8-KOther EventsExhibits & Filings

TEXAS INSTRUMENTS INC 8-K Report, Corporate Update (Nov 3, 2006)

Filed November 3, 2006For Securities:TXN

Summary

This Form 8-K filing by Texas Instruments (TXN) on November 3, 2006, primarily serves to retroactively present the company's financial information with its former Sensors & Controls segment clearly delineated as discontinued operations. This segment was sold on April 27, 2006, to an affiliate of Bain Capital, LLC for $3 billion in cash. The filing ensures that past financial reports, specifically the Form 10-K for the year ended December 31, 2005, are restated to reflect this divestiture accurately according to generally accepted accounting principles. Investors reviewing this report should understand that the primary purpose is a financial reporting adjustment rather than a disclosure of new operational developments or significant recent business events. The revised financial data, including Management's Discussion and Analysis, is provided as Exhibit 99 and pertains to all periods presented in the original 2005 10-K. The company explicitly states that this exhibit does not incorporate events occurring after the original 2005 10-K filing, except as necessitated by the discontinued operations presentation and subsequent events disclosure.

Key Highlights

  • 1Texas Instruments (TXN) is filing a Form 8-K to present revised financial information regarding its former Sensors & Controls segment as discontinued operations.
  • 2The sale of the Sensors & Controls segment to an affiliate of Bain Capital, LLC for $3 billion in cash was completed on April 27, 2006.
  • 3The former Sensors & Controls business has been renamed Sensata Technologies.
  • 4Revised financial data and Management's Discussion and Analysis (MD&A) are provided in Exhibit 99 for all periods presented in the 2005 Form 10-K.
  • 5The filing ensures compliance with generally accepted accounting principles by correctly classifying the divested segment.
  • 6The revised information in Exhibit 99 does not include events that occurred after the original filing of the 2005 Form 10-K, other than changes related to discontinued operations.
  • 7The company directs investors to subsequent SEC filings for information on significant developments and changes since the original 2005 10-K.

Frequently Asked Questions

The main purpose of this 8-K filing is to provide revised financial information that presents Texas Instruments' former Sensors & Controls segment as discontinued operations, in accordance with generally accepted accounting principles. This reflects the completion of the sale of this segment.

The Sensors & Controls segment was sold on April 27, 2006, for $3 billion in cash to an affiliate of Bain Capital, LLC.

No, this filing primarily serves as a restatement of historical financial information to correctly classify the divested Sensors & Controls segment as discontinued operations. The company explicitly states that the revised information in Exhibit 99 does not reflect events occurring after the filing of the original 2005 Form 10-K, except as required to present the discontinued operations.

The filing directs investors to review the Registrant's subsequent SEC filings for information concerning significant developments and other changes to Texas Instruments' business since the filing of its original Form 10-K for the year ended December 31, 2005.