A Dark Vector Cognition product

Item 1. Financial Statements

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Item 1. Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

($ in millions, unless otherwise stated)

For the three months ended
April 2, 2023April 3, 2022
Revenue3,1213,136
Cost of revenue(1,351)(1,359)
Gross profit1,7701,777
Research and development(577)(518)
Selling, general and administrative(280)(251)
Amortization of acquisition-related intangible assets(85)(135)
Total operating expenses(942)(904)
Other income (expense)(3)—
Operating income (loss)825873
Financial income (expense):
Other financial income (expense)(82)(105)
Income (loss) before income taxes743768
Benefit (provision) for income taxes(118)(114)
Results relating to equity-accounted investees(2)12
Net income (loss)623666
Less: Net income (loss) attributable to non-controlling interests89
Net income (loss) attributable to stockholders615657
Earnings per share data:
Net income (loss) per common share attributable to stockholders in $
Basic2.372.50
Diluted2.352.48
Weighted average number of shares of common stock outstanding during the period (in thousands):
Basic259,576263,089
Diluted261,210265,109

See accompanying notes to the Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

($ in millions, unless otherwise stated)

For the three months ended
April 2, 2023April 3, 2022
Net income (loss)623666
Other comprehensive income (loss), net of tax:
Change in fair value cash flow hedges3(4)
Change in foreign currency translation adjustment19(18)
Total other comprehensive income (loss)22(22)
Total comprehensive income (loss)645644
Less: Comprehensive income (loss) attributable to non-controlling interests89
Total comprehensive income (loss) attributable to stockholders637635

See accompanying notes to the Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

($ in millions, unless otherwise stated)

April 2, 2023December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents3,9303,845
Accounts receivable, net1,063960
Inventories, net1,9771,782
Other current assets387348
Total current assets7,3576,935
Non-current assets:
Other non-current assets2,0951,942
Property, plant and equipment, net of accumulated depreciation of $5,350 and $5,2143,1233,105
Identified intangible assets, net of accumulated amortization of $1,717 and $1,8831,2081,311
Goodwill9,9499,943
Total non-current assets16,37516,301
Total assets23,73223,236
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable1,0021,185
Restructuring liabilities-current2719
Other current liabilities2,1862,066
Short-term debt998—
Total current liabilities4,2133,270
Non-current liabilities:
Long-term debt10,16911,165
Restructuring liabilities71
Deferred tax liabilities3845
Other non-current liabilities1,0571,015
Total non-current liabilities11,27112,226
Total liabilities15,48415,496
Equity:
Non-controlling interests299291
Stockholders’ equity:
Common stock, par value €0.20 per share:5656
Capital in excess of par value14,19214,091
Treasury shares, at cost:
14,784,336 shares (2022: 15,056,232 shares)(2,745)(2,799)
Accumulated other comprehensive income (loss)9876
Accumulated deficit(3,652)(3,975)
Total stockholders’ equity7,9497,449
Total equity8,2487,740
Total liabilities and equity23,73223,236

See accompanying notes to the Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

($ in millions, unless otherwise stated)

For the three months ended
April 2, 2023April 3, 2022
Cash flows from operating activities:
Net income (loss)623666
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization283310
Share-based compensation9989
Amortization of discount (premium) on debt, net11
Amortization of debt issuance costs22
Net (gain) loss on sale of assets—(1)
(Gain) loss on equity security, net1(4)
Results relating to equity-accounted investees2(12)
Deferred tax expense (benefit)(62)(33)
Changes in operating assets and liabilities:
(Increase) decrease in receivables and other current assets(138)(61)
(Increase) decrease in inventories(196)(122)
Increase (decrease) in accounts payable and other liabilities52266
Decrease (increase) in other non-current assets(33)(247)
Exchange differences5—
Other items(7)2
Net cash provided by (used for) operating activities632856
Cash flows from investing activities:
Purchase of identified intangible assets(42)(43)
Capital expenditures on property, plant and equipment(251)(280)
Purchase of equipment leased to others—(5)
Proceeds from disposals of property, plant and equipment—1
Purchase of interests in businesses, net of cash acquired—(4)
Purchase of investments(58)—
Proceeds from return of equity investment—2
Net cash provided by (used for) investing activities(351)(329)
Cash flows from financing activities:
Cash paid for debt issuance costs—(1)
Dividends paid to common stockholders(219)(149)
Proceeds from issuance of common stock through stock plans3328
Purchase of treasury shares and restricted stock unit withholdings(11)(552)
Other, net(1)—
Net cash provided by (used for) financing activities(198)(674)
Effect of changes in exchange rates on cash positions2—
Increase (decrease) in cash and cash equivalents85(147)
Cash and cash equivalents at beginning of period3,8452,830
Cash and cash equivalents at end of period3,9302,683
Supplemental disclosures to the condensed consolidated cash flows
Net cash paid during the period for:
Interest5445
Income taxes, net of refunds294122
Net gain (loss) on sale of assets:
Cash proceeds from the sale of assets—1
Non-cash investing activities:
Non-cash capital expenditures176246

See accompanying notes to the Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Unaudited)

($ in millions, unless otherwise stated)

Outstanding number of shares (in thousands)Common stockCapital in excess of par valueTreasury shares at costAccumulated other comprehensive income (loss)Accumulated deficitTotal stock- holders’ equityNon- controlling interestsTotal equity
Balance as of December 31, 2022259,4635614,091(2,799)76(3,975)7,4492917,740
Net income (loss)6156158623
Other comprehensive income222222
Share-based compensation plans101101101
Shares issued pursuant to stock awards30961(28)3333
Treasury shares repurchased and retired(37)(7)(7)(7)
Dividends common stock ($1.014 per share)(264)(264)(264)
Balance as of April 2, 2023259,7355614,192(2,745)98(3,652)7,9492998,248
Outstanding number of shares (in thousands)Common stockCapital in excess of par valueTreasury shares at costAccumulated other comprehensive income (loss)Accumulated deficitTotal stock- holders’ equityNon- controlling interestsTotal equity
Balance as of December 31, 2021264,9505613,727(1,932)48(5,371)6,5282426,770
Net income (loss)6576579666
Other comprehensive income(22)(22)(22)
Share-based compensation plans929292
Shares issued pursuant to stock awards25651(23)2828
Treasury shares repurchased and retired(2,653)(552)(552)(552)
Dividends common stock ($0.8450 per share)(222)(222)(222)
Balance as of April 3, 2022262,5535613,819(2,433)26(4,959)6,5092516,760

See accompanying notes to the Condensed Consolidated Financial Statements

NXP SEMICONDUCTORS N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

All amounts in millions of $ unless otherwise stated

1 Basis of Presentation and Overview

We prepared our interim condensed consolidated financial statements that accompany these notes in conformity with U.S. generally accepted accounting principles, consistent in all material respects with those applied in our Annual Report on Form 10-K for the year ended December 31, 2022.

We have made estimates and judgments affecting the amounts reported in our condensed consolidated financial statements and the accompanying notes. The actual results that we experience may differ materially from our estimates. The interim financial information is unaudited, but reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This interim information should be read in conjunction with the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022.

2 Significant Accounting Policies and Recent Accounting Pronouncements

Significant Accounting Policies

For a discussion of our significant accounting policies see, “Part II – Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – “Significant Accounting Policies” of our Annual Report on Form 10-K for the year ended December 31, 2022. There have been no changes to our significant accounting policies since our Annual Report on Form 10-K for the year ended December 31, 2022.

New accounting standards not yet adopted

In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. ASU 2022-04, which require that a buyer in a supplier finance program to disclose sufficient information about the program, is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. ASU 2022-04 became effective for us on January 1, 2023. We have assessed our current positions and the interrelation to the amendments and the adoption of this update did not have a material impact on the Company's consolidated financial statements and related disclosures.

Accounting standards recently adopted

No new accounting pronouncements were issued or became effective in the period that had, or are expected to have, a material impact on our Consolidated Financial Statements.

3 Acquisitions and Divestments

2023

There were no material acquisitions or divestments during the first three months of 2023.

2022

On July 19, 2022, we acquired PL Sense for a total consideration of $22.1 million, net of closing adjustments. There were no material divestments during 2022.

4 Supplemental Financial Information

Statement of Operations Information:

Disaggregation of revenue

The following table presents revenue disaggregated by sales channel:

For the three months ended
April 2, 2023April 3, 2022
Distributors1,4911,680
Original Equipment Manufacturers and Electronic Manufacturing Services1,5941,412
Other3644
Total3,1213,136

Depreciation, amortization and impairment

For the three months ended
April 2, 2023April 3, 2022
Depreciation of property, plant and equipment160142
Amortization of internal use software42
Amortization of other identified intangible assets119166
Total - Depreciation, amortization and impairment283310

Financial income and expense

For the three months ended
April 2, 2023April 3, 2022
Interest income422
Interest expense(111)(104)
Total other financial income/ (expense)(13)(3)
Total - Financial income and expenses(82)(105)

Earnings per share

The computation of earnings per share (EPS) is presented in the following table:

For the three months ended
April 2, 2023April 3, 2022
Net income (loss)623666
Less: net income (loss) attributable to non-controlling interests89
Net income (loss) attributable to stockholders615657
Weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands)259,576263,089
Plus incremental shares from assumed conversion of:
Options 1)206321
Restricted Share Units, Performance Share Units and Equity Rights 2)1,4281,699
Dilutive potential common shares1,6342,020
Adjusted weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands)261,210265,109
EPS attributable to stockholders in $:
Basic net income (loss)2.372.50
Diluted net income (loss)2.352.48
  1. There were no stock options to purchase shares of NXP’s common stock that were outstanding in Q1 2023 (Q1 2022: no shares) that were anti-dilutive and were not included in the computation of diluted EPS because the exercise price was greater than the average fair market value of the common stock or the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense and exercise prices were greater than the weighted average number of shares underlying outstanding stock options.

  2. There were 0.3 million unvested RSUs, PSUs and equity rights that were outstanding in Q1 2023 (Q1 2022: 0.2 million shares) that were anti-dilutive and were not included in the computation of diluted EPS because the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense were greater than the weighted average number of outstanding unvested RSUs, PSUs and equity rights or the performance goal has not been met yet.

Balance Sheet Information

Cash and cash equivalents

At April 2, 2023 and December 31, 2022, our cash balance was $3,930 million and $3,845 million, respectively, of which $234 million and $227 million was held by SSMC, our consolidated joint venture company with TSMC. Under the terms of our joint venture agreement with TSMC, a portion of this cash can be distributed by way of a dividend to us, but 38.8% of the dividend will be paid to our joint venture partner. During both first three months of 2023 and 2022, no dividends were declared by SSMC.

Inventories

The portion of finished goods stored at customer locations under consignment amounted to $11 million as of April 2, 2023 (December 31, 2022: $8 million).

Inventories are summarized as follows:

April 2, 2023December 31, 2022
Raw materials135151
Work in process1,5221,308
Finished goods320323
1,9771,782

The amounts recorded above are net of allowance for obsolescence of $142 million as of April 2, 2023 (December 31, 2022: $125 million).

Equity Investments

At April 2, 2023 and December 31, 2022, the total carrying value of investments in equity securities is summarized as follows:

April 2, 2023December 31, 2022
Marketable equity securities99
Non-marketable equity securities3118
Equity-accounted investments10371
14398

The total carrying value of investments in equity-accounted investees is summarized as follows:

April 2, 2023December 31, 2022
Shareholding %AmountShareholding %Amount
SMART Growth Fund, L.P.8.41%398.41%38
SigmaSense, LLC10.64%35——
Others—29—33
10371

Results related to equity-accounted investees at the end of each period were as follows:

For the three months ended
April 2, 2023April 3, 2022
Company's share in income (loss)(2)11
Other results—1
(2)12

Other current liabilities

Other current liabilities at April 2, 2023 and December 31, 2022 consisted of the following:

April 2, 2023December 31, 2022
Accrued compensation and benefits491467
Customer programs614432
Income taxes payable177296
Dividend payable263219
Other641652
2,1862,066

We have reclassified certain amounts related to customer programs previously presented in “Accounts payable” to “Other current liabilities” as of December 31, 2022 to conform to current period presentation as follows:

December 31, 2022
Accounts payable:
As reported1,617
Reclassification - customer programs(432)
Adjusted1,185
Other current liabilities:
As reported1,634
Reclassification - customer programs432
Adjusted2,066

Accumulated other comprehensive income (loss)

Total comprehensive income (loss) represents net income (loss) plus the results of certain equity changes not reflected in the condensed consolidated statements of operations. The after-tax components of accumulated other comprehensive income (loss) and their corresponding changes are shown below:

Currency translation differencesChange in fair value cash flow hedgesNet actuarial gain/(losses)Accumulated Other Comprehensive Income (loss)
As of December 31, 2022135(1)(58)76
Other comprehensive income (loss) before reclassifications192—21
Amounts reclassified out of accumulated other comprehensive income (loss)—2—2
Tax effects—(1)—(1)
Other comprehensive income (loss)193—22
As of April 2, 20231542(58)98

Cash dividends

The following dividends were declared during the first quarters of 2023 and 2022 under NXP’s quarterly dividend program:

Fiscal year 2023Fiscal year 2022
Dividend per shareAmountDividend per shareAmount
First quarter1.0142630.845222

The dividend declared in the first quarter (not yet paid) is classified in the condensed consolidated balance sheet in other current liabilities as of April 2, 2023 and was subsequently paid on April 5, 2023.

5 Restructuring

At each reporting date, we evaluate our restructuring liabilities, which consist primarily of termination benefits, to ensure that our accruals are still appropriate.

The following table presents the changes in restructuring liabilities in 2023:

As of January 1, 2023AdditionsUtilizedReleasedOther changesAs of April 2, 2023
Restructuring liabilities2021(2)(3)(2)34

The total restructuring liability as of April 2, 2023 of $34 million is classified in the consolidated balance sheet under current liabilities ($27 million) and non-current liabilities ($7 million).

The restructuring charges for the three month period ending April 2, 2023 consist of $21 million for personnel related costs for a new restructuring program, offset by a $3 million release for an earlier program. There were no significant restructuring costs incurred for the three month period ended April 3, 2022 and the utilization of the restructuring liabilities mainly reflects the execution of ongoing restructuring programs the Company initiated in earlier years.

These restructuring charges recorded in operating income, for the periods indicated, are included in the following line items in the statement of operations:

For the three months ended
April 2, 2023April 3, 2022
Cost of revenue(2)—
Research and development14(1)
Selling, general and administrative6—
Net restructuring charges18(1)

6 Income Tax

For the three months ended
April 2, 2023April 3, 2022
Benefit (provision) for income taxes(118)(114)
Effective tax rate15.9%14.8%
Statutory income tax rate in the Netherlands25.8%25.8%

Beginning with the first quarter of 2023, NXP was in a position to make a reliable estimate of its annual effective tax rate. This estimated annual effective tax rate ("EAETR") is then applied to the year-to-date Income (loss) before income taxes excluding discrete items, to determine the year-to-date benefit (provision) for income taxes. The income tax effects of any discrete items are recognized in the interim period in which they occur. As the year progresses, the Company continually refines the EAETR based upon actual events and the apportionment of our earnings (loss). This continual estimation process periodically may result in a change to our EAETR for the year. When this occurs, we adjust on an accumulated basis the benefit (provision) for income taxes during the quarter in which the change occurs.

Our provision for income taxes for 2023 is based on our EAETR of 17.0%, which is lower than the Netherlands statutory tax rate of 25.8%, primarily due to tax benefits from the Netherlands and foreign tax incentives. The effective tax rate of 15.9% for the first quarter of 2023 was lower than the EAETR due to the income tax benefit for discrete items of $8 million. The discrete items are primarily related to changes in estimates for previous years and the impact of foreign currency on income tax related items. The effective tax rate of 14.8% for the first quarter of 2022 was lower compared to the current period due to higher foreign tax incentives as a result of an increase in qualifying investments and also due to a different mix of the benefit (provision) of income taxes in the locations that we operate in.

7 Identified Intangible Assets

Identified intangible assets as of April 2, 2023 and December 31, 2022, respectively, were composed of the following:

April 2, 2023December 31, 2022
Gross carrying amountAccumulated amortizationGross carrying amountAccumulated amortization
In-process R&D (IPR&D) 1)70—70—
Customer-related788(318)788(307)
Technology-based2,067(1,399)2,336(1,576)
Identified intangible assets2,925(1,717)3,194(1,883)
1) IPR&D is not subject to amortization until completion or abandonment of the associated research and development effort.

The estimated amortization expense for these identified intangible assets for each of the five succeeding years is:

2023 (remaining)329
2024281
2025160
202682
202761
Thereafter295

All intangible assets, excluding IPR&D and goodwill, are subject to amortization and have no assumed residual value.

The expected weighted average remaining life of identified intangibles is 4 years as of April 2, 2023 (December 31, 2022: 4 years).

8 Debt

The following table summarizes the outstanding debt as of April 2, 2023 and December 31, 2022:

April 2, 2023December 31, 2022
MaturitiesAmountInterest rateAmountInterest rate
Fixed-rate 4.875% senior unsecured notesMar, 20241,0004.8751,0004.875
Fixed-rate 2.7% senior unsecured notesMay, 20255002.7005002.700
Fixed-rate 5.35% senior unsecured notesMar, 20265005.3505005.350
Fixed-rate 3.875% senior unsecured notesJun, 20267503.8757503.875
Fixed-rate 3.15% senior unsecured notesMay, 20275003.1505003.150
Fixed-rate 4.40% senior unsecured notesJun, 20275004.4005004.400
Fixed-rate 5.55% senior unsecured notesDec, 20285005.5505005.550
Fixed-rate 4.3% senior unsecured notesJun, 20291,0004.3001,0004.300
Fixed-rate 3.4% senior unsecured notesMay, 20301,0003.4001,0003.400
Fixed-rate 2.5% senior unsecured notesMay, 20311,0002.5001,0002.500
Fixed-rate 2.65% senior unsecured notesFeb, 20321,0002.6501,0002.650
Fixed-rate 5.00% senior unsecured notesJan, 20331,0005.0001,0005.000
Fixed-rate 3.25% senior unsecured notesMay, 20411,0003.2501,0003.250
Fixed-rate 3.125% senior unsecured notesFeb, 20425003.1255003.125
Fixed-rate 3.25% senior unsecured notesNov, 20515003.2505003.250
Floating-rate revolving credit facility (RCF)Aug, 2027————
Total principal11,25011,250
Unamortized discounts, premiums and debt issuance costs(83)(85)
Total debt, including unamortized discounts, premiums, debt issuance costs and fair value adjustments11,16711,165
Current portion of long-term debt998—
Long-term debt10,16911,165

9 Related-Party Transactions

The Company's related parties are the members of the board of directors of NXP Semiconductors N.V., the executive officers of NXP Semiconductors N.V. and equity-accounted investees.

The following table presents the amounts related to revenue and other income and purchase of goods and services incurred in transactions with these related parties:

For the three months ended
April 2, 2023April 3, 2022
Revenue and other income13
Purchase of goods and services—1

The following table presents the amounts related to receivable and payable balances with these related parties:

April 2, 2023December 31, 2022
Receivables51
Payables123

10 Fair Value Measurements

The following table summarizes the estimated fair value of our financial instruments which are measured at fair value on a recurring basis:

Estimated fair value
Fair value hierarchyApril 2, 2023December 31, 2022
Assets:
Money market funds12,8322,817
Marketable equity securities199
Derivative instruments-assets278
Liabilities:
Derivative instruments-liabilities2(3)(6)

The following methods and assumptions were used to estimate the fair value of financial instruments:

Assets and liabilities measured at fair value on a recurring basis

Investments in money market funds (as part of our cash and cash equivalents) and marketable equity securities (as part of other non-current assets) have fair value measurements which are all based on quoted prices in active markets for identical assets or liabilities. For derivatives (as part of other current assets or accrued liabilities) the fair value is based upon significant other observable inputs depending on the nature of the derivative.

Assets and liabilities recorded at fair value on a non-recurring basis

We measure and record our non-marketable equity securities, equity method investments and non-financial assets, such as intangible assets and property, plant and equipment, at fair value when an impairment charge is required.

Assets and liabilities not recorded at fair value on a recurring basis

Financial instruments not recorded at fair value on a recurring basis include non-marketable equity securities and equity method investments that have not been remeasured or impaired in the current period and debt.

As of April 2, 2023, the estimated fair value of current and non-current debt was $10.1 billion ($9.8 billion as of December 31, 2022). The fair value is estimated on the basis of broker-dealer quotes, which are Level 2 inputs. Accrued interest is included under accrued liabilities and not within the carrying amount or estimated fair value of debt.

11 Commitments and Contingencies

Purchase Commitments

The Company maintains purchase commitments with certain suppliers, primarily for raw materials, semi-finished goods and manufacturing services and for some non-production items. Purchase commitments for inventory materials are generally restricted to a forecasted time-horizon as mutually agreed upon between the parties. This forecasted time-horizon can vary for different suppliers. As of April 2, 2023, the Company had purchase commitments of $3.9 billion, which are due through 2044. Our long-term obligations increased substantially in 2021 as we locked in long-term supply with our key manufacturing partners.

Litigation

We are regularly involved as plaintiffs or defendants in claims and litigation relating to a variety of matters such as contractual disputes, personal injury claims, employee grievances and intellectual property litigation. In addition, our acquisitions, divestments and financial transactions sometimes result in, or are followed by, claims or litigation. Some of these claims may possibly be recovered from insurance reimbursements. Although the ultimate disposition of asserted claims cannot be predicted with certainty, it is our belief that the outcome of any such claims, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position. However, such outcomes may be material to our condensed consolidated statement of operations for a particular period. The Company records an accrual for any claim that arises whenever it considers that it is probable that it is exposed to a loss contingency and the amount of the loss contingency can be reasonably estimated. The Company does not record a gain contingency until the period in which all contingencies are resolved and the gain is realized or realizable. Legal fees are expensed when incurred.

Based on the most current information available to it and based on its best estimate, the Company also reevaluates at least on a quarterly basis the claims that have arisen to determine whether any new accruals need to be made or whether any accruals made need to be adjusted. Based on the procedures described above, the Company has an aggregate amount of $102 million accrued for potential and current legal proceedings pending as of April 2, 2023, compared to $58 million accrued at December 31, 2022 (without reduction for any related insurance reimbursements). The accruals are included in “Other current liabilities” and in “Other non-current liabilities”. As of April 2, 2023, the Company’s related balance of insurance reimbursements was $67 million (December 31, 2022: $43 million) and is included in “Other non-current assets”.

The Company also estimates the aggregate range of reasonably possible losses in excess of the amount accrued based on currently available information for those cases for which such estimate can be made. The estimated aggregate range requires significant judgment, given the varying stages of the proceedings, the existence of multiple defendants (including the Company) in such claims whose share of liability has yet to be determined, the numerous yet-unresolved issues in many of the claims, and the attendant uncertainty of the various potential outcomes of such claims. Accordingly, the Company’s estimate will change from time to time, and actual losses may be more than the current estimate. As at April 2, 2023, the Company believes that for all litigation pending its potential aggregate exposure to loss in excess of the amount accrued (without reduction for any amounts that may possibly be recovered under insurance programs) could range between $0 and $106 million. Based upon our past experience with these matters, the Company would expect to receive additional insurance reimbursement of up to $70 million on certain of these claims that would partially offset the potential aggregate exposure to loss in excess of the amount accrued.

In addition, the Company is currently assisting Motorola in the defense of personal injury lawsuits due to indemnity obligations included in the agreement that separated Freescale from Motorola in 2004. The multi-plaintiff Motorola lawsuits are pending in the Circuit Court of Cook County, Illinois. These claims allege a link between working in semiconductor manufacturing clean room facilities and birth defects in 22 individuals. The Motorola suits allege exposures between 1980 and 2005. Each claim seeks an unspecified amount of damages for the alleged injuries; however, legal counsel representing the plaintiffs has indicated they will seek substantial compensatory and punitive damages from Motorola for the entire inventory of claims which, if proven and recovered, the Company considers to be material. A portion of any indemnity due to Motorola will be reimbursed to NXP if Motorola receives an indemnification payment from its insurance coverage. Motorola has potential insurance coverage for many of the years indicated above, but with differing types and levels of coverage, self-insurance retention amounts and deductibles. We are in discussions with Motorola and their insurers regarding the availability of applicable insurance coverage for each of the individual cases. Motorola and NXP have denied liability for these alleged injuries based on numerous defenses.

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