8-K

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): April 29, 2020

GARMIN LTD.

(Exact name of registrant as specified in its charter)

Switzerland	0-31983	98-0229227
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

Mühlentalstrasse 2

8200 Schaffhausen

Switzerland

(Address of principal executive offices)

Registrant’s telephone number, including area code: +41 52 630 1600

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

☐	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 Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Registered Shares, CHF 0.10 Per Share Par Value	GRMN	The Nasdaq Stock Market, LLC

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

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. ☐

Item 2.02. Results of Operations and Financial Condition

On April 29, 2020, Garmin Ltd. (“the Company”) issued a press release announcing its financial results for the fiscal first quarter ended March 28, 2020. A copy of the press release is attached as Exhibit 99.1.

The information in Item 2.02 and Exhibit 99.1 to this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Unless expressly incorporated into a filing of Garmin Ltd. under the Securities Act of 1933, as amended, or the Exchange Act made after the date hereof, the information contained in Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits

(d)      Exhibits. The following exhibits are furnished herewith.

Exhibit No.	Description
99.1	Press Release dated April 29, 2020
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101)

1

SIGNATURE

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.

	GARMIN LTD.
April 29, 2020	/s/ Andrew R. Etkind
	Andrew R. Etkind
	Vice President, General Counsel and Corporate Secretary

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated April 29, 2020
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101)

3

EX-99.1

EXHIBIT 99.1

 

Garmin reports strong revenue and operating income growth for first quarter 2020; withdraws fiscal 2020 guidance due to COVID-19 economic uncertainty

Schaffhausen, Switzerland / April 29, 2020/ Business Wire

Garmin Ltd. (Nasdaq:  GRMN – News) today announced results for the first quarter ended March 28, 2020.

Highlights for first quarter 2020 include:

• Total revenue of $856 million, a 12% increase, with fitness, marine, outdoor and aviation collectively increasing 17% over the prior year quarter

• Gross margin of 59.2% compared to 59.0% in the prior year quarter

• Operating margin improved to 20.7% compared to 19.8% in the prior year quarter

• Operating income of $177 million, increasing 17% over the prior year quarter

• GAAP EPS was $0.84 and pro forma EPS⁽¹⁾ was $0.91, representing 25% growth over the prior year quarter

• Strong balance sheet with no debt and $2.6 billion of cash and marketable securities

• Garmin ADS-B solution selected for British Airways’ franchise partner SUN-AIR’s Dornier 328 aircraft

• Recognized as an exceptional marine and aviation OEM supplier, winning several awards in the quarter

• With the assistance of Panoptix LiveScope, Garmin sponsored anglers swept the top three spots at the 2020 Bassmaster Classic

• Withdrawing fiscal 2020 guidance due to economic uncertainty caused by the COVID-19 pandemic

(in thousands, except per share data)	13-Weeks Ended
	March 28,			March 30,			Yr over Yr
	2020			2019			Change
Net sales	$	856,108		$	766,050			12	%
Fitness		223,601			180,256			24	%
Marine		163,005			133,968			22	%
Outdoor		175,102			154,051			14	%
Aviation		188,599			170,776			10	%
Auto		105,801			126,999			(17	)%
Gross margin %		59.2	%		59.0	%
Operating income %		20.7	%		19.8	%
GAAP diluted EPS	$	0.84		$	0.74			14	%
Pro forma diluted EPS(1)	$	0.91		$	0.73			25	%
(1) See attached Non-GAAP Financial Information for discussion and reconciliation of non-GAAP financial measures, including pro forma diluted EPS

Executive Overview from Cliff Pemble, President and Chief Executive Officer:

“The first quarter of 2020 was remarkably strong continuing the momentum from last year,” said Cliff Pemble, president and chief executive officer of Garmin Ltd. “The economic uncertainty and impact on consumer behavior caused by the COVID-19 pandemic affects every business, and we are no exception.  Accordingly, we are withdrawing our fiscal 2020 guidance.  However, we are optimistic for the long term because the markets we serve and the products we offer are well positioned to thrive in the future.”

Fitness:

Revenue from the fitness segment grew 24% in the first quarter driven by strength in advanced wearables and contributions from Tacx.  Gross margin and operating margin were 50% and 14%, respectively, resulting in 71% operating income growth.  Now more than ever, people are looking for tools that can help them live a healthy life.  Our fitness segment is committed to providing innovative and compelling products that motivate our customers to achieve their fitness, health, and wellness goals.  

Marine:

Revenue from the marine segment grew 22% in the first quarter driven by our innovative chartplotters and advanced sonars.  Gross margin and operating margin were 58% and 25%, respectively, resulting in 58% operating income growth.  Boating is an active lifestyle pursuit that promotes family time, relaxation, and a sense of freedom.  Our marine segment is committed to providing leading edge, high quality products and systems with the latest technology that our customers demand as they turn their attention to activities on the water.

Outdoor:

Revenue from the outdoor segment grew 14% in the first quarter with significant contributions from adventure watches.  Gross margin and operating margin were 64% and 27%, respectively, resulting in 12% operating income growth.  Outdoor recreation is important for those who love adventure and exploring nature.  Our outdoor segment is committed to providing compelling products that enable and enrich the experiences of our customers as they turn their attention to activities in the great outdoors.

Aviation:

Revenue from the aviation segment grew 10% in the first quarter with contributions from multiple product categories.  Gross margin and operating margin were 74% and 31%, respectively, resulting in 3% operating income growth.  General aviation will play an important role in the future by offering transportation options that are secure, flexible, and convenient.  Our aviation segment is committed to providing products and services that make general aviation safer and more accessible.

Auto:

Revenue from the auto segment declined 17% during the first quarter, primarily due to the ongoing PND market contraction and lower year-over-year OEM sales.  Gross margin was 47% with breakeven operating income.  Personal transportation will remain an important part of the post-pandemic world.  Our auto segment is committed to enhancing the automotive experience through compelling aftermarket products for adventure, professional and daily drivers, and becoming a respected tier 1 supplier of innovative electronic solutions for a broad range of vehicles.

Additional Financial Information:

Total operating expenses in the first quarter were $329 million, a 10% increase over the prior year.  Research and development increased 13%, primarily due to engineering personnel costs and incremental costs associated with acquisitions.  Selling, general and administrative expenses increased 8%, driven primarily by personnel related expenses and incremental costs associated with acquisitions.  Advertising decreased 3%, driven by lower spending in the auto, outdoor and marine segments.   

The effective tax rate in the first quarter of 2020 was 9.3% compared to 15.7% in the prior year quarter.  The decrease in the current quarter effective tax rate is primarily due to the migration of intellectual property ownership from Switzerland to the United States.

In the first quarter of 2020, we generated approximately $185 million of free cash flow⁽¹⁾.  We continued to return cash to shareholders with our quarterly dividend of approximately $109 million.  We ended the quarter with cash and marketable securities of approximately $2.6 billion.

As announced in February 2020, the Board has recommended to the shareholders for approval at the annual meeting to be held on June 5, 2020 a cash dividend in the total amount of $2.44 per share (subject to adjustment if the Swiss Franc weakens more than 35% relative to the USD), payable in four equal installments on dates to be approved by the Board.  The final $0.57 installment of the dividend approved at the 2019 annual meeting was paid on March 31, 2020 to shareholders of record as of March 16, 2020.

(1) See attached Non-GAAP Financial Information for discussion and reconciliation of non-GAAP financial measures, including free cash flow.

2020 Guidance:

We are withdrawing our fiscal 2020 guidance due to the rapid and unpredictable economic changes caused by the COVID-19 pandemic. Management expects to provide guidance once the trajectory of the economy and consumer behaviors are better understood.  

Webcast Information/Forward-Looking Statements:

The information for Garmin Ltd.’s earnings call is as follows:

When:	Wednesday, April 29, 2020 at 10:30 a.m. Eastern
Where:	https://www.garmin.com/en-US/investors/events/
How:	Simply log on to the web at the address above or call to listen in at 855-757-3897

An archive of the live webcast will be available until April 29, 2021 on the Garmin website at www.garmin.com.    To access the replay, click on the Investor Relations link and click over to the Events Calendar page.

This release includes projections and other forward-looking statements regarding Garmin Ltd. and its business that are commonly identified by words such as “anticipates”, “would,” “may,” “expects,” “estimates,” “plans,” “intends,” “projects,” and other words or phrases with similar meanings.  Any statements regarding the Company’s GAAP and pro forma estimated earnings, EPS, and effective tax rate, and the Company’s expected segment revenue growth rates, consolidated revenue, gross margins, operating margins, potential future acquisitions, currency movements, expenses, pricing, new products to be introduced in 2020, statements relating to possible future dividends and the Company’s plans and objectives are forward-looking statements.  The forward-looking events and circumstances discussed in this release may not occur and actual results could differ materially as a result of risk factors and uncertainties affecting Garmin, including, but not limited to, the risk factors that are described in both the Annual Report on Form 10-K for the year ended December 28, 2019 and the Quarterly Report on Form 10-Q for the quarter ended March 28, 2020 filed by Garmin with the Securities and Exchange Commission (Commission file number 0-31983). A copy of Garmin’s 2019 Form 10-K and the Q1 2020 Form 10-Q can be downloaded from https://www.garmin.com/en-US/investors/sec/

This release and the attachments contain non-GAAP financial measures.  A reconciliation to the nearest GAAP measure and a discussion of the Company's use of these measures are included in the attachments.

Garmin, the Garmin logo and the Garmin delta are trademarks of Garmin Ltd. or its subsidiaries and are registered in one or more countries, including the U.S. Panoptix LiveScope is a trademark of Garmin Ltd. or its subsidiaries. All other brands, product names, company names, trademarks and service marks are the properties of their respective owners.   All rights reserved

Investor Relations Contact:	Media Relations Contact:
Teri Seck	Carly Hysell
913/397-8200	913/397-8200
investor.relations@garmin.com	media.relations@garmin.com

Garmin Ltd. And Subsidiaries
Condensed Consolidated Statements of Income (Unaudited)
(In thousands, except per share information)
	13-Weeks Ended
	March 28,			March 30,
	2020			2019
Net sales	$	856,108		$	766,050
Cost of goods sold		349,168			314,352
Gross profit		506,940			451,698
Advertising expense		26,880			27,615
Selling, general and administrative expense		137,186			126,781
Research and development expense		165,392			145,919
Total operating expense		329,458			300,315
Operating income		177,482			151,383
Other income (expense):
Interest income		12,026			13,704
Foreign currency (losses) gains		(15,423	)		314
Other income		3,550			864
Total other income (expense)		153			14,882
Income before income taxes		177,635			166,265
Income tax provision		16,455			26,092
Net income	$	161,180		$	140,173
Net income per share:
Basic	$	0.84		$	0.74
Diluted	$	0.84		$	0.74
Weighted average common shares outstanding:
Basic		190,803			189,601
Diluted		191,684			190,599

Garmin Ltd. And Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
(In thousands, except per share information)
	March 28, 2020			December 28, 2019
Assets
Current assets:
Cash and cash equivalents	$	1,048,604		$	1,027,567
Marketable securities		391,646			376,463
Accounts receivable, net		500,242			706,763
Inventories		790,180			752,908
Deferred costs		23,650			25,105
Prepaid expenses and other current assets		174,564			169,044
Total current assets		2,928,886			3,057,850
Property and equipment, net		754,549			728,921
Operating lease right-of-use assets		66,497			63,589
Restricted cash		283			71
Marketable securities		1,199,613			1,205,475
Deferred income taxes		263,687			268,518
Noncurrent deferred costs		21,436			23,493
Intangible assets, net		658,777			659,629
Other assets		160,265			159,253
Total assets	$	6,053,993		$	6,166,799
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	200,281		$	240,831
Salaries and benefits payable		110,611			128,426
Accrued warranty costs		39,368			39,758
Accrued sales program costs		58,678			112,578
Deferred revenue		89,817			94,562
Accrued royalty costs		5,259			15,401
Accrued advertising expense		19,752			35,142
Other accrued expenses		94,760			95,060
Income taxes payable		54,466			56,913
Dividend payable		108,880			217,262
Total current liabilities		781,872			1,035,933
Deferred income taxes		117,792			114,754
Noncurrent income taxes		104,853			105,771
Noncurrent deferred revenue		61,992			67,329
Noncurrent operating lease liabilities		52,834			49,238
Other liabilities		250			278
Stockholders’ equity:
Shares, CHF 0.10 par value, 198,077 shares authorized and issued; 191,017    shares outstanding at March 28, 2020 and 190,686 shares outstanding    at December 28, 2019		17,979			17,979
Additional paid-in capital		1,830,052			1,835,622
Treasury stock		(335,491	)		(345,040	)
Retained earnings		3,390,053			3,229,061
Accumulated other comprehensive income		31,807			55,874
Total stockholders’ equity		4,934,400			4,793,496
Total liabilities and stockholders’ equity	$	6,053,993		$	6,166,799

Garmin Ltd. And Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
	13-Weeks Ended
	March 28, 2020			March 30, 2019
Operating Activities:
Net income	$	161,180		$	140,173
Adjustments to reconcile net income to net cash provided by    operating activities:
Depreciation		18,198			16,832
Amortization		10,006			7,179
(Gain) loss on sale of property and equipment		(1,846	)		227
Unrealized foreign currency losses		16,856			3,124
Deferred income taxes		10,378			9,105
Stock compensation expense		15,559			15,129
Realized (gain) loss on marketable securities		(272	)		60
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net of allowance for doubtful accounts		197,157			112,896
Inventories		(47,318	)		(39,067	)
Other current and non-current assets		(4,367	)		2,930
Accounts payable		(39,851	)		(32,786	)
Other current and non-current liabilities		(98,219	)		(76,030	)
Deferred revenue		(10,078	)		(6,744	)
Deferred costs		3,511			1,938
Income taxes payable		(5,020	)		9,616
Net cash provided by operating activities		225,874			164,582
Investing activities:
Purchases of property and equipment		(41,361	)		(30,094	)
Proceeds from sale of property and equipment		1,907			47
Purchase of intangible assets		(953	)		(413	)
Purchase of marketable securities		(344,342	)		(83,068	)
Redemption of marketable securities		311,935			80,907
Acquisitions, net of cash acquired		(6,058	)		—
Net cash used in investing activities		(78,872	)		(32,621	)
Financing activities:
Dividends		(108,571	)		(200,687	)
Purchase of treasury stock related to equity awards		(11,580	)		(12,694	)
Net cash used in financing activities		(120,151	)		(213,381	)
Effect of exchange rate changes on cash and cash equivalents		(5,602	)		(4,286	)
Net increase (decrease) in cash, cash equivalents, and restricted cash		21,249			(85,706	)
Cash, cash equivalents, and restricted cash at beginning of period		1,027,638			1,201,805
Cash, cash equivalents, and restricted cash at end of period	$	1,048,887		$	1,116,099

Garmin Ltd. And Subsidiaries
Net Sales, Gross Profit and Operating Income by Segment (Unaudited)
(In thousands)
	Reportable Segments
	Fitness		Marine		Outdoor		Aviation		Auto			Total
13-Weeks Ended March 28, 2020
Net sales	$	223,601	$	163,005	$	175,102	$	188,599	$	105,801		$	856,108
Gross profit		112,325		94,210		112,258		138,808		49,339			506,940
Operating income		31,011		40,159		47,166		59,321		(175	)		177,482
13-Weeks Ended March 30, 2019
Net sales	$	180,256	$	133,968	$	154,051	$	170,776	$	126,999		$	766,050
Gross profit		90,835		78,055		97,488		127,983		57,337			451,698
Operating income		18,126		25,473		41,953		57,618		8,213			151,383

Garmin Ltd. And Subsidiaries
Net Sales by Geography (Unaudited)
(In thousands)
	13-Weeks Ended
	March 28,		March 30,		Yr over Yr
	2020		2019		Change
Net sales	$	856,108	$	766,050	12%
Americas		427,401		379,456	13%
EMEA		299,867		260,021	15%
APAC		128,840		126,573	2%
EMEA - Europe, Middle East and Africa; APAC - Asia Pacific and Australian Continent

Non-GAAP Financial Information

To supplement our financial results presented in accordance with GAAP, this release includes the following measures defined by the Securities and Exchange Commission as non-GAAP financial measures: pro forma net income (earnings) per share, pro forma effective tax rate and free cash flow.  These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP measures used by other companies, limiting the usefulness of the measures for comparison with other companies.  Management believes providing investors with an operating view consistent with how it manages the Company provides enhanced transparency into the operating results of the Company, as described in more detail by category below.  

The tables below provide reconciliations between the GAAP and non-GAAP measures.

Pro forma effective tax rate

The Company’s income tax expense is periodically impacted by discrete tax items that are not reflective of income tax expense incurred as a result of current period earnings.  Therefore, management believes disclosure of the effective tax rate and income tax provision before the effect of certain discrete tax items are important measures to permit investors' consistent comparison between periods.  In the first quarter 2020 and 2019, there were no such discrete tax items identified.  The net release of uncertain tax position reserves, amounting to approximately $4.1 million and $4.4 million in the first quarter 2020 and 2019, respectively, have not been included as pro forma adjustments as such items tend to be more recurring in nature.

Pro forma net income (earnings) per share

Management believes that net income (earnings) per share before the impact of foreign currency gains or losses and certain discrete income tax items, as discussed above, is an important measure in order to permit a consistent comparison of the Company’s performance between periods.

Garmin Ltd. And Subsidiaries
Pro Forma Net Income (Earnings) Per Share
(In thousands, except per share information)
	13-Weeks Ended
	March 28,			March 30,
	2020			2019
GAAP net income	$	161,180		$	140,173
Foreign currency gains / losses(1)		15,423			(314	)
Tax effect of foreign currency gains / losses(2)		(1,429	)		49
Pro forma net income	$	175,174		$	139,908
GAAP net income per share:
Basic	$	0.84		$	0.74
Diluted	$	0.84		$	0.74
Pro forma net income per share:
Basic	$	0.92		$	0.74
Diluted	$	0.91		$	0.73
Weighted average common shares outstanding:
Basic		190,803			189,601
Diluted		191,684			190,599
(1) Foreign currency gains and losses for the Company are driven by movements of a number of currencies in relation to the U.S. Dollar and the related exchange rate impact on the significant cash, receivables, and payables held in a currency other than the functional currency at a given legal entity.  However, there is minimal cash impact from such foreign currency gains and losses.
(2) The tax effect of foreign currency gains and losses was calculated using the effective tax rate of 9.3% and 15.7% for the first quarter ended March 28, 2020 and March 30, 2019, respectively.

Free cash flow

Management believes that free cash flow is an important financial measure because it represents the amount of cash provided by operations that is available for investing and defines it as operating cash flows less capital expenditures for property and equipment.  Management believes that excluding purchases of property and equipment provides a better understanding of the underlying trends in the Company’s operating performance and allows more accurate comparisons of the Company’s operating results to historical performance.  This metric may also be useful to investors, but should not be considered in isolation as it is not a measure of cash flow available for discretionary expenditures.  The most comparable GAAP measure is net cash provided by operating activities.

Garmin Ltd. And Subsidiaries
Free Cash Flow
(In thousands)
	13-Weeks Ended
	March 28,			March 30,
	2020			2019
Net cash provided by operating activities	$	225,874		$	164,582
Less: purchases of property and equipment		(41,361	)		(30,094	)
Free Cash Flow	$	184,513		$	134,488

XML

Document And Entity Information	Apr. 29, 2020
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 29, 2020
Entity Registrant Name	GARMIN LTD.
Entity Central Index Key	0001121788
Entity Emerging Growth Company	false
Entity File Number	0-31983
Entity Incorporation, State or Country Code	V8
Entity Tax Identification Number	98-0229227
Entity Address, Address Line One	Mühlentalstrasse 2
Entity Address, City or Town	Schaffhausen
Entity Address, Country	CH
Entity Address, Postal Zip Code	8200
City Area Code	+41 52
Local Phone Number	630 1600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Registered Shares, CHF 0.10 Per Share Par Value
Trading Symbol	GRMN
Security Exchange Name	NASDAQ