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
May 11, 2009
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.
Form 20-F þ Form 40-F o
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.
Yes o No þ
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 May 11, 2009, contains a quarterly report of
Infineon Technologies AG for the Company's second quarter and
half-year of the 2009
fiscal year.
INFINEON
TECHNOLOGIES AG
QUARTERLY REPORT
FOR THE THREE AND SIX MONTHS
ENDED
MARCH 31, 2009
INDEX
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1
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Condensed Consolidated Financial Statements (Unaudited) for the
three and six months ended March 31, 2008 and 2009:
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15
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16
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17
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18
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19
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20
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47
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i
Interim Group
Management Report (Unaudited)
This interim group management report should be read in
conjunction with our condensed consolidated financial statements
and other financial information included elsewhere in this
report.
This interim group management report contains forward-looking
statements. Statements that are not historical facts, including
statements about our beliefs and expectations, are
forward-looking statements. These statements are based on
current plans, estimates and projections. 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. Forward-looking statements involve
inherent risks and uncertainties. We caution you that a number
of important factors could cause actual results or outcomes to
differ materially from those expressed in any forward-looking
statement.
The following were key developments in our business during the
six months ended March 31, 2009:
Financial
Results
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Beginning October 1, 2008, we report our financial results
in accordance with International Financial Reporting Standards
(IFRS).
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Effective October 1, 2008, to better align our business
with its target markets, we reorganized our core business into
five operating segments: Automotive, Industrial &
Multimarket, Chip Card & Security, Wireless Solutions,
and Wireline Communications.
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For the second quarter of the 2009 fiscal year, we reported
revenues of 747 million, reflecting a decrease in
revenues in all of the companys operating segments, except
for the Wireless Solutions segment, due to significantly lower
demand. This represented a 29 percent decrease compared to
revenues of 1,049 million in the second quarter of
the 2008 fiscal year.
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Our revenues decreased by 26 percent, from
2,139 million in the first half of the 2008 fiscal
year to 1,577 million in the first half of the 2009
fiscal year. Our Automotive, Industrial & Multimarket
and Chip Card & Security segments were most affected.
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Beginning October 1, 2008, the Management Board uses the
financial measure Segment Result to assess the operating
performance of our reportable segments and as a basis for
allocating resources among the segments. We define Segment
Result as operating income (loss) excluding asset impairments
net of reversals, restructuring and other related closure costs,
share-based compensation expense, acquisition-related
amortization and gains (losses), gains (losses) on sales of
assets, businesses, or interests in subsidiaries, and other
income (expense), including litigation settlement costs. Gains
(losses) on sales of assets, businesses, or interests in
subsidiaries, include, among others, gains or losses that may be
realized from potential sales of investments and activities. The
combined Segment Result for all segments was negative
110 million in the second quarter of the 2009 fiscal
year compared to positive 67 million in the second
quarter of the 2008 fiscal year. In the six months ended
March 31, 2009, the combined Segment Result for all
segments decreased
year-on-year
from positive 147 million to negative
212 million. Included in combined Segment Result for
the three and six months ended March 31, 2009, were gains
of 33 million from the reduction of accruals for
bonuses, incentives, and anniversary payments.
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Our results from continuing operations decreased by
161 million from positive 11 million in
the second quarter of the 2008 fiscal year to negative
150 million in the second quarter of the 2009 fiscal
year. For the six months ended March 31, 2009, we realized
a loss from continuing operations of 266 million
compared to income from continuing operations of
59 million in the six months ended March 31,
2008. This decline primarily reflects the decrease in revenues
and higher idle capacity cost, which was partly offset by
decreases in research and development expenses and selling,
general and administrative expenses.
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On January 23, 2009, Qimonda AG (Qimonda) and
its wholly owned subsidiary Qimonda Dresden GmbH & Co.
oHG filed an application at the Munich Local Court to commence
insolvency proceedings. We currently hold a 77.5 percent
equity interest in Qimonda. As a result of this application, we
deconsolidated Qimonda during the second quarter of the 2009
fiscal year. On April 1, 2009, the insolvency proceedings
formally opened.
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During the 2008 fiscal year, we committed to a plan to dispose
of Qimonda. As a consequence, the assets and liabilities of
Qimonda have been reclassified as held for disposal in the
condensed
1
consolidated balance sheet as of September 30, 2008. The
results of Qimonda are reported as discontinued operations in
our condensed consolidated statements of operations for all
periods presented. In the six months ended March 31, 2008,
loss from discontinued operations, net of income taxes, was
2,543 million including Qimondas negative
results of 1,101 million and an after tax write-down
of 1,442 million in order to remeasure Qimonda to its
estimated fair value less costs to sell as of March 31,
2008. During the first half of the 2009 fiscal year, loss from
discontinued operations, net of income taxes, totaled
396 million. This amount primarily reflected the
realization of accumulated currency translation effects totaling
188 million and provisions and allowances of
203 million in connection with the Qimondas
application to open insolvency proceedings. The realization of
accumulated currency translation effects, which were previously
recorded in equity, resulted mainly from Qimondas sale of
its interest in Inotera Memories Inc. (Inotera) to
Micron Technology, Inc. (Micron) in November 2008 as
well as the deconsolidation of Qimonda in the second quarter of
the 2009 fiscal year. In light of Qimondas insolvency
proceedings, Infineon may face potential liabilities and
allowances arising from the Qimonda business. The provisions and
allowances recorded as of March 31, 2009 relate only those
matters which management believes are probable of occurring and
can be estimated with reasonable accuracy at this time.
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As a result of the developments described above, our net loss
decreased from 1,955 million in the second quarter of
the 2008 fiscal year to 258 million in the second
quarter of the 2009 fiscal year, and from
2,484 million in the six months ended March 31,
2008 to 662 million in the six months ended
March 31, 2009.
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Our net cash used in operating activities from continuing
operations was 65 million in the six months ended
March 31, 2009, decreasing from net cash provided by
operating activities from continuing operations of
149 million in the six months ended March 31,
2008. This decrease primarily reflects the decrease of our
results from continuing operations as well as the payment of
termination benefits under our IFX10+ cost-reduction program,
which were partly offset by the lower negative impact of changes
in operating assets and liabilities in the six months ended
March 31, 2009, compared to the six months ended
March 31, 2008.
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Corporate
Activities
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During the six months ended March 31, 2009, we repurchased
notional amounts of 130 million and
22 million of our exchangeable subordinated notes due
2010 and our convertible subordinated notes due 2010,
respectively. The repurchases were made out of available cash.
We realized a gain of 48 million before income tax,
which was recognized in financial income during the six months
ended March 31, 2009.
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During the 2007 fiscal year, we acquired Texas Instruments
Inc.s (TI) DSL Customer Premises Equipment
(CPE) business for a cash consideration of
45 million. The purchase price was subject to an
upward or downward contingent consideration adjustment of up to
$16 million, based on negotiated revenue targets of the CPE
business. Due to the failure to achieve the negotiated revenue
targets of the CPE business, TI reimbursed an amount of
13 million during the first quarter of the 2009
fiscal year. The reimbursement resulted in a respective decrease
of goodwill.
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On March 4, 2009, we sold the business of our wholly-owned
subsidiary Infineon Technologies SensoNor AS
(SensoNor), including property, plant and equipment,
inventories, and pension liabilities, and transferred employees
to a newly formed company called SensoNor Technologies AS for
cash consideration of 4 million. In addition, we
granted a license for intellectual property and entered into a
supply agreement through December 2011. As a result of this
transaction, we realized losses before tax of
16 million which were recorded in other operating
expense for the three and six months ended March 31, 2009.
We have entered into business agreements with the new company to
ensure a continued supply of the components for our tire
pressure monitoring systems while we transfer production to our
Villach site.
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We exited the German employers union in November 2008 in
order to achieve more flexibility.
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In the six months ended March 31, 2009, we made progress
with cost reductions under our IFX10+ cost-reduction program. In
that context, we also made progress with regards to headcount
reductions. As of March 31, 2009, our workforce was reduced
by 9 percent to 26,362 compared to 29,119 as of
September 30, 2008. In response to continuing weak demand
worldwide in all of our target markets, we have identified
additional potential savings from a combination of measures that
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have already been implemented or will be implemented in the near
future. Among others, we have announced reduced working hours
and implemented unpaid leave at all company locations in
Germany. In addition, we have changed our bonus schemes for the
2009 fiscal year, issued a new and stringent travel policy, and
terminated an anniversary payment scheme.
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Business
Highlights
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In the first quarter of the 2009 fiscal year, we were selected
as a Preferred Supplier for our 32-bit
microcontroller family
TriCoretm
by one of the worlds leading automotive system suppliers.
In addition, our
TriCoretm
products were chosen by a further Tier 1 supplier for the
use in powertrain applications. We now hold an approximate
market share of 25 percent of the total market for
powertrain applications. The 32-bit microcontroller helps to
reduce fuel consumption and emissions of automobiles.
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We were selected as a supplier of automotive radar chips for the
third-generation long range radar system of Robert Bosch GmbH
(Bosch), one of the worlds largest suppliers
of components for the automotive industry. Bosch intends to
bring the radar systems into the midrange and compact class,
where they could soon become part of a cars standard
equipment.
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Energy
Efficiency
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Further expanding our leading role in fluorescent,
high-intensity discharge (HID) and solid-state lighting
applications, we launched our next-generation smart ballast
controller for use in compact fluorescent lamps, linear
fluorescent T5 and T8 lamps, dimmable fluorescent lamps and
emergency lighting. Today, around one third of all energy
consumption is electrical energy of which around 15 percent
is consumed by lighting, creating a growing demand for efficient
lighting systems. The new lamp ballast controller has been
selected by a number of the worlds leading lighting
manufacturers.
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We and Bosch are widening our cooperation to include power
semiconductors. The collaboration between the companies has two
key aspects: first, Bosch will license from us certain
manufacturing processes for power semiconductors
specifically, for low-voltage power MOSFETs (metal oxide silicon
field effect transistors) along with the requisite
manufacturing technologies. Second, the collaboration includes a
second-source agreement. Parallel to Boschs own
semiconductor manufacturing in Reutlingen, we will produce
components developed on the basis of these processes and will
supply Bosch with these components. Going forward, the two
companies will also work jointly on the development of enabling
technologies for the production of power semiconductors. By
working with Bosch, we are not just expanding our share of the
semiconductor market in the automotive segment; we will also be
Boschs preferred supplier of power semiconductors.
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We decided that we are expanding our manufacturing plant for
power modules in Cegléd, Hungary, in response to increasing
demand for renewable energy and traditional motor drive systems.
Through 2012, we will invest around 17 million in
buildings and manufacturing equipment. The Cegléd plant
primarily produces standard power modules, which are key
components used in wind turbines and solar inverters for
photovoltaic systems, as well as in locomotive drives,
streetcars, manufacturing plants, escalators and elevators.
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Communications
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We announced our third-generation ultra-low-cost (ULC) mobile
phone chips. The
X-GOLDtm110
is the industrys most integrated and cost-effective
one-chip solution for GSM/GPRS ultra low-cost phones. The bill
of material for mobile phone manufacturers is 20 percent
lower compared to existing GSM/GPRS solutions. The new platform
supports color display, MP3 playback, FM radio, and USB
charging, and is prepared for Dual-SIM and camera solutions.
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We announced sampling of the second generation of our
Long-Term-Evolution (LTE) RF transceiver. The
SMARTitm
LU is a single-chip-65-nanometer CMOS RF transceiver providing
LTE/3G/2G functionality with digital baseband interface for data
rates up to 150 megabit per second in LTE networks. In addition,
we announced the third generation of our 3G RF transceiver
family
SMARTitm
UE. The
SMARTitm
UEmicro is optimized for lowest cost 3G designs and enables a
40 percent lower bill of material than available solutions
on the market.
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We broadened our single-chip
XWAYtm
ARX100 gateway family announcing the XWAY ARX182 and XWAY ARX188
single-chip ADSL2+ Integrated Access Device (IAD) solutions.
While the ARX188 is targeted at feature-rich IAD designs with
high throughput and Quality of Service (QoS) requirements, the
ARX182 is the industrys first low-cost IAD solution
dedicated to the
up-and-coming
entry-level segment of Analog Telephone Adaptors with integrated
DSL functionality (DSL-ATA). Together with the new Subscriber
Line Interface Circuit (SLIC) XWAY SLIC100 family, we set a
benchmark in energy efficiency by enabling customers to exceed
the requirements of European Union Code of Conduct (EU CoC) on
Energy Consumption of Broadband Equipment by up to
35 percent.
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Reaffirming our position as an innovative pioneer in ultra-low
capacitance and miniature transient voltage suppression
(TVS) diodes, we began offering in high volume the
worlds smallest TVS diode for the protection of antennas
in the latest electronic equipment. Applications include GPS,
mobile TV, FM radio, and vehicles Remote Keyless Entry
(RKE) and Tire Pressure Monitoring Systems (TPMS).
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In January 2009, we won the Innovation Award of German Industry
for the best technological innovation in the category of
large-scale enterprises for our
X-GOLDtm101
mobile phone chip. This chip enables making a simple mobile
phone from a single-chip, cutting mobile phone
manufacturers costs by over 30 percent. It is the
second time we have received this prestigious award.
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In March 2009, we broadened our customer relationships by
signing a letter of intent with Huawei Technologies for a
framework purchase agreement for wireline and wireless
communications ICs, amounting to 68 million US-dollars in
the 2009 calendar year.
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Security
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We were again recognized as an innovator in the chip card
industry and awarded the 2008 Sesame Award in the category of
Best Hardware for our latest 16-bit security microcontroller
family SLE 78, which incorporates new digital security features.
This is the fifth time we have received the prestigious Sesame
Award for Best Hardware Innovation.
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We further expanded our position in the electronic ID market and
will be one of the chip suppliers for Turkeys new
electronic citizen ID card. We have already delivered the first
units for the pilot. Upon the completion of the pilot,
nation-wide implementation is expected to start in 2010 and last
until 2013. The electronic ID card will replace the current
paper-based identification document and is planned to cover
about 80 percent of the 70 million citizens of Turkey.
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We were selected as supplier of contactless security
microcontrollers for Indias electronic passport program.
The rollout has started with the issuance of electronic
passports to Indian diplomats and officials, and it is expected
that in this first phase up to thirty thousand electronic
passports will be issued. By September 2009, the program is
likely to be expanded to include passports used by the general
public. Today, approximately six million passports are being
annually issued in India. In addition to India, Infineon
supplies its security microcontrollers to many other countries
for use in electronic passports including the USA, Germany,
Denmark, Estonia, Hong Kong, Norway, Poland, Sweden and Ivory
Coast.
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Revenue by
Segment
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Three months ended
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Six months ended
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March 31,
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March 31,
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2008
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2009
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2008
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2009
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( in millions)
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Revenue:
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Automotive
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324
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189
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634
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395
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Industrial & Multimarket
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276
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193
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567
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427
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Chip Card & Security
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121
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80
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237
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171
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Wireless
Solutions(1)
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197
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204
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450
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401
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Wireline Communications
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105
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79
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208
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167
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Other
Operating
Segments(2)
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59
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2
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123
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10
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Corporate and
Eliminations(3)
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(33
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(80
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6
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Total
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1,049
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747
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2,139
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1,577
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4
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(1) |
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Includes revenues of
1 million for the three months ended March 31,
2008 and 8 million and 1 million for the
six months ended March 31, 2008 and 2009, respectively,
from sales of wireless communication applications to Qimonda.
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(2) |
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Includes revenues of
34 million for the three months ended March 31,
2008, and 70 million for the six months ended
March 31, 2008, from sales of wafers from Infineons
200-millimeter facility in Dresden to Qimonda under a foundry
agreement.
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(3) |
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Includes the elimination of
revenues of 35 million for the three months ended
March 31, 2008 and 78 million and
1 million for the six months ended March 31,
2008 and 2009, respectively, since these sales were not part of
the Qimonda disposal plan.
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Automotive In the second quarter of the 2009
fiscal year revenues of the Automotive segment were
189 million, a decline of 42 percent compared to
324 million in the second quarter of the 2008 fiscal
year, and of 8 percent compared to 206 million
in the first quarter of the 2009 fiscal year. In the second
quarter of the 2009 fiscal year, the revenues in the Automotive
segment decreased compared to the first quarter of the 2009
fiscal year due to the continued decline in demand in the
worldwide automotive market. In the six months ended
March 31, 2009 segment revenues decreased by
38 percent to 395 million, compared to
634 million in the six months ended March 31,
2009. This decrease mainly reflects the continuing demand-driven
worldwide downturn in the automobile market.
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Industrial & Multimarket Revenues
of the Industrial & Multimarket segment in the three
months ended March 31, 2009, were 193 million, a
decline of 30 percent compared to 276 million in
the three months ended March 31, 2008 and of
18 percent compared to 234 million in the three
months ended December 31, 2008. In the second quarter of
the 2009 fiscal year, the revenues in the Industrial &
Multimarket segment decreased compared to the first quarter of
the 2009 fiscal year, driven by continued inventory corrections
in the supply chain as well as low demand in the seasonally weak
quarter. In the first half of our 2009 fiscal year, revenues of
the Industrial & Multimarket segment decreased by
25 percent from 567 million to
427 million compared to the first half of the 2008
fiscal year. This decrease primarily resulted from weak demand
for consumer products as well as inventory adjustments in the
value chain.
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Chip Card & Security In the second
quarter of the 2009 fiscal year revenues of the Chip
Card & Security segment were 80 million, a
decline of 34 percent compared to 121 million in
the second quarter of the 2008 fiscal year and of
12 percent compared to 91 million in the first
quarter of the 2009 fiscal year. In the second quarter of the
2009 fiscal year, the revenues in the Chip Card &
Security segment decreased compared to the first quarter of the
2009 fiscal year, as overall soft demand in most businesses of
the segment due to a weak market environment was only partially
offset by higher revenues in the payment business. In the six
months ended March 31, 2009, revenues of our Chip
Card & Security segment decreased by 28 percent
to 171 million, compared to 237 million in
the six months ended March 31, 2008. This decrease was
mainly driven by decreases in revenues with government
identification and payment & communication
applications.
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Wireless Solutions Revenues of the Wireless
Solutions segment in the three months ended March 31, 2009,
were 204 million, an increase of 4 percent
compared to 197 million in the three months ended
March 31, 2008 and December 31, 2008. The sequential
increase was mainly due to increased demand of some major mobile
phone platform customers for both HSDPA and Ultra Low Cost. In
the six months ended March 31, 2009 revenues of our
Wireless Solutions segment decreased by 11 percent to
401 million, compared to 450 million in
the six months ended March 31, 2008, mainly driven by a
weakened demand due to the economic downturn and resulting
decline in handset sales.
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Wireline Communications In the second quarter
of the 2009 fiscal year revenues of the Wireline Communications
segment were 79 million, a decline of 25 percent
compared to 105 million in the second quarter of the
2008 fiscal year and of 10 percent compared to
88 million in the first quarter of the 2009 fiscal
year. The sequential decrease was primarily driven by the
continued weak market environment and ongoing inventory
corrections in the supply chain. The decline was partly
compensated by a positive impact from 3G infrastructure and Next
Generation Network deployments in China. In the six months ended
March 31, 2009 revenues of our Wireline Communications
segment decreased by 20 percent to 167 million,
compared to 208 million in the six months ended
March 31, 2008. This decrease was mainly driven by the
economic slowdown and inventory corrections in the supply chain.
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Other Operating segments Revenues of other
operating segments decreased by 97 percent from
59 million in the three months ended March 31,
2008, to 2 million in the three months ended
March 31, 2009, and by 92 percent from
123 million in the six months ended March 31,
2008, to
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10 million in the six months ended March 31,
2009. Revenues of other operating segments in the three and six
months ended March 31, 2008 comprised mainly revenues from
sales of wafers from our 200-milimeter facility in Dresden to
Qimonda under a foundry agreement, which revenues have been
eliminated in the Corporate and Eliminations segment. Effective
November 30, 2007, Qimonda canceled the foundry agreement.
The last wafers were delivered to Qimonda in May 2008.
Furthermore, revenues of other operating segments in the three
and six months ended March 31, 2008, included revenues from
our hard disk drive (HDD) business which we sold to
LSI Corporation (LSI) in April 2008.
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Revenue by
Region
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Three months ended
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Six months ended
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March 31,
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March 31,
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2008
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2009
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2008
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2009
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( in millions, except percentages)
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Revenue:
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Germany
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240
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23
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%
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150
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20
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%
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460
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21
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%
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315
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20
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%
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Other Europe
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215
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20
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%
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|
|
141
|
|
|
|
19
|
%
|
|
|
409
|
|
|
|
19
|
%
|
|
|
286
|
|
|
|
18
|
%
|
North America
|
|
|
137
|
|
|
|
13
|
%
|
|
|
69
|
|
|
|
9
|
%
|
|
|
282
|
|
|
|
13
|
%
|
|
|
164
|
|
|
|
11
|
%
|
Asia/Pacific
|
|
|
389
|
|
|
|
37
|
%
|
|
|
351
|
|
|
|
47
|
%
|
|
|
848
|
|
|
|
40
|
%
|
|
|
720
|
|
|
|
46
|
%
|
Japan
|
|
|
50
|
|
|
|
5
|
%
|
|
|
27
|
|
|
|
4
|
%
|
|
|
104
|
|
|
|
5
|
%
|
|
|
72
|
|
|
|
4
|
%
|
Other
|
|
|
18
|
|
|
|
2
|
%
|
|
|
9
|
|
|
|
1
|
%
|
|
|
36
|
|
|
|
2
|
%
|
|
|
20
|
|
|
|
1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,049
|
|
|
|
100
|
%
|
|
|
747
|
|
|
|
100
|
%
|
|
|
2,139
|
|
|
|
100
|
%
|
|
|
1,577
|
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The regional distribution of revenues in the three and six
months ended March 31, 2009, changed compared to the three
and six months ended March 31, 2008, primarily reflecting
changes in the revenues of the segments. The shift in the
regional distribution from Germany, other Europe, and North
America to Asia/Pacific resulted primarily from the significant
revenue decreases of our Automotive segment, whose customers are
based largely in Germany, other Europe and North America.
Furthermore, increased revenues of our Wireless Solutions
segment in Asia/Pacific during the three and six months ended
March 31, 2009, compared to the three and six months ended
March 31, 2008, contributed to the changes in the regional
distribution of revenues.
Cost of Goods
Sold and Gross Profit
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions, except percentages)
|
|
|
Cost of goods sold
|
|
|
685
|
|
|
|
634
|
|
|
|
1,390
|
|
|
|
1,312
|
|
Gross Profit
|
|
|
364
|
|
|
|
113
|
|
|
|
749
|
|
|
|
265
|
|
Percentage of revenues
|
|
|
35
|
%
|
|
|
15
|
%
|
|
|
35
|
%
|
|
|
17
|
%
|
Cost of goods sold decreased in the second quarter of the 2009
fiscal year by 7 percent, or 51 million, to
634 million compared to 685 million in the
second quarter of the 2008 fiscal year, and by 6 percent to
1,312 million in the six months ended March 31,
2009 compared to 1,390 million in the six months
ended March 31, 2008, respectively. Our gross profit
decreased from 364 million in the second quarter of
the 2008 fiscal year to 113 million in the second
quarter of the 2009 fiscal year or as a percentage of revenues
from 35 percent to 15 percent, respectively. As a
percentage of revenue, our gross profit decreased from
35 percent in the six months ended March 31, 2008 to
17 percent in the six months ended March 31, 2009.
This deterioration primarily resulted from lower sales volumes
and higher idle capacity cost.
Research and
Development Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions, except percentages)
|
|
|
Research and development expenses
|
|
|
170
|
|
|
|
122
|
|
|
|
351
|
|
|
|
271
|
|
Percentage of revenues
|
|
|
16
|
%
|
|
|
16
|
%
|
|
|
16
|
%
|
|
|
17
|
%
|
Research and development expenses totaled 122 million
and 271 million in the three and six months ended
March 31, 2009, respectively, compared to
170 million and 351 million in the three
and six
6
months ended March 31, 2008, respectively. This decrease
resulted primarily from cost savings measures which were
implemented under our IFX10+ cost-reduction program.
Additionally, the reversal of bonus provisions and lower bonus
and incentive expenses due to our current results contributed to
the decrease in research and development expenses. As a
percentage of revenues, research and development expenses in the
three and six months ended March 31, 2009, remained broadly
unchanged compared to the three and six months ended
March 31, 2008, respectively, primarily as a result of
lower revenues, and despite lower research and development
expenses.
Selling, General
and Administrative Expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions, except percentages)
|
|
|
Selling, General and Administrative Expense
|
|
|
134
|
|
|
|
110
|
|
|
|
270
|
|
|
|
222
|
|
Percentage of revenues
|
|
|
13
|
%
|
|
|
15
|
%
|
|
|
13
|
%
|
|
|
14
|
%
|
In absolute terms selling, general and administrative expenses
decreased by 24 million and 48 million in
three and six months ended March 31, 2009 compared to the
three and six months ended March 31, 2008, respectively.
These decreases primarily reflected cost savings as a result of
our IFX10+ cost-reduction program. Additionally, the reversal of
bonus provisions and lower bonus and incentive expenses due to
our current results contributed to the decrease of selling,
general and administrative expenses. As a percentage of
revenues, selling, general and administrative expenses increased
from 13 percent in the second quarter of the 2008 fiscal
year to 15 percent in the second quarter of the 2009 fiscal
year, and from 13 percent in the six months ended
March 31, 2008, to 14 percent in the six months ended
March 31, 2009, primarily as a result of lower revenues,
and despite lower selling, general and administrative expenses
in absolute terms.
Other
Items Affecting Earnings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
|
|
|
( in millions)
|
|
|
|
|
|
Other operating income
|
|
|
15
|
|
|
|
15
|
|
|
|
48
|
|
|
|
18
|
|
Other operating expense
|
|
|
(20
|
)
|
|
|
(39
|
)
|
|
|
(39
|
)
|
|
|
(50
|
)
|
Financial income
|
|
|
13
|
|
|
|
21
|
|
|
|
31
|
|
|
|
81
|
|
Financial expense
|
|
|
(48
|
)
|
|
|
(32
|
)
|
|
|
(88
|
)
|
|
|
(88
|
)
|
Income from investments accounted for using the equity method,
net
|
|
|
2
|
|
|
|
2
|
|
|
|
2
|
|
|
|
3
|
|
Other operating income for the three months ended March 31,
2009, remained unchanged compared to the three months ended
March 31, 2008 and included 10 million regarding
expected claims associated with the insolvency of BenQ. Other
operating income in the six months ended March 31, 2008,
included a gain from the sale of 40 percent of our interest
in Infineon Technologies Bipolar GmbH & Co. KG
(Bipolar) to Siemens AG.
Other operating expense increased from 20 million in
the second quarter of the 2008 fiscal year to
39 million in the second quarter of the 2009 fiscal
year and from 39 million in the six months ended
March 31, 2008, to 50 million in the six months
ended March 31, 2009. These increases primarily relate to
the loss on the sale of the SensoNor business of
16 million, which were partly offset by lower
restructuring expenses in the three and six months ended
March 31, 2009. Other operating expense in the six months
ended March 31, 2008, also included an amount of
14 million allocated to purchased in-process research
and development from the acquisition of the mobility product
business of LSI Corporation (LSI) because there was
no future economic benefit from its use or disposal.
Financial income increased by 8 million and
50 million in the three and six months ended
March 31, 2009, compared to the three and six months ended
March 31, 2008. These increases primarily resulted from the
12 million and 48 million gain we realized
in the three and six months ended March 31, 2009, from the
repurchase of notional amounts of our exchangeable subordinated
notes due 2010 and our convertible subordinated notes due 2010.
Financial expenses decreased in the three months ended
March 31, 2009, by 16 million compared to the
three months ended March 31, 2008, mainly due to lower
interest expenses resulting from lower
7
interest rates and lower indebtedness. Furthermore, lower
valuation charges and losses on sales of financial assets
contributed to the decrease of financial expense. In the six
months ended March 31, 2009, financial expense remained
unchanged, as increased valuation charges and losses on sales of
financial assets were nearly offset by reduced interest expenses.
Income from investments accounted for using the equity method,
net for the periods presented consisted of our share in the net
income of Bipolar.
Segment
Result
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
|
|
|
( in millions)
|
|
|
|
|
|
Segment Result:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automotive
|
|
|
25
|
|
|
|
(65
|
)
|
|
|
48
|
|
|
|
(121
|
)
|
Industrial & Multimarket
|
|
|
23
|
|
|
|
(7
|
)
|
|
|
49
|
|
|
|
(5
|
)
|
Chip Card & Security
|
|
|
19
|
|
|
|
(8
|
)
|
|
|
36
|
|
|
|
(9
|
)
|
Wireless Solutions
|
|
|
(16
|
)
|
|
|
(29
|
)
|
|
|
2
|
|
|
|
(73
|
)
|
Wireline Communications
|
|
|
3
|
|
|
|
1
|
|
|
|
7
|
|
|
|
3
|
|
Other Operating Segments
|
|
|
5
|
|
|
|
(3
|
)
|
|
|
7
|
|
|
|
(4
|
)
|
Corporate and Eliminations
|
|
|
8
|
|
|
|
1
|
|
|
|
(2
|
)
|
|
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
67
|
|
|
|
(110
|
)
|
|
|
147
|
|
|
|
(212
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Result development for our operating segments was as
follows:
|
|
|
|
|
Automotive Segment Result decreased from
positive 25 million in the second quarter of the 2008
fiscal year, and from negative 56 million in first
quarter of the 2009 fiscal year to negative
65 million in the second quarter of the 2009 fiscal
year. The sequential decrease was due to the earnings impact of
lower revenues and the negative effects of lower production
levels that were implemented in order to reduce inventories.
Savings from IFX10+ partially prevented from a more negative
result. Segment Result decreased from positive
48 million in the six months ended March 31,
2008 to negative 121 million in the six months ended
March 31, 2009, mainly due to the significant decline in
revenues and higher idle capacity costs which were only
partially offset by savings realized by the segment under the
IFX10+ cost-reduction program.
|
|
|
|
Industrial & Multimarket Segment
Result decreased from positive 23 million in the
second quarter of the 2008 fiscal year to negative
7 million in the second quarter of the 2009 fiscal
year, and from positive 2 million in the first
quarter of the 2009 fiscal year. The sequential decrease
reflects the decline in revenues and lower fab loading that we
implemented to reduce inventory levels. Negative earnings
effects were partially offset by IFX10+ savings and a positive
impact from currency hedging. Segment Result decreased from
positive 49 million in the six months ended
March 31, 2008 to negative 5 million in the six
months ended March 31, 2009. This decrease was mainly
caused by the decline in revenues and an increase in idle
capacity costs which could only be partially offset by savings
realized by the segment under the IFX10+ cost-reduction program.
|
|
|
|
Chip Card & Security Segment Result
decreased from positive 19 million in the second
quarter of the 2008 fiscal year, and from negative
1 million in the first quarter of the 2009 fiscal
year, to negative 8 million in the second quarter of
the 2009 fiscal year. The sequential decrease was in-line with
the revenue decrease and reflected a further decrease in fab
utilization. Savings from the IFX10+ program only partially
offset these effects. Segment Result decreased from positive
36 million in the six months ended March 31,
2008, to negative 9 million in the six months ended
March 31, 2009, mainly due to reduced gross margins in-line
with the revenue decline and accompanied by increased idle
capacity costs. Realized savings under the IFX10+ cost-reduction
program only partially offset these effects.
|
|
|
|
Wireless Solutions Segment Result decreased
from negative 16 million in the second quarter of the
2008 fiscal year, and increased from negative
44 million in the first quarter of the 2009 fiscal
year, to negative 29 million in the second quarter of
the 2009 fiscal year. The sequential increase reflected the
increase in revenues, the positive impact of IFX10+ measures and
improved hedging results. Segment Result decreased from positive
2 million in the six months ended March 31, 2008
to negative 73 million in the six months ended
March 31, 2009. This decrease was mainly due to
|
8
|
|
|
|
|
the significant decline in revenues and an increase in idle
capacity costs which could only be partially offset by the
measures the segment has implemented under the IFX10+
cost-reduction program.
|
|
|
|
|
|
Wireline Communications Segment Result
remained positive at 1 million, but decreased in
comparison to positive 3 million in the second
quarter of the 2008 fiscal year, and to positive
2 million in the first quarter of the 2009 fiscal
year. The Segment Result in the second quarter of the 2009
fiscal year remained positive as the cost reduction efforts
under IFX10+ and the currency development almost offset the
impact from the decline in revenues. Segment Result for the
Wireline Communications segment decreased from positive
7 million in the six months ended March 31, 2008
to positive 3 million in the six months ended
March 31, 2009. The decline resulted from lower revenues
and was partly offset by the measures the segment has
implemented under the IFX10+ cost-reduction program.
|
|
|
|
Other Operating Segments The Segment Result
for our other operating segments in the three and six months
ended March 31, 2009, decreased compared to the three and
six months ended March 31, 2008, primarily due to the
significant decrease in revenues of the other operating segments.
|
The following table provides the reconciliation of the combined
Segment Result to our loss from continuing operations before
income tax:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
|
|
|
( in millions)
|
|
|
|
|
|
Combined Segment Result
|
|
|
67
|
|
|
|
(110
|
)
|
|
|
147
|
|
|
|
(212
|
)
|
Adjusted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset impairments, net of reversals
|
|
|
2
|
|
|
|
(1
|
)
|
|
|
2
|
|
|
|
(1
|
)
|
Restructuring and other related closure cost
|
|
|
(6
|
)
|
|
|
(3
|
)
|
|
|
(9
|
)
|
|
|
(6
|
)
|
Share-based compensation expense
|
|
|
(2
|
)
|
|
|
(1
|
)
|
|
|
(3
|
)
|
|
|
(1
|
)
|
Acquisition-related amortization and losses
|
|
|
(5
|
)
|
|
|
(6
|
)
|
|
|
(14
|
)
|
|
|
(12
|
)
|
Gains (losses) on sales of assets, businesses, or interests in
subsidiaries
|
|
|
(1
|
)
|
|
|
(16
|
)
|
|
|
14
|
|
|
|
(17
|
)
|
Other expense, net
|
|
|
|
|
|
|
(6
|
)
|
|
|
|
|
|
|
(11
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
55
|
|
|
|
(143
|
)
|
|
|
137
|
|
|
|
(260
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Income
|
|
|
13
|
|
|
|
21
|
|
|
|
31
|
|
|
|
81
|
|
Financial Expense
|
|
|
(48
|
)
|
|
|
(32
|
)
|
|
|
(88
|
)
|
|
|
(88
|
)
|
Income from investment accounted for using the equity method, net
|
|
|
2
|
|
|
|
2
|
|
|
|
2
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income tax
|
|
|
22
|
|
|
|
(152
|
)
|
|
|
82
|
|
|
|
(264
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss)
from discontinued operations, net of income taxes
In the six months ended March 31, 2008, loss from
discontinued operations, net of income taxes amounted to
2,543 million and included Qimondas net loss
and an after tax write-down of 1,442 million in order
to remeasure Qimonda to its estimated fair value less costs to
sell as of March 31, 2008. During the six months ended
March 31, 2009, loss from discontinued operations, net of
income taxes, totaled 396 million. This amount was
primarily composed of the realization of accumulated currency
translation effects totaling 188 million and
provisions and allowances of 203 million resulting
from Qimondas insolvency described above. The realization
of accumulated currency translation effects, which were
previously recorded in equity, resulted mainly from
Qimondas sale of its interest in Inotera to Micron in
November 2008 and the deconsolidation of Qimonda in the second
quarter of the 2009 fiscal year. As a result of the insolvency
proceedings of Qimonda, Infineon may face potential liabilities
and allowances in connection with the Qimonda business. The
provisions and allowances recorded as of March 31, 2009
relate only to those matters which management believes are
probable of occurring and can be estimated with reasonable
accuracy at this time. Potential liabilities resulting from
Qimondas insolvency include, among others, pending
antitrust and securities law claims, potential claims for
repayment of governmental subsidies received, and
employee-related contingencies. There can be no assurance that
such provisions
9
and allowances recorded will be sufficient to cover all losses
that may ultimately be incurred in relation to these matters.
The operating losses of Qimonda until deconsolidation, exclusive
of depreciation, amortization and impairment of long-lived
assets, in the first quarter of the 2009 fiscal year were offset
by a 460 million partial reversal of the write-downs
recorded in the 2008 fiscal year to reduce the net assets of
Qimonda to fair value less costs to sell. Such reversal was
recorded due to the fact that Infineon has neither the
obligation nor the intention to provide additional equity
capital to fund the operating losses of Qimonda.
The results of Qimonda presented in the condensed consolidated
statements of operations as discontinued operations consist of
the following components:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009(1)
|
|
|
2008
|
|
|
2009(1)
|
|
|
|
|
|
|
( in millions)
|
|
|
|
|
|
Revenue
|
|
|
412
|
|
|
|
|
|
|
|
925
|
|
|
|
314
|
|
Costs and expenses
|
|
|
(932
|
)
|
|
|
|
|
|
|
(2,014
|
)
|
|
|
(867
|
)
|
Reversal (write-down) of measurement to fair value less costs to
sell
|
|
|
(1,442
|
)
|
|
|
|
|
|
|
(1,442
|
)
|
|
|
460
|
|
Expenses resulting from Qimondas application to open
insolvency proceedings
|
|
|
|
|
|
|
(8
|
)
|
|
|
|
|
|
|
(203
|
)
|
Losses resulting from the realization from accumulated losses
related to unrecognized currency translation effects upon
deconsolidation
|
|
|
|
|
|
|
(100
|
)
|
|
|
|
|
|
|
(100
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, before income taxes
|
|
|
(1,962
|
)
|
|
|
(108
|
)
|
|
|
(2,531
|
)
|
|
|
(396
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(4
|
)
|
|
|
|
|
|
|
(12
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(1,966
|
)
|
|
|
(108
|
)
|
|
|
(2,543
|
)
|
|
|
(396
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
No further information concerning
Qimondas condensed consolidated statements of operations
has been available for the period from January 1, 2009 to
January 23, 2009, the date of the application to commence
insolvency proceedings. Such information, however, would not
have any impact on our condensed consolidated financial
statements of operations.
|
Financial
Condition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
|
|
|
2008
|
|
|
2009
|
|
|
Change
|
|
|
|
( in millions, except percentages)
|
|
|
Current assets
|
|
|
4,648
|
|
|
|
1,883
|
|
|
|
(59
|
)%
|
Thereof: Assets classified as held for disposal
|
|
|
2,129
|
|
|
|
6
|
|
|
|
(100
|
)%
|
Non-current assets
|
|
|
2,334
|
|
|
|
2,094
|
|
|
|
(10
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
6,982
|
|
|
|
3,977
|
|
|
|
(43
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
3,673
|
|
|
|
1,240
|
|
|
|
(66
|
)%
|
Thereof: Liabilities associated with assets classified as held
for disposal
|
|
|
2,123
|
|
|
|
|
|
|
|
(100
|
)%
|
Non-current liabilities
|
|
|
1,148
|
|
|
|
1,034
|
|
|
|
(10
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
4,821
|
|
|
|
2,274
|
|
|
|
(53
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests
|
|
|
70
|
|
|
|
55
|
|
|
|
(21
|
)%
|
Total equity attributable to shareholders of Infineon
Technologies AG
|
|
|
2,091
|
|
|
|
1,648
|
|
|
|
(21
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
2,161
|
|
|
|
1,703
|
|
|
|
(21
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2009, our current assets decreased in
comparison to September 30, 2008, by
2,765 million, which is primarily due to the decrease
in assets held for disposal of 2,123 million due to
the deconsolidation of Qimonda. The remaining decrease in
current assets primarily relates to a decrease of
281 million in trade and other receivables, a
218 million decrease in our gross cash position,
consisting of cash and cash equivalents and available-for-sale
financial assets, and a decrease in inventories of
122 million. Trade and other receivables decreased
primarily as a result of lower revenues during the first
10
half of the 2009 fiscal year. Furthermore, the receipt of
95 million from the German banks deposit
protection fund in the second quarter of the 2009 fiscal year
and increased allowances for doubtful accounts following
Qimondas application to commence insolvency proceedings
contributed to the decrease in trade and other receivables. Our
gross cash position decreased as of March 31, 2009,
compared to September 30, 2008, primarily due to the
repayments of long-term debts of 182 million which
mainly relates to the repurchase of notional amounts of
130 million and 22 million of our
exchangeable subordinated notes due 2010 and our convertible
subordinated notes due 2010, respectively, and
41 million of our syndicated loan. Additionally,
payments of termination benefits and purchases of intangible
assets and property, plant and equipment contributed to the
decrease of our gross cash position, which was partly offset by
the receipt of 95 million from the German banks
deposit protection fund and the contingent consideration of
13 million refunded from TI due to the failure to
achieve the revenue targets of the CPE business.
Non-current assets decreased by 240 million as of
March 31, 2009, compared to September 30, 2008. This
decrease primarily results from a 195 million
decrease in property, plant and equipment, net, mainly as
capital expenditures during the six months ended March, 31,
2009, were lower than depreciation. Furthermore, the sale of the
SensoNor business contributed to the decrease in property, plant
and equipment. Additionally, goodwill and other intangible
assets decreased by 18 million mainly due to the
reduction of goodwill relating to the acquisition of the CPE
business from TI as a result of the contingent consideration of
13 million received from TI. Other financial assets
decreased by 25 million.
As of March 31, 2009, current liabilities decreased by
2,433 million compared to September 30, 2008,
mainly due to the deconsolidation of Qimonda, resulting in a
decrease of liabilities associated with assets classified as
held for disposal of 2,123 million. Furthermore,
trade and other payables decreased as of March 31, 2009, by
204 million compared to September 30, 2008,
mainly resulting from lower trade accounts payables due to lower
purchased services and lower capital expenditures. Also, other
current liabilities decreased by 80 million,
resulting from the decrease of employee related liabilities,
mainly due to payments of termination benefits from our IFX 10+
cost-reduction program and the reduction of liabilities for
bonus payments. Finally, short-term debt and current maturities
of long-term debt decreased by 37 million, mainly as
a result of repayments, while other current financial
liabilities increased by 10 million due to accrued
interest on financial liabilities.
Non-current liabilities decreased as of March 31, 2009, by
114 million compared to September 30, 2008,
primarily due to a decrease of long-term debt of
147 million, which mainly relates to the repurchase
of notional amounts of 130 million and
22 million of our exchangeable subordinated notes due
2010 and our convertible subordinated notes due 2010,
respectively. This decrease was partly offset by a
63 million increase in long-term provisions,
primarily for potential liabilities resulting from
Qimondas insolvency.
Liquidity
|
|
|
|
|
|
|
|
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Net cash provided by (used in) operating activities from
continuing operations
|
|
|
149
|
|
|
|
(65
|
)
|
Net cash provided by (used in) investing activities from
continuing operations
|
|
|
(894
|
)
|
|
|
31
|
|
Net cash used in financing activities from continuing operations
|
|
|
(97
|
)
|
|
|
(180
|
)
|
Net decrease in cash and cash equivalents from discontinued
operations
|
|
|
(197
|
)
|
|
|
(417
|
)
|
Net decrease in cash and cash equivalents
|
|
|
(1,039
|
)
|
|
|
(631
|
)
|
Cash used in operating activities from continuing operations was
65 million for the six months ended March 31,
2009, and reflected mainly the loss from continuing operations
of 266 million less non-cash charges for depreciation
and amortization of 282 million and
16 million resulting from the sale of the SensoNor
business. Cash used in operating activities in the six months
ended March 31, 2009 was negatively impacted by changes in
operating assets and liabilities of 117 million, and
positively impacted by income taxes received of
19 million.
Cash provided by investing activities from continuing operations
was 31 million for the six months ended
March 31, 2009, and primarily resulted from the receipt of
95 million from the German bank deposit protection
fund in the second quarter of the 2009 fiscal year and the
refund of contingent consideration of 13 million from
TI due to the failure to achieve the revenue targets of the CPE
business. Furthermore,
11
proceeds of 10 million from the sale of
available-for-sale financial assets and the consideration
received from the sale of the SensoNor business contributed to
cash provided by investing activities. We used
91 million for the purchases of property, plant and
equipment, and intangible assets.
During the six months ended March, 31, 2009, we made principal
repayments of long-term debt of 182 million, of which
the majority relates to the repurchase of notional amounts of
130 million and 22 million of our
exchangeable subordinated notes due 2010 and our convertible
subordinated notes due 2010, respectively. Additional repayments
of long-term debt amounted to 92 million, mainly
41 million for our syndicated loan.
The net decrease in cash and cash equivalents from discontinued
operations in the six months ended March 31, 2009, consists
primarily of cash used in operating and financing activities of
Qimonda aggregating 398 million and
40 million, respectively. The net cash provided by
investing activities from discontinued operations of 21
million consists primarily of cash received by Qimonda in
connection with the sale of Inotera to Micron in November 2008
for US$400 million (approximately 296 million),
partially offset by the cash and cash equivalents of Qimonda as
of January 23, 2009, of 286 million.
Free cash flow from continuing operations, representing cash
flows from operating and investing activities from continuing
operations, excluding purchases or sales of available-for-sale
financial assets, was negative 44 million for the six
months ended March 31, 2009, an improvement from negative
328 million for the six months ended March 31,
2008. Free cash flow during the first half of the 2008 fiscal
year included higher cash used in investing activities from
continuing operations, due to the acquisition of the mobility
products business from LSI and higher capital expenditures,
which were only partly offset by higher cash provided from
operating activities from continuing operations.
Our gross cash position as of March 31, 2009, representing
cash and cash equivalents and available-for-sale financial
assets, decreased to 665 million from
883 million as of September 30, 2008, primarily
reflecting the cash used in operating and financing activities
from continuing operations. Our net cash position as of
March 31, 2009, defined as gross cash position less short
and long-term debt was negative 321 million, a
decrease of 34 million from September 30, 2008,
mainly reflecting cash used in operating activities, which was
only partly offset by the effect on our net cash position of the
repurchase of exchangeable subordinated notes due 2010 and our
convertible subordinated notes due 2010, respectively, net of
accretion for the exchangeable and convertible subordinated
notes.
12
Employees
The following table indicates the composition of our workforce
by function and region at the dates shown:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
|
|
|
2008
|
|
|
2009
|
|
|
Change
|
|
|
Function:
|
|
|
|
|
|
|
|
|
|
|
|
|
Production
|
|
|
19,358
|
|
|
|
17,080
|
|
|
|
(12
|
)%
|
Research & Development
|
|
|
6,273
|
|
|
|
6,019
|
|
|
|
(4
|
)%
|
Sales & Marketing
|
|
|
1,905
|
|
|
|
1,742
|
|
|
|
(9
|
)%
|
Administrative
|
|
|
1,583
|
|
|
|
1,521
|
|
|
|
(4
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
29,119
|
|
|
|
26,362
|
|
|
|
(9
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Region:
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
|
10,053
|
|
|
|
9,361
|
|
|
|
(7
|
)%
|
Europe
|
|
|
5,192
|
|
|
|
4,610
|
|
|
|
(11
|
)%
|
North America
|
|
|
821
|
|
|
|
745
|
|
|
|
(9
|
)%
|
Asia/Pacific
|
|
|
12,897
|
|
|
|
11,501
|
|
|
|
(11
|
)%
|
Japan
|
|
|
156
|
|
|
|
145
|
|
|
|
(7
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
29,119
|
|
|
|
26,362
|
|
|
|
(9
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During the first half of our 2009 fiscal year, workforce
decreased in all functions and regions primarily as a result of
our IFX10+ cost-reduction program, as well as a result of the
sale of the SensoNor business.
Outlook
Industry
Environment
In the first quarter of 2009 calendar year, the global economic
downturn continued. The International Monetary Fund now predicts
the global economy will contract in calendar year 2009. However,
the International Monetary Fund still projects global growth
will experience a modest recovery in the 2010 calendar year.
The global economic crisis also affected the global
semiconductor market in the first quarter of the 2009 calendar
year. The market contracted 30 percent (in U.S. dollar
terms) compared to the first quarter of the 2008 calendar year
according to World Semiconductor Trade Statistics (WSTS). For
the 2009 calendar year, market experts predict a sharp fall in
revenues and have repeatedly revised their revenue growth
expectations downwards for the global semiconductor market. For
the 2009 calendar year, iSuppli Corporation currently projects a
decline of 21 percent in worldwide semiconductor revenues.
The latest forecasts of a range of reputable market research
firms are between minus 17 percent (IC Insights, Inc.) and
minus 28 percent (Future Horizons Ltd.). In 2010, these
market research firms generally predict revenues will rise again
in line with a recovering world economy.
Outlook for the
third quarter of the 2009 fiscal year and update on our outlook
for the 2009 fiscal year
Although visibility still remains limited, we expect group
revenues for the third quarter of the 2009 fiscal year to
increase by approximately 10 percent compared to the second
quarter of the 2009 fiscal year. The increase in revenues will
be within all segments, but driven in particular by the Wireless
Solutions segment.
We reduced inventories during the second quarter of the 2009
fiscal year. Given this reduction and given some signs of
stabilization in the demand environment, we can carefully adjust
production back to levels more commensurate with current
shipments and customer forecasts. Together with the benefits of
higher sales levels and further cost reductions, we therefore
expect combined Segment Result to improve in the third quarter
of the 2009 fiscal year, with negative mid-to-high single-digit
combined Segment Result margin.
Considerable uncertainties regarding the developments in the
fourth quarter of the 2009 fiscal year remain. However, given
results for the first six months and the outlook for the third
quarter of the 2009 fiscal year, we expect revenues for the 2009
fiscal year to decrease by more than 20 percent compared to
the 2008 fiscal year. We continue to expect combined Segment
Result to decrease significantly and to be negative.
13
We have reduced further our capital expenditure budget,
including capitalized intangible assets, for the 2009 fiscal
year, which is now expected to be in the range of
170 million to 190 million, down from an
already reduced budget of 250 million at the start of
the fiscal year and compared to 370 million in the
prior fiscal year. Depreciation and amortization is expected to
be around 500 million, up from the planned level of
about 450 million at the beginning of the 2009 fiscal
year.
Risks and
Opportunities
We are exposed to a number of risks as a result of the high
volatility of the semiconductor business, its international
orientation and its wide product range. Such risks include, but
are not limited to, broader economic developments, including the
duration and depth of the current economic downturn; trends in
demand and prices for semiconductors generally and for our
products in particular, as well as for the end-products, such as
automobiles and consumer electronics, that incorporate our
products; the success of our development efforts, both alone and
with partners; the success of our efforts to introduce new
production processes at our facilities; the actions of
competitors; the availability of funds, including for the
re-financing of our indebtedness; the outcome of antitrust
investigations and litigation matters; the effects of currency
fluctuations, primarily between the U.S. dollar and the
Euro, the outcome of Qimondas insolvency proceedings,
including potential liabilities related to the Qimonda
insolvency, including pending antitrust and related securities
law claims, the potential repayment of governmental subsidies
received, employee-related contingencies and other matters; as
well as the other factors mentioned herein and those described
in our Annual Report for the 2008 fiscal year. To minimize the
negative impact of these risks, we continuously optimize our
company-wide risk and opportunity management system. For more
detailed information on risks and opportunities and their
potential effect on our business, financial condition or results
of operations, please refer to our Annual Report for the 2008
fiscal year.
14
Infineon
Technologies AG and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
For the three months ended March 31, 2008 and 2009
(in millions, except for per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2009
|
|
|
|
( millions)
|
|
|
( millions)
|
|
|
($ millions)
|
|
Revenue
|
|
|
1,049
|
|
|
|
747
|
|
|
|
994
|
|
Cost of goods sold
|
|
|
(685
|
)
|
|
|
(634
|
)
|
|
|
(844
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
364
|
|
|
|
113
|
|
|
|
150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development expenses
|
|
|
(170
|
)
|
|
|
(122
|
)
|
|
|
(162
|
)
|
Selling, general and administrative expenses
|
|
|
(134
|
)
|
|
|
(110
|
)
|
|
|
(146
|
)
|
Other operating income
|
|
|
15
|
|
|
|
15
|
|
|
|
20
|
|
Other operating expense
|
|
|
(20
|
)
|
|
|
(39
|
)
|
|
|
(52
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
55
|
|
|
|
(143
|
)
|
|
|
(190
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
13
|
|
|
|
21
|
|
|
|
28
|
|
Financial expense
|
|
|
(48
|
)
|
|
|
(32
|
)
|
|
|
(43
|
)
|
Income from investments accounted for using the equity method,
net
|
|
|
2
|
|
|
|
2
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income taxes
|
|
|
22
|
|
|
|
(152
|
)
|
|
|
(202
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax (expense) benefit
|
|
|
(11
|
)
|
|
|
2
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
|
11
|
|
|
|
(150
|
)
|
|
|
(199
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(1,966
|
)
|
|
|
(108
|
)
|
|
|
(144
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(1,955
|
)
|
|
|
(258
|
)
|
|
|
(343
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests
|
|
|
(432
|
)
|
|
|
(19
|
)
|
|
|
(25
|
)
|
Shareholders of Infineon Technologies AG
|
|
|
(1,523
|
)
|
|
|
(239
|
)
|
|
|
(318
|
)
|
Basic and diluted earnings (loss) per share attributable to
shareholders of Infineon Technologies AG (in Euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings (loss) per share from continuing
operations
|
|
|
0.01
|
|
|
|
(0.20
|
)
|
|
|
(0.27
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share from discontinued operations
|
|
|
(2.04
|
)
|
|
|
(0.12
|
)
|
|
|
(0.16
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share
|
|
|
(2.03
|
)
|
|
|
(0.32
|
)
|
|
|
(0.43
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
15
Infineon
Technologies AG and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
For the six months ended March 31, 2008 and 2009
(in millions, except for per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2009
|
|
|
|
( millions)
|
|
|
( millions)
|
|
|
($ millions)
|
|
Revenue
|
|
|
2,139
|
|
|
|
1,577
|
|
|
|
2,099
|
|
Cost of goods sold
|
|
|
(1,390
|
)
|
|
|
(1,312
|
)
|
|
|
(1,746
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
749
|
|
|
|
265
|
|
|
|
353
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development expenses
|
|
|
(351
|
)
|
|
|
(271
|
)
|
|
|
(361
|
)
|
Selling, general and administrative expenses
|
|
|
(270
|
)
|
|
|
(222
|
)
|
|
|
(295
|
)
|
Other operating income
|
|
|
48
|
|
|
|
18
|
|
|
|
24
|
|
Other operating expense
|
|
|
(39
|
)
|
|
|
(50
|
)
|
|
|
(67
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
137
|
|
|
|
(260
|
)
|
|
|
(346
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
31
|
|
|
|
81
|
|
|
|
108
|
|
Financial expense
|
|
|
(88
|
)
|
|
|
(88
|
)
|
|
|
(117
|
)
|
Income from investments accounted for using the equity method,
net
|
|
|
2
|
|
|
|
3
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income taxes
|
|
|
82
|
|
|
|
(264
|
)
|
|
|
(351
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(23
|
)
|
|
|
(2
|
)
|
|
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
|
59
|
|
|
|
(266
|
)
|
|
|
(354
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(2,543
|
)
|
|
|
(396
|
)
|
|
|
(527
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(2,484
|
)
|
|
|
(662
|
)
|
|
|
(881
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests
|
|
|
(552
|
)
|
|
|
(49
|
)
|
|
|
(65
|
)
|
Shareholders of Infineon Technologies AG
|
|
|
(1,932
|
)
|
|
|
(613
|
)
|
|
|
(816
|
)
|
Basic and diluted earnings (loss) per share attributable to
shareholders of Infineon Technologies AG (in Euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings (loss) per share from continuing
operations
|
|
|
0.06
|
|
|
|
(0.36
|
)
|
|
|
(0.48
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share from discontinued operations
|
|
|
(2.64
|
)
|
|
|
(0.46
|
)
|
|
|
(0.61
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share
|
|
|
(2.58
|
)
|
|
|
(0.82
|
)
|
|
|
(1.09
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements
16
Infineon
Technologies AG and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
September 30, 2008 and March 31, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2009
|
|
|
|
( millions)
|
|
|
( millions)
|
|
|
($ millions)
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
749
|
|
|
|
532
|
|
|
|
708
|
|
Available-for-sale financial assets
|
|
|
134
|
|
|
|
133
|
|
|
|
177
|
|
Trade and other receivables
|
|
|
799
|
|
|
|
518
|
|
|
|
689
|
|
Inventories
|
|
|
665
|
|
|
|
543
|
|
|
|
723
|
|
Income tax receivable
|
|
|
29
|
|
|
|
12
|
|
|
|
16
|
|
Other current financial assets
|
|
|
19
|
|
|
|
38
|
|
|
|
51
|
|
Other current assets
|
|
|
124
|
|
|
|
101
|
|
|
|
134
|
|
Assets classified as held for disposal
|
|
|
2,129
|
|
|
|
6
|
|
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
4,648
|
|
|
|
1,883
|
|
|
|
2,506
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment
|
|
|
1,310
|
|
|
|
1,115
|
|
|
|
1,484
|
|
Goodwill and other intangible assets
|
|
|
443
|
|
|
|
425
|
|
|
|
565
|
|
Investments accounted for using the equity method
|
|
|
20
|
|
|
|
23
|
|
|
|
31
|
|
Deferred tax assets
|
|
|
400
|
|
|
|
403
|
|
|
|
536
|
|
Other financial assets
|
|
|
133
|
|
|
|
108
|
|
|
|
144
|
|
Other assets
|
|
|
28
|
|
|
|
20
|
|
|
|
27
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
6,982
|
|
|
|
3,977
|
|
|
|
5,293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term debt and current maturities of long-term debt
|
|
|
207
|
|
|
|
170
|
|
|
|
226
|
|
Trade and other payables
|
|
|
506
|
|
|
|
302
|
|
|
|
402
|
|
Current provisions
|
|
|
424
|
|
|
|
418
|
|
|
|
556
|
|
Income tax payable
|
|
|
87
|
|
|
|
94
|
|
|
|
125
|
|
Other current financial liabilities
|
|
|
63
|
|
|
|
73
|
|
|
|
97
|
|
Other current liabilities
|
|
|
263
|
|
|
|
183
|
|
|
|
244
|
|
Liabilities associated with assets classified as held for diposal
|
|
|
2,123
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
3,673
|
|
|
|
1,240
|
|
|
|
1,650
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
963
|
|
|
|
816
|
|
|
|
1,086
|
|
Pension plans and similar commitments
|
|
|
43
|
|
|
|
37
|
|
|
|
49
|
|
Deferred tax liabilities
|
|
|
19
|
|
|
|
15
|
|
|
|
20
|
|
Long-term provisions
|
|
|
27
|
|
|
|
90
|
|
|
|
120
|
|
Other financial liabilities
|
|
|
20
|
|
|
|
3
|
|
|
|
4
|
|
Other liabilities
|
|
|
76
|
|
|
|
73
|
|
|
|
97
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
4,821
|
|
|
|
2,274
|
|
|
|
3,026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary share capital
|
|
|
1,499
|
|
|
|
1,499
|
|
|
|
1,995
|
|
Additional paid-in capital
|
|
|
6,008
|
|
|
|
6,009
|
|
|
|
7,997
|
|
Accumulated deficit
|
|
|
(5,252
|
)
|
|
|
(5,865
|
)
|
|
|
(7,805
|
)
|
Other components of equity
|
|
|
(164
|
)
|
|
|
5
|
|
|
|
7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity attributable to shareholders of Infineon
Technologies AG
|
|
|
2,091
|
|
|
|
1,648
|
|
|
|
2,194
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests
|
|
|
70
|
|
|
|
55
|
|
|
|
73
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
2,161
|
|
|
|
1,703
|
|
|
|
2,267
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
6,982
|
|
|
|
3,977
|
|
|
|
5,293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
17
Infineon
Technologies AG and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
For the six months ended March 31, 2008 and 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2009
|
|
|
|
( millions)
|
|
|
( millions)
|
|
|
($ millions)
|
|
Net loss
|
|
|
(2,484
|
)
|
|
|
(662
|
)
|
|
|
(881
|
)
|
Less: net loss from discontinued operations
|
|
|
2,543
|
|
|
|
396
|
|
|
|
527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net loss to cash provided by (used in)
operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
287
|
|
|
|
282
|
|
|
|
375
|
|
Provision for doubtful accounts
|
|
|
(1
|
)
|
|
|
(1
|
)
|
|
|
(1
|
)
|
Losses (gains) on sales of businesses and interests in
subsidiaries
|
|
|
(28
|
)
|
|
|
16
|
|
|
|
21
|
|
Losses on disposals of property, plant, and equipment
|
|
|
14
|
|
|
|
|
|
|
|
|
|
Income from investments accounted for using the equity method
|
|
|
(2
|
)
|
|
|
(3
|
)
|
|
|
(4
|
)
|
Impairment charges
|
|
|
|
|
|
|
1
|
|
|
|
1
|
|
Stock-based compensation
|
|
|
3
|
|
|
|
1
|
|
|
|
1
|
|
Deferred income taxes
|
|
|
7
|
|
|
|
(1
|
)
|
|
|
(1
|
)
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables
|
|
|
9
|
|
|
|
161
|
|
|
|
214
|
|
Inventories
|
|
|
(31
|
)
|
|
|
124
|
|
|
|
165
|
|
Other current assets
|
|
|
(28
|
)
|
|
|
(21
|
)
|
|
|
(28
|
)
|
Trade and other payables
|
|
|
(123
|
)
|
|
|
(196
|
)
|
|
|
(261
|
)
|
Provisions
|
|
|
(56
|
)
|
|
|
(113
|
)
|
|
|
(150
|
)
|
Other current liabilities
|
|
|
6
|
|
|
|
(68
|
)
|
|
|
(90
|
)
|
Other assets and liabilities
|
|
|
28
|
|
|
|
(4
|
)
|
|
|
(5
|
)
|
Interest received
|
|
|
14
|
|
|
|
15
|
|
|
|
20
|
|
Interest paid
|
|
|
(13
|
)
|
|
|
(11
|
)
|
|
|
(15
|
)
|
Income tax received
|
|
|
4
|
|
|
|
19
|
|
|
|
25
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities from
continuing operations
|
|
|
149
|
|
|
|
(65
|
)
|
|
|
(87
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities from discontinued
operations
|
|
|
(270
|
)
|
|
|
(398
|
)
|
|
|
(530
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities
|
|
|
(121
|
)
|
|
|
(463
|
)
|
|
|
(617
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of available-for-sale financial assets
|
|
|
(497
|
)
|
|
|
|
|
|
|
|
|
Proceeds from sales of available-for-sale financial assets
|
|
|
80
|
|
|
|
10
|
|
|
|
13
|
|
Proceeds from sales of businesses and interests in subsidiaries
|
|
|
36
|
|
|
|
4
|
|
|
|
5
|
|
Business acquisitions, net of cash acquired
|
|
|
(321
|
)
|
|
|
13
|
|
|
|
17
|
|
Purchases of intangible assets, and other assets
|
|
|
(26
|
)
|
|
|
(22
|
)
|
|
|
(29
|
)
|
Purchases of property, plant and equipment
|
|
|
(170
|
)
|
|
|
(69
|
)
|
|
|
(92
|
)
|
Proceeds from sales of property, plant and equipment, and other
assets
|
|
|
4
|
|
|
|
95
|
|
|
|
127
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by investing activities from
continuing operations
|
|
|
(894
|
)
|
|
|
31
|
|
|
|
41
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities from
discontinued operations
|
|
|
(127
|
)
|
|
|
21
|
|
|
|
28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
(1,021
|
)
|
|
|
52
|
|
|
|
69
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in short-term debt
|
|
|
(68
|
)
|
|
|
13
|
|
|
|
17
|
|
Net change in related party financial receivables and payables
|
|
|
(8
|
)
|
|
|
(1
|
)
|
|
|
(1
|
)
|
Proceeds from issuance of long-term debt
|
|
|
107
|
|
|
|
1
|
|
|
|
1
|
|
Principal repayments of long-term debt
|
|
|
(52
|
)
|
|
|
(182
|
)
|
|
|
(241
|
)
|
Dividend payments to minority interests
|
|
|
(76
|
)
|
|
|
(6
|
)
|
|
|
(8
|
)
|
Capital contribution
|
|
|
|
|
|
|
(5
|
)
|
|
|
(7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities from continuing operations
|
|
|
(97
|
)
|
|
|
(180
|
)
|
|
|
(239
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities from
discontinued operations
|
|
|
200
|
|
|
|
(40
|
)
|
|
|
(53
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
103
|
|
|
|
(220
|
)
|
|
|
(292
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(1,039
|
)
|
|
|
(631
|
)
|
|
|
(840
|
)
|
Effect of foreign exchange rate changes on cash and cash
equivalents
|
|
|
(14
|
)
|
|
|
(7
|
)
|
|
|
(9
|
)
|
Cash and cash equivalents at beginning of period
|
|
|
1,809
|
|
|
|
1,170
|
|
|
|
1,557
|
|
Cash and cash equivalents at end of period
|
|
|
756
|
|
|
|
532
|
|
|
|
708
|
|
Less: Cash and cash equivalents at end of period from
discontinued operations
|
|
|
529
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period from continuing
operations
|
|
|
227
|
|
|
|
532
|
|
|
|
708
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated
financial statements.
19
Infineon
Technologies AG and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
Condensed Consolidated Changes in Equity (Unaudited)
For the six months ended March 31, 2008 and 2009
(in millions of euro, except for share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Total equity
|
|
|
|
|
|
|
|
|
|
Issued
|
|
|
Additional
|
|
|
|
|
|
currency
|
|
|
gain (loss)
|
|
|
gain (loss) on
|
|
|
attributable to
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
paid-in
|
|
|
Accumulated
|
|
|
translation
|
|
|
on
|
|
|
cash flow
|
|
|
shareholders of
|
|
|
Minority
|
|
|
Total
|
|
|
|
Shares
|
|
|
Amount
|
|
|
capital
|
|
|
deficit
|
|
|
adjustment
|
|
|
securities
|
|
|
hedge
|
|
|
Infineon AG
|
|
|
interests
|
|
|
equity
|
|
Balance as of October 1, 2007
|
|
|
749,728,635
|
|
|
|
1,499
|
|
|
|
6,002
|
|
|
|
(2,328
|
)
|
|
|
(106
|
)
|
|
|
(6
|
)
|
|
|
(17
|
)
|
|
|
5,044
|
|
|
|
960
|
|
|
|
6,004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income and expense recognized in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,932
|
)
|
|
|
(87
|
)
|
|
|
(9
|
)
|
|
|
25
|
|
|
|
(2,003
|
)
|
|
|
(576
|
)
|
|
|
(2,579
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of ordinary shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of stock options
|
|
|
13,450
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation
|
|
|
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
|
4
|
|
Other changes in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(76
|
)
|
|
|
(76
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of March 31, 2008
|
|
|
749,742,085
|
|
|
|
1,499
|
|
|
|
6,006
|
|
|
|
(4,260
|
)
|
|
|
(193
|
)
|
|
|
(15
|
)
|
|
|
8
|
|
|
|
3,045
|
|
|
|
308
|
|
|
|
3,353
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of October 1, 2008
|
|
|
749,742,085
|
|
|
|
1,499
|
|
|
|
6,008
|
|
|
|
(5,252
|
)
|
|
|
(142
|
)
|
|
|
(3
|
)
|
|
|
(19
|
)
|
|
|
2,091
|
|
|
|
70
|
|
|
|
2,161
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income and expense recognized in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(613
|
)
|
|
|
157
|
|
|
|
2
|
|
|
|
10
|
|
|
|
(444
|
)
|
|
|
(10
|
)
|
|
|
(454
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
Other changes in equity
|
|
|
|
|
|
|
|
|
|
|
(1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1
|
)
|
|
|
(5
|
)
|
|
|
(6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of March 31, 2009
|
|
|
749,742,085
|
|
|
|
1,499
|
|
|
|
6,009
|
|
|
|
(5,865
|
)
|
|
|
15
|
|
|
|
(1
|
)
|
|
|
(9
|
)
|
|
|
1,648
|
|
|
|
55
|
|
|
|
1,703
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
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 and six months ended March 31, 2008 and 2009,
have been prepared in accordance with International Financial
Reporting Standards (IFRS) and its interpretations
issued by the International Accounting Standards Board
(IASB), as adopted by the European Union
(EU). The accompanying condensed consolidated
financial statements also comply with IFRS as issued by the
IASB. The accompanying condensed consolidated financial
statements have been prepared in compliance with IAS 34
Interim financial reporting. 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, 2008 was derived from audited financial
statements, it does not include all disclosures required by
IFRS. The accompanying condensed consolidated financial
statements should be read in conjunction with the audited
consolidated financial statements prepared in accordance with
IFRS, as adopted by the EU as of and for the period ended
September 30, 2008. The accounting policies applied in
preparing the accompanying condensed consolidated financial
statements are consistent with those for the year ended
September 30, 2008 (see note 2).
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 for 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 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 Euro (or )
except where otherwise stated. The accompanying condensed
consolidated balance sheet as of March 31, 2009, and the
condensed consolidated statements of operations for the three
and six months then ended, and the condensed consolidated
statements of income and expense recognized in equity for the
six months then ended, as well as the condensed consolidated
statement of cash flows for the six months then ended are also
presented in U.S. dollars ($), solely for the
convenience of the reader, at the rate of 1 = $1.3308, the
European Central Bank reference rate on March 31, 2009.
Certain amounts in the prior period condensed consolidated
financial statements and notes have been reclassified to conform
to the current period presentation. Effective October 1,
2008, the Company reorganized its core business into five
operating segments: Automotive, Industrial &
Multimarket, Chip Card & Security, Wireless Solutions,
and Wireline Communications.
|
|
2.
|
Standards and
Interpretations Issued but Not Yet Adopted
|
In September 2007, the IASB issued an amendment to IAS 1,
Presentation of Financial Statements. The
revision is aimed at improving users ability to analyze
and compare the information given in financial statements. IAS 1
sets overall requirements for the presentation of financial
statements, guidelines for their structure and minimum
requirements for their content. The revised IAS 1 resulted in
consequential amendments to other statements and
interpretations. The revision of IAS 1 will be effective for the
Company for the fiscal year beginning October 1, 2009, with
early adoption permitted. The EU has endorsed the amendment to
IAS 1. The Company is currently evaluating the potential effects
of IAS 1.
In January 2008, the IASB published the amended standards IFRS
3, Business Combinations, (IFRS 3
(2008)) and IAS 27, Consolidated and Separate
Financial Statements (IAS 27 (2008)).
Neither standard has been endorsed by the EU yet.
IFRS 3 (2008) reconsiders the application of acquisition
accounting for business combinations. Major changes relate to
the measurement of non-controlling interests, the accounting for
business combinations achieved in stages as well as the
treatment of contingent consideration and acquisition-related
costs. Based on the new standard, non-controlling interests may
be measured at their fair value (full-goodwill-
21
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
methodology) or at the proportional fair value of assets
acquired and liabilities assumed. In business combinations
achieved in stages, any previously held equity interest in the
acquiree is remeasured to its acquisition date fair value. Any
changes to contingent consideration classified as a liability at
the acquisition date are recognized in profit and loss.
Acquisition-related costs are expensed in the period incurred.
Major changes in relation to IAS 27 (2008) relate to the
accounting for transactions which do not result in a change of
control as well as for those leading to a loss of control. If
there is no loss of control, transactions with non-controlling
interests are accounted for as equity transactions not affecting
profit and loss. At the date control is lost, any retained
equity interests are remeasured to fair value. Based on the
amended standard, non-controlling interests may show a deficit
balance since both profits and losses are allocated to the
shareholders based on their equity interests.
The amended standards are effective for business combinations
for the Company for the fiscal year beginning October 1,
2009. The Company is currently evaluating the potential effects
of IFRS 3 (2008) and IAS 27 (2008).
On July 31, 2007, the Company acquired Texas Instruments
Inc.s (TI) DSL Customer Premises Equipment
(CPE) business for cash consideration of
45 million. The purchase price was subject to an
upward or downward contingent consideration adjustment of up to
$16 million, based on negotiated revenue targets of the CPE
business. Due to the failure to achieve the negotiated revenue
targets of the CPE business during the nine months following the
acquisition date, the cash consideration has been adjusted
downward by an amount of 13 million, and the amount
of 13 million was reimbursed by TI. Accordingly, the
Company allocated the adjustment of the purchase price to
goodwill.
On October 24, 2007, the Company completed the acquisition
of the mobility products business of LSI Corporation
(LSI) for cash consideration of
316 million ($450 million) plus transaction
costs. As part of the acquisition, an amount of
14 million was allocated to purchased in-process
research and development based on discounted estimated future
cash flows over the respective estimated useful life. During the
three months ended December 31, 2007, this amount was
expensed as other operating expense, because there was no future
economic benefit from its use or disposal. The purchase price
was subject to a contingent performance-based payment of up to
$50 million based on the relevant revenues in the
measurement period following the completion of the transaction
and ending December 31, 2008. Due to the lower revenues
during the measurement period, no performance-based payment has
been paid.
On April 28, 2008, the Company acquired Primarion Inc.,
Torrance, California (Primarion) for cash
consideration of 32 million ($50 million) plus a
contingent performance-based payment of up to $30 million.
The assets acquired and liabilities assumed were recorded at
their estimated fair values as of the date of acquisition. As a
result of a lawsuit filed against Primarion subsequent to the
acquisition, the Company reassessed the estimated fair value of
the liabilities assumed. The adjustment resulted in a decrease
of the net assets acquired by 4 million with a
corresponding increase in goodwill.
4. Divestitures
and Discontinued Operations
High Power
Bipolar Business
On September 28, 2007, the Company entered into a joint
venture agreement with Siemens AG (Siemens).
Effective September 30, 2007, the Company contributed all
assets and liabilities of its high power bipolar business
(including licenses, patents, and front-end and back-end
production assets) to a newly formed legal entity called
Infineon Technologies Bipolar GmbH & Co. KG
(Bipolar) and Siemens subsequently acquired a
40 percent interest in Bipolar for 37 million.
The transaction received regulatory approval and subsequently
closed on November 30, 2007. As a result of the sale, the
Company realized a gain before tax of 32 million
which was recorded in other operating income during the fiscal
year ended September 30, 2008. The joint venture agreement
grants Siemens certain contractual participating rights which
inhibit the Company from exercising control over Bipolar.
Accordingly, the Company accounts for the retained interest in
Bipolar under the equity method of accounting.
22
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
Qimonda
During the 2008 fiscal year, the Company committed to a plan to
dispose of Qimonda. As a consequence, the assets and liabilities
of Qimonda have been reclassified as held for disposal in the
condensed consolidated balance sheet as of September 30,
2008. The results of Qimonda are reported as discontinued
operations in the Companys condensed consolidated
statements of operations for all periods presented. In addition,
the Company recorded after tax write-downs totaling
1,475 million during the 2008 fiscal year. Pursuant
to IFRS 5, Non- current Assets Held for Sale and
Discontinued Operations, the recognition of
depreciation and amortization expense and impairments of
long-lived asset recorded by Qimonda ceased as March 31,
2008.
On January 23, 2009, Qimonda and its wholly owned
subsidiary Qimonda Dresden GmbH & Co. oHG filed an
application at the Munich Local Court to commence insolvency
proceedings. As a result of this application, the Company
deconsolidated Qimonda in accordance with IAS 27
Consolidated and Separate Financial
Statements during the second quarter of the 2009
fiscal year. On April 1, 2009, the insolvency proceedings
formally opened.
The results presented for Qimonda until deconsolidation are
based on preliminary results provided by Qimonda prior to the
filing by Qimonda and Qimonda Dresden GmbH & Co. oHG
for insolvency protection in the Munich Local Court on
January 23, 2009, and were prepared on a going concern
basis. Liquidation basis financial statements that would be
required when the going concern assumption is not assured are
not available from Qimonda. There can be no assurance that
individually the assets and liabilities held for disposal would
not be materially different if presented on a liquidation basis;
however, as the net assets of Qimonda that are held for disposal
are valued at the fair value less costs to sell, the net value
presented in these condensed consolidated financial statements
would not be impacted.
As a result of the deconsolidation, the Company recognized
accumulated losses related to unrecognized currency translation
effects related to Qimonda which are recorded in the
Companys shareholders equity in an amount of
100 million. The recognition of these accumulated
losses has no impact on Infineons shareholders
equity. As a result of the deconsolidation, the Company
accounted for the retained interest in Qimonda of
77.5 percent as a financial asset, classified as an asset
held for disposal.
Loss from discontinued operations, net of income taxes, for the
six months ended March 31, 2008, includes the results of
Qimonda and the recorded after tax write-downs totaling
1,442 million, in order to remeasure Qimonda to its
estimated fair value less costs to sell as of March 31,
2008. Loss from discontinued operations, net of income taxes
recognized during the six months ended March 31, 2009,
includes the realization of currency translation effects, not
included in the disposal group, from Qimondas sale of its
interest in Inotera Memories Inc. (Inotera) to
Micron Technology, Inc. (Micron) of
88 million, the realization of accumulated losses
related to unrecognized currency translation effects related to
the deconsolidation of Qimonda in an amount of
100 million, and provisions and allowances of
203 million in connection with Qimondas
insolvency. While these amounts relate to the Qimonda business
they are not included in the assets and liabilities classified
as held for disposal. The operating losses of Qimonda until
deconsolidation, exclusive of depreciation, amortization and
impairment of long-lived assets, in the first quarter of the
2009 fiscal year were offset by a partial reversal of
460 million of the write-downs recorded in the 2008
fiscal year to reduce the net assets of Qimonda to fair value
less costs to sell. Such reversal was recorded due to the fact
that Infineon has neither the obligation nor the intention to
provide additional equity capital to fund the operating losses
of Qimonda.
The commencement of insolvency proceedings by Qimonda exposed
Infineon to potential liabilities and allowances arising in
connection with the Qimonda business. Potential liabilities in
connection with Qimondas insolvency filing include, among
others, pending antitrust and securities law claims, potential
claims for repayment of governmental subsidies received, and
employee-related contingencies. The Company recorded additional
provisions and allowances of 195 million as of
December 31, 2008 in this regard. In the three months ended
March 31, 2009, the Company adjusted its initial recorded
provisions and allowances by an additional 8 million.
The recorded additional provisions and allowances as of
March 31, 2009, relate to those issues which management
believes are probable of occurring and can be estimated with
reasonable accuracy at this time. These additional provisions
and allowances were recognized in loss from discontinued
operations, net of income taxes in the three and six months
ended
23
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
March 31, 2009. There can be no assurance that such
provisions and allowances recorded will be sufficient to cover
all liabilities that may ultimately be incurred in relation to
these matters.
The results of Qimonda presented in the condensed consolidated
statements of operations as discontinued operations consist of
the following components:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009(1)
|
|
|
2008
|
|
|
2009(1)
|
|
|
|
( in millions)
|
|
|
Revenue
|
|
|
412
|
|
|
|
|
|
|
|
925
|
|
|
|
314
|
|
Costs and expenses
|
|
|
(932
|
)
|
|
|
|
|
|
|
(2,014
|
)
|
|
|
(867
|
)
|
Reversal (write-down) of measurement to fair value less costs to
sell
|
|
|
(1,442
|
)
|
|
|
|
|
|
|
(1,442
|
)
|
|
|
460
|
|
Expenses resulting from Qimondas application to open
insolvency proceedings
|
|
|
|
|
|
|
(8
|
)
|
|
|
|
|
|
|
(203
|
)
|
Losses resulting from the realization from accumulated losses
related to unrecognized currency translation effects upon
deconsolidation
|
|
|
|
|
|
|
(100
|
)
|
|
|
|
|
|
|
(100
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, before income taxes
|
|
|
(1,962
|
)
|
|
|
(108
|
)
|
|
|
(2,531
|
)
|
|
|
(396
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(4
|
)
|
|
|
|
|
|
|
(12
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(1,966
|
)
|
|
|
(108
|
)
|
|
|
(2,543
|
)
|
|
|
(396
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
No further information concerning
Qimondas condensed consolidated statements of operations
has been available for the period from January 1, 2009 to
January 23, 2009, the date of the application to commence
insolvency proceedings. Such information, however, would not
have any impact on the Companys condensed consolidated
financial statements of operations.
|
24
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
Assets and liabilities held for disposal as of
September 30, 2008, are primarily composed of the book
values of Qimondas assets and liabilities. At
September 30, 2008, and March 31, 2009, the carrying
amounts of the major classes of assets and liabilities
classified as held for disposal were as follows:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Cash and cash equivalents
|
|
|
421
|
|
|
|
|
|
Trade accounts receivable, net
|
|
|
255
|
|
|
|
|
|
Inventories
|
|
|
289
|
|
|
|
3
|
|
Other current assets
|
|
|
376
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
2,059
|
|
|
|
3
|
|
Goodwill and other intangibles
|
|
|
76
|
|
|
|
|
|
Investments accounted for using the equity method
|
|
|
14
|
|
|
|
|
|
Deferred tax assets
|
|
|
59
|
|
|
|
|
|
Other assets
|
|
|
55
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
3,604
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
Write-down
|
|
|
(1,475
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets classified as held for disposal
|
|
|
2,129
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
Short-term debt and current maturities of long-term debt
|
|
|
346
|
|
|
|
|
|
Trade accounts payable
|
|
|
592
|
|
|
|
|
|
Current provisions
|
|
|
220
|
|
|
|
|
|
Other current liabilities
|
|
|
300
|
|
|
|
|
|
Long-term debt
|
|
|
427
|
|
|
|
|
|
Pension plans and similar commitments
|
|
|
22
|
|
|
|
|
|
Deferred tax liabilities
|
|
|
16
|
|
|
|
|
|
Long-term provisions
|
|
|
25
|
|
|
|
|
|
Other liabilities
|
|
|
175
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities associated with assets held for disposal
|
|
|
2,123
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recognized directly in equity relating to assets and
liabilities classified as held for disposal
|
|
|
(158
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SensoNor
Business
During the 2003 fiscal year the Company acquired SensoNor AS
(SensoNor) for total cash consideration of
34 million. SensoNor develops, produces and markets
tire pressure and acceleration sensors. On March 4, 2009,
the Company sold the business, including property, plant and
equipment, inventories, and pension liabilities, and transferred
employees to a newly formed company called SensoNor Technologies
AS for cash consideration of 4 million and
1 share. In addition, the Company granted a license for
intellectual property and entered into a supply agreement
through December 2011. The total consideration received was
allocated to the elements of the transaction on a relative fair
value basis. As a result, the Company realized losses before tax
of 16 million which was recorded in other operating
expense, including a provision of 8 million which
will be recognized over the term of the supply agreement. The
Company has business agreements with the new company to ensure a
continued supply of the components to the Companys tire
pressure monitoring systems while the Company transfers
production to its Villach site.
25
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
To address rising risks in the current market environment,
adverse currency trends and below benchmark margins, the Company
implemented the IFX10+ cost-reduction program in the third
quarter of the 2008 fiscal year. The IFX10+ program includes
measured target areas including product portfolio management,
manufacturing costs reduction, value chain optimization, process
efficiency, reorganization of the Companys structure along
its target markets, and reductions in workforce. Approximately
10 percent of Infineon worldwide workforce is expected to
be impacted by IFX10+. During the first quarter of the 2009
fiscal year, and in light of continuing adverse developments in
general economic conditions and in the industry, the Company
identified significant further cost savings in addition to those
originally anticipated.
During the six months ended March 31, 2008 and 2009,
charges of 9 million and 6 million,
respectively, were recognized.
The development of the restructuring liability during the six
months ended March 31, 2009, was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
|
September 30, 2008
|
|
|
Restructuring
|
|
|
|
|
|
2009
|
|
|
|
Liability
|
|
|
Charges, net
|
|
|
Payments
|
|
|
Liability
|
|
|
|
( in millions)
|
|
|
Employee terminations
|
|
|
179
|
|
|
|
6
|
|
|
|
(85
|
)
|
|
|
100
|
|
Other exit costs
|
|
|
10
|
|
|
|
|
|
|
|
(9
|
)
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
189
|
|
|
|
6
|
|
|
|
(94
|
)
|
|
|
101
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The amount of financial income is as follows for the three and
six months ended March 31, 2008 and 2009, respectively:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Interest income
|
|
|
13
|
|
|
|
17
|
|
|
|
28
|
|
|
|
66
|
|
Valuation changes and gains on sales
|
|
|
|
|
|
|
|
|
|
|
3
|
|
|
|
|
|
Other financial income
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
13
|
|
|
|
21
|
|
|
|
31
|
|
|
|
81
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income for the three and six months ended
March 31, 2009, includes a net gain before tax of
12 million and 48 million, respectively,
as a result of the repurchased notional amounts of the
subordinated exchangeable notes due 2010 and convertible
subordinated notes due 2010 (see note 13).
The amount of financial expense is as follows for the three and
six months ended March 31, 2008 and 2009, respectively:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Interest expense
|
|
|
38
|
|
|
|
29
|
|
|
|
74
|
|
|
|
64
|
|
Valuation changes and losses on sales
|
|
|
10
|
|
|
|
3
|
|
|
|
13
|
|
|
|
24
|
|
Other financial expense
|
|
|
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
48
|
|
|
|
32
|
|
|
|
88
|
|
|
|
88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
Income (loss) from continuing operations before income taxes and
income tax expense (benefit) are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions, except percentages)
|
|
|
Income (loss) from continuing operations before income taxes
|
|
|
22
|
|
|
|
(152
|
)
|
|
|
82
|
|
|
|
(264
|
)
|
Income tax expense (benefit)
|
|
|
11
|
|
|
|
(2
|
)
|
|
|
23
|
|
|
|
2
|
|
Effective tax rate
|
|
|
47%
|
|
|
|
1%
|
|
|
|
28%
|
|
|
|
|
|
In the three and six months ended March 31, 2008 and 2009,
the tax expense of the Company is affected by lower foreign tax
rates, tax credits and the need for valuation allowances on
deferred tax assets in certain jurisdictions.
27
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
|
|
9.
|
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:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
Numerator ( in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
|
11
|
|
|
|
(150
|
)
|
|
|
59
|
|
|
|
(266
|
)
|
Less: Portion attributable to minority interests
|
|
|
(6
|
)
|
|
|
(1
|
)
|
|
|
(17
|
)
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations attributable to
shareholders of Infineon Technologies AG
|
|
|
5
|
|
|
|
(151
|
)
|
|
|
42
|
|
|
|
(265
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(1,966
|
)
|
|
|
(108
|
)
|
|
|
(2,543
|
)
|
|
|
(396
|
)
|
Less: Portion attributable to minority interests
|
|
|
438
|
|
|
|
20
|
|
|
|
569
|
|
|
|
48
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of income taxes
attributable to shareholders of Infineon Technologies AG
|
|
|
(1,528
|
)
|
|
|
(88
|
)
|
|
|
(1,974
|
)
|
|
|
(348
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to shareholders of Infineon Technologies AG
|
|
|
(1,523
|
)
|
|
|
(239
|
)
|
|
|
(1,932
|
)
|
|
|
(613
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Denominator (shares in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding basic and diluted
|
|
|
749.7
|
|
|
|
749.7
|
|
|
|
749.7
|
|
|
|
749.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted income (loss) per share (in
)(1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations attributable to
shareholders of Infineon Technologies AG
|
|
|
0.01
|
|
|
|
(0.20
|
)
|
|
|
0.06
|
|
|
|
(0.36
|
)
|
Loss from discontinued operations, net of tax attributable to
shareholders of Infineon Technologies AG
|
|
|
(2.04
|
)
|
|
|
(0.12
|
)
|
|
|
(2.64
|
)
|
|
|
(0.46
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to shareholders of Infineon Technologies AG
|
|
|
(2.03
|
)
|
|
|
(0.32
|
)
|
|
|
(2.58
|
)
|
|
|
(0.82
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Quarterly earnings (loss) per share
may not add up to year-to-date earnings (loss) per share due to
rounding.
|
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, includes 34.9 million and
25.9 million shares underlying employee stock options for
the three months ended March 31, 2008 and 2009,
respectively, and 36.4 million and 28.4 million shares
underlying employee stock options for the six months ended
March 31, 2008 and 2009, respectively. Additionally,
68.4 million and 56.5 million ordinary shares issuable
upon conversion of outstanding convertible subordinated notes
during the three months ended March 31, 2008 and 2009,
respectively, and 68.4 million and 57.4 million
ordinary shares issuable upon conversion of outstanding
convertible subordinated notes during the six months ended
March 31, 2008 and 2009, respectively, were not included in
the computation of diluted earnings (loss) per share as their
impact was not dilutive.
28
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
|
|
10.
|
Trade and Other
Receivables, net
|
Trade accounts and other receivables consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Third party trade
|
|
|
590
|
|
|
|
481
|
|
Associated and Related Companies
|
|
|
28
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
Trade accounts receivable, gross
|
|
|
618
|
|
|
|
485
|
|
|
|
|
|
|
|
|
|
|
Allowance for doubtful accounts
|
|
|
(29
|
)
|
|
|
(64
|
)
|
|
|
|
|
|
|
|
|
|
Trade accounts receivable, net
|
|
|
589
|
|
|
|
421
|
|
|
|
|
|
|
|
|
|
|
Grants receivable
|
|
|
28
|
|
|
|
28
|
|
License fees receivable
|
|
|
10
|
|
|
|
5
|
|
Third party financial and other receivables
|
|
|
17
|
|
|
|
31
|
|
Receivables from German banks deposit protection fund
|
|
|
121
|
|
|
|
26
|
|
Associated and related companies financial and other receivables
|
|
|
22
|
|
|
|
1
|
|
Employee receivables
|
|
|
8
|
|
|
|
2
|
|
Other receivables
|
|
|
4
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
799
|
|
|
|
518
|
|
|
|
|
|
|
|
|
|
|
In February 2009, the Company received a partial payment of
95 million from the amounts classified as
Receivables from German banks deposit protection
fund. The remainder is expected to be paid in the 2009
fiscal year.
Inventories consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Raw materials and supplies
|
|
|
59
|
|
|
|
58
|
|
Work-in-process
|
|
|
372
|
|
|
|
293
|
|
Finished goods
|
|
|
234
|
|
|
|
192
|
|
|
|
|
|
|
|
|
|
|
Total inventories
|
|
|
665
|
|
|
|
543
|
|
|
|
|
|
|
|
|
|
|
|
|
12.
|
Trade and Other
Payables
|
Trade and other payables consist of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Third party trade
|
|
|
473
|
|
|
|
276
|
|
Related parties trade
|
|
|
15
|
|
|
|
17
|
|
|
|
|
|
|
|
|
|
|
Trade payables
|
|
|
488
|
|
|
|
293
|
|
|
|
|
|
|
|
|
|
|
Related parties financial and other payables
|
|
|
6
|
|
|
|
4
|
|
Other
|
|
|
12
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
506
|
|
|
|
302
|
|
|
|
|
|
|
|
|
|
|
29
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
Debt consists of the following:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Short-term debt:
|
|
|
|
|
|
|
|
|
Loans payable to banks, weighted average rate 2.65%
|
|
|
139
|
|
|
|
117
|
|
Current portion of long-term debt
|
|
|
68
|
|
|
|
53
|
|
|
|
|
|
|
|
|
|
|
Total short-term debt and current maturities
|
|
|
207
|
|
|
|
170
|
|
|
|
|
|
|
|
|
|
|
Long-term debt:
|
|
|
|
|
|
|
|
|
Exchangeable subordinated notes, 1.375%, due 2010
|
|
|
193
|
|
|
|
79
|
|
Convertible subordinated notes, 5.0%, due 2010
|
|
|
531
|
|
|
|
530
|
|
Loans payable to banks:
|
|
|
|
|
|
|
|
|
Unsecured term loans, weighted average rate 3.02%, due
2010 2013
|
|
|
217
|
|
|
|
185
|
|
Secured term loans, weighted average rate 2.45%, due 2010
|
|
|
2
|
|
|
|
1
|
|
Notes payable to governmental entity, due 2010
|
|
|
20
|
|
|
|
21
|
|
|
|
|
|
|
|
|
|
|
Total long-term debt
|
|
|
963
|
|
|
|
816
|
|
|
|
|
|
|
|
|
|
|
During the three and six months ended March 31, 2009, the
Company repurchased notional amounts of 35 million
and 130 million of its exchangeable subordinated
notes due 2010 and during the six months ended March 31,
2009, 22 million of its convertible subordinated
notes due 2010. The transactions resulted in net gains of
12 million and 48 million before tax,
which was recognized in interest income during the three and six
months ended March 31, 2009, respectively. The repurchases
were made out of available cash.
Concurrently with the issuance of $248 million in
convertible notes due 2013 by Qimonda (as guarantor) through its
subsidiary Qimonda Finance LLC (as issuer) on February 12,
2008, Infineon loaned Credit Suisse International
20.7 million Qimonda American Depositary Shares ancillary
to the placement of the convertible notes, which remained
outstanding as of March 31, 2009.
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 follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nature of Financial
|
|
|
|
As of March 31, 2009
|
|
|
|
Institution
|
|
Purpose/
|
|
Aggregate
|
|
|
|
|
|
|
|
Term
|
|
Commitment
|
|
intended use
|
|
facility
|
|
|
Drawn
|
|
|
Available
|
|
|
|
|
|
|
|
( in millions)
|
|
|
Short-term
|
|
firm commitment
|
|
working capital, guarantees
|
|
|
508
|
|
|
|
117
|
|
|
|
391
|
|
Short-term
|
|
no firm commitment
|
|
working capital, cash management
|
|
|
145
|
|
|
|
|
|
|
|
145
|
|
Long-term(1)
|
|
firm commitment
|
|
project finance
|
|
|
260
|
|
|
|
260
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
913
|
|
|
|
377
|
|
|
|
536
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Including current maturities.
|
30
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
|
|
14.
|
Share-based
Compensation
|
A summary of the status of the Infineon stock option plans as of
March 31, 2009, and changes during the six months then
ended is presented below (options in millions, exercise prices
in Euro, intrinsic value in millions of Euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-
|
|
|
Weighted-
|
|
|
|
|
|
|
|
|
|
average
|
|
|
average
|
|
|
Aggregated
|
|
|
|
Number of
|
|
|
exercise
|
|
|
remaining life
|
|
|
Intrinsic
|
|
|
|
options
|
|
|
price
|
|
|
(in years)
|
|
|
Value
|
|
|
Outstanding at September 30, 2008
|
|
|
33.2
|
|
|
|
12.30
|
|
|
|
2.28
|
|
|
|
|
|
Granted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercised
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Forfeited and expired
|
|
|
(8.2
|
)
|
|
|
18.99
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at March 31, 2009
|
|
|
25.0
|
|
|
|
10.07
|
|
|
|
2.23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested and expected to vest, net of estimated forfeitures at
March 31, 2009
|
|
|
24.6
|
|
|
|
10.06
|
|
|
|
2.20
|
|
|
|
|
|
Exercisable at March 31, 2009
|
|
|
21.3
|
|
|
|
9.89
|
|
|
|
1.96
|
|
|
|
|
|
Options with an aggregate fair value of 26 million
and 10 million vested during the six months ended
March 31, 2008 and 2009, respectively. Options with a total
intrinsic value of 0 were exercised during the six months
ended March 31, 2008 and 2009.
Changes in the Companys unvested options during the six
months ended March 31, 2009, are summarized as follows
(options in millions, fair values in Euro, intrinsic value in
millions of Euro):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-
|
|
|
Weighted-
|
|
|
|
|
|
|
|
|
|
average
|
|
|
average
|
|
|
Aggregated
|
|
|
|
Number of
|
|
|
grant date
|
|
|
remaining life
|
|
|
Intrinsic
|
|
|
|
options
|
|
|
fair value
|
|
|
(in years)
|
|
|
Value
|
|
|
Unvested at September 30, 2008
|
|
|
6.7
|
|
|
|
2.96
|
|
|
|
4.05
|
|
|
|
|
|
Granted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested
|
|
|
(2.9
|
)
|
|
|
3.54
|
|
|
|
|
|
|
|
|
|
Forfeited
|
|
|
(0.1
|
)
|
|
|
3.05
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unvested at March 31, 2009
|
|
|
3.7
|
|
|
|
2.49
|
|
|
|
3.79
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unvested options expected to vest
|
|
|
3.3
|
|
|
|
2.48
|
|
|
|
3.79
|
|
|
|
|
|
As of March 31, 2009, there was a total of
2 million in unrecognized compensation expense
related to unvested stock options of Infineon, which is expected
to be recognized over a weighted-average period of
0.79 years.
Share-Based
Compensation Expense
Share-based compensation expense was allocated as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Compensation expense recognized:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of goods sold
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
|
|
|
1
|
|
|
|
1
|
|
|
|
2
|
|
|
|
1
|
|
Research and development expenses
|
|
|
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total share-based compensation expense
|
|
|
1
|
|
|
|
1
|
|
|
|
3
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation effect on basic and diluted loss per
share in
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
No cash has been received from stock option exercises during the
six months ended March 31, 2008 and 2009. The amount of
share-based compensation expense which was capitalized and
remained in inventories for the six months ended March 31,
2008 and 2009, was immaterial. Share-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.
The changes in other components of equity for the six months
ended March 31, 2008 and 2009, are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2009
|
|
|
|
Pretax
|
|
|
Tax Effect
|
|
|
Net
|
|
|
Pretax
|
|
|
Tax Effect
|
|
|
Net
|
|
|
|
( in millions)
|
|
|
Unrealized (losses) gains on securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized holding (losses) gains
|
|
|
(9
|
)
|
|
|
|
|
|
|
(9
|
)
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
Reclassification adjustment for losses (gains) included in net
income or loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized (losses) gains
|
|
|
(9
|
)
|
|
|
|
|
|
|
(9
|
)
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gains on cash flow hedges
|
|
|
25
|
|
|
|
|
|
|
|
25
|
|
|
|
10
|
|
|
|
|
|
|
|
10
|
|
Foreign currency translation adjustment
|
|
|
(87
|
)
|
|
|
|
|
|
|
(87
|
)
|
|
|
157
|
|
|
|
|
|
|
|
157
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other components of equity
|
|
|
(71
|
)
|
|
|
|
|
|
|
(71
|
)
|
|
|
169
|
|
|
|
|
|
|
|
169
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company has transactions in the normal course of business
with Equity Method Investments and related persons such as
Management and Supervisory Board members (collectively,
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 costs plus a
mark-up.
Related Party receivables consist primarily of trade, financial,
and other receivables from Equity Method Investments and related
companies, and totaled 78 million and
7 million as of September 30, 2008 and
March 31, 2009, respectively.
Related Party payables consist primarily of trade, financial,
and other payables from Equity Method Investments, and totaled
21 million and 21 million as of
September 30, 2008 and March 31, 2009, respectively.
Related Party receivables and payables as of September 30,
2008 and March 31, 2009, have been segregated first between
amounts owed by or to companies in which the Company has an
ownership interest, and second based on the underlying nature of
the transactions. Trade receivables and payables include amounts
for the purchase and sale of products and services. Financial
and other receivables and payables represent amounts owed
relating to loans and advances and accrue interest at interbank
rates.
In the three months ended March 31, 2008 and 2009, sales to
Related Parties totaled (1) million and
1 million, respectively, whereas purchases from
Related Parties totaled 154 million and
19 million, respectively. In the six months ended
March 31, 2008 and 2009, sales to Related Parties totaled
0 million and 2 million, respectively,
whereas purchases from Related Parties totaled
269 million and 59 million, respectively.
32
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
Information with respect to the Companys pension plans is
presented for German (Domestic) plans and non-German
(Foreign) plans.
The components of net periodic pension cost are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Three months ended
|
|
|
|
March 31, 2008
|
|
|
March 31, 2009
|
|
|
|
Domestic
|
|
|
Foreign
|
|
|
Domestic
|
|
|
Foreign
|
|
|
|
plans
|
|
|
plans
|
|
|
plans
|
|
|
plans
|
|
|
|
( in millions)
|
|
|
Service cost
|
|
|
(4
|
)
|
|
|
(1
|
)
|
|
|
(3
|
)
|
|
|
(1
|
)
|
Interest cost
|
|
|
(5
|
)
|
|
|
(1
|
)
|
|
|
(4
|
)
|
|
|
(1
|
)
|
Expected return on plan assets
|
|
|
6
|
|
|
|
1
|
|
|
|
5
|
|
|
|
|
|
Curtailment gain recognized
|
|
|
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic pension cost
|
|
|
(3
|
)
|
|
|
(1
|
)
|
|
|
(1
|
)
|
|
|
(2
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months ended
|
|
|
Six months ended
|
|
|
|
March 31, 2008
|
|
|
March 31, 2009
|
|
|
|
Domestic
|
|
|
Foreign
|
|
|
Domestic
|
|
|
Foreign
|
|
|
|
plans
|
|
|
plans
|
|
|
plans
|
|
|
plans
|
|
|
|
( in millions)
|
|
|
Service cost
|
|
|
(8
|
)
|
|
|
(2
|
)
|
|
|
(5
|
)
|
|
|
(2
|
)
|
Interest cost
|
|
|
(10
|
)
|
|
|
(2
|
)
|
|
|
(9
|
)
|
|
|
(2
|
)
|
Expected return on plan assets
|
|
|
11
|
|
|
|
2
|
|
|
|
10
|
|
|
|
1
|
|
Curtailment gain recognized
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic pension cost
|
|
|
(7
|
)
|
|
|
(2
|
)
|
|
|
(2
|
)
|
|
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18.
|
Additional
Disclosure on 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.
Gains and losses on derivative financial instruments are
included in determining net loss, with those related to
operations included primarily in cost of goods sold, and those
related to financial activities included in other non-operating
income (expense).
33
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
The Euro equivalent notional amounts in millions and fair values
of the Companys derivative instruments are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2008
|
|
|
March 31, 2009
|
|
|
|
Notional
|
|
|
|
|
|
Notional
|
|
|
|
|
|
|
amount
|
|
|
Fair value
|
|
|
amount
|
|
|
Fair value
|
|
|
|
( in millions)
|
|
|
Forward contracts sold:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
213
|
|
|
|
(5
|
)
|
|
|
265
|
|
|
|
7
|
|
Japanese yen
|
|
|
5
|
|
|
|
|
|
|
|
14
|
|
|
|
|
|
Singapore dollar
|
|
|
10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Malaysian ringgit
|
|
|
3
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
Norwegian krone
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
Forward contracts purchased:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
157
|
|
|
|
(4
|
)
|
|
|
96
|
|
|
|
(1
|
)
|
Japanese yen
|
|
|
1
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
Singapore dollar
|
|
|
29
|
|
|
|
|
|
|
|
22
|
|
|
|
|
|
Great Britain pound
|
|
|
9
|
|
|
|
|
|
|
|
3
|
|
|
|
|
|
Malaysian ringgit
|
|
|
52
|
|
|
|
|
|
|
|
35
|
|
|
|
(1
|
)
|
Norwegian krone
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
Currency Options sold:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
177
|
|
|
|
(5
|
)
|
|
|
|
|
|
|
|
|
Currency Options purchased:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. dollar
|
|
|
163
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
|
|
500
|
|
|
|
(1
|
)
|
|
|
500
|
|
|
|
28
|
|
Other
|
|
|
77
|
|
|
|
(1
|
)
|
|
|
78
|
|
|
|
(21
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value, net
|
|
|
|
|
|
|
(15
|
)
|
|
|
|
|
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2008 and March 31, 2009, all
derivative financial instruments are recorded at fair value.
Foreign exchange gains (losses), net included gains of
1 million and 4 million for the three
months ended March 31, 2008 and 2009, respectively, related
to gains from foreign exchange transactions. Foreign exchange
gains (losses), net included losses of 3 million and
29 million for the six months ended March 31,
2008 and 2009, respectively, related to losses from foreign
exchange transactions on operating business and on hedging
transactions.
The Company enters into derivative instruments, primarily
foreign exchange forward contracts, to hedge significant
anticipated U.S. dollar cash flows from operations. During
the six months ended March 31, 2009, the Company designated
as cash flow hedges certain foreign exchange forward contracts
and foreign exchange options related to highly probable
forecasted sales denominated in U.S. dollars. The Company
did not record any ineffectiveness for these hedges for the six
months ended March 31, 2009. However, it excluded
differences between spot and forward rates and the time value
from the assessment of hedge effectiveness and included this
component of financial instruments gain or loss as part of
cost of goods sold. It is estimated that 4 million of
the net gains recognized directly in other components of equity
as of March 31, 2009, will be reclassified into earnings
during the 2009 fiscal year. All foreign exchange derivatives
designated as cash flow hedges held as of March 31, 2009,
have maturities of six months or less. Foreign exchange
derivatives entered into by the Company to offset exposure to
anticipated cash flows that do not meet the requirements for
applying hedge accounting are marked to market at each reporting
period with unrealized gains and losses recognized in earnings.
For the six months ended March 31, 2008 and 2009, no gains
or losses were reclassified from other components of equity as a
result of the discontinuance of foreign currency cash flow
hedges resulting from a determination that it was probable that
the original forecasted transaction would not occur.
34
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
|
|
19.
|
Commitments and
Contingencies
|
Litigation and
Investigations
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. The Company has secured individual
settlements with eight direct customers in addition to those OEM
customers.
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 Corp. (IF North America) and other DRAM
suppliers, 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 pre-trial
proceedings as part of a Multi District Litigation
(MDL). In September 2005, the Company and IF North
America entered into a definitive settlement agreement with
counsel for the class of direct U.S. purchasers of DRAM
(granting an opportunity for individual class members to opt out
of the settlement). In November 2006, court approved the
settlement agreement and entered final judgment and dismissed
the claims with prejudice.
In April 2006, Unisys Corporation (Unisys) 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. The complaint was filed in the Northern
District of California and has been related to the MDL
proceeding described above. All defendants have filed joint
motions for summary judgment and to exclude plaintiffs
principal expert in the Unisys case. On March 31, 2009, the
court issued an order denying these motions with respect to a
related case filed by Sun Microsystems against DRAM suppliers
other than the Company and IF North America, but no ruling has
yet been issued with respect to the Unisys case. On
October 29, 2008 the Company and IF North America filed a
motion to disqualify counsel for plaintiffs for Unisys
Corporation, and the other opt-out plaintiffs (other
than DRAM Claims Liquidation Trust) as described below. On
December 18, 2008, the court issued an order disqualifying
counsel for those plaintiffs from prosecuting those cases
against the Company and IF North America, and ordered that new
counsel be substituted. New counsel has been substituted. No
trial date has been scheduled in the Unisys case.
In February and March 2007, four more cases were filed by All
American Semiconductor, Inc., Edge Electronics, Inc., Jaco
Electronics, Inc., and DRAM Claims Liquidation Trust, by its
Trustee, Wells Fargo Bank, N.A. The All American Semiconductor
complaint alleges claims for price-fixing under the Sherman Act.
The Edge Electronics, Jaco Electronics and DRAM Claims
Liquidation Trust complaints allege state and federal claims for
price-fixing. All four cases were filed in the Northern District
of California and have been related to the MDL described above.
All defendants have filed joint motions for summary judgment and
to exclude plaintiffs principal expert in all of these
cases. On March 31, 2009, the court issued an order denying
these motions with respect to a related case filed by Sun
Microsystems against DRAM suppliers other than the Company and
IF North America, but no ruling has yet been issued with respect
to these opt-out cases. On December 18, 2008, the court
issued an order disqualifying counsel for those plaintiffs
(other than DRAM Claims Liquidation Trust), as described above.
New counsel has been substituted.
Sixty-four additional cases were filed through 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, described below) purports to be on behalf
of a class of individuals and entities who indirectly
35
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
purchased DRAM in the United States during specified time
periods commencing in or after 1999 (the Indirect
U.S. Purchaser Class). 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.
The foreign purchasers case referred to above was
dismissed with prejudice and without leave to amend in March
2006; the plaintiffs appealed to the Ninth Circuit Court of
Appeals. On August 14, 2008, the Ninth Circuit issued its
decision affirming the dismissal of this action. 23 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 proceeding described above. 19 of the 23
transferred cases are currently pending in the MDL litigation.
The pending California state cases were coordinated and
transferred to San Francisco County Superior Court for
pre-trial 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 pre-trial proceedings.
On January 29, 2008, the district court in the MDL indirect
purchaser proceedings entered an order granting in part and
denying in part the defendants motion for judgment on the
pleadings directed at several of the claims. Plaintiffs filed a
Third Amended Complaint on February 27, 2008. On
March 28, 2008, the court granted plaintiffs leave to
immediately appeal its decision to the Court of Appeals for the
Ninth Circuit. On June 26, 2008, the Ninth Circuit Court of
Appeals issued an order agreeing to hear the appeal. Plaintiffs
have agreed to a stay of further proceedings in the MDL indirect
purchaser cases until the appeal is complete. Plaintiffs in
various state court indirect purchaser actions outside of the
MDL have moved to lift the stays that were previously in place.
On March 3, 2009, the judge in the Arizona state court
indirect purchaser action issued an order denying
plaintiffs motion to lift the stay. A hearing on
plaintiffs motion to lift the stay in the Minnesota state
court indirect purchaser action will be held on May 6,
2009. Plaintiffs also moved to lift the stay in the Wisconsin
state court indirect purchaser action, and the Company and IF
North America, along with its codefendants, filed an opposition
on April 13, 2009.
In July 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. In July 2006, the attorney
generals of Alaska, Arizona, Arkansas, California, 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. In October 2006, the
Company joined the other defendants in filing motions to dismiss
several of the claims alleged in these two actions. In August
2007, the court entered orders granting the motions in part and
denying the motions in part. Amended complaints in both actions
were filed on October 1, 2007. On April 15, 2008, the
court issued two orders in the New York and multistate attorneys
general cases on the defendants motions to dismiss. The
order in the New York action denied the defendants motion
to dismiss. The order in the multistate attorney generals case
partly dismissed and partly granted the motion. On May 13,
2008, the Company answered the complaint by the State of New
York and the multistate complaint. On September 15, 2008,
the Company filed an amended answer to the multistate complaint.
Between June 25, 2007 and December 31,
36
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
2008, the state attorneys general of eight states, Alaska,
Delaware, Ohio, New Hampshire, Texas, Vermont, Kentucky and the
Northern Mariana Islands filed requests for dismissal of their
claims. Plaintiffs California and New Mexico filed a joint
motion for class certification seeking to certify classes of all
public entities within both states. On September 5, 2008,
the Court entered an order denying both states motions for
class certification. On September 15, 2008, the New York
State Attorney General filed a motion for judgment on the
pleadings regarding certain defendants affirmative
defenses to New Yorks amended complaint. On
January 5, 2009, the court denied the New York State
Attorney Generals motion for judgment on the pleadings,
but in the alternative granted New Yorks request to reopen
discovery concerning certain of defendants affirmative
defenses.
On October 3, 2008, approximately 95 California schools,
political subdivisions and public agencies that were previously
putative class members of the multistate attorney general
complaint described above filed suit in California Superior
Court against the Company, IF North America, and several other
DRAM manufacturers alleging DRAM price-fixing and artificial
price inflation in violation of California state antitrust and
consumer protection laws arising out of the alleged practices
described above. The plaintiffs seek recovery of actual and
treble damages in unspecified amounts, restitution, costs
(including attorneys fees) and injunctive and other
equitable relief.
In April 2003, the Company received a request for information
from the European Commission (the Commission) to
enable the Commission to assess the compatibility with the
Commissions rules on competition of certain practices of
which the Commission has become aware in the European market for
DRAM products. On December 5, 2008, the Company received a
request for information from the Commission regarding DRAM
turnover data for its 2001 fiscal year. In January 2009, the
European Commission indicated that it will open formal
proceedings against the Company and other DRAM producers in
connection with its request for information regarding DRAM
turnover data for the Companys 2001 fiscal year. The
Commission invited the Company and the other producers that are
parties to the proceedings to consider a settlement of the case.
Infineon has agreed to participate in settlement proceedings. A
settlement would result in a 10% reduction of any possible fine
assessed by the Commission. The Commission has decided to
include Siemens AG and IF North America in the proceedings, on
the basis of the same charge as that against the Company.
Qimonda is obligated to indemnify Infineon for any fines
ultimately imposed by the Commission in connection with these
proceedings. Due to Qimondas recent insolvency filing,
however, it is unlikely that Qimonda will be able to indemnify
Infineon against any such potential liabilities. Infineon may be
obligated to indemnify Siemens AG in respect of any fines
imposed by the Commission. In light of these recent
developments, the Company increased the provision for such
potential fines in the three months ended December 31,
2008. The exact amount of such potential fines cannot be
predicted with certainty and, therefore, it is possible that any
fine actually imposed on the Company by the Commission may be
materially higher than the provision recorded. 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. No formal steps (such
as subpoenas) have been taken by the Competition Bureau to date.
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 province 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. Plaintiffs primarily
allege conspiracy to unduly restrain competition and to
illegally fix the price of DRAM.
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 Securities
Class Actions). The consolidated amended complaint
alleges violations of the U.S. securities laws
37
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
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. On January 25, 2008, the court
entered into an order granting in part and denying in part the
defendants motions to dismiss the Securities
Class Action complaint. The court denied the motion to
dismiss with respect to plaintiffs claims under
§§ 10(b) and 20(a) of the U.S. Securities
Exchange Act of 1934 and dismissed the claim under
§ 20A of the act with prejudice. On August 13,
2008 the court denied a motion for summary judgment brought by
the Company based on the statute of limitations. On
August 25, 2008, the Company filed a motion for judgment on
the pleadings, or in the alternative, motion to dismiss for lack
of subject matter jurisdiction, against foreign purchasers,
i.e., proposed class members who are neither residents nor
citizens of the United States who bought securities of the
Company on an exchange outside the United States. On
August 25, 2008, plaintiffs filed a motion for class
certification. On March 6, 2009, the court denied the
Companys motion to dismiss the claims asserted by the
foreign purchasers, and granted plaintiffs motion to
certify a class of persons who acquired the Companys
securities between March 13, 2000 and July 19, 2004,
including foreign purchasers, who sold their securities after
June 18, 2002. On March 19, 2009, the Company filed a
petition with the Court of Appeals for the Ninth Circuit,
requesting permission to immediately appeal the courts
March 6, 2009 order granting class certification; the Ninth
Circuit granted the petition on April 29, 2009.
The Companys directors and officers insurance
carriers have denied coverage in the Securities
Class Actions and the Company filed suit against the
carriers in December 2005 and August 2006. The Companys
claims against one D&O insurance carrier were finally
dismissed in May 2007. The claim against the other insurance
carrier is still pending.
On October 31, 2007,
Wi-LAN Inc.
filed suit in the U.S. District Court for the Eastern
District of Texas against Westell Technologies, Inc. and 16
other defendants, including the Company and IF North America.
The complaint alleges infringement of three U.S. patents by
certain wireless products compliant with the IEEE 802.11
standards and certain ADSL products compliant with the ITU G.992
standards, in each case supplied by certain of the defendants.
On April 1, 2008, the Court granted the Companys and
other non-US defendants stipulated motion to dismiss
without prejudice with respect to such non-US defendants. On
July 29, 2008, the court scheduled the trial date for
January 4, 2011 and the date for the
Markman-Hearing on the construction of essential
terms of the asserted patents for September 1, 2010 (see
note 21).
In October 2007, CIF Licensing LLC, New Jersey, USA
(CIF), a member of the General Electric Group, filed
suit in the Civil Court of Düsseldorf, Germany against
Deutsche Telekom AG (DTAG) alleging infringement of
four European patents in Germany by certain CPE-modems and
ADSL-systems (the CIF Suit). DTAG has given
third-party notice to its suppliers which include
customers of Infineon to the effect that a
declaratory judgment of patent infringement would be legally
binding on the suppliers. Since January 2008, various suppliers
also gave their suppliers including
Infineon third-party notice. On January 28,
2008, Infineon became a party in the suit on the side of DTAG.
CIF then filed suit against Infineon alleging indirect
infringement of one of the four European patents. DTAG, most of
its suppliers and most of their suppliers have formed a joint
defense group. Infineon is contractually obliged to indemnify
and/or to
pay damages to its customers upon different conditions and to
different extents, depending on the terms of the specific
contracts. By July 16, 2008, DTAG and all the parties who
joined the CIF suit in Düsseldorf had filed their answer to
the complaint. At the same time, DTAG, Ericsson AB, Texas
Instruments Inc., Nokia Siemens Networks and the Company partly
jointly and partly separately filed actions of invalidity before
the Federal Patent Court in Munich with respect to all four
patents. In March 2009, CIF filed its replies both with the
Civil Court of Duesseldorf and the Federal Patent Court in
Munich. DTAG and the parties who joined the lawsuit on the side
of DTAG must respond by September 28, 2009 for Duesseldorf
and by May 29, 2009, for Munich. Oral arguments at the
Civil Court of Duesseldorf are scheduled for December 1,
2009 regarding the one surviving patent; the court hearing for
the three expired patents have been suspended and no new
schedules have been set with respect thereto. In October 2008,
CIF also filed suit in the Civil Court of Düsseldorf,
Germany against Arcor GmbH &Co KG,
(Arcor), Hansenet Telekommunikation GmbH
(Hansenet), United Internet AG (United
Internet) (all
38
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
three, New Defendants) alleging infringement of the
same four European patents. The New Defendants have partly given
third-party notice to their suppliers. Alcatel has given
Infineon third-party notice in the lawsuit against Arcor and AVM
Computersysteme Vertriebs GmbH has given third-party notice in
the lawsuit against United Internet.
On April 18, 2008, LSI filed a complaint with the
U.S. International Trade Commission to investigate an
alleged infringement by 18 parties of one LSI patent (the
ITC Case). On June 6, 2008, LSI filed a motion
to amend such complaint to add Qimonda and four other
respondents to the investigation. In addition, LSI filed a
lawsuit in the Eastern District of Texas on the same patent
against all respondents in the ITC Case, including Qimonda. On
June 20, 2008, the court in the Eastern District of Texas
stayed the case while the ITC Case is pending. On
October 17, 2008, Qimonda became a party to the ITC Case.
On October 21, 2008, the Company learned that the European
Commission had commenced an investigation involving the
Companys Chip Card & Security business for
alleged violations of antitrust laws. The investigation is in
its very early stages, and the Company is assessing the facts
and monitoring the situation carefully.
On November 12, 2008, Volterra Semiconductor Corporation
filed suit against Primarion, Inc., the Company and IF North
America in the U.S District Court for the Northern District of
California for alleged infringement of five U.S. patents by
certain products offered by Primarion. On December 18, 2008
the Company, IF North America and Primarion filed an answer to
the complaint denying any infringement and filed a counterclaim
against Volterra Semiconductor Corporation alleging fraud on the
U.S. Patent and Trademark Office and certain antitrust
violations. Primarion, the Company and IF North America also
counterclaimed that the patents underlying Volterras
patent infringement claims are invalid. In February and March
2009 IF North America filed requests for re-examination at the
US Patent and Trademark Office for all 5 patents asserted by
Volterra.
On November 25, 2008, the Company, Infineon Technologies
Austria AG and IF North America filed suit in the
U.S. District Court for the District of Delaware against
Fairchild Semiconductor International, Inc. and Fairchild
Semiconductor Corporation regarding (1) a complaint for
patent infringement by certain products of Fairchild and
(2) a complaint for declaratory judgment of
non-infringement and invalidity of certain patents of Fairchild
against the allegation of infringement of those patents by
certain products of Infineon. Fairchild has filed a counterclaim
in Delaware for a declaratory judgment on (1) infringement
by Infineon of those patents which are subject of
Infineons complaint for declaratory judgment and
(2) non-infringement and invalidity of those patents which
are the subject of Infineons complaint for infringement.
Fairchild Semiconductor Corporation has further filed another
patent infringement suit against the Company and IF North
America in the U.S. District Court for the District of
Maine alleging that certain products of Infineon infringe on two
more patents of Fairchild Semiconductor Corporation which are
not part of the Delaware lawsuit. On January 22, 2009, IF
North America answered the complaint filed by Fairchild
Semiconductor Corporation with the District Court in Maine
denying the claims of infringement and counterclaiming that the
patents underlying Fairchild Semiconductor Corporations
patent infringement claims are invalid. The Company has not yet
been served process.
Liabilities
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, the average
amount is accrued. Under the contribution agreement in
connection with the carve-out of the Qimonda business, Qimonda
is required to indemnify the Company, in whole or in part, for
any claim (including any related expenses) arising in connection
with the liabilities, contracts, offers, uncompleted
transactions, continuing obligations, risks, encumbrances and
other liabilities the Company incurs in connection with the
antitrust actions and the Securities Class Action described
above. Due to Qimondas recent insolvency filing, however,
it is unlikely that Qimonda will be able to indemnify Infineon
against any such potential liabilities.
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
39
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
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 investigations or 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. In each of these matters,
the Company is continuously evaluating the merits of the
respective claims and defending itself vigorously or seeking to
arrive at alternative resolutions in the best interest of the
Company, as it deems appropriate. 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,
environmental matters, 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 period
of settlement.
Other
Contingencies
On a group-wide basis the Company has guarantees outstanding to
external parties of 78 million as of March 31,
2009. 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 third party obligations are reflected as
liabilities in the condensed consolidated financial statements
by virtue of consolidation. As of March 31, 2009, such
guarantees, principally relating to certain consolidated
subsidiaries third-party debt, aggregated
888 million, of which 663 million relates
to convertible and exchangeable 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 March 31, 2009, a maximum of 37 million of
these subsidies could be refundable. Such amount does not
include any potential liabilities for Qimonda related subsidies
(see note 4).
|
|
20.
|
Operating Segment
and Geographic Information
|
The Company has reported its operating segment and geographic
information in accordance with IFRS 8 Operating
Segments.
Effective October 1, 2008, to better align the
Companys business with its target markets, the Company
reorganized its core business into five operating segments:
Automotive, Industrial & Multimarket, Chip
Card & Security, Wireless Solutions, and Wireline
Communications. 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 meet the IFRS 8
definition of an operating segment, but do not meet the
requirements of a reportable segment as specified in IFRS 8.
Accordingly, these segments are combined and disclosed in the
Other Operating Segments category.
Other Operating Segments includes revenue and earnings that
Infineons 200-millimeter production facility in Dresden
recorded from the sale of wafers to Qimonda under a foundry
agreement, which was cancelled during the 2008 fiscal year. The
Corporate and Eliminations segment reflects the elimination of
these revenue and earnings.
40
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
The segments results of operations of prior periods have
been reclassified to be consistent with the current reporting
structure and presentation, as well as to facilitate analysis of
current and future operating segment information.
Each of the segments has two or three segment managers reporting
directly to the Management Board, which has been collectively
identified as the Chief Operating Decision Maker
(CODM). The CODM makes decisions about resources to
be allocated to the segments and assesses their performance
using revenues and, effective October 1, 2008, Segment
Result. The Company defines Segment Result as operating income
(loss) excluding asset impairments, net of reversals,
restructuring and other related closure costs, share-based
compensation expense, acquisition-related amortization and gains
(losses), gains (losses) on sales of assets, businesses, or
interests in subsidiaries, and other income (expense), including
litigation settlement costs. Gains (losses) on sales of assets,
businesses, or interests in subsidiaries, include, among others,
gains or losses that may be realized from potential sales of
investments and activities. The Companys management uses
Segment Result, to establish budgets and operational goals,
manage the Companys business and evaluate its performance.
The Company reports Segment Profit 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.
Information with respect to the Companys operating
segments follows:
Automotive
The Automotive segment designs, develops, manufactures and
markets semiconductors for use in automotive applications.
Together with its product portfolio, Infineon offers
corresponding system know-how and support to its customers.
Industrial &
Multimarket
The Industrial & Multimarket segment designs,
develops, manufactures and markets semiconductors and complete
system solutions primarily for use in industrial applications
and in applications with customer-specific product requirements.
Chip
Card & Security
The Chip Card & Security segment designs, develops,
manufactures and markets semiconductors and complete system
solutions primarily for use in chip card and security
applications.
Wireless
Solutions
The Wireless Solutions segment designs, develops, manufactures
and markets a wide range of ICs, other semiconductors and
complete system solutions for wireless communication
applications.
Wireline
Communications
The Wireline Communications segment designs, develops,
manufactures and markets a wide range of ICs, other
semiconductors and complete system solutions focused on wireline
access applications.
41
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
The following tables present selected segment data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automotive
|
|
|
324
|
|
|
|
189
|
|
|
|
634
|
|
|
|
395
|
|
Industrial & Multimarket
|
|
|
276
|
|
|
|
193
|
|
|
|
567
|
|
|
|
427
|
|
Chip Card & Security
|
|
|
121
|
|
|
|
80
|
|
|
|
237
|
|
|
|
171
|
|
Wireless
Solutions(1)
|
|
|
197
|
|
|
|
204
|
|
|
|
450
|
|
|
|
401
|
|
Wireline Communications
|
|
|
105
|
|
|
|
79
|
|
|
|
208
|
|
|
|
167
|
|
Other Operating
Segments(2)
|
|
|
59
|
|
|
|
2
|
|
|
|
123
|
|
|
|
10
|
|
Corporate and
Eliminations(3)
|
|
|
(33
|
)
|
|
|
|
|
|
|
(80
|
)
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,049
|
|
|
|
747
|
|
|
|
2,139
|
|
|
|
1,577
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes revenues of
1 million for the three months ended March 31,
2008 and 8 million and 1 million for the
six months ended March 31, 2008 and 2009, respectively,
from sales of wireless communication applications to Qimonda.
|
|
(2) |
|
Includes revenues of
34 million for the three months ended March 31,
2008 and 70 million for the six months ended
March 31, 2008 from sales of wafers from Infineons
200-millimeter facility in Dresden to Qimonda under a foundry
agreement.
|
|
(3) |
|
Includes the elimination of
revenues of 35 million for the three months ended
March 31, 2008 and 78 million and
1 million for the six months ended March 31,
2008 and 2009, respectively, since these sales were not part of
the Qimonda disposal plan.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Segment Result:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automotive
|
|
|
25
|
|
|
|
(65
|
)
|
|
|
48
|
|
|
|
(121
|
)
|
Industrial & Multimarket
|
|
|
23
|
|
|
|
(7
|
)
|
|
|
49
|
|
|
|
(5
|
)
|
Chip Card & Security
|
|
|
19
|
|
|
|
(8
|
)
|
|
|
36
|
|
|
|
(9
|
)
|
Wireless Solutions
|
|
|
(16
|
)
|
|
|
(29
|
)
|
|
|
2
|
|
|
|
(73
|
)
|
Wireline Communications
|
|
|
3
|
|
|
|
1
|
|
|
|
7
|
|
|
|
3
|
|
Other Operating Segments
|
|
|
5
|
|
|
|
(3
|
)
|
|
|
7
|
|
|
|
(4
|
)
|
Corporate and Eliminations
|
|
|
8
|
|
|
|
1
|
|
|
|
(2
|
)
|
|
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
67
|
|
|
|
(110
|
)
|
|
|
147
|
|
|
|
(212
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following is a summary of revenue by geographic area:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
|
240
|
|
|
|
150
|
|
|
|
460
|
|
|
|
315
|
|
Other Europe
|
|
|
215
|
|
|
|
141
|
|
|
|
409
|
|
|
|
286
|
|
North America
|
|
|
137
|
|
|
|
69
|
|
|
|
282
|
|
|
|
164
|
|
Asia/Pacific
|
|
|
389
|
|
|
|
351
|
|
|
|
848
|
|
|
|
720
|
|
Japan
|
|
|
50
|
|
|
|
27
|
|
|
|
104
|
|
|
|
72
|
|
Other
|
|
|
18
|
|
|
|
9
|
|
|
|
36
|
|
|
|
20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,049
|
|
|
|
747
|
|
|
|
2,139
|
|
|
|
1,577
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from external customers are based on the
customers billing location. No single customer accounted
for more than 10 percent of the Companys sales during
the three or six months ended March 31, 2008 or 2009.
42
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
The following table provides the reconciliation of Segment
Result to the Companys loss before tax and discontinued
operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Total Segment Result
|
|
|
67
|
|
|
|
(110
|
)
|
|
|
147
|
|
|
|
(212
|
)
|
Adjusted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset impairments, net of reversals
|
|
|
2
|
|
|
|
(1
|
)
|
|
|
2
|
|
|
|
(1
|
)
|
Restructuring and other related closure cost
|
|
|
(6
|
)
|
|
|
(3
|
)
|
|
|
(9
|
)
|
|
|
(6
|
)
|
Share-based compensation expense
|
|
|
(2
|
)
|
|
|
(1
|
)
|
|
|
(3
|
)
|
|
|
(1
|
)
|
Acquisition-related amortization and losses
|
|
|
(5
|
)
|
|
|
(6
|
)
|
|
|
(14
|
)
|
|
|
(12
|
)
|
Gains (losses) on sales of assets, businesses, or interests in
subsidiaries
|
|
|
(1
|
)
|
|
|
(16
|
)
|
|
|
14
|
|
|
|
(17
|
)
|
Other expense, net
|
|
|
|
|
|
|
(6
|
)
|
|
|
|
|
|
|
(11
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
55
|
|
|
|
(143
|
)
|
|
|
137
|
|
|
|
(260
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Income
|
|
|
13
|
|
|
|
21
|
|
|
|
31
|
|
|
|
81
|
|
Financial Expense
|
|
|
(48
|
)
|
|
|
(32
|
)
|
|
|
(88
|
)
|
|
|
(88
|
)
|
Income from investment accounted for using the equity method, net
|
|
|
2
|
|
|
|
2
|
|
|
|
2
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before income tax
|
|
|
22
|
|
|
|
(152
|
)
|
|
|
82
|
|
|
|
(264
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subsequent to March 31, 2009, the Company repurchased
notional amounts of 19 million of its exchangeable
subordinated notes due 2010. The purchase was made out of
available cash.
On April 1, 2009, the local court in Munich formally opened
insolvency proceedings for Qimonda AG and Qimonda Dresden
GmbH & Co. oHG (see note 4).
On April 3, 2009, the Company announced its application to
voluntarily delist from the New York Stock Exchange. The
delisting took effect on April 24, 2009, and consequently,
the American Depositary Shares are no longer traded on the New
York Stock Exchange. The Companys American Depositary
Shares have been listed on the
over-the-counter
market OTCQX International under the ticker symbol
IFNNY since April 24, 2009.
On April 24, 2009, former employees of Qimondas
subsidiaries in the United States filed a complaint in the
U.S. Federal District Court in Delaware against the
Company, IF North America and Qimonda AG, individually and on
behalf of several putative classes of plaintiffs. The suit
relates to the termination of the plaintiffs employment in
connection with Qimondas insolvency and the payment of
severance and other benefits allegedly due by Qimonda. The
complaint seeks to pierce the corporate veil and to
impose liability on the Company and IF North America under
several theories. The Company is currently reviewing the
complaint. The Company and IF North America have not served
yet.
On April 24, 2009, Optimum Processing Solutions LLC, a
Georgia limited liability company, filed a claim in the
U.S. Federal District Court for the Northern District of
Georgia against IF North America, Advanced Micro Devices, Inc.,
Freescale Semiconductor, Inc., Intel Corporation, International
Business Machines Corporation, STMicroelectronics, Inc., Sun
Microsystems, Inc. and Texas Instruments, Inc. The complaint
alleges that certain microchips manufactured, used or offered
for sale by IF North America and the other defendants infringe
U.S. patent no. 5,117,497, allegedly held by the
plaintiff. The Company is currently reviewing the complaint. The
Company and IF North America have not served yet.
43
Infineon
Technologies AG and Subsidiaries
Notes to
the Unaudited Condensed Consolidated Financial Statements
On May 5, 2009, the Company announced the launch of a cash
tender offer in order to reduce its debt by purchasing
outstanding subordinated convertible and exchangeable notes. The
Company intends to use up to 150 million for the
purchase of these notes, with the maximum purchase price for the
exchangeable and the convertible notes being 75 percent of
the nominal amount. The Company will determine the final
purchase prices upon receipt of offers pursuant to a modified
Dutch auction process, so that all offers submitted at or below
the final purchase prices will be accepted up to the aggregate
of 150 million.
On May 7, Wi-LAN and the Company settled their patent
litigation pending in the U.S. District Court for the Eastern
District of Texas by concluding license and patent acquisition
agreements.
44
Supplementary
Information (Unaudited)
Gross and Net
Cash Position
Infineon defines gross cash position as cash and cash
equivalents and
available-for-sale
financial assets, and net cash position as gross cash position
less short-term debt and current maturities of long-term debt,
and long-term debt. Since Infineon holds a substantial portion
of its available monetary resources in the form of readily
available-for-sale
financial assets, which for IFRS purposes are not considered to
be cash, it reports its gross and net cash positions
to provide investors with an understanding of the Companys
overall liquidity. The gross and net cash position is determined
as follows from the condensed consolidated balance sheets,
without adjustment to the IFRS amounts presented:
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
|
( in millions)
|
|
|
Cash and cash equivalents
|
|
|
749
|
|
|
|
532
|
|
Available-for-sale
financial assets
|
|
|
134
|
|
|
|
133
|
|
|
|
|
|
|
|
|
|
|
Gross Cash Position
|
|
|
883
|
|
|
|
665
|
|
|
|
|
|
|
|
|
|
|
Less: Short-term debt and current maturities of long-term debt
|
|
|
207
|
|
|
|
170
|
|
Long-term debt
|
|
|
963
|
|
|
|
816
|
|
|
|
|
|
|
|
|
|
|
Net Cash Position
|
|
|
(287
|
)
|
|
|
(321
|
)
|
|
|
|
|
|
|
|
|
|
Free Cash
Flow
Infineon defines free cash flow as cash from operating and
investing activities excluding purchases or sales of
available-for-sale
financial assets. Since Infineon holds a substantial portion of
its available monetary resources in the form of readily
available-for-sale
financial assets, 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 include only amounts from continuing operations, and is
determined as follows from the condensed consolidated statements
of cash flows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
Net cash provided by (used in) operating activities from
continuing operations
|
|
|
31
|
|
|
|
(70
|
)
|
|
|
149
|
|
|
|
(65
|
)
|
Net cash provided by (used in) investing activities from
continuing operations
|
|
|
(182
|
)
|
|
|
53
|
|
|
|
(894
|
)
|
|
|
31
|
|
Thereof: Proceeds from sales (purchases) of
available-for-sale
financial assets
|
|
|
93
|
|
|
|
(5
|
)
|
|
|
417
|
|
|
|
(10
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Free cash flow
|
|
|
(58
|
)
|
|
|
(22
|
)
|
|
|
(328
|
)
|
|
|
(44
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Backlog
Most standard 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 is not a reliable indicator of
future sales. Orders for customized 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.
47
Dividends
The Company has not declared or paid any dividend during the
three and six months ended March 31, 2008 or 2009.
Employees
As of March 31, 2009, the Company had 26,362 employees
worldwide, including 6,019 engaged in research and development.
Change of
Management
Effective February 1, 2009, Mr. Arnaud de Weert has
been appointed as a new member of the Infineon Technologies AG
Supervisory Board. Mr. de Weert succeeded Mr. Prof.
Dr. Martin Winterkorn, who resigned from this office,
effective as of January 31, 2009.
Effective February 26, 2009, Mr. Professor Johannes
Feldmayer has stepped down from the Supervisory Board of
Infineon Technologies AG.
Market for
Ordinary Shares
The Companys ordinary shares are listed on the Frankfurt
Stock Exchange (FSE) under the symbol IFX. Effective
March 23, 2009, as announced by Deutsche Börse, the
Companys shares were removed from the DAX index, by means
of the fast-exit rule, because of the low market capitalization
on the basis of the Companys free float, and have been
listed in the TecDAX index since that date. On April 3,
2009, the Company announced its application to voluntary delist
from the New York Stock Exchange. The delisting took effect on
April 24, 2009. The American Depositary Shares currently
trade on the
over-the-counter
market OTCQX International under the symbol IFNNY.
Performance of the IFX shares since October 1, 2007 (based
on Xetra daily closing prices) is as follows:
48
Infineons share price performance and key data were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Six months ended
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2008
|
|
|
2009
|
|
|
+/− in %
|
|
|
2008
|
|
|
2009
|
|
|
+/− in %
|
|
|
IFX closing prices in Euro (Xetra)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
|
8.13
|
|
|
|
1.01
|
|
|
|
(88
|
)%
|
|
|
11.95
|
|
|
|
4.05
|
|
|
|
(66
|
)%
|
High
|
|
|
8.13
|
|
|
|
1.35
|
|
|
|
(83
|
)%
|
|
|
11.95
|
|
|
|
4.12
|
|
|
|
(66
|
)%
|
Low
|
|
|
4.08
|
|
|
|
0.39
|
|
|
|
(90
|
)%
|
|
|
4.08
|
|
|
|
0.39
|
|
|
|
(90
|
)%
|
End of the period
|
|
|
4.45
|
|
|
|
0.79
|
|
|
|
(82
|
)%
|
|
|
4.45
|
|
|
|
0.79
|
|
|
|
(82
|
)%
|
IFX closing prices in U.S. dollars (NYSE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
|
11.87
|
|
|
|
1.42
|
|
|
|
(88
|
)%
|
|
|
17.13
|
|
|
|
5.44
|
|
|
|
(68
|
)%
|
High
|
|
|
11.87
|
|
|
|
1.92
|
|
|
|
(84
|
)%
|
|
|
17.13
|
|
|
|
5.44
|
|
|
|
(68
|
)%
|
Low
|
|
|
6.34
|
|
|
|
0.46
|
|
|
|
(93
|
)%
|
|
|
6.34
|
|
|
|
0.46
|
|
|
|
(93
|
)%
|
End of the period
|
|
|
7.02
|
|
|
|
1.11
|
|
|
|
(84
|
)%
|
|
|
7.02
|
|
|
|
1.11
|
|
|
|
(84
|
)%
|
Financial
Calendar
|
|
|
|
|
|
|
|
|
Results press release
|
Fiscal Period
|
|
Period end date
|
|
(preliminary)
|
|
Third Quarter
|
|
June 30, 2009
|
|
July 29, 2009
|
Fiscal Year 2009
|
|
September 30, 2009
|
|
November 19, 2009
|
Publication date:
May 11,
2009
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.
49
Risk
Factors
We face numerous risks incidental to our business, including
both, risks that are inherent to companies in the semiconductor
industry, and 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, and risks related
to the resolution of Qimondas insolvency proceedings and
the liabilities we may face as a result of Qimondas
insolvency. 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.
Included in discontinued operations were write-downs associated
with the Qimonda business. The write-downs were based on
managements best estimates of the fair value of the
Qimonda business less costs to sell. The amounts included in
discontinued operations could be adjusted in the near term or
later if actual amounts differ from current estimates. Following
Qimondas application to commence insolvency proceedings,
the Company may be exposed to a number of significant
liabilities relating to the Qimonda business, including pending
antitrust and securities law claims, potential claims for
repayment of governmental subsidies received, and
employee-related contingencies.
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 includes forward-looking statements about
the future of Infineons business and the industry in which
we operate. These include statements relating to general
economic conditions, future developments in the world
semiconductor market, our ability to manage our costs and to
achieve our savings and growth targets, the resolution of
Qimondas insolvency proceedings and the liabilities we may
face as a result of Qimondas insolvency, the benefits of
research and development alliances and activities, our planned
levels of future investment, the introduction of new technology
at our facilities, the continuing transitioning of our
production processes to smaller structure sizes, and our
continuing ability to offer commercially viable products.
These forward-looking statements are subject to a number of
uncertainties, including broader economic developments,
including the duration and depth of the current economic
downturn; trends in demand and prices for semiconductors
generally and for our products in particular, as well as for the
end-products, such as automobiles and consumer electronics, that
incorporate our products; the success of our development
efforts, both alone and with partners; the success of our
efforts to introduce new production processes at our facilities;
the actions of competitors; the availability of funds, including
for the re-financing of our indebtedness; the outcome of
antitrust investigations and litigation matters; and the outcome
of Qimondas insolvency proceedings; as well as the other
factors mentioned in this press release and those described in
the Risk Factors section of the annual report of
Infineon on
Form 20-F
filed with the U.S. Securities and Exchange Commission on
December 29, 2008.
As a result, Infineons actual results could differ
materially from those contained in these forward-looking
statements. You are cautioned not to place undue reliance on
these forward-looking statements. Infineon does not undertake
any obligation to publicly update or revise any forward-looking
statements in light of developments which differ from those
anticipated.
50
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.
|
|
|
|
|
|
INFINEON TECHNOLOGIES AG
|
|
Date: May 11, 2009 |
By: |
/s/ Peter Bauer |
|
|
|
Peter Bauer |
|
|
|
Member of the Management Board
and Chief Executive Officer |
|
|
|
|
|
|
By: |
/s/ Dr. Marco Schröter |
|
|
|
Dr. Marco Schröter |
|
|
|
Member of the Management Board
and Chief Financial Officer |
|
|