News Release Exhibit 99.1
C-97004
Media Contacts:
Robert S. McWade Neil McGlone
Raytheon Company Texas Instruments Incorporated
(617) 860-2846 (972) 995-4961
Joele Frank/Mike Pascale
The Abernathy MacGregor Group
(212) 371-5999
Raytheon Purchases Defense Systems & Electronics Business
of Texas Instruments
Acquisition Substantially Strengthens Raytheon's Leadership in
Defense Electronics
Lexington, Massachusetts/Dallas, Texas, January 6, 1997 --
Raytheon Company (NYSE:RTN) and Texas Instruments Incorporated (NYSE:TXN)
announced today that their boards of directors have approved a definitive
agreement for Raytheon to purchase the assets of Texas Instruments defense
operations for $2.95 billion in cash.
This strategic acquisition will increase Raytheon's total
annualized revenues to approximately $15 billion, and strengthens Raytheon's
leadership in defense electronics while enhancing its position for continued
growth in a consolidating industry. The transaction is expected to be
non-dilutive to Raytheon's earning per share in 1997 and to provide
increasingly positive contributions to earnings per share thereafter. The
transaction is subject to Hart-
Scott-Rodino antitrust review and is expected to close in the second quarter
of this year.
Dennis J. Picard, Raytheon chairman and chief executive officer,
commented, "We have consistently said that we will remain a top-tier player in
the defense industry. We are buying a growing, world-class business that
competes successfully in several key defense electronics markets where
Raytheon is not a significant participant. Our combined operations are highly
complementary, making for a powerful extension of our defense electronics
business. We have long admired the Texas Instruments Defense Systems &
Electronics team, and we welcome them to the Raytheon family."
"The acquisition of Texas Instruments' defense business opens new
defense markets worldwide and brings our annualized defense electronics sales
to $8 billion and our current defense electronics backlog to $9.3 billion,"
Picard said.
"This is a great move for everyone, " said Thomas J. Engibous,
president and chief executive officer of Texas Instruments. "Raytheon gets
tremendous technology and employees who are among the finest in the defense
industry. Employees gain the career opportunities associated with a larger
defense company. And Texas Instruments strengthens its focus on digital
solutions for the networked society."
David W. Welp, who will serve as president of what will become
Raytheon TI Systems, a Raytheon Company subsidiary, will report directly to
Mr. Picard. Welp commented, "We are pleased to be joining the Raytheon
family. The natural synergies between our businesses will enable both of us
to offer customers a far broader array of technologies and products than
either of us could offer alone. The outlook and the possibilities are
exciting, and we're eager to start work together."
Texas Instruments Defense Systems & Electronics Group,
headquartered in Lewisville, Texas, is expected to have 1996 revenues of
approximately $1.8 billion. Texas Instruments is a premier supplier of
advanced defense systems, including precision-guided weapons, anti-radiation
and strike missiles, airborne radar, night vision systems and electronic
warfare systems. The Defense Systems & Electronics Group has approximately
12,000 employees, based largely in Texas.
Texas Instruments Defense Systems & Electronics Group brings to
Raytheon leadership positions in a number of major programs. In
precision-guided munitions, Texas Instruments is a leader in the Paveway
laser-guided weapon program. Texas Instruments' Joint Stand-Off Weapon (JSOW)
is a U.S. Navy/U.S. Air Force system for attacking high-value ground targets.
The Javelin program is an anti-tank system for the U.S. Army. Texas
Instruments is a leader in Long Range Precision Strike programs, such as the
High-Speed Anti-Radiation Missile (HARM). HARM and Paveway constituted 65
percent of air-delivered weapons used by Coalition Forces in Operation Desert
Storm.
Texas Instruments' outstanding credentials in airborne radar are
evident by its strong positions in P-3 and S-3 ocean surveillance, F-22
airborne radars, and the LANTIRN terrain-following radar. Texas Instruments
is also among the world leaders in electro-optics, particularly with its
Forward-Looking InfraRed (FLIR) sensors, deployed on platforms such as the M-1
Tank, Bradley Fighting Vehicle, F-117 "Stealth" fighter and the F-18 Hornet.
Despite the steep decline in the U.S. Defense procurement over recent years,
the armed services continue to prioritize airborne and ground systems that
extend capabilities at night and in adverse weather.
Raytheon Electronics Systems (RES) has long been a leader in
air-to-air and ship-defense missiles, with AMRAAM, Sidewinder, Standard
Missile and Sparrow, as well as missile defense systems, such as Patriot and
Hawk. RES has a major presence in ground-based and shipboard radars, military
communications systems and naval combat control, sonar and minehunting
systems. At the forefront of systems integration for defense customers,
Raytheon E-Systems businesses include reconnaissance and surveillance,
command, control and communications, specialized aircraft modification, and
counter measures.
Additionally, Raytheon Aircraft Company (RAC) provides aircraft
training systems to the military. RAC won the 1995 competition for the
multi-billion dollar, next-generation Joint Primary Aircraft Training System
(JPATS) trainer for the U.S. Air Force and U.S. Navy, Raytheon Engineers &
Constructors (RE&C) through its Raytheon Service Company, is one of the
nation's leading government technical contractors, providing operations and
maintenance services for many U.S. defense systems.
Raytheon competes in a variety of commercial businesses, as well.
RE&C is one of the largest engineering, construction, and operations and
maintenance organizations in the world. Its markets include: fossil-fuel and
nuclear power; petroleum and gas; polymers and chemicals; pharmaceuticals and
biotechnology; metals, mining and light industry; food and consumer products
and pulp and paper, among others. Raytheon Aircraft is the world leader in
general aviation, offering the most extensive product line in the industry.
Raytheon Appliances markets some of the finest brand names in appliances,
including Amana refrigerators, microwave ovens, cooking surfaces and washers
and dryers as well as Speed Queen, Huebsch and UniMac commercial laundry
equipment.
Raytheon Company, headquartered in Lexington, Massachusetts, is a
$12 billion international, high-technology company with approximately 75,000
employees worldwide operating in four businesses: commercial and defense
electronics, engineering and construction, aircraft and major appliances.
***
NOTE TO EDITORS: Texas Instruments Incorporated, headquartered in Dallas,
Texas, is one of the word's foremost high-technology companies, with sales or
manufacturing operations in more than 30 countries. TI products and services
include semiconductors; defense electronics systems; software productivity
tools, mobile computing products and consumer electronics products; electrical
controls; and metallurgical materials.
More information about Raytheon and TI is located on the World Wide Web at
http://www.raytheon.com. and http://www.ti.com
C-97004
Media Contacts:
Robert S. McWade Neil McGlone
Raytheon Company Texas Instruments Incorporated
(617) 860-2846 (972) 995-4961
Joele Frank/Mike Pascale
The Abernathy MacGregor Group
(212) 371-5999
Raytheon Purchases Defense Systems & Electronics Business
of Texas Instruments
Acquisition Substantially Strengthens Raytheon's Leadership in
Defense Electronics
Lexington, Massachusetts/Dallas, Texas, January 6, 1997 --
Raytheon Company (NYSE:RTN) and Texas Instruments Incorporated (NYSE:TXN)
announced today that their boards of directors have approved a definitive
agreement for Raytheon to purchase the assets of Texas Instruments defense
operations for $2.95 billion in cash.
This strategic acquisition will increase Raytheon's total
annualized revenues to approximately $15 billion, and strengthens Raytheon's
leadership in defense electronics while enhancing its position for continued
growth in a consolidating industry. The transaction is expected to be
non-dilutive to Raytheon's earning per share in 1997 and to provide
increasingly positive contributions to earnings per share thereafter. The
transaction is subject to Hart-
Scott-Rodino antitrust review and is expected to close in the second quarter
of this year.
Dennis J. Picard, Raytheon chairman and chief executive officer,
commented, "We have consistently said that we will remain a top-tier player in
the defense industry. We are buying a growing, world-class business that
competes successfully in several key defense electronics markets where
Raytheon is not a significant participant. Our combined operations are highly
complementary, making for a powerful extension of our defense electronics
business. We have long admired the Texas Instruments Defense Systems &
Electronics team, and we welcome them to the Raytheon family."
"The acquisition of Texas Instruments' defense business opens new
defense markets worldwide and brings our annualized defense electronics sales
to $8 billion and our current defense electronics backlog to $9.3 billion,"
Picard said.
"This is a great move for everyone, " said Thomas J. Engibous,
president and chief executive officer of Texas Instruments. "Raytheon gets
tremendous technology and employees who are among the finest in the defense
industry. Employees gain the career opportunities associated with a larger
defense company. And Texas Instruments strengthens its focus on digital
solutions for the networked society."
David W. Welp, who will serve as president of what will become
Raytheon TI Systems, a Raytheon Company subsidiary, will report directly to
Mr. Picard. Welp commented, "We are pleased to be joining the Raytheon
family. The natural synergies between our businesses will enable both of us
to offer customers a far broader array of technologies and products than
either of us could offer alone. The outlook and the possibilities are
exciting, and we're eager to start work together."
Texas Instruments Defense Systems & Electronics Group,
headquartered in Lewisville, Texas, is expected to have 1996 revenues of
approximately $1.8 billion. Texas Instruments is a premier supplier of
advanced defense systems, including precision-guided weapons, anti-radiation
and strike missiles, airborne radar, night vision systems and electronic
warfare systems. The Defense Systems & Electronics Group has approximately
12,000 employees, based largely in Texas.
Texas Instruments Defense Systems & Electronics Group brings to
Raytheon leadership positions in a number of major programs. In
precision-guided munitions, Texas Instruments is a leader in the Paveway
laser-guided weapon program. Texas Instruments' Joint Stand-Off Weapon (JSOW)
is a U.S. Navy/U.S. Air Force system for attacking high-value ground targets.
The Javelin program is an anti-tank system for the U.S. Army. Texas
Instruments is a leader in Long Range Precision Strike programs, such as the
High-Speed Anti-Radiation Missile (HARM). HARM and Paveway constituted 65
percent of air-delivered weapons used by Coalition Forces in Operation Desert
Storm.
Texas Instruments' outstanding credentials in airborne radar are
evident by its strong positions in P-3 and S-3 ocean surveillance, F-22
airborne radars, and the LANTIRN terrain-following radar. Texas Instruments
is also among the world leaders in electro-optics, particularly with its
Forward-Looking InfraRed (FLIR) sensors, deployed on platforms such as the M-1
Tank, Bradley Fighting Vehicle, F-117 "Stealth" fighter and the F-18 Hornet.
Despite the steep decline in the U.S. Defense procurement over recent years,
the armed services continue to prioritize airborne and ground systems that
extend capabilities at night and in adverse weather.
Raytheon Electronics Systems (RES) has long been a leader in
air-to-air and ship-defense missiles, with AMRAAM, Sidewinder, Standard
Missile and Sparrow, as well as missile defense systems, such as Patriot and
Hawk. RES has a major presence in ground-based and shipboard radars, military
communications systems and naval combat control, sonar and minehunting
systems. At the forefront of systems integration for defense customers,
Raytheon E-Systems businesses include reconnaissance and surveillance,
command, control and communications, specialized aircraft modification, and
counter measures.
Additionally, Raytheon Aircraft Company (RAC) provides aircraft
training systems to the military. RAC won the 1995 competition for the
multi-billion dollar, next-generation Joint Primary Aircraft Training System
(JPATS) trainer for the U.S. Air Force and U.S. Navy, Raytheon Engineers &
Constructors (RE&C) through its Raytheon Service Company, is one of the
nation's leading government technical contractors, providing operations and
maintenance services for many U.S. defense systems.
Raytheon competes in a variety of commercial businesses, as well.
RE&C is one of the largest engineering, construction, and operations and
maintenance organizations in the world. Its markets include: fossil-fuel and
nuclear power; petroleum and gas; polymers and chemicals; pharmaceuticals and
biotechnology; metals, mining and light industry; food and consumer products
and pulp and paper, among others. Raytheon Aircraft is the world leader in
general aviation, offering the most extensive product line in the industry.
Raytheon Appliances markets some of the finest brand names in appliances,
including Amana refrigerators, microwave ovens, cooking surfaces and washers
and dryers as well as Speed Queen, Huebsch and UniMac commercial laundry
equipment.
Raytheon Company, headquartered in Lexington, Massachusetts, is a
$12 billion international, high-technology company with approximately 75,000
employees worldwide operating in four businesses: commercial and defense
electronics, engineering and construction, aircraft and major appliances.
***
NOTE TO EDITORS: Texas Instruments Incorporated, headquartered in Dallas,
Texas, is one of the word's foremost high-technology companies, with sales or
manufacturing operations in more than 30 countries. TI products and services
include semiconductors; defense electronics systems; software productivity
tools, mobile computing products and consumer electronics products; electrical
controls; and metallurgical materials.
More information about Raytheon and TI is located on the World Wide Web at
http://www.raytheon.com. and http://www.ti.com