2002 - 3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------- FORM 6-K REPORT OF FOREIGN ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the period commencing February 7, 2002 through April 16, 2002 ------- KONINKLIJKE PHILIPS ELECTRONICS N.V. ------------------------- (Name of registrant) Breitner Center, Amstelplein 2, 1096 BC Amsterdam, The Netherlands ------------------------------------------------------- (Address of principal executive offices) Name and address of person authorized to receive notices and communications from the Securities and Exchange Commission: Andrew D. Soussloff, Esq. Sullivan & Cromwell 125 Broad Street New York, New York 10004 This report comprises a copy of the Quarterly Report of the Philips Group for the three months ended March 31, 2002, dated April 16, 2002. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf, by the undersigned, thereunto duly authorized at Amsterdam, on the 16th day of April, 2002. KONINKLIJKE PHILIPS ELECTRONICS N.V. /s/ G.J. KLEISTERLEE ---------------------- G.J. KLEISTERLEE (President, Chairman of the Board of Management) /s/ J.H.M. HOMMEN ---------------------- J.H.M. HOMMEN (Vice-Chairman of the Board of Management and Chief Financial Officer) 1st QUARTERLY REPORT APRIL 16, 2002 REPORT ON THE PERFORMANCE OF THE PHILIPS GROUP - all amounts in millions of euros unless otherwise stated - the quarterly data included in this report are unaudited - financial reporting is changed to US GAAP - last year's figures have been restated PHILIPS REPORTS A NET PROFIT OF EUR 9 MILLION IN THE FIRST QUARTER OF 2002 - NET PROFIT OF EUR 9 MILLION, HELPED BY HIGHER MARGINS AND MUCH IMPROVED RESULTS AT UNCONSOLIDATED COMPANIES - COST REDUCTION PROGRAMS ARE ON-TRACK - ONGOING IMPROVEMENTS IN SUPPLY CHAIN MANAGEMENT - NET DEBT : GROUP EQUITY RATIO OF 28:72 - US GAAP APPLIED THE FIRST QUARTER 2002 SALES IN THE SEMICONDUCTORS AND COMPONENTS SECTORS OF ROYAL PHILIPS ELECTRONICS SHOWED AN IMPROVING TREND DURING THE QUARTER. LIGHTING EXPERIENCED LOWER SALES DUE TO DIFFICULT MARKET CONDITIONS. SALES AT MEDICAL SYSTEMS GREW STRONGLY AS A RESULT OF ACQUISITIONS. GROUP SALES WERE 7% LOWER THAN THE FIRST QUARTER OF 2001 WHEN MARKETS WERE STILL STRONG. PHILIPS REALIZED A NET PROFIT OF EUR 9 MILLION (EUR 0.01 PER SHARE) VERSUS EUR 93 MILLION (EUR 0.07 PER SHARE) IN THE FIRST QUARTER OF 2001. THE COST REDUCTION PROGRAMS ARE ON-TRACK; SO FAR ANNUALIZED SAVINGS OF APPROXIMATELY EUR 130 MILLION HAVE BEEN REALIZED, NOT INCLUDING THE COST SYNERGIES AT MEDICAL SYSTEMS. IMPROVED MARGINS IN VARIOUS BUSINESSES HAD A POSITIVE IMPACT ON FIRST QUARTER'S INCOME FROM OPERATIONS COMPARED TO THE FOURTH QUARTER OF LAST YEAR. HIGHER PENSION COSTS NEGATIVELY AFFECTED GROUP INCOME FROM OPERATIONS IN THE FIRST QUARTER WITH APPROXIMATELY EUR 150 MILLION. RESULTS RELATING TO UNCONSOLIDATED COMPANIES IMPROVED SIGNIFICANTLY, WITH LG.PHILIPS LCD IN PARTICULAR MAKING A STRONG CONTRIBUTION OF EUR 37 MILLION COMPARED TO A LOSS OF EUR 25 MILLION LAST YEAR (EXCLUDING AMORTIZATION OF GOODWILL). AS A RESULT OF IMPROVED SUPPLY CHAIN MANAGEMENT AND REDUCED CAPITAL EXPENDITURES THE NET DEBT : GROUP EQUITY RATIO CAME TO 28:72. GERARD KLEISTERLEE, PHILIPS' PRESIDENT AND CEO: "It seems that the worst slump in recent business history is behind us now, and that we begin to see the start of a new upturn in the business cycle. We are encouraged by the improved performance in many of our businesses, especially in Semiconductors and Components, supported by a record Q1 performance at DAP, strong sales growth at Medical Systems, and good performance at CE in Europe. Our cost reduction programs are beginning to pay off and should pick-up speed in the second half of the year, when the cost synergies at Medical Systems start to make an impact. Our balance sheet provides us with a solid foundation for the transformation Philips is undergoing, and through strict capital management and diligent control of costs and investments, we plan to keep it strong." NET INCOME EXCLUDING SPECIAL ITEMS in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------ ------ As published 9 93 per common share in euros -- basic 0.01 0.07 Special items: Affecting income from operations 58 (52) Affecting financial income and expenses 67 0 Affecting results from unconsolidated companies (91) (5) Taxes related to special items (15) 25 ------ ------ Excluding special items (10) 125 per common share in euros -- basic (0.01) 0.10 GROUP SALES AND COMPOSITION OF CHANGES (%) in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------ ------ Philips group sales 7,598 8,208 % change from the previous year: Nominal change (7) (1) Consolidation changes 4 0 Currency effects 1 3 Comparable change (12) (4) Prices (7) (6) Volume (5) 2 SALES BY SECTOR in millions of euros unless otherwise stated % change -------------------- Q1 Q1 nominal compa- 2002 2001 rable ------- ------- ------- ------- Lighting 1,228 1,295 (5) (7) Cons. Electronics 2,200 2,685 (18) (13) DAP 454 440 3 3 Components 506 934 (46) (11) Semiconductors 1,010 1,420 (29) (30) Medical Systems 1,664 824 102 10 Miscellaneous 536 610 (12) (14) ------- ------- ------- ------- Philips group 7,598 8,208 (7) (12) * adjusted for changes in currencies and consolidations GROUP SALES AND INCOME In general, the first quarter of the year seems to confirm that markets are bottoming out, and inventory corrections have stopped, but overall market conditions are still fragile. The US economy is showing some positive signs, including a recovery of consumer and business confidence to pre-September 11 levels. Economic conditions in Europe were slightly weaker, caused by lower exports. The economies in Latin America remained depressed as the turmoil in Argentina and weakness in Brazil affected the whole region. Business conditions in Asia Pacific are developing very well, with China and Korea standing out. SALES in the first quarter came to EUR 7,598 million, a decrease of 7% over a year ago. Changes in the group portfolio on balance had a positive effect of 4%, driven by the newly acquired companies at Medical Systems. Price erosion declined from 9% in the fourth quarter of 2001 to 7% in the first quarter of 2002. The decline in sales volume versus last year occurred mainly in the more cyclical sectors Consumer Electronics, Components and Semiconductors. Sales at Medical Systems continued to grow strongly, while sales at Domestic Appliances and Personal Care (DAP) rose by 3%. Lighting sales were negatively affected by lower demand in Luminaires and difficult market conditions in Latin America. INCOME FROM OPERATIONS for the first quarter of 2002 came to a profit of EUR 73 million (1.0% of sales) and included special items totaling a positive EUR 58 million: - a EUR 40 million currency translation gain from the liquidation of certain Components activities in Japan; - a EUR 40 million gain related to sale of the CRT glass activities; - a gain of EUR 33 million related to real-estate transactions; - acquisition related charges at Medical Systems of EUR 22 million; INCOME FROM OPERATIONS in millions of euros Q1 Q1 2002 2001 ------ ------ Income from operations excluding special items and amortization of goodwill 15 410 Special items 58 (52) Amortization of goodwill 0 (45) ------ ------ Income from operations 73 313 INCOME FROM OPERATIONS BY SECTOR in millions of euros Q1 Q1 2002 2001 ------ ------ Lighting 152 202 Consumer Electronics 45 (99) DAP 65 53 Components 19 (77) Semiconductors (103) 231 Medical Systems 27 1 Miscellaneous (49) 21 Unallocated (83) (19) ------ ------ Philips group 73 313 RESULTS RELATING TO UNCONSOLIDATED COMPANIES in millions of euros Q1 Q1 2002 2001 ------ ------ Results excluding special items and amortization of goodwill 72 (5) Special items (91) (5) Amortization of goodwill (24) (63) ------ ------ Total (43) (73) - disentanglement costs of EUR 10 million related to the sale of the fax business to Sagem S.A.; - restructuring charges of EUR 23 million, notably in the Optical Storage business of Components. Income from operations, when adjusted for special items and amortization of goodwill, decreased from EUR 410 million in 2001 to EUR 15 million in 2002, reflecting the still difficult business conditions, compared with the first quarter last year. Increased pensions costs, predominantly due to reduction of pension credits in the Netherlands, negatively affected group income in the first quarter by approximately EUR 150 million. Income from operations of a loss of EUR 103 million at Semiconductors decreased by EUR 334 million compared to the first quarter of last year, but improved by almost EUR 124 million (excluding special items) compared to the fourth quarter of last year. The improvement at Consumer Electronics of EUR 144 million was mainly related to the new business model for mobile phones and related special charges of EUR 74 million recorded last year, as well as improved results at CE outside the U.S. FINANCIAL INCOME AND EXPENSES amounted to a net expense of EUR 20 million and included a gain of EUR 67 million related to the sale of a portion of ASML securities. The net interest expenses increased by EUR 36 million due to a higher debt level, but were almost offset by foreign exchange gains. INCOME TAXES are based on an effective rate of 21%, excluding the aforementioned gain on the sale of ASML shares, which is not taxable. Philips' RESULTS RELATING TO UNCONSOLIDATED COMPANIES amounted to a loss of EUR 43 million in the first quarter, versus a loss of EUR 73 million last year. Results relating to unconsolidated companies, excluding special items and goodwill amortization, improved strongly. Philips' share of restructuring charges at LG.Philips Displays amounted to EUR 91 million. RESULTS RELATING TO UNCONSOLIDATED COMPANIES (EXCLUDING SPECIAL ITEMS AND AMORTIZATION OF GOODWILL) in millions of euros Q1 Q1 2002 2001 ------ ------ SSMC (16) (23) LG.Philips LCD 37 (25) LG.Philips Displays 1 -- Others 50 43 ------ ------ Total 72 (5) As the results related to Atos Origin are reported on a three-month delay basis, amortization of goodwill of EUR 24 million referring to the fourth quarter of 2001 was included. Results from LG.Philips LCD were encouraging due to rising demand and price increases in recent months. LG.Philips Displays achieved a break-even result, excluding special items. The CRT market, in general, although still difficult, especially with pressure from the LCD products, has stabilized. CASH FLOWS AND FINANCING [CASH FLOW FROM OPERATING ACTIVITIES BAR CHART] CASH FLOW FROM OPERATING ACTIVITIES in millions of euros (500) Q1 2001 (349) Q2 2001 (250) Q3 2001 160 Q4 2001 1,687 Q1 2002 (54) [INVENTORIES AS A % OF SALES BAR CHART] INVENTORIES AS A % OF SALES Q1 2001 15.6 Q2 2001 16.0 Q3 2001 14.9 Q4 2001 13.3 Q1 2002 14.0 [NET DEBT AND GROUP EQUITY BAR CHART] NET DEBT AND GROUP EQUITY in billions of euros group equity net debt net debt : group equity ratio Q1 2001 22.5 4.5 17:83 Q2 2001 21.8 5.3 20:80 Q3 2001 19.0 6.9 27:73 Q4 2001 19.4 7.0 26:74 Q1 2002 18.5 7.2 28:72 The first quarter 2002 generated a cash outflow from operating activities of EUR 54 million, approximately EUR 300 million better than the first quarter of last year. Improvements came entirely from the improved working capital management. Inventories as a percentage of sales were 14.0% compared to 15.6% in the first quarter of 2001. All sectors contributed strongly. The cash conversion cycle showed continued improvements. Cash used for investing activities of EUR 187 million in this quarter was EUR 648 million lower than in the first quarter of last year. The largest cash outflow came from a EUR 120 million final settlement payment to LGE for the CRT joint venture transaction. In addition, approximately EUR 100 million cash was used for a planned capital increase to SSMC and the Ishoni investment at Semiconductors. The partial sale of ASML securities resulted in a cash inflow of EUR 72 million. Capital expenditures for the quarter amounted to EUR 225 million and were reduced significantly compared to the level of EUR 753 million in last year's first quarter. Disposals of properties resulted in a cash inflow of EUR 219 million. Due to both the lower working capital and the lower investments, cash flow before financing was EUR 241 million negative, which represented an improvement of EUR 943 million compared with the first quarter of 2001. The net debt : group equity ratio came to 28:72 compared to 26:74 at the end of 2001. Net debt increased by EUR 248 million in the first quarter of 2002, mainly due to financing needs for investing activities. Group equity decreased in the same quarter by EUR 889 million and was negatively impacted by the dividend payable, amounting to EUR 459 million, and a fair-value adjustment for certain financial assets of EUR 482 million. [EMPLOYEES BAR CHART] EMPLOYEES position at the end of the quarter thousands Q1 2001 219,399 Q2 2001 212,390 Q3 2001 191,545 Q4 2001 188,643 Q1 2002 186,090 The market value of our investments in publicly quoted companies, as of March 31, 2002, exceeded book value by EUR 10.3 billion. The market value of certain securities (particularly Vivendi Universal) is currently below cost. If this situation continues, it could lead to impairment in the second half of 2002. EMPLOYMENT At the end of March 2002, the number of employees was 186,090, a decrease of 2,553 over the position as per end December, 2001. Excluding portfolio changes of 218, staffing levels were reduced by 2,335. The reduction was particularly strong at Consumer Electronics. SALES AND INCOME FROM OPERATIONS PER SECTOR LIGHTING: KEY DATA --------------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 1,228 1,295 Sales growth % increase, nominal (5) 6 % increase, comparable (7) 3 Income from operations 152 202 IFO excluding special items and amortization of goodwill: 151 204 in % of sales 12.3 15.8 Net operating capital (NOC) 2,002 2,116 Number of employees (FTEs) 47,741 48,387 CONSUMER ELECTRONICS: KEY DATA --------------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 2,200 2,685 Sales growth % increase, nominal (18) (5) % increase, comparable (13) (7) Income from operations 45 (99) IFO excluding special items and amortization of goodwill: 52 (22) in % of sales 2.4 (0.9) Net operating capital (NOC) 677 1,632 Number of employees (FTEs) 26,526 35,829 DAP: KEY DATA --------------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 454 440 Sales growth % increase, nominal 3 15 % increase, comparable 3 1 Income from operations 65 53 IFO excluding special items and amortization of goodwill: 67 56 in % of sales 14.8 12.7 Net operating capital (NOC) 705 742 Number of employees (FTEs) 9,420 10,209 Sales in the Lighting sector dropped by 5%, partly due to the transfer of its battery activity to Consumer Electronics. Sales in Asia Pacific continued their positive trend. North American sales levels were maintained, in spite of a weak market. Sales in Latin America were adversely affected by the poor economic environment. The lower European turnover was entirely caused by lower sales in Luminaires, where market conditions are difficult. Automotive Lighting continued to show growth. Focused cost management, as well as the normal seasonal effect in the first quarter, supported an increase of the IFO margin over the fourth quarter of 2001 by 2.1%, to 12.3%. The sales decline in Consumer Electronics amounted to 18%, and was caused by weaker performance of the Audio and VCR activities. The redesigned GSM business and the refocused strategy for set-top boxes, together with a weak set-top box market, led to sales declines. TV, DVD and CE Accessories showed growth. Improvement in income from operations versus last year was mainly caused by the new business model for mobile phones and an insurance payout of EUR 16 million. Last year included a write-off in mobile phones for an amount of EUR 74 million as a special item. Consumer Electronics in North America was still loss making, however, the European activities performed well. License income amounted to EUR 73 million, EUR 25 million lower than last year. This decline in income came from expiration of certain patents related to CD, only partly compensated by higher license income related to DVD. Certain activities, previously part of Digital Networks, now reported under Miscellaneous, had a loss of EUR 7 million in the first quarter of 2001. Sales of Domestic Appliances and Personal Care continued to develop with impressive growth of the Cool Skin shaver range, the Senseo coffee machine and the Sonicare toothbrush. Despite adverse developments in the Latin COMPONENTS: KEY DATA ----------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 506 934 Segment revenues 556 1,332 Sales growth % increase, nominal (46) (22) % increase, comparable (11) (19) Income from operations 19 (77) IFO excluding special items and amortization of goodwill: (47) (77) in % of segment revenues (8.5) (5.8) in % of sales (9.3) (8.2) Net operating capital (NOC) 407 2,621 Number of employees (FTEs) 14,206 42,851 COMPONENTS: SPECIAL ITEMS IN Q1 2002 ----------------------------------------------------------------- in millions of euros - A charge for restructuring at Optical Storage (14) - A gain related to the sale of CRT glass activity 40 - A currency translation gain from the liquidation of certain Components activities in Japan 40 ------- Total special items 66 SEMICONDUCTORS: KEY DATA ----------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 1,010 1,420 Segment revenues 1,143 1,592 Sales growth % increase, nominal (29) 16 % increase, comparable (30) 4 Income from operations (103) 231 IFO excl. special items and amortization of goodwill: (103) 243 in % of segment revenues (9.0) 15.3 in % of sales (10.2) 17.1 Net operating capital (NOC) 4,704 5,369 Number of employees (FTEs) 32,741 37,160 American region and downscaling in Japan, the overall sales growth totaled 3%. Income from operations came to a first quarter record level of EUR 65 million, traditionally a seasonally weak quarter. The IFO margin (excluding special items and goodwill amortization) increased by 2.1% to 14.8%. Sales in the Components sector, excluding the deconsolidation of Display Components, were 11% lower than the first quarter of 2001. A positive trend, however, was seen during the quarter particularly in Mobile Display Systems and Optical Storage. Mobile Display Systems gained 3% market share in volume terms to 24%, and saw some minor price increases. Income from operations, excluding special items and amortization of goodwill, was a loss of EUR 47 million, which was a sequential improvement of EUR 97 million, coming from almost all businesses. Certain activities, previously part of Components had a loss of EUR 3 million in the first quarter of 2001 and are now reported under Miscellaneous. Semiconductor sales showed positive sequential growth of 7% in the first quarter and utilization rates improved to 50% by the end of March. Improvements were largely visible in the standard analogue businesses and in display-related products. The latter increased because of stronger demand for display drivers. Income from operations, although negative, benefited from the higher utilization rates, cost reductions and lower price erosion (9%). Demand from end-markets appears to be picking up, but we remain cautious about the full year outlook. This was reflected in the relatively low level of capital expenditure of EUR 47 million in the first quarter. The book-to-bill ratio for the first quarter was 1.3 compared to 0.9 in the fourth quarter of last year. MEDICAL SYSTEMS: KEY DATA ----------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 1,664 824 Sales growth % increase, nominal 102 44 % increase, comparable 10 6 Income from operations 27 1 IFO excluding special items and amortization of goodwill: 49 48 in % of sales 2.9 5.8 Net operating capital (NOC) 5,593 2,830 Number of employees (FTEs) 31,105 19,788 MISCELLANEOUS: KEY DATA ----------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Sales 536 610 Sales growth % increase, nominal (12) (32) % increase, comparable (14) (9) Income from operations (49) 21 IFO excluding special items and amortization of goodwill: (71) (23) in % of sales (13.2) (3.8) Net operating capital (NOC) 548 731 Number of employees (FTEs) 19,616 18,993 UNALLOCATED: KEY DATA ----------------------------------------------------------------- in millions of euros unless otherwise stated Q1 Q1 2002 2001 ------- ------- Corporate and regional overheads (68) (83) Pensions (7) 56 Other (8) 8 ------- ------- Income from operations (83) (19) Number of employees (FTEs) 4,735 6,182 The strong sales increase in Medical Systems (102%) is mainly attributable to the new acquisitions of Agilent Healthcare Solutions Group (HSG) and Marconi Medical Systems. In addition, the increase in sales was particularly strong in Magnetic Resonance and X-Ray. Special items amounting to EUR 22 million related to the integration costs of the new acquisitions. A provision of EUR 14 million was taken for the risk exposure related to Argentina. A non-recurring adjustment of EUR 12 million for material related costs impacted results unfavorably. Initial results of synergy effects to reduce the cost structure are expected in the second half of the year. Sales in Miscellaneous were down by 12% compared with the first quarter 2001. The reduction is mainly attributable to lower sales at Philips Enabling Technologies Group, Philips Business Communications, and Assembleon, although sales were stable compared to the fourth quarter 2001. Special items mainly related to: - disentanglement costs of EUR 10 million for the fax business; - a gain on the sale of properties, mainly in Italy, totaling EUR 33 million. No gain was taken on the sale-and-lease-back transactions in Eindhoven, in accordance with US GAAP. Income from operations at Unallocated amounted to a loss of EUR 83 million in 2002 compared to a loss of EUR 19 million in 2001. The negative variance was mainly caused by the lower pension credits in The Netherlands and higher pension costs predominantly in the U.S., partly offset by an 18% reduction in corporate and regional overhead costs. OUTLOOK In general, we see some of our markets strengthening, and economic conditions around the world improving to a degree. We expect that the Semiconductor and Components divisions will show further improvements. We see a stronger market for LCD, in particular, although markets in telecommunications and especially IT remain subdued. In addition, our Lighting business is facing difficult market conditions. Since the third quarter of 2001, margin improvements and cost management have been the main drivers for improved results. During the remainder of the year, we will maintain a cautious stance on costs, capital expenditure, working capital and employment. We will continue to be selective with new investments, and be vigilant in maintaining a strong balance sheet. Amsterdam, April 16, 2002 Board of Management 'Safe Harbor' Statement under the Private Securities Litigation Reform Act of 1995 This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of Philips and certain of the plans and objectives of Philips with respect to these items. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are not limited to, levels of consumer and business spending in major economies, changes in consumer tastes and preferences, the levels of marketing and promotional expenditures by Philips and its competitors, raw materials and employee costs, changes in future exchange and interest rates (in particular, changes in the euro and the US dollar can materially affect results), changes in tax rates and future business combinations, acquisitions or dispositions and the rate of technical changes. Market share estimates contained in this report are based on outside sources such as specialized research institutes, industry and dealer panels, etc. in combination with management estimates. STATEMENTS OF INCOME all amounts in millions of euros unless otherwise stated -------------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF INCOME January to March January to March 2002 2001 -------------------------- -------------------------- Sales 7,598 8,208 Cost of sales (5,229) (5,616) ---------- ---------- GROSS MARGIN 2,369 2,592 Research and development expenses (759) (825) Selling expenses (1,254) (1,143) General and administrative expenses (341) (333) Restructuring and other charges (23) (86) ---------- ---------- (2,377) (2,387) Other income (expenses) - net 81 108 ---------- ---------- Income (loss) from operations 73 313 Financial income and expenses: - interest (102) (66) - other 82 (18) ---------- ---------- (20) (84) ---------- ---------- Income before taxes 53 229 Income taxes 3 (56) ---------- ---------- Income after taxes 56 173 Results relating to unconsolidated companies (43) (73) Minority interests (4) (7) -------------------------------------------- ---------- ---------- NET INCOME 9 93 INCOME FROM OPERATIONS as a % of sales 1.0 3.8 as a % of net operating capital (RONA) 2.0 10.9 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING (IN THOUSANDS): (after deduction of treasury stock) - basic 1,274,920 1,282,674 - diluted 1,283,694 1,293,705 Net earnings per common share in euros: - basic 0.01 0.07 - diluted 0.01 0.07 The Group financial statements have been prepared on a basis consistent with US GAAP, which differs in certain respects from Dutch GAAP. The application of US GAAP ensures that the company's financial position is stated on a basis that is best understood by the global financial markets and is applied by a majority of the industry peers. Net income determined in accordance with Dutch GAAP amounted to a loss of EUR 91 million in the first three months of 2002, compared to a profit of EUR 106 million in the same period last year. These aggregate amounts result in basic earnings per common share of a loss of EUR 0.07 in January-March 2002 compared to a profit of EUR 0.08 last year. The most important deviation, is caused by the fact that goodwill is no longer amortized under US GAAP as from January 1, 2002 but instead tested for impairment. Furthermore, results from sale and lease-back transactions are recognized only proportionally during the terms of the lease under US GAAP, whereas under Dutch GAAP these results would have been realized in full. Balance sheets and additional ratios all amounts in millions of euros unless otherwise stated CONSOLIDATED BALANCE SHEETS 2002 2001 2001 MARCH 31, Dec. 31, March 31, --------- --------- --------- Cash and cash equivalents 773 890 907 Securities 859 692 840 Receivables 6,302 6,154 6,517 Inventories 4,452 4,290 5,905 Unconsolidated companies 7,752 7,552 6,599 Other non-current financial assets 2,131 2,789 3,443 Non-current receivables 3,413 3,596 2,657 Property, plant and equipment 7,489 7,718 9,612 Intangible assets - net 5,563 5,521 3,382 ----------------------------------------------- --------- --------- --------- TOTAL ASSETS 38,734 39,202 39,862 Accounts payable and other liabilities 8,168 8,234 8,205 Dividend payable 459 -- 462 Debt 7,997 7,866 5,394 Provisions 3,637 3,740 3,338 Minority interests 199 202 483 Stockholders' equity 18,274 19,160 21,980 ----------------------------------------------- --------- --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 38,734 39,202 39,862 Ratios Stockholders' equity, 18,274 19,160 21,980 per common share in euros 14.32 15.04 17.17 Inventories as a % of sales 14.0 13.3 15.6 Outstanding trade receivables, in months' sales 1.7 1.5 1.6 Net debt : group equity ratio 28:72 26:74 17:83 NUMBER OF COMMON SHARES OUTSTANDING AT THE END OF PERIOD - shares in thousands 1,275,847 1,274,172 1,280,198 Stockholders' equity determined in accordance with Dutch GAAP amounted to EUR 17,962 million as of March 31, 2002 compared to EUR 18,274 million under US GAAP. The most important deviations, compared to US GAAP, are: - securities available for sale, valued at cost or structurally lower net realizable value under Dutch GAAP, whereas under US GAAP these securities are valued at market price and changes in the unrealized gains or losses are accounted for directly in stockholders' equity. - goodwill under Dutch GAAP has to be amortized and charged to income, whereas under US GAAP it is no longer amortized, but instead tested for impairment. Statements of cash flows all amounts in millions of euros unless otherwise stated CONSOLIDATED STATEMENTS OF CASH FLOWS * ---------------------- January to March 2002 2001 ------ ------ Cash flows from operating activities: Net income 9 93 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 496 588 Net gain on sale of investments (180) (84) (Income) loss from unconsolidated companies (net of dividends received 43 131 Minority interests (net of dividends paid) 4 7 Decrease (increase) in working capital (438) (810) Increase in non-current receivables 198 87 Increase in provisions (121) (173) Other items (65) (188) ------------------------------------- ------ ------ NET CASH USED FOR OPERATING ACTIVITIES (54) (349) Cash flows from investing activities: Purchase of intangible assets (software) (38) (31) Capital expenditures on property, plant and equipment (225) (753) Proceeds from disposals of property, plant and equipment 219 27 Proceeds (purchase) from the sale of securities and other non-current financial assets 76 (4) (Purchase of business) proceeds from sale of business (219) (74) ------------------------------------- ------ ------ NET CASH USED FOR INVESTING ACTIVITIES (187) (835) CASH FLOWS BEFORE FINANCING ACTIVITIES (241) (1,184) * For a number of reasons, principally the effects of translation differences and consolidation changes, certain items in the statements of cash flows do not correspond to the differences between the balance sheet amounts for the respective items. Statements of cash flows (continued) all amounts in millions of euros unless otherwise stated CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)* ---------------------- January to March 2002 2001 ------ ------ Cash flows before financing activities (241) (1,184) Cash flows from financing activities: Increase in debt 80 1,108 Treasury stock transactions 23 (162) -------------------------------------- ------ ------ NET CASH PROVIDED BY FINANCING ACTIVITIES 103 946 DECREASE IN CASH AND CASH EQUIVALENTS (138) (238) Effect of changes in exchange rates and consolidations on cash positions 21 56 Cash and cash equivalents at beginning of the period 890 1,089 -------------------------------------- ------ ------ CASH AND CASH EQUIVALENTS AT END OF PERIOD 773 907 * For a number of reasons, principally the effects of translation differences and consolidation changes, certain items in the statements of cash flows do not correspond to the differences between the balance sheet amounts for the respective items. Statement of changes in stockholders' equity all amounts in millions of euros unless otherwise stated CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' equity -------------------------------------------------------------------------------- January to March 2002 -------------------------------------------------------------------------------- Accumulated other comprehensive income (loss) ------------------------------------------------ Capital in Available Minimum Common excess of Retained Translation for sale pension Cash flow stock par value earnings differences securities liability hedges ------ ---------- -------- ----------- ---------- --------- --------- Balance as of January 1, 2002 263 13 20,403 (766) 566 (18) (7) Net income 9 Net current period change 48 (433) (1) Reclassifications into income (40) (49) 7 -------- ----------- ---------- --------- --------- TOTAL COMPREHENSIVE INCOME (LOSS) 9 8 (482) 7 (1) Dividend payable (459) Purchase of treasury stock Re-issuance of treasury stock 5 Stock options accrual 4 ------ ---------- -------- ----------- ---------- --------- --------- Balance as of March 31, 2002 263 22 19,953 (758) 84 (11) (8) ====== ========== ======== =========== ========== ========= ========= January to March 2002 ------------------------ Treasury Total stock- shares at holders' cost equity --------- ------------ Balance as of January 1, 2002 (1,294) 19,160 Net income 9 Net current period change (386) Reclassifications into income (82) ------------ TOTAL COMPREHENSIVE INCOME (LOSS) (459) Dividend payable (459) Purchase of treasury stock (22) (22) Re-issuance of treasury stock 45 50 Stock options accrual 4 --------- ------------ Balance as of March 31, 2002 (1,271) 18,274 ========= ============ Product sectors all amounts in millions of euros unless otherwise stated SEGMENT REVENUES AND INCOME FROM OPERATIONS --------------------------------------------------------------------------------------------- January to March --------------------------------------------------------------------------------------------- 2002 2001 ---------------------------------- ------------------------------------------------------ segment Income (loss) from segment Income (loss) from operations* operations -------------------- ---------------------------------------- revenues amount as % of revenues US GAAP before as % of segment basis amortization segment revenues goodwill revenues Lighting 1,235 152 12.3 1,307 202 204 15.6 Consumer Electronics: Mainstream CE 2,060 (7) (0.3) 2,445 (157) (157) (6.4) Digital Networks 80 (21) (26.3) 203 (40) (40) (19.7) Licenses 84 73 86.9 92 98 98 106.5 ------- ------- ------- ------- ------- ------- ------- 2,224 45 2.0 2,740 (99) (99) (3.6) DAP 459 65 14.2 446 53 56 12.6 Components 556 19 3.4 1,332 (77) (77) (5.8) Semiconductors 1,143 (103) (9.0) 1,592 231 243 15.3 Medical Systems 1,665 27 1.6 824 1 27 3.3 Miscellaneous 642 (49) (7.6) 664 21 23 3.5 Unallocated (83) (19) (19) ------- ------- ------- ------- ------- Total 7,924 73 8,905 313 358 Intersegment revenues (326) (697) ------- ------- SALES 7,598 8,208 INCOME FROM OPERATIONS AS A % OF SALES 1.0 3.8 4.4 * For the sake of comparison with 2002, income from operations 2001 is also reported before amortization goodwill. Product sectors and main countries all amounts in millions of euros unless otherwise stated SALES AND TOTAL ASSETS SALES (TO THIRD PARTIES) TOTAL ASSETS ------------------------ -------------------- January to March 2002 2001 2002 2001 MARCH 31, March 31, ----- ----- --------- --------- Lighting 1,228 1,295 2,954 3,076 Consumer Electronics 2,200 2,685 3,181 4,346 DAP 454 440 1,082 1,116 Components 506 934 4,226 5,795 Semiconductors 1,010 1,420 8,382 9,450 Medical Systems 1,664 824 7,955 4,052 Miscellaneous 536 610 3,196 3,389 Unallocated 7,758 8,638 -------------------- ----- ----- --------- --------- TOTAL 7,598 8,208 38,734 39,862 SALES AND LONG-LIVED ASSETS SALES (TO THIRD PARTIES) LONG-LIVED ASSETS * ------------------------ -------------------- January to March 2002 2001 2002 2001 March 31, March 31, ----- ----- --------- --------- Netherlands 380 385 1,736 1,941 United States 2,257 2,071 6,993 5,190 Germany 585 709 656 733 France 443 480 298 495 United Kingdom 366 438 202 346 China 533 639 499 909 Other countries 3,034 3,486 2,668 3,380 -------------------- ----- ----- --------- --------- TOTAL 7,598 8,208 13,052 12,994 * Includes proporty, plant and equipment and intangible assets-net. Philips quarterly statistics all amounts in millions of euros unless otherwise stated; percentage increases always in relation to the corresponding period of previous year 2001 ----------------------------------------------------- 1st quarter 2nd quarter 3rd quarter 4th quarter ----------- ----------- ----------- ----------- Sales 8,208 7,682 7,187 9,262 % increase (1) (16) (23) (16) Income (loss) from operations before amortization goodwill 358 (704) (462) (407) as % of sales 4.4 (9.2) (6.4) (4.4) % increase -- -- -- -- Income (loss) from operations 313 (745) (505) (458) as % of sales 3.8 (9.7) (7.0) (4.9) % increase -- -- -- -- Net income (loss) 93 (770) (736) (1,062) % increase -- -- -- -- per common share in euros 0.07 (0.60) (0.57) (0.84) 2002 --------------------------------------------------- 1st quarter 2nd quarter 3rd quarter 4th quarter ----------- ----------- ----------- ----------- Sales 7,598 % increase (7) Income (loss) from operations before amortization goodwill 73 as % of sales 1.0 % increase (80) Income (loss) from operations 73 as % of sales 1.0 % increase (77) Net income (loss) 9 % increase (90) per common share in euros 0.01 January- January- January- January- January- January- January- January- March June September December March June September December -------- -------- --------- -------- -------- -------- --------- -------- Sales 8,208 15,890 23,077 32,339 7,598 % increase (1) (9) (14) (15) (7) Income (loss) from operations before amortization goodwill 358 (346) (808) (1,215) 73 as % of sales 4.4 (2.2) (3.5) (3.8) 1.0 % increase . -- -- -- (80) Income (loss) from operations 313 (432) (937) (1,395) 73 as % of sales 3.8 (2.7) (4.1) (4.3) 1.0 % increase -- -- -- -- (77) as a % of net operating capital (RONA) 10.9 (6.9) (9.3) (9.3) 2.0 Net income (loss) 93 (677) (1,413) (2,475) 9 % increase -- -- -- -- (90) as a % of stockholders' equity (ROE) 2.1 (7.1) (9.8) (11.9) 0.2 per common share in euros 0.07 (0.53) (1.10) (1.94) 0.01 period ending 2001 PERIOD ENDING 2002 ----------------------------------------------- ------------------------------------- Inventories as % of sales 15.6 16.0 14.9 13.3 14.0 Average collection period of trade receivables in months' sales 1.6 1.7 1.7 1.5 1.7 Net debt : group equity ratio 17:83 20:80 27:73 26:74 28:72 Total employees (in thousands) 219 212 192 189 186 Information also available on Internet, address: www.investor.philips.com Printed in the Netherlands