UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 5, 2008
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National Semiconductor Corporation | |
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DELAWARE |
95-2095071 |
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2900 SEMICONDUCTOR DRIVE, P.O. BOX 58090 | |
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Registrant’s telephone number, including area code: (408) 721-5000
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
NATIONAL SEMICONDUCTOR CORPORATION
INDEX
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Page |
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Section 2 – Financial Information |
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Item 2.02 |
Results of Operations and Financial Condition |
3 |
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Section 8 – Other Events |
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Item 8.01 |
Other Events |
3 |
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Section 9 – Financial Statements and Exhibits |
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Item 9.01 |
Financial Statements and Exhibits |
3 |
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Signature |
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4 |
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Exhibits: |
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99.1 |
News release dated June 5, 2008 (Earnings) |
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2
NATIONAL SEMICONDUCTOR CORPORATION
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Item 2.02 |
RESULTS OF OPERATION AND FINANCIAL CONDITION
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On June 5, 2008, National Semiconductor Corporation issued a news release announcing earnings for the quarter ended May 25, 2008. The earnings news release, which has been attached as Exhibit 99.1, contains unaudited Condensed Consolidated Statements of Income, Balance Sheets, and Statements of Cash Flows that are presented in accordance with United States generally accepted accounting principles, or GAAP. The information in Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
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Item 8.01 |
OTHER EVENTS |
The Company also announced in its earning press release that on June 3, 2008, its Board of Directors had declared a cash dividend of $0.06 per outstanding share of common stock. The dividend will be paid on July 7, 2008 to shareholders of record at the close of business on June 16, 2008.
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Item 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
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(d) |
Exhibits |
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Exhibit No. |
Description of Exhibit |
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99.1 |
News release dated June 5, 2008 issued by National Semiconductor Corporation* (Earnings) |
* This exhibit is intended to be furnished and shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: June 5, 2008 |
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/s/ Jamie E. Samath
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Jamie E. Samath |
4
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Exhibit 99.1 |
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Media Contact: |
Financial: |
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LuAnn Jenkins |
Long Ly |
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National Semiconductor |
National Semiconductor |
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(408) 721-2440 |
(408) 721-5007 |
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luann.jenkins@nsc.com |
invest.group@nsc.com |
National Semiconductor Reports Results for Fourth Quarter Fiscal 2008
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• |
Q4 sales were $462 million, up 2% from Q3 of fiscal 2008 and up 1% from Q4 of fiscal 2007 |
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Record gross margin percentage of 65.9%, up from 64.3% in Q3 and 62.5% in last year’s Q4 |
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EPS of 34 cents, up from 29 cents in Q3 and 28 cents in Q4 of fiscal 2007 |
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Sales outlook for Q1 of fiscal 2009 expected to range from $460 million to $475 million |
SANTA CLARA, Calif. – June 5, 2008 -- National Semiconductor Corp. (NYSE:NSM) today reported sales of $462 million and net income of $83 million, or 34 cents per share, for the fourth quarter of fiscal 2008 which ended May 25, 2008. National’s fourth quarter of fiscal 2008 results included $9 million of pre-tax charges primarily for severances related to previously announced actions. Fourth quarter results also included approximately $6 million of discrete tax benefits.
National’s fourth quarter fiscal 2008 sales of $462 million were 2 percent higher sequentially from the third quarter of fiscal 2008, when the company reported $453.4 million in sales and earnings of 29 cents per share.
Gross margin of 65.9 percent in National’s fourth quarter of fiscal 2008 was up from the 64.3 percent gross margin achieved in the third quarter of fiscal 2008. The sequential improvement was driven by strong manufacturing performance and cost efficiencies as well as improved product mix of higher-value analog products.
“Business conditions improved in the quarter, and we were able to turn this into higher gross margins,” said Brian L. Halla, National’s chairman and CEO. “We are focused on growth, expanding our base business into new, attractive markets leveraging our PowerWise® product portfolio to help our customers be much more energy efficient in their systems.”
Compared to last year, fourth quarter fiscal 2008 sales were up from the $455.9 million reported in the fourth quarter of fiscal 2007, and earnings per share were above the 28 cents recorded a year ago. Gross margin in the fourth quarter of fiscal 2008 was also higher than the 62.5 percent reported in the fourth quarter of fiscal 2007.
Bookings for Q4, Fiscal 2008
National’s total company bookings in the fourth quarter of fiscal 2008 increased by 12 percent sequentially over the third quarter. This increase was primarily driven by higher orders from the distribution channel as well as increased bookings for wireless handsets and other personal mobile devices. Regionally, fourth quarter bookings grew in all regions except Japan. Total company bookings exceeded billings in the fourth quarter.
Summary of Fiscal 2008
Annual sales were $1.89 billion compared to $1.93 billion in fiscal 2007. For fiscal 2008, National reported net income of $332 million, including $90 million of pre-tax stock compensation expenses under FASB Statement 123(R), compared to net income of $375 million in fiscal 2007. Earnings per share for the year were $1.26 compared to $1.12 in fiscal 2007 which included $111.5 million of pre-tax stock compensation expenses. National’s gross margin in fiscal 2008 increased to 64.4 percent compared to 60.7 percent in fiscal 2007 reflecting continued improvements in the company’s higher-value analog portfolio and strong execution in manufacturing. The company’s effective tax rate was 26.4 percent for fiscal 2008 compared to 29.3 percent for fiscal 2007. Return on invested capital for fiscal 2008 was approximately 23 percent compared to approximately 21 percent for fiscal 2007.
Other Notable Items in Q4, Fiscal 2008 Results
Fourth quarter fiscal 2008 net results included approximately $9.1 million in expenses for severances and a factory modernization effort as well as $6 million of discrete tax benefits.
Also included in fourth quarter fiscal 2008 results was $20 million in pre-tax stock compensation expense under FASB Statement 123(R). One year ago, the fourth quarter of fiscal 2007 included $25 million of pre-tax stock compensation expense.
Outlook for Q1, Fiscal 2009
National anticipates that sales in the first quarter of fiscal 2009 will range from $460 million to $475 million.
Stock Repurchase Program
During the fourth quarter of fiscal 2008, the company repurchased approximately $224 million of stock under its stock buyback program. As of the end of the fourth quarter of fiscal 2008, National had approximately $256 million of authorization still available under approved programs for future stock repurchases. National Semiconductor’s fully diluted weighted average share count for the fourth quarter of fiscal of 2008 was 246.3 million shares, down from 255.5 million shares in the third quarter of fiscal 2008.
Company Declares Dividend
The company announced today that the Board of Directors has declared a cash dividend of $0.06 per outstanding share of common stock. This dividend will be paid on July 7, 2008 to shareholders of record at the close of business on June 16, 2008.
Special Note
This release contains forward-looking statements dependent on a number of risks and uncertainties pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Except for historical information contained herein, the matters set forth in this press release, including management’s expectations regarding future performance, are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Potential risks and uncertainties include, but are not restricted to, such factors as new orders received and shipped during the quarter, the degree of factory utilization, the sale of inventories at existing prices, and the ramp up and sale of new analog products. Other risk factors are included in the Company's Annual Report on Form 10-K for the fiscal year ended May 27, 2007 under the captions “Outlook”, “Risk Factors” and “Management's Discussion and Analysis of Financial Conditions and Results of Operations” contained therein and the 10-Q for the quarter ended February 24, 2008.
About National Semiconductor
National Semiconductor creates energy-efficient analog and mixed-signal semiconductors. Its PowerWise® products enable systems that consume less power, extend battery life, and generate less heat. Headquartered in Santa Clara, Calif., National reported sales of $1.89 billion for fiscal 2008 which ended May 25, 2008. Additional company and product information is available at www.national.com.
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NATIONAL SEMICONDUCTOR CORPORATION | |||||||||||||
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) | |||||||||||||
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(In millions, except per share amounts) | |||||||||||||
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Three Months Ended |
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Twelve Months Ended |
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May 25, |
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May 27, |
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May 25, |
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May 27, |
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2008 |
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2007 |
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2008 |
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2007 |
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Net sales |
$ |
462.0 |
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$ |
455.9 |
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|
$ |
1,885.9 |
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$ |
1,929.9 |
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Cost of sales |
|
157.4 |
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171.1 |
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671.5 |
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757.7 |
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Gross margin |
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304.6 |
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284.8 |
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1,214.4 |
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1,172.2 |
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Research and development |
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90.2 |
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95.7 |
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363.0 |
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363.7 |
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Selling, general and administrative |
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79.8 |
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75.0 |
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315.5 |
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310.9 |
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Severance and restructuring expenses |
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9.1 |
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0.6 |
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27.2 |
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4.6 |
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Gain on sale of manufacturing plant assets |
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- |
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- |
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(3.1 |
) |
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- |
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Litigation settlement |
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- |
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- |
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3.3 |
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- |
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In-process research and development charge |
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- |
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- |
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- |
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6.1 |
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Other operating income, net |
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(0.4 |
) |
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(0.6 |
) |
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(0.6 |
) |
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(2.8 |
) |
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Operating expenses |
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178.7 |
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170.7 |
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705.3 |
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682.5 |
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Operating income |
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125.9 |
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114.1 |
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509.1 |
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489.7 |
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Interest income |
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4.8 |
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9.8 |
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33.8 |
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40.1 |
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Interest expense |
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(19.6 |
) |
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0.1 |
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(85.5 |
) |
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(1.2 |
) |
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Other non-operating income (expense), net |
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1.1 |
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0.9 |
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(6.2 |
) |
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2.0 |
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Income before taxes |
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112.2 |
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124.9 |
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451.2 |
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530.6 |
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Income tax expense |
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29.0 |
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34.8 |
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118.9 |
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155.3 |
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Net income |
$ |
83.2 |
|
$ |
90.1 |
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|
$ |
332.3 |
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$ |
375.3 |
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Earnings per share: |
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Basic |
$ |
0.35 |
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$ |
0.29 |
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$ |
1.31 |
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$ |
1.17 |
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Diluted |
$ |
0.34 |
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$ |
0.28 |
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|
$ |
1.26 |
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$ |
1.12 |
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Selected income statement ratios as a percentage of sales: | |||||||||||||
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Gross margin |
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65.9 |
% |
|
62.5 |
% |
|
64.4 |
% |
|
60.7 |
% | |
|
Research and development |
|
19.5 |
% |
|
21.0 |
% |
|
19.2 |
% |
|
18.8 |
% | |
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Selling, general and administrative |
|
17.3 |
% |
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16.5 |
% |
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16.7 |
% |
|
16.1 |
% | |
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Net income |
|
18.0 |
% |
|
19.8 |
% |
|
17.6 |
% |
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19.4 |
% | |
|
|
|
|
|
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|
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| |
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Effective tax rate |
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25.8 |
% |
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27.9 |
% |
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26.4 |
% |
|
29.3 |
% | |
NATIONAL SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(In millions)
|
|
May 25, |
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May 27, | ||||
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ |
736.8 |
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$ |
828.6 |
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Receivables |
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137.3 |
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150.6 |
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Inventories |
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148.6 |
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176.0 |
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Deferred tax assets |
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80.2 |
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73.2 |
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Other current assets |
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66.0 |
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62.1 |
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|
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Total current assets |
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1,168.9 |
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|
1,290.5 |
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Net property, plant and equipment |
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557.3 |
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|
583.5 |
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Goodwill |
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60.5 |
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|
63.6 |
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Deferred tax assets |
|
208.7 |
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|
197.8 |
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Other assets |
|
112.2 |
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|
69.9 |
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|
|
|
|
|
|
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Total assets |
$ |
2,107.6 |
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|
$ |
2,205.3 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Current liabilities: |
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|
|
|
|
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|
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Current portion of long-term debt |
$ |
62.5 |
|
|
$ |
- |
|
|
Accounts payable |
|
53.5 |
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|
59.9 |
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Accrued expenses |
|
180.3 |
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|
|
122.7 |
|
|
Income taxes payable |
|
12.3 |
|
|
|
117.4 |
|
|
|
|
|
|
|
|
|
|
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Total current liabilities |
|
308.6 |
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|
|
300.0 |
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|
|
|
|
|
|
|
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|
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Long-term debt |
|
1,414.8 |
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|
|
20.6 |
|
|
Long-term income taxes payable |
|
143.4 |
|
|
|
- |
|
|
Other non-current liabilities |
|
85.4 |
|
|
|
157.7 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
$ |
1,952.2 |
|
|
$ |
478.3 |
|
|
|
|
|
|
|
|
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Commitments and contingencies |
|
|
|
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|
|
|
|
|
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|
|
Shareholders’ equity: |
|
|
|
|
|
|
|
|
Common stock of $0.50 par value |
$ |
116.3 |
|
|
$ |
155.1 |
|
|
Retained earnings |
|
125.9 |
|
|
|
1,685.7 |
|
|
Accumulated other comprehensive loss |
|
(86.8 |
) |
|
|
(113.8 |
) |
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|
|
|
|
|
|
|
|
|
Total shareholders’ equity |
|
155.4 |
|
|
|
1,727.0 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders’ equity |
$ |
2,107.6 |
|
|
$ |
2,205.3 |
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NATIONAL SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
|
(In millions)
|
|
Twelve Months Ended | ||||||
|
|
|
May 25, |
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May 27, | ||||
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
332.3 |
|
|
$ |
375.3 |
|
|
Adjustments to reconcile net income with net cash |
|
|
|
|
|
|
|
|
|
provided by operating activities: |
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
132.7 |
|
|
|
144.7 |
|
|
Share-based compensation expense |
|
|
89.7 |
|
|
|
111.5 |
|
|
Excess tax benefit from share-based payment arrangements |
|
|
(17.0 |
) |
|
|
(12.6 |
) |
|
Tax benefit associated with stock options |
|
|
27.5 |
|
|
|
29.6 |
|
|
Loss (gain) on investments |
|
|
6.0 |
|
|
|
(2.0 |
) |
|
Loss on disposal of equipment |
|
|
3.3 |
|
|
|
0.7 |
|
|
Non-cash restructuring expenses |
|
|
4.5 |
|
|
|
- |
|
|
Gain on sale of manufacturing plant assets |
|
|
(3.1 |
) |
|
|
- |
|
|
In-process research and development charge |
|
|
- |
|
|
|
6.1 |
|
|
Other, net |
|
|
4.0 |
|
|
|
2.4 |
|
|
Changes in certain assets and liabilities, net: |
|
|
|
|
|
|
|
|
|
Receivables |
|
|
13.3 |
|
|
|
57.9 |
|
|
Inventories |
|
|
27.1 |
|
|
|
15.7 |
|
|
Other current assets |
|
|
(19.3 |
) |
|
|
7.9 |
|
|
Accounts payable and accrued expenses |
|
|
44.5 |
|
|
|
(126.0 |
) |
|
Income taxes |
|
|
29.4 |
|
|
|
2.7 |
|
|
Other non-current liabilities |
|
|
(30.6 |
) |
|
|
4.4 |
|
|
Net cash provided by operating activities |
|
|
644.3 |
|
|
|
618.3 |
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchase of property, plant and equipment |
|
|
(111.3 |
) |
|
|
(106.6 |
) |
|
Business acquisition, net of cash acquired |
|
|
- |
|
|
|
(8.2 |
) |
|
Proceeds from sale of property, plant, and equipment |
|
|
16.6 |
|
|
|
1.2 |
|
|
Sale and maturity of available-for-sale securities |
|
|
- |
|
|
|
110.8 |
|
|
Proceeds from sale of investments |
|
|
0.2 |
|
|
|
- |
|
|
Funding of benefit plan |
|
|
(5.6 |
) |
|
|
(8.5 |
) |
|
Other, net |
|
|
(1.9 |
) |
|
|
2.9 |
|
|
Net cash used in investing activities |
|
|
(102.0 |
) |
|
|
(8.4 |
) |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Proceeds from unsecured senior notes, net of issuance costs |
|
|
992.9 |
|
|
|
- |
|
|
Proceeds from bank borrowings, net of issuance costs |
|
|
1,996.5 |
|
|
|
- |
|
|
Repayment of bank borrowing |
|
|
(1,546.8 |
) |
|
|
- |
|
|
Payment on software license obligations |
|
|
(8.7 |
) |
|
|
(8.7 |
) |
|
Excess tax benefit from share-based payment arrangements |
|
|
17.0 |
|
|
|
12.6 |
|
|
Minimum tax withholding paid on behalf of employees for net share settlements |
|
|
(14.6 |
) |
|
|
(1.4 |
) |
|
Issuance of common stock |
|
|
103.7 |
|
|
|
103.1 |
|
|
Purchase and retirement of treasury stock |
|
|
(2,123.5 |
) |
|
|
(774.0 |
) |
|
Cash dividends declared and paid |
|
|
(50.6 |
) |
|
|
(45.1 |
) |
|
Net cash used in financing activities |
|
|
(634.1 |
) |
|
|
(713.5 |
) |
|
Net decrease in cash and cash equivalents |
|
|
(91.8 |
) |
|
|
(103.6 |
) |
|
Cash and cash equivalents at beginning of year |
|
|
828.6 |
|
|
|
932.2 |
|
|
Cash and cash equivalents at end of year |
|
$ |
736.8 |
|
|
$ |
828.6 |
|
PART I. FINANCIAL INFORMATION
EARNINGS PER SHARE (Unaudited)
|
|
(In millions, except per share amounts) | |||||||||||||
|
|
|
Three Months Ended |
|
Twelve Months Ended |
| |||||||||
|
|
|
May 25, |
|
May 27, |
|
May 25, |
|
May 27, |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Basic |
|
$ |
0.35 |
|
$ |
0.29 |
|
$ |
1.31 |
|
$ |
1.17 |
| |
|
Diluted |
|
$ |
0.34 |
|
$ |
0.28 |
|
$ |
1.26 |
|
$ |
1.12 |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Net income used in basic and diluted |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
earnings per share calculation |
|
$ |
83.2 |
|
$ |
90.1 |
|
$ |
332.3 |
|
$ |
375.3 |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Weighted-average shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Basic |
|
|
236.8 |
|
|
312.0 |
|
|
252.8 |
|
|
319.5 |
| |
|
Diluted |
|
|
246.3 |
|
|
327.5 |
|
|
264.3 |
|
|
334.2 |
| |
OTHER FINANCIAL STATEMENT DETAIL
(In millions)
|
|
Three Months Ended |
|
Twelve Months Ended | |||||||||||
|
Other operating income, net |
May 25, |
|
May 27, |
|
May 25, |
|
May 27, | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net intellectual property income |
$ |
(0.4 |
) |
|
$ |
(0.6 |
) |
|
$ (0.6 |
) |
|
$ |
(1.8 |
) |
|
Other |
|
- |
|
|
|
- |
|
|
- |
|
|
|
(1.0 |
) |
|
Total other operating income, net |
$ |
(0.4 |
) |
|
$ |
(0.6 |
) |
|
$ (0.6 |
) |
|
$ |
(2.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other non-operating income (expense), net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (loss) on investments |
$ |
1.1 |
|
|
$ |
0.9 |
|
|
$ (6.0 |
) |
|
$ |
2.0 |
|
|
Charitable contribution |
|
- |
|
|
|
- |
|
|
(0.2 |
) |
|
|
- |
|
|
Total other non-operating income (expense), net |
$ |
1.1 |
|
|
$ |
0.9 |
|
|
$ (6.2 |
) |
|
$ |
2.0 |
|