Revenue and earnings exceed expectations with
free cash flow increasing 41% sequentially
onsemi (the “Company”) (Nasdaq: ON) today announced results for
the third quarter of 2024 with the following highlights:
- Revenue of $1,761.9 million
- GAAP gross margin and non-GAAP gross margin of 45.4% and 45.5%,
respectively
- GAAP operating margin and non-GAAP operating margin of 25.3%
and 28.2%, respectively
- GAAP diluted earnings per share and non-GAAP diluted earnings
per share of $0.93 and $0.99, respectively
- Returned 75% of free cash flow over the last 12 months to
shareholders through stock repurchases
“With third-quarter results above expectations, we remain
focused on delivering consistent results in the current environment
through execution and prudent financial management,” said Hassane
El-Khoury, president and CEO, onsemi. “As power demands continue to
rise across our key markets, and the need for greater efficiency
becomes paramount, we are investing to win across the entire power
spectrum to ensure that onsemi is best positioned to gain share in
automotive, industrial and AI data center.”
Selected financial results for the quarter are shown below
with comparable periods (unaudited):
GAAP
Non-GAAP
(Revenue and Net Income in
millions)
Q3 2024
Q2 2024
Q3 2023
Q3 2024
Q2 2024
Q3 2023
Revenue
$1,761.9
$1,735.2
$2,180.8
$1,761.9
$1,735.2
$2,180.8
Gross Margin
45.4 %
45.2 %
47.3 %
45.5 %
45.3 %
47.3 %
Operating Margin
25.3 %
22.4 %
31.5 %
28.2 %
27.5 %
32.6 %
Net Income attributable to ON
Semiconductor Corporation
$401.7
$338.2
$582.7
$423.8
$412.1
$608.4
Diluted Earnings Per Share
$0.93
$0.78
$1.29
$0.99
$0.96
$1.39
Revenue Summary (in millions)
(Unaudited)
Quarters Ended
Business Segment(1)
Q3 2024
Q2 2024
Q3 2023
Sequential Change
Year-over- Year Change
PSG
$
829.4
$
835.2
$
1,076.5
(1)%
(23)%
AMG
653.7
647.8
775.7
1 %
(16)%
ISG
278.8
252.2
328.6
11 %
(15)%
Total
$
1,761.9
$
1,735.2
$
2,180.8
2 %
(19)%
(1) During the first quarter of 2024, the
Company reorganized certain reporting units and its segment
reporting structure. As a result of the reorganization of divisions
within PSG and AMG, the prior-period amounts have been reclassified
to conform to current-period presentation.
FOURTH QUARTER 2024 OUTLOOK
The following table outlines onsemi’s projected fourth quarter
of 2024 GAAP and non-GAAP outlook.
Total onsemi GAAP
Special Items **
Total onsemi Non-GAAP***
Revenue
$1,710 to $1,810 million
-
$1,710 to $1,810 million
Gross Margin
43.9% to 45.9%
0.1%
44.0% to 46.0%
Operating Expenses
$313 to $328 million
$13 million
$300 to $315 million
Other Income and Expense (including
interest), net
($12 million)
-
($12 million)
Diluted Earnings Per Share
$0.88 to $1.00
$0.04
$0.92 to $1.04
Diluted Shares Outstanding *
431 million
4 million
427 million
*
Diluted shares outstanding can vary as a
result of, among other things, the vesting of restricted stock
units, the incremental dilutive shares from the convertible notes,
and the repurchase or the issuance of stock or convertible notes or
the sale of treasury shares. In periods when the quarterly average
stock price per share exceeds $52.97 for the 0% Notes, and $103.87
for the 0.50% Notes, the non-GAAP diluted share count and non-GAAP
net income per share include the anti-dilutive impact of the hedge
transactions entered concurrently with the 0% Notes, and the 0.50%
Notes, respectively. At an average stock price per share between
$52.97 and $74.34 for the 0% Notes, and $103.87 and $156.78 for the
0.50% Notes, the hedging activity offsets the potentially dilutive
effect of the 0% Notes, and the 0.50% Notes, respectively. In
periods when the quarterly average stock price exceeds $74.34 for
the 0% Notes, and $156.78 for the 0.50% Notes, the dilutive impact
of the warrants issued concurrently with such notes is included in
the diluted shares outstanding. GAAP and non-GAAP diluted share
counts are based on either the previous quarter's average stock
price or the stock price as of the last day of the previous
quarter, whichever is higher.
**
Special items may include: amortization of acquisition-related
intangibles; expensing of appraised inventory fair market value
step-up; non-recurring facility costs; in-process research and
development expenses; restructuring, asset impairments and other,
net; goodwill impairment charges; gains and losses on debt
prepayment; actuarial (gains) losses on pension plans and other
pension benefits; and certain other special items, as necessary.
These special items are out of our control and could change
significantly from period to period. As a result, we are not able
to reasonably estimate and separately present the individual impact
or probable significance of these special items, and we are
similarly unable to provide a reconciliation of the non-GAAP
measures. The reconciliation that is unavailable would include a
forward-looking income statement, balance sheet and statement of
cash flows in accordance with GAAP. For this reason, we use a
projected range of the aggregate amount of special items in order
to calculate our projected non-GAAP operating expense outlook.
***
We believe these non-GAAP measures provide important supplemental
information to investors. We use these measures, together with GAAP
measures, for internal managerial purposes and as a means to
evaluate period-to-period comparisons. However, we do not, and you
should not, rely on non-GAAP financial measures alone as measures
of our performance. We believe that non-GAAP financial measures
reflect an additional way of viewing aspects of our operations
that, when taken together with GAAP results and the reconciliations
to corresponding GAAP financial measures that we also provide in
our releases, provide a more complete understanding of factors and
trends affecting our business. Because non-GAAP financial measures
are not standardized, it may not be possible to compare these
financial measures with other companies’ non-GAAP financial
measures, even if they have similar names.
TELECONFERENCE
onsemi will host a conference call for the financial community
at 9 a.m. Eastern Time (ET) on October 28, 2024 to discuss this
announcement and onsemi’s 2024 third quarter results. The Company
will also provide a real-time audio webcast of the teleconference
on the Investor Relations page of its website at
http://www.onsemi.com. The webcast replay will be available at this
site approximately one hour following the live broadcast and will
continue to be available for approximately 30 days following the
conference call. Investors and interested parties can also access
the conference call by pre-registering here.
About onsemi
onsemi (Nasdaq: ON) is driving disruptive innovations to
help build a better future. With a focus on automotive and
industrial end-markets, the company is accelerating change in
megatrends such as vehicle electrification and safety, sustainable
energy grids, industrial automation, and 5G and cloud
infrastructure. onsemi offers a highly differentiated and
innovative product portfolio, delivering intelligent power and
sensing technologies that solve the world’s most complex challenges
and leads the way to creating a safer, cleaner, and smarter world.
onsemi is recognized as a Fortune 500® company and included
in the Nasdaq-100 Index® and S&P 500® index. Learn more about
onsemi at www.onsemi.com.
onsemi and the onsemi logo are trademarks of Semiconductor
Components Industries, LLC. All other brand and product names
appearing in this document are registered trademarks or trademarks
of their respective holders. Although the Company references its
website in this news release, information on the website is not to
be incorporated herein.
This document includes “forward-looking statements,” as that
term is defined in Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than statements of historical facts,
included or incorporated in this document could be deemed
forward-looking statements, particularly statements about the
future financial performance of onsemi, including financial
guidance for the fourth quarter of 2024. Forward-looking statements
are often characterized by the use of words such as “believes,”
“estimates,” “expects,” “projects,” “may,” “will,” “intends,”
“plans,” “anticipates,” “should” or similar expressions or by
discussions of strategy, plans or intentions. All forward-looking
statements in this document are made based on our current
expectations, forecasts, estimates and assumptions and involve
risks, uncertainties and other factors that could cause results or
events to differ materially from those expressed in the
forward-looking statements. Certain factors that could affect our
future results or events are described under Part I, Item 1A “Risk
Factors” in the 2023 Annual Report on Form 10-K filed with the
Securities and Exchange Commission (“SEC”) on February 5, 2024 (the
“2023 Form 10-K”) and from time to time in our other SEC reports.
Readers are cautioned not to place undue reliance on
forward-looking statements. We assume no obligation to update such
information, which speaks only as of the date made, except as may
be required by law. Investing in our securities involves a high
degree of risk and uncertainty, and you should carefully consider
the trends, risks and uncertainties described in this document, our
2023 Form 10-K and other reports filed with or furnished to the SEC
before making any investment decision with respect to our
securities. If any of these trends, risks or uncertainties actually
occurs or continues, our business, financial condition or operating
results could be materially adversely affected, the trading prices
of our securities could decline, and you could lose all or part of
your investment. All forward-looking statements attributable to us
or persons acting on our behalf are expressly qualified in their
entirety by this cautionary statement.
ON SEMICONDUCTOR CORPORATION UNAUDITED
CONSOLIDATED STATEMENTS OF OPERATIONS (in millions, except per
share data)
Quarters Ended
Nine Months Ended
September 27, 2024
June 28, 2024
September 29, 2023
September 27, 2024
September 29, 2023
Revenue
$
1,761.9
$
1,735.2
$
2,180.8
$
5,359.8
$
6,234.9
Cost of revenue
962.5
951.2
1,150.1
2,922.8
3,293.3
Gross profit
799.4
784.0
1,030.7
2,437.0
2,941.6
Gross margin
45.4
%
45.2
%
47.3
%
45.5
%
47.2
%
Operating expenses:
Research and development
151.0
156.5
143.4
457.5
427.1
Selling and marketing
65.4
68.6
68.2
203.1
211.6
General and administrative
95.5
85.0
110.7
275.8
273.8
Amortization of acquisition-related
intangible assets
13.0
12.9
12.0
38.5
39.0
Restructuring, asset impairments and other
charges, net
29.1
72.5
9.4
103.0
63.5
Total operating expenses
354.0
395.5
343.7
1,077.9
1,015.0
Operating income
445.4
388.5
687.0
1,359.1
1,926.6
Other income (expense), net:
Interest expense
(15.7
)
(15.7
)
(16.2
)
(47.0
)
(59.0
)
Interest income
28.6
27.4
25.7
83.6
66.8
Loss on debt prepayment
—
—
—
—
(13.3
)
Loss on divestiture of business
—
—
(0.1
)
—
(0.7
)
Other income (expense)
(3.7
)
1.9
1.1
(0.8
)
4.5
Other income (expense), net
9.2
13.6
10.5
35.8
(1.7
)
Income before income taxes
454.6
402.1
697.5
1,394.9
1,924.9
Income tax provision
(51.9
)
(63.7
)
(114.6
)
(200.1
)
(302.7
)
Net income
402.7
338.4
582.9
1,194.8
1,622.2
Less: Net income attributable to
non-controlling interest
(1.0
)
(0.2
)
(0.2
)
(1.9
)
(1.2
)
Net income attributable to ON
Semiconductor Corporation
$
401.7
$
338.2
$
582.7
$
1,192.9
$
1,621.0
Net income for diluted earnings per share
of common stock
$
401.7
$
338.2
$
583.1
$
1,192.9
$
1,622.2
Net income per share of common stock:
Basic
$
0.94
$
0.79
$
1.35
$
2.79
$
3.76
Diluted
$
0.93
$
0.78
$
1.29
$
2.75
$
3.61
Weighted average common shares
outstanding:
Basic
427.0
429.1
431.2
428.1
431.6
Diluted
431.7
433.2
450.7
433.8
449.3
ON SEMICONDUCTOR CORPORATION
UNAUDITED CONSOLIDATED BALANCE SHEETS (in millions)
September 27, 2024
June 28, 2024
December 31, 2023
Assets
Cash and cash equivalents
$
2,470.2
$
2,231.0
$
2,483.0
Short-term investments
300.0
450.0
—
Receivables, net
1,070.6
887.2
935.4
Inventories
2,242.8
2,224.6
2,111.8
Other current assets
461.1
532.2
382.1
Total current assets
6,544.7
6,325.0
5,912.3
Property, plant and equipment, net
4,383.7
4,372.5
4,401.5
Goodwill
1,587.9
1,577.6
1,577.6
Intangible assets, net
273.1
275.0
299.3
Deferred tax assets
725.8
679.1
600.8
ROU financing lease assets
41.1
41.7
42.4
Other assets
367.3
387.9
381.3
Total assets
$
13,923.6
$
13,658.8
$
13,215.2
Liabilities and Stockholders’
Equity
Accounts payable
$
597.5
$
617.7
$
725.6
Accrued expenses and other current
liabilities
734.3
684.3
663.2
Current portion of financing lease
liabilities
0.4
0.4
0.8
Current portion of long-term debt
796.4
795.6
794.0
Total current liabilities
2,128.6
2,098.0
2,183.6
Long-term debt
2,547.2
2,545.7
2,542.6
Deferred tax liabilities
42.8
39.6
38.7
Long-term financing lease liabilities
22.4
21.7
22.4
Other long-term liabilities
578.6
595.4
627.3
Total liabilities
5,319.6
5,300.4
5,414.6
ON Semiconductor Corporation stockholders’
equity:
Common stock
6.2
6.2
6.2
Additional paid-in capital
5,321.9
5,283.3
5,210.9
Accumulated other comprehensive loss
(49.1
)
(56.8
)
(45.2
)
Accumulated earnings
7,741.0
7,339.3
6,548.1
Less: Treasury stock, at cost
(4,435.9
)
(4,232.5
)
(3,937.4
)
Total ON Semiconductor Corporation
stockholders’ equity
8,584.1
8,339.5
7,782.6
Non-controlling interest
19.9
18.9
18.0
Total stockholders’ equity
8,604.0
8,358.4
7,800.6
Total liabilities and stockholders’
equity
$
13,923.6
$
13,658.8
$
13,215.2
ON SEMICONDUCTOR CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (in
millions)
Quarters Ended
Nine Months Ended
September 27,
2024
June 28, 2024
September 29,
2023
September 27,
2024
September 29,
2023
Cash flows from operating activities:
Net income
$
402.7
$
338.4
$
582.9
$
1,194.8
$
1,622.2
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization
161.8
159.6
155.4
476.3
449.2
Loss on sale and disposal of fixed
assets
4.1
0.9
2.5
5.1
7.3
Loss on divestiture of businesses
—
—
0.1
—
0.7
Loss on debt prepayment
—
—
—
—
13.3
Amortization of debt discount and issuance
costs
3.6
2.9
2.9
9.2
8.7
Share-based compensation
32.7
32.3
31.1
98.0
90.4
Non-cash asset impairment charges
—
15.7
—
15.7
12.7
Change in deferred tax balances
(45.6
)
(27.9
)
(79.4
)
(122.1
)
(109.0
)
Other
1.7
3.5
10.8
7.0
1.5
Changes in assets and liabilities
(95.2
)
(163.2
)
(139.7
)
(357.3
)
(730.7
)
Net cash provided by operating
activities
465.8
362.2
566.6
1,326.7
1,366.3
Cash flows from investing activities:
Purchase of Property, Plant and Equipment
(“PP&E”)
(172.2
)
(154.5
)
(433.0
)
(549.1
)
(1,185.1
)
Deposits and proceeds from sale of
PP&E
0.3
0.2
0.2
0.6
2.8
Deposits utilized for purchase of
PP&E
10.5
13.4
12.9
12.4
32.4
Purchase of short-term investments
(300.0
)
(450.0
)
—
(750.0
)
—
Proceeds from sale or maturity of
short-term investments and available-for-sale securities
450.0
—
12.7
450.0
33.5
Purchase of a business, net of cash
acquired
(20.5
)
—
—
(20.5
)
—
Payments related to acquisition of
business
—
—
—
—
(236.3
)
Other
—
—
—
(1.5
)
—
Net cash used in investing activities
(31.9
)
(590.9
)
(407.2
)
(858.1
)
(1,352.7
)
Cash flows from financing activities:
Proceeds for the issuance of common stock
under the ESPP
6.5
5.5
6.7
19.6
19.9
Payment of tax withholding for RSUs
(3.1
)
(7.7
)
(5.9
)
(48.3
)
(62.4
)
Repurchase of common stock
(200.0
)
(150.0
)
(100.0
)
(450.0
)
(264.0
)
Issuance and borrowings under debt
agreements
—
—
—
—
1,845.0
Reimbursement of debt issuance costs
—
—
—
—
4.5
Payment of debt issuance and other
financing costs
—
—
(0.3
)
—
(11.7
)
Repayment of borrowings under debt
agreements
—
—
(0.1
)
—
(1,603.8
)
Payment for purchase of bond hedges
—
—
—
—
(414.0
)
Proceeds from issuance of warrants
—
—
—
—
242.5
Payment of finance lease obligations
(0.4
)
(0.5
)
(1.7
)
(1.8
)
(10.3
)
Net cash used in financing activities
(197.0
)
(152.7
)
(101.3
)
(480.5
)
(254.3
)
Effect of exchange rate changes on cash,
cash equivalents and restricted cash
2.4
(2.2
)
(0.5
)
(0.7
)
(1.5
)
Net increase (decrease) in cash, cash
equivalents and restricted cash
239.3
(383.6
)
57.6
(12.6
)
(242.2
)
Beginning cash, cash equivalents and
restricted cash
2,233.1
2,616.7
2,633.2
2,485.0
2,933.0
Ending cash, cash equivalents and
restricted cash
$
2,472.4
$
2,233.1
$
2,690.8
$
2,472.4
$
2,690.8
ON SEMICONDUCTOR CORPORATION
RECONCILIATION OF GAAP VERSUS NON-GAAP DISCLOSURES
(Continued) (in millions, except per share and percentage
data)
Quarters Ended
Nine Months Ended
September 27, 2024
June 28, 2024
September 29, 2023
September 27, 2024
September 29, 2023
Reconciliation of GAAP to non-GAAP
gross profit:
GAAP gross profit
$
799.4
$
784.0
$
1,030.7
$
2,437.0
$
2,941.6
Special items:
a)
Impact of business wind down
—
—
—
—
(3.9
)
b)
Amortization of acquisition-related
intangible assets
1.6
1.6
1.4
4.7
4.2
Total special items
1.6
1.6
1.4
4.7
0.3
Non-GAAP gross profit
$
801.0
$
785.6
$
1,032.1
$
2,441.7
$
2,941.9
Reconciliation of GAAP to non-GAAP
gross margin:
GAAP gross margin
45.4
%
45.2
%
47.3
%
45.5
%
47.2
%
Special items:
a)
Impact of business wind down
—
%
—
%
—
%
—
%
(0.1
)%
b)
Amortization of acquisition-related
intangible assets
0.1
%
0.1
%
0.1
%
0.1
%
0.1
%
Total special items
0.1
%
0.1
%
0.1
%
0.1
%
—
%
Non-GAAP gross margin
45.5
%
45.3
%
47.3
%
45.6
%
47.2
%
Reconciliation of GAAP to non-GAAP
operating expenses:
GAAP operating expenses
$
354.0
$
395.5
$
343.7
$
1,077.9
$
1,015.0
Special items:
a)
Amortization of acquisition-related
intangible assets
(13.0
)
(12.9
)
(12.0
)
(38.5
)
(39.0
)
b)
Restructuring, asset impairments and
other, net
(29.1
)
(72.5
)
(9.4
)
(103.0
)
(63.5
)
c)
Third party acquisition and
divestiture-related costs
(7.4
)
(1.7
)
(0.1
)
(9.2
)
1.2
Total special items
(49.5
)
(87.1
)
(21.5
)
(150.7
)
(101.3
)
Non-GAAP operating expenses
$
304.5
$
308.4
$
322.2
$
927.2
$
913.7
Reconciliation of GAAP to non-GAAP
operating income:
GAAP operating income
$
445.4
$
388.5
$
687.0
$
1,359.1
$
1,926.6
Special items:
a)
Impact of business wind down
—
—
—
—
(3.9
)
b)
Amortization of acquisition-related
intangible assets
14.6
14.5
13.4
43.2
43.2
c)
Restructuring, asset impairments and
other, net
29.1
72.5
9.4
103.0
63.5
d)
Third party acquisition and
divestiture-related costs
7.4
1.7
0.1
9.2
(1.2
)
Total special items
51.1
88.7
22.9
155.4
101.6
Non-GAAP operating income
$
496.5
$
477.2
$
709.9
$
1,514.5
$
2,028.2
Reconciliation of GAAP to non-GAAP
operating margin (operating income / revenue):
GAAP operating margin
25.3
%
22.4
%
31.5
%
25.4
%
30.9
%
Special items:
a)
Impact of business wind down
—
%
—
%
—
%
—
%
(0.1
)%
b)
Amortization of acquisition-related
intangible assets
0.8
%
0.8
%
0.6
%
0.8
%
0.7
%
c)
Restructuring, asset impairments and
other, net
1.7
%
4.2
%
0.4
%
1.9
%
1.0
%
d)
Third party acquisition and
divestiture-related costs
0.4
%
0.1
%
—
%
0.2
%
—
%
Total special items
2.9
%
5.1
%
1.1
%
2.9
%
1.6
%
Non-GAAP operating margin
28.2
%
27.5
%
32.6
%
28.3
%
32.5
%
Reconciliation of GAAP to non-GAAP
income before income taxes:
GAAP income before income taxes
$
454.6
$
402.1
$
697.5
$
1,394.9
$
1,924.9
Special items:
a)
Impact of business wind down
—
—
—
—
(3.9
)
b)
Amortization of acquisition-related
intangible assets
14.6
14.5
13.4
43.2
43.2
c)
Restructuring, asset impairments and
other, net
29.1
72.5
9.4
103.0
63.5
d)
Third party acquisition and
divestiture-related costs
7.4
1.7
0.1
9.2
(1.2
)
e)
Loss on debt prepayment
—
—
—
—
13.3
f)
Loss on divestiture of business
—
—
0.1
—
0.7
Total special items
51.1
88.7
23.0
155.4
115.6
Non-GAAP income before income taxes
$
505.7
$
490.8
$
720.5
$
1,550.3
$
2,040.5
Reconciliation of GAAP to non-GAAP net
income attributable to ON Semiconductor Corporation:
GAAP net income attributable to ON
Semiconductor Corporation
$
401.7
$
338.2
$
582.7
$
1,192.9
$
1,621.0
Special items:
a)
Impact of business wind down
—
—
—
—
(3.9
)
b)
Amortization of acquisition-related
intangible assets
14.6
14.5
13.4
43.2
43.2
c)
Restructuring, asset impairments and
other, net
29.1
72.5
9.4
103.0
63.5
d)
Third party acquisition and
divestiture-related costs
7.4
1.7
0.1
9.2
(1.2
)
e)
Loss on debt prepayment
—
—
—
—
13.3
f)
Loss on divestiture of a business
—
—
0.1
—
0.7
g)
Income taxes
(29.0
)
(14.8
)
2.7
(47.9
)
(21.2
)
Total special items
22.1
73.9
25.7
107.5
94.4
Non-GAAP net income attributable to ON
Semiconductor Corporation
$
423.8
$
412.1
$
608.4
$
1,300.4
$
1,715.4
GAAP net income for diluted earnings per
share
$
401.7
$
338.2
$
583.1
$
1,192.9
$
1,622.2
Non-GAAP net income for diluted earnings
per share
$
423.8
$
412.1
$
608.8
$
1,300.4
$
1,716.6
Reconciliation of GAAP to non-GAAP
diluted shares outstanding:
GAAP diluted shares outstanding
431.7
433.2
450.7
433.8
449.3
Special items:
a)
Less: dilutive shares attributable to
convertible notes
(4.1
)
(3.7
)
(11.4
)
(4.2
)
(10.2
)
Total special items
(4.1
)
(3.7
)
(11.4
)
(4.2
)
(10.2
)
Non-GAAP diluted shares outstanding
427.6
429.5
439.3
429.6
439.1
Non-GAAP diluted earnings per
share:
Non-GAAP net income for diluted earnings
per share
$
423.8
$
412.1
$
608.8
$
1,300.4
$
1,716.6
Non-GAAP diluted shares outstanding
427.6
429.5
439.3
429.6
439.1
Non-GAAP diluted earnings per share
$
0.99
$
0.96
$
1.39
$
3.03
$
3.91
Reconciliation of net cash provided by
operating activities to free cash flow:
Net cash provided by operating
activities
$
465.8
$
362.2
$
566.6
$
1,326.7
$
1,366.3
Special items:
a)
Purchase of property, plant and
equipment
(172.2
)
(154.5
)
(433.0
)
(549.1
)
(1,185.1
)
Total special items
(172.2
)
(154.5
)
(433.0
)
(549.1
)
(1,185.1
)
Free cash flow
$
293.6
$
207.7
$
133.6
$
777.6
$
181.2
Certain of the amounts in the above tables may not total due to
rounding of individual amounts.
Quarters Ended
December 31, 2023
March 29, 2024
June 28, 2024
September 27, 2024
Last Twelve Months
Net cash provided by operating
activities
$
611.2
$
498.7
$
362.2
$
465.8
$
1,937.9
Purchase of property, plant and
equipment
(390.5
)
(222.4
)
(154.5
)
(172.2
)
(939.6
)
Free cash flow
$
220.7
$
276.3
$
207.7
$
293.6
$
998.3
Revenue
$
2,018.1
$
1,862.7
$
1,735.2
$
1,761.9
$
7,377.9
ON SEMICONDUCTOR CORPORATION
RECONCILIATION OF GAAP VERSUS NON-GAAP DISCLOSURES
(Continued) (in millions, except per share and percentage
data)
SHARE-BASED COMPENSATION
Total share-based compensation related to restricted stock
units, stock grant awards and the employee stock purchase plan was
as follows:
Quarters Ended
Nine Months Ended
September 27, 2024
June 28, 2024
September 29, 2023
September 27, 2024
September 29, 2023
Cost of revenue
$
6.2
$
6.5
$
4.8
$
18.1
$
13.4
Research and development
6.1
6.4
5.3
18.2
15.0
Selling and marketing
4.8
5.4
4.7
15.4
13.8
General and administrative
15.6
14.0
16.3
46.3
48.2
Total share-based compensation
$
32.7
$
32.3
$
31.1
$
98.0
$
90.4
SUPPLEMENTAL FINANCIAL DATA
Quarters Ended
Nine Months Ended
September 27, 2024
June 28, 2024
September 29, 2023
September 27, 2024
September 29, 2023
Net cash provided by operating
activities
$
465.8
$
362.2
$
566.6
$
1,326.7
$
1,366.3
Free cash flow
$
293.6
$
207.7
$
133.6
$
777.6
$
181.2
Cash paid for income taxes
$
49.2
$
221.3
$
99.8
$
294.1
$
327.4
Depreciation and amortization
$
161.8
$
159.6
$
155.4
$
476.3
$
449.2
Less: Amortization of acquisition-related
intangible assets
14.6
14.5
13.4
43.2
43.2
Depreciation and amortization (excl.
amortization of acquisition-related intangible assets)
$
147.2
$
145.1
$
142.0
$
433.1
$
406.0
NON-GAAP MEASURES
To supplement the consolidated financial results prepared in
accordance with GAAP, onsemi uses certain non-GAAP measures, which
are adjusted from the most directly comparable GAAP measures to
exclude items related to the amortization of acquisition-related
intangibles, expensing of appraised inventory fair market value
step-up, inventory valuation adjustments, in-process research and
development expenses, restructuring, asset impairments and other,
net, goodwill impairment charges, gains and losses on debt
prepayment, non-cash interest expense, actuarial (gains) losses on
pension plans and other pension benefits, third party acquisition
and divestiture-related costs, tax impact of these items and
certain other non-recurring items, as necessary. Management does
not consider the effects of these items in evaluating the core
operational activities of onsemi. Management uses these non-GAAP
measures internally to make strategic decisions, forecast future
results and evaluate onsemi’s current performance. In addition, the
Company believes that most analysts covering onsemi use the
non-GAAP measures to evaluate onsemi’s performance. Given
management’s and other relevant parties’ use of these non-GAAP
measures, onsemi believes these measures are important to investors
in understanding onsemi’s current and future operating results as
seen through the eyes of management. In addition, management
believes these non-GAAP measures are useful to investors in
enabling them to better assess changes in onsemi’s core business
across different time periods. These non-GAAP measures are not
prepared in accordance with, and should not be considered
alternatives or necessarily superior to, GAAP financial data and
may be different from non-GAAP measures used by other companies.
Because non-GAAP financial measures are not standardized, it may
not be possible to compare these financial measures with other
companies’ non-GAAP financial measures, even if they have similar
names.
Non-GAAP Revenue
The use of non-GAAP revenue allows management to evaluate, among
other things, the revenue from the Company’s core businesses and
trends across different reporting periods on a consistent basis,
independent of special items. In addition, non- GAAP revenue is an
important component of management’s internal performance
measurement and incentive and reward process as it is used to
assess the current and historical financial results of the business
and for strategic decision making, preparing budgets, obtaining
targets and forecasting future results. Management presents this
non-GAAP financial measure to enable investors and analysts to
evaluate the Company’s revenue generation performance relative to
the direct costs of operations of onsemi’s core businesses.
Non-GAAP Gross Profit and Gross Margin
The use of non-GAAP gross profit and gross margin allows
management to evaluate, among other things, the gross profit and
gross margin of the Company’s core businesses and trends across
different reporting periods on a consistent basis, independent of
non-cash items including, generally speaking, expensing of
appraised inventory fair market value step-up, impact of business
wind down and non-recurring facility costs. In addition, it is an
important component of management’s internal performance
measurement and incentive and reward process as it is used to
assess the current and historical financial results of the business
and for strategic decision making, preparing budgets, obtaining
targets and forecasting future results. Management presents this
non-GAAP financial measure to enable investors and analysts to
evaluate our operating performance independent of certain non-cash
items and the effects of certain variables unrelated to our overall
operating performance.
Non-GAAP Operating Income and Operating Margin
The use of non-GAAP operating income and operating margin allows
management to evaluate, among other things, the operating income
and operating margin of the Company’s core businesses and trends
across different reporting periods on a consistent basis,
independent of non-cash items including, generally speaking,
expensing of appraised inventory fair market value step-up, impact
of business wind down, non-recurring facility costs, amortization
and impairments of intangible assets, third party acquisition and
divestiture-related costs, restructuring charges and certain other
special items as necessary. In addition, it is an important
component of management’s internal performance measurement and
incentive and reward process as it is used to assess the current
and historical financial results of the business and for strategic
decision making, preparing budgets, obtaining targets and
forecasting future results. Management presents this non-GAAP
financial measure to enable investors and analysts to evaluate our
operating performance independent of certain non-cash items and the
effects of certain variables unrelated to our overall operating
performance.
Non-GAAP Net Income Attributable to ON Semiconductor Corporation
and Non-GAAP Diluted Earnings Per Share
The use of non-GAAP net income attributable to onsemi and
non-GAAP diluted earnings per share allows management to evaluate
the operating results of onsemi’s core businesses and trends across
different reporting periods on a consistent basis, independent of
non-cash items including, generally, the amortization and
impairments of intangible assets, expensing of appraised inventory
fair market value step-up, impact of business wind down,
non-recurring facility costs, restructuring, gains and losses on
debt prepayment, actuarial (gains) losses on pension plans and
other pension benefits, third party acquisition and
divestiture-related costs, discrete tax items and other non-GAAP
tax adjustments and certain other special items, as necessary. In
addition, these measures are important components of management’s
internal performance measurement and incentive and reward process,
as they are used to assess the current and historical financial
results of the business and for strategic decision making,
preparing budgets, setting targets and forecasting future results.
For our non-GAAP reporting, we are utilizing a projected and
normalized non-GAAP effective tax rate of 16%. We calculate this
non-GAAP effective tax rate on an annual basis. We expect to use
this normalized non-GAAP effective tax rate of 16% through 2025,
however, we may update this non-GAAP effective tax rate at any time
for a variety of reasons, including, but not limited to, the
rapidly evolving global tax environment, significant changes in our
geographic earnings mix or changes to our strategy or business
operations. Management presents these non-GAAP financial measures
to enable investors and analysts to understand the results of
operations of onsemi’s core businesses and, to the extent
comparable, to compare our results of operations on a more
consistent basis against those of other companies in our
industry.
Free Cash Flow
The use of free cash flow allows management to evaluate, among
other things, the ability of the Company to make interest or
principal payments on its debt. Free cash flow is defined as the
difference between cash flow from operating activities and capital
expenditures disclosed under investing activities in the
consolidated statement of cash flows. Free cash flow is not an
alternative to cash flow from operating activities as a measure of
liquidity. It is an important component of management’s internal
performance measurement and incentive and reward process as it is
used to assess the current and historical financial results of the
business and for strategic decision making, preparing budgets,
obtaining targets and forecasting future results. Management
presents this non-GAAP financial measure to enable investors and
analysts to evaluate our financial performance independent of the
cash capital expenditures.
Non-GAAP Diluted Share Count
The use of non-GAAP diluted share count allows management to
evaluate, among other things, the potential dilution due to the
outstanding restricted stock units excluding the dilution from the
convertible notes that is covered by hedging activity up to a
certain threshold. In periods when the quarterly average stock
price per share exceeds $52.97 for the 0% Notes and $103.87 for the
0.50% Notes, the non-GAAP diluted share count includes the
anti-dilutive impact of the Company’s hedge transactions issued
concurrently with the 0% Notes and the 0.50% Notes, respectively.
At an average stock price per share between $52.97 and $74.34 for
the 0% Notes and $103.87 and $156.78 for the 0.50% Notes, the
hedging activity offsets the potentially dilutive effect of the 0%
Notes and the 0.50% Notes, respectively. In periods when the
quarterly average stock price exceeds $74.34 for the 0% Notes and
$156.78 for the 0.50% Notes, the dilutive impact of the warrants
issued concurrently with such notes are included in the diluted
shares outstanding.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20241028311387/en/
Krystal Heaton Director, Head of Public Relations onsemi
(480) 242-6943 Krystal.Heaton@onsemi.com
Parag Agarwal Vice President - Investor Relations &
Corporate Development onsemi (602) 244-3437
investor@onsemi.com
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