8-KOther Events

Motorola Solutions, Inc. 8-K Report (Jun 24, 2004)

Filed June 24, 2004For Securities:MSI

Summary

This Form 8-K filing by Motorola, Inc. (MSI) on June 24, 2004, primarily announces a significant financial event related to the anticipated initial public offering (IPO) of its semiconductor operations, which were to be spun off as Freescale Semiconductor, Inc. The distribution of a preliminary prospectus by Freescale Semiconductor indicates that the IPO is now considered "more likely than not." Consequently, Motorola is required to reevaluate its deferred tax assets associated with these operations. As a result of this reevaluation, Motorola estimates a substantial non-cash income tax charge ranging from $850 million to $1 billion. This charge will be recognized as a valuation allowance against these deferred tax assets in Motorola's consolidated statements of operations for the fiscal quarter ending July 3, 2004. The filing also notes that if the IPO is completed and Motorola's remaining shares in Freescale are distributed to stockholders, Freescale's financial results, including this valuation allowance, would be presented as discontinued operations.

Key Highlights

  • 1Motorola's semiconductor operations, now Freescale Semiconductor, Inc., have taken a significant step towards an Initial Public Offering (IPO) with the distribution of a preliminary prospectus.
  • 2The IPO of Freescale Semiconductor is now considered "more likely than not" by Motorola.
  • 3Motorola anticipates a non-cash income tax charge between $850 million and $1 billion for the quarter ending July 3, 2004.
  • 4This charge is related to establishing a valuation allowance for deferred tax assets associated with Motorola's semiconductor operations.
  • 5If the IPO and subsequent distribution occur, Freescale's results will be reported as discontinued operations.
  • 6The filing highlights business risks, including the final determination of the tax charge and satisfaction of IPO conditions.
  • 7This event signifies a major step in Motorola's plan to separate its semiconductor business.

Frequently Asked Questions

The main purpose of this 8-K filing is to inform investors that Motorola's semiconductor business, Freescale Semiconductor, Inc., has made progress towards its initial public offering (IPO) by distributing a preliminary prospectus. This progress triggers a significant accounting event for Motorola.

Motorola expects to record a substantial non-cash income tax charge of approximately $850 million to $1 billion in its financial results for the quarter ending July 3, 2004. This charge is due to the establishment of a valuation allowance for deferred tax assets related to the semiconductor operations.

If the IPO is completed and Motorola distributes its remaining shares of Freescale to its stockholders, Freescale's past and current financial performance will be separated from Motorola's ongoing business operations in financial statements. This allows investors to better assess the performance of Motorola's core continuing businesses.

Yes, the filing mentions business risks, including the final determination of the exact amount of the non-cash income tax charge at the end of the second quarter and the successful satisfaction of conditions necessary to complete the transaction, some of which are beyond Motorola's and Freescale's control.