Texas Instruments (TI) completed its acquisition of National Semiconductor on September 23, 2011. The all-cash deal gave National shareholders $25 for each eligible share and was valued at approximately $6.5 billion. National became a wholly owned TI subsidiary and joined TI’s Analog business.
What did TI pay for National Semiconductor?
The agreement, announced April 4, 2011, set cash consideration at $25 per eligible National Semiconductor share. TI and National described the transaction’s total value as approximately $6.5 billion. It was an all-cash acquisition, not a stock-for-stock merger.
National had reported approximately $1.6 billion in revenue for calendar year 2010, a figure cited in the acquisition announcement. That historical revenue figure is not the purchase price or a forecast of the combined company’s results.
When was the acquisition announced and completed?
| Date | Milestone |
|---|---|
| April 4, 2011 | TI and National announced the definitive merger agreement. Both companies’ boards had unanimously approved it. |
| May 23, 2011 | The U.S. Hart-Scott-Rodino waiting period expired without a request for additional information. |
| September 21, 2011 | The companies said all required regulatory reviews had cleared and expected the deal to close on September 23. |
| September 23, 2011 | The acquisition closed. National became a wholly owned TI subsidiary. |
Why did Texas Instruments acquire National?
TI presented the companies’ analog semiconductor portfolios as complementary. Analog chips process real-world signals in electronic systems, and the companies said the combined capabilities could help improve system performance and power efficiency. TI also pointed to expanded manufacturing capacity, customer and applications support, and market reach as strategic benefits.
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At closing, TI said its Analog semiconductor business represented more than half of TI’s company revenue. The acquisition therefore enlarged a major existing business rather than creating a separate, unrelated division.
What changed for National’s employees, products, and operations?
TI said more than 5,000 National employees would join the company and described the combined analog portfolio as nearly 45,000 products. It also said the combined sales force would be ten times larger than National’s former sales footprint.
TI said it would continue operating National manufacturing sites in Maine, Scotland, and Malaysia, along with National’s Santa Clara business headquarters and worldwide sales and design-support operations. These were the stated plans at closing; they do not, by themselves, establish that every site or arrangement remained unchanged in later years.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.How was the deal reflected in TI’s reporting?
TI’s 2011 annual report says it accounted for the acquisition-date consideration under ASC 805, Business Combinations. National’s operating results were included in TI’s Analog segment beginning September 23, 2011, the closing date.
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