e6vk
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
February 2, 2007
INFINEON TECHNOLOGIES AG
Am Campeon 1-12
D-85579 Neubiberg/Munich
Federal Republic of Germany
Tel: +49-89-234-0
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of
Form 20-F or Form 40-F.
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82-__________.
This Report on Form 6-K dated February 2, 2007, contains a quarterly report of Infineon
Technologies AG for the Companys fiscal first quarter of the 2007 financial year.
INFINEON TECHNOLOGIES AG
QUARTERLY REPORT
FOR THE THREE MONTHS ENDED
DECEMBER 31, 2006
INDEX
i
Overview Of Financial Results
Fiscal First Quarter 2007
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|
Infineon groups revenues for the quarter were Euro
2.13 billion. Revenues for Infineon excluding Qimonda were
Euro 958 million. |
|
|
|
Infineon groups EBIT was Euro 216 million.
Excluding Qimonda, the EBIT loss was Euro 9 million.
Net charges in the fiscal first quarter 2007 were insignificant. |
|
|
|
Infineon groups net income was Euro 120 million,
resulting in diluted earnings per share of Euro 0.15. |
|
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|
For the fiscal second quarter 2007, Infineon expects revenues
and EBIT for its businesses excluding Qimonda, before charges,
to remain at least flat compared to the fiscal first quarter.
Following the loss of business as a result of the insolvency of
BenQ Mobiles German subsidiary, Infineon is implementing
restructuring measures and currently expects that related
charges will be recorded in the second quarter, rather than the
first quarter as originally expected. Such charges will be
significantly lower than the Euro 30 million
originally anticipated. |
For the fiscal first quarter 2007, Infineon Technologies
AGs revenues were Euro 2.13 billion,
decreasing 7 percent sequentially but increasing
27 percent year-on-year. Revenues of Infineon excluding
Qimonda were Euro 958 million, decreasing
9 percent from Euro 1.06 billion in the prior
quarter and 4 percent from Euro 996 million in
the same quarter last year. As expected, revenues in both the
Communication Solutions and the Automotive,
Industrial & Multimarket segments declined.
Infineon groups EBIT increased to
Euro 216 million in the fiscal first quarter 2007, up
from Euro 30 million in the prior quarter and negative
Euro 122 million in the same quarter last year.
Infineon excluding Qimonda incurred an EBIT loss of
Euro 9 million in the fiscal first quarter 2007. Net
charges in the fiscal first quarter 2007 were insignificant.
EBIT loss for Infineon excluding Qimonda was
Euro 174 million in the prior quarter, including
charges of Euro 164 million, mainly resulting from the
IPO of Qimonda and the insolvency of BenQ Mobiles German
subsidiary. Before these charges, the fourth quarter 2006 EBIT
loss excluding Qimonda would have been Euro 11 million.
Infineon groups net income was
Euro 120 million in the fiscal first quarter 2007,
compared to net loss of Euro 36 million in the
previous quarter and Euro 183 million in the same
quarter last year.
Basic and diluted earnings per share in the fiscal first
quarter 2007 increased to Euro 0.16 and Euro 0.15,
respectively, from basic and diluted loss per share of
Euro 0.05 in the previous quarter and Euro 0.25 in the
same quarter last year.
Segments Fiscal First Quarter 2007 Performance and
Outlook
Revenues
Segment revenue developments during the fiscal first quarter
2007 as compared to the previous quarter and the fiscal first
quarter 2006 were as follows:
In the fiscal first quarter 2007, the Automotive,
Industrial & Multimarket segment performed slightly
better than originally anticipated. It reported revenues of
Euro 710 million, a 4 percent decrease compared
to the prior quarter and a 9 percent increase compared to
the same quarter last year. As anticipated, seasonal effects and
weak U.S. car production led to a decline in revenues in the
automotive business. The industrial & multimarket and
security & ASIC businesses in total remained flat as
expected.
Fiscal first quarter revenues in the Communication
Solutions segment were Euro 236 million, a
21 percent decrease from the prior quarter and a
29 percent decrease from the same quarter last year. The
decrease in revenues during the first quarter was in line with
expectations, reflecting the anticipated large decline of
revenues from BenQ Mobile following the insolvency of its German
subsidiary. In addition, the wireless business saw the typical
start of the seasonally weaker period. Revenues in the broadband
access business remained broadly flat relative to the prior
quarter.
Qimonda achieved revenues of Euro 1.17 billion
in the fiscal first quarter 2007, decreasing 5 percent from
the prior quarter but increasing 73 percent from the same
quarter last year.
1
Fiscal first quarter revenues in the Other Operating
Segments were Euro 70 million, decreasing
10 percent from the prior quarter but increasing 4 percent
from the same quarter last year. Effective May 1, 2006,
with the completion of the Qimonda carve-out, Other Operating
Segments revenues primarily consist of sales of wafers
from Infineons 200-millimeter production facility in
Dresden to Qimonda under foundry agreements, which are
eliminated in the Corporate and Eliminations segment.
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|
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Net Sales by Segment for the
First Quarter of the Fiscal Year
(in millions of euro)
|
|
Earnings
The
Automotive, Industrial and Multimarket segments
fiscal first quarter EBIT decreased to Euro 55 million
from Euro 64 million in the previous quarter but
increased from Euro 51 million in the same quarter
last year. Seasonal effects and weak U.S. car production led to
a sequential decline in EBIT in the automotive business.
The Communication
Solutions segments EBIT loss in the fiscal first
quarter was Euro 57 million, decreasing from a loss of
Euro 120 million in the previous quarter but
increasing from a loss of Euro 21 million in the same
quarter last year.
Qimondas fiscal
first quarter EBIT after minority interests was
Euro 225 million compared to EBIT of
Euro 204 million in the fiscal fourth quarter 2006 and
EBIT loss of Euro 123 million in the same quarter last
year.
The Other Operating
Segments EBIT loss in the fiscal first quarter was
Euro 3 million, compared to positive
Euro 3 million in the previous quarter and positive
Euro 2 million in the same quarter last year.
|
In Corporate and Eliminations, EBIT loss in the fiscal
first quarter 2007 was Euro 4 million. Net charges in
the fiscal first quarter 2007 were insignificant. EBIT loss in
the prior quarter was Euro 121 million, and included
charges of Euro 86 million, mainly in connection with
the IPO of Qimonda, restructuring measures in some of the
companys production facilities, and impairments of
long-lived assets. EBIT loss in the same quarter last year was
Euro 31 million.
Expenses
Expenditures for Research and Development in the fiscal
first quarter totaled Euro 292 million, decreasing
sequentially from Euro 303 million, primarily due to a
decrease in research and development expenses in the
Communication Solutions and Qimonda segments. As a percentage of
revenues, research and development expenses increased
sequentially to 14 percent from 13 percent.
Expenses for SG&A (Selling, General &
Administrative) in the fiscal first quarter decreased to
Euro 172 million or 8 percent of revenues, in
comparison to Euro 219 million or 10 percent of
revenues in the prior quarter. The decrease was primarily
related to charges incurred in the previous quarter in
connection with the insolvency of BenQs German subsidiary.
Liquidity
Free cash flow, representing cash flows from operating
and investing activities excluding purchases or sales of
marketable securities, decreased significantly in the fiscal
first quarter 2007 to Euro 16 million from
Euro 194 million in the previous quarter. The primary
reasons for the decrease were lower cash flows provided by
operating activities, which decreased from
Euro 427 million in the previous quarter to
Euro 318 million in the fiscal first quarter 2007, and
cash flows used in investing activities excluding purchases or
sales of marketable securities, which increased from
Euro 233 million in the previous quarter to
Euro 302 million in the fiscal first quarter. Gross
cash position as of December 31, 2006, representing
cash and cash equivalents and marketable securities, remained
substantially unchanged at Euro 2.7 billion. In
addition, net cash position, defined as gross cash
position
2
less short and long-term debt, increased sequentially from
Euro 650 million to Euro 660 million as of
the end of the fiscal first quarter 2007.
Outlook for the Fiscal Second Quarter 2007
In the fiscal second quarter 2007, Infineon expects revenues and
EBIT for its businesses excluding Qimonda, and prior to
inclusion of charges, to remain at least flat compared to the
fiscal first quarter.
Infineon expects a return to growth in its Automotive,
Industrial & Multimarket segment in the fiscal
second quarter 2007. The company foresees a slight increase in
revenues quarter-on-quarter and an improved EBIT margin. With
improving seasonality, the company anticipates that revenues in
its automotive business will increase compared to the fiscal
first quarter, despite continued weakness in the U.S. car
market. Results in its industrial & multimarket and
security & ASIC businesses are expected to remain
broadly on the same level as in the previous quarter.
In the fiscal second quarter 2007, Infineon expects revenues and
EBIT of the Communication Solutions segment to remain
broadly unchanged compared to the previous quarter. Continued
customer ramp-ups in the companys mobile phone platform
business are likely to offset the typical seasonal decline in
the wireless business. In the broadband access business,
revenues are anticipated to remain stable. Implemented measures
for cost reductions in the mobile platform business are likely
to contribute to EBIT improvements in the fiscal third quarter
2007.
Qimonda expects its bit production to grow between 8 to
12 percent in the fiscal second quarter 2007. Qimonda
expects this bit growth to be based on improved productivity as
a result of the continued conversion of capacities to
90-nanometer-technology
and smaller technologies. Qimonda also expects to maintain its
share of bit-shipments for use in non-PC applications
significantly above 50 percent in the second fiscal quarter
and for its full 2007 fiscal year.
In the fiscal second quarter 2007, Infineon expects revenues and
EBIT in Other Operating Segments and Corporate and
Eliminations before charges to remain broadly unchanged
relative to the previous quarter. The company currently expects
that charges in connection with the restructuring of its
baseband operations following the insolvency of BenQ
Mobiles German subsidiary will be recorded in the second
quarter, rather than the first quarter as originally expected.
The company is still implementing measures aimed at lowering the
overall level of charges while maintaining the targeted savings,
and currently expects that these charges will be significantly
lower than the Euro 30 million originally anticipated.
The Corporate and Eliminations segment will continue to reflect
intra-group elimination of sales between Infineon and Qimonda.
3
Infineon Technologies AG and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
For the three months ended December 31, 2005 and
2006
(in millions, except for per share data)
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, | |
|
December 31, | |
|
December 31, | |
|
|
|
|
2005 | |
|
2006 | |
|
2006 | |
|
|
|
|
|
( millions) | |
|
( millions) | |
|
($ millions) | |
|
|
Net sales
|
|
|
1,674 |
|
|
|
2,131 |
|
|
|
2,812 |
|
|
|
Cost of goods sold
|
|
|
1,350 |
|
|
|
1,465 |
|
|
|
1,933 |
|
|
|
|
Gross profit
|
|
|
324 |
|
|
|
666 |
|
|
|
879 |
|
|
|
|
Research and development expenses
|
|
|
311 |
|
|
|
292 |
|
|
|
384 |
|
|
|
Selling, general and administrative
expenses
|
|
|
173 |
|
|
|
172 |
|
|
|
227 |
|
|
|
Restructuring charges
|
|
|
2 |
|
|
|
2 |
|
|
|
3 |
|
|
|
|
Operating (loss) income
|
|
|
(162 |
) |
|
|
200 |
|
|
|
265 |
|
|
|
|
Interest expense, net
|
|
|
(21 |
) |
|
|
(9 |
) |
|
|
(12 |
) |
|
|
Equity in earnings of associated
companies, net
|
|
|
17 |
|
|
|
37 |
|
|
|
49 |
|
|
|
Other non-operating income, net
|
|
|
24 |
|
|
|
6 |
|
|
|
8 |
|
|
|
Minority interests
|
|
|
(1 |
) |
|
|
(27 |
) |
|
|
(36 |
) |
|
|
|
Income (loss) before income
taxes
|
|
|
(143 |
) |
|
|
207 |
|
|
|
274 |
|
|
|
|
Income tax expense
|
|
|
(40 |
) |
|
|
(87 |
) |
|
|
(115 |
) |
|
|
|
Net (loss) income
|
|
|
(183 |
) |
|
|
120 |
|
|
|
159 |
|
|
|
|
Basic (loss) earnings per share
|
|
|
(0.25 |
) |
|
|
0.16 |
|
|
|
0.21 |
|
|
|
|
Diluted (loss) earnings per
share
|
|
|
(0.25 |
) |
|
|
0.15 |
|
|
|
0.20 |
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
4
Infineon Technologies AG and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
September 30, 2006 and December 31, 2006
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
December 31, | |
|
|
|
|
2006 | |
|
2006 | |
|
2006 | |
|
|
|
|
|
( millions) | |
|
( millions) | |
|
($ millions) | |
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
2,040 |
|
|
|
2,047 |
|
|
|
2,702 |
|
|
|
|
Marketable securities
|
|
|
615 |
|
|
|
635 |
|
|
|
838 |
|
|
|
|
Trade accounts receivable, net
|
|
|
1,245 |
|
|
|
1,093 |
|
|
|
1,442 |
|
|
|
|
Inventories
|
|
|
1,202 |
|
|
|
1,310 |
|
|
|
1,729 |
|
|
|
|
Deferred income taxes
|
|
|
97 |
|
|
|
91 |
|
|
|
120 |
|
|
|
|
Other current assets
|
|
|
482 |
|
|
|
564 |
|
|
|
744 |
|
|
|
|
Total current assets
|
|
|
5,681 |
|
|
|
5,740 |
|
|
|
7,575 |
|
|
|
|
Property, plant and equipment, net
|
|
|
3,764 |
|
|
|
3,732 |
|
|
|
4,924 |
|
|
|
Long-term investments
|
|
|
659 |
|
|
|
657 |
|
|
|
867 |
|
|
|
Restricted cash
|
|
|
78 |
|
|
|
78 |
|
|
|
103 |
|
|
|
Deferred income taxes
|
|
|
627 |
|
|
|
609 |
|
|
|
804 |
|
|
|
Other assets
|
|
|
376 |
|
|
|
346 |
|
|
|
457 |
|
|
|
|
Total assets
|
|
|
11,185 |
|
|
|
11,162 |
|
|
|
14,730 |
|
|
|
|
Liabilities and shareholders
equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term debt and current
maturities
|
|
|
797 |
|
|
|
800 |
|
|
|
1,057 |
|
|
|
|
Trade accounts payable
|
|
|
1,245 |
|
|
|
1,214 |
|
|
|
1,602 |
|
|
|
|
Accrued liabilities
|
|
|
562 |
|
|
|
535 |
|
|
|
706 |
|
|
|
|
Deferred income taxes
|
|
|
26 |
|
|
|
23 |
|
|
|
30 |
|
|
|
|
Other current liabilities
|
|
|
675 |
|
|
|
633 |
|
|
|
835 |
|
|
|
|
Total current liabilities
|
|
|
3,305 |
|
|
|
3,205 |
|
|
|
4,230 |
|
|
|
|
Long-term debt
|
|
|
1,208 |
|
|
|
1,222 |
|
|
|
1,612 |
|
|
|
Deferred income taxes
|
|
|
60 |
|
|
|
55 |
|
|
|
73 |
|
|
|
Other liabilities
|
|
|
457 |
|
|
|
416 |
|
|
|
549 |
|
|
|
|
Total liabilities
|
|
|
5,030 |
|
|
|
4,898 |
|
|
|
6,464 |
|
|
|
|
Minority interests
|
|
|
840 |
|
|
|
862 |
|
|
|
1,137 |
|
|
|
|
Shareholders equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary share capital
|
|
|
1,495 |
|
|
|
1,496 |
|
|
|
1,974 |
|
|
|
|
Additional paid-in capital
|
|
|
5,828 |
|
|
|
5,836 |
|
|
|
7,702 |
|
|
|
|
Accumulated deficit
|
|
|
(1,780 |
) |
|
|
(1,660 |
) |
|
|
(2,191 |
) |
|
|
|
Accumulated other comprehensive loss
|
|
|
(228 |
) |
|
|
(270 |
) |
|
|
(356 |
) |
|
|
|
Total shareholders equity
|
|
|
5,315 |
|
|
|
5,402 |
|
|
|
7,129 |
|
|
|
|
Total liabilities and
shareholders equity
|
|
|
11,185 |
|
|
|
11,162 |
|
|
|
14,730 |
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
5
Infineon Technologies AG and Subsidiaries
Consolidated Statements of Shareholders Equity
for the three months ended December 31, 2005 and 2006
(in millions of euro, except for share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
| |
|
|
|
Foreign | |
|
Additional | |
|
|
|
Unrealized | |
|
|
|
|
Issued Ordinary | |
|
Additional | |
|
|
|
currency | |
|
minimum | |
|
Unrealized | |
|
gain (loss) on | |
|
|
|
|
shares | |
|
paid-in | |
|
Accumulated | |
|
translation | |
|
pension | |
|
gain on | |
|
cash flow | |
|
|
|
|
Shares | |
|
Amount | |
|
capital | |
|
deficit | |
|
adjustment | |
|
liability | |
|
securities | |
|
hedge | |
|
Total | |
|
|
| |
Balance as of October 1, 2005
|
|
|
747,569,359 |
|
|
|
1,495 |
|
|
|
5,800 |
|
|
|
(1,512 |
) |
|
|
(58 |
) |
|
|
(84 |
) |
|
|
12 |
|
|
|
(24 |
) |
|
|
5,629 |
|
|
Net loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(183 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(183) |
|
Other comprehensive
(loss) income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(18 |
) |
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
(15) |
|
|
Total comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(198) |
|
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
Balance as of December 31, 2005
|
|
|
747,569,359 |
|
|
|
1,495 |
|
|
|
5,807 |
|
|
|
(1,695 |
) |
|
|
(76 |
) |
|
|
(84 |
) |
|
|
12 |
|
|
|
(21 |
) |
|
|
5,438 |
|
|
|
Balance as of October 1, 2006
|
|
|
747,609,294 |
|
|
|
1,495 |
|
|
|
5,828 |
|
|
|
(1,780 |
) |
|
|
(127 |
) |
|
|
(87 |
) |
|
|
5 |
|
|
|
(19 |
) |
|
|
5,315 |
|
|
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
120 |
|
Other comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(42) |
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
78 |
|
|
Issuance of ordinary shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of stock options
|
|
|
219,355 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
Deferred compensation, net
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
Balance as of December 31, 2006
|
|
|
747,828,649 |
|
|
|
1,496 |
|
|
|
5,836 |
|
|
|
(1,660 |
) |
|
|
(169 |
) |
|
|
(87 |
) |
|
|
5 |
|
|
|
(19 |
) |
|
|
5,402 |
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
6
Infineon Technologies AG and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
For the three months ended December 31, 2005 and
2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, | |
|
December 31, | |
|
December 31, | |
|
|
|
|
2005 | |
|
2006 | |
|
2006 | |
|
|
|
|
|
( millions) | |
|
( millions) | |
|
($ millions) | |
|
|
Net (loss) income
|
|
|
(183 |
) |
|
|
120 |
|
|
|
159 |
|
|
|
Adjustments to reconcile net income
(loss) to cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
338 |
|
|
|
323 |
|
|
|
427 |
|
|
|
|
Provision for doubtful accounts
|
|
|
|
|
|
|
(9 |
) |
|
|
(12 |
) |
|
|
|
Gain on sale of businesses
|
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
|
Gain on disposal of property,
plant, and equipment
|
|
|
(2 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
|
Equity in earnings of associated
companies, net
|
|
|
(17 |
) |
|
|
(37 |
) |
|
|
(49 |
) |
|
|
|
Minority interests
|
|
|
1 |
|
|
|
27 |
|
|
|
36 |
|
|
|
|
Stock-based compensation
|
|
|
7 |
|
|
|
5 |
|
|
|
7 |
|
|
|
|
Deferred income taxes
|
|
|
24 |
|
|
|
17 |
|
|
|
22 |
|
|
|
Changes in operating assets and
liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade accounts receivable
|
|
|
59 |
|
|
|
143 |
|
|
|
189 |
|
|
|
|
Inventories
|
|
|
(100 |
) |
|
|
(118 |
) |
|
|
(156 |
) |
|
|
|
Other current assets
|
|
|
(45 |
) |
|
|
(39 |
) |
|
|
(51 |
) |
|
|
|
Trade accounts payable
|
|
|
102 |
|
|
|
(27 |
) |
|
|
(36 |
) |
|
|
|
Accrued liabilities
|
|
|
54 |
|
|
|
(21 |
) |
|
|
(28 |
) |
|
|
|
Other current liabilities
|
|
|
(85 |
) |
|
|
(39 |
) |
|
|
(51 |
) |
|
|
|
Other assets and liabilities
|
|
|
(50 |
) |
|
|
(23 |
) |
|
|
(31 |
) |
|
|
|
Net cash provided by operating
activities
|
|
|
102 |
|
|
|
318 |
|
|
|
420 |
|
|
|
|
Cash flows from investing
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of marketable securities
available for sale
|
|
|
(63 |
) |
|
|
(83 |
) |
|
|
(110 |
) |
|
|
|
Proceeds from sale of marketable
securities available for sale
|
|
|
172 |
|
|
|
62 |
|
|
|
82 |
|
|
|
|
Proceeds from sale of businesses
|
|
|
6 |
|
|
|
27 |
|
|
|
36 |
|
|
|
|
Investment in associated and
related companies
|
|
|
|
|
|
|
(1 |
) |
|
|
(1 |
) |
|
|
|
Cash increase from initial
consolidation of ALTIS
|
|
|
119 |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of intangible assets
|
|
|
(1 |
) |
|
|
(6 |
) |
|
|
(8 |
) |
|
|
|
Purchases of property, plant and
equipment
|
|
|
(405 |
) |
|
|
(326 |
) |
|
|
(430 |
) |
|
|
|
Proceeds from sales of property,
plant and equipment
|
|
|
4 |
|
|
|
4 |
|
|
|
5 |
|
|
|
|
Net cash used in investing
activities
|
|
|
(168 |
) |
|
|
(323 |
) |
|
|
(426 |
) |
|
|
|
Cash flows from financing
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in short-term debt
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
Net change in related party
financial receivables and payables
|
|
|
|
|
|
|
(2 |
) |
|
|
(3 |
) |
|
|
|
Proceeds from issuance of long-term
debt
|
|
|
55 |
|
|
|
29 |
|
|
|
39 |
|
|
|
|
Principal repayments of long-term
debt
|
|
|
(4 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
|
Proceeds from issuance of ordinary
shares
|
|
|
|
|
|
|
4 |
|
|
|
5 |
|
|
|
|
Net cash provided by financing
activities
|
|
|
54 |
|
|
|
29 |
|
|
|
38 |
|
|
|
|
Effect of foreign exchange rate
changes on cash and cash equivalents
|
|
|
2 |
|
|
|
(17 |
) |
|
|
(22 |
) |
|
|
Net increase (decrease) in
cash and cash equivalents
|
|
|
(10 |
) |
|
|
7 |
|
|
|
10 |
|
|
|
Cash and cash equivalents at
beginning of period
|
|
|
1,148 |
|
|
|
2,040 |
|
|
|
2,692 |
|
|
|
|
Cash and cash equivalents at end of
period
|
|
|
1,138 |
|
|
|
2,047 |
|
|
|
2,702 |
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
7
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
1. Basis of Presentation
The accompanying condensed consolidated financial statements of
Infineon Technologies AG and its subsidiaries
(Infineon or the Company) as of and for
the three months ended December 31, 2005 and 2006, have
been prepared in accordance with accounting principles generally
accepted in the United States of America (U.S. GAAP).
Accordingly, certain information and footnote disclosures
normally included in annual financial statements have been
condensed or omitted. In addition, although the condensed
consolidated balance sheet as of September 30, 2006 was
derived from audited financial statements, it does not include
all disclosures required by U.S. GAAP. In the opinion of
management, the accompanying condensed consolidated financial
statements contain all adjustments necessary to present fairly
the financial position, results of operations and cash flows of
the interim periods presented. All such adjustments are of a
normal recurring nature. The results of operations for any
interim period are not necessarily indicative of results for the
full fiscal year. The accompanying condensed consolidated
financial statements should be read in conjunction with the
audited consolidated financial statements for the year ended
September 30, 2006. The accounting policies applied in
preparing the accompanying condensed consolidated financial
statements are consistent with those for the year ended
September 30, 2006 (see note 2).
The preparation of the accompanying condensed consolidated
financial statements requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent amounts and liabilities
at the date of the financial statements and reported amounts of
revenues and expenses during the reporting periods. Actual
results could differ materially from those estimates.
All amounts herein are shown in millions of euro
() other
than percentages, shares, per share amounts or where otherwise
stated. The accompanying condensed consolidated balance sheet as
of December 31, 2006, and the condensed consolidated
statements of operations and cash flows for the three months
then ended are also presented in U.S. dollars ($),
solely for the convenience of the reader, at the rate of one
euro = $1.3197, the U.S. Federal Reserve noon buying
rate on December 29, 2006.
2. Recent Accounting
Pronouncements
In May 2005, the Financial Accounting Standards Board
(FASB) issued Statement of Accounting Standards
(SFAS) No. 154, Accounting Changes and
Error Corrections. SFAS No. 154 replaces
Accounting Principles Board (APB) Opinion
No. 20, Accounting Changes, and
SFAS No. 3, Reporting Accounting Changes in
Interim Financial Statements, and changes the
requirements for the accounting and reporting of a change in
accounting principle. The Company adopted SFAS No. 154
on October 1, 2006. The adoption of SFAS No. 154
did not have a significant impact on the Companys
consolidated financial position or results of operations.
In July 2006, the FASB issued Interpretation No. 48,
Accounting for Income Tax Uncertainties,
which defines the threshold for recognizing the benefits of tax
return positions in the financial statements as
more-likely-than-not to be sustained by the taxing
authority. The recently issued literature also provides guidance
on the derecognition, measurement and classification of income
tax uncertainties, along with any related interest and
penalties. Interpretation No. 48 also includes guidance
concerning accounting for income tax uncertainties in interim
periods and increases the level of disclosures associated with
any recorded income tax uncertainties. Interpretation
No. 48 is effective for fiscal years beginning after
December 15, 2006. The differences between the amounts
recognized in the statements of financial position prior to the
adoption of Interpretation No. 48 and the amounts reported
after adoption will be accounted for as a cumulative-effect
adjustment recorded to the beginning balance of retained
earnings. The Company is in the process of determining the
impact, if any, that the adoption of Interpretation No. 48
will have on its consolidated financial position and results of
operations.
In September 2006, the FASB released SFAS No. 157,
Fair Value Measurements, which provides
guidance for using fair value to measure assets and liabilities.
SFAS No. 157 defines fair value, establishes a
framework for measuring fair value in generally accepted
accounting principles, and expands disclosures about fair value
measurements. The standard also responds to investors
requests
8
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
for more information about the extent to which companies measure
assets and liabilities at fair value, the information used to
measure fair value, and the effect that fair value measurements
have on earnings. SFAS No. 157 will apply whenever
another standard requires (or permits) assets or liabilities to
be measured at fair value. The standard does not expand the use
of fair value to any new circumstances. SFAS No. 157
is effective for financial statements issued for fiscal years
beginning after November 15, 2007, and interim periods
within those fiscal years. SFAS No. 157 is effective
for the Company for fiscal years beginning after October 1,
2008, and interim periods within those fiscal years. The Company
is in the process of evaluating the impact that the adoption of
SFAS No. 157 will have on its consolidated financial
position and results of operations.
In September 2006, the FASB issued SFAS No. 158
Employers Accounting for Defined Benefit Pension
and Other Postretirement Plans an amendment of FASB
Statements No. 87, 88, 106, and 132(R), which
requires an employer to recognize the overfunded or underfunded
status of a defined benefit postretirement plan (other than a
multiemployer plan) as an asset or liability in its statement of
financial position and to recognize changes in that funded
status in the year in which the changes occur through
comprehensive income of a business entity or changes in
unrestricted net assets of a not-for-profit organization
(Recognition Provision). SFAS No. 158 also
requires an employer to measure the funded status of a plan as
of the date of its year-end statement of financial position,
with limited exceptions (Measurement Date
Provision). The Company currently measures the funded
status of its plans annually on June 30. The Recognition
Provision of SFAS No. 158 is effective for the Company
as of the end of the fiscal year ending September 30, 2007,
and the Measurement Date Provision is effective for the Company
as of the end of the fiscal year ending September 30, 2009.
The Company does not expect the change in the annual measurement
date to September 30 to have a significant impact on its
consolidated financial position and results of operations. As of
September 30, 2006 the application of the Recognition
Provision of SFAS No. 158 would have resulted in an
increase in other long-term liabilities of
66, a recognized
pension asset of 2,
and an increase in accumulated other comprehensive loss of
60.
In September 2006, the Securities and Exchange Commission
(SEC) issued Staff Accounting Bulletin
(SAB) No. 108, Considering the Effects
of Prior Year Misstatements when Quantifying Misstatements in
Current Year Financial Statements.
SAB No. 108 provides interpretive guidance on how the
effects of prior-year uncorrected misstatements should be
considered when quantifying misstatements in the current year
financial statements. SAB No. 108 requires registrants
to quantify misstatements using both an income statement
(rollover) and balance sheet (iron
curtain) approach and evaluate whether either approach
results in a misstatement that, when all relevant quantitative
and qualitative factors are considered, is material. If prior
year errors that had been previously considered immaterial are
now considered material based on either approach, no restatement
is required so long as management properly applied its previous
approach and all relevant facts and circumstances were
considered. If prior years are not restated, the cumulative
effect adjustment is recorded in opening accumulated earnings
(deficit) as of the beginning of the year of adoption.
SAB No. 108 is effective for fiscal years ending on or
after November 15, 2006, with earlier adoption encouraged.
The Company does not expect that the adoption of
SAB No. 108 will have a significant impact on its
consolidated financial position and results of operations.
3. Restructuring
During October 2006, following the insolvency of one of the
Companys largest mobile phone customers, BenQ Mobile GmbH
& Co OHG, the Company announced restructuring plans to
downsize its workforce. As a result of measures undertaken by
the Company, the number of employees to be impacted by the
restructuring is expected to be substantially lower than
initially estimated. The exact amount of the restructuring
charges can not be estimated at this time due to the early stage
of the negotiations with works councils.
9
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The development of the restructuring liability is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
|
|
|
|
December 31, | |
|
|
2006 | |
|
Restructuring | |
|
|
|
2006 | |
|
|
Liabilities | |
|
Charges | |
|
Payments | |
|
Liabilities | |
|
|
| |
|
| |
|
| |
|
| |
Employee terminations
|
|
|
57 |
|
|
|
2 |
|
|
|
(3) |
|
|
|
56 |
|
Other exit costs
|
|
|
6 |
|
|
|
|
|
|
|
(1) |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
63 |
|
|
|
2 |
|
|
|
(4) |
|
|
|
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4. Income Taxes
Income (loss) before income taxes and minority interest is
attributable to the following geographic locations:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Germany
|
|
|
(187 |
) |
|
|
71 |
|
Foreign
|
|
|
45 |
|
|
|
163 |
|
|
|
|
|
|
|
|
Total
|
|
|
(142 |
) |
|
|
234 |
|
|
|
|
|
|
|
|
Income tax expense is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Current taxes:
|
|
|
|
|
|
|
|
|
Germany
|
|
|
3 |
|
|
|
44 |
|
Foreign
|
|
|
13 |
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
70 |
|
|
|
|
|
|
|
|
Deferred taxes:
|
|
|
|
|
|
|
|
|
Germany
|
|
|
23 |
|
|
|
11 |
|
Foreign
|
|
|
1 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
24 |
|
|
|
17 |
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
40 |
|
|
|
87 |
|
|
|
|
|
|
|
|
In the three months ended December 31, 2005 and 2006,
respectively, the tax expense of the Company is affected by
lower foreign tax rates and valuation allowances in certain
jurisdictions where the Company had incurred a cumulative loss
over a three-year period. Additionally, in the three months
ended December 31, 2006, the positive results of Qimonda in
Germany lead to current tax expense as the tax loss carry
forwards related to the Qimonda segment have been retained by
Infineon Technologies AG in connection with the formation of
Qimonda.
At December 31, 2006, the Company had in Germany tax loss
carry-forwards of
2,693 (relating to both trade and corporate tax, plus an
additional loss carry-forward applicable only to trade tax of
1,447); in other
jurisdictions the Company had tax loss carry-forwards of
201 and tax effected
credit carry-forwards of
125. Such tax loss
carry-forwards and tax effected credit carry-forwards are
generally limited to use by the particular entity that generated
the loss or credit and do not expire under current law. The
benefit for tax credits is accounted for on the flow-through
method when the individual legal entity is entitled to the claim.
Pursuant to SFAS No. 109 Accounting for
Income Taxes the Company has assessed its deferred tax
asset and the need for a valuation allowance. Such an assessment
considers whether it is more likely than not that some portion
or all of the deferred tax assets may not be realized. The
assessment requires considerable judgment on the part of
management, with respect to, among other factors,
10
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
benefits that could be realized from available tax strategies
and future taxable income, as well as other positive and
negative factors. The ultimate realization of deferred tax
assets is dependent upon the Companys ability to generate
the appropriate character of future taxable income sufficient to
utilize loss carry-forwards or tax credits before their
expiration. Since the Company had incurred a cumulative loss in
certain tax jurisdictions over a three-year period as of
December 31, 2006, the impact of forecasted future taxable
income is excluded from such an assessment, pursuant to the
provisions of SFAS No. 109. For these tax
jurisdictions, the assessment was therefore only based on the
benefits that could be realized from available tax strategies
and the reversal of temporary differences in future periods.
5. Earnings (Loss) Per
Share
Basic earnings (loss) per share (EPS) is
calculated by dividing net income (loss) by the weighted
average number of ordinary shares outstanding during the period.
Diluted EPS is calculated by dividing net income by the sum of
the weighted average number of ordinary shares outstanding plus
all additional ordinary shares that would have been outstanding
if potentially dilutive instruments or ordinary share
equivalents had been issued.
The computation of basic and diluted EPS is as follows (shares
in million):
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Numerator:
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(183 |
) |
|
|
120 |
|
Denominator:
|
|
|
|
|
|
|
|
|
|
Weighted-average shares
outstanding-basic
|
|
|
747.6 |
|
|
|
747.7 |
|
|
Effect of dilutive instruments
|
|
|
|
|
|
|
68.9 |
|
|
|
|
|
|
|
|
|
Weighted-average shares
outstanding-diluted
|
|
|
747.6 |
|
|
|
816.6 |
|
|
|
|
|
|
|
|
Loss per share (in euro):
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
(0.25 |
) |
|
|
0.16 |
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
(0.25 |
) |
|
|
0.15 |
|
|
|
|
|
|
|
|
The weighted average of potentially dilutive instruments that
were excluded from the diluted earnings (loss) per share
computations, because the exercise price was greater than the
average market price of the ordinary shares during the period or
were otherwise not dilutive, include 41.0 million and
43.3 million shares underlying employee stock options for
the three months ended December 31, 2005 and 2006,
respectively. Additionally, 86.5 million and
18.1 million ordinary shares issuable upon the conversion
of the subordinated convertible notes for the three months ended
December 31, 2005 and 2006, respectively, were not included
in the computation of diluted earnings (loss) per share as
their impact would have been antidilutive.
6. Trade Accounts
Receivable, net
Trade accounts receivable, net consist of the following:
|
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Third party trade
|
|
|
1,304 |
|
|
|
1,131 |
|
Associated and Related
Companies trade (note 13)
|
|
|
8 |
|
|
|
9 |
|
|
|
|
|
|
|
|
Trade accounts receivable, gross
|
|
|
1,312 |
|
|
|
1,140 |
|
|
Allowance for doubtful accounts
|
|
|
(67 |
) |
|
|
(47 |
) |
|
|
|
|
|
|
|
Trade accounts receivable, net
|
|
|
1,245 |
|
|
|
1,093 |
|
|
|
|
|
|
|
|
11
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
7. Inventories
Inventories consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Raw materials and supplies
|
|
|
125 |
|
|
|
147 |
|
Work-in-process
|
|
|
777 |
|
|
|
785 |
|
Finished goods
|
|
|
300 |
|
|
|
378 |
|
|
|
|
|
|
|
|
Total Inventories
|
|
|
1,202 |
|
|
|
1,310 |
|
|
|
|
|
|
|
|
8. Long-term Investments
The agreement governing the joint venture with Nanya Technology
Corporation (Nanya) allows Infineon to transfer its
shares in Inotera to Qimonda. However, under Taiwanese law,
Infineons shares in Inotera are subject to a compulsory
restriction on transfer (lock-up) as a result of Inoteras
initial public offering (IPO). Infineon may only
transfer these shares to Qimonda gradually over the four years
following Inoteras IPO. The Company has sought an
exemption from this restriction that would permit the immediate
transfer of all of these shares to Qimonda. In connection with
the Formation, Infineon and Qimonda entered into a trust
agreement under which Infineon holds shares in Inotera in trust
for Qimonda until the shares can legally be transferred. This
trust agreement provides for Infineon to transfer the shares to
Qimonda as and when the transfer restrictions expire or Infineon
receives an exemption from the statutory lock-up. During October
2006, the Taiwanese authorities granted an exemption to the
Company to transfer the shares, which is expected to be
finalized during the three months ending March 31, 2007.
Hwa-Keng Investment Corp., a Taiwanese company was formed for
the purpose of facilitating the distribution of Inotera shares
to Inoteras employees. As a result of the Inotera IPO,
Hwa-Kengs business purpose has been fulfilled and
therefore Hwa-Keng Investment Corp. has been dissolved. The
dissolution did not have a significant financial impact on the
Company.
In December 2005, the Company further amended its agreements
with International Business Machines Corporation
(IBM) in respect of ALTIS Semiconductor S.N.C.
(ALTIS), and extended its product purchase agreement
with ALTIS through 2009. Pursuant to the December 2005
amendment, the Company granted to IBM an option to require the
Company to acquire four-fifths of IBMs 50% interest in the
joint venture (or a total of 40% of the outstanding shares of
ALTIS) at any time after April 1, 2006 and prior to
January 1, 2009. In connection with the exercise of such
option, IBM would be required to make a payment to the Company
to settle the respective interests of the parties. In addition,
the Company granted to IBM a second option to require the
Company to acquire up to four-fifths of IBMs 50% interest
in the joint venture (or a total of 40% of the outstanding
shares of ALTIS) in increments of 10% after April 1, 2006
and prior to January 1, 2009. The amendment also permits
IBM to sell its interest in ALTIS to a third party meeting
certain specified criteria.
Under the December 2005 amendment, the Company and IBM also
agreed a number of administrative matters regarding the
governance and management of ALTIS, as well as related
cost-allocation and accounting matters. The Company and IBM
continue to evaluate the future business model of ALTIS, and
have agreed that they will reach a decision on this matter no
later than January 1, 2009. As previously agreed, the
Company will increase the percentage of the output of ALTIS that
it purchases from 87.5% in 2006 to 100% in 2007 and beyond.
The Company evaluated the amendment in accordance with FASB
Interpretation No. 46 (revised December 2003),
Consolidation of Variable Interest Entities
an interpretation of ARB No. 51 and concluded
that it held an interest in a variable interest entity in which
the Company is determined to be the primary beneficiary.
Accordingly, the Company began to fully consolidate ALTIS
following the December 19, 2005 amendment, whereby
IBMs 50% ownership interest has been reflected as a
minority interest.
12
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The following table summarizes the elimination of the investment
in ALTIS as previously accounted for under the equity method of
accounting, and the Companys initial consolidation of
ALTIS during first quarter of the 2006 fiscal year:
|
|
|
|
|
|
|
|
ALTIS | |
|
|
| |
Consolidation Date |
|
December 2005 | |
Segment |
|
Communication Solutions | |
|
|
| |
Cash
|
|
|
119 |
|
Inventories
|
|
|
45 |
|
Other current assets
|
|
|
10 |
|
Property, plant and equipment
|
|
|
212 |
|
Long-term investment
|
|
|
(202 |
) |
Other non-current assets
|
|
|
(47 |
) |
|
|
|
|
|
Total assets consolidated
|
|
|
137 |
|
Current liabilities
|
|
|
(79 |
) |
Non-current liabilities (including
debt)
|
|
|
6 |
|
Deferred tax liabilities
|
|
|
3 |
|
Minority Interests
|
|
|
207 |
|
|
|
|
|
|
Total liabilities consolidated
|
|
|
137 |
|
|
|
|
|
Net assets consolidated
|
|
|
|
|
|
|
|
|
Cash paid
|
|
|
|
|
On November 13, 2006 Qimonda sold its investment in Ramtron
International Corp., Colorado, USA (Ramtron) in a
private placement. As a result of the sale, Qimonda recorded a
gain of 2 during the
three months ended December 31, 2006.
9. Trade Accounts Payable
Trade accounts payable consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Third party trade
|
|
|
1,165 |
|
|
|
1,119 |
|
Associated and Related
Companies trade (note 13)
|
|
|
80 |
|
|
|
95 |
|
|
|
|
|
|
|
|
Total
|
|
|
1,245 |
|
|
|
1,214 |
|
|
|
|
|
|
|
|
13
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
10. Debt
Debt consists of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Short-term debt:
|
|
|
|
|
|
|
|
|
|
Loans payable to banks, weighted
average rate 3.50%
|
|
|
51 |
|
|
|
51 |
|
|
Convertible subordinated notes,
4.25%, due 2007
|
|
|
638 |
|
|
|
639 |
|
|
Current portion of long-term debt
|
|
|
108 |
|
|
|
110 |
|
|
|
|
|
|
|
|
Total short-term debt and current
maturities
|
|
|
797 |
|
|
|
800 |
|
|
|
|
|
|
|
|
Long-term debt:
|
|
|
|
|
|
|
|
|
|
Convertible subordinated notes,
5.0%, due 2010
|
|
|
692 |
|
|
|
693 |
|
|
Loans payable to banks:
|
|
|
|
|
|
|
|
|
|
|
Unsecured term loans, weighted
average rate 4.56%, due 2009 2013
|
|
|
458 |
|
|
|
473 |
|
|
|
Secured term loans, weighted
average rate 1.65%, due 2013
|
|
|
7 |
|
|
|
7 |
|
|
Other loans payable, weighted
average rate 4.70%, due 2011
|
|
|
3 |
|
|
|
2 |
|
|
Notes payable to governmental
entity, rate 2.35%, due 2010 2027
|
|
|
48 |
|
|
|
47 |
|
|
|
|
|
|
|
|
Total long-term debt
|
|
|
1,208 |
|
|
|
1,222 |
|
|
|
|
|
|
|
|
The Company has established independent financing arrangements
with several financial institutions, in the form of both short-
and long-term credit facilities, which are available for
anticipated funding purposes.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2006 | |
|
|
Nature of financial | |
|
|
|
| |
|
|
Institution | |
|
Purpose/intended |
|
Aggregate | |
|
|
Term |
|
Commitment | |
|
use |
|
facility | |
|
Drawn | |
|
Available | |
|
|
| |
|
|
|
| |
|
| |
|
| |
|
|
|
|
|
|
working capital,
|
|
|
|
|
|
|
|
|
|
|
|
|
short-term
|
|
|
firm commitment |
|
|
guarantees
|
|
|
99 |
|
|
|
51 |
|
|
|
48 |
|
|
|
|
|
|
|
|
working capital,
|
|
|
|
|
|
|
|
|
|
|
|
|
short-term
|
|
|
no firm commitment |
|
|
cash management
|
|
|
346 |
|
|
|
|
|
|
|
346 |
|
|
long-term
|
|
|
firm commitment |
|
|
working capital
|
|
|
812 |
|
|
|
262 |
|
|
|
550 |
|
|
long-term(1)
|
|
|
firm commitment |
|
|
project finance
|
|
|
377 |
|
|
|
377 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
|
|
|
1,634 |
|
|
|
690 |
|
|
|
944 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Including current maturities. |
11. Stock-based Compensation
Effective October 1, 2005, the Company adopted
SFAS No. 123 (revised 2004) Share-Based
Payments under the modified prospective application
method. Under this application, the Company records stock-based
compensation expense for all awards granted on or after the date
of adoption and for the portion of previously granted awards
that remained unvested at the date of adoption. Stock-based
compensation cost is measured at the grant date, based on the
fair value of the award, and is recognized as expense over the
period during which the employee is required to provide service
in exchange for the award.
14
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
Infineon Stock Option
Plans
A summary of the status of the Infineon stock option plans as of
December 31, 2006, and changes during the three months then
ended is presented below (options in millions, exercise prices
in euro, intrinsic value in millions of euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- | |
|
|
|
|
|
|
Weighted- | |
|
average | |
|
|
|
|
|
|
average | |
|
remaining | |
|
Aggregated | |
|
|
Number of | |
|
exercise | |
|
life | |
|
Intrinsic | |
|
|
options | |
|
price | |
|
(in years) | |
|
Value | |
|
|
| |
|
| |
|
| |
|
| |
Outstanding at beginning of period
|
|
|
44.8 |
|
|
|
18.12 |
|
|
|
3.54 |
|
|
|
14 |
|
Granted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercised
|
|
|
(0.2 |
) |
|
|
8.79 |
|
|
|
|
|
|
|
|
|
Forfeited and expired
|
|
|
(0.6 |
) |
|
|
12.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at end of period
|
|
|
44.0 |
|
|
|
18.23 |
|
|
|
3.29 |
|
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested and expected to vest, net of
estimated forfeitures at end of period
|
|
|
43.8 |
|
|
|
18.30 |
|
|
|
3.28 |
|
|
|
24 |
|
Exercisable at end of period
|
|
|
31.8 |
|
|
|
21.75 |
|
|
|
2.50 |
|
|
|
10 |
|
Options with an aggregated fair value of
47 and
31 vested during the
three months ended December 31, 2005 and 2006, respectively.
Changes in Infineons unvested options for the three months
ended December 31, 2006 are summarized as follows (options
in millions, fair value in euro, intrinsic value in millions of
euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- | |
|
|
|
|
|
|
Weighted- | |
|
average | |
|
|
|
|
|
|
average | |
|
remaining | |
|
Aggregated | |
|
|
Number of | |
|
grant date | |
|
life | |
|
Intrinsic | |
|
|
options | |
|
fair value | |
|
(in years) | |
|
Value | |
|
|
| |
|
| |
|
| |
|
| |
Unvested at beginning of period
|
|
|
19.2 |
|
|
|
4.11 |
|
|
|
1.72 |
|
|
|
11 |
|
Granted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested
|
|
|
(6.8 |
) |
|
|
4.65 |
|
|
|
|
|
|
|
|
|
Forfeited
|
|
|
(0.2 |
) |
|
|
4.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unvested at end of period
|
|
|
12.2 |
|
|
|
3.82 |
|
|
|
1.66 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unvested options expected to vest
|
|
|
11.9 |
|
|
|
3.83 |
|
|
|
1.66 |
|
|
|
14 |
|
The fair value of each option grant was estimated on the grant
date using the Black-Scholes option-pricing model. Prior to the
adoption of SFAS No. 123 (revised 2004), Infineon
relied on historical volatility measures when estimating the
fair value of stock options granted to employees. Following the
implementation of SFAS No. 123 (revised 2004),
Infineon uses a combination of implied volatilities from traded
options on Infineons ordinary shares and historical
volatility when estimating the fair value of stock options
granted to employees, as it believes that this methodology
better reflects the expected future volatility of its stock. The
expected life of options granted is estimated based on
historical experience. Beginning on the date of adoption of
SFAS No. 123 (revised 2004), forfeitures are estimated
based on historical experience; prior to the date of adoption,
forfeitures were recorded as they occurred. The risk-free rate
is based on treasury note yields at the time of grant for the
estimated life of the option. Infineon has not made any dividend
payments during three months ended December 31, 2006 nor
does it have plans to pay dividends in the foreseeable future.
15
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The following weighted-average assumptions were used in the fair
value calculation:
|
|
|
|
|
|
|
Three months | |
|
|
ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
|
| |
Weighted-average assumptions:
|
|
|
|
|
Risk-free interest rate
|
|
|
3.08 |
% |
Expected volatility
|
|
|
43 |
% |
Dividend yield
|
|
|
0 |
% |
Expected life in years
|
|
|
5.07 |
|
Weighted-average fair value per
option at grant date in euro
|
|
|
3.19 |
|
|
|
|
|
As of December 31, 2006, there was a total of
20 in
unrecognized compensation expense related to unvested stock
options of Infineon which is expected to be recognized over a
weighted-average period of 1.66 years.
Qimondas Stock Option
Plan
On November 24, 2006, Qimonda granted 1.9 million
stock options to its employees. The option rights may be
exercised within six years after their grant date, but not
before the expiration of a vesting period that will be at least
three years. The exercise of each option is subject to the
condition that the performance of the Qimondas ADSs on the
New York Stock Exchange exceeds that of the Philadelphia
Semiconductor Index on at least three consecutive days on at
least one occasion during the life of the option.
A summary of the status of the Qimonda stock option plan as of
December 31, 2006, and changes during the three months then
ended is presented below (options in millions, exercise prices
in US-$, fair value in euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- | |
|
|
|
|
|
|
Weighted- | |
|
average | |
|
Weighted- | |
|
|
|
|
average | |
|
remaining | |
|
average | |
|
|
Number of | |
|
exercise | |
|
life | |
|
grant date | |
|
|
options | |
|
price | |
|
(in years) | |
|
fair value | |
|
|
| |
|
| |
|
| |
|
| |
Outstanding at beginning of period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granted
|
|
|
1.9 |
|
|
|
$15.97 |
|
|
|
6.00 |
|
|
|
3.23 |
|
Exercised
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Forfeited and expired
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at end of period
|
|
|
1.9 |
|
|
|
$15.97 |
|
|
|
5.91 |
|
|
|
3.23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested during the period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expected to vest, net of estimated
forefeitures at end of period
|
|
|
1.9 |
|
|
|
$15.97 |
|
|
|
5.91 |
|
|
|
3.23 |
|
Exercisable at end of period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The fair value of each option grant is estimated on the grant
date using a Monte Carlo simulation-based option-pricing model.
This model accounts for vesting conditions relating to the
Philadelphia Semiconductor Index and its impact on fair value.
Following the implementation of SFAS No. 123 (revised
2004), Qimonda uses a combination of implied and historical
volatilities from traded options on Qimondas peer group
when estimating the fair value of stock options granted to
employees, as it believes that this methodology better reflects
the expected future volatility of its stock. The peer group is a
group of publicly listed companies deemed to reflect
fundamentals of the Qimondas stock. Forfeitures are
estimated based on historical experience. The expected life and
expected vesting period of options granted are estimated based
on the simulation. The risk-free rate is based on treasury note
yields at the time of grant for the estimated life of the option.
16
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The following weighted average assumptions were used in the fair
value calculation:
|
|
|
|
|
|
|
|
|
|
|
December 31, | |
|
December 31, | |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Weighted-average assumptions:
|
|
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
|
|
|
|
4.62 |
% |
Expected volatility, underlying ADS
|
|
|
|
|
|
|
45 |
% |
Expected volatility, Philadelphia
Semiconductor Index
|
|
|
|
|
|
|
29 |
% |
Forfeiture Rate, per year
|
|
|
|
|
|
|
3.40 |
% |
Dividend yield
|
|
|
|
|
|
|
0 |
% |
Expected life in years
|
|
|
|
|
|
|
4.62 |
|
Weighted-average fair value per
option at grant date in euro
|
|
|
|
|
|
|
3.23 |
|
As of December 31, 2006, there was a total of
5 in unrecognized
compensation expense related to unvested stock options of
Qimonda which is expected to be recognized over a remaining
total period of 2.90 years.
Stock-Based Compensation
Expense
Stock-based compensation expense was allocated as follows:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Compensation expense recognized:
|
|
|
|
|
|
|
|
|
|
Cost of goods sold
|
|
|
2 |
|
|
|
1 |
|
|
Selling, general and administrative
expenses
|
|
|
3 |
|
|
|
2 |
|
|
Research and development expenses
|
|
|
2 |
|
|
|
2 |
|
|
|
|
|
|
|
|
Total stock-based compensation
expense
|
|
|
7 |
|
|
|
5 |
|
|
|
|
|
|
|
|
Stock-based compensation effect on
basic and diluted earnings (loss) per share
|
|
|
(0.01 |
) |
|
|
(0.01 |
) |
|
|
|
|
|
|
|
The amount of stock-based compensation expense which was
capitalized and remained in inventories for the three months
ended December 31, 2005 and 2006 was immaterial.
Stock-based compensation expense does not reflect any income tax
benefits, since stock options are granted in tax jurisdictions
where the expense is not deductible for tax purposes. In
addition, stock-based compensation expense did not have a
significant cash flow effect during the three months ended
December 31, 2006, since no material exercises of stock
options occurred during the period.
12. Other Comprehensive Loss
The changes in the components of other comprehensive loss are as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Unrealized gain on securities:
|
|
|
|
|
|
|
|
|
|
Unrealized holding gains
|
|
|
12 |
|
|
|
5 |
|
|
Reclassification adjustment for
losses included in net income (loss)
|
|
|
(12 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
|
Net unrealized gains
|
|
|
|
|
|
|
|
|
Unrealized (losses) gains on
cash flow hedges
|
|
|
3 |
|
|
|
|
|
Foreign currency translation
adjustment
|
|
|
(18 |
) |
|
|
(42 |
) |
|
|
|
|
|
|
|
Other comprehensive loss
|
|
|
(15 |
) |
|
|
(42 |
) |
Accumulated other comprehensive
loss beginning of period
|
|
|
(154 |
) |
|
|
(228 |
) |
|
|
|
|
|
|
|
Accumulated other comprehensive
loss end of period
|
|
|
(169 |
) |
|
|
(270 |
) |
|
|
|
|
|
|
|
17
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
13. Related Parties
The Company has transactions in the normal course of business
with Associated and Related Companies (Related
Parties). The Company purchases certain of its raw
materials, especially chipsets, from, and sells certain of its
products to, Related Parties. Purchases and sales to Related
Parties are generally based on market prices or manufacturing
cost plus a mark-up.
Transactions between the Company and ALTIS subsequent to the
consolidation of ALTIS during the first quarter of the 2006
fiscal year are no longer reflected as Related Party
transactions (see note 8).
On April 3, 2006, Siemens disposed of its remaining
shareholding in the Company. Transactions between the Company
and Siemens subsequent to this date are no longer reflected as
Related Party transactions.
Related Party receivables consist of the following:
|
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Current:
|
|
|
|
|
|
|
|
|
|
Associated and Related
Companies trade (note 6)
|
|
|
8 |
|
|
|
9 |
|
|
Associated and Related
Companies financial and other
|
|
|
1 |
|
|
|
1 |
|
|
Employee receivables
|
|
|
7 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
14 |
|
|
|
|
|
|
|
|
Non-current:
|
|
|
|
|
|
|
|
|
|
Employee receivables
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
Total Related Party receivables
|
|
|
18 |
|
|
|
15 |
|
|
|
|
|
|
|
|
Related Party payables consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Associated and Related
Companies trade (note 9)
|
|
|
80 |
|
|
|
95 |
|
Associated and Related
Companies financial and other
|
|
|
9 |
|
|
|
7 |
|
|
|
|
|
|
|
|
Total Related Party payables
|
|
|
89 |
|
|
|
102 |
|
|
|
|
|
|
|
|
Transactions with Related Parties are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Sales to Related Parties:
|
|
|
|
|
|
|
|
|
|
Siemens group companies
|
|
|
163 |
|
|
|
|
|
|
Associated and Related Companies
|
|
|
16 |
|
|
|
14 |
|
|
|
|
|
|
|
|
Total sales to Related Parties
|
|
|
179 |
|
|
|
14 |
|
|
|
|
|
|
|
|
Purchases from Related Parties:
|
|
|
|
|
|
|
|
|
|
Siemens group companies
|
|
|
13 |
|
|
|
|
|
|
Associated and Related Companies
|
|
|
181 |
|
|
|
149 |
|
|
|
|
|
|
|
|
Total purchases from Related Parties
|
|
|
194 |
|
|
|
149 |
|
|
|
|
|
|
|
|
14. Pension Plans
Information with respect to the Companys pension plans is
presented for German (Domestic) plans and non-German
(Foreign) plans.
18
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The components of net periodic pension cost are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
Three months ended | |
|
|
December 31, 2005 | |
|
December 31, 2006 | |
|
|
| |
|
| |
|
|
Domestic | |
|
Foreign | |
|
Domestic | |
|
Foreign | |
|
|
plans | |
|
plans | |
|
plans | |
|
plans | |
|
|
| |
|
| |
|
| |
|
| |
Service cost
|
|
|
(6 |
) |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(1 |
) |
Interest cost
|
|
|
(4 |
) |
|
|
(1 |
) |
|
|
(5 |
) |
|
|
(1 |
) |
Expected return on plan assets
|
|
|
3 |
|
|
|
1 |
|
|
|
4 |
|
|
|
1 |
|
Amortization of unrecognized
actuarial losses
|
|
|
(2 |
) |
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic pension cost
|
|
|
(9 |
) |
|
|
(2 |
) |
|
|
(10 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
15. Financial Instruments
The Company periodically enters into derivatives, including
foreign currency forward and option contracts as well as
interest rate swap agreements. The objective of these
transactions is to reduce the impact of interest rate and
exchange rate fluctuations on the Companys foreign
currency denominated net future cash flows. The Company does not
enter into derivatives for trading or speculative purposes.
The euro equivalent notional amounts in millions and fair values
of the Companys derivative instruments are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2006 | |
|
December 31, 2006 | |
|
|
| |
|
| |
|
|
Notional | |
|
Fair | |
|
Notional | |
|
Fair | |
|
|
amount | |
|
value | |
|
amount | |
|
value | |
|
|
| |
|
| |
|
| |
|
| |
Forward contracts sold
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
682 |
|
|
|
1 |
|
|
|
610 |
|
|
|
16 |
|
|
Japanese yen
|
|
|
30 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
Singapore dollar
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Great Britain pound
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Malaysian Ringgit
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Forward contracts purchased:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
209 |
|
|
|
(1 |
) |
|
|
222 |
|
|
|
(4 |
) |
|
Japanese yen
|
|
|
24 |
|
|
|
|
|
|
|
47 |
|
|
|
(1 |
) |
|
Singapore dollar
|
|
|
27 |
|
|
|
|
|
|
|
24 |
|
|
|
|
|
|
Great Britain pound
|
|
|
7 |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
Czech Koruna
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
Malaysian Ringgit
|
|
|
35 |
|
|
|
|
|
|
|
31 |
|
|
|
|
|
|
Other currencies
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
Currency Options sold:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar call
|
|
|
259 |
|
|
|
(5 |
) |
|
|
251 |
|
|
|
(3 |
) |
Currency Options purchased:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar call
|
|
|
|
|
|
|
|
|
|
|
233 |
|
|
|
1 |
|
|
U.S. dollar put
|
|
|
252 |
|
|
|
2 |
|
|
|
650 |
|
|
|
7 |
|
Interest rate swaps
|
|
|
1,200 |
|
|
|
5 |
|
|
|
1,200 |
|
|
|
25 |
|
Other
|
|
|
218 |
|
|
|
9 |
|
|
|
229 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value, net
|
|
|
|
|
|
|
11 |
|
|
|
|
|
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2006 and December 31, 2006, all
derivative financial instruments are recorded at fair value.
Other non-operating income for the three months ended
December 31, 2005 and 2006 included
21 and
4, respectively,
related to net gains from foreign currency derivatives and
foreign currency transactions.
19
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
16. Commitments and
Contingencies
Litigation
In September 2004, the Company entered into a plea agreement
with the Antitrust Division of the U.S. Department of Justice
(DOJ) in connection with its investigation into alleged
antitrust violations in the DRAM industry. Pursuant to this plea
agreement, the Company agreed to plead guilty to a single count
of conspiring with other unspecified DRAM manufacturers to fix
the prices of DRAM products between July 1, 1999 and
June 15, 2002, and to pay a fine of $160 million. The
fine plus accrued interest is being paid in equal annual
installments through 2009. The Company has a continuing
obligation to cooperate with the DOJ in its ongoing
investigation of other participants in the DRAM industry. The
price fixing charges related to DRAM sales to six Original
Equipment Manufacturer (OEM) customers that manufacture
computers and servers. The Company has entered into settlement
agreements with five of these OEM customers and is considering
the possibility of a settlement with the remaining OEM customer,
which purchased only a very small volume of DRAM products from
the Company.
Subsequent to the commencement of the DOJ investigation, a
number of putative class action lawsuits were filed against the
Company, its U.S. subsidiary Infineon Technologies North America
Corporation (IF North America) and other DRAM
suppliers.
Sixteen cases were filed between June and September 2002 in
several U.S. federal district courts, purporting to be on behalf
of a class of individuals and entities who purchased DRAM
directly from the various DRAM suppliers during a specified time
period (the Direct U.S. Purchaser Class), alleging price-fixing
in violation of the Sherman Act and seeking treble damages in
unspecified amounts, costs, attorneys fees, and an
injunction against the allegedly unlawful conduct. In September
2002, the Judicial Panel on Multi-District Litigation ordered
that these federal cases be transferred to the U.S. District
Court for the Northern District of California for coordinated or
consolidated pretrial proceedings as part of a Multi District
Litigation (MDL).
In September 2005, the Company and its IF North America entered
into a definitive settlement agreement with counsel to the
Direct U.S. Purchaser Class (subject to approval by the U.S.
District Court and to an opportunity for individual class
members to opt out of the settlement). The settlement agreement
was approved by the court on November 1, 2006. The Court
entered final judgment and dismissed the class action claims
with prejudice on November 2, 2006. Under the terms of the
settlement agreement the Company agreed to pay approximately
$21 million. In addition to this settlement payment, the
Company agreed to pay an additional amount if it is proven that
sales of DRAM products to the settlement class (after opt-outs)
during the settlement period exceeded $208.1 million. The
additional amount payable would be calculated by multiplying the
amount by which these sales exceed $208.1 million by
10.53%. The Company does not currently expect that any such
additional amount will have a material adverse effect on its
financial condition or results of operations. The Company has
secured individual settlements with eight direct customers in
addition to those OEMs identified by the DOJ.
In April 2006, Unisys Corporation filed a complaint against the
Company and IF North America, among other DRAM suppliers,
alleging state and federal claims for price fixing and seeking
recovery as both a direct and indirect purchaser of DRAM. In May
2006, Honeywell International Inc. filed a complaint against the
Company and IF North America, among other DRAM suppliers,
alleging a claim for price fixing under federal law, and seeking
recovery as a direct purchaser of DRAM. Both of these complaints
were filed in the Northern District of California, and have been
related to the MDL described above. Both Unisys and Honeywell
opted out of the direct purchaser class and settlement, so their
claims are not barred by the Companys settlement with the
Direct U.S. Purchaser Class. Infineon and IF North America,
along with the other defendants, jointly filed a motion to
dismiss portions of the Unisys complaint.
Sixty-four additional cases were filed between August 2002 and
October 2005 in numerous federal and state courts throughout the
United States. Each of these state and federal cases (except for
one relating to foreign purchasers, which was subsequently
dismissed with prejudice) purports to be on
20
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
behalf of a class of individuals and entities who indirectly
purchased DRAM in the United States during specified time
periods commencing in or after 1999. The complaints variously
allege violations of the Sherman Act, Californias
Cartwright Act, various other state laws, unfair competition law
and unjust enrichment and seek treble damages in generally
unspecified amounts, restitution, costs, attorneys fees
and injunctions against the allegedly unlawful conduct.
Twenty-three of the state and federal court cases were
subsequently ordered transferred to the U.S. District Court for
the Northern District of California for coordinated and
consolidated pretrial proceedings as part of the MDL described
above. Nineteen of the 23 transferred cases are currently
pending in the MDL litigation. The pending California state
cases were coordinated and transferred to the San Francisco
County Superior Court for pretrial proceedings. The plaintiffs
in the indirect purchaser cases outside California agreed to
stay proceedings in those cases in favor of proceedings on the
indirect purchaser cases pending as part of the MDL pretrial
proceedings. The defendants have filed two motions for judgment
on the pleadings directed at several of the claims. Hearing on
those motions took place on December 6, 2006, but the Court
has not yet ruled on them. After these have been decided the
indirect purchaser plaintiffs in the MDL proceedings will have
the opportunity to file any motion for class certification. No
trial date has yet been scheduled in the MDL. The Company
intends to vigorously defend against the indirect purchaser
cases.
On July 13, 2006, the New York state attorney general filed
an action in the U.S. District Court for the Southern
District of New York against the Company, IF North America and
several other DRAM manufacturers on behalf of New York
governmental entities and New York consumers who purchased
products containing DRAM beginning in 1998. The plaintiffs
allege violations of state and federal antitrust laws arising
out of the same allegations of DRAM price-fixing and artificial
price inflation practices discussed above, and seek recovery of
actual and treble damages in unspecified amounts, penalties,
costs (including attorneys fees) and injunctive and other
equitable relief. In October, 2006, this action was made part of
the MDL proceeding described above. On July 14, 2006, the
attorneys general of California, Alaska, Arizona, Arkansas,
Colorado, Delaware, Florida, Hawaii, Idaho, Illinois, Iowa,
Louisiana, Maryland, Massachusetts, Michigan, Minnesota,
Mississippi, Nebraska, Nevada, New Mexico, North Dakota, Ohio,
Oklahoma, Oregon, Pennsylvania, South Carolina, Tennessee,
Texas, Utah, Vermont, Virginia, Washington, West Virginia and
Wisconsin filed a lawsuit in the U.S. District Court for
the Northern District of California against the Company, IF
North America and several other DRAM manufacturers on behalf of
governmental entities, consumers and businesses in each of those
states who purchased products containing DRAM beginning in 1998.
In September 2006, the complaint was amended to add claims by
the attorneys general of Kentucky, Maine, New Hampshire, North
Carolina, the Northern Mariana Islands and Rhode Island. This
action is based on state and federal law claims relating to the
same alleged anticompetitive practices in the sale of DRAM and
plaintiffs seek recovery of actual and treble damages in
unspecified amounts, penalties, costs (including attorneys
fees) and injunctive and other relief. The Company intends to
vigorously defend against both of these actions.
In April 2003, the Company received a request for information
from the European Commission in connection with its
investigation of practices in the European market for DRAM ICs.
The Company is fully cooperating with the Commission in its
investigation.
In May 2004, the Canadian Competition Bureau advised IF North
America that it, its affiliates and present and past directors,
officers and employees are among the targets of a formal inquiry
into an alleged conspiracy to prevent or lessen competition
unduly in the production, manufacture, sale or supply of DRAM,
contrary to the Canadian Competition Act. The Company is fully
cooperating with the Competition Bureau in its inquiry.
Between December 2004 and February 2005 two putative class
proceedings were filed in the Canadian provinces of Quebec, and
one was filed in each of Ontario and British Columbia against
the Company, IF North America and other DRAM manufacturers on
behalf of all direct and indirect purchasers resident in Canada
who purchased DRAM or products containing DRAM between July 1999
and June 2002, seeking damages, investigation and administration
costs, as well as interest and legal costs.
21
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
Plaintiffs primarily allege conspiracy to unduly restrain
competition and to illegally fix the price of DRAM. The Company
intends to vigorously defend against these proceedings.
Between September and November 2004 seven securities class
action complaints were filed against the Company and current or
former officers in U.S. federal district courts, later
consolidated in the Northern District of California, on behalf
of a putative class of purchasers of the Companys
publicly-traded securities who purchased them during the period
from March 2000 to July 2004. The consolidated amended complaint
alleges violations of the U.S. securities laws and asserts
that the defendants made materially false and misleading public
statements about the Companys historical and projected
financial results and competitive position because they did not
disclose the Companys alleged participation in DRAM
price-fixing activities and that, by fixing the price of DRAM,
defendants manipulated the price of the Companys
securities, thereby injuring its shareholders. The plaintiffs
seek unspecified compensatory damages, interest, costs and
attorneys fees. In September 2006, the court dismissed the
complaint with leave to amend and in October 2006 the plaintiffs
filed a second amended complaint. The Company filed a motion to
dismiss the second amended complaint in November 2006. A court
hearing is scheduled for February 2007.
The Company believes these claims are without merit and is
vigorously defending itself in this action. The Company is
currently unable to provide an estimate of the likelihood of an
unfavorable outcome to the Company or of the amount or range of
potential loss arising from the action. If the outcome of this
action is unfavorable, or if the Company incurs substantial
legal fees in defending this action regardless of outcome, it
may have a material adverse effect on the Companys
financial condition and results of operations. The
Companys directors and officers insurance
carriers have denied coverage in the securities class action and
the Company filed suit against the carriers in December 2005 and
August 2006. The Companys claim against one D&O
insurance carrier was dismissed in November 2006 and the Company
filed an appeal against this decision.
|
|
|
Accruals and the Potential Effect of these Lawsuits |
Liabilities related to legal proceedings are recorded when it is
probable that a liability has been incurred and the associated
amount can be reasonably estimated. Where the estimated amount
of loss is within a range of amounts and no amount within the
range is a better estimate than any other amount or the range
cannot be estimated, the minimum amount is accrued. As of
December 31, 2006, the Company had accrued liabilities in
the amount of 111
related to the DOJ and European antitrust investigations and the
direct and indirect purchaser litigation and settlements
described above, as well as for legal expenses for the DOJ
related and securities class action complaints.
As additional information becomes available, the potential
liability related to these matters will be reassessed and the
estimates revised, if necessary. These accrued liabilities would
be subject to change in the future based on new developments in
each matter, or changes in circumstances, which could have a
material adverse effect on the Companys financial
condition and results of operations.
An adverse final resolution of the antitrust investigations or
related civil claims or the securities class action lawsuits
described above could result in significant financial liability
to, and other adverse effects on, the Company, which would have
a material adverse effect on its results of operations,
financial condition and cash flows. Irrespective of the validity
or the successful assertion of the claims described above, the
Company could incur significant costs with respect to defending
against or settling such claims, which could have a material
adverse effect on its results of operations, financial condition
and cash flows.
The Company is subject to various other lawsuits, legal actions,
claims and proceedings related to products, patents and other
matters incidental to its businesses. The Company has accrued a
liability for the estimated costs of adjudication of various
asserted and unasserted claims existing as of the balance sheet
date. Based upon information presently known to management, the
Company does not believe that the ultimate resolution of such
other pending matters will have a material adverse effect on the
Companys financial position, although the final resolution
of such matters could have a material adverse effect on the
Companys results of operations or cash flows in the year
of settlement.
22
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The Company has guarantees outstanding to external parties of
206 as of
December 31, 2006. In addition, the Company, as parent
company, has in certain customary circumstances guaranteed the
settlement of certain of its consolidated subsidiaries
obligations to third parties. Such obligations are reflected as
liabilities in the consolidated financial statements by virtue
of consolidation. As of December 31, 2006, such
inter-company guarantees, principally relating to certain
consolidated subsidiaries third-party debt, aggregated
1,523, of which
1,340 relates to
convertible notes issued.
The Company has received government grants and subsidies related
to the construction and financing of certain of its production
facilities. These amounts are recognized upon the attainment of
specified criteria. Certain of these grants have been received
contingent upon the Company maintaining compliance with certain
project-related requirements for a specified period after
receipt. The Company is committed to maintaining these
requirements. Nevertheless, should such requirements not be met,
as of December 31, 2006, a maximum of
517 of these subsidies
could be refundable.
On December 23, 2003, the Company entered into a long-term
operating lease agreement with MoTo Objekt Campeon
GmbH & Co. KG (MoTo) to lease an office
complex constructed by MoTo south of Munich, Germany. The office
complex, called Campeon, enables the Company to centralize the
majority of its Munich-area employees in one central physical
working environment. MoTo was responsible for the construction,
which was completed in the second half of 2005. The Company has
no obligations with respect to financing MoTo and has provided
no guarantees related to the construction. The Company occupied
Campeon under an operating lease arrangement in October 2005 and
completed the gradual move of its employees to this new location
in the 2006 fiscal year. The complex was leased for a period of
20 years. After year 15, the Company has a non-bargain
purchase option to acquire the complex or otherwise continue the
lease for the remaining period of five years. Pursuant to the
agreement, the Company placed a rental deposit of
75 in escrow, which
was included in restricted cash as of December 31, 2006.
Lease payments are subject to limited adjustment based on
specified financial ratios related to the Company. The agreement
was accounted for as an operating lease, in accordance with
SFAS No. 13, with monthly lease payments expensed on a
straight-line basis over the lease term.
|
|
17. |
Operating Segment and Geographic Information |
The Company has reported its operating segment and geographic
information in accordance with SFAS No. 131,
Disclosure about Segments of an Enterprise and Related
Information.
The Companys new organizational structure became effective
on May 1, 2006, following the legal separation of its
memory products business into Qimonda. The results of prior
periods have been reclassified to conform to the current period
presentation, as well as to facilitate analysis of current and
future operating segment information. As a result of the
reorganization, certain corporate overhead expenses are no
longer apportioned to Qimonda and are instead allocated to
Infineons logic segments.
The Company operates primarily in three major operating
segments, two of which are application focused: Automotive,
Industrial & Multimarket, and Communication Solutions; and
one of which is product focused: Qimonda. Further, certain of
the Companys remaining activities for product lines sold,
for which there are no continuing contractual commitments
subsequent to the divestiture date, as well as new business
activities also meet the SFAS No. 131 definition of an
operating segment, but do not meet the requirements of a
reportable segment as specified in SFAS No. 131.
Accordingly, these segments are combined and disclosed in the
Other Operating Segments category pursuant to
SFAS No. 131.
Following the completion of the Qimonda carve-out the Other
Operating Segments for the 2005 and 2006 fiscal years include
net sales that Infineons 200-millimeter production
facility in Dresden records from the sale of wafers to Qimonda
under foundry agreements. The Corporate and Eliminations segment
reflects the elimination of these intra-group net sales.
23
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The following tables present selected segment data:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Net sales:
|
|
|
|
|
|
|
|
|
|
Automotive, Industrial &
Multimarket
|
|
|
652 |
|
|
|
710 |
|
|
Communication Solutions
|
|
|
334 |
|
|
|
236 |
|
|
Other Operating
Segments (1)
|
|
|
67 |
|
|
|
70 |
|
|
Corporate and
Eliminations (2)
|
|
|
(57 |
) |
|
|
(58 |
) |
|
|
|
|
|
|
|
Subtotal
|
|
|
996 |
|
|
|
958 |
|
|
|
|
|
|
|
|
Qimonda
|
|
|
678 |
|
|
|
1,173 |
|
|
|
|
|
|
|
|
Infineon Group
|
|
|
1,674 |
|
|
|
2,131 |
|
|
|
|
|
|
|
|
|
|
(1) |
Includes inter-segment sales of
65 and
58 for three months
ended December 31, 2005 and 2006, respectively, from sales
of wafers from Infineons 200-millimeter facility in
Dresden to Qimonda under foundry agreements. |
|
(2) |
Includes the elimination of inter-segment sales of
65 and
58 for three months
ended December 31, 2005 and 2006, respectively, from sales
of wafers from Infineons 200-millimeter facility in
Dresden to Qimonda under foundry agreements. |
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
EBIT:
|
|
|
|
|
|
|
|
|
|
Automotive, Industrial &
Multimarket
|
|
|
51 |
|
|
|
55 |
|
|
Communication Solutions
|
|
|
(21 |
) |
|
|
(57 |
) |
|
Other Operating Segments
|
|
|
2 |
|
|
|
(3 |
) |
|
Corporate and Eliminations
|
|
|
(31 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
Subtotal
|
|
|
1 |
|
|
|
(9 |
) |
|
|
|
|
|
|
|
Qimonda (1)
|
|
|
(123 |
) |
|
|
225 |
|
|
|
|
|
|
|
|
Infineon Group
|
|
|
(122 |
) |
|
|
216 |
|
|
|
|
|
|
|
|
|
|
(1) |
EBIT results of Qimonda for the period following its IPO are
reported net of minority interest results. |
Certain items are included in Corporate and Eliminations and are
not allocated to the logic segments, consistent with the
Companys internal management reporting. These include
certain corporate headquarters costs, certain incubator
and early stage technology investment costs, non-recurring gains
and specific strategic technology initiatives. Additionally,
restructuring charges and employee stock-based compensation
expense are included in Corporate and Eliminations and not
allocated to the logic segments for internal or external
reporting purposes, since they arise from corporate directed
decisions not within the direct control of segment management.
Furthermore, legal costs associated with intellectual property
and product matters are recognized by the segments when paid,
which can differ from the period originally recognized by
Corporate and Eliminations. For the three months ended
December 31, 2005 and 2006 Corporate and Eliminations
includes unallocated excess capacity costs of
4 and
1, respectively,
restructuring charges of
2 and
2, respectively, and
stock-based compensation expense of
5 and
3, respectively.
24
Infineon Technologies AG and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial
Statements
(euro in millions, except where otherwise stated)
The following is a summary of net sales by geographic area:
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Net sales:
|
|
|
|
|
|
|
|
|
|
Germany
|
|
|
326 |
|
|
|
311 |
|
|
Other Europe
|
|
|
282 |
|
|
|
361 |
|
|
North America
|
|
|
370 |
|
|
|
574 |
|
|
Asia-Pacific
|
|
|
584 |
|
|
|
693 |
|
|
Japan
|
|
|
81 |
|
|
|
159 |
|
|
Other
|
|
|
31 |
|
|
|
33 |
|
|
|
|
|
|
|
|
Total
|
|
|
1,674 |
|
|
|
2,131 |
|
|
|
|
|
|
|
|
Revenues from external customers are based on the
customers billing location. No single customer accounted
for more than 10% of the Companys sales during the three
months ended December 31, 2005. For the three months ended
December 31, 2006, the Company had one customer that
accounted for more than 10% of the Companys sales. Sales
to this customer are made primarily by Qimonda.
The Company defines EBIT as earnings (loss) before interest
and taxes. The Companys management uses EBIT, among other
measures, to establish budgets and operational goals, to manage
the Companys business and to evaluate its performance. The
Company reports EBIT information because it believes that it
provides investors with meaningful information about the
operating performance of the Company and especially about the
performance of its separate operating segments.
EBIT is determined as follows from the condensed consolidated
statements of operations, without adjustment to the U.S. GAAP
amounts presented:
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
|
Net income (loss)
|
|
|
(183 |
) |
|
|
120 |
|
|
Adjust:
|
Income tax expense
|
|
|
40 |
|
|
|
87 |
|
|
|
Interest expense, net
|
|
|
21 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
EBIT
|
|
|
(122 |
) |
|
|
216 |
|
|
|
|
|
|
|
|
On January 26, 2007 Infineon and Qimonda extended their
agreement for the production of wafers in Infineon Technologies
Dresden GmbH & Co. OHG production facility through
September 30, 2009.
25
Supplementary Information (unaudited)
Gross and Net Cash Position
Infineon defines gross cash position as cash and cash
equivalents and marketable securities, and net cash position as
gross cash position less short and long-term debt. Since
Infineon holds a substantial portion of its available monetary
resources in the form of readily marketable securities, which
for U.S. GAAP purposes are not considered to be
cash, it reports its gross cash position to provide
investors with an understanding of the Companys overall
liquidity. The gross and net cash positions are determined as
follows from the condensed consolidated balance sheets, without
adjustment to the U.S. GAAP amounts presented:
|
|
|
|
|
|
|
|
|
|
|
September 30, | |
|
December 31, | |
|
|
2006 | |
|
2006 | |
|
|
| |
|
| |
Cash and cash equivalents
|
|
|
2,040 |
|
|
|
2,047 |
|
Marketable securities
|
|
|
615 |
|
|
|
635 |
|
|
|
|
|
|
|
|
Gross Cash Position
|
|
|
2,655 |
|
|
|
2,682 |
|
|
|
|
|
|
|
|
Less: Short-term debt
|
|
|
797 |
|
|
|
800 |
|
Long-term debt
|
|
|
1,208 |
|
|
|
1,222 |
|
|
|
|
|
|
|
|
Net Cash Position
|
|
|
650 |
|
|
|
660 |
|
|
|
|
|
|
|
|
Free Cash Flow
Infineon defines free cash flow as cash from operating and
investing activities excluding purchases or sales of marketable
securities. Since Infineon holds a substantial portion of its
available monetary resources in the form of readily available
marketable securities, and operates in a capital intensive
industry, it reports free cash flow to provide investors with a
measure that can be used to evaluate changes in liquidity after
taking capital expenditures into account. Free cash flow is not
intended to represent the residual cash flow available for
discretionary expenditures, since debt service requirements or
other non-discretionary expenditures are not deducted. Free cash
flow is determined as follows from the condensed consolidated
statements of cash flows, without adjustment to the U.S. GAAP
amounts presented:
|
|
|
|
|
|
|
|
|
|
|
Three months ended | |
|
|
December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
|
| |
|
| |
Net cash provided by operating
activities
|
|
|
102 |
|
|
|
318 |
|
Net cash used in investing
activities
|
|
|
(168 |
) |
|
|
(323 |
) |
Thereof: Purchase (sale) of
marketable securities, net
|
|
|
(109 |
) |
|
|
21 |
|
|
|
|
|
|
|
|
Free cash flow
|
|
|
(175 |
) |
|
|
16 |
|
|
|
|
|
|
|
|
Backlog
Most standard products, such as memory products, are not ordered
on a long-term, fixed-price contract basis due to changing
market conditions. It is common industry practice to permit
major customers to change the date on which products are
delivered or to cancel existing orders. For these reasons, the
Company believes that the backlog at any time of standard
products such as memory products is not a reliable indicator of
future sales. Orders for customized logic products vary
depending on customer needs and industry conditions, capacity
and demand, while many customers request logistics agreements
based on rolling forecasts. As a result, the Company does not
place too much reliance on backlog to manage its business and
does not use it to evaluate performance. Due to possible changes
in customer delivery schedules, cancellation of orders and
potential delays in product shipments, the Companys
backlog as of any particular date may not be indicative of
actual sales for any later period.
Dividends
The Company has not declared or paid any dividend during the
three months ended December 31, 2005 and 2006, respectively.
26
Employees
As of December 31, 2006, Infineon had approximately 42,100
employees worldwide, including approximately 8,300 engaged in
research and development. Of the total workforce, approximately
12,100 were employees of Qimonda as of December 31, 2006.
Market for ordinary shares
The Companys ordinary shares are listed on the New York
Stock Exchange (NYSE) and the Company is one of the Dax 30
companies listed on the Frankfurt Stock Exchange (FSE). The
Companys shares are traded under the symbol
IFX.
Relative Performance of the IFX shares since October 1,
2005 (based on Xetra daily closing prices, indexed on
September 30, 2005) is as follows:
Infineon share price performance and key data were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, | |
|
|
| |
|
|
2005 | |
|
2006 | |
|
+/- in % | |
|
|
| |
|
| |
|
| |
DAX
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
|
5,082.07 |
|
|
|
5,999.46 |
|
|
|
18% |
|
|
High
|
|
|
5,458.58 |
|
|
|
6,611.81 |
|
|
|
21% |
|
|
Low
|
|
|
4,806.05 |
|
|
|
5,992.22 |
|
|
|
25% |
|
|
End of the period
|
|
|
5,408.26 |
|
|
|
6,596.92 |
|
|
|
22% |
|
IFX closing prices in euros (Xetra)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
|
8.32 |
|
|
|
9.31 |
|
|
|
12% |
|
|
High
|
|
|
8.51 |
|
|
|
10.68 |
|
|
|
25% |
|
|
Low
|
|
|
7.60 |
|
|
|
9.25 |
|
|
|
22% |
|
|
End of the period
|
|
|
7.73 |
|
|
|
10.68 |
|
|
|
38% |
|
IFX closing prices in U.S. dollars
(NYSE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
|
9.90 |
|
|
|
11.77 |
|
|
|
19% |
|
|
High
|
|
|
10.03 |
|
|
|
14.03 |
|
|
|
40% |
|
|
Low
|
|
|
8.95 |
|
|
|
11.77 |
|
|
|
32% |
|
|
End of the period
|
|
|
9.10 |
|
|
|
14.03 |
|
|
|
54% |
|
27
Financial Calendar
|
|
|
|
|
Fiscal Period |
|
Period end date |
|
Results press release |
|
Second Quarter
|
|
March 31, 2007
|
|
April 27, 2007 (preliminary)
|
Third Quarter
|
|
June 30, 2007
|
|
July 27, 2007 (preliminary)
|
Fiscal year
|
|
September 30, 2007
|
|
November 14, 2007 (preliminary)
|
Publication date: February 2, 2007
Contact information
Infineon Technologies AG
Investor Relations
Am Campeon 1-12
85579 Neubiberg/ Munich, Germany
Phone: +49 89 234-26655
Fax: +49 89 234-9552987
E-Mail: investor.relations@infineon.com
Visit http://www.infineon.com/investor for an electronic version
of this report and other information.
28
Risk Factors
As a company, we face numerous risks incidental to our business.
We face risks that are inherent to companies in the
semiconductor industry, as well as operational, financial and
regulatory risks that are unique to us. Risks relating to the
semiconductor industry include the cyclical nature of the
market, which suffers from periodic downturns and industry
overcapacity. Our production related risks include the need to
match our production capacity with demand, and to avoid
interruptions in manufacturing and supplies. We may be exposed
to claims from others that we infringe their intellectual
property rights or that we are liable for damages under
warranties. We are the subject of governmental antitrust
investigations and civil claims related to those antitrust
investigations, including civil securities law claims. Financial
risks include our need to have access to sufficient capital and
governmental subsidies. Our regulatory risks include potential
claims for environmental remediation. We face numerous risks due
to the international nature of our business, including
volatility in foreign countries and exchange rate fluctuations.
These and other material risks that we face are described in
detail in the Risk Factors section of our Annual
Report on
Form 20-F, which
we have filed with the U.S. Securities and Exchange Commission.
A copy of our most recent
Form 20-F is
available at the Investor Relations section of our website
http://www.infineon.com/investor, as well as on the SECs
website, http://www.sec.gov.
We encourage you to read the detailed description of the risks
that we face in our
Form 20-F. The
occurrence of one or more of the events described in the Risk
Factors section of the
Form 20-F could
have a material adverse effect on our Company and our results of
operations, which could result in a drop in our share price.
Forward-looking Statements
This quarterly report contains forward-looking statements.
Statements that are not historical facts, including statements
about our beliefs and expectations, are forward-looking
statements.
These forward-looking statements include statements relating to
future developments of the world semiconductor market,
especially the market for memory products, Infineons
future growth, the benefits of research and development
alliances and activities, our planned levels of future
investment in the expansion and modernization of our production
capacity, the introduction of new technology at our facilities,
the transitioning of our production processes to smaller
structures, cost savings related to such transitioning and other
initiatives, our successful development of technology based on
industry standards, our ability to offer commercially viable
products based on our technology, our ability to achieve our
cost savings and growth targets, and the impact of our carve-out
of Qimonda, our memory products business, and any financing or
further corporate reorganization measures in that regard. These
statements are based on current plans, estimates and
projections, and you should not place too much reliance on them.
These forward-looking statements speak only as of the date they
are made, and we undertake no obligation to update any of them
in light of new information or future events. These
forward-looking statements involve inherent risks and are
subject to a number of uncertainties, including trends in demand
and prices for semiconductors generally and for our products in
particular, the success of our development efforts, both alone
and with our partners, the success of our efforts to introduce
new production processes at our facilities and the actions of
our competitors, the availability of funds for planned expansion
efforts, the outcome of antitrust investigations and litigation
matters, as well as other factors. We caution you that these and
a number of other important factors could cause actual results
or outcomes to differ materially from those expressed in any
forward-looking statement. These factors include those
identified under the heading Risk Factors in the
Infineon Form 20-F
annual report.
29
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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INFINEON TECHNOLOGIES AG
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Date: February 2, 2007 |
By: |
/s/ Wolfgang Ziebart |
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Dr. Wolfgang Ziebart |
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Member of the Management Board and Chief Executive Officer |
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By: |
/s/ Peter J. Fischl |
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Peter J. Fischl |
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Member of the Management Board and Chief Financial Officer |
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