively, and is included within Accrued liabilities in the Company's Condensed Consolidated Balance Sheets.

Net liabilities offset and presented in the Condensed Consolidated Balance Sheets $ ( 11,004 ) $ ( 8,085 )

The market risk associated with the Company’s derivative instruments results from currency exchange rate or interest rate movements that are expected to offset the market risk of the underlying transactions, assets and liabilities being hedged.

The counterparties to the agreements relating to the Company’s derivative instruments consist of a number of major international financial institutions with high credit ratings.

Based on the credit ratings of the Company’s counterparties as of July 31, 2021 and October 31, 2020, nonperformance is not perceived to be a material risk.

Based on the credit ratings of the Company’s counterparties as of January 29, 2022 and October 30, 2021, nonperformance is not perceived to be a material risk.

Furthermore, none of the Company’s derivatives are subject to collateral or other security arrangements and none contain provisions that are dependent on the Company’s credit ratings from any credit rating agency.

While the contract or notional amounts of derivative financial instruments provide one measure of the volume of these transactions, they do not represent the amount of the Company’s exposure to credit risk.

The amounts potentially subject to credit risk (arising from the possible inability of counterparties to meet the terms of their contracts) are generally limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the

obligations of the Company to the counterparties.

As a result of the above considerations, the Company does not consider the risk of counterparty default to be significant.

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Note 10 – Inventories

Inventories at July 31, 2021 and October 31, 2020 were as follows:

July 31, 2021 October 31, 2020

Inventories at January 29, 2022 and October 30, 2021 were as follows:

January 29, 2022 October 30, 2021

Raw materials $ 80,456 $ 71,639

2 unchanged sentences

Total inventories $ 972,571 $ 1,200,610

Note 11 – Revolving Credit Facility

On June 23, 2021, the Company entered into a Third Amended and Restated Credit Agreement (Revolving Credit Agreement) with Bank of America, N.A.

as administrative agent and the other banks identified therein as lenders, which further amended and restated its existing Second Amended and Restated Credit Agreement dated as of June 28, 2019.

The Revolving Credit Agreement provides for a five year unsecured revolving credit facility in an aggregate principal amount not to exceed (i) $ 1.25 billion or (ii) upon the completion of the acquisition by the Company of Maxim on or before January 12, 2022 (subject to certain terms and conditions), $ 2.5 billion.

To date, the Company has not borrowed under this revolving credit facility but may borrow in the future and use the proceeds for repayment of existing indebtedness, stock repurchases, acquisitions, capital expenditures, working capital and other lawful corporate purposes.

Revolving loans under the Revolving Credit Agreement can be Eurocurrency Rate Loans or Base Rate Loans (each as defined in the Revolving Credit Agreement) at the Company’s option.

Each Eurocurrency Rate Loan will bear interest at a rate per annum equal to the applicable Eurocurrency Rate plus a margin based on the Company’s Debt Ratings (as defined in the Revolving Credit Agreement) from time to time of between 0.690 % and 1.175 %.

Each Base Rate Loan will bear interest at a rate per annum equal to the Base Rate plus a margin based on the Company’s Debt Ratings from time to time of between 0.00 % and 0.175 %.

In addition, the Company has agreed to pay a facility fee based on the Company’s Debt Ratings from time to time of between 0.060 % and 0.200 % multiplied by the actual daily amount of the Commitments (as defined in the Revolving Credit Agreement) in effect.

The Revolving Credit Agreement also contains a sustainability-linked pricing component which provides for interest rate and facility fee reductions or increases based on the Company meeting or missing targets related to environmental sustainability, specifically greenhouse gas emissions and renewable energy usage.

The Revolving Credit Agreement includes a multicurrency borrowing feature for certain specified foreign currencies.

The Company will guarantee the obligations of each subsidiary that is named a Designated Borrower under the Revolving Credit Agreement.

The Revolving Credit Agreement contains customary representations and warranties, and affirmative and negative covenants and events of default applicable to the Company and its subsidiaries.

As of July 31, 2021, the Company was in compliance with these covenants.

Note 11 – Debt

In conjunction with the Acquisition, the Company acquired $ 500.0 million aggregate principal amount of Maxim’s 3.375 % senior unsecured and unsubordinated notes due March 15, 2023 (the Maxim March 2023 Notes).

On November 4, 2021, the Maxim March 2023 Notes were redeemed for cash at a redemption price equal to $1,038.23 for each $1,000 principal amount.

Note 12 – Income Taxes

The Company’s effective tax rates for the three- and nine-month periods ended July 31, 2021 and August 1, 2020 were below the U.S.

The Company’s effective tax rates for the three-month periods ended January 29, 2022 and January 30, 2021 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.

In the first quarter of fiscal 2022, the Company increased acquisition related tax reserves by $ 25.3 million consisting of $ 21.8 million in tax and $ 3.5 million in accrued interest primarily relating to tax audits.

The Company engages in continuous discussions and negotiations with tax authorities regarding tax matters in various jurisdictions.

It is reasonably possible that the balance of gross unrecognized tax benefits, including accrued interest and penalties, could decrease by as much as $ 146.0 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 year ended November 3, 2018 (fiscal 2018) and fiscal 2019;

state and local tax audits;

and international audits.

an IRS income tax audit for the fiscal years ended November 3, 2018 and November 2, 2019;

a pre-acquisition IRS income tax audit for Maxim's fiscal years ended June 27, 2015 through June 24, 2017;

state and local audits and various international audits.

The Company's U.S.

federal tax returns prior to the fiscal year ended October 28, 2017 (fiscal 2017) are no longer subject to examination.

During the fourth quarter of fiscal 2018, the Company’s Irish tax resident subsidiary received an assessment, excluding any penalties and interest, for the fiscal year ended November 2, 2013 (fiscal 2013) of approximately € 43.0 million, or approximately $ 51.0 million (as of July 31, 2021), from the Irish Revenue Commissioners (Irish Revenue).

The assessment

claimed that the Company’s Irish entity failed to conform to 2010 OECD Transfer Pricing Guidelines.

During the third quarter of fiscal 2021, the Company settled the fiscal 2013 audit with Irish Revenue for an amount that was not material to the Company.

During fiscal 2019, Irish Revenue commenced transfer pricing audits of fiscal years ended November 1, 2014 (fiscal 2014) through fiscal 2017.

The Company settled the audits relating to fiscal 2014 through fiscal 2017 with either no assessment or for additional tax payments that were not material to the Company.

federal tax returns prior to the fiscal year ended November 3, 2018 are no longer subject to examination, except for the Maxim pre-Acquisition fiscal years 2015 to 2017 noted above.

Note 13 – New Accounting Pronouncements

Standards Implemented

Financial Instruments

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (ASU 2016-13).

ASU 2016-13 requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected.

The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset.

In 2019, the FASB issued ASU 2019-05, Financial Instruments - Credit Losses (Topic 326):

Targeted Transition Relief (ASU 2019-05) and ASU 2019-11, Codification Improvements to Topic 326 (ASU 2019-11).

ASU 2019-05 allows an entity to irrevocably elect the fair value option for certain financial instruments.

Once elected, an entity would recognize the difference between the carrying amount and the fair value of the financial instrument as part of the cumulative effect adjustments associated with the adoption of ASU 2016-13.

ASU 2019-11 allows entities to exclude the accrued interest component of amortized cost from various disclosures required by ASC 326.

The Company is exposed to credit losses through sales of its products and certain financial instruments.

The Company determines if there is an expected loss on its accounts receivables using historical collection experience, current and future economic and market conditions and a review of the current status of customers' trade accounts receivables.

The Company adopted these standards effective November 1, 2020 using the modified retrospective approach, which did not have a material impact on the Company's financial position and results of operations.

See Note 8, Fair Value, in these Notes to Condensed Consolidated Financial Statements for more information related to how the Company assesses credit losses on its available-for-sale debt securities.

In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (ASU-2019-12).

ASU 2019-12 eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences.

It also clarifies and simplifies other aspects of the accounting for income taxes.

The Company adopted ASU 2019-12 in the first quarter of fiscal 2021.

Upon adoption, ASU 2019-12 did not have a material impact on the Company's financial position and results of operations.

Retirement Benefits

In August 2018, the FASB issued ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Topic 715-20):

Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans (ASU 2018-14), which modifies the disclosure requirements for defined benefit pension plans and other post-retirement plans.

ASU 2018-14 is effective for fiscal years ending after December 15, 2020, with early adoption permitted.

The Company adopted ASU 2018-14 in the first quarter of fiscal 2021.

Upon adoption, ASU 2018-14 did not have a material impact on the Company's financial position and results of operations.

Standards to Be Implemented

Reference Rate Reform

In March 2020, the FASB issued ASU No.

In March 2020, the Financial Accounting Standards Board (FASB) issued ASU No.

2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional guidance for accounting for contracts, hedging relationships, and other transactions affected by reference rate reform, if certain criteria are met.

The provisions of this standard are available for election through December 31, 2022.

The Company is currently evaluating the impact of the reference rate reform on its contracts and the resulting impact of adopting this standard on our financial statements.

The Company adopted this standard in the first quarter of fiscal 2022 with no material impact on the Company's financial position and results of operations.

Standards to Be Implemented

Acquired Contract Assets and Contract Liabilities

In October 2021, the FASB issued ASU No.

2021-08, Business Combinations (Topic 805):

Accounting for Acquired Contract Assets and Contract Liabilities.

Under the new 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.

ASU 2021-08 is effective for the Company in the first quarter of the fiscal year ended November 1, 2024.

Early adoption is permitted, including in an interim period, for any period for which financial statements have not yet been issued.

However, adoption in an interim period other than the first fiscal quarter requires an entity to apply the new guidance to all prior business combinations that have occurred since the beginning of the annual period in which the new guidance is adopted.

The Company is currently evaluating the adoption date of ASU 2021-08 and the impact, if any, adoption will have on its financial position and results of operations.

Note 14 – Acquisitions

Proposed Acquisition of Maxim Integrated Products, Inc.

On July 12, 2020, the Company entered into the Merger Agreement to acquire Maxim, an independent manufacturer of innovative analog and mixed-signal products and technologies.

Under the terms of the Merger Agreement, Maxim stockholders will receive, for each outstanding share of Maxim common stock, 0.630 of a share of the Company’s common stock at the closing.

The estimated merger consideration is approximately $ 29.0 billion based on the closing price of the Company's common stock on August 13, 2021.

The value of the merger consideration will fluctuate based upon changes in the price of the Company's common stock and the number of shares of Maxim common stock, restricted stock awards and restricted stock unit awards outstanding on the closing date.

The transaction is subject to customary closing conditions, including receipt of regulatory approvals.

To date, required regulatory approvals have been obtained in all jurisdictions with the exception of China.

The Merger Agreement includes termination rights for both the Company and Maxim.

The Company may be required to pay Maxim a regulatory termination fee of $ 830.0 million in cash if the Merger Agreement is terminated in certain circumstances involving the failure to obtain required regulatory approvals.

On October 8, 2020, the required shareholder approvals relating to the Merger Agreement were obtained from both the Company's shareholders and Maxim's shareholders.

In the three- and nine-month periods ended July 31, 2021, the Company incurred $ 18.3 million and $ 56.6 million of transaction-related costs related to the proposed acquisition of Maxim, respectively, recorded within Selling, marketing, general and administrative expenses in the Company's Condensed Consolidated Statements of Income.

Maxim Integrated Products, Inc.

On the Acquisition Date, the Company completed its acquisition of all of the voting interests of Maxim, an independent manufacturer of innovative analog and mixed-signal products and technologies.

The total consideration paid to acquire Maxim, which consisted of cash, common stock of the Company and share-based compensation awards, was approximately $ 28.0 billion.

The Company believes the combination creates an expanded suite of top-performing mixed-signal and power management technology offerings and complements the Company's legacy offerings.

The results of operations of Maxim from the Acquisition Date are included in the Company’s Condensed Consolidated Statement of Income, Condensed Consolidated

Balance Sheet, Condensed Consolidated Statement of Cash Flows and Condensed Consolidated Statement of Shareholders’ Equity for the three-month period ended January 29, 2022.

During the first quarter of 2022, the Company recorded acquisition accounting adjustments of $ 24.9 million to goodwill comprised of $ 19.0 million to income tax payable, $ 7.8 million to other non-current liabilities and $ 1.6 million to accrued liabilities offset by $ 3.5 million to deferred income taxes.

The Acquisition accounting is not complete and additional information relating to conditions that existed at the Acquisition Date may become known to the Company during the remainder of the measurement period.

As of the filing date of this Quarterly Report on Form 10-Q, the Company is still in the process of valuing Maxim's assets, including fixed assets, intangible assets, and liabilities, including related income tax accounting.

The following unaudited pro forma consolidated financial information for the three-month period ended January 30, 2021 combines the results of the Company for the three-month period ended January 30, 2021 and the unaudited results of Maxim for the corresponding period.

The unaudited pro forma consolidated financial information assumes that the Acquisition, which closed on August 26, 2021, was completed on November 3, 2019 (the first day of fiscal 2020).

The pro forma consolidated financial information has been calculated after applying the Company’s accounting policies and includes adjustments for amortization expense of acquired intangible assets, fair value adjustments for acquired inventory, property, plant and equipment and long-term debt and compensation expense for ongoing share-based compensation arrangements that were replaced in conjunction with the Acquisition, together with the consequential tax effects.

These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the operating results of the Company that would have been achieved had the Acquisition actually taken place on November 3, 2019.

In addition, these results are not intended to be a projection of future results and do not reflect events that may occur after the Acquisition, including but not limited to revenue enhancements, cost savings or operating synergies that the combined Company may achieve as a result of the Acquisition.

Pro Forma Three Months Ended

January 30, 2021

Basic net income per common share

Diluted net income per common share

Note 15 – Subsequent Events

On August 17, 2021, the Board of Directors of the Company declared a cash dividend of $ 0.69 per outstanding share of common stock.

The dividend will be paid on September 8, 2021 to all shareholders of record at the close of business on August 27, 2021 and is expected to total approximately $ 254.1 million.

On February 15, 2022, the Board of Directors of the Company declared a cash dividend of $ 0.76 per outstanding share of common stock.

The dividend will be paid on March 8, 2022 to all shareholders of record at the close of business on February 25, 2022 and is expected to total approximately $ 397.7 million.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements