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Texas Instruments completed its acquisition of National Semiconductor on September 23, 2011, five months after announcing an all-cash deal valued at about $6.5 billion. TI’s stated strategic aim was to pair National’s analog-chip portfolio with TI’s broader product range and larger sales organization.
What TI agreed to pay
On April 4, 2011, Texas Instruments Incorporated (TI) and National Semiconductor Corporation announced a definitive agreement under which TI would pay $25 per National share in cash. The companies valued the transaction at about $6.5 billion. Both boards had unanimously approved the agreement, but regulatory clearances and National shareholder approval were still required. TI’s April 4 announcement
Why TI said it wanted National
The companies presented the transaction as a way to broaden TI’s analog business and extend the reach of National’s products. TI reported that National had 12,000 analog products, while TI had 30,000. The announcement said the combined sales team would be ten times the size of National’s previous team. These were company-stated strategic rationale and figures, not independent evidence that the deal later produced growth or customer benefits.
TI chairman, president and chief executive officer Rich Templeton said in the April 4 announcement: “This acquisition is about strength and growth,” TI’s announcement
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- Timing From Microseconds to Hours
- Astable or Monostable Operation
- Adjustable Duty Cycle
- TTL-Compatible Output Can Sink or Source up to 200 mA
How the deal cleared and closed
- May 23, 2011: The U.S. antitrust waiting period expired without the Department of Justice or Federal Trade Commission requesting additional information. TI and National said seven non-U.S. regulatory clearances and National shareholder approval remained. TI’s May 23 update
- September 21, 2011: TI announced that all required regulatory reviews had cleared. TI’s regulatory-clearance announcement
- September 23, 2011: The acquisition closed. TI said more than 5,000 National employees joined the company and National became part of TI’s Analog business. TI’s closing announcement
What the completed acquisition added
At closing, TI described the combined analog portfolio as nearly 45,000 products. Its later 2011 annual-report filing stated that National’s operating results were included in TI’s Analog segment from the acquisition date. The filing reported $6.535 billion in cash payments for the acquisition; that accounting figure differs in presentation from the announcement’s approximate $6.5 billion transaction valuation. TI’s 2011 annual report filing
The deal’s public announcements and filing establish its terms, rationale, completion and accounting treatment. They do not, by themselves, establish whether the expected growth, profitability or customer benefits materialized over the longer term.
Quick Recap
Best Value
- Product type - audio amplifier
- Pin count - 8
- Amplifier type - class-ab
- Country of origin: Taiwan
Rank #4
- Wide Operating Voltage Range of 2 V to 6 V
- Outputs Can Drive Up To 10 LSTTL Loads
- Low Power Consumption, 20-μA Max ICC
- Low Input Current of 1 μA Max
- Typical tpd = 8 ns
Rank #3
- Logic circuit type - phase locked loop
- Input frequency-max (MHz) - 14
- Supply voltage-nom (vsup) (v) - 10
Rank #2
- 100% tested for quiescent current at 20 V
- Fully static operation
- Medium speed operation…10 MHz (typ.) at VDD = 10 V
- Meets all requirements of JEDEC Tentative Standard No. 13B, "Standard Specifications for Description of ’B’ Series CMOS Devices"
- Standardized, symmetrical output characteristics
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