Texas Instruments Incorporated, often referred to as TI, is one of the largest US technology companies. TI designs and manufactures semiconductors and various integrated circuits, which it sells to electronics designers and manufacturers globally.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
TEXAS INSTRUMENTS INCORPORATED
(Exact name of Registrant as specified in its charter)
Registrants telephone number, including area code 972-995-3773
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes x No ¨
1,731,102,705
Number of shares of Registrants common stock outstanding as of March 31, 2004
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements.
TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES
Consolidated Financial Statements
(In millions of dollars, except per-share amounts)
Operations
Net revenue
Operating costs and expenses:
Cost of revenue
Research and development
Selling, general and administrative
Total
Profit from operations
Other income (expense) net
Interest on loans
Income before income taxes
Provision for income taxes
Net income
Diluted earnings per common share
Basic earnings per common share
Cash dividends declared per share of common stock
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(In millions of dollars, except share amounts)
Balance Sheet
Assets
Current assets:
Cash and cash equivalents
Short-term investments
Accounts receivable, net of allowances for customer adjustments and doubtful accounts of $44 million in 2004 and $47 million in 2003
Inventories:
Raw materials
Work in process
Finished goods
Inventories
Deferred income taxes
Prepaid expenses and other current assets
Total current assets
Property, plant and equipment at cost
Less accumulated depreciation
Property, plant and equipment (net)
Long-term cash investments
Equity investments
Goodwill
Acquisition-related intangibles
Other assets
Total assets
Liabilities and Stockholders Equity
Current liabilities:
Loans payable and current portion long-term debt
Accounts payable and accrued expenses
Income taxes payable
Accrued retirement and profit sharing contributions
Total current liabilities
Long-term debt
Accrued retirement costs
Deferred credits and other liabilities
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: 2004 1,738,115,567; 2003 1,737,739,654
Paid-in capital
Retained earnings
Less treasury common stock at cost:
Shares: 2004 7,012,862; 2003 5,401,665
Accumulated other comprehensive income (loss)
Deferred compensation
Total stockholders equity
Total liabilities and stockholders equity
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(In millions of dollars)
Cash Flows
Cash flows from operating activities:
Depreciation
Amortization of acquisition-related costs
Writedowns of equity investments
Gains on sale of equity investments
(Increase) decrease in working capital (excluding cash and cash equivalents, short-term investments, deferred income taxes, and loans payable and current portion long-term debt):
Accounts receivable
Increase (decrease) in noncurrent accrued retirement costs
Other
Net cash provided by operating activities
Cash flows from investing activities:
Additions to property, plant and equipment
Purchases of short-term investments
Sales and maturities of short-term investments
Purchases of long-term cash investments
Sales of long-term cash investments
Purchases of equity investments
Sales of equity investments
Net cash provided by (used in) investing activities
Cash flows from financing activities:
Payments on loans payable
Payments on long-term debt
Dividends paid on common stock
Sales and other common stock transactions
Common stock repurchase program
Decrease in current assets for restricted cash
Net cash used in financing activities
Effect of exchange rate changes on cash
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents, January 1
Cash and cash equivalents, March 31
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Notes to Financial Statements
Major assumptions, detailed in the following table, used in determining the value of significant purchased R&D included the discount rate, the estimated beginning date of projected operating cash flows, and the remaining cost and time, in engineer-months, to complete the R&D projects. The term engineer-month refers to the average amount of research work expected to be performed by an engineer in a month.
5
Millions of Dollars
Entity
Acquired
At
Mar. 2004
Radia Communications, Inc.
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Net income, as reported
Add: Stock-based employee compensation expense included in reported net income, net of tax
Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of tax
Adjusted net income
Earnings per common share:
Diluted as reported
Diluted as adjusted
Basic as reported
Basic as adjusted
For the three months ended March 31,
Service cost
Interest cost
Expected return on assets
Amortization of prior service cost
Amortization of net (gain)/loss
Net periodic benefit cost
The company made contributions of $55 million to its U.S. retirement plans in the first quarter of 2004 and zero in the first quarter of 2003.
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Sensors & Controls Restructuring Action: In the second quarter of 2003, the company announced a plan to move certain production lines from Attleboro, Massachusetts to other TI sites in order to be geographically closer to customers and their markets and to reduce manufacturing costs. This restructuring action is expected to affect about 800 jobs through voluntary retirement and involuntary termination programs, primarily in manufacturing operations at the Attleboro headquarters of the Sensors & Controls business. The total cost of this restructuring action is expected to be about $60 million. As of March 31, 2004, a total of 322 employees have been terminated and total net pretax charges of $43 million have been recorded associated with this action. Payments are expected to be completed in 2005.
In the first quarter of 2004, the company recorded net pretax charges of $3 million, primarily for severance and benefit costs. Of the $3 million, $2 million is included in cost of revenue and $1 million is included in selling, general and administrative expense.
In 2003, the company recorded net pretax charges of $40 million, primarily for severance and benefit costs. Of the $40 million, $34 million was included in cost of revenue and $6 million was included in selling, general and administrative expense. The total number of employees affected was 316, primarily at the Attleboro and Japan locations.
Semiconductor Restructuring Action: Also, in the second quarter of 2003, the company announced a restructuring action that is expected to affect about 950 jobs in Semiconductor manufacturing operations in the U.S. and international locations, as those operations continue to become more productive with fewer people. The total cost of this restructuring action is expected to be about $90 million. As of March 31, 2004, a total of 859 employees have been terminated and total net pretax charges of $80 million have been recorded associated with this action. Payments are expected to be completed in 2005.
In the first quarter of 2004, the company recorded net pretax charges in cost of revenue of $2 million, primarily for severance and benefit costs. The total number of employees affected was 91, primarily at U.S. locations.
In 2003, the company recorded net pretax charges of $78 million, primarily for severance and benefit costs. Of the $78 million, $68 million was included in cost of revenue, $9 million was included in selling, general and administrative expense, and $1 million was in research and development expense. The total number of employees affected was 768, primarily at U.S. and Japan locations.
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Semiconductor Restructuring Action: In late 2002, the company announced a plan to involuntarily terminate about 500 employees, primarily in manufacturing operations, to align resources with market demand. In the third and fourth quarters of 2002, the company terminated 54 and 434 employees, respectively. Of the total 488 employees terminated, 450 were in U.S. locations while the remaining employees were in some of the companys international locations. The company recorded net pretax charges of $17 million for severance and benefit costs, of which $11 million was included in cost of revenue, $4 million in selling, general and administrative expense, and $2 million in research and development expense. As of March 31, 2004, all employees have been terminated and a balance of $1 million of severance and benefit costs remains to be paid. Payments are expected to be completed in 2004.
Prior Actions: In the first quarter of 2001, the company began an aggressive worldwide cost-reduction plan to limit the impact of reduced revenue on profitability. The elements of the cost-reduction plan were a voluntary retirement program, involuntary terminations and the consolidation of certain manufacturing operations including the closing of three Semiconductor facilities. One of the facilities was sold in 2001, one of the facilities was sold in 2003, and the remaining facility is being marketed for sale. As of March 31, 2004, all employees have been terminated and a balance of $21 million of severance and benefit costs remains to be paid. Payments are expected to continue through 2008, of which $6 million is to be paid in 2004, $6 million in 2005, $4 million in 2006, $3 million in 2007 and $2 million in 2008.
In years prior to 2001, actions were taken to terminate employees primarily in the companys European locations. As of March 31, 2004, a balance of $2 million in severance and benefit costs remains to be paid. Payments are expected to be completed in 2004.
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The following is a reconciliation of individual restructuring accruals (in millions of dollars).
Description*
BALANCE DECEMBER 31, 2003
CHARGES:
Severance charges
Non-cash acceleration of depreciation
DISPOSITIONS:
Severance payments
Non-cash transfer to accumulated depreciation
BALANCE MARCH 31, 2004
Note: All charges/dispositions are cash items unless otherwise noted.
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Business Segment Net Revenue
Semiconductor
Trade
Intersegment
Sensors & Controls
Educational & Productivity Solutions
Corporate activities
Total net revenue
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Business Segment Profit
Charges/gains, and acquisition-related amortization
Interest on loans/other income (expense) net, excluding a first-quarter 2003 charge of $10 included above in Charges/gains and acquisition-related amortization
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ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
The following should be read in conjunction with the condensed consolidated financial statements and the related notes that appear elsewhere in this document.
Texas Instruments makes, markets and sells high-technology components and systems. The company has three separate business segments: 1) Semiconductor; 2) Sensors & Controls; and 3) Educational Productivity Solutions. Semiconductor is by far the largest of these business segments. It accounted for 85 percent of TIs revenue in 2003, and over time it averages a higher growth rate than the other two business segments, although the semiconductor market is characterized by wide swings in growth rates from year to year. TI is among the five largest semiconductor companies in the world.
In its Semiconductor segment, TI focuses primarily on technologies that make it possible for a variety of consumer and industrial electronic equipment to process both analog and digital signals in real time. These technologies are known as Analog semiconductors and Digital Signal Processors, or DSPs, and as of year-end 2003 together they accounted for about three-fourths of the companys Semiconductor revenue. Almost all of todays digital electronic equipment requires some form of analog and digital signal processing.
Analog semiconductors process continuous signals such as temperature, pressure and visual images. TIs Analog semiconductors consist of custom products and standard products. Custom products are designed for specific applications for specific customers. Standard products include application-specific standard products (designed for a specific application and usable by multiple customers) and high-performance standard catalog products (usable in multiple applications by multiple customers). These standard products are characterized by differentiated features and specifications, as well as relatively high margins. Both custom and standard products are proprietary and difficult for competitors to imitate. Commodity standard products are sold in high volume and into a broad range of applications, and generally are differentiated by price and availability. TI is one of the worlds largest suppliers of Analog semiconductors.
DSPs use complex algorithms and compression techniques to provide real-time, power-efficient processing of real-world signals that have been converted into digital form. TIs DSPs include both custom and standard products. Custom products are designed for specific applications (such as wireless cell phones, very fast modems that connect users to the Internet via cable or phone lines, or consumer electronics such as digital music players and digital cameras). Standard products are sold into a broad range of applications, and like custom products, are difficult for competitors to imitate. TI is the worlds largest supplier of DSPs.
TI owns and operates 11 semiconductor manufacturing sites in North America, Europe and Asia. These facilities require substantial investment to construct and are largely fixed-cost assets once in operation. Because TI owns most of its manufacturing capacity, a significant portion of the companys operating costs are fixed. In general, these costs do not decline with reductions in customer demand or the companys utilization of its manufacturing capacity, and can adversely affect profit margins as a result. Conversely, as product demand rises and factory utilization increases, the fixed costs are spread over increased output, which should benefit profit margins.
TI also outsources a portion of its product manufacturing to outside suppliers (foundries and assembly/test subcontractors), which reduces the amount of capital expenditures and subsequent depreciation required to meet customer demands, as well as fluctuations in profit margins.
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The semiconductor market is characterized by constant and typically incremental innovation in product design and manufacturing technologies. In general, new products are shipped in limited quantities initially, and will then ramp into high volumes over time. Prices and manufacturing costs tend to decline over time as products and technologies mature.
TI is increasing its support of major Semiconductor customers in the wireless market with consignment inventory programs, under which it holds TI-owned inventory in customers factories without an additional buffer of customer-owned component inventory. As the company saw in the first quarter of 2004, these programs should result in TI wireless revenue being more closely aligned with the seasonal revenue trends of these customers.
In TIs Sensors & Controls segment, products include sensors, electrical and electronic controls, and radio frequency identification (RFID) systems for automotive and industrial markets. Other markets include heating, ventilation, air conditioning, refrigeration and industrial control systems. This business segment represented 10 percent of TIs revenue in 2003.
The Educational & Productivity Solutions (E&PS) segment sells graphing and other calculators, which are marketed primarily through retailers and to schools through instructional dealers. This business segment represented 5 percent of TIs revenue in 2003.
The company accrues profit sharing based on how it expects the company to perform for the year in total a combination of revenue growth rate and operating margin. For example, if the company exceeds the high end of its second quarter expectations range to an extent that it needs to increase expectations for the year, the profit sharing accrual would need to be increased. Any profit sharing adjustment, up or down, is made in the quarter the companys expectations change, with the accrual being adjusted on a year-to-date basis. Accordingly, any prior quarters under- or over-accrual would need to be caught up in the quarter that the companys expectations change.
First Quarter 2004 Results
TIs first-quarter 2004 revenue was $2936 million, an increase of 6 percent sequentially and 34 percent from the year-ago quarter due to strength in TIs Semiconductor business. Earnings per share (EPS) were $0.21.
Semiconductor revenue increased 5 percent sequentially due to strong demand across a broad range of products, especially Digital Light Processing (DLP) and, to a lesser extent, high-performance analog products. Growth in these areas more than offset a decline in revenue from wireless applications. TIs wireless revenue was the second highest on record despite the combination of normal seasonality in demand for wireless cell phones and lower demand from TIs largest customer. That customer adjusted its production levels down in the first quarter, affecting TIs first-quarter shipments, although some of this demand decrease was offset by increased demand at other wireless customers in the quarter.
Compared with the year-ago quarter, Semiconductor revenue increased 38 percent due to increased demand across a broad range of products, particularly DSPs and analog used in wireless applications, as well as high-performance analog used in a variety of applications. Wireless revenue increased 35 percent from the year-ago quarter driven by demand for TIs most advanced products. High-performance analog revenue increased 58 percent from the year-ago quarter.
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The growth in Semiconductor revenue demonstrates the diversity in TIs customer base and its product portfolio. Shipments increased across most product lines and end markets. DLP products and high-performance analog are both becoming major contributors to TIs growth and profitability. DLP products are micro-electromechanical systems that use optical semiconductors to manipulate light digitally; end applications include business and home front projectors, high-definition digital televisions and digital cinema projectors. Revenue from DLP products reached a record level as TIs technology continued to penetrate the business projector and high-definition television markets with an increasing array of customer brands and retail presence. Growth in high-performance analog reflected the significant investments the company has made to establish a world-class development team and the quality of products this team has delivered.
TIs strong wireless growth from the year-ago period continued to outpace the industrys cell phone shipments, which the company believes reflects its increasing product content per phone. A big factor in this growth was TIs family of OMAP application processors, used to enable real multimedia capabilities in smartphones and 3G cell phones. TIs OMAP application processors provide the performance and power efficiency for real-time, broadband-enabled wireless applications such as video conferencing, streaming video, Internet audio, mobile commerce, location-based services and firewall security.
Market demand continued to be strong for the companys commodity semiconductor products in the first quarter of 2004, particularly standard logic and linear devices. Demand for standard logic and linear devices currently exceeds the companys manufacturing capacity. As a result, the company moved to a controlled order entry process, or allocation, for these products beginning in early March 2004. This is intended to ensure that the company does not accept more orders than it has the capacity to support and should improve its delivery performance. It also allows the company to prioritize customer demand to ensure support of those customers that have longstanding relationships with TI, and reduce the risk of double orders on backlog. Price trends reflect the strength in demand. Pricing for standard logic and linear products bottomed in the fourth quarter of 2003 and then began to move up for new orders. The company saw some of the price benefit in first quarter of 2004 shipments for standard linear products, although it will be the second quarter before it sees the benefit for standard logic products due to the lead time delay between when the company books an order at a higher price and when it ships that order. Pricing for commodity products has improved and is expected to continue to do so in the second quarter.
In all, the strength in customer orders and the continuing momentum of TI products lead the company to believe that 2004 will be another strong year for its Semiconductor business. For the first time since 2000, the company recorded an accrual for the broad-based TI employee profit sharing program, reflecting the companys expectations for strong growth and improving profitability. The company is increasing R&D and also is adding capacity for additional assembly and test capabilities and an additional 90-nanometer manufacturing line. These actions will help ensure the company can provide customers what they need, when they need it.
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Consolidated Statement of Operations Selected Items
Mar. 31,
2004
Dec. 31,
2003
Gross profit
Gross profit % of revenue
Research and development (R&D)
R&D % of revenue
Selling, general and administrative (SG&A).
SG&A % of revenue
Operating income % of revenue
Details of Financial Results
In the first quarter, TI revenue of $2936 million increased by $166 million sequentially and by $744 million from the year-ago quarter.
Cost of revenue for the quarter was $1614 million, compared with $1576 million in the fourth quarter of 2003 and $1330 million in the first quarter of 2003. Cost of revenue increased sequentially due to (in decreasing order) the accrual for profit sharing and the annual compensation expense increases that were incurred in the first quarter. Cost of revenue increased from the year-ago quarter primarily due to (in decreasing order) increased revenue, the accrual for profit sharing and the annual compensation expense increases that were incurred in the first quarter of 2004.
Gross profit of $1322 million increased 11 percent sequentially and 53 percent from the year-ago quarter. Gross profit margin was 45.0 percent of revenue, up 1.9 percentage points sequentially and up 5.7 percentage points from the year-ago quarter. Gross profit and gross profit margin benefited from higher revenue and the resulting increased utilization of TIs fixed-cost Semiconductor manufacturing assets. This more than offset the accrual for profit sharing and the annual compensation expense increases that were incurred in the first quarter.
Research and Development (R&D) expense of $494 million increased 10 percent sequentially primarily due to (in decreasing order) the accrual for profit sharing and the annual compensation expense increases that were incurred in
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the first quarter. R&D expense increased 21 percent compared with the year-ago quarter primarily due to (in decreasing order) higher Semiconductor product development, particularly for wireless, the profit sharing accrual and the annual compensation expense increases. R&D expense was 16.8 percent of revenue in the first quarter, as compared with 16.2 percent in the prior quarter and 18.6 percent in the year-ago quarter.
Selling, General and Administrative (SG&A) expense of $354 million increased 15 percent sequentially and 18 percent from the year-ago quarter primarily due to (in decreasing order) the accrual for profit sharing and the annual compensation expense increases. SG&A expense was 12.0 percent of revenue in the quarter, as compared with 11.1 percent in the prior quarter and 13.7 percent in the year-ago quarter.
Operating profit of $474 million, or 16.2 percent of revenue, increased by $36 million sequentially and increased by $321 million compared with the year-ago quarter due to higher gross profit, which more than offset increased R&D and SG&A expenses.
OI&E of $50 million decreased by $81 million from the prior quarter, which included $97 million of pre-tax gain associated with the companys sale of its remaining shares of Micron Technology, Inc. (Micron) common stock. Compared with the year-ago quarter, OI&E increased $36 million reflecting TIs investment write-downs and, to a lesser extent, the charges associated with the retirement of Burr-Brown debt, both of which occurred in the year-ago quarter.
Interest expense of $8 million was even sequentially and declined by $5 million from the year-ago quarter due to the companys lower debt level.
The estimated annualized tax rate for 2004 is 29 percent. The primary reason the effective annualized tax rate for 2004 differs from the 35 percent statutory corporate tax rate is due to the effect of non-U.S. tax rates and, to a lesser extent, various tax benefits such as the credits for research activities and export sales. The increase in the 2004 estimated tax rate from the year-ago effective tax rate of 4 percent is primarily due to the reversal of the $223 million valuation allowance in 2003 associated with the deferred tax asset generated by the write-down of Micron common stock in 2002.
Net income was $367 million, or $0.21 per share, down $145 million sequentially due to, in decreasing order, the prior quarters gain from the sale of Micron stock and the companys recognition of a previously reserved tax benefit associated with an impairment write-down of TIs Micron stock in the fourth quarter of 2002, and due to an increase in the companys effective tax rate. Compared with the year-ago quarter, net income increased $250 million due to higher operating profit. Net income in the first quarter reflects a higher effective tax rate of 29 percent compared with the earlier periods.
TI orders of $3231 million increased 5 percent sequentially due to, in decreasing order, growth in Semiconductor, Educational & Productivity Solutions and Sensors & Controls. Compared with the year-ago quarter, orders increased 41 percent primarily due to strength in Semiconductor. Semiconductor orders were $2810 million, up 2 percent sequentially. Compared with the year-ago quarter, Semiconductor orders were up 47 percent due to broad-based demand for the companys products. The Semiconductor book-to-bill ratio in the first quarter was 1.09.
In the first quarter, Semiconductor revenue of $2574 million increased 5 percent sequentially as increased shipments resulting from higher demand
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across a broad range of products, particularly DLP and, to a lesser extent, high-performance analog products, offset a decline in wireless demand that reflected seasonal factors and lower demand from TIs largest customer. DLP product revenue increased about 50 percent sequentially due to increased shipments resulting from higher demand as TIs technology continues to penetrate the business projector and high-definition television markets. Semiconductor revenue increased 38 percent from the year-ago quarter primarily due to increased shipments resulting from higher demand across a broad range of products, particularly DSP and analog products used in the wireless market, as well as high-performance analog products.
Gross profit was $1188 million, or 46.2 percent of revenue, an increase of $105 million from the prior quarter and $440 million from the year-ago quarter. Gross profit margin increased 2.0 percentage points sequentially and 6.2 points from the year-ago quarter. Gross profit and gross profit margin benefited from higher revenue and the resulting increased utilization of TIs fixed-cost Semiconductor manufacturing assets. This more than offset the accrual for profit sharing and the annual compensation expense increases that were incurred in the first quarter.
Semiconductor operating profit was $465 million, or 18.1 percent of revenue, up $32 million sequentially and $318 million from the year-ago quarter due to higher gross profit, which more than offset increased R&D and SG&A expenses.
Analog revenue increased 9 percent sequentially primarily due to increased shipments resulting from higher demand for high-performance analog products, and increased 42 percent from the year-ago quarter primarily due to higher demand for high-performance and wireless analog products. Revenue from TIs high-performance analog products increased 14 percent sequentially and 58 percent from the year-ago quarter. This growth was broad-based across data converters, power management, precision amplifiers and digital audio/video products. The company believes its results reflect a combination of strength in the high-performance market sector as well as market share gains.
DSP revenue decreased 6 percent sequentially due to a decline in shipments for wireless cell phone applications and, to a lesser extent, a seasonal decline in shipments for digital consumer products. This combination more than offset robust growth in DSPs for DSL modems and wireless infrastructure, as well as catalog DSPs, with each of these areas growing more than 20 percent sequentially. DSP revenue increased 35 percent from the year-ago quarter primarily due to increased shipments resulting from higher demand in the wireless market. Catalog DSP revenue grew 33 percent sequentially and 49 percent compared with the year-ago quarter due to increased shipments resulting from higher demand.
TIs remaining Semiconductor revenue increased 16 percent sequentially primarily due to increased shipments resulting from higher demand for DLP products and, to a lesser extent, growth in standard logic and microcontrollers. Revenue from RISC microprocessors declined sequentially. Compared with the year-ago quarter, this revenue increased 35 percent due to increased shipments resulting from higher demand across a broad range of products, including (in decreasing order) DLP products, standard logic and RISC microprocessors.
Results for TI Semiconductor products sold into key end equipments were as follows:
Wireless revenue decreased 5 percent sequentially reflecting the combination of normal seasonality in demand for wireless cell phones and lower demand from TIs largest customer. The company believes wireless cell phone shipments seasonally declined about 10 percent compared with
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the fourth quarter. TIs largest customer adjusted its production levels down in the first quarter, affecting TIs first-quarter shipments, although some of this decrease was offset by increased demand at other wireless customers in the quarter. Compared with the year-ago quarter, wireless revenue increased 35 percent due to increased shipments resulting from higher demand for the companys most-advanced wireless products, including 2.5G modems and OMAP application processors. This revenue growth rate is higher than that of wireless cell phone shipments over this period and, the company believes, reflects continued expansion in TIs average semiconductor content per phone and the diversity of TIs wireless customer base. 2.5G chipset revenue more than doubled from the year-ago quarter, although this has been partially offset by lower levels of 2G chipsets. In total, revenue for chipset solutions set a record high in the first quarter, as did revenue for OMAP application processors.
Semiconductor orders were $2810 million, up 2 percent sequentially. Compared with the year-ago quarter, Semiconductor orders were up 47 percent due to broad-based demand for the companys products.
Sensors & Controls revenue was $284 million, up 13 percent sequentially and 12 percent from the year-ago quarter due to increased shipments resulting from higher demand across a broad range of product lines.
Gross profit was $110 million, or 38.8 percent of revenue, an increase of $15 million from the prior quarter primarily due to higher revenue, and up by $20 million compared with the year-ago quarter primarily due to reduced manufacturing costs.
Operating profit was $75 million, or 26.5 percent of revenue, an increase of $11 million sequentially and $14 million from the year-ago quarter due to higher gross profit.
Educational & Productivity Solutions (E&PS)
E&PS revenue was $79 million, up $3 million sequentially and $2 million from the year-ago quarter.
Gross profit was $37 million, or 47.0 percent of revenue, about even sequentially and compared with the year-ago quarter.
Operating profit was $9 million, or 11.0 percent of revenue, a decrease of $2 million from the prior quarter and $6 million from the year-ago quarter reflecting costs associated with discontinued development activity for a new product.
Financial Condition
TIs financial condition remains strong. At the end of the first quarter, total cash (cash and cash equivalents plus short-term investments and long-term cash investments) was $5493 million.
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Accounts receivable of $1678 million increased $227 million sequentially due to a higher revenue level in the final month of the first quarter compared with the final month of the prior quarter. Accounts receivable increased by $313 million from the end of the year-ago quarter due to higher revenue. Days sales outstanding were 51 at the end of the first quarter, compared with 47 at the end of the prior quarter and 56 at the end of the year-ago quarter.
Inventory of $1148 million at the end of the first quarter increased $164 million sequentially and $266 million from the year-ago quarter to support anticipated higher shipments in the next quarter. Days of inventory at the end of the first quarter were 64, up from 56 days at the end of the prior quarter and up from 60 days at the end of the year-ago quarter.
Capital expenditures of $401 million increased by $129 million sequentially and $269 million from the year-ago quarter. TIs capital expenditures in the first quarter primarily were used to increase assembly and test capacity to support higher demand, as well as for Semiconductor equipment to establish an additional 90-nanometer production line. 90-nanometer products benefit TIs customers by reducing power consumption and manufacturing cost and allowing for increased integration of features on a semiconductor device.
Depreciation of $348 million decreased by $22 million sequentially and was about even with the year-ago quarter.
In December of 2003, the Medicare Prescription Drug Improvement and Modernization Act of 2003 (the Act) was enacted in the U.S. The Act introduced a prescription drug benefit under Medicare as well as a federal subsidy to sponsors of retiree health benefit plans that provide a benefit that meets certain criteria. The companys postretirement plans covering U.S. retirees currently provide certain prescription benefits to eligible participants. The company has made the one-time election to defer accounting for the effects of the Act pursuant to FASB Staff Position 106-1, Accounting and Disclosure Requirements Related to the Medicare Prescription Drug Improvement and Modernization Act of 2003. The company is evaluating the impact of the Acts benefits and subsidies on the companys accumulated benefit obligation for postretirement benefits. The company is also assessing what changes, if any, would be required to the current benefits provided to allow the company to qualify for the federal subsidy. Further analysis of the Act and its impact on the company will take place during 2004.
Liquidity and Capital Resources
At the end of the first quarter, TIs debt-to-total-capital ratio was 0.06, down from 0.07 at the end of prior quarter, and down from 0.09 at the end of the year-ago quarter primarily due to the companys lower debt level. This ratio reflects the companys view that it is prudent to maintain a low debt level considering the volatile nature of the semiconductor industry.
Cash flow from operations was $393 million, down $674 million sequentially primarily due to an increase in receivables and inventory. Compared with the year-ago quarter, cash flow was up $197 million due to higher net income.
Net cash used in investing activities was $427 million for the three months ended March 31, 2004, versus $3 million provided by investing activities for the same period a year ago. Increased additions to property, plant and equipment, and higher purchases of investments net of sales and maturities accounted for the change.
For the first three months of 2004, net cash used in financing activities increased to $168 million from $69 million in the year-ago period, due to the companys repurchase of a larger number of its shares of common stock. The
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company used $172 million of cash to repurchase approximately 5.6 million shares of its common stock in the first quarter of 2004, compared with $48 million used to repurchase approximately 2.9 million shares of its common stock in the year-ago period. These repurchases are intended to neutralize the potential dilutive effect of shares expected to be issued upon exercise of stock options under the companys long-term incentive and employee stock purchase plans. Also, the company paid a total of $37 million of common stock dividends in each period.
The companys primary source of liquidity is $1615 million of cash and cash equivalents, $2522 million of short-term investments, and $1356 million of long-term cash investments, totaling $5493 million. Another source of liquidity is authorized borrowings of $500 million for commercial paper, backed by a 364-day revolving credit facility, which is currently not utilized. As of March 31, 2004, the company also had equity investments of $260 million.
The company has $400 million in notes maturing in the third quarter of 2004. The company intends to use its available cash resources to meet that obligation.
TI expects that 2004 earnings will continue to reflect revenue growth and higher operating margins. The company made an accrual for profit sharing in the first quarter of 2004 and expects to make an accrual in each subsequent quarter. Profit-sharing expenses are accrued quarterly based on the companys estimate of its full-year financial performance. Currently, profit-sharing accruals are estimated to be approximately $70 million per quarter, about 40% included in cost of revenue and the remainder about evenly distributed between R&D expense and SG&A expense.
The semiconductor market is intensely competitive and is subject to rapid technological change and the requirement of high rates of investment for R&D and for the manufacturing factories and equipment needed to produce advanced semiconductors. For 2004, TI expects R&D expense to be about $2.1 billion and capital expenditures to be about $1.3 billion. Given the nature of the semiconductor industry and the increasing complexity of technology, the company believes that it will need to continue to make significant R&D investments and capital expenditures.
The company believes it has the necessary financial resources to fund its working capital needs, capital expenditures, dividend payments and other business requirements for at least the next 12 months.
RESTRUCTURING ACTIONS AND OTHER ITEMS
Restructuring Actions
Sensors & Controls Restructuring Action: In the second quarter of 2003, the company announced a plan to move certain production lines from Attleboro, Massachusetts to other TI sites in order to be geographically closer to customers and their markets and to reduce manufacturing costs. This restructuring action is expected to affect about 800 jobs through voluntary retirement and involuntary termination programs primarily in manufacturing operations at the Attleboro headquarters of the Sensors & Controls business. The total cost of this restructuring action is expected to be about $60 million. As of March 31, 2004, a total of 322 employees have been terminated and total net pretax charges of $43 million have been recorded associated with this action. Payments are expected to be completed in 2005. When completed, the projected savings from this restructuring action are estimated to be an annualized $40 million, predominantly comprised of payroll and benefit savings.
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In the first quarter of 2004, the company recorded net pretax charges of $3 million, primarily for severance and benefit costs. Of the $3 million, $2 million is included in cost of revenue and $1 million is included in SG&A expense.
In 2003, the company recorded net pretax charges of $40 million, primarily for severance and benefit costs. Of the $40 million, $34 million was included in cost of revenue and $6 million was included in SG&A expense. The total number of employees affected was 316, primarily at the Attleboro and Japan locations.
Semiconductor Restructuring Action: Also, in the second quarter of 2003, the company announced a restructuring action that is expected to affect about 950 jobs in Semiconductor manufacturing operations in the U.S. and international locations, as those operations continue to become more productive with fewer people. The total cost of this restructuring action is expected to be about $90 million. As of March 31, 2004, a total of 859 employees have been terminated and total net pretax charges of $80 million have been recorded associated with this action. Payments are expected to be completed in 2005. When completed, the projected savings from this restructuring action were estimated to be an annualized $70 million, predominantly comprised of payroll and benefit savings.
In 2003, the company recorded net pretax charges of $78 million, primarily for severance and benefit costs. Of the $78 million, $68 million was included in cost of revenue, $9 million was included in SG&A expense, and $1 million was in R&D expense. The total number of employees affected was 768, primarily at U.S. and Japan locations.
Semiconductor Restructuring Action: In late 2002, the company announced a plan to involuntarily terminate about 500 employees, primarily in manufacturing operations, to align resources with market demand. In the third and fourth quarters of 2002, the company terminated 54 and 434 employees, respectively. Of the total 488 employees terminated, 450 were in U.S. locations while the remaining employees were in some of the companys international locations. The company recorded net pretax charges of $17 million for severance and benefit costs, of which $11 million was included in cost of revenue, $4 million in SG&A expense, and $2 million in research and development expense. The projected savings from the cost-reduction plan were estimated to be an annualized $30 million, predominantly comprised of payroll and benefit savings. As of March 31, 2004, all employees have been terminated and a balance of $1 million of severance and benefit costs remains to be paid. Payments are expected to be completed in 2004.
Prior Actions: In the first quarter of 2001, the company began an aggressive worldwide cost-reduction plan to limit the impact of reduced revenue on profitability. The elements of the cost-reduction plan were a voluntary retirement program, involuntary terminations and the consolidation of certain manufacturing operations including the closing of three Semiconductor facilities. One of the facilities was sold in 2001, one of the facilities was sold in 2003, and the remaining facility is being marketed for sale. As of March 31, 2004, all employees have been terminated and a balance of $21
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million of severance and benefit costs remains to be paid. Payments are expected to continue through 2008, of which $6 million is to be paid in 2004, $6 million in 2005, $4 million in 2006, $3 million in 2007 and $2 million in 2008.
In the years prior to 2001, actions were taken to terminate employees primarily in the companys European locations. As of March 31, 2004, a balance of $2 million in severance and benefit costs remains to be paid. Payments are expected to be completed in 2004.
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Balance, Prior
ActionsPrimarilySeverance
* Abbreviations
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Other Items
Other items include the following (charges) and gains (in millions of dollars):
Redemption of convertible notes
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.
Information concerning market risk is contained on pages 54 and 55 of Exhibit 13 to Registrants Form 10-K for the year ended December 31, 2003, and is incorporated by reference to such exhibit.
ITEM 4. Controls and Procedures.
An evaluation as of the end of the period covered by this report was carried out under the supervision and with the participation of the Registrants management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Registrants disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that those disclosure controls and procedures were adequate to ensure that information required to be disclosed by the Registrant in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commissions rules and forms.
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PART II OTHER INFORMATION
ITEM 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities.
The following table contains information regarding the companys repurchase of its common stock during the quarter.
ISSUER PURCHASES OF EQUITY SECURITIES
Period
Total Number
of SharesPurchased(1)
Average
Price Paidper Share
of Shares
Purchased as
Part ofPubliclyAnnouncedPlans orPrograms
Maximum
Number of
Shares thatMay Yet Be
PurchasedUnder the
Plans orPrograms(2)
January 1 through January 31, 2004
February 1 through February 29, 2004
March 1 through March 31, 2004
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ITEM 6. Exhibits and Reports on Form 8-K.
Designation of
Exhibits in
This Report
Description of Exhibit
During the quarter ended March 31, 2004, the Registrant filed the following reports on Form 8-K: a Form 8-K dated January 26, 2004, attaching as an exhibit its fourth quarter and 2003 earnings release, and a Form 8-K dated March 8, 2003, attaching as an exhibit its press release updating the Registrants outlook for the first quarter of 2004.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This Form 10-Q includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by phrases such as TI or its management believes, expects, anticipates, foresees, forecasts, estimates or other words or phrases of similar import. Similarly, such statements herein that describe the companys business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. All such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those in forward-looking statements.
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We urge you to carefully consider the following important factors that could cause actual results to differ materially from the expectations of the company or its management:
For a more detailed discussion of these factors see the text under the heading Cautionary Statements Regarding Future Results of Operations in Item 1 of the companys most recent Form 10-K. The forward-looking statements included in this report are made only as of the date of this report and TI undertakes no obligation to update the forward-looking statements to reflect subsequent events or circumstances.
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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, thereunto duly authorized.
/s/ KEVIN P. MARCH
Date: April 28, 2004
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