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Apply Filters. Texas Instruments - Dallas, TX 4. If you're not automatically redirected, please click here. Texas Instruments is a Dallas, Texas-based company that specializes in developing and commercializing semiconductor and computer technology for cellular handsets, digital signal processors, and analog semiconductors. Power up your marketing and get people to pay attention to your business, pursuit, or clients. Find prospects, develop your lists, and track your marketing campaigns without even having to leave the RocketReach suite.
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The University of Texas at Austin. Semiconductor prices and manufacturing costs tend to decline over time as manufacturing processes and product life cycles mature. Typically, new chips are produced in limited quantities at first and then ramp to high-volume production over time.
Market cycle. This cycle is affected by the significant time and money required to build and maintain semiconductor manufacturing facilities. Our revenue and operating results are subject to some seasonal variation. Our semiconductor sales generally are seasonally weaker in the first quarter than in other quarters, particularly for products sold into cell phones and other consumer electronics devices, which have stronger sales later in the year as manufacturers prepare for the major holiday selling seasons.
Calculator revenue is tied to the U. Competitive landscape. In each segment, we face significant global competition from numerous large and small companies, including both broad-based suppliers and niche suppliers. Our competitors also include emerging companies, particularly in Asia, that sell products into the same markets in which we operate.
The primary competitive factors for our Analog products include design proficiency, a diverse product portfolio to meet.
Our primary Analog competitors include Analog Devices, Inc. Primary Wireless competitors include Broadcom Corp. Semiconductor manufacturing begins with a sequence of photo-lithographic and chemical processing steps that fabricate a number of semiconductor devices on a thin silicon wafer. Each device on the wafer is tested and the wafer is cut into pieces called chips. Each chip is assembled into a package that then is usually retested.
The entire process typically requires between 12 and 18 weeks and takes place in highly specialized facilities. We own and operate semiconductor manufacturing facilities in North America, Asia and Europe. These include both. Our facilities require substantial investment to construct and are largely fixed-cost assets once in operation. Because we own much of our manufacturing capacity, a significant portion of our operating cost is fixed.
In general, these fixed costs do not decline with reductions in customer demand or utilization of capacity, potentially hurting our profit margins. Conversely, as product demand rises and factory utilization increases, the fixed costs are spread over increased output, potentially benefiting our profit margins.
The cost and lifespan of the equipment and processes we use to manufacture semiconductors vary by product. Our Analog products and most of our Embedded Processing products can be manufactured using older, less expensive equipment than is needed for manufacturing advanced logic products, such as our Wireless products. Advanced logic wafer manufacturing continually requires new and expensive processes and equipment.
In contrast, the processes and equipment required for manufacturing our Analog products and most of our Embedded Processing products do not have this requirement. To supplement our internal wafer fabrication capacity and maximize our responsiveness to customer demand and return on capital, our wafer manufacturing strategy utilizes the capacity of outside suppliers, commonly known as foundries. We source about 25 percent of our wafers from external foundries, with the vast majority of this outsourcing being for advanced logic wafers.
In , external foundries provided about 75 percent of the fabricated wafers for our advanced logic manufacturing needs. We expect the proportion of our advanced logic wafers provided by foundries will increase over time.
We expect to maintain sufficient internal wafer fabrication capacity to meet the vast majority of our analog production needs. Consequently, we experience less fluctuation in our profit margins due to changing product demand, and lower cash requirements for expanding and updating our manufacturing capabilities.
Our inventory practices differ by product, but we generally maintain inventory levels that are consistent with our expectations of customer demand. Because of the longer product life cycles of catalog products and their inherently lower risk of obsolescence, we generally carry more of those products than custom products.
Additionally, we sometimes maintain. We also have consignment inventory programs in place for our largest customers and some distributors. Design Centers. Our design centers provide design, engineering and product application support as well as after-sales customer service. The design centers are strategically located around the world to take advantage of key technical and engineering talent and proximity to key customers. Our products are sold to original equipment manufacturers OEMs , original design manufacturers ODMs , contract manufacturers and distributors.
An OEM designs and sells products under its own brand that it manufactures in-house or has manufactured by others. An ODM designs and manufactures products for other companies, which then sell those products under their own brand. Our largest single customer in was an OEM, the Nokia group of companies.
Sales to Nokia were about 13 percent of our revenue in ; about two-thirds of the Nokia-related revenue was from baseband products. Sales and Distribution. We market and sell our semiconductor products through a direct sales force, distributors and authorized third-party sales representatives.
We have sales or marketing offices in 35 countries worldwide and have expanded our sales networks in the emerging markets of China, India and Eastern Europe over the last few years.
Distributors located around the world account for about 40 percent of our revenue. Our distributors maintain an inventory of our products and sell directly to a wide range of. They also sell products from our competitors. Our distribution network holds a mix of distributor-owned and. TI-consigned inventory. Over time, we expect this mix will shift more toward consignment. We sell our calculator products primarily through retailers and instructional dealers.
Acquisitions, Divestitures and Investments. From time to time we consider acquisitions and divestitures that may strengthen or better focus our business portfolio. We also make investments directly or indirectly in private companies. Investments are focused primarily on next-generation technologies and markets strategic to us. We define backlog as of a particular date as firm purchase orders with a customer-requested delivery date within a specified length of time. As customer requirements and industry conditions change, orders may be, under certain circumstances, subject to cancellation or modification of terms such as pricing, quantity or delivery date.
Accordingly, our backlog at any particular date may not be indicative of revenue for any future period. Raw Materials. We purchase materials, parts and supplies from a number of suppliers. In some cases we purchase such items from sole source suppliers. The materials, parts and supplies essential to our business are generally available at present, and we believe that such materials, parts and supplies will be available in the foreseeable future.
Intellectual Property. We own many patents, and have many patent applications pending, in the United States and other countries in fields relating to our business. We have developed a strong, broad-based patent portfolio and continually add patents to that portfolio. We also have agreements with numerous companies involving license rights and anticipate that other license agreements may be negotiated in the future. In general, our license agreements have multi-year terms and may be renewed after renegotiation.
Our semiconductor patent portfolio is an ongoing contributor to our revenue. We do not consider our business materially dependent upon any one patent or patent license, although taken as a whole, our rights and the products made and sold under patents and patent licenses are important to our business.
We often participate in industry initiatives to set technical standards. Our competitors may also participate in the same initiatives. Participation in these initiatives may require us to license our patents to other companies. We own trademarks that are used in the conduct of our business.
Research and Development. However, we also closely engage with a wide range of third parties, including software suppliers, universities and select external industry consortia, and we collaborate with our foundry suppliers on semiconductor manufacturing technology. Executive Officers of the Registrant. The following is an alphabetical list of the names and ages of the executive officers of the company and the positions or offices with the company presently held by each person named:.
Stephen A. Senior Vice President. Brian T. Gregory Delagi. David K. Joseph F. Sami Kiriaki. Melendy E. Gregg A. Kevin P. Robert K. Kevin J. John J. Szczsponik, Jr. Richard K. Teresa L. Darla H. The term of office of the above-listed officers is from the date of their election until their successor shall have been elected and qualified. All executive officers of the company have been employees of the company for more than five years.
Lovett, West and Whitaker and Messrs. Delagi, Hubach, Lowe, March, Ritchie and Templeton have served as executive officers of the company for more than five years. Heacock became an executive officer of the company in Anderson and Novak became executive officers of the company in Szczsponik became an executive officer of the company in Crutcher and Kiriaki became executive officers of the company in At December 31, , we had 34, employees.
Available Information. Our Internet address is www. Information on our web site is not a part of this report. We make available, free of charge, through our investor relations web site our reports on Forms K, Q and 8-K, and amendments to those reports, as soon as reasonably practicable after they are filed with the SEC.
Also available through the TI investor relations web site are reports filed by our directors and executive officers on Forms 3, 4 and 5, and amendments to those reports.
Available on our web site at www. Stockholders may request copies of these documents free of charge by writing to Texas Instruments Incorporated, P. ITEM 1A. Risk Factors. You should read the following Risk Factors in conjunction with the factors discussed elsewhere in this and other of our filings with the Securities and Exchange Commission SEC and in materials incorporated by reference in these filings.
These Risk Factors are intended to highlight certain factors that may affect our financial condition and results of operations and are not meant to be an exhaustive discussion of risks that apply to companies like TI with broad international operations.
Like other companies, we are susceptible to macroeconomic downturns in the United States or abroad that may affect the general economic climate and our performance and the performance of our customers. Semiconductor products are the principal source of our revenue. The semiconductor market historically has been cyclical and subject to significant and often rapid increases and decreases in product demand.
These changes could have adverse effects on our results of operations, and on the market price of our securities. The results of our operations may be adversely affected in the future if demand for our semiconductors decreases or if this market or key end-equipment markets grow at a significantly slower pace than management expects. Our Margins May Vary over Time. Our profit margins may be adversely affected in the future by a number of factors, including decreases in our shipment volume, reductions in, or obsolescence of our inventory and shifts in our product mix.
In addition, the highly competitive market environment in which we operate might adversely affect pricing for our products. Because we own much of our manufacturing capacity, a significant portion of our operating costs is fixed. In general, these fixed costs do not decline with reductions in customer demand or utilization of manufacturing capacity, and can adversely affect profit margins as a result.
Our results of operations depend in part upon our ability to successfully develop, manufacture and market innovative products in a rapidly changing technological environment. We require significant capital to develop new technologies and products to meet changing customer demands that, in turn, may result in shortened product life cycles. Moreover, expenditures for technology and product development are generally made before the commercial viability for such developments can be assured. As a result, there can be no assurance that we will successfully develop and market these new products.
There also is no assurance that the products we do develop and market will be well received by customers, nor that we will realize a return on the capital expended to develop such products. We face intense technological and pricing competition in the markets in which we operate. We expect this competition will continue to increase from large competitors and from smaller competitors serving niche markets, and also from emerging companies, particularly in Asia, that sell products into the same markets in which we operate.
Certain of our competitors possess sufficient financial, technical and management resources to develop and market products that may compete favorably against our products. The price and product development pressures that result from competition may lead to reduced profit margins and lost business opportunities in the event that we are unable to match the price declines or cost efficiencies, or meet the technological, product, support, software or manufacturing advancements of our competitors.
Access to worldwide markets depends in part on the continued strength of our intellectual property portfolio. There can be no assurance that, as our business expands into new areas, we will be able to independently develop the technology, software or know-how necessary to conduct our business or that we can do so without infringing the intellectual property rights of others.
To the extent that we have to rely on licensed technology from others, there can be no assurance that we will be able to obtain licenses at all or on terms we consider reasonable.
The lack of a necessary license could expose us to claims for damages. With regard to our own intellectual property, we actively enforce and protect our rights.
However, there can be no assurance that our efforts will be adequate to prevent the misappropriation or improper use of our protected technology. We benefit from royalty revenue generated from various patent license agreements. The amount of such revenue depends in part on negotiations with new licensees, and with existing licensees in connection with renewals of their licenses.
There is no guarantee that such negotiations will be successful. Future royalty revenue also depends on the strength and enforceability of our patent portfolio and our enforcement efforts, and on the sales and financial stability of our licensees.
Royalty revenue from licensees is not always uniform or predictable, in part due to the performance of our licensees and in part due to the timing of new license agreements or the expiration and renewal of existing agreements. Our customer base includes companies in a wide range of end-user markets, but we generate a significant amount of revenue from sales to customers in the communications- and computer-related industries and from sales to industrial customers.
Within these end-user markets, a large portion of our revenue is generated from sales to customers in the cell phone, personal computer and communications infrastructure markets. Decline in one or several of these end-user markets could have a material adverse effect on the demand for our products and our results of operations and financial condition. We have facilities in more than 35 countries worldwide, and about 90 percent of our revenue comes from sales to locations outside the United States.
Operating internationally exposes us to changes in export controls and other laws or policies, as well as political and economic conditions, security risks, health conditions and possible disruptions in transportation networks of the various countries in which we operate. Any of these could result in an adverse effect on our business operations and our financial results.
Additionally, in periods when the U. We have manufacturing and other operations in locations subject to natural occurrences such as severe weather and geological events that could disrupt operations. In addition, our suppliers and customers also have operations in such locations. A natural disaster that results in a prolonged disruption to our operations, or the operations of our customers or suppliers, may adversely affect our results and financial condition. While we generate revenue from thousands of customers worldwide, the loss of or significant curtailment of purchases by one or more of our top customers including curtailments due to a change in the design or manufacturing sourcing policies or practices of these customers, or the timing of customer or distributor inventory adjustments may adversely affect our results of operations and financial condition.
These forecasts are based on multiple assumptions. If we inaccurately forecast customer demand, we may hold inadequate, excess or obsolete inventory that would reduce our profit margins and adversely affect our results of operations and financial condition. Our manufacturing processes and critical manufacturing equipment require that certain key raw materials and utilities be available. Limited or delayed access to and high costs of these items could adversely affect our results of operations.
Additionally, the inability to timely implement new manufacturing technologies or install manufacturing equipment could adversely affect our results of operations. We subcontract a portion of our wafer fabrication and assembly and testing of our integrated circuits. We also depend on third parties to provide advanced logic manufacturing process technology development. A limited number of third parties perform these functions, and we do not have long-term contracts with all of them. We have facilities in more than 35 countries worldwide and as a result are subject to taxation and audit by a number of taxing authorities.
Tax rates vary among the jurisdictions in which we operate. Our results of operations could be affected by market opportunities or decisions we make that cause us to increase or decrease operations in one or more countries, or by changes in applicable tax rates or audits by the taxing authorities in countries in which we operate.
In addition, we are subject to laws and regulations in various jurisdictions that determine how much profit has been earned and when it is subject to taxation in that jurisdiction. Changes in these laws and regulations could affect the locations where we are deemed to earn income, which could in turn affect our results of operations.
We have deferred tax assets on our balance sheet. Changes in applicable tax laws and regulations or in our business performance could affect our ability to realize those deferred tax assets, which could also affect our results of operations.
Each quarter we forecast our tax liability based on our forecast of our performance for the year. If that performance forecast changes, our forecasted tax liability will change. We are subject to environmental, safety and health laws and regulations in the jurisdictions in which we operate our business, particularly those in which we manufacture our products.
If we fail to comply with these laws and regulations, we could be subject to fines, penalties or other legal liability. Furthermore, should these laws and regulations be amended or expanded, or new ones enacted, we could incur materially greater compliance costs or restrictions on our ability to manufacture our products and operate our business, particularly if such laws and regulations: require the use of abatement equipment beyond what we currently employ; require the addition or elimination of a raw material or process to or from our current manufacturing processes; or impose costs, fees or reporting requirements on the direct or indirect use of energy, or of materials or gases used or emitted into the environment, in connection with the manufacture of our products.
There can be no assurance that in all instances a substitute for a prohibited raw material or process would be available, or be available at reasonable cost. We maintain bank accounts, one or more multi-year revolving credit agreements, and a portfolio of investments to support the financing needs of the company. Our ability to fund our daily operations, invest in our business, make strategic acquisitions and service our debt obligations requires continuous access to our bank and investment accounts, as well as access to our bank credit lines that support commercial paper borrowings and provide additional liquidity through short-term bank loans.
If we are unable to access these accounts and credit lines for example, due to instability in the financial markets , our results of operations and financial condition could be adversely affected. Similarly, such circumstances could also restrict our ability to access the capital markets or redeem our investments. If our customers or suppliers are unable to access credit markets and other sources of needed liquidity, we may receive fewer customer orders or be unable to obtain needed supplies, collect accounts receivable or access needed technology.
Charges associated with impairments of our goodwill or intangible assets could adversely affect our financial condition and results of operations. Goodwill is reviewed for impairment annually or more frequently if certain impairment indicators arise or upon the disposition of a significant portion of a reporting unit. The review compares the fair value for each reporting unit to its associated book value including goodwill.
A decrease in the fair value associated with a reporting unit resulting from, among other things, unfavorable changes in the estimated future discounted cash flow of the reporting unit, may require us to recognize impairments of goodwill. Most of our intangible assets are amortized over their estimated useful lives, but they are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.
If the sum of the future undiscounted cash flows expected to result from the use of the intangible asset and its eventual disposition is less than the carrying amount of the asset, we would recognize an impairment loss to the extent the carrying amount of the asset exceeds its fair value. We could be subject to warranty or product liability claims or claims based on epidemic or delivery failures that could lead to significant expenses as we defend such claims or pay damage awards.
The risk of a significant claim is generally greater for products used in health and safety applications. In the event of a warranty claim, we may also incur costs if we decide to compensate the affected customer or end consumer. We maintain product liability insurance, but there is no guarantee that such. In addition, it is possible for one of our customers to recall a product containing a TI part. In such instances, we may incur costs and expenses relating to the recall. Costs or payments we may make in connection with warranty, epidemic failure and delivery claims or product recalls may adversely affect our results of operations and financial condition.
Our continued success depends in part on the retention and recruitment of skilled personnel, including technical, marketing, management and staff personnel. There can be no assurance that we will be able to successfully retain and recruit the key personnel that we require. From time to time, we issue debt securities with various interest rates and maturities.
While we believe we will have the ability to service this debt, our ability to make principal and interest payments when due depends upon our future performance, which will be subject to general economic conditions, industry cycles, and business and other factors affecting our operations, including the other risk factors described under Item 1A, many of which are beyond our control. In addition, our obligation to make principal and interest payments could divert funds that otherwise would be invested in our operations, or cause us to raise funds through such means as the issuance of new debt or equity, or the disposition of assets.
In September , we acquired National Semiconductor Corporation. Such a transaction can involve significant integration challenges and there can be no assurance that pre-acquisition due diligence will have identified all possible issues and risks that might arise with respect to the acquisition.
If we are unable to timely and successfully integrate the acquired operations, product lines and technology, we may not be able to realize the expected benefits of the acquisition, which could adversely affect our business plans and operating results. ITEM 1B. Unresolved Staff Comments. Not applicable. ITEM 2. The following table indicates the general location of our principal manufacturing and design operations and the reportable segments that make major use of them.
Except as otherwise indicated, we own these facilities. Dallas, Texas. Sherman, Texas. Houston, Texas 3. Tucson, Arizona 2. Santa Clara, California. South Portland, Maine. Aguascalientes, Mexico 1. Aizu, Japan. Miho, Japan. Hiji, Japan 2 3. Tokyo, Japan 1. Chengdu, China 2. Shanghai, China 1. Bangalore, India 2. Kuala Lumpur, Malaysia 2. Melaka, Malaysia 2. Baguio, Philippines 2. Pampanga Clark , Philippines 2. Taipei, Taiwan 2. Freising, Germany. Nice, France 2. Greenock, Scotland 2.
Portions of the facilities are leased and owned. This may include land leases, particularly for our non-U. On January 23, , TI announced that the Houston, Texas, and Hiji, Japan, manufacturing facilities would be closed over the next 18 months. Our facilities in the United States contained approximately Our facilities outside the United States contained approximately At the end of , we occupied substantially all of the space in our facilities.
Leases covering our currently occupied leased facilities expire at varying dates generally within the next 5 years. We believe our current properties are suitable and adequate for both their intended purpose and our current and foreseeable future needs.
ITEM 3. Legal Proceedings. We are involved in various inquiries and proceedings regarding laws and regulations related to the protection of the environment. These matters involve various parties, including government agencies and, in certain cases, other potentially responsible parties.
Although the factual situations and the progress of each of these matters differ, we believe that the amount of our liability, if any, will not have a material adverse effect upon our financial condition, results of operations or liquidity. The Internal Revenue Code requires that companies disclose in their Form K whether they have been required to pay penalties to the Internal Revenue Service for certain transactions that have been identified by the IRS as abusive or that have a significant tax avoidance purpose.
We have not been required to pay any such penalties. ITEM 4. Mine Safety Disclosures. ITEM 5. The following table shows our repurchases of our common stock in the fourth quarter of Number of. Price Paid. Total Number. Purchased as. Part of. Plans or. Programs 1. Approximate Dollar Value of Shares that.
May Yet Be. Under the. October 1 through October 31, November 1 through November 30, December 1 through December 31, All purchases during the quarter were made under the authorization from our board of directors to purchase up to.
All purchases during the quarter were open-market purchases. No expiration date was specified for these authorizations. ITEM 6. Selected Financial Data. ITEM 7. ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk. ITEM 8. Financial Statements and Supplementary Data. The consolidated financial statements of the company at December 31, and , and for each of the three years in the period ended December 31, , and the report thereon of the independent registered public accounting firm, on pages 1.
ITEM 9. ITEM 9A. Controls and Procedures. TI acquired National on September 23, Internal control over financial reporting of National was excluded from the evaluation and assessment discussed below. Before the acquisition, the management of National evaluated its disclosure controls and procedures and assessed its internal control over financial reporting as described in its Form K for the year ended May 29, Disclosure Controls and Procedures.
Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that those disclosure controls and procedures were effective. Internal Control over Financial Reporting. ITEM 9B. Other Information. ITEM Directors, Executive Officers and Corporate Governance. The information with respect to Section 16 a beneficial ownership reporting compliance contained under the caption of the same name in our proxy statement for the annual meeting of stockholders is incorporated herein by reference to such proxy statement.
A list of our executive officers and their biographical information appears in Part I, Item 1 of this report. Code of Ethics. A copy of the Code can be found on our web site at www. We intend to satisfy the disclosure requirements of the SEC regarding amendments to, or waivers from, the Code by posting such information on the same web site. Audit Committee. Executive Compensation. Equity Compensation Plan Information.
Plan Category. Number of Securities. Exercise of. Outstanding Options,. Warrants and Rights. Exercise Price of. Remaining Available. Compensation Plans excluding securities reflected in column a. Equity compensation plans approved by security holders.
Equity compensation plans not approved by security holders. Also includes:. The company assumed the awards in connection with its acquisition of National. The company assumed the options in connection with its acquisition of Radia. Accordingly, such units have been excluded for purposes of computing the weighted-average exercise price.
This plan was replaced by the Texas Instruments Long-Term Incentive Plan, which was approved by stockholders, and no further grants may be made under it.
These plans were replaced by the Texas Instruments Director Compensation Plan which was replaced by the stockholder-approved Director Compensation Plan , and no further grants may be made under them. Principal Accountant Fees and Services. Exhibits and Financial Statement Schedules.
Financial Statements and Financial Statement Schedules:. The financial statements are listed in the index on page 27 hereof. Designation of. Exhibit in. Description of Exhibit. Agreement and Plan of Merger incorporated by reference to Exhibit 2. Restated Certificate of Incorporation of the Registrant, dated April 18, March 18, Certificate of Ownership and Merger merging Tartan, Inc. June 21, June 18, Underwriting Agreement incorporated by reference to Exhibit 4.
Indenture incorporated by reference to Exhibit 4. Amendment No. April 16, April 16, a. Ratio of Earnings to Fixed Charges a.
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