Intel 2002 Annual Report Download

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INTEL CORP
FORM 10-K
(Annual Report)
Filed 03/11/03 for the Period Ending 12/28/02
Address 2200 MISSION COLLEGE BLVD
RNB-4-151
SANTA CLARA, CA 95054
Telephone 4087658080
CIK 0000050863
Symbol INTC
SIC Code 3674 - Semiconductors and Related Devices
Industry Semiconductors
Sector Technology
Fiscal Year 12/31
http://www.edgar-online.com
© Copyright 2008, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    INTEL CORP FORM 10-K (Annual Report) Filed 03/11/03 for the Period Ending 12/28/02 Address 2200 MISSION COLLEGE BLVD RNB-4-151 SANTA CLARA, CA 95054 4087658080 0000050863 INTC 3674 - Semiconductors and Related Devices Semiconductors Technology 12/31 Telephone CIK Symbol SIC Code Industry Sector ...

  • Page 2
    ...Mission College Boulevard, Santa Clara, California, 95052-8119 (Address of principal executive offices, Zip Code) Registrant's telephone number, including area code (408) 765-8080 Securities... best ...accelerated filer (as defined in Exchange Act Rule 12b-2). Yes 1 Aggregate market value of voting stock...

  • Page 3
    ...14. Directors and Executive Officers of the Registrant Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions Controls and Procedures PART IV Item 15. Exhibits, Financial Statement Schedules...

  • Page 4
    ... solutions. The Intel Architecture business provides the advanced technologies to support the desktop, mobile and enterprise platforms. The Wireless Communications and Computing Group focuses on component-level products and solutions for the wireless handheld communications market. Finally, 1 the...

  • Page 5
    ...processing and in the ability to perform several tasks at the same time. Our strategy for the enterprise platform is to provide high-performance processors and the best price for performance across the entire range of server and workstation market segments. The Intel Architecture business's products...

  • Page 6
    ...integrated cache. To make it easier for server and workstation makers to build systems based on the Intel Xeon processor, we also introduced server building block products, including new boards, chassis and RAID (redundant array of independent disk) controllers (which help to protect data by writing...

  • Page 7
    ... services for wireless Internet and handheld computing devices such as cell phones, personal digital assistants (PDAs) and smart displays. Our current products for the handheld platform include flash memory, processors based on the Intel® XScale™ microarchitecture, and cellular baseband chipsets...

  • Page 8
    ... industryleading 0.13-micron process technology. The new product is the first to combine wireless performance features with Intel StrataFlash technology, doubling the number of bits in a single memory cell (multi-level cell) for higher performance and greater data storage for wireless devices. It is...

  • Page 9
    ... processing functionality. In February 2003, we announced our first "wireless-Internet-on-a-chip" cellular processor, which will integrate these three functions. Intel Communications Group The Intel Communications Group provides silicon and integrated networking and communications building blocks...

  • Page 10
    ... applications. Network Processing Components The Intel® Internet Exchange Architecture (Intel® IXA) provides a flexible platform for the networking and communications industry to build faster, more intelligent networks using reprogrammable silicon. Our network processor products consist of...

  • Page 11
    ... in 2003. We plan to continue to invest in new assembly and test technologies and facilities to keep pace with our microprocessor, chipset and flash technology improvements. We also manufacture microprocessor- and networking-related board-level products in Malaysia and California. During the first...

  • Page 12
    ...licensed through sales offices located near major concentrations of users, primarily throughout the Americas, Europe, Asia-Pacific and Japan. Sales agreements often contain standard terms and conditions covering matters such as pricing, payment terms, and warranties as well as indemnities for issues...

  • Page 13
    ... cultivate new businesses and work with other hardware and software companies and industry groups to expand product offerings and Internet capabilities, including the infrastructure for wireless access, and develop compelling software applications and operating systems designed to take advantage of...

  • Page 14
    ... microprocessor competitor, market software-compatible products intended to compete with Intel architecture-based processors. We also face significant competition from companies offering rival microprocessor designs, such as International Business Machines Corporation (IBM) and Motorola, Inc., which...

  • Page 15
    ... processing functionality. As the technology industry develops operating systems and software with capabilities to address growing data traffic management, storage, computing and communications needs, we believe that there will be increased demand for higher performance enterprise platform products...

  • Page 16
    ... Intel Capital program focuses on investing in companies and initiatives to stimulate growth in computing, communications and the Internet, and to grow the information infrastructure, in order to create new business opportunities and expand markets for our products. This strategic investment program...

  • Page 17
    ... Officer since January 2002. Prior to that, Mr. Otellini was Executive Vice President and General Manager, Intel Architecture Group, from 1998 to January 2002; Executive Vice President and General Manager, Sales and Marketing Group, from 1996 to 1998; and Senior Vice President and General Manager...

  • Page 18
    ... independent directors and three members of Intel's senior management: Craig Barrett, Intel's Chief Executive Officer; John Browne, Group Chief Executive of BP plc.; Winston Chen, Chairman of Paramitas Foundation; Andrew Grove, Intel's Chairman of the Board; D. James Guzy, Chairman of Arbor Company...

  • Page 19
    ... of management. The Board appoints members of Board committees. The Audit, Compensation, Corporate Governance and Nominating Committees consist entirely of independent directors. At least annually, the Board reviews Intel's strategic long-range plan, business unit initiatives, capital projects...

  • Page 20
    ... of $300 million to Intergraph and in return received a license under all Intergraph patents and patent applications filed before April 4, 2012, excluding the patents at issue in the Texas case. Intel has also obtained ownership of 15 Intergraph patents and a general release covering all matters in...

  • Page 21
    ... complaint alleges that purchasers of Intel stock between July 19, 2000 and September 29, 2000 were misled by false and misleading statements by Intel and certain of its officers and directors concerning the company's business and financial condition. In October 2002, the U.S. District Court granted...

  • Page 22
    ... holders of record of Intel's common stock. 24 ITEM 6. SELECTED FINANCIAL DATA Ten Years Ended December 28, 2002 Purchased In-Process Research & Development Amortization and Impairment of Acquisition-Related Intangibles and Costs (In Millions) Net Revenue Gross Margin Research & Development...

  • Page 23
    ... technology solutions. The Intel Architecture business provides the advanced technologies to support the desktop, mobile and enterprise platforms. Our Wireless Communications and Computing Group (WCCG) focuses on component-level products and solutions for the wireless handheld communications market...

  • Page 24
    ... Intel Celeron processor for the mobile value market segment. To increase acceptance and deployment of our mobile products, we are focused on initiatives designed to support technologies addressing wireless solutions, software enabling, security and extended battery life for mobile PCs. We also work...

  • Page 25
    ...first "wireless-Internet-ona-chip" cellular processor, which will integrate these three functions. Intel Communications Group Within ICG, our strategy is to be the leading supplier of silicon and integrated networking and communications building blocks for OEMs. We are developing products that focus...

  • Page 26
    ... private, non-marketable equity securities and to earn a return on these investments is primarily dependent on how successfully these companies are able to execute to their business plans and how well their products are accepted, as well as their ability to obtain venture capital funding to continue...

  • Page 27
    ...the decline in the gross margin percentage. The impact of lower sales volume and charges for under-utilized factory capacity in 2001 in WCCG, as well as lower sales in ICG, also lowered the gross margin percentage in 2001 compared to 2000. Intel Architecture Business The revenue and operating income...

  • Page 28
    ...related products were a significant and rapidly increasing portion of our consolidated net revenue and gross margin. Net operating income for the Intel Architecture business decreased by $6.3 billion, or 50%, in 2001 compared to 2000, primarily due to lower average selling prices, lower unit volumes...

  • Page 29
    ... containment programs. The spending decreases were partially offset by higher expenses for the Intel Inside® cooperative advertising program due to higher microprocessor revenue and the impact of our customers using a slightly higher percentage of their available program funds. Marketing, general...

  • Page 30
    ... Xircom, which specialized in PC cards and other products used to connect mobile computing devices to corporate networks and the Internet. Xircom had 20 IPR&D projects, each contributing from 1% to 24% of the total IPR&D value. The in-process projects included the development of next-generation PC...

  • Page 31
    ...officers and directors. Substantially all of our employees participate in one of the plans. Options granted by the company expire no later than 10 years from the grant date and generally vest within 5 years. In order to improve the competitiveness and retention value of this program, options granted...

  • Page 32
    ..., and non-employee directors are summarized as follows: (Shares in Millions) 2002 2001 2000 1999 1998 Total options granted 1 Less options forfeited 1 Net options granted Net grants as % of outstanding shares 2 Grants to listed officers 3 as % of total options granted. Grants to listed officers as...

  • Page 33
    ... Equity compensation plans not approved by shareholders Total 204.4 625.3 $ $ 14.33 29.15 25.50 260.01 771.52 1,031.5 829.73 $ 1 Includes 150.3 million shares available for future issuance under our 1984 Stock Option Plan, as amended, generally used for grants to officers and directors...

  • Page 34
    ... the Intel Architecture operating segment. Revenue is partly a function of the mix of microprocessor types and speeds sold, as well as the mix of related chipsets and motherboards, all of which are difficult to forecast. Because of the wide price differences among performance desktop, value desktop...

  • Page 35
    ... strategies, expectations regarding new product introductions, plans to cultivate new businesses, market segment share and growth rate assumptions, future economic conditions and recovery in the communications businesses, revenue, pricing, gross margin and costs, capital spending, depreciation and...

  • Page 36
    ... concentrated in a small number of companies, which may affect the portfolio's price volatility; however, the majority of the portfolio's value is hedged. An adverse movement of equity market prices would also have an impact on our strategic investments in non-marketable equity securities...

  • Page 37
    ...(In Millions-Except Per Share Amounts) 2002 2001 2000 Net revenue Cost of sales Gross margin Research and development Marketing, general and administrative Amortization of goodwill Amortization and impairment of acquisition-related intangibles and costs Purchased in-process research and development...

  • Page 38
    ... none issued Common stock, $0.001 par value, 10,000 shares authorized; 6,575 issued and outstanding (6,690 in 2001) and capital in excess of par value Acquisition-related unearned stock compensation Accumulated other comprehensive income Retained earnings Total stockholders' equity Total liabilities...

  • Page 39
    ... on equity securities, net (Gain) loss on investment in Convera Net loss on retirements and impairments of property, plant and equipment Deferred taxes Tax benefit from employee stock plans Changes in assets and liabilities: Trading assets Accounts receivable Inventories Accounts payable Accrued...

  • Page 40
    ...net of tax Total comprehensive income Proceeds from sales of shares through employee stock plans, tax benefit of $435 and other Issuance of common stock and assumption of stock options in connection with acquisitions, net Amortization of acquisition-related unearned stock compensation Repurchase and...

  • Page 41
    ... and accompanying notes. The accounting estimates that require management's most difficult and subjective judgments include the assessment of recoverability of property, plant, and equipment and goodwill; the valuation of non-marketable equity securities and inventory; and the recognition and...

  • Page 42
    ... as available-for-sale include marketable debt and equity securities. Investments that are designated as available-for-sale as of the balance sheet date are reported at fair value, with unrealized gains and losses, net of tax, recorded in stockholders' equity. The cost of securities sold is based...

  • Page 43
    ... option pricing model. For the company's portfolio of non-marketable equity securities, management believes that the carrying value of the portfolio approximates the fair value at December 28, 2002. This estimate takes into account the prolonged decline of the equity and venture capital markets...

  • Page 44
    ... value of the long-term debt, are recognized in interest expense. Equity Market Risk. The company may enter into transactions designated as fair value hedges using equity options, swaps or forward contracts to hedge the equity market risk of marketable securities in its portfolio of strategic equity...

  • Page 45
    ... per share if the company had applied the fair value recognition provisions of SFAS No. 123, "Accounting for Stock-Based Compensation," to employee stock benefits, including shares issued under the stock option plans and under the company's Stock Participation Plan, collectively called "options." 54...

  • Page 46
    ... of management, the existing models do not necessarily provide a reliable single measure of the fair value of employee stock options. See "Note 11: Employee Stock Benefit Plans" for a discussion of the assumptions used in the option pricing model and estimated fair value of employee stock options...

  • Page 47
    ... and 34 million in 2000). These options could be dilutive in the future. Note 4: Common Stock Repurchase Program The company has an ongoing authorization, as amended, from the Board of Directors to repurchase up to 2.3 billion shares of Intel's common stock in open market or negotiated transactions...

  • Page 48
    ... notes) owned by Intel. The exchangeable notes were issued in order to partially mitigate the equity market risk of Intel's investment in the Samsung notes, and the exchange option is accounted for as an equity derivative and marked-to-market with the fair value recorded in long-term debt. During...

  • Page 49
    ... Unrealized Gains Unrealized Losses Fair Value Commercial paper Bank time deposits Loan participations Corporate bonds Floating rate notes Preferred stock and other equity Other debt securities Marketable strategic equity securities Total available-for-sale investments Less amounts classified as...

  • Page 50
    ... computer and communications industries, and has adopted credit policies and standards intended to accommodate industry growth and inherent risk. Management 60 believes that credit risks are moderated by the diversity of the company's end customers and geographic sales areas. Intel performs ongoing...

  • Page 51
    ... for 2001. In December 2000, Intel contributed its Interactive Media Services division to Convera Corporation and invested $150 million in cash in exchange for shares of Convera. Intel recognized a gain of $117 million on the portion of the business and related assets contributed to Convera in which...

  • Page 52
    ...the federal tax return for 2000 filed in 2001. In 2000, the Internal Revenue Service (IRS) closed its examination of the company's tax returns for years up to and including 1998. Resolution was reached on a number of issues, including adjustments related to the intercompany allocation of profits. As...

  • Page 53
    ...-employee directors may be granted options to purchase shares of the company's authorized but unissued common stock. The company also has a broad-based stock option plan under which stock options may be granted to all employees other than officers and directors. During 2001, the Board of Directors...

  • Page 54
    ... who had previously been granted options in 2001 and 2000 that had exercise prices above the November 2002 market price. These additional grants were made in order to retain employees, due to competitive market conditions and a decline in the company's stock price. These new options will vest in...

  • Page 55
    ...Medical Benefits. Upon retirement, eligible U.S. employees are credited with a defined dollar amount based on years of service. These credits can be used to pay all or a portion of the cost to purchase coverage in an Intel-sponsored medical plan. Funding Policy. The company's practice is to fund the...

  • Page 56
    ... 101 $ Pension Benefits (In Millions) 2002 2001 Postretirement Medical Benefits 2002 2001 Change in plan assets: Beginning fair value of plan assets Actual return on plan assets Employer contributions Plan participants' contributions Currency exchange rate changes Acquisitions Benefits paid to...

  • Page 57
    ... and the value of any stock issued and options assumed, less any cash acquired, and excludes contingent employee compensation payable in cash and any debt assumed. As of July 2000, the company began to account for the intrinsic value of stock options assumed related to future services as unearned...

  • Page 58
    ... was not recorded in the company's balance sheet. For 2000, purchase consideration included 2.6 million unregistered shares of Intel common stock, of which 1.2 million shares were contingent upon the continued employment of certain employees and have subsequently been issued. Additionally, $37...

  • Page 59
    ... property assets capitalized as a result of payments under the settlement agreement with Intergraph Corporation related to the lawsuits in Alabama and Texas (see "Note 20: Contingencies"). The value of the Intergraph intellectual property assets and the amount of the charge to cost of sales in 2002...

  • Page 60
    ... the purchase consideration related to shares issued contingent upon the continued employment of selected employee stockholders and/or the completion of specified milestones. The unearned stock-based compensation also includes the intrinsic value of stock options assumed in connection with business...

  • Page 61
    ... complaint alleges that purchasers of Intel stock between July 19, 2000 and September 29, 2000 were misled by false and misleading statements by Intel and certain of its officers and directors concerning the company's business and financial condition. In October 2002, the U.S. District Court granted...

  • Page 62
    ... and gross margin. The Wireless Communications and Computing Group's products include flash memory, application processors, and cellular baseband chipsets for cellular handsets and handheld devices. The Intel Communications Group's products include Ethernet connectivity products, network processing...

  • Page 63
    ... (In Millions) 2002 2001 2000 Intel Architecture Business Revenue Operating income Wireless Communications and Computing Group Revenue Operating income (loss) Intel Communications Group Revenue Operating income (loss) All Other Revenue Operating loss Total Revenue Operating income 22,316 6,562...

  • Page 64
    ... Net revenue Gross margin Amortization of goodwill Amortization and impairment of acquisition-related intangibles and costs Purchased in-process research and development Net income Basic earnings per share Diluted earnings per share Dividends per share Declared Paid Market price range common stock...

  • Page 65
    ... revenue Gross margin Amortization of goodwill Amortization and impairment of acquisition-related intangibles and costs Purchased in-process research and development Net income Basic earnings per share 2 Diluted earnings per share 3 Dividends per share Declared Paid Market price range common stock...

  • Page 66
    ...is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commission's (the SEC) rules and forms. Disclosure Controls are also designed to ensure that such information is accumulated and communicated to our management, including the CEO and...

  • Page 67
    ... and material weaknesses. However, in January 2003, we implemented new general ledger, budget and planning software, as well as new business processes and procedures to support the software, as part of an ongoing implementation of enterprise-wide software. These changes are the result of our normal...

  • Page 68
    ...Xeon, Intel XScale, Itanium, MMX, Pentium and Pentium III Xeon are trademarks or registered trademarks of Intel Corporation or its subsidiaries in the United States and other countries. *Other names and brands may be claimed as the property of others. 82 INTEL CORPORATION SCHEDULE II-VALUATION AND...

  • Page 69
    ... 11, 1998). Intel Corporation Executive Officer Bonus Plan as amended and restated, effective January 1, 2000 (incorporated by reference to Exhibit A of Registrant's Proxy Statement on Schedule 14A as filed on April 12, 2000). Intel Corporation Sheltered Employee Retirement Plan Plus, as amended...

  • Page 70
    ... of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. /s/ CRAIG R. BARRETT Craig R. Barrett Chief Executive Officer, Director and Principal Executive Officer March 10...

  • Page 71
    ... registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the...

  • Page 72
    ...13(a) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition and results of operation of Intel. Dated: March 10, 2003 By: /s/ CRAIG R. BARRETT Craig R. Barrett Chief Executive Officer Dated: March 10...

  • Page 73
    ... ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT ITEM 11. EXECUTIVE COMPENSATION ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ITEM 14. CONTROLS AND PROCEDURES PART IV ITEM...

  • Page 74
    ... and contributing to the success of Intel. Stock options granted pursuant to this Plan are not incentive stock options, as defined in Section 422 of the Internal Revenue Code of 1986, as amended (the "Code"). 2. DEFINITIONS (a) (b) (c) (d) (e) (f) "Board of Directors" means the Board of Directors of...

  • Page 75
    ... grants; (c) to determine the number of shares of Common Stock subject to an option and the exercise or purchase price of such shares; (d) to establish and verify the extent of satisfaction of any conditions to exercisability applicable to an option, (e) to waive conditions to and/or accelerate...

  • Page 76
    ... five percent (5%) of the total combined voting power or value of all classes of stock of Intel. Any person designated by the Corporation as an independent contractor shall not be treated as an employee under the Plan. 6. GRANT, TERMS AND CONDITIONS OF OPTIONS Options may be granted at any time and...

  • Page 77
    ...the grant date. The effective date of each option granted hereunder shall be the date on which the grant was made. (c) Suspension or Termination of Option : The Chief Executive Officer, President, Chief Operating Officer, Vice President for Human Resources and General Counsel of the Corporation (any...

  • Page 78
    ...members of the Immediate Family, limited liability companies whose only shareholders are the Participant or members of the Immediate Family, and trusts established solely for the benefit of the Participant or members... the Corporation. The terms of stock options granted pursuant to this Plan shall ...

  • Page 79
    ... split, reverse stock split, spin-off or the like, or if substantially all of the property and assets of the Corporation are sold, then, unless the terms of such transaction shall provide otherwise, the maximum number and type of shares or other securities that may be subject to options and issued...

  • Page 80
    ... that the registration, listing or qualification of the shares of Common Stock issuable under the Plan on any securities exchange or under any applicable law or governmental regulation is necessary as a condition to the issuance of such shares under the option, the option may not be exercisable...

  • Page 81
    ...below, no options may be granted after the tenth anniversary of the date the Plan is approved by the Board of Directors. The Board of Directors or the Committee may from time to time extend the effective term of the Plan and otherwise amend the Plan as determined appropriate, without action by Intel...

  • Page 82
    ... Intel's business. There are risks associated with purchasing stock in a company which you should consider before exercising your option. Owning stock does involve risk. There is no guarantee that a company's share price will rise, or that it will pay dividends or issue new stock. Share prices...

  • Page 83
    ... a function of the market value of the Common Stock, the Option exercise price and the exercise period. By way of example, an Option to acquire stock at a price equal to the "market value" of that stock on the day of grant of the Option, and which may be exercised within ten (10) years from the date...

  • Page 84
    ...period from exercise, you also need to pay capital gains tax in the year of sale. A taxable capital gain will arise in the year of sale if, and to the extent that, the sale price of the Stock exceeds the deemed "market value" of the Options at the date of exercise (the value on which tax was paid on...

  • Page 85
    ...Regime The Australian foreign Investment Fund (FIF) regime operates to tax Australian residents holding interests in certain foreign companies on the increase of value of that interest each year, whether or not realized. The Common Stock of Intel Corporation is presently listed on NASDAQ and the FIF...

  • Page 86
    Summary This summary only briefly discusses the Australian tax consequences of benefits acquired under the Plan, based on law currently in effect. Due to the complexities of, and possible changes to, the tax law you should seek professional tax advice. 13.

  • Page 87

  • Page 88
    ... COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES FOR INTEL CORPORATION (In millions, except ratios) Dec. 26, 1998 Dec. 25, 1999 Years Ended Dec. 30, 2000 Dec. 29, 2001 Dec. 28, 2002 Income before taxes Add - Fixed charges net of capitalized interest Income before taxes and fixed charges (net of...

  • Page 89

  • Page 90
    ...Funding Corporation Intel Products (M) Sdn. Bhd. Intel Puerto Rico Limited Intel Semiconductor Limited Intel Technology Finance Limited Intel Technology Phils., Inc. Intel Technology Sdn. Berhad Mission College Investments Limited Xircom, Incorporated Costa Rica New Jersey, USA Delaware, USA Israel...

  • Page 91

  • Page 92
    ... 333-63330; and Form S-3 Nos. 33-20117, 33-54220, 33-58964, and 33-56107) of Intel Corporation of our report dated January 13, 2003, with respect to the consolidated financial statements and schedule of Intel Corporation included in this Annual Report (Form 10-K) for the year ended December 28, 2002...

  • Page 93