nxpi-20210404

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 4, 2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number: 001-34841

NXP Semiconductors N.V.

(Exact name of registrant as specified in its charter)


Netherlands						98-1144352
(State or other jurisdiction of incorporation or organization)						(I.R.S. employer identification number)

60 High Tech Campus						5656 AG
Eindhoven
Netherlands
(Address of principal executive offices)						(Zip code)


	+31	40	2729999
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common shares, EUR 0.20 par value	NXPI	The Nasdaq Global Select Market

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of April 23, 2021, there were 275,750,318 shares of our common stock, €0.20 par value per share, issued and outstanding.

NXP Semiconductors N.V.

Form 10-Q

For the Fiscal Quarter Ended April 4, 2021

TABLE OF CONTENTS


		Page
Part I
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 4.	Controls and Procedures	21

Part II
Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 5.	Other Information	22
Item 6.	Exhibits	23

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

($ in millions, unless otherwise stated)


	For the three months ended
	April 4, 2021	March 29, 2020
Revenue	2,567	2,021
Cost of revenue	(1,212)	(1,024)
Gross profit	1,355	997
Research and development	(461)	(425)
Selling, general and administrative	(222)	(233)
Amortization of acquisition-related intangible assets	(180)	(381)
Total operating expenses	(863)	(1,039)
Other income (expense)	—	110
Operating income (loss)	492	68
Financial income (expense):

Other financial income (expense)	(87)	(78)
Income (loss) before income taxes	405	(10)
Benefit (provision) for income taxes	(40)	(2)
Results relating to equity-accounted investees	(1)	(1)
Net income (loss)	364	(13)
Less: Net income (loss) attributable to non-controlling interests	11	8
Net income (loss) attributable to stockholders	353	(21)

Earnings per share data:
Net income (loss) per common share attributable to stockholders in $
Basic	1.27	(0.08)
Diluted	1.25	(0.08)

Weighted average number of shares of common stock outstanding during the period (in thousands):
Basic	277,526	279,933
Diluted	283,263	279,933

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 4, 2021	March 29, 2020
Net income (loss)	364	(13)
Other comprehensive income (loss), net of tax:
Change in fair value cash flow hedges	(14)	(10)
Change in foreign currency translation adjustment	(42)	(49)
Change in net actuarial gain (loss)	—	(2)

Total other comprehensive income (loss)	(56)	(61)
Total comprehensive income (loss)	308	(74)
Less: Comprehensive income (loss) attributable to non-controlling interests	11	8
Total comprehensive income (loss) attributable to stockholders	297	(82)

See accompanying notes to the Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

($ in millions, unless otherwise stated)


		April 4, 2021	December 31, 2020
ASSETS
Current assets:
	Cash and cash equivalents	1,842	2,275
	Accounts receivable, net	833	765

	Inventories, net	1,056	1,030
	Other current assets	293	254
Total current assets		4,024	4,324
Non-current assets:
	Other non-current assets	1,039	1,013
	Property, plant and equipment, net of accumulated depreciation of $4,344 and $4,237	2,304	2,284
	Identified intangible assets, net of accumulated amortization of $7,118 and $7,007	2,057	2,242
	Goodwill	9,968	9,984
	Total non-current assets	15,368	15,523
Total assets		19,392	19,847

LIABILITIES AND EQUITY
Current liabilities:
	Accounts payable	1,033	991

	Restructuring liabilities-current	42	60
	Other current liabilities	1,190	966

Total current liabilities		2,265	2,017
Non-current liabilities:
	Long-term debt	7,611	7,609
	Restructuring liabilities	14	14
	Deferred tax liabilities	85	85
	Other non-current liabilities	896	971
Total non-current liabilities		8,606	8,679
Total liabilities		10,871	10,696
Equity:
	Non-controlling interests	218	207

	Stockholders’ equity:
	Common stock, par value €0.20 per share:	59	59
	Capital in excess of par value	14,224	14,133
	Treasury shares, at cost:
	13,770,785 shares (2020: 9,044,952 shares)	(1,905)	(1,037)
	Accumulated other comprehensive income (loss)	61	117
	Accumulated deficit	(4,136)	(4,328)
	Total stockholders’ equity	8,303	8,944
Total equity		8,521	9,151
Total liabilities and equity		19,392	19,847

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 4, 2021	March 29, 2020
Cash flows from operating activities:
Net income (loss)	364	(13)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization	341	540
Share-based compensation	91	107

Amortization of debt issuance costs	2	1
Net (gain) loss on sale of assets	—	(110)
(Gain) loss on equity security, net	(3)	—

Results relating to equity-accounted investees	1	1
Deferred tax expense (benefit)	12	(75)
Changes in operating assets and liabilities:
(Increase) decrease in receivables and other current assets	(95)	27
(Increase) decrease in inventories	(26)	(35)
Increase (decrease) in accounts payable and other liabilities	51	64
Decrease (increase) in other non-current assets	(8)	4
Exchange differences	(1)	(4)
Other items	3	5
Net cash provided by (used for) operating activities	732	512
Cash flows from investing activities:
Purchase of identified intangible assets	(37)	(45)
Capital expenditures on property, plant and equipment	(150)	(143)

Purchase of interests in businesses, net of cash acquired	—	(10)
Proceeds from sale of interests in businesses, net of cash divested	—	161
Purchase of investments	(2)	—
Proceeds from sale of investments	8	—

Net cash provided by (used for) investing activities	(181)	(37)
Cash flows from financing activities:






Dividends paid to common stockholders	(105)	(105)
Proceeds from issuance of common stock through stock plans	31	29
Purchase of treasury shares and restricted stock unit withholdings	(905)	(355)
Net cash provided by (used for) financing activities	(979)	(431)
Effect of changes in exchange rates on cash positions	(5)	(10)
Increase (decrease) in cash and cash equivalents	(433)	34
Cash and cash equivalents at beginning of period	2,275	1,045
Cash and cash equivalents at end of period	1,842	1,079


Supplemental disclosures to the condensed consolidated cash flows
Net cash paid during the period for:
Interest	56	53
Income taxes, net of refunds	40	39
Net gain (loss) on sale of assets:
Cash proceeds from the sale of assets	—	161
Book value of these assets	—	(51)
Non-cash investing activities:
Non-cash capital expenditures	121	78

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 stock	Capital in excess of par value	Treasury shares at cost	Accumulated other comprehensive income (loss)	Accumulated deficit	Total stock- holders’ equity	Non- controlling interests	Total equity
Balance as of December 31, 2020	280,475	59	14,133	(1,037)	117	(4,328)	8,944	207	9,151
Net income (loss)						353	353	11	364
Other comprehensive income					(56)		(56)		(56)
Share-based compensation plans			91				91		91
Shares issued pursuant to stock awards	361			37		(6)	31		31
Treasury shares repurchased and retired	(5,087)			(905)			(905)		(905)

Dividends common stock ($0.5625 per share)						(

SEC Form 10-Q filed by NXP Semiconductors N.V.