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0001032975false00010329752024-07-222024-07-22

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
 
Date of Report  (Date of earliest event reported): July 22, 2024

 
LOGITECH INTERNATIONAL S.A.
(Exact name of registrant as specified in its charter)

Canton of Vaud, Switzerland 0-29174 None
(State or other jurisdiction
of incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)
 
Logitech International S.A.
EPFL - Quartier de l'Innovation
Daniel Borel Innovation Center
1015 Lausanne, Switzerland
c/o Logitech Inc.
3930 North First Street
San Jose
California
95134
(Address of principal executive offices and zip code)
(510) 795-8500
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐             Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
☐        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐             Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Registered Shares
LOGN
SIX Swiss Exchange
Registered Shares
LOGI
Nasdaq Global Select Market




Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o On July 22, 2024, Logitech International S.A. (“Logitech”) issued a press release regarding its financial results for the quarter ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.



 




ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
 
 
The information in Item 2.02 and Item 9.01 of this Current Report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
 
d) Exhibits.
 
Exhibit Description
Press release issued on July 22, 2024 including financial results for the quarter ended June 30, 2024.
104 Cover Page Interactive Data File (Cover page XBRL tags are embedded within the Inline XBRL document)
 
             





 
 SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 

  Logitech International S.A.
   
   
/s/ Johanna (Hanneke) Faber
   
  Johanna (Hanneke) Faber
  Chief Executive Officer
   
   
/s/ Meeta Sunderwala
 
 
Meeta Sunderwala
 
Interim Chief Financial Officer
July 22, 2024  












EX-99.1 2 exhibit991q1fy25.htm EX-99.1 Document

                                             Exhibit 99.1
Editorial Contacts:
Nate Melihercik, Head of Global Investor Relations - ir@logitech.com
Nicole Kenyon, Head of Global Corporate and Internal Communications - nkenyon@logitech.com (USA)
Ben Starkie, Corporate Communications - +41 (0) 79-292-3499, bstarkie1@logitech.com (Europe)

Logitech Announces Q1 Fiscal Year 2025 Results
Net Sales Grow 12%; Company Raises FY 2025 Outlook

LAUSANNE, Switzerland, July 23, 2024 and SAN JOSE, Calif., July 22, 2024 — SIX Swiss Exchange Ad hoc announcement pursuant to Art. 53 LR — Logitech International (SIX: LOGN) (Nasdaq: LOGI) today announced financial results for the first quarter of Fiscal Year 2025.
•Sales were $1.1 billion, up 12 percent in US dollars and 13 percent in constant currency, compared to Q1 of the prior year.
•GAAP operating income was $153 million, up 96 percent, compared to Q1 of the prior year. Non-GAAP operating income was $182 million, up 67 percent, compared to Q1 of the prior year.
•GAAP earnings per share (EPS) was $0.92, up 136 percent compared to Q1 of the prior year. Non-GAAP EPS was $1.13, up 74 percent compared to Q1 of the prior year.
•Cash flow from operations was $176 million, down 27 percent compared to Q1 of the prior year.
“We started the new fiscal year strong, with high-quality, broad-based growth across all regions and key categories,” said Hanneke Faber, Logitech chief executive officer. “Our team continued disciplined execution, as evidenced by excellent gross and operating margin growth. I am pleased to increase our FY25 outlook for both net sales and non-GAAP operating income.”

Outlook
Logitech raised its full-year outlook for Fiscal Year 2025:
Previous FY25 outlook
New FY25 outlook
Sales
$4.3 - $4.4 billion
$4.34 - $4.43 billion
Sales growth (in US dollars, year over year)
0% - 2%
1% - 3%
Non-GAAP operating income
$685 - $715 million
$700 - $730 million
Non-GAAP op. inc. growth / (decline) (year over year)
(2)% - 2%
0% - 4%

Financial Results Videoconference and Webcast
Logitech will hold a financial results videoconference to discuss the results for Q1 Fiscal Year 2025 on Tuesday, July 23, 2024 at 5:30 a.m. Pacific Daylight Time and 2:30 p.m. Central European Summer Time. A livestream of the event will be available on the Logitech corporate website at https://ir.logitech.com. This press release and the Q1 Fiscal Year 2025 Shareholder Letter are also available there.



Fiscal Year 2024 Impact Report
Logitech has released the Company’s seventeenth edition of its annual Impact Report, detailing the Company’s progress in terms of environmental and social sustainability. The 2024 Impact Report can be found at https://impactreport.logitech.com/ on the Company’s sustainability webpage https://www.logitech.com/sustainability.

Use of Non-GAAP Financial Information and Constant Currency
To facilitate comparisons to Logitech’s historical results, Logitech has included non-GAAP adjusted measures in this press release, which exclude share-based compensation expense, amortization of intangible assets, acquisition-related costs, restructuring charges, net, loss on investments, non-GAAP income tax adjustment, and other items detailed under “Supplemental Financial Information” after the tables below and posted to our website at https://ir.logitech.com. Logitech also presents percentage sales growth in constant currency (“cc”), a non-GAAP measure, to show performance unaffected by fluctuations in currency exchange rates. Percentage sales growth in constant currency is calculated by translating prior period sales in each local currency at the current period’s average exchange rate for that currency and comparing that to current period sales. Logitech believes this information, used together with the GAAP financial information, will help investors to evaluate its current period performance, outlook and trends in its business. With respect to the Company’s outlook for non-GAAP operating income, most of these excluded amounts pertain to events that have not yet occurred and are not currently possible to estimate with a reasonable degree of accuracy. Therefore, no reconciliation to the GAAP amounts has been provided for the Fiscal Year 2025 non-GAAP operating income outlook.

Public Dissemination of Certain Information
Recordings of Logitech’s earnings videoconferences and certain events Logitech participates in or hosts, with members of the investment community are posted on the company’s investor relations website at https://ir.logitech.com. Additionally, Logitech provides notifications of news or announcements regarding its operations and financial performance, including its filings with the Securities and Exchange Commission (SEC), investor events, and press and earnings releases as part of its investor relations website. Logitech intends to use its investor relations website as means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD. Logitech’s corporate governance information also is available on its investor relations website.

About Logitech
Logitech designs software-enabled hardware solutions that help businesses thrive and bring people together when working, creating, gaming and streaming. As the point of connection between people and the digital world, our purpose is to extend human potential in work and play, in a way that is good for people and the planet. Founded in 1981, Logitech International is a Swiss public company listed on the SIX Swiss Exchange (LOGN) and on the Nasdaq Global Select Market (LOGI). Find Logitech and its other brands, including Logitech G, at www.logitech.com or company blog.




# # #
This press release contains forward-looking statements within the meaning of U.S. federal securities laws, including, without limitation, statements regarding: our preliminary financial results for the three months ended June 30, 2024, Fiscal Year 2025 outlook for sales and non-GAAP operating income, and related assumptions. The forward-looking statements in this press release are subject to risks and uncertainties that could cause Logitech’s actual results and events to differ materially from those anticipated in these forward-looking statements, including, without limitation: macroeconomic and geopolitical conditions and other factors and their impact, for example the resilience of overall consumer demand, B2B and IT spending levels, changes in inflation levels and monetary policies, governments’ fiscal policies, and geopolitical conflicts; our expectations regarding our expense discipline efforts, changes in secular trends that impact our business; if our product offerings, marketing activities and investment prioritization decisions do not result in the sales, profitability or profitability growth we expect, or when we expect it; if we fail to innovate and develop new products in a timely and cost-effective manner for our new and existing product categories; issues relating to development and use of artificial intelligence; if we do not successfully execute on our growth opportunities or our growth opportunities are more limited than we expect; the effect of demand variability, supply shortages and other supply chain challenges; the effect of logistics challenges, including disruptions in logistics; the effect of pricing, product, marketing and other initiatives by our competitors, and our reaction to them, on our sales, gross margins and profitability; if we are not able to maintain and enhance our brands; if our products and marketing strategies fail to separate our products from competitors’ products; if we do not efficiently manage our spending; our expectations regarding our restructuring efforts, including the timing thereof; if there is a deterioration of business and economic conditions in one or more of our sales regions or product categories, or significant fluctuations in exchange rates; changes in trade regulations, policies and agreements and the imposition of tariffs that affect our products or operations and our ability to mitigate; if we do not successfully execute on strategic acquisitions and investments; risks associated with acquisitions; and the effect of changes to our effective income tax rates. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in Logitech’s periodic filings with the Securities and Exchange Commission (“SEC”), including our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, and other reports filed with the SEC, available at www.sec.gov, under the caption Risk Factors and elsewhere. Logitech does not undertake any obligation to update any forward-looking statements to reflect new information or events or circumstances occurring after the date of this press release.

Note that unless noted otherwise, comparisons are year over year.

Logitech and other Logitech marks are trademarks or registered trademarks of Logitech Europe S.A. and/or its affiliates in the U.S. and other countries. All other trademarks are the property of their respective owners. For more information about Logitech and its products, visit the company’s website at www.logitech.com.

(LOGIIR)





LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands, except per share amounts) - unaudited
Three months ended June 30,
GAAP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS 2024 2023
Net sales $ 1,088,217  $ 974,499 
Cost of goods sold 619,517  595,712 
Amortization of intangible assets 2,442  3,145 
Gross profit 466,258  375,642 
Operating expenses:
Marketing and selling 196,905  179,185 
Research and development 75,307  70,559 
General and administrative 37,458  41,297 
Amortization of intangible assets and acquisition-related costs 2,703  2,685 
Restructuring charges, net 386  3,511 
Total operating expenses 312,759  297,237 
Operating income 153,499  78,405 
Interest income 15,790  9,826 
Other income (expense), net (1,898) (12,972)
Income before income taxes 167,391  75,259 
Provision for income taxes 25,558  12,532 
Net income $ 141,833  $ 62,727 
Net income per share:
Basic $ 0.93  $ 0.39 
Diluted $ 0.92  $ 0.39 
Weighted average shares used to compute net income per share:
Basic 153,300  158,859 
Diluted 154,978  160,155 




LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands, except per share amounts) - unaudited
June 30, March 31,
CONDENSED CONSOLIDATED BALANCE SHEETS
2024 2024
Current assets:
Cash and cash equivalents $ 1,534,380  $ 1,520,842 
Accounts receivable, net 591,251  541,715 
Inventories 459,582  422,513 
Other current assets 141,413  146,270 
Total current assets 2,726,626  2,631,340 
Non-current assets:
Property, plant and equipment, net 113,265  116,589 
Goodwill 462,003  461,978 
Other intangible assets, net 39,490  44,603 
Other assets 343,532  350,194 
Total assets $ 3,684,916  $ 3,604,704 
Current liabilities:
Accounts payable $ 554,301  $ 448,627 
Accrued and other current liabilities 586,180  637,262 
Total current liabilities 1,140,481  1,085,889 
Non-current liabilities:
Income taxes payable 116,379  112,572 
Other non-current liabilities 179,121  172,590 
Total liabilities 1,435,981  1,371,051 
Shareholders’ equity:
Registered shares, CHF 0.25 par value: 30,148  30,148 
Issued shares — 173,106 at June 30, 2024 and March 31, 2024
Additional shares that may be issued out of conditional capital — 50,000 at June 30, 2024 and March 31, 2024
Additional shares that may be issued out of authorized capital — 17,311 at June 30, 2024 and March 31, 2024
Additional paid-in capital 57,036  63,524 
Shares in treasury, at cost — 20,090 at June 30, 2024 and 19,243 at March 31, 2024 (1,418,051) (1,351,336)
Retained earnings 3,695,574  3,602,519 
Accumulated other comprehensive loss (115,772) (111,202)
Total shareholders’ equity 2,248,935  2,233,653 
Total liabilities and shareholders’ equity $ 3,684,916  $ 3,604,704 




LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands) - unaudited
Three months ended June 30,
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 2024 2023
Cash flows from operating activities:    
Net income $ 141,833  $ 62,727 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 14,506  17,498 
Amortization of intangible assets 5,079  5,827 
Loss on investments 1,186  11,823 
Share-based compensation expense 23,405  21,511 
Deferred income taxes 11,662  2,962 
Other (24) 24 
Changes in assets and liabilities:
Accounts receivable, net (53,952) 65,390 
Inventories (39,095) 110,440 
Other assets 4,907  34,342 
Accounts payable 109,028  (18,420)
Accrued and other liabilities (42,506) (74,329)
Net cash provided by operating activities 176,029  239,795 
Cash flows from investing activities:
Purchases of property, plant and equipment (14,586) (16,238)
Purchases of deferred compensation investments (695) (1,069)
Proceeds from sales of deferred compensation investments 738  1,071 
Other investing activities (816) (1,294)
Net cash used in investing activities (15,359) (17,530)
Cash flows from financing activities:
Purchases of registered shares (130,899) (95,076)
Proceeds from exercises of stock options and purchase rights 4,618  2,113 
Tax withholdings related to net share settlements of restricted stock units (18,853) (24,196)
Net cash used in financing activities (145,134) (117,159)
Effect of exchange rate changes on cash and cash equivalents (1,998) (3,043)
Net increase in cash and cash equivalents 13,538  102,063 
Cash and cash equivalents, beginning of the period 1,520,842  1,149,023 
Cash and cash equivalents, end of the period $ 1,534,380  $ 1,251,086 




LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands) - unaudited
SUPPLEMENTAL FINANCIAL INFORMATION Three months ended June 30,
NET SALES 2024 2023 Change
Net sales by product category:
Gaming (1)
$ 309,475  $ 266,429  16  %
Keyboards & Combos 215,333  180,855  19 
Pointing Devices 189,946  174,454 
Video Collaboration 147,042  139,346 
Webcams 72,904  75,200  (3)
Tablet Accessories 78,539  70,336  12 
Headsets 44,236  36,850  20 
Other (2)
30,742  31,029  (1)
Total Net Sales $ 1,088,217  $ 974,499  12  %

(1) Gaming includes streaming services revenue generated by Streamlabs.
(2) Other primarily consists of mobile speakers and PC speakers.


































LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands, except per share amounts) - unaudited
SUPPLEMENTAL FINANCIAL INFORMATION Three months ended June 30,
GAAP TO NON-GAAP RECONCILIATION (A)
2024 2023
Gross profit - GAAP $ 466,258 $ 375,642
Share-based compensation expense 2,598 1,415
Amortization of intangible assets 2,442 3,145
Gross profit - Non-GAAP $ 471,298 $ 380,202
Gross margin - GAAP 42.8  % 38.5  %
Gross margin - Non-GAAP 43.3  % 39.0  %
Operating expenses - GAAP $ 312,759 $ 297,237
Less: Share-based compensation expense 20,807 20,096
Less: Amortization of intangible assets and acquisition-related costs 2,703 2,685
Less: Restructuring charges, net 386 3,511
Operating expenses - Non-GAAP $ 288,863 $ 270,945
% of net sales - GAAP 28.7  % 30.5  %
% of net sales - Non-GAAP 26.5  % 27.8  %
Operating income - GAAP $ 153,499 $ 78,405
Share-based compensation expense 23,405 21,511
Amortization of intangible assets and acquisition-related costs 5,145 5,830
Restructuring charges, net 386 3,511
Operating income - Non-GAAP $ 182,435 $ 109,257
% of net sales - GAAP 14.1  % 8.0  %
% of net sales - Non-GAAP 16.8  % 11.2  %
Net income - GAAP $ 141,833 $ 62,727
Share-based compensation expense 23,405 21,511
Amortization of intangible assets and acquisition-related costs 5,145 5,830
Restructuring charges, net 386 3,511
Loss on investments 1,186 11,823
Non-GAAP income tax adjustment 2,670 (2,001)
Net income - Non-GAAP $ 174,625 $ 103,401
Net income per share:
Diluted - GAAP $ 0.92 $ 0.39
Diluted - Non-GAAP $ 1.13 $ 0.65
Shares used to compute net income per share:
Diluted - GAAP and Non-GAAP 154,978 160,155



LOGITECH INTERNATIONAL S.A.
PRELIMINARY RESULTS*
(In thousands) - unaudited
SUPPLEMENTAL FINANCIAL INFORMATION Three months ended June 30,
SHARE-BASED COMPENSATION EXPENSE 2024 2023
Share-based Compensation Expense
Cost of goods sold $ 2,598  $ 1,415 
Marketing and selling 11,851  10,483 
Research and development 5,739  4,453 
General and administrative 3,217  5,160 
Total share-based compensation expense 23,405  21,511 
Income tax benefit (7,602) (5,318)
Total share-based compensation expense, net of income tax benefit $ 15,803  $ 16,193 

*Note: These preliminary results for the three months ended June 30, 2024 are subject to adjustments, including subsequent events that may occur through the date of filing our Quarterly Report on Form 10-Q.

(A) Non-GAAP Financial Measures

To supplement our condensed consolidated financial results prepared in accordance with GAAP, we use a number of financial measures, both GAAP and non-GAAP, in analyzing and assessing our overall business performance, for making operating decisions and for forecasting and planning future periods. We consider the use of non-GAAP financial measures helpful in assessing our current financial performance, ongoing operations and prospects for the future as well as understanding financial and business trends relating to our financial condition and results of operations.

While we use non-GAAP financial measures as a tool to enhance our understanding of certain aspects of our financial performance and to provide incremental insight into the underlying factors and trends affecting both our performance and our cash-generating potential, we do not consider these measures to be a substitute for, or superior to, the information provided by GAAP financial measures. Consistent with this approach, we believe that disclosing non-GAAP financial measures to the readers of our financial statements provides useful supplemental data that, while not a substitute for GAAP financial measures, can offer insight in the review of our financial and operational performance and enables investors to more fully understand trends in our current and future performance. In assessing our business during the quarter ended June 30, 2024 and prior periods presented, we excluded items in the following general categories, each of which are described below:

Share-based compensation expense. We believe that providing non-GAAP measures excluding share-based compensation expense, in addition to the GAAP measures, allows for a more transparent comparison of our financial results from period to period. We prepare and maintain our budgets and forecasts for future periods on a basis consistent with this non-GAAP financial measure. Further, companies use a variety of types of equity awards as well as a variety of methodologies, assumptions and estimates to determine share-based compensation expense. We believe that excluding share-based compensation expense enhances our ability and the ability of investors to understand the impact of non-cash share-based compensation on our operating results and to compare our results against the results of other companies.

Amortization of intangible assets. We incur intangible asset amortization expense, primarily in connection with our acquisitions of various businesses and technologies. The amortization of purchased intangibles varies depending on the level of acquisition activity. We exclude these various charges in budgeting, planning and forecasting future periods and we believe that providing the non-GAAP measures excluding these various non-cash charges, as well as the GAAP measures, provides additional insight when comparing our gross profit, operating expenses, and financial results from period to period.

Acquisition-related costs. We incurred expenses and credits in connection with our acquisitions which we generally would not have otherwise incurred in the periods presented as a part of our continuing operations. Acquisition-related costs include certain incremental expenses incurred to effect a business combination. We believe that providing the non-GAAP measures excluding these costs, as well as the GAAP measures, assists our investors because such costs are not reflective of our ongoing operating results.

Restructuring charges (credits), net. These expenses are associated with restructuring plans, and will vary based on the initiatives in place during any given period. Restructuring charges may include costs related to employee terminations, facility closures and early cancellation of certain contracts as well as other costs resulting from our restructuring initiatives.



We believe that providing the non-GAAP measures excluding these items, as well as the GAAP measures, assists our investors because such charges are not reflective of our ongoing operating results.

Loss (gain) on investments. We recognize losses (gains) related to our investments in various companies, which vary depending on the operational and financial performance of the companies in which we invest. These amounts include our losses (earnings) on equity method investments, investment impairments and losses (gains) resulting from sales or other events related to our investments. We believe that providing the non-GAAP measures excluding these items, as well as the GAAP measures, assists our investors because such losses (gains) are not reflective of our ongoing operations.

Non-GAAP income tax adjustment. Non-GAAP income tax adjustment primarily measures the income tax effect of non-GAAP adjustments excluded above as well as the income tax impact of non-recurring deferred taxes, tax settlements, and other non-routine tax events, the determination of which is based upon the nature of the underlying items.

Each of the non-GAAP financial measures described above, and used in this press release, should not be considered in isolation from, or as a substitute for, a measure of financial performance prepared in accordance with GAAP. Further, investors are cautioned that there are inherent limitations associated with the use of each of these non-GAAP financial measures as an analytical tool. In particular, these non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles and many of the adjustments to the GAAP financial measures reflect the exclusion of items that are recurring and may be reflected in the Company’s financial results for the foreseeable future. We compensate for these limitations by providing specific information in the reconciliation included in this press release regarding the GAAP amounts excluded from the non-GAAP financial measures. In addition, as noted above, we evaluate the non-GAAP financial measures together with the most directly comparable GAAP financial information.

Additional Supplemental Financial Information - Constant Currency

In addition, Logitech presents percentage sales growth in constant currency to show performance unaffected by fluctuations in currency exchange rates. Percentage sales growth in constant currency is calculated by translating prior period sales in each local currency at the current period’s average exchange rate for that currency and comparing that to current period sales.