XML 53 R33.htm IDEA: XBRL DOCUMENT v2.4.0.6
National Semiconductor acquisition (Tables)
12 Months Ended
Dec. 31, 2011
Business Combinations [Abstract]  
Fair value of consideration transferred
The acquisition-date fair value of the consideration transferred is as follows:
Cash payments
 
$
6,535

Fair value of vested share-based awards assumed by TI
 
22

Total consideration transferred to National shareholders
 
$
6,557

Fair value estimates of assets acquired and liabilities assumed
The final allocation of fair value by major class of the assets acquired and liabilities assumed as of the acquisition date is as follows:
 
 
At September 23, 2011
Cash and cash equivalents
 
$
1,145

Current assets
 
451

Inventory
 
225

Property, plant and equipment
 
865

Other assets
 
138

Acquired intangible assets (see details below)
 
2,956

Goodwill
 
3,528

Assumed current liabilities
 
(191
)
Assumed long-term debt
 
(1,105
)
Deferred taxes and other assumed non-current liabilities
 
(1,455
)
Total consideration transferred
 
$
6,557

Identifiable intangible assets acquired and their estimated useful lives
Identifiable intangible assets acquired and their estimated useful lives as of the acquisition date are as follows:
 
 
Asset Amount
 
Weighted Average
Useful Life (Years)
Developed technology
 
$
2,025

 
10
Customer relationships
 
810

 
8
Other
 
16

 
3
Identified intangible assets subject to amortization
 
2,851

 
 
In-process R&D
 
105

 
(a)
Total identified intangible assets
 
$
2,956

 
 
(a) In-process R&D is not amortized until the associated project has been completed. Alternatively, if the associated project is determined not to be viable, it will be expensed.
Pro forma summaries
These pro forma summaries are presented for informational purposes only and are not necessarily indicative of what the actual results of operations would have been had the acquisition taken place as of that date, nor are they indicative of future consolidated results of operations.
 
 
For Years Ended
December 31,
 
 
2011
 
2010
 
 
(unaudited)
Revenue
 
$
14,805

 
$
15,529

Net income
 
2,438

 
3,218

Earnings per common share – diluted
 
2.05

 
2.61

Acquisition-related charges
These total acquisition-related charges are as follows:
 
 
For Year Ended December 31, 2011
Inventory related
 
$
96

Property, plant and equipment related
 
15

As recorded in COR
 
111

Amortization of intangible assets
 
87

Severance and other benefits:
 
 
Change of control
 
41

Announced employment reductions
 
29

Stock-based compensation
 
50

Transaction costs
 
48

Retention bonuses
 
46

Other
 
14

As recorded in Acquisition charges/divestiture (gain)
 
315

Total acquisition-related charges
 
$
426