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0000320193
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10-Q
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Rule 10b5-1 Trading Plans Certain of the Company’s executive officers, including Mr. Timothy D. Cook, Ms. Nancy R. Heinen, Mr. Peter Oppenheimer, Mr. Jonathan Rubinstein, Mr. Philip W. Schiller, Dr. Bertrand Serlet, and Dr. Avadis Tevanian, Jr. (formerly an executive officer), have entered into trading plans pursuant t...
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A trading plan is a written document that pre-establishes the amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock including the exercise and sale of employee stock options and shares acquired pursuant to the Company’s employee stock pu...
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Employee Stock Purchase Plan The Company has a shareholder approved employee stock purchase plan (the Purchase Plan), under which substantially all employees may purchase common stock through payroll deductions at a price equal to 85% of the lower of the fair market values as of the beginning and end of six-month offer...
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Stock purchases under the Purchase Plan are limited to 10% of an employee’s compensation, up to a maximum of $25,000 in any calendar year.
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The number of shares authorized for issuance is limited to a total of one million shares per offering period.
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As of April 1, 2006, approximately 2.9 million shares were reserved for future issuance under the Purchase Plan.
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Stock Award Activity A summary of the Company’s stock award activity and related information for the six-month periods ended April 1, 2006 and March 26, 2005 (stock award amounts are presented in thousands) is set forth in the following table: The weighted average remaining contractual life of options outstanding and e...
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The options outstanding as of April 1, 2006 have been segregated into six ranges for additional disclosure as follows (option amounts are presented in thousands): Aggregate intrinsic value of options outstanding and options exercisable at April 1, 2006 was $2.4 billion and $1.5 billion, respectively.
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Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the fiscal period in excess of the exercise price multiplied by the number of options outstanding or exercisable.
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Total intrinsic value of options exercised was $414 million and $887 million for the three and six-month periods ended April 1, 2006, respectively, and $373 million and $767 million for the three and six-month periods ended March 26, 2005, respectively.
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The Company had 3.98 million restricted stock units with a total grant date fair value of $138 million outstanding, as of April 1, 2006, which were excluded from the options outstanding balances in the preceding tables.
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Aggregate intrinsic value of unvested restricted stock units at April 1, 2006 was $250 million.
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The total fair value of restricted stock units vested during the quarter ended April 1, 2006 was $143.9 million.
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Granted restricted stock units have been deducted from the shares available for grant under the Company’s stock option plans.
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In conjunction with the amendments to the 2003 Plan that were approved at the Annual Meeting of Shareholders held on April 21, 2005, the number of shares available for grant under the 2003 Plan will be reduced by two times the number of restricted shares and restricted stock units granted.
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This amendment is effective for all grants made after April 21, 2005.
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The total fair value of restricted stock vested during the quarter ended April 1, 2006 was $646.6 million.
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There were no grants or forfeitures of any restricted stock during the three or six months ended April 1, 2006 and as of April 1, 2006, there was no unvested restricted stock outstanding.
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For the three and six-month periods ended April 1, 2006, total compensation cost recognized related to restricted stock was $2.3 million and $4.6 million, respectively.
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For the three and six-month periods ended March 26, 2005, total compensation cost recognized related to the nonvested restricted stock was $6.2 million and $12.5 million, respectively.
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Note 6 - Stock-Based Compensation SFAS No.
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123R requires the use of a valuation model to calculate the fair value of stock-based awards.
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The Company has elected to use the BSM option-pricing model, which incorporates various assumptions including volatility, expected life, and interest rates.
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The expected volatility is based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected life of the Company’s stock options, adjusted for the impact of unusual fluctuations not reasonably expected to recur and other relevant factors including impl...
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The expected life of an award is based on historical experience and on the terms and conditions of the stock awards granted to employees.
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The weighted average assumptions used for the three and six-month periods ended April 1, 2006 and March 26, 2005 and the resulting estimates of weighted-average fair value per share of options granted and for stock purchases during those periods are as follows: Note 7 - Commitments and Contingencies Lease Commitments T...
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The Company does not currently utilize any other off-balance sheet financing arrangements.
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The major facility leases are for terms of 5 to 15 years and generally provide renewal options for terms of 3 to 5 additional years.
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Leases for retail space are for terms of 5 to 20 years, the majority of which are for 10 years, and often contain multi-year renewal options.
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As of September 24, 2005, the Company’s total future minimum lease payments under noncancelable operating leases were $865 million, of which $606 million related to leases for retail space.
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As of April 1, 2006, total future minimum lease payments related to leases for retail space increased to $782 million.
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Accrued Warranty and Indemnifications The Company offers a basic limited parts and labor warranty on its hardware products.
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The basic warranty period for hardware products is typically one year from the date of purchase by the end-user.
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The Company also offers a 90-day basic warranty for its service parts used to repair the Company’s hardware products.
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The Company provides currently for the estimated cost that may be incurred under its basic limited product warranties at the time the related revenue is recognized.
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Factors considered in determining appropriate accruals for product warranty obligations include the size of the installed base of products subject to warranty protection, historical and projected warranty claim rates, historical and projected cost-per-claim, and knowledge of specific product failures that are outside o...
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The Company assesses the adequacy of its preexisting warranty liabilities and adjusts the amounts as necessary based on actual experience and changes in future estimates.
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The following table reconciles changes in the Company’s accrued warranties and related costs for the three and six-month periods ended April 1, 2006 and March 26, 2005 (in millions): The Company generally does not indemnify end-users of its operating system and application software against legal claims that the softwar...
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Other agreements entered into by the Company sometimes include indemnification provisions under which the Company could be subject to costs and/or damages in the event of an infringement claim against the Company or an indemnified third-party.
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However, the Company has not been required to make any significant payments resulting from such an infringement claim asserted against itself or an indemnified third-party and, in the opinion of management, does not have a potential liability related to unresolved infringement claims subject to indemnification that wou...
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Therefore, the Company did not record a liability for infringement costs as of either April 1, 2006 or September 24, 2005.
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Concentrations in the Available Sources of Supply of Materials and Product Although most components essential to the Company’s business are generally available from multiple sources, other key components (including microprocessors and application-specific integrated circuits (“ASICs”)) are currently obtained by the Com...
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Some other key components, while currently available to the Company from multiple sources, are at times subject to industry-wide availability and pricing pressures.
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In addition, the Company uses some components that are not common to the rest of the personal computer industry, and new products introduced by the Company often initially utilize custom components obtained from only one source until the Company has evaluated whether there is a need for and subsequently qualifies addit...
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If the supply of a key single-sourced component to the Company were to be delayed or curtailed, or in the event a key manufacturing vendor delays shipments of completed products to the Company, the Company’s ability to ship related products in desired quantities and in a timely manner could be adversely affected.
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The Company’s business and financial performance could also be adversely affected depending on the time required to obtain sufficient quantities from the original source, or to identify and obtain sufficient quantities from an alternative source.
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Continued availability of these components may be affected if producers were to decide to concentrate on the production of common components instead of components customized to meet the Company’s requirements.
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Finally, significant portions of the Company’s CPUs, logic boards, and assembled products are now manufactured by outsourcing partners, primarily in various parts of Asia.
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Although the Company works closely with its outsourcing partners on manufacturing schedules, the Company’s operating results could be adversely affected if its outsourcing partners were unable to meet their production obligations.
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Long-Term Supply Agreements During the first quarter of 2006, the Company entered into long-term supply agreements with Hynix Semiconductor, Inc., Intel Corporation, Micron Technology, Inc., Samsung Electronics Co., Ltd., and Toshiba Corporation to secure supply of NAND flash memory through calendar year 2010.
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As part of these agreements, the Company agreed to prepay $1.25 billion for flash memory components of which $750 million was paid during the first quarter of 2006 and the remaining $500 million was paid during the second quarter of 2006.
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These prepayments will be applied to inventory purchases made over the life of each respective agreement.
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Contingencies The Company is subject to certain other legal proceedings and claims that have arisen in the ordinary course of business and have not been fully adjudicated.
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In the opinion of management, the Company does not have a potential liability related to any current legal proceedings and claims that would individually or in the aggregate have a material adverse effect on its financial condition, liquidity, or results of operations.
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However, the results of legal proceedings cannot be predicted with certainty.
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Should the Company fail to prevail in any of these legal matters or should several of these legal matters be resolved against the Company in the same reporting period, the operating results of a particular reporting period could be materially adversely affected.
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Production and marketing of products in certain states and countries may subject the Company to environmental and other regulations including, in some instances, the requirement to provide customers the ability to return product at the end of its useful life, and place responsibility for environmentally safe disposal o...
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Such laws and regulations have recently been passed in several jurisdictions in which the Company operates including various European Union member countries, Japan and certain states within the U.S.
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Although the Company does not anticipate any material adverse effects in the future based on the nature of its operations and the thrust of such laws, there is no assurance that such existing laws or future laws will not have a material adverse effect on the Company’s financial condition, liquidity, or results of opera...
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Note 8 - Segment Information and Geographic Data In accordance with SFAS No.
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131, Disclosures about Segments of an Enterprise and Related Information, the Company reports segment information based on the “management” approach.
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The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments.
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The Company manages its business primarily on a geographic basis.
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The Company’s reportable operating segments are comprised of the Americas, Europe, Japan, and Retail.
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The Americas, Europe, and Japan reportable segments do not include activities related to the Retail segment.
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The Americas segment includes both North and South America.
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The Europe segment includes European countries as well as the Middle East and Africa.
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The Retail segment operates Apple-owned retail stores in the U.S., Canada, Japan, and the U.K. Other operating segments include Asia-Pacific, which includes Australia and Asia except for Japan, and the Company’s subsidiary, FileMaker, Inc. Each reportable geographic operating segment provides similar hardware and softw...
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The Company evaluates the performance of its operating segments based on net sales.
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The Retail segment’s performance is also evaluated based on operating income.
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Net sales for geographic segments are generally based on the location of the customers.
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Operating income for each segment includes net sales to third parties, related cost of sales, and operating expenses directly attributable to the segment.
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Operating income for each segment excludes other income and expense and certain expenses that are managed outside the operating segments.
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Costs excluded from segment operating income include various corporate expenses such as manufacturing costs and variances not included in standard costs, research and development, corporate marketing expenses, stock-based compensation expense, income taxes, various nonrecurring charges, and other separately managed gen...
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The Company does not include intercompany transfers between segments for management reporting purposes.
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Segment assets exclude corporate assets.
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Corporate assets include cash, short-term and long-term investments, manufacturing facilities, miscellaneous corporate infrastructure, goodwill and other acquired intangible assets, and retail store construction-in-progress that is not subject to depreciation.
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Except for the Retail segment, capital expenditures for long-lived assets are not reported to management by segment.
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Capital expenditures by the Retail segment were $42 million and $16 million during the second quarters of 2006 and 2005, respectively, and $82 million and $49 million during the first six months of 2006 and 2005, respectively.
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Operating income for all segments, except Retail, includes cost of sales at manufacturing standard cost, other cost of sales, related sales and marketing costs, and certain general and administrative costs.
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This measure of operating income, which includes manufacturing profit, provides a comparable basis for comparison between the Company’s various geographic segments.
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Certain manufacturing expenses and related adjustments not included in segment cost of sales, including variances between standard and actual manufacturing costs and the mark-up above standard cost for product supplied to the Retail segment, are included in corporate expenses.
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Management assesses the operating performance of the Retail segment differently than it assesses the operating performance of the Company’s geographic segments.
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The Retail segment revenue and operating income is intended to depict a measure comparable to that of the Company’s major channel partners in the U.S. operating retail stores so the Company can evaluate the Retail segment performance as if it were a channel partner.
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Therefore, the Company makes three significant adjustments to the Retail segment for management reporting purposes that are not included in the results of the Company’s other segments.
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First, the Retail segment’s operating income includes cost of sales for Apple products at an amount normally charged to major channel partners in the U.S. operating retail stores, less the cost of sales programs and incentives provided to those channel partners and the Company’s cost to support those partners.
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For the second quarter of 2006 and 2005, this resulted in the recognition of additional cost of sales above standard cost by the Retail segment and an offsetting benefit to corporate expenses of approximately $128 million and $102 million, respectively, and for the first six months of 2006 and 2005, approximately $327 ...
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Second, the Company’s service and support contracts are transferred to the Retail segment at the same cost as that charged to the Company’s major retail channel partners in the U.S., resulting in a measure of revenue and gross margin for those items that is comparable between the Company’s Retail stores and those retai...
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The Retail segment recognizes the full amount of revenue and cost of sales of the Company’s service and support contracts at the time of sale.
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Because the Company has not yet earned the revenue or incurred the costs associated with the sale of these contracts, an offset to these amounts is recognized in other operating segments’ net sales and cost of sales.
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For the second quarter of 2006, this resulted in the recognition of net sales and cost of sales by the Retail segment, with corresponding offsets in other operating segments, of $29 million and $20 million, respectively.
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For the second quarter of 2005, the net sales and cost of sales of extended warranty, support and service contracts recognized by the Retail segment were $21 million and $15 million, respectively.
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For the first six months of 2006, this resulted in the recognition of additional net sales and cost of sales by the Retail segment, with corresponding offsets in other operating segments, of $67 million and $45 million, respectively.
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This compares to similar adjustments to net sales and cost of sales during the first six months of 2005 of $41 million and $28 million, respectively.
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Third, the Company has opened seven high profile stores in New York; Los Angeles; Chicago; San Francisco; Tokyo, Japan; Osaka, Japan; and London, England as of April 1, 2006.
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These high profile stores are larger than the Company’s typical retail stores and were designed to further promote brand awareness and provide a venue for certain corporate sales and marketing activities, including corporate briefings.
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As such, the Company allocates certain operating expenses associated with these stores to corporate marketing expense to reflect the estimated benefit realized Company-wide.
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The allocation of these operating costs is based on the amount incurred for a high profile store in excess of that incurred by a more typical Company retail location.
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Expenses allocated to corporate marketing resulting from the operations of these stores were $7.6 million and $7.1 million in the second quarters of 2006 and 2005, respectively, and $15.2 million and $14.0 million for the first six months of 2006 and 2005, respectively.
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Summary information by operating segment is as follows (in millions): (a) Other Segments consists of Asia-Pacific and FileMaker.
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