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| HRS > SEC Filings for HRS > Form 10-K on 31-Aug-2009 | All Recent SEC Filings |
31-Aug-2009
Annual Report
OVERVIEW
The following Management's Discussion and Analysis ("MD&A") is intended to assist in an understanding of Harris. MD&A is provided as a supplement to, should be read in conjunction with, and is qualified in its entirety by reference to, our Consolidated Financial Statements and accompanying Notes appearing elsewhere in this Report. Except for the historical information contained herein, the discussions in MD&A contain forward-looking statements that involve risks and uncertainties. Our future results could differ materially from those discussed herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below in MD&A under "Forward-Looking Statements and Factors that May Affect Future Results."
The following is a list of the sections of MD&A, together with our perspective on the contents of these sections of MD&A, which we hope will make reading these pages more productive:
Business Considerations - a general description of our businesses; the value drivers of our businesses and our strategy for achieving value; fiscal 2009 results of operations and liquidity and capital resources key indicators; and industry-wide opportunities, challenges and risks that are relevant to us in the defense, government and broadcast communications markets.
Operations Review - an analysis of our consolidated results of operations and of the results in each of our three operating segments, to the extent the operating segment results are helpful to an understanding of our business as a whole, for the three years presented in our financial statements.
Liquidity, Capital Resources and Financial Strategies - an analysis of cash flows, common stock repurchases, dividends, capital structure and resources, contractual obligations, off-balance sheet arrangements, commercial commitments, financial risk management, impact of foreign exchange and impact of inflation.
Critical Accounting Policies and Estimates - a discussion of accounting policies and estimates that require the most judgment and a discussion of accounting pronouncements that have been issued but not yet implemented by us and their potential impact on our financial position, results of operations and cash flows.
Forward-Looking Statements and Factors that May Affect Future Results
- cautionary information about forward-looking statements and a description
of certain risks and uncertainties that could cause our actual results to
differ materially from our historical results or our current expectations
or projections.
BUSINESS CONSIDERATIONS
General
We are an international communications and information technology company
serving government and commercial markets in more than 150 countries. We are
dedicated to developing best-in-class assured communicationsฎ products, systems
and services. Our company generates revenue, income and cash flows by
developing, manufacturing and selling communications products and software as
well as providing related services. We sell directly to our customers, the
largest of which are U.S. Government customers and their prime contractors, and
we utilize agents and intermediaries to sell and market some products and
services, especially in international markets.
We structure our operations primarily around the products and services we sell and the markets we serve, and we report the financial results of our continuing operations in the following three business segments:
Our RF Communications segment, comprised of our (i) Tactical Radio
Communications and (ii) Public Safety and Professional Communications
businesses;
Our Government Communications Systems segment, comprised of our (i) Defense
Programs, (ii) National Intelligence Programs, (iii) Civil Programs and
(iv) IT Services businesses; and
Our Broadcast Communications segment, comprised of our (i) Infrastructure
and Networking Solutions, (ii) Media and Workflow and (iii) Transmission
Systems businesses.
Our segment reporting structure for fiscal 2009 reflects that, effective upon the commencement of fiscal 2009, our RF Communications business (part of our Defense Communications and Electronics segment for fiscal 2008) is reported as its own separate segment, and our Defense Programs business (the other part of our Defense Communications and Electronics segment for fiscal 2008) is reported as part of our Government Communications Systems segment. Our Broadcast Communications segment did not change as a result of those adjustments to our segment reporting structure. The historical results, discussion and presentation of our business segments as set forth in this Report reflect the impact of those adjustments to our segment reporting structure for all periods presented in this Report.
Additionally, in the fourth quarter of fiscal 2009, in connection with the May 27, 2009 Spin-off in the form of a taxable pro rata dividend to our shareholders of all the shares of HSTX common stock owned by us, we eliminated as a reporting segment our former HSTX segment. In accordance with Financial Accounting Standards Board ("FASB") Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" ("Statement 144"), our historical financial results have been restated to account for HSTX as discontinued operations for all periods presented in this Report, and unless otherwise specified, disclosures in this Report relate solely to our continuing operations. See Note 3: Discontinued Operations in the Notes for additional information regarding discontinued operations.
Financial information with respect to all of our other activities, including corporate costs not allocated to the business segments or discontinued operations, is reported as part of the "Unallocated corporate expense" or "Non-operating income (loss)" line items in our Consolidated Financial Statements.
Value Drivers of Our Businesses and Our Strategy for Achieving Value Harris' mission statement is as follows: "Harris Corporation will be the best-in-class global provider of mission-critical assured communications systems and services to both government and commercial customers, combining advanced technology and application knowledge." We are committed to our mission statement, and we believe that executing our mission statement creates value. Consistent with this commitment to effective execution, we currently focus on these key value drivers:
Continuing profitable revenue growth in all segments by introducing new
technology-based products, expanding our addressable markets and customer
base, and investing in international markets and channels;
Leveraging technology across business segments;
Achieving operating efficiencies and cost reductions by delivering on
supply chain and operations excellence;
Making strategic acquisitions to enhance and supplement our products and
services portfolios and to gain access to new markets; and
Maintaining an efficient capital structure.
Continuing profitable revenue growth in all segments: We plan to focus on continued profitable revenue growth by focusing on the following strategies in each segment:
RF Communications: Continue to leverage our reputation and position as a leading provider of secure tactical radio communications and embedded high-grade encryption solutions for military and government organizations and also of secure communications systems and equipment for public safety, utility and transportation markets. Expand our market reach with new products and in adjacent markets.
Government Communications Systems: Conduct advanced research studies and produce, integrate and support highly reliable, net-centric communications and information technology that solve the mission-critical challenges of our defense, intelligence and civilian U.S. Government customers. Leverage core capabilities such as SATCOM; ground systems; avionics; data links; mission-critical networks; ISR; and space systems. Utilize IT Services business scale to address the growing government and commercial services markets. Identify and implement growth initiatives in new markets, including healthcare solutions, cyberspace and commercial managed services.
Broadcast Communications: Supply technology and service solutions to consumers of rich media, including TV stations and networks and cable, satellite, telecommunications and other media content providers. Grow our core businesses by expanding our product offerings. Expand into new markets, including full-motion video for government customers, mobile TV, sports stadiums and arenas and digital signage.
Leveraging technology across business segments: One of our strengths is our ability to transfer technology among segments and focus our research and development projects in ways that benefit Harris as a whole. An example of this is our FAME product, which utilizes COTS software and hardware developed by our commercial Broadcast Communications segment and applying that technology to government applications where there is a need to gather, store, distribute and analyze increasingly large amounts of ISR data. Another area of focus is cross-selling
through segment sales channels and joint pursuits by multiple segments. Other corporate initiatives include joint international market channel development, such as shared distributors and coordinated "go-to-market" strategies.
Achieving operating efficiencies and cost reductions: Our principal focus areas for operating efficiencies and cost management are: reducing procurement costs through an emphasis on coordinated supply chain management; reducing product costs through dedicated engineering resources focused on product design; improving manufacturing efficiencies across all segments; and optimizing facility utilization.
Making strategic acquisitions: Another key value driver is effective capital allocation by making effective acquisitions and investments to build or complement the strengths in our base businesses and to gain access to new markets. We believe acquisitions may also serve to balance and enhance our portfolio of businesses. In the fourth quarter of fiscal 2009, we acquired Wireless Systems, CSI and SolaCom ATC. Wireless Systems is an established provider of mission-critical wireless communications systems for law enforcement, fire and rescue, public service, utility and transportation markets. We operate Wireless Systems, which we now call the Public Safety and Professional Communications business, within our RF Communications segment. We believe the acquisition of Wireless Systems creates a powerful supplier of end-to-end wireless network solutions to the global land mobile radio systems market and greatly accelerates our entry into that market. CSI is a Washington, D.C.-area provider of mission-enabling engineering solutions that address both offensive and defensive IT security challenges for Federal law enforcement and other U.S. Government agencies. We operate CSI within our Government Communications Systems segment as part of the National Intelligence Programs business. We believe the acquisition of CSI expands our capabilities, customer footprint and current initiatives in the cyber security market. SolaCom ATC provides voice and data communications systems and solutions for air traffic facilities and radio communications between aircraft in flight and air traffic controllers. We operate SolaCom ATC within our Government Communications Systems segment as part of the Civil Programs business. We believe the acquisition of SolaCom ATC provides us with an immediate ability to address additional segments of the air traffic control voice/data systems market and further positions us to support the FAA's anticipated NextGen program. In fiscal 2007, we acquired Multimax Incorporated ("Multimax"), a leading provider of information technology and network services for the U.S. Government. We operate Multimax within our Government Communications Systems segment as part of the IT Services business. The acquisition of Multimax provided us greater scale, a broader customer base and new growth opportunities through key positions on GWACs. In recent years, we have also made several acquisitions in our Broadcast Communications segment, including Encoda, Leitch, Optimal Solutions, Inc. ("OSi"), Aastra Digital Video ("Aastra") and Zandar Technologies plc ("Zandar"). These acquisitions helped us expand our product and service portfolios so we can offer end-to-end content delivery, transport and asset management solutions to our customers.
Maintaining an efficient capital structure: Our capital structure is intended to optimize our cost of capital. Our debt is currently rated "BBB+" by Standard and Poor's Rating Group and "Baa1" by Moody's Investors Service. We believe our strong capital position, access to key financial markets, ability to raise funds at a low effective cost and overall low cost of borrowing provide a competitive advantage. We had $281.2 million in cash and cash equivalents as of July 3, 2009 and had $666.8 million of cash flows provided by operating activities during fiscal 2009. Our cash is not restricted and can be used to invest in capital expenditures, make strategic acquisitions, repurchase our common stock or pay dividends to our shareholders. As of July 3, 2009, we have a remaining authorization to repurchase approximately $650 million in shares of our common stock under our Repurchase Programs. Our Repurchase Programs do not have a stated expiration date. The level of our repurchases depends on a number of factors, including our financial condition, capital requirements, results of operations, future business prospects and other factors our Board of Directors may deem relevant. The timing, volume and nature of share repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time. Additional information regarding share repurchases during fiscal 2009 and our Repurchase Programs is set forth above under Part II. "Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities" of this Report.
Key Indicators
We believe our value drivers, when implemented, will improve our key indicators
of value such as: (1) income from continuing operations and income from
continuing operations per diluted share, (2) revenue, (3) gross margin,
(4) income from continuing operations as a percentage of revenue, (5) net cash
provided by operating activities, (6) return on average assets and (7) return on
average equity. The measure of our success is reflected in our results of
operations and liquidity and capital resources key indicators:
Fiscal 2009 Results of Operations Key Indicators: Income from continuing
operations, income from continuing operations per diluted share, revenue, gross
margin, and income from continuing operations as a percentage of revenue
represent key measurements of our value drivers:
Income from continuing operations decreased 31.1 percent from
$453.5 million in fiscal 2008 to $312.4 million in fiscal 2009 (which
included a $196.7 million after-tax non-cash charge for impairment of
goodwill and other long-lived assets in our Broadcast Communications
segment);
Income from continuing operations per diluted share decreased 29.4 percent
from $3.33 in fiscal 2008 to $2.35 in fiscal 2009 (which included a $1.48
per diluted share after-tax non-cash charge for impairment of goodwill and
other long-lived assets in our Broadcast Communications segment);
Revenue increased 8.9 percent from $4.6 billion in fiscal 2008 to
$5.0 billion in fiscal 2009;
Gross margin (revenue from product sales and services less cost of product
sales and services) increased slightly from 31.6 percent of revenue in
fiscal 2008 to 31.7 percent of revenue in fiscal 2009; and
Income from continuing operations as a percentage of revenue decreased from
9.9 percent in fiscal 2008 to 6.2 percent in fiscal 2009 (primarily due to
the impairment charge in fiscal 2009 noted above).
Refer to MD&A heading "Operations Review" below in this Report for more information.
Liquidity and Capital Resources Key Indicators: Net cash provided by operating
activities, return on average assets and return on average equity also represent
key measurements of our value drivers:
Net cash provided by operating activities increased from $555.5 million in
fiscal 2008 to $666.8 million in fiscal 2009;
Return on average assets (defined as income from continuing operations
divided by the two-point average of total assets at the beginning and
ending of the fiscal year) decreased from 10.0 percent in fiscal 2008 to
6.9 percent in fiscal 2009. Return on average assets would have increased
in fiscal 2009 when compared with fiscal 2008 absent the impairment charge
noted above.
Return on average equity (defined as income from continuing operations
divided by the two-point average of shareholders' equity at the beginning
and ending of the fiscal year) decreased from 21.7 percent in fiscal 2008
to 15.1 percent in fiscal 2009. Return on average equity would have
increased in fiscal 2009 when compared with fiscal 2008 absent the
impairment charge noted above.
Refer to MD&A heading "Liquidity, Capital Resources and Financial Strategies" below in this Report for more information.
Industry-Wide Opportunities, Challenges and Risks
Defense Markets: The DoD's U.S. Government Fiscal Year ("GFY") 2010 budget proposal supports military readiness, with a continued focus on modernizing the U.S.'s military infrastructure, addressing the evolving requirements of modern-day warfare, and promoting security within the international community. As a result, we expect the U.S. Government to remain committed to funding intelligence, information superiority, special operations and warfighter support. As a result of global economic decline and U.S. budget deficits, requirements to upgrade and modernize tactical radio communications capabilities and provide more secure, interoperable and reliable communications may slow down in the near term compared with prior years but we believe they will remain a funding priority over the longer term. International defense forces continue to drive toward tactical communications upgrades and interoperability with the systems and equipment used by the U.S. Government.
The DoD's GFY 2010 budget request is for $664 billion, which includes $534 billion for base defense programs and $130 billion for overseas contingency operations ("OCO"), primarily in Iraq and Afghanistan. The DoD's $130 billion OCO request would fund an increase in U.S. troops in Afghanistan and the withdrawal of troops from Iraq. It also would fund the training of Afghan and Pakistani forces. The GFY 2010 budget proposal would end the planned use of supplemental requests to fund OCO (previously referred to as the Global War on Terror). OCO expenses are now expected to be included as a separate component of annual defense budget requests to ensure greater transparency and accountability.
The $534 billion GFY 2010 budget request for base programs is approximately 4 percent above the GFY 2009 enacted level of $513 billion. While this continues a moderate growth trend, funding for OCO has been declining and is expected to decline further. The GFY 2010 request of $130 billion for OCO represents a 12 percent decrease from the GFY 2009 supplemental funding level of $147 billion (which includes an additional $81 billion approved in June 2009), which was a 21 percent decrease from the GFY 2008 supplemental level of $186 billion.
The DoD Operations and Maintenance account ("O&M"), which contains the bulk of funding for training, logistics, services and other logistical support, is a major account of importance to the defense industry. The budget request for GFY 2010, including funding for OCO, is $276 billion compared with the GFY 2009 estimate of $272 billion.
We also believe that the level of growth and budget amounts allocated to DoD procurement accounts ("Procurement"), along with research, development, test and evaluation ("RDT&E") components of the DoD budget, are an important indicator of DoD spending. These accounts are applicable to defense contractors because they generally represent the amounts that are expended for military hardware and technology. Including OCO funding, GFY 2010 budget requests for Procurement and RDT&E of $131 billion and $79 billion, respectively, are comparable to GFY 2009 estimates for Procurement and RDT&E of $133 billion and $81 billion, respectively.
Despite the recent slowing in the rate of growth of DoD budgets, our products and services appear to be a funding priority in DoD spending over the long term, which we believe will positively affect our future orders, sales, income and cash flows based on the defense markets we serve. Conversely, a decline in the DoD budget or a shift in funding priorities may have a negative effect on future orders, sales, income and cash flows of defense contractors, including us, depending on the weapons platforms and programs affected by such budget reductions or shifts in funding priorities.
International governments are expected to continue to increase their defense spending on national security and on tactical communications modernization and standardization programs, which we believe will positively affect our future orders, sales, income and cash flows.
Government Markets Other Than Defense: A funding priority for the U.S. Government is the security of the U.S., which includes better communications interplay among law enforcement, civil government agencies, intelligence agencies and our military services. Funding for investments in secure tactical communications, IT, information processing, healthcare IT, cyber security and additional communications assets and upgrades has remained solid. Another priority of the U.S. Government is investments in productivity, cost reductions and upgrading to new IT systems and solutions, including outsourcing. As a result, programs that promote these initiatives are also expected to receive funding. We provide products and services to a number of U.S. Government agencies including the FAA, NRO, NGA, Census Bureau, Department of State, NSA, NOAA and others. Recent trends continue to indicate an increase in demand from these agencies to outsource their requirements for better, more efficient and less costly information technology and communications. We also provide products to Federal, state and local government agencies that are committed to protecting our homeland and public safety. These agencies are upgrading their technologies to improve communications and interoperability.
As a U.S. Government contractor, we are subject to U.S. Government oversight. The U.S. Government may investigate our business practices and audit our compliance with applicable rules and regulations. Depending on the results of those investigations and audits, the U.S. Government could make claims against us. Under U.S. Government procurement regulations and practices, an indictment or conviction of a government contractor could result in that contractor being fined and/or suspended from being able to bid on, or from being awarded, new U.S. Government contracts for a period of time. Similar government oversight exists in most other countries where we conduct business. We are currently not aware of any compliance audits or investigations that could result in a significant adverse impact to our financial condition, results of operations or cash flows.
We are also subject to other risks associated with U.S. Government business, including technological uncertainties, dependence on annual appropriations and allotment of funds, extensive regulations and other risks, which are discussed in "Item 1A. Risk Factors" and "Item 3. Legal Proceedings" of this Report.
Commercial Broadcast Communications: The global economic recession has adversely impacted spending on capital projects and significantly weakened demand, especially in the U.S.
Trends and developments in the broadcast communications market include:
The transition to HD in North America is maturing rapidly;
Internationally, there are significant growth opportunities, as the
worldwide transition to digital and HD technologies is in various stages of
implementation;
The market is transitioning from the traditional linear broadcast TV
advertising model to out-of-home networks; and
There is a greater dependency on suppliers to provide systemization and
integration support.
Our management believes that our experience and capabilities are well aligned with, and that we are positioned to capitalize on, the market trends noted above in this Report. While we believe that some of these developments may temper near-term growth, we also expect they generally will have a longer-term positive impact on us.
However, we remain subject to general economic conditions that could adversely affect our customers. We also remain subject to other risks associated with these markets, including technological uncertainties, changes in the Federal Communications Commission's ("FCC") regulations, slow market adoption of digital radio and DTV or any of our new products and other risks which are discussed below under "Forward-Looking Statements and Factors that May Affect Future Results" and in "Item 1A. Risk Factors" of this Report.
OPERATIONS REVIEW
Revenue and Income From Continuing Operations
2009/2008 2008/2007
Percent Percent
Increase/ Increase/
2009 2008 (Decrease) 2007 (Decrease)
(Dollars in millions, except per share amounts)
Revenue $ 5,005.0 $ 4,596.1 8.9 % $ 3,737.9 23.0 %
Income from continuing operations $ 312.4 $ 453.5 (31.1 )% $ 347.2 30.6 %
% of revenue 6.2 % 9.9 % 9.3 %
Income from continuing operations per
diluted common share $ 2.35 $ 3.33 (29.4 )% $ 2.49 33.7 %
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Fiscal 2009 Compared With Fiscal 2008: Our revenue for fiscal 2009 was $5,005.0 million, an increase of 8.9 percent compared with fiscal 2008. Income from continuing operations for fiscal 2009 was $312.4 million, a decrease of 31.1 percent compared with fiscal 2008 income from continuing operations of $453.5 million. Fiscal 2009 revenue increased by 16.8 percent and 9.3 percent in our RF Communications and Government Communications Systems segments, respectively, and decreased by 9.3 percent in our Broadcast Communications segment. Our RF Communications segment revenue benefited from continued strength in international markets and our acquisition of Wireless Systems, while our Government Communications Systems segment revenue benefited from the ramping up . . .
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