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Teradyne Reports Increase in Fourth Quarter 2012 Orders; Expects Revenue Growth in First Quarter of 2013

Teradyne, Inc. (NYSE: TER) reported revenue of $248 million for the fourth quarter of 2012 of which $184 million was in Semiconductor Test, $40 million in Systems Test Group and $24 million in Wireless Test. On a non-GAAP basis, Teradyne’s income from continuing operations in the fourth quarter was $12.6 million, or $0.07 per diluted share, which excluded acquired intangible asset amortization, pension actuarial losses, non-cash convertible debt interest, and included income taxes on a cash basis. GAAP loss from continuing operations was ($16.5) million or ($0.09) per diluted share.

Bookings in the fourth quarter of 2012 were $273 million of which $183 million were in Semiconductor Test, $64 million in the Systems Test Group and $26 million in Wireless Test.

For fiscal year 2012, revenue was $1.66 billion. Income from continuing operations for the year was $337.5 million or $1.67 per diluted share on a non-GAAP basis. GAAP income from continuing operations was $217.0 million or $0.94 per diluted share. Bookings for the year were $1.6 billion.

“2012 was a very good year for Teradyne as we increased sales by 16%, operating profit by 26% and generated $285 million in free cash flow,” said CEO, Mike Bradley. “While the fourth quarter sales were seasonally slower, orders in the fourth quarter were up 18% sequentially and we’ve set our first quarter revenue plan to meet that improving demand.”

Guidance for the first quarter of 2013 is revenue of $260 million to $280 million, with diluted non-GAAP income (loss) from continuing operations of ($0.01) to $0.05 per share and diluted GAAP loss from continuing operations of ($0.06) to ($0.01) per share. Non-GAAP guidance excludes acquired intangible asset amortization, non-cash convertible debt interest, and includes income taxes on a cash basis.

Webcast

A conference call to discuss the fourth quarter of 2012 results, along with management's business outlook is scheduled at 10 a.m. EST, Thursday, January 24, 2013. The call will be broadcast simultaneously over the Internet. Interested investors should access the webcast at www.teradyne.com and click on "Investors" at least five minutes before the call begins.

A replay will be available approximately two hours after the completion of the call. The replay number in the U.S. & Canada is 855-859-2056. The replay number outside the U.S. & Canada is 404-537-3406. The pass code for both numbers is 88747113. A replay will also be available on the Teradyne website www.teradyne.com. Click on "Investors" for a link to the replay. The replay will be available via phone and website through February 9, 2013.

Non-GAAP Results

In addition to disclosing results that are determined in accordance with GAAP, Teradyne also discloses non-GAAP results of operations that exclude certain income items and charges. These results are provided as a complement to results provided in accordance with GAAP. Non-GAAP income from operations and non-GAAP income from continuing operations exclude acquired intangible asset amortization, non-cash convertible debt interest, fair value inventory step-up related to LitePoint, pension and post retirement actuarial gains and losses, and restructuring and other net, and include income taxes on a cash basis. GAAP requires that these items be included in determining income from operations and income from continuing operations. Non-GAAP income from operations, non-GAAP income from continuing operations, non-GAAP income from operations and non-GAAP income from continuing operations as a percentage of revenue, and non-GAAP income from continuing operations per share are non-GAAP measures presented to provide meaningful supplemental information regarding Teradyne's baseline performance before gains, losses or other charges that may not be indicative of Teradyne’s current core business or future outlook. These non-GAAP measures are used to make operational decisions, to determine employee compensation, to forecast future operational results, and for comparison with Teradyne’s business plan, historical operating results and the operating results of Teradyne’s competitors. Non-GAAP gross margin excludes charges related to the fair value inventory step-up recorded as part of acquisition purchase accounting and pension and post retirement actuarial gains and losses. GAAP requires that this item be included in determining gross margin. Non-GAAP gross margin dollar amount and percentage are non-GAAP measures that management believes provide useful supplemental information for management and the investor. Management uses non-GAAP gross margin as a performance measure for Teradyne’s current core business and future outlook and for comparison with Teradyne’s business plan, historical gross margin results and the gross margin results of Teradyne’s competitors. Non-GAAP diluted shares include the impact of Teradyne’s call option on its shares. Management believes each of these non-GAAP measures provides useful supplemental information for investors, allowing greater transparency to the information used by management in its operational decision making and in the review of Teradyne’s financial and operational performance, as well as facilitating meaningful comparisons of Teradyne’s results in the current period compared with those in prior and future periods. A reconciliation of each available GAAP to non-GAAP financial measure discussed in this press release is contained in the attached exhibits and on the Teradyne website at www.teradyne.com by clicking on "Investors" and then selecting the "GAAP to Non-GAAP Reconciliation" link. The non-GAAP financial measures discussed in this press release may not be comparable to similarly titled measures used by other companies. The presentation of non-GAAP measures is not meant to be considered in isolation, as a substitute for, or superior to, financial measures or information provided in accordance with GAAP.

About Teradyne

Teradyne (NYSE:TER) is a leading supplier of Automatic Test Equipment used to test semiconductors, wireless products, data storage and complex electronic systems which serve consumer, communications, industrial and government customers. In 2012, Teradyne had sales of $1.66 billion and currently employs approximately 3,600 people worldwide. For more information, visit www.teradyne.com. Teradyne(R) is a registered trademark of Teradyne, Inc. in the U.S. and other countries.

Safe Harbor Statement

This release contains forward-looking statements regarding future business prospects, Teradyne’s results of operations and market conditions. Such statements are based on the current assumptions and expectations of Teradyne’s management and are neither promises nor guarantees of future performance. You can identify these forward-looking statements based on the context of the statements and by the fact that they use words such as “will,” “anticipate,” “expect,” “project,” “intend,” “plan,” “believe,” “target” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. There can be no assurance that management’s estimates of Teradyne’s future results or other forward looking statements will be achieved. Important factors that could cause actual results to differ materially from those presently expected include: conditions affecting the markets in which Teradyne operates; decreased or delayed product demand; increased research and development spending and other events, factors and risks disclosed in filings with the SEC, including, but not limited to, the “Risk Factors” section of Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and Quarterly Report on Form 10-Q for the period ended September 30, 2012. The forward-looking statements provided by Teradyne in this press release represent management’s views as of the date of this release. Teradyne anticipates that subsequent events and developments may cause management's views to change. However, while Teradyne may elect to update these forward-looking statements at some point in the future, Teradyne specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Teradyne's views as of any date subsequent to the date of this release.

TERADYNE, INC. REPORT FOR FOURTH FISCAL QUARTER OF 2012
                     
CONDENSED CONSOLIDATED OPERATING STATEMENTS
(In thousands, except per share amounts)
       
Quarter Ended Year Ended
December 31, 2012  

September 30, 2012

  December 31, 2011 December 31, 2012   December 31, 2011
 
Net revenues $ 248,404 $ 463,394 $ 296,992 $ 1,656,750 $ 1,429,061
 
Cost of revenues (2)   122,999     203,194     163,006   (1 )   770,713     717,131   (1 )
 
Gross profit 125,405 260,200 133,986 886,037 711,930
 
Operating expenses:
Engineering and development 61,660 63,055 56,364 (1 ) 251,382 197,796 (1 )
Selling and administrative 70,436 69,921 64,941 (1 ) 281,500 235,327 (1 )
Acquired intangible asset amortization 18,221 18,429 19,129 73,508 40,465
Restructuring and other, net (3)   (317 )   683     5,345     (7,721 )   8,502  
Operating expenses 150,000 152,088 145,779 598,669 482,090
 
(Loss) income from operations (24,595 ) 108,112 (11,793 ) 287,368 229,840
 

Interest and other (4)

  (5,690 )   (5,087 )   (5,256 )   (21,392 )   (17,077 )
 
(Loss) income from continuing operations before income taxes (30,285 ) 103,025 (17,049 ) 265,976 212,763
Income tax (benefit) provision   (13,742 )   14,384     (144,340 )   48,927     (129,256 )
(Loss) income from continuing operations (16,543 ) 88,641 127,291 217,049 342,019
Income from discontinued operations before income taxes (5) - - - - 1,436
Income tax benefit   -     -     -     -     (267 )
Income from discontinued operations - - - - 1,703
Gain on disposal of discontinued operations (net of income tax provision of $4,578)   -     -     -     -     24,371  
Net (loss) income $ (16,543 ) $ 88,641   $ 127,291   $ 217,049   $ 368,093  
 

(Loss) income per common share from continuing operations:

Basic $ (0.09 ) $ 0.47   $ 0.69   $ 1.16   $ 1.85  
Diluted $ (0.09 ) $ 0.39   $ 0.57   $ 0.94   $ 1.51  
 

Net (loss) income per common share:

Basic $ (0.09 ) $ 0.47   $ 0.69   $ 1.16   $ 1.99  
Diluted $ (0.09 ) $ 0.39   $ 0.57   $ 0.94   $ 1.62  
 
 
Weighted average common shares - basic   187,737     187,364     183,544     186,878     184,683  
 
 
Weighted average common shares - diluted (6)   187,737     229,210     222,858     230,246     226,820  
 
Net orders $ 272,620   $ 230,794   $ 375,870   $ 1,553,199   $ 1,383,617  
 

(1)  In the first quarter of 2012, we elected to change our accounting method from delayed recognition of gains and losses for our defined benefit pension plans and other post retirement benefit plans to immediate recognition. We have applied these changes retrospectively, as required, and the adjusted amounts are shown above. Below are the amounts as originally reported:

 
Quarter Ended
December 31, 2011
Year Ended
December 31, 2011
Cost of revenues $ 160,639 $ 715,368
Engineering and development 53,431 195,600
Selling and administrative 62,697 233,711
 
Income per common share from continuing operations:
Basic

 

$ 0.74 $ 1.88
Diluted $ 0.61 $ 1.53
 

(2)  Cost of revenues includes:

Quarter Ended Year Ended
December 31, 2012   September 30, 2012   December 31, 2011 December 31, 2012   December 31, 2011
Provision for excess and obsolete inventory $ 10,441 $ 5,481 $ 845 $ 26,849 $ 11,601
Sale of previously written down inventory (1,101 ) (651 ) (2,859 ) (4,271 ) (8,100 )
Inventory step-up   -     -     12,178     6,089     12,178  
$ 9,340   $ 4,830   $ 10,164   $ 28,667   $ 15,679  
 
 

(3)  Restructuring and other, net consists of:

Quarter Ended Year Ended
December 31, 2012   September 30, 2012   December 31, 2011 December 31, 2012   December 31, 2011
Contingent consideration fair value adjustment $ (317 ) $ - $ - $ (8,794 ) $ -
Employee severance - 683 - 1,073 1,325
Acquisition costs - - 3,308 - 4,636
Non-U.S. pension settlement - - 2,037 - 2,972
Facility related   -     -     -     -     (431 )
$ (317 ) $ 683   $ 5,345   $ (7,721 ) $ 8,502  
 
 
 

(4)  Interest and other includes:

Quarter Ended Year Ended
December 31, 2012 September 30, 2012 December 31, 2011 December 31, 2012 December 31, 2011
Non-cash convertible debt interest $ 3,628 $ 3,506 $ 3,165 13,798 $ 12,039
 

(5)  On March 21, 2011, Teradyne completed the sale of its Diagnostic Solutions business unit to SPX Corporation for a gain of $24.4 million. The results for the discontinued business unit have been included within discontinued operations for all periods presented.

 

(6)  Under GAAP, when calculating diluted earnings per share, convertible debt must be assumed to have converted if the effect on EPS would be dilutive. Diluted shares assume the conversion of the convertible debt as the effect would be dilutive. Accordingly, for the quarters ended September 30, 2012 and December 31, 2011, and the years ended December 31, 2012 and 2011, 21.9 million, 20.4 million, 22.4 million and 21.5 million shares, respectively, have been included in diluted shares.

       
CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
 
December 31, 2012 December 31, 2011
 
Assets
Cash and cash equivalents $ 338,920 $ 573,736
Marketable securities 431,516 96,502
Accounts receivable 153,423 129,330
Inventories (1) 136,930 160,063
Deferred tax assets 77,305 53,948
Prepayments and other current assets   97,372   86,308
Total current assets 1,235,466 1,099,887
 
Net property, plant and equipment 265,782 232,207
Long-term marketable securities 235,872 84,407
Other assets 20,209 17,545
Retirement plan assets 3,282 8,840
Intangible assets 318,867 392,975
Goodwill   349,272   352,778
Total assets $ 2,428,750 $ 2,188,639
 
Liabilities
Accounts payable $ 55,844 $ 69,842
Accrued employees' compensation and withholdings 86,264 90,427
Deferred revenue and customer advances 81,357 78,670
Contingent consideration 388 68,892
Other accrued liabilities 56,861 62,420
Income taxes payable 12,306 860
Current debt   2,328   2,573
Total current liabilities 295,348 373,684
 
Long-term deferred revenue and customer advances 16,227 33,541
Retirement plan liabilities 94,373 76,638
Deferred tax liabilities 52,086 16,049
Other long-term liabilities 21,302 23,711
Long-term debt   171,059   159,956
Total liabilities 650,395 683,579
 
Shareholders' equity 1,778,355 1,505,060
   
Total liabilities and shareholders' equity $ 2,428,750 $ 2,188,639
 
             
 

(1)  As of December 31, 2011, Inventories included approximately $6.1 million of LitePoint inventory step-up.

                 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
 
Quarter Ended

Year Ended

December 31, 2012 December 31, 2011 December 31, 2012 December 31, 2011
Cash flows from operating activities:
Net (loss) income $ (16,543 ) $ 127,291 $ 217,049 $ 368,093
Less: Income from discontinued operations - - - 1,703
Less: Gain on disposal of discontinued operations   -     -     -     24,371  
(Loss) income from continuing operations (16,543 ) 127,291 217,049 342,019

Adjustments to reconcile (loss) income from continuing operations to net cash
provided by operating activities:

Depreciation 15,237 12,614 55,049 51,040
Amortization 21,960 22,509 87,750 53,347
Retirement plans actuarial losses 18,329 9,504 23,320 13,707
Provision for excess and obsolete inventory 10,441 845 26,849 11,601
Stock-based compensation 9,286 9,823 39,920 32,337
Deferred taxes 365 (146,208 ) 7,441 (146,669 )
Contingent consideration adjustment (388 ) - (8,794 ) -
Tax benefit related to stock options and restricted stock units (758 ) - (8,358 ) -
Inventory step-up - 12,178 6,089 12,178
Other 1,248 638 498 3,015
 
Changes in operating assets and liabilities, net of businesses acquired and sold:
Accounts receivable 52,041 41,134 (24,093 ) 66,367
Inventories (4,937 ) 419 20,133 (615 )
Other assets (10,707 ) (9,047 ) (3,429 ) (22,600 )
Deferred revenue and customer advances (3,976 ) (10,055 ) (14,627 ) (68,359 )
Accounts payable and accrued expenses (17,691 ) (739 ) (35,291 ) (48,222 )
Retirement plan contributions (1,099 ) (5,458 ) (4,778 ) (11,851 )
Accrued income taxes   (30,509 )   (5,663 )   19,804     (8,727 )
Net cash provided by continuing operations 42,299 59,785 404,532 278,568
Net cash used for discontinued operations   -     (579 )   -     (4,804 )
Net cash provided by operating activities 42,299 59,206 404,532 273,764
 
Cash flows from investing activities:
Purchases of property, plant and equipment (27,948 ) (19,474 ) (119,080 ) (86,097 )
Purchases of available-for-sale marketable securities (238,072 ) (98,541 ) (751,129 ) (691,802 )
Proceeds from maturities of available-for-sale marketable securities 68,419 33,067 171,054 518,483
Proceeds from sales of available-for-sale marketable securities 24,278 48,947 95,215 676,386
Acquisition of business, net of cash acquired   -     (537,489 )   -     (537,489 )
Net cash used for by continuing operations (173,323 ) (573,490 ) (603,940 ) (120,519 )
Net cash provided by discontinued operations   -     -     -     39,062  
Net cash used for investing activities (173,323 ) (573,490 ) (603,940 ) (81,457 )
 
Cash flows from financing activities:
Issuance of common stock 518 170 18,477 17,385
Tax benefit related to stock options and restricted stock units 758 - 8,358 -
Payments of long-term debt (1,287 ) - (2,533 ) (2,518 )
Payments of contingent consideration (15,737 ) - (59,710 ) -
Repurchase of common stock   -     (7,313 )   -     (31,175 )
Net cash used for financing activities (15,748 ) (7,143 ) (35,408 ) (16,308 )
 
(Decrease) increase in cash and cash equivalents (146,772 ) (521,427 ) (234,816 ) 175,999
Cash and cash equivalents at beginning of period   485,692     1,095,163     573,736     397,737  
Cash and cash equivalents at end of period $ 338,920   $ 573,736   $ 338,920   $ 573,736  
                         
 
GAAP to Non-GAAP Earnings Reconciliation
 
(In millions, except per share amounts)
Quarter Ended
December 31, 2012   % of Net Revenues        

September 30, 2012

 

% of Net Revenues

      December 31, 2011   % of Net Revenues        
 
Net revenues $ 248.4 $ 463.4 $ 297.0
 
Gross profit - GAAP $ 125.4 50.5 % $ 260.2 56.2 % $ 134.0 45.1 %
Inventory step-up - - - - 12.2 4.1 %
Pension mark-to-market adjustments (1)   7.8   3.1 %   0.4   0.1 %   2.9   1.0 %
Gross profit - non-GAAP $ 133.2 53.6 % $ 260.6 56.2 % $ 149.1 50.2 %
 
(Loss) income from operations - GAAP $ (24.6 ) -9.9 % $ 108.1 23.3 % $ (11.8 ) -4.0 %
Acquired intangible asset amortization 18.2 7.3 % 18.4 4.0 % 19.1 6.4 %
Pension mark-to-market adjustments (1) 18.3 7.4 % 1.9 0.4 % 9.5 3.2 %
Restructuring and other, net (2) (0.3 ) -0.1 % 0.7 0.2 % 5.3 1.8 %
Inventory step-up   -   -     -   -     12.2   4.1 %
Income from operations - non-GAAP $ 11.6   4.7 % $ 129.1   27.9 % $ 34.3   11.5 %
 
Income

per Common Share

from Continuing Operations

Income

per Common Share

from Continuing Operations

Income

per Common Share

from Continuing Operations

December 31, 2012   % of Net Revenues   Basic   Diluted September 30, 2012   % of Net Revenues   Basic   Diluted December 31, 2011   % of Net Revenues   Basic   Diluted
(Loss) income from continuing operations - GAAP $ (16.5 ) -6.6 % $ (0.09 ) $ (0.09 ) $ 88.6 19.1 % $ 0.47 $ 0.39 $ 127.3 42.9 % $ 0.69 $ 0.57
Acquired intangible asset amortization 18.2 7.3 % 0.10 0.10 18.4 4.0 % 0.10 0.09 19.1 6.4 % 0.10 0.09
Pension mark-to-market adjustments (1) 18.3 7.4 % 0.10 0.10 1.9 0.4 % 0.01 0.01 9.5 3.2 % 0.05 0.05
Income tax adjustment (3) (10.7 ) -4.3 % (0.06 ) (0.06 ) (4.7 ) -1.0 % (0.03 ) (0.02 ) - - - -
Interest and other (4) 3.6 1.4 % 0.02 0.02 3.5 0.8 % 0.02 0.02 3.2 1.1 % 0.02 0.02
Restructuring and other, net (2) (0.3 ) -0.1 % (0.00 ) (0.00 ) 0.7 0.2 % 0.00 0.00 5.3 1.8 % 0.03 0.03
Deferred tax valuation allowance - - - - - - - - (144.3 ) -48.6 % (0.79 ) (0.71 )
Inventory step-up - - - - - - - - 12.2 4.1 % 0.07 0.06
Convertible share adjustment (5)   -   -     -     -     -   -     -     0.04     -   -     -     0.06  
Income from continuing operations - non-GAAP $ 12.6   5.1 % $ 0.07   $ 0.07   $ 108.4   23.4 % $ 0.58   $ 0.53   $ 32.3   10.9 % $ 0.18   $ 0.17  
 
GAAP and non-GAAP weighted average common shares - basic 187.7 187.4 183.5
GAAP weighted average common shares - diluted 187.7 229.2 222.9
Include GAAP dilutive shares 3.7 - -
Exclude dilutive shares from convertible note   -     (21.9 )   (20.4 )
Non-GAAP weighted average common shares - diluted (5)   191.4     207.3     202.5  
 
 

(1)  Actuarial loss recognized under GAAP in accordance with the Company's mark-to-market pension accounting.

 

(2)  Restructuring and other, net consists of:

Quarter Ended
December 31, 2012 September 30, 2012 December 31, 2011
Contingent consideration fair value adjustment $ (0.3 ) $ - $ -
Employee severance - 0.7 -
Non-U.S. pension settlement - - 2.0
Acquisition costs   -     -     3.3  
$ (0.3 ) $ 0.7   $ 5.3  
 
 

(3)  For the quarters ended December 31, 2012 and September 30, 2012, adjustment to record income tax provision on a cash basis.

 

(4)  For the quarters ended December 31, 2012, September 30, 2012 and December 31, 2011, Interest and Other included non-cash convertible debt interest.

 

(5)  For the quarters ended September 30, 2012 and December 31, 2011, the calculation of non-GAAP diluted earnings per share gives benefit to the Company's call option on its stock for 34.7 million shares at $5.48. As a result, 16.8 million and 14.7 million shares, respectively, have been included in non-GAAP diluted shares and net interest expense of $2.3 million has been added back to non-GAAP net income for the non-GAAP diluted earnings per share calculation.

               
 
Year Ended
December 31, 2012 % of Net Revenues December 31, 2011 % of Net Revenues
 
Net Revenues $ 1,656.8 $ 1,429.1
 
Gross profit - GAAP $ 886.0 53.5 % $ 711.9 49.8 %
Inventory step-up 6.1 0.4 % 12.2 0.9 %
Pension mark-to-market adjustments (1)   9.0     0.5 %   4.0   0.3 %
Gross profit - non-GAAP $ 901.1 54.4 % $ 728.1 50.9 %
 
Income from operations - GAAP $ 287.4 17.3 % $ 229.8 16.1 %
Acquired intangible asset amortization 73.5 4.4 % 40.5 2.8 %
Inventory step-up 6.1 0.4 % 12.2 0.9 %
Pension mark-to-market adjustments (1) 23.3 1.4 % 13.7 1.0 %
Restructuring and other, net (2)   (7.7 )   -0.5 %   8.5   0.6 %
Income from operations - non-GAAP $ 382.6     23.1 % $ 304.7   21.3 %
 
Income

per Common Share

from Continuing Operations

Income

per Common Share

from Continuing Operations

December 31, 2012 % of Net Revenues Basic   Diluted December 31, 2011 % of Net Revenues Basic   Diluted
Income from continuing operations - GAAP $ 217.0 13.1 % $ 1.16 $ 0.94 $ 342.0 23.9 % $ 1.85 $ 1.51
Acquired intangible asset amortization 73.5 4.4 % 0.39 0.35 40.5 2.8 % 0.22 0.20
Income tax adjustment (3) 11.5 0.7 % 0.06 0.06 - - - -
Interest and other (4) 13.8 0.8 % 0.07 0.07 12.0 0.8 % 0.06 0.06
Inventory step-up 6.1 0.4 % 0.03 0.03 12.2 0.9 % 0.07 0.06
Pension mark-to-market adjustments (1) 23.3 1.4 % 0.12 0.11 13.7 1.0 % 0.07 0.07
Restructuring and other, net (2) (7.7 ) -0.5 % (0.04 ) (0.04 ) 8.5 0.6 % 0.05 0.04
Deferred tax valuation allowance - - - - (144.3 ) -10.1 % (0.78 ) (0.70 )
Convertible share adjustment (5)   -     -     -     0.15     -   -     -     0.19  
Income from continuing operations - non-GAAP $ 337.5     20.4 % $ 1.81   $ 1.67   $ 284.6   19.9 % $ 1.54   $ 1.43  
 
GAAP and non-GAAP weighted average common shares - basic 186.9 184.7
GAAP weighted average common shares - diluted 230.2 226.8
Exclude dilutive shares from convertible note   (22.4 )   (21.5 )
Non-GAAP weighted average common shares - diluted (5)   207.8     205.3  
 
 

(1)  Actuarial loss recognized under GAAP in accordance with the Company's mark-to-market pension accounting.

 

(2)  Restructuring and other, net consists of:

Year Ended
December 31, 2012 December 31, 2011
Contingent consideration fair value adjustment $ (8.8 ) $ -
Employee severance 1.1 1.3
Acquisition costs - 4.6
Non-U.S. pension settlement - 3.0
Facility related   -     (0.4 )
$ (7.7 ) $ 8.5  
 

(3)  For the year ended December 31, 2012, adjustment to record income tax provision on a cash basis.

 

(4)  For the year ended December 31, 2012 and 2011, Interest and Other included non-cash convertible debt interest.

 

(5)  For the year ended December 31, 2012 and 2011, the calculation of non-GAAP diluted earnings per share gives benefit to the Company's call option on its stock for 34.7 million shares at $5.48. As a result, 17.4 million and 16.2 million shares, respectively, have been included in non-GAAP diluted shares and net interest expense of approximately $9.3 and $9.6 million, respectively, has been added back to non-GAAP net income for the non-GAAP diluted earnings per share calculation.

 
 
The following sets forth a reconciliation of free cash flow, a non-GAAP financial measure, to net cash provided by operating activities, a GAAP measure, which we believe to be

the GAAP financial measure most directly comparable to free cash flow.

Year Ended
December 31, 2012
Net cash flow from continuing operations $ 404
Include property, plant and equipment   (119 )
Non-GAAP cash flow from continuing operations $ 285  
   
 
GAAP to Non-GAAP Reconciliation of First Quarter 2013 guidance:
 
GAAP and non-GAAP first quarter revenue guidance: $260 million to $280 million
GAAP loss from continuing operations per diluted share $ (0.06 ) $ (0.01 )
Exclude acquired intangible asset amortization 0.10 0.10
Exclude non-cash convertible debt interest 0.02 0.02
Exclude non-cash income tax benefit   (0.07 )   (0.06 )
Non-GAAP (loss) income from continuing operations per diluted share $ (0.01 ) $ 0.05
 

For press releases and other information of interest to investors, please visit Teradyne's homepage at http://www.teradyne.com.

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“In the past year we've seen a lot of stabilization of WebRTC. You can now use it in production with a far greater degree of certainty. A lot of the real developments in the past year have been in things like the data channel, which will enable a whole new type of application," explained Peter Dunkley, Technical Director at Acision, in this SYS-CON.tv interview at @ThingsExpo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
The BPM world is going through some evolution or changes where traditional business process management solutions really have nowhere to go in terms of development of the road map. In this demo at 15th Cloud Expo, Kyle Hansen, Director of Professional Services at AgilePoint, shows AgilePoint’s unique approach to dealing with this market circumstance by developing a rapid application composition or development framework.
The major cloud platforms defy a simple, side-by-side analysis. Each of the major IaaS public-cloud platforms offers their own unique strengths and functionality. Options for on-site private cloud are diverse as well, and must be designed and deployed while taking existing legacy architecture and infrastructure into account. Then the reality is that most enterprises are embarking on a hybrid cloud strategy and programs. In this Power Panel at 15th Cloud Expo (http://www.CloudComputingExpo.com), moderated by Ashar Baig, Research Director, Cloud, at Gigaom Research, Nate Gordon, Director of T...
"BSQUARE is in the business of selling software solutions for smart connected devices. It's obvious that IoT has moved from being a technology to being a fundamental part of business, and in the last 18 months people have said let's figure out how to do it and let's put some focus on it, " explained Dave Wagstaff, VP & Chief Architect, at BSQUARE Corporation, in this SYS-CON.tv interview at @ThingsExpo, held Nov 4-6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
SYS-CON Events announced today that Windstream, a leading provider of advanced network and cloud communications, has been named “Silver Sponsor” of SYS-CON's 16th International Cloud Expo®, which will take place on June 9–11, 2015, at the Javits Center in New York, NY. Windstream (Nasdaq: WIN), a FORTUNE 500 and S&P 500 company, is a leading provider of advanced network communications, including cloud computing and managed services, to businesses nationwide. The company also offers broadband, phone and digital TV services to consumers primarily in rural areas.
The Internet of Things is not new. Historically, smart businesses have used its basic concept of leveraging data to drive better decision making and have capitalized on those insights to realize additional revenue opportunities. So, what has changed to make the Internet of Things one of the hottest topics in tech? In his session at @ThingsExpo, Chris Gray, Director, Embedded and Internet of Things, discussed the underlying factors that are driving the economics of intelligent systems. Discover how hardware commoditization, the ubiquitous nature of connectivity, and the emergence of Big Data a...

ARMONK, N.Y., Nov. 20, 2014 /PRNewswire/ --  IBM (NYSE: IBM) today announced that it is bringing a greater level of control, security and flexibility to cloud-based application development and delivery with a single-tenant version of Bluemix, IBM's platform-as-a-service. The new platform enables developers to build ap...

SYS-CON Events announced today that IDenticard will exhibit at SYS-CON's 16th International Cloud Expo®, which will take place on June 9-11, 2015, at the Javits Center in New York City, NY. IDenticard™ is the security division of Brady Corp (NYSE: BRC), a $1.5 billion manufacturer of identification products. We have small-company values with the strength and stability of a major corporation. IDenticard offers local sales, support and service to our customers across the United States and Canada. Our partner network encompasses some 300 of the world's leading systems integrators and security s...
DevOps Summit 2015 New York, co-located with the 16th International Cloud Expo - to be held June 9-11, 2015, at the Javits Center in New York City, NY - announces that it is now accepting Keynote Proposals. The widespread success of cloud computing is driving the DevOps revolution in enterprise IT. Now as never before, development teams must communicate and collaborate in a dynamic, 24/7/365 environment. There is no time to wait for long development cycles that produce software that is obsolete at launch. DevOps may be disruptive, but it is essential.
"People are a lot more knowledgeable about APIs now. There are two types of people who work with APIs - IT people who want to use APIs for something internal and the product managers who want to do something outside APIs for people to connect to them," explained Roberto Medrano, Executive Vice President at SOA Software, in this SYS-CON.tv interview at Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
Nigeria has the largest economy in Africa, at more than US$500 billion, and ranks 23rd in the world. A recent re-evaluation of Nigeria's true economic size doubled the previous estimate, and brought it well ahead of South Africa, which is a member (unlike Nigeria) of the G20 club for political as well as economic reasons. Nigeria's economy can be said to be quite diverse from one point of view, but heavily dependent on oil and gas at the same time. Oil and natural gas account for about 15% of Nigera's overall economy, but traditionally represent more than 90% of the country's exports and as...
The Internet of Things is a misnomer. That implies that everything is on the Internet, and that simply should not be - especially for things that are blurring the line between medical devices that stimulate like a pacemaker and quantified self-sensors like a pedometer or pulse tracker. The mesh of things that we manage must be segmented into zones of trust for sensing data, transmitting data, receiving command and control administrative changes, and peer-to-peer mesh messaging. In his session at @ThingsExpo, Ryan Bagnulo, Solution Architect / Software Engineer at SOA Software, focused on desi...
"At our booth we are showing how to provide trust in the Internet of Things. Trust is where everything starts to become secure and trustworthy. Now with the scaling of the Internet of Things it becomes an interesting question – I've heard numbers from 200 billion devices next year up to a trillion in the next 10 to 15 years," explained Johannes Lintzen, Vice President of Sales at Utimaco, in this SYS-CON.tv interview at @ThingsExpo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
"For over 25 years we have been working with a lot of enterprise customers and we have seen how companies create applications. And now that we have moved to cloud computing, mobile, social and the Internet of Things, we see that the market needs a new way of creating applications," stated Jesse Shiah, CEO, President and Co-Founder of AgilePoint Inc., in this SYS-CON.tv interview at 15th Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
SYS-CON Events announced today that Gridstore™, the leader in hyper-converged infrastructure purpose-built to optimize Microsoft workloads, will exhibit at SYS-CON's 16th International Cloud Expo®, which will take place on June 9-11, 2015, at the Javits Center in New York City, NY. Gridstore™ is the leader in hyper-converged infrastructure purpose-built for Microsoft workloads and designed to accelerate applications in virtualized environments. Gridstore’s hyper-converged infrastructure is the industry’s first all flash version of HyperConverged Appliances that include both compute and storag...
Today’s enterprise is being driven by disruptive competitive and human capital requirements to provide enterprise application access through not only desktops, but also mobile devices. To retrofit existing programs across all these devices using traditional programming methods is very costly and time consuming – often prohibitively so. In his session at @ThingsExpo, Jesse Shiah, CEO, President, and Co-Founder of AgilePoint Inc., discussed how you can create applications that run on all mobile devices as well as laptops and desktops using a visual drag-and-drop application – and eForms-buildi...
We certainly live in interesting technological times. And no more interesting than the current competing IoT standards for connectivity. Various standards bodies, approaches, and ecosystems are vying for mindshare and positioning for a competitive edge. It is clear that when the dust settles, we will have new protocols, evolved protocols, that will change the way we interact with devices and infrastructure. We will also have evolved web protocols, like HTTP/2, that will be changing the very core of our infrastructures. At the same time, we have old approaches made new again like micro-services...
Code Halos - aka "digital fingerprints" - are the key organizing principle to understand a) how dumb things become smart and b) how to monetize this dynamic. In his session at @ThingsExpo, Robert Brown, AVP, Center for the Future of Work at Cognizant Technology Solutions, outlined research, analysis and recommendations from his recently published book on this phenomena on the way leading edge organizations like GE and Disney are unlocking the Internet of Things opportunity and what steps your organization should be taking to position itself for the next platform of digital competition.
The 3rd International Internet of @ThingsExpo, co-located with the 16th International Cloud Expo - to be held June 9-11, 2015, at the Javits Center in New York City, NY - announces that its Call for Papers is now open. The Internet of Things (IoT) is the biggest idea since the creation of the Worldwide Web more than 20 years ago.
As the Internet of Things unfolds, mobile and wearable devices are blurring the line between physical and digital, integrating ever more closely with our interests, our routines, our daily lives. Contextual computing and smart, sensor-equipped spaces bring the potential to walk through a world that recognizes us and responds accordingly. We become continuous transmitters and receivers of data. In his session at @ThingsExpo, Andrew Bolwell, Director of Innovation for HP's Printing and Personal Systems Group, discussed how key attributes of mobile technology – touch input, sensors, social, and ...