DELAWARE
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001-03761
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75-0289970
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||
(State or other jurisdiction of incorporation)
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(Commission file number)
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(I.R.S. employer identification no.)
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Designation
of Exhibit
in this
Report
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|
Description of Exhibit
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99
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Registrant’s News Release
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Dated January 24, 2011 (furnished pursuant to Item 2.02)
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•
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Market demand for semiconductors, particularly in key markets such as communications, computing, industrial and entertainment electronics;
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•
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TI’s ability to maintain or improve profit margins, including its ability to utilize its manufacturing facilities at sufficient levels to cover its fixed operating costs, in an intensely competitive and cyclical industry;
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•
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TI’s ability to develop, manufacture and market innovative products in a rapidly changing technological environment;
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•
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TI’s ability to compete in products and prices in an intensely competitive industry;
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•
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TI’s ability to maintain and enforce a strong intellectual property portfolio and obtain needed licenses from third parties;
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•
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Expiration of license agreements between TI and its patent licensees, and market conditions reducing royalty payments to TI;
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•
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Economic, social and political conditions in the countries in which TI, its customers or its suppliers operate, including security risks, health conditions, possible disruptions in transportation networks and fluctuations in foreign currency exchange rates;
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•
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Natural events such as severe weather and earthquakes in the locations in which TI, its customers or its suppliers operate;
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•
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Availability and cost of raw materials, utilities, manufacturing equipment, third-party manufacturing services and manufacturing technology;
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•
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Changes in the tax rate applicable to TI as the result of changes in tax law, the jurisdictions in which profits are determined to be earned and taxed, the outcome of tax audits and the ability to realize deferred tax assets;
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•
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Changes in laws and regulations to which TI or its suppliers are or may become subject, such as those imposing fees or reporting or substitution costs relating to the discharge of emissions into the environment or the use of certain raw materials in our manufacturing processes;
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•
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Losses or curtailments of purchases from key customers and the timing and amount of distributor and other customer inventory adjustments;
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•
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Customer demand that differs from our forecasts;
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•
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The financial impact of inadequate or excess TI inventory that results from demand that differs from projections;
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•
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Impairments of our non-financial assets;
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•
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Product liability or warranty claims, claims based on epidemic or delivery failure or recalls by TI customers for a product containing a TI part;
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•
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TI’s ability to recruit and retain skilled personnel; and
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•
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Timely implementation of new manufacturing technologies, installation of manufacturing equipment and the ability to obtain needed third-party foundry and assembly/test subcontract services.
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TEXAS INSTRUMENTS INCORPORATED
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|||
Date: January 24, 2011
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By:
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/s/ KEVIN P. MARCH
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Kevin P. March
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||
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Senior Vice President and
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||
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Chief Financial Officer
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4Q10 | 4Q09 |
vs. 4Q09
|
3Q10 |
vs. 3Q10
|
||||||||||||||||
Revenue:
|
$ | 3,525 | $ | 3,005 | 17 | % | $ | 3,740 | -6 | % | ||||||||||
Operating profit:
|
$ | 1,230 | $ | 875 | 41 | % | $ | 1,227 | 0 | % | ||||||||||
Net income:
|
$ | 942 | $ | 655 | 44 | % | $ | 859 | 10 | % | ||||||||||
Earnings per share:
|
$ | 0.78 | $ | 0.52 | 50 | % | $ | 0.71 | 10 | % | ||||||||||
Cash flow from operations:
|
$ | 1,230 | $ | 1,000 | 23 | % | $ | 1,318 | -7 | % |
4Q10 | 4Q09 |
vs. 4Q09
|
3Q10 |
vs. 3Q10
|
||||||||||||||||
Analog:
Revenue
|
$ | 1,518 | $ | 1,263 | 20 | % | $ | 1,581 | -4 | % | ||||||||||
Operating profit
|
$ | 486 | $ | 383 | 27 | % | $ | 520 | -7 | % | ||||||||||
Embedded Processing:
Revenue
|
$ | 538 | $ | 412 | 31 | % | $ | 579 | -7 | % | ||||||||||
Operating profit (loss)
|
$ | 143 | $ | 89 | 61 | % | $ | 160 | -11 | % | ||||||||||
Wireless:
Revenue
|
$ | 767 | $ | 758 | 1 | % | $ | 767 | 0 | % | ||||||||||
Operating profit (loss)
|
$ | 180 | $ | 181 | -1 | % | $ | 180 | 0 | % | ||||||||||
Other:
Revenue
|
$ | 702 | $ | 572 | 23 | % | $ | 813 | -14 | % | ||||||||||
Operating profit
|
$ | 421 | $ | 222 | 90 | % | $ | 367 | 15 | % |
Ÿ
|
Compared with a year ago, the increase in revenue was primarily due to high-performance analog products. High-volume analog & logic and power management products grew to a lesser extent.
|
Ÿ
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Compared with the prior quarter, the decline in revenue was primarily due to power management products. The other two product areas declined to a lesser extent.
|
Ÿ
|
Operating profit increased from a year ago and declined from the prior quarter due to gross profit changes.
|
Ÿ
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Compared with a year ago, revenue grew primarily due to catalog products. Revenue from products sold into communications infrastructure also grew strongly, while revenue from automotive applications increased to a lesser extent.
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Ÿ
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Compared with the prior quarter, revenue declined due to catalog products. Revenue from products sold into communications infrastructure and automotive applications was about even.
|
Ÿ
|
Operating profit increased from a year ago and declined from the prior quarter due to gross profit changes.
|
Ÿ
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Compared with a year ago, revenue was about even as strength in connectivity products, and to a lesser extent applications processors, was offset by lower baseband revenue.
|
Ÿ
|
Compared with the prior quarter, revenue was even as growth in applications processors was offset by lower revenue from connectivity and baseband products.
|
Ÿ
|
Operating profit was about even with the year-ago and prior quarters.
|
Ÿ
|
Compared with a year ago, revenue grew primarily as a result of transitional supply agreements associated with recently acquired factories and higher revenue from custom ASIC and DLP products. Royalties and calculator revenue increased to a lesser extent.
|
Ÿ
|
Compared with the prior quarter, revenue decreased due to the seasonal decline in calculator revenue. DLP product revenue declined and transitional supply revenue increased by similar amounts. Royalty revenue increased to a lesser extent and custom ASIC revenue was about even.
|
Ÿ
|
Operating profit increased both from a year ago and from the prior quarter primarily due to the gain on the sale of a product line. Higher gross profit also contributed to the year-ago increase. Lower gross profit partially offset the gain on sale compared with the prior quarter.
|
4Q10 | 4Q09 | 3Q10 | ||||||||||
Analog:
|
$ | 1 | $ | 6 | $ | 1 | ||||||
Embedded Processing:
|
$ | 0 | $ | 3 | $ | 1 | ||||||
Wireless:
|
$ | 0 | $ | 1 | $ | 1 | ||||||
Other:
|
$ | 0 | $ | 2 | $ | 1 | ||||||
Total:
|
$ | 1 | $ | 12 | $ | 4 |
Ÿ
|
Orders were $3.13 billion, down 4 percent from a year ago and down 9 percent from the prior quarter.
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Ÿ
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Inventory was $1.52 billion at the end of the quarter, up $318 million from a year ago and up $96 million from the prior quarter.
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Ÿ
|
Capital expenditures were $301 million in the quarter compared with $436 million a year ago and $396 million in the prior quarter. Capital expenditures in the quarter were primarily for assembly/test manufacturing equipment, as well as for analog wafer manufacturing equipment.
|
Ÿ
|
The company used $600 million in the quarter to repurchase 19.5 million shares of its common stock and paid dividends of $153 million.
|
2010
|
2009
|
vs. 2009
|
||||||||||
Revenue:
|
$ | 13,966 | $ | 10,427 | 34 | % | ||||||
Operating profit:
|
$ | 4,514 | $ | 1,991 | 127 | % | ||||||
Net income:
|
$ | 3,228 | $ | 1,470 | 120 | % | ||||||
Earnings per share:
|
$ | 2.62 | $ | 1.15 | 128 | % | ||||||
Cash flow from operations:
|
$ | 3,820 | $ | 2,643 | 45 | % |
2010 | 2009 |
vs. 2009
|
Note
|
||||||||||||||
Analog:
Revenue
|
$ | 5,979 | $ | 4,202 | 42 | % | (1) | ||||||||||
Operating profit
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$ | 1,876 | $ | 770 | 144 | % | |||||||||||
Embedded Processing:
Revenue
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$ | 2,073 | $ | 1,471 | 41 | % | (2) | ||||||||||
Operating profit
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$ | 491 | $ | 194 | 153 | % | |||||||||||
Wireless:
Revenue
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$ | 2,978 | $ | 2,626 | 13 | % | (3) | ||||||||||
Operating profit
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$ | 683 | $ | 315 | 117 | % | |||||||||||
Other:
Revenue
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$ | 2,936 | $ | 2,128 | 38 | % | (4) | ||||||||||
Operating profit
|
$ | 1,464 | $ | 712 | 106 | % |
(1)
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Analog revenue increased due to strength across all three major product areas – high-volume analog & logic, power management and high-performance analog products.
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(2)
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Embedded Processing revenue increased primarily due to catalog products. Revenue from products sold into communications infrastructure and automotive applications increased to a lesser extent.
|
(3)
|
Wireless revenue increased primarily due to strength in connectivity products, and to a lesser extent, applications processors. Baseband revenue was about even.
|
(4)
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Other revenue increased primarily due to strength in DLP products and custom ASIC products, as well as higher royalties. Transitional supply revenue and calculator revenue grew to a lesser extent.
|
2010
|
2009
|
|||||||
Analog:
|
$ | 13 | $ | 84 | ||||
Embedded Processing:
|
$ | 6 | $ | 43 | ||||
Wireless:
|
$ | 10 | $ | 62 | ||||
Other:
|
$ | 4 | $ | 23 | ||||
Total:
|
$ | 33 | $ | 212 |
·
|
Capital expenditures were $1.20 billion in 2010, up $446 million from 2009.
|
·
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The company used $2.45 billion to repurchase 93.7 million shares of its common stock and paid dividends of $592 million.
|
Ÿ
|
Revenue: $3.27 – 3.55 billion
|
Ÿ
|
Earnings per share: $0.54 – 0.62
|
Ÿ
|
R&D expense: $1.7 billion
|
Ÿ
|
Capital expenditures: $0.9 billion
|
Ÿ
|
Depreciation: $0.9 billion
|
Ÿ
|
Annual effective tax rate: 30%
|
For Three Months Ended
|
For Years Ended
|
|||||||||||||||||||
Dec. 31, 2010
|
Dec. 31, 2009
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Sept. 30, 2010
|
Dec. 31, 2010
|
Dec. 31, 2009
|
||||||||||||||||
Revenue
|
$ | 3,525 | $ | 3,005 | $ | 3,740 | $ | 13,966 | $ | 10,427 | ||||||||||
Cost of revenue
|
1,656 | 1,416 | 1,701 | 6,474 | 5,428 | |||||||||||||||
Gross profit
|
1,869 | 1,589 | 2,039 | 7,492 | 4,999 | |||||||||||||||
Research and development (R&D)
|
393 | 355 | 417 | 1,570 | 1,476 | |||||||||||||||
Selling, general and administrative (SG&A)
|
389 | 347 | 391 | 1,519 | 1,320 | |||||||||||||||
Restructuring expense
|
1 | 12 | 4 | 33 | 212 | |||||||||||||||
Gain on divestiture
|
(144 | ) | -- | -- | (144 | ) | -- | |||||||||||||
Operating profit
|
1,230 | 875 | 1,227 | 4,514 | 1,991 | |||||||||||||||
Other income (expense) net
|
18 | 6 | 8 | 37 | 26 | |||||||||||||||
Income before income taxes
|
1,248 | 881 | 1,235 | 4,551 | 2,017 | |||||||||||||||
Provision for income taxes
|
306 | 226 | 376 | 1,323 | 547 | |||||||||||||||
Net income
|
$ | 942 | $ | 655 | $ | 859 | $ | 3,228 | $ | 1,470 | ||||||||||
Earnings per common share:
|
||||||||||||||||||||
Basic
|
$ | .79 | $ | .52 | $ | .71 | $ | 2.66 | $ | 1.16 | ||||||||||
Diluted
|
$ | .78 | $ | .52 | $ | .71 | $ | 2.62 | $ | 1.15 | ||||||||||
Average shares outstanding (millions):
|
||||||||||||||||||||
Basic
|
1,170 | 1,243 | 1,184 | 1,199 | 1,260 | |||||||||||||||
Diluted
|
1,189 | 1,257 | 1,196 | 1,213 | 1,269 | |||||||||||||||
Cash dividends declared per share of common stock
|
$ | .13 | $ | .12 | $ | .12 | $ | .49 | $ | .45 | ||||||||||
Percentage of revenue:
|
||||||||||||||||||||
Gross profit
|
53.0 | % | 52.9 | % | 54.5 | % | 53.6 | % | 47.9 | % | ||||||||||
R&D
|
11.1 | % | 11.8 | % | 11.1 | % | 11.2 | % | 14.2 | % | ||||||||||
SG&A
|
11.1 | % | 11.5 | % | 10.5 | % | 10.9 | % | 12.6 | % | ||||||||||
Operating profit
|
34.9 | % | 29.1 | % | 32.8 | % | 32.3 | % | 19.1 | % |
Dec. 31, 2010
|
Dec. 31, 2009
|
Sept. 30, 2010
|
||||||||||
Assets
|
||||||||||||
Current assets:
|
||||||||||||
Cash and cash equivalents
|
$ | 1,319 | $ | 1,182 | $ | 1,093 | ||||||
Short-term investments
|
1,753 | 1,743 | 1,417 | |||||||||
Accounts receivable, net of allowances of ($18), ($23) and ($20)
|
1,518 | 1,277 | 1,754 | |||||||||
Raw materials
|
122 | 93 | 114 | |||||||||
Work in process
|
919 | 758 | 875 | |||||||||
Finished goods
|
479 | 351 | 435 | |||||||||
Inventories
|
1,520 | 1,202 | 1,424 | |||||||||
Deferred income taxes
|
770 | 546 | 601 | |||||||||
Prepaid expenses and other current assets
|
180 | 164 | 179 | |||||||||
Total current assets
|
7,060 | 6,114 | 6,468 | |||||||||
Property, plant and equipment at cost
|
6,907 | 6,705 | 6,897 | |||||||||
Less accumulated depreciation
|
(3,227 | ) | (3,547 | ) | (3,441 | ) | ||||||
Property, plant and equipment, net
|
3,680 | 3,158 | 3,456 | |||||||||
Long-term investments
|
453 | 637 | 523 | |||||||||
Goodwill
|
924 | 926 | 926 | |||||||||
Acquisition-related intangibles
|
76 | 124 | 86 | |||||||||
Deferred income taxes
|
927 | 926 | 907 | |||||||||
Capitalized software licenses, net
|
205 | 119 | 213 | |||||||||
Overfunded retirement plans
|
31 | 64 | 23 | |||||||||
Other assets
|
45 | 51 | 47 | |||||||||
Total assets
|
$ | 13,401 | $ | 12,119 | $ | 12,649 | ||||||
Liabilities and Stockholders’ Equity
|
||||||||||||
Current liabilities:
|
||||||||||||
Accounts payable
|
$ | 621 | $ | 503 | $ | 623 | ||||||
Accrued compensation
|
629 | 386 | 568 | |||||||||
Income taxes payable
|
109 | 128 | 31 | |||||||||
Accrued expenses and other liabilities
|
622 | 570 | 616 | |||||||||
Total current liabilities
|
1,981 | 1,587 | 1,838 | |||||||||
Underfunded retirement plans
|
519 | 425 | 447 | |||||||||
Deferred income taxes
|
86 | 67 | 82 | |||||||||
Deferred credits and other liabilities
|
378 | 318 | 320 | |||||||||
Total liabilities
|
2,964 | 2,397 | 2,687 | |||||||||
Stockholders’ equity:
|
||||||||||||
Preferred stock, $25 par value. Authorized -- 10,000,000 shares. Participating cumulative preferred. None issued.
|
-- | -- | -- | |||||||||
Common stock, $1 par value. Authorized -- 2,400,000,000 shares. Shares issued: Dec. 31, 2010 -- 1,740,166,101; Dec. 31, 2009 -- 1,739,811,721; Sept. 30, 2010 -- 1,739,932,695
|
1,740 | 1,740 | 1,740 | |||||||||
Paid-in capital
|
1,114 | 1,086 | 1,128 | |||||||||
Retained earnings
|
24,695 | 22,066 | 23,907 | |||||||||
Less treasury common stock at cost:
Shares: Dec. 31, 2010 -- 572,722,397; Dec. 31, 2009 --
499,693,704; Sept. 30, 2010 -- 565,775,203
|
(16,411 | ) | (14,549 | ) | (16,169 | ) | ||||||
Accumulated other comprehensive income (loss), net of taxes
|
(701 | ) | (621 | ) | (644 | ) | ||||||
Total stockholders’ equity
|
10,437 | 9,722 | 9,962 | |||||||||
Total liabilities and stockholders’ equity
|
$ | 13,401 | $ | 12,119 | $ | 12,649 |
For Three Months Ended
|
For Years Ended
|
|||||||||||||||||||
Dec. 31, 2010
|
Dec. 31, 2009
|
Sept. 30, 2010
|
Dec. 31, 2010
|
Dec. 31, 2009
|
||||||||||||||||
Cash flows from operating activities:
|
||||||||||||||||||||
Net income
|
$ | 942 | $ | 655 | $ | 859 | $ | 3,228 | $ | 1,470 | ||||||||||
Adjustments to net income:
|
||||||||||||||||||||
Depreciation
|
226 | 210 | 213 | 865 | 877 | |||||||||||||||
Stock-based compensation
|
47 | 44 | 48 | 190 | 186 | |||||||||||||||
Amortization of acquisition-related intangibles
|
10 | 14 | 11 | 48 | 48 | |||||||||||||||
Gain on divestiture
|
(144 | ) | -- | -- | (144 | ) | -- | |||||||||||||
Deferred income taxes
|
(175 | ) | 66 | (27 | ) | (220 | ) | 146 | ||||||||||||
Increase (decrease) from changes in:
|
||||||||||||||||||||
Accounts receivable
|
237 | 156 | (29 | ) | (231 | ) | (364 | ) | ||||||||||||
Inventories
|
(91 | ) | (86 | ) | (66 | ) | (304 | ) | 177 | |||||||||||
Prepaid expenses and other current assets
|
3 | 11 | (15 | ) | (8 | ) | 35 | |||||||||||||
Accounts payable and accrued expenses
|
(40 | ) | (34 | ) | 115 | 57 | 5 | |||||||||||||
Accrued compensation
|
64 | 8 | 149 | 246 | (38 | ) | ||||||||||||||
Income taxes payable
|
193 | (18 | ) | 23 | 81 | 73 | ||||||||||||||
Other
|
(42 | ) | (26 | ) | 37 | 12 | 28 | |||||||||||||
Net cash provided by operating activities
|
1,230 | 1,000 | 1,318 | 3,820 | 2,643 | |||||||||||||||
Cash flows from investing activities:
|
||||||||||||||||||||
Additions to property, plant and equipment
|
(301 | ) | (436 | ) | (396 | ) | (1,199 | ) | (753 | ) | ||||||||||
Proceeds from divestiture……………………………
|
148 | -- | -- | 148 | -- | |||||||||||||||
Purchases of short-term investments
|
(699 | ) | (831 | ) | (599 | ) | (2,510 | ) | (2,273 | ) | ||||||||||
Sales, redemptions and maturities of short-term
investments…………………………………….
|
390 | 618 | 373 | 2,564 | 2,030 | |||||||||||||||
Purchases of long-term investments
|
(2 | ) | (4 | ) | (4 | ) | (8 | ) | (9 | ) | ||||||||||
Redemptions and sales of long-term investments
|
56 | 2 | 23 | 147 | 64 | |||||||||||||||
Business acquisitions:
|
||||||||||||||||||||
Property, plant and equipment
|
(158 | ) | -- | (42 | ) | (200 | ) | -- | ||||||||||||
Inventories
|
(5 | ) | -- | (9 | ) | (14 | ) | -- | ||||||||||||
Other
|
23 | -- | (8 | ) | 15 | (155 | ) | |||||||||||||
Business acquisitions, net of cash acquired
|
(140 | ) | -- | (59 | ) | (199 | ) | (155 | ) | |||||||||||
Net cash used in investing activities
|
(548 | ) | (651 | ) | (662 | ) | (1,057 | ) | (1,096 | ) | ||||||||||
Cash flows from financing activities:
|
||||||||||||||||||||
Dividends paid
|
(153 | ) | (149 | ) | (143 | ) | (592 | ) | (567 | ) | ||||||||||
Sales and other common stock transactions
|
287 | 38 | 41 | 407 | 109 | |||||||||||||||
Excess tax benefit from share-based payments
|
10 | 1 | 1 | 13 | 1 | |||||||||||||||
Stock repurchases
|
(600 | ) | (351 | ) | (600 | ) | (2,454 | ) | (954 | ) | ||||||||||
Net cash used in financing activities
|
(456 | ) | (461 | ) | (701 | ) | (2,626 | ) | (1,411 | ) | ||||||||||
Net increase (decrease) in cash and cash equivalents
|
226 | (112 | ) | (45 | ) | 137 | 136 | |||||||||||||
Cash and cash equivalents, beginning of period
|
1,093 | 1,294 | 1,138 | 1,182 | 1,046 | |||||||||||||||
Cash and cash equivalents, end of period
|
$ | 1,319 | $ | 1,182 | $ | 1,093 | $ | 1,319 | $ | 1,182 |
·
|
Market demand for semiconductors, particularly in key markets such as communications, computing, industrial and entertainment electronics;
|
·
|
TI’s ability to maintain or improve profit margins, including its ability to utilize its manufacturing facilities at sufficient levels to cover its fixed operating costs, in an intensely competitive and cyclical industry;
|
·
|
TI’s ability to develop, manufacture and market innovative products in a rapidly changing technological environment;
|
·
|
TI’s ability to compete in products and prices in an intensely competitive industry;
|
·
|
TI’s ability to maintain and enforce a strong intellectual property portfolio and obtain needed licenses from third parties;
|
·
|
Expiration of license agreements between TI and its patent licensees, and market conditions reducing royalty payments to TI;
|
·
|
Economic, social and political conditions in the countries in which TI, its customers or its suppliers operate, including security risks, health conditions, possible disruptions in transportation networks and fluctuations in foreign currency exchange rates;
|
·
|
Natural events such as severe weather and earthquakes in the locations in which TI, its customers or its suppliers operate;
|
·
|
Availability and cost of raw materials, utilities, manufacturing equipment, third-party manufacturing services and manufacturing technology;
|
·
|
Changes in the tax rate applicable to TI as the result of changes in tax law, the jurisdictions in which profits are determined to be earned and taxed, the outcome of tax audits and the ability to realize deferred tax assets;
|
·
|
Changes in laws and regulations to which TI or its suppliers are or may become subject, such as those imposing fees or reporting or substitution costs relating to the discharge of emissions into the environment or the use of certain raw materials in our manufacturing processes;
|
·
|
Losses or curtailments of purchases from key customers and the timing and amount of distributor and other customer inventory adjustments;
|
·
|
Customer demand that differs from our forecasts;
|
·
|
The financial impact of inadequate or excess TI inventory that results from demand that differs from projections;
|
·
|
Impairments of our non-financial assets;
|
·
|
Product liability or warranty claims, claims based on epidemic or delivery failure or recalls by TI customers for a product containing a TI part;
|
·
|
TI’s ability to recruit and retain skilled personnel; and
|
·
|
Timely implementation of new manufacturing technologies, installation of manufacturing equipment and the ability to obtain needed third-party foundry and assembly/test subcontract services.
|