|
x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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DELAWARE
(State of Incorporation)
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36-1115800
(I.R.S. Employer Identification No.)
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1303 E. Algonquin Road,
Schaumburg, Illinois
(Address of principal executive offices)
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60196
(Zip Code)
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Large accelerated filer
x
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Accelerated filer
¨
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Non-accelerated filer
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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Class
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Number of Shares
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Common Stock; $.01 Par Value
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|
174,604,364
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Page
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|
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Item 1 Financial Statements
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|
Condensed Consolidated Statements of Operations (Unaudited) for the Three Months Ended April 2, 2016 and April 4, 2015
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Condensed Consolidated Statements of Comprehensive Income (Unaudited) for the Three Months Ended April 2, 2016 and April 4, 2015
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Condensed Consolidated Balance Sheets as of April 2, 2016 (Unaudited) and December 31, 2015
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Condensed Consolidated Statement of Stockholders’ Equity (Unaudited) for the Three Months Ended April 2, 2016
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Condensed Consolidated Statements of Cash Flows (Unaudited) for the Three Months Ended April 2, 2016 and April 4, 2015
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Notes to Condensed Consolidated Financial Statements (Unaudited)
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Item 4
Mine Safety Disclosures
|
|
|
Three Months Ended
|
||||||
(In millions, except per share amounts)
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April 2,
2016 |
|
April 4,
2015 |
||||
Net sales from products
|
$
|
702
|
|
|
$
|
758
|
|
Net sales from services
|
491
|
|
|
465
|
|
||
Net sales
|
1,193
|
|
|
1,223
|
|
||
Costs of products sales
|
366
|
|
|
359
|
|
||
Costs of services sales
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325
|
|
|
316
|
|
||
Costs of sales
|
691
|
|
|
675
|
|
||
Gross margin
|
502
|
|
|
548
|
|
||
Selling, general and administrative expenses
|
234
|
|
|
256
|
|
||
Research and development expenditures
|
135
|
|
|
159
|
|
||
Other charges
|
33
|
|
|
14
|
|
||
Operating earnings
|
100
|
|
|
119
|
|
||
Other income (expense):
|
|
|
|
||||
Interest expense, net
|
(49
|
)
|
|
(40
|
)
|
||
Gains (losses) on sales of investments and businesses, net
|
(21
|
)
|
|
46
|
|
||
Other
|
(8)
|
|
|
3
|
|
||
Total other income (expense)
|
(78
|
)
|
|
9
|
|
||
Earnings from continuing operations before income taxes
|
22
|
|
|
128
|
|
||
Income tax expense
|
5
|
|
|
40
|
|
||
Earnings from continuing operations
|
17
|
|
|
88
|
|
||
Loss from discontinued operations, net of tax
|
—
|
|
|
(13
|
)
|
||
Net earnings
|
17
|
|
|
75
|
|
||
Less: Earnings attributable to noncontrolling interests
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—
|
|
|
1
|
|
||
Net earnings attributable to Motorola Solutions, Inc.
|
$
|
17
|
|
|
$
|
74
|
|
Amounts attributable to Motorola Solutions, Inc. common stockholders:
|
|
|
|
||||
Earnings from continuing operations, net of tax
|
$
|
17
|
|
|
$
|
87
|
|
Loss from discontinued operations, net of tax
|
—
|
|
|
(13
|
)
|
||
Net earnings attributable to Motorola Solutions, Inc.
|
$
|
17
|
|
|
$
|
74
|
|
Earnings (loss) per common share:
|
|
|
|
||||
Basic:
|
|
|
|
||||
Continuing operations
|
$
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0.10
|
|
|
$
|
0.40
|
|
Discontinued operations
|
—
|
|
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(0.06
|
)
|
||
|
$
|
0.10
|
|
|
$
|
0.34
|
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Diluted:
|
|
|
|
||||
Continuing operations
|
$
|
0.10
|
|
|
$
|
0.40
|
|
Discontinued operations
|
—
|
|
|
(0.06
|
)
|
||
|
$
|
0.10
|
|
|
$
|
0.34
|
|
Weighted average common shares outstanding:
|
|
|
|
||||
Basic
|
174.5
|
|
|
215.3
|
|
||
Diluted
|
177.0
|
|
|
217.8
|
|
||
Dividends declared per share
|
$
|
0.41
|
|
|
0.34
|
|
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Three Months Ended
|
||||||
(In millions)
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April 2,
2016 |
|
April 4,
2015 |
||||
Net earnings
|
$
|
17
|
|
|
$
|
75
|
|
Other comprehensive income (loss), net of tax (Note 3):
|
|
|
|
||||
Foreign currency translation adjustments
|
13
|
|
|
(26
|
)
|
||
Marketable securities
|
4
|
|
|
(33
|
)
|
||
Defined benefit plans
|
4
|
|
|
1
|
|
||
Total other comprehensive income (loss), net of tax
|
21
|
|
|
(58
|
)
|
||
Comprehensive income
|
38
|
|
|
17
|
|
||
Less: Earnings attributable to noncontrolling interest
|
—
|
|
|
1
|
|
||
Comprehensive income attributable to Motorola Solutions, Inc. common shareholders
|
$
|
38
|
|
|
$
|
16
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|
(In millions, except par value)
|
April 2,
2016 |
|
December 31,
2015 |
||||
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(Unaudited)
|
|
|
||||
ASSETS
|
|||||||
Cash and cash equivalents
|
$
|
1,940
|
|
|
$
|
1,980
|
|
Accounts receivable, net
|
1,148
|
|
|
1,362
|
|
||
Inventories, net
|
287
|
|
|
296
|
|
||
Other current assets
|
626
|
|
|
954
|
|
||
Current assets held for disposition
|
—
|
|
|
27
|
|
||
Total current assets
|
4,001
|
|
|
4,619
|
|
||
Property, plant and equipment, net
|
997
|
|
|
487
|
|
||
Investments
|
228
|
|
|
231
|
|
||
Deferred income taxes
|
2,330
|
|
|
2,278
|
|
||
Goodwill
|
590
|
|
|
420
|
|
||
Other assets
|
884
|
|
|
271
|
|
||
Non-current assets held for disposition
|
19
|
|
|
40
|
|
||
Total assets
|
$
|
9,049
|
|
|
$
|
8,346
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|||||||
Current portion of long-term debt
|
$
|
4
|
|
|
$
|
4
|
|
Accounts payable
|
424
|
|
|
518
|
|
||
Accrued liabilities
|
1,604
|
|
|
1,671
|
|
||
Total current liabilities
|
2,032
|
|
|
2,193
|
|
||
Long-term debt
|
5,023
|
|
|
4,345
|
|
||
Other liabilities
|
2,131
|
|
|
1,904
|
|
||
Stockholders’ Equity
|
|
|
|
||||
Preferred stock, $100 par value
|
—
|
|
|
—
|
|
||
Common stock, $.01 par value:
|
2
|
|
|
2
|
|
||
Authorized shares: 600.0
|
|
|
|
||||
Issued shares: 4/2/16—174.8; 12/31/15—174.5
|
|
|
|
||||
Outstanding shares: 4/2/16—174.6; 12/31/15—174.3
|
|
|
|
||||
Additional paid-in capital
|
99
|
|
|
42
|
|
||
Retained earnings
|
1,597
|
|
|
1,716
|
|
||
Accumulated other comprehensive loss
|
(1,845
|
)
|
|
(1,866
|
)
|
||
Total Motorola Solutions, Inc. stockholders’ equity (deficit)
|
(147
|
)
|
|
(106
|
)
|
||
Noncontrolling interests
|
10
|
|
|
10
|
|
||
Total stockholders’ equity (deficit)
|
(137
|
)
|
|
(96
|
)
|
||
Total liabilities and stockholders’ equity
|
$
|
9,049
|
|
|
$
|
8,346
|
|
(In millions)
|
Shares
|
|
Common Stock and Additional Paid-in Capital
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Retained
Earnings |
|
Noncontrolling
Interests |
|||||||||
Balance as of December 31, 2015
|
174.5
|
|
|
$
|
44
|
|
|
$
|
(1,866
|
)
|
|
$
|
1,716
|
|
|
$
|
10
|
|
Net earnings
|
|
|
|
|
|
|
|
|
|
17
|
|
|
|
|
||||
Other comprehensive income
|
|
|
|
|
|
|
21
|
|
|
|
|
|
|
|
||||
Issuance of common stock and stock options exercised
|
1.2
|
|
|
40
|
|
|
|
|
|
|
|
|
|
|
||||
Share repurchase program
|
(0.9
|
)
|
|
|
|
|
|
|
|
(64
|
)
|
|
|
|
||||
Share-based compensation expense
|
|
|
|
17
|
|
|
|
|
|
|
|
|
|
|
||||
Dividends declared
|
|
|
|
|
|
|
|
|
|
(72
|
)
|
|
|
|
||||
Balance as of April 2, 2016
|
174.8
|
|
|
$
|
101
|
|
|
$
|
(1,845
|
)
|
|
$
|
1,597
|
|
|
$
|
10
|
|
|
Three Months Ended
|
||||||
(In millions)
|
April 2,
2016 |
|
April 4,
2015 |
||||
Operating
|
|
|
|
||||
Net earnings attributable to Motorola Solutions, Inc.
|
$
|
17
|
|
|
$
|
74
|
|
Earnings attributable to noncontrolling interests
|
—
|
|
|
1
|
|
||
Net earnings
|
17
|
|
|
75
|
|
||
Loss from discontinued operations, net of tax
|
—
|
|
|
(13
|
)
|
||
Earnings from continuing operations, net of tax
|
17
|
|
|
88
|
|
||
Adjustments to reconcile Earnings from continuing operations to Net cash provided by operating activities from continuing operations:
|
|
|
|
||||
Depreciation and amortization
|
62
|
|
|
41
|
|
||
Non-cash other charges
|
11
|
|
|
1
|
|
||
Share-based compensation expense
|
17
|
|
|
21
|
|
||
Losses (gains) on sales of investments and businesses, net
|
21
|
|
|
(46
|
)
|
||
Deferred income taxes
|
35
|
|
|
23
|
|
||
Changes in assets and liabilities, net of effects of acquisitions, dispositions, and foreign currency translation adjustments:
|
|
|
|
||||
Accounts receivable
|
277
|
|
|
309
|
|
||
Inventories
|
(4
|
)
|
|
(44
|
)
|
||
Other current assets
|
(43
|
)
|
|
26
|
|
||
Accounts payable and accrued liabilities
|
(363
|
)
|
|
(247
|
)
|
||
Other assets and liabilities
|
(17
|
)
|
|
(16
|
)
|
||
Net cash provided by operating activities from continuing operations
|
13
|
|
|
156
|
|
||
Investing
|
|
|
|
||||
Acquisitions and investments, net
|
(1,053
|
)
|
|
(74
|
)
|
||
Proceeds from sales of investments and businesses, net
|
481
|
|
|
88
|
|
||
Capital expenditures
|
(51
|
)
|
|
(33
|
)
|
||
Proceeds from sales of property, plant and equipment
|
—
|
|
|
1
|
|
||
Net cash used for investing activities from continuing operations
|
(623
|
)
|
|
(18
|
)
|
||
Financing
|
|
|
|
||||
Repayment of debt
|
(1
|
)
|
|
(1
|
)
|
||
Net proceeds from issuance of debt
|
673
|
|
|
—
|
|
||
Issuance of common stock
|
40
|
|
|
41
|
|
||
Purchase of common stock
|
(64
|
)
|
|
(653
|
)
|
||
Excess tax benefit from share-based compensation
|
—
|
|
|
1
|
|
||
Payment of dividends
|
(71
|
)
|
|
(75
|
)
|
||
Net cash provided by (used for) financing activities from continuing operations
|
577
|
|
|
(687
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents from continuing operations
|
(7
|
)
|
|
(52
|
)
|
||
Net decrease in cash and cash equivalents
|
(40
|
)
|
|
(601
|
)
|
||
Cash and cash equivalents, beginning of period
|
1,980
|
|
|
3,954
|
|
||
Cash and cash equivalents, end of period
|
$
|
1,940
|
|
|
$
|
3,353
|
|
Supplemental Cash Flow Information
|
|
|
|
||||
Cash paid during the period for:
|
|
|
|
||||
Interest, net
|
$
|
59
|
|
|
$
|
50
|
|
Income and withholding taxes, net of refunds
|
52
|
|
|
39
|
|
1.
|
Basis of Presentation
|
2.
|
Discontinued Operations
|
3.
|
Other Financial Data
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Other charges:
|
|
|
|
||||
Intangibles amortization
|
$
|
13
|
|
|
$
|
2
|
|
Reorganization of business
|
7
|
|
|
12
|
|
||
Acquisition related transaction fees
|
13
|
|
|
—
|
|
||
|
$
|
33
|
|
|
$
|
14
|
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Interest income (expense), net:
|
|
|
|
||||
Interest expense
|
$
|
(53
|
)
|
|
$
|
(43
|
)
|
Interest income
|
4
|
|
|
3
|
|
||
|
$
|
(49
|
)
|
|
$
|
(40
|
)
|
Other:
|
|
|
|
||||
Foreign currency gain
|
$
|
13
|
|
|
$
|
18
|
|
Loss on derivative instruments
|
(12
|
)
|
|
(17
|
)
|
||
Gains on equity method investments
|
1
|
|
|
—
|
|
||
Realized foreign currency loss on acquisition
|
(10
|
)
|
|
—
|
|
||
Other
|
—
|
|
|
2
|
|
||
|
$
|
(8
|
)
|
|
$
|
3
|
|
|
Amounts attributable to Motorola Solutions, Inc. common stockholders
|
||||||||||||||
|
Earnings from Continuing Operations, net of tax
|
|
Net Earnings
|
||||||||||||
Three Months Ended
|
April 2,
2016 |
|
April 4,
2015 |
|
April 2,
2016 |
|
April 4,
2015 |
||||||||
Basic earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Earnings
|
$
|
17
|
|
|
$
|
87
|
|
|
$
|
17
|
|
|
$
|
74
|
|
Weighted average common shares outstanding
|
174.5
|
|
|
215.3
|
|
|
174.5
|
|
|
215.3
|
|
||||
Per share amount
|
$
|
0.10
|
|
|
$
|
0.40
|
|
|
$
|
0.10
|
|
|
$
|
0.34
|
|
Diluted earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Earnings
|
$
|
17
|
|
|
$
|
87
|
|
|
$
|
17
|
|
|
$
|
74
|
|
Weighted average common shares outstanding
|
174.5
|
|
|
215.3
|
|
|
174.5
|
|
|
215.3
|
|
||||
Add effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Share-based awards
|
2.5
|
|
|
2.5
|
|
|
2.5
|
|
|
2.5
|
|
||||
Diluted weighted average common shares outstanding
|
177.0
|
|
|
217.8
|
|
|
177.0
|
|
|
217.8
|
|
||||
Per share amount
|
$
|
0.10
|
|
|
$
|
0.40
|
|
|
$
|
0.10
|
|
|
$
|
0.34
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Accounts receivable
|
$
|
1,179
|
|
|
$
|
1,390
|
|
Less allowance for doubtful accounts
|
(31
|
)
|
|
(28
|
)
|
||
|
$
|
1,148
|
|
|
$
|
1,362
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Finished goods
|
$
|
163
|
|
|
$
|
151
|
|
Work-in-process and production materials
|
271
|
|
|
287
|
|
||
|
434
|
|
|
438
|
|
||
Less inventory reserves
|
(147
|
)
|
|
(142
|
)
|
||
|
$
|
287
|
|
|
$
|
296
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Available-for-sale securities
|
$
|
47
|
|
|
$
|
438
|
|
Costs and earnings in excess of billings
|
324
|
|
|
374
|
|
||
Tax-related refunds receivable
|
110
|
|
|
44
|
|
||
Other
|
145
|
|
|
98
|
|
||
|
$
|
626
|
|
|
$
|
954
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Land
|
$
|
17
|
|
|
$
|
17
|
|
Building
|
521
|
|
|
523
|
|
||
Machinery and equipment
|
2,109
|
|
|
1,585
|
|
||
|
2,647
|
|
|
2,125
|
|
||
Less accumulated depreciation
|
(1,650
|
)
|
|
(1,638
|
)
|
||
|
$
|
997
|
|
|
$
|
487
|
|
April 2, 2016
|
Cost
Basis |
|
Unrealized
Gains |
|
Investments
|
||||||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Government, agency, and government-sponsored enterprise obligations
|
$
|
52
|
|
|
$
|
—
|
|
|
$
|
52
|
|
Corporate bonds
|
7
|
|
|
—
|
|
|
7
|
|
|||
Common stock
|
—
|
|
|
2
|
|
|
2
|
|
|||
|
59
|
|
|
2
|
|
|
61
|
|
|||
Other investments, at cost
|
204
|
|
|
—
|
|
|
204
|
|
|||
Equity method investments
|
10
|
|
|
—
|
|
|
10
|
|
|||
|
$
|
273
|
|
|
$
|
2
|
|
|
$
|
275
|
|
Less: current portion of available-for-sale securities
|
|
|
|
|
47
|
|
|||||
|
|
|
|
|
$
|
228
|
|
December 31, 2015
|
Cost
Basis |
|
Unrealized
Gains |
|
Unrealized
Losses |
|
Investments
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
||||||||
Government, agency, and government-sponsored enterprise obligations
|
$
|
455
|
|
|
$
|
—
|
|
|
$
|
(11
|
)
|
|
$
|
444
|
|
Corporate bonds
|
7
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||
Common stock
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
||||
|
462
|
|
|
6
|
|
|
(11
|
)
|
|
457
|
|
||||
Other investments, at cost
|
203
|
|
|
—
|
|
|
—
|
|
|
203
|
|
||||
Equity method investments
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
||||
|
674
|
|
|
6
|
|
|
(11
|
)
|
|
669
|
|
||||
Less: current portion of available-for-sale securities
|
|
|
|
|
|
|
438
|
|
|||||||
|
|
|
|
|
|
|
$
|
231
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Intangible assets, net
|
$
|
669
|
|
|
$
|
49
|
|
Long-term receivables
|
29
|
|
|
47
|
|
||
Defined benefit plan assets
|
135
|
|
|
128
|
|
||
Other
|
51
|
|
|
47
|
|
||
|
$
|
884
|
|
|
$
|
271
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Deferred revenue
|
$
|
399
|
|
|
$
|
390
|
|
Compensation
|
167
|
|
|
241
|
|
||
Billings in excess of costs and earnings
|
301
|
|
|
337
|
|
||
Tax liabilities
|
49
|
|
|
48
|
|
||
Dividend payable
|
72
|
|
|
71
|
|
||
Trade liabilities
|
133
|
|
|
135
|
|
||
Other
|
483
|
|
|
449
|
|
||
|
$
|
1,604
|
|
|
$
|
1,671
|
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Defined benefit plans
|
$
|
1,511
|
|
|
$
|
1,512
|
|
Postretirement Health Care Benefit Plan
|
46
|
|
|
49
|
|
||
Deferred revenue
|
113
|
|
|
113
|
|
||
Unrecognized tax benefits
|
42
|
|
|
50
|
|
||
Deferred income taxes
|
141
|
|
|
—
|
|
||
Deferred consideration (Note 14)
|
82
|
|
|
—
|
|
||
Other
|
196
|
|
|
180
|
|
||
|
$
|
2,131
|
|
|
$
|
1,904
|
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Foreign Currency Translation Adjustments:
|
|
|
|
||||
Balance at beginning of period
|
$
|
(266
|
)
|
|
$
|
(204
|
)
|
Other comprehensive income (loss) before reclassification adjustment
|
14
|
|
|
(27
|
)
|
||
Tax (expense) benefit
|
(1
|
)
|
|
1
|
|
||
Other comprehensive income (loss), net of tax
|
13
|
|
|
(26
|
)
|
||
Balance at end of period
|
$
|
(253
|
)
|
|
$
|
(230
|
)
|
Available-for-Sale Securities:
|
|
|
|
||||
Balance at beginning of period
|
$
|
(3
|
)
|
|
$
|
44
|
|
Other comprehensive loss before reclassification adjustment
|
—
|
|
|
(7
|
)
|
||
Tax benefit
|
—
|
|
|
3
|
|
||
Other comprehensive loss before reclassification adjustment, net of tax
|
—
|
|
|
(4
|
)
|
||
Reclassification adjustment into Gains (losses) on sales of investments and businesses, net
|
6
|
|
|
(46
|
)
|
||
Tax expense (benefit)
|
(2
|
)
|
|
17
|
|
||
Reclassification adjustment into Gains (losses) on sales of investments and businesses, net of tax
|
4
|
|
|
(29
|
)
|
||
Other comprehensive income (loss), net of tax
|
4
|
|
|
(33
|
)
|
||
Balance at end of period
|
$
|
1
|
|
|
$
|
11
|
|
Defined Benefit Plans:
|
|
|
|
||||
Balance at beginning of period
|
$
|
(1,597
|
)
|
|
$
|
(1,695
|
)
|
Reclassification adjustment - Actuarial net losses into Selling, general, and administrative expenses
|
10
|
|
|
19
|
|
||
Reclassification adjustment - Prior service benefits into Selling, general, and administrative expenses
|
(5
|
)
|
|
(17
|
)
|
||
Tax benefit
|
(1
|
)
|
|
(1
|
)
|
||
Reclassification adjustment into Selling, general, and administrative expenses, net of tax
|
4
|
|
|
1
|
|
||
Other comprehensive income, net of tax
|
4
|
|
|
1
|
|
||
Balance at end of period
|
$
|
(1,593
|
)
|
|
$
|
(1,694
|
)
|
|
|
|
|
||||
Total Accumulated other comprehensive loss
|
$
|
(1,845
|
)
|
|
$
|
(1,913
|
)
|
4.
|
Debt and Credit Facilities
|
5.
|
Risk Management
|
|
Notional Amount
|
||||||
Net Buy (Sell) by Currency
|
April 2,
2016 |
|
December 31,
2015 |
||||
Euro
|
$
|
233
|
|
|
$
|
99
|
|
British Pound
|
150
|
|
|
62
|
|
||
Chinese Renminbi
|
(95
|
)
|
|
(114
|
)
|
||
Australian Dollar
|
(51
|
)
|
|
(60
|
)
|
||
Brazilian Real
|
(49
|
)
|
|
(44
|
)
|
|
Fair Values of Derivative Instruments
|
||||||||||
|
Assets
|
|
Liabilities
|
||||||||
April 2, 2016
|
Fair
Value
|
|
Balance
Sheet
Location
|
|
Fair
Value
|
|
Balance
Sheet
Location
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||
Foreign exchange contracts
|
$
|
3
|
|
|
Other current assets
|
|
$
|
5
|
|
|
Accrued liabilities
|
Interest rate swap
|
—
|
|
|
Other current assets
|
|
1
|
|
|
Accrued liabilities
|
||
Total derivatives
|
$
|
3
|
|
|
|
|
$
|
6
|
|
|
|
|
Fair Values of Derivative Instruments
|
||||||||
|
Assets
|
|
Liabilities
|
||||||
December 31, 2015
|
Fair
Value
|
|
Balance
Sheet
Location
|
|
Fair
Value
|
|
Balance
Sheet
Location
|
||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
||
Foreign exchange contracts
|
6
|
|
|
Other current assets
|
|
2
|
|
|
Accrued liabilities
|
Interest rate swap
|
—
|
|
|
Other current assets
|
|
1
|
|
|
Accrued liabilities
|
Total derivatives
|
6
|
|
|
|
|
3
|
|
|
|
|
Three Months Ended
|
|
Statements of
Operations Location
|
||||||
Loss on Derivative Instruments
|
April 2,
2016 |
|
April 4,
2015 |
|
|||||
Interest rate swap
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
Other income (expense)
|
Foreign exchange contracts
|
(12
|
)
|
|
(16
|
)
|
|
Other income (expense)
|
||
Total derivatives
|
$
|
(12
|
)
|
|
$
|
(17
|
)
|
|
|
6.
|
Income Taxes
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Earnings from continuing operations before income taxes
|
$
|
22
|
|
|
$
|
128
|
|
Income tax expense
|
5
|
|
|
40
|
|
||
Effective tax rate
|
23
|
%
|
|
31
|
%
|
7.
|
Retirement and Other Employee Benefits
|
|
U.S. Pension Benefit Plans
|
|
Non U.S. Pension Benefit Plans
|
|
Postretirement Health Care Benefits Plan
|
||||||||||||||||||
Three Months Ended
|
April 2, 2016
|
|
April 4, 2015
|
|
April 2, 2016
|
|
April 4, 2015
|
|
April 2, 2016
|
|
April 4, 2015
|
||||||||||||
Service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
46
|
|
|
49
|
|
|
14
|
|
|
16
|
|
|
1
|
|
|
2
|
|
||||||
Expected return on plan assets
|
(55
|
)
|
|
(54
|
)
|
|
(24
|
)
|
|
(26
|
)
|
|
(2
|
)
|
|
(2
|
)
|
||||||
Amortization of:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrecognized net loss
|
9
|
|
|
12
|
|
|
3
|
|
|
4
|
|
|
1
|
|
|
3
|
|
||||||
Unrecognized prior service benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(5
|
)
|
|
(15
|
)
|
||||||
Net periodic cost (benefit)
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
(5
|
)
|
|
$
|
(5
|
)
|
|
$
|
(5
|
)
|
|
$
|
(12
|
)
|
8.
|
Share-Based Compensation Plans
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Share-based compensation expense included in:
|
|
|
|
||||
Costs of sales
|
$
|
2
|
|
|
$
|
3
|
|
Selling, general and administrative expenses
|
12
|
|
|
13
|
|
||
Research and development expenditures
|
3
|
|
|
5
|
|
||
Share-based compensation expense included in Operating earnings
|
17
|
|
|
21
|
|
||
Tax benefit
|
5
|
|
|
7
|
|
||
Share-based compensation expense, net of tax
|
$
|
12
|
|
|
$
|
14
|
|
Decrease in basic earnings per share
|
$
|
(0.07
|
)
|
|
$
|
(0.07
|
)
|
Decrease in diluted earnings per share
|
$
|
(0.07
|
)
|
|
$
|
(0.06
|
)
|
Share-based compensation expense in discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
9.
|
Fair Value Measurements
|
April 2, 2016
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
Assets:
|
|
|
|
|
|
||||||
Foreign exchange derivative contracts
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
3
|
|
Available-for-sale securities:
|
|
|
|
|
|
||||||
Government, agency, and government-sponsored enterprise obligations
|
$
|
—
|
|
|
$
|
52
|
|
|
$
|
52
|
|
Corporate bonds
|
—
|
|
|
7
|
|
|
7
|
|
|||
Common stock
|
2
|
|
|
—
|
|
|
2
|
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Foreign exchange derivative contracts
|
$
|
—
|
|
|
$
|
5
|
|
|
$
|
5
|
|
Interest rate swap
|
—
|
|
|
1
|
|
|
1
|
|
December 31, 2015
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
Assets:
|
|
|
|
|
|
||||||
Foreign exchange derivative contracts
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
6
|
|
Available-for-sale securities:
|
|
|
|
|
|
||||||
Government, agency, and government-sponsored enterprise obligations
|
—
|
|
|
444
|
|
|
444
|
|
|||
Corporate bonds
|
—
|
|
|
7
|
|
|
7
|
|
|||
Common stock
|
6
|
|
|
—
|
|
|
6
|
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Foreign exchange derivative contracts
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
2
|
|
Interest rate swap
|
—
|
|
|
1
|
|
|
1
|
|
10.
|
Long-term Financing and Sales of Receivables
|
|
April 2,
2016 |
|
December 31,
2015 |
||||
Long-term receivables
|
$
|
42
|
|
|
$
|
60
|
|
Less current portion
|
(13
|
)
|
|
(13
|
)
|
||
Gross non-current long-term receivables
|
$
|
29
|
|
|
$
|
47
|
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Accounts receivable sales proceeds
|
$
|
2
|
|
|
$
|
6
|
|
Long-term receivables sales proceeds
|
42
|
|
|
65
|
|
||
Total proceeds from receivable sales
|
$
|
44
|
|
|
$
|
71
|
|
April 2, 2016
|
Total
Long-term
Receivable
|
|
Current Billed
Due
|
|
Past Due Under 90 Days
|
|
Past Due Over 90 Days
|
||||||||
Municipal leases secured tax exempt
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial loans and leases secured
|
38
|
|
|
4
|
|
|
—
|
|
|
1
|
|
||||
Total gross long-term receivables, including current portion
|
$
|
42
|
|
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
1
|
|
December 31, 2015
|
Total
Long-term
Receivable
|
|
Current Billed
Due
|
|
Past Due Under 90 Days
|
|
Past Due Over 90 Days
|
||||||||
Municipal leases secured tax exempt
|
$
|
35
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial loans and leases secured
|
25
|
|
|
1
|
|
|
1
|
|
|
1
|
|
||||
Total gross long-term receivables, including current portion
|
$
|
60
|
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
1
|
|
11.
|
Commitments and Contingencies
|
12.
|
Segment Information
|
|
Three Months Ended
|
||||||
|
April 2,
2016 |
|
April 4,
2015 |
||||
Products
|
$
|
51
|
|
|
$
|
64
|
|
Services
|
49
|
|
|
55
|
|
||
Operating earnings
|
100
|
|
|
119
|
|
||
Total other income (expense)
|
(78
|
)
|
|
9
|
|
||
Earnings from continuing operations before income taxes
|
$
|
22
|
|
|
$
|
128
|
|
13.
|
Reorganization of Business
|
April 2, 2016
|
Three Months Ended
|
||
Products
|
$
|
21
|
|
Services
|
2
|
|
|
|
$
|
23
|
|
|
January 1, 2016
|
|
Additional
Charges
|
|
Adjustments
|
|
Amount
Used
|
|
April 2, 2016
|
||||||||||
Exit costs
|
$
|
9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
7
|
|
Employee separation costs
|
51
|
|
|
24
|
|
|
(4
|
)
|
|
(21
|
)
|
|
50
|
|
|||||
|
$
|
60
|
|
|
$
|
24
|
|
|
$
|
(4
|
)
|
|
$
|
(23
|
)
|
|
$
|
57
|
|
14.
|
Intangible Assets and Goodwill
|
Cash
|
|
$
|
86
|
|
Accounts receivable, net
|
|
55
|
|
|
Other current assets
|
|
36
|
|
|
Property, plant and equipment, net
|
|
481
|
|
|
Deferred income taxes
|
|
79
|
|
|
Intangible assets
|
|
631
|
|
|
Accounts payable
|
|
(18
|
)
|
|
Accrued liabilities
|
|
(184
|
)
|
|
Other liabilities
|
|
(254
|
)
|
|
Goodwill
|
|
170
|
|
|
Total consideration
|
|
$
|
1,082
|
|
Net present value of deferred consideration payment to former owners
|
|
(82
|
)
|
|
Net cash consideration at purchase
|
|
$
|
1,000
|
|
|
Three Months Ended
|
||||||
|
April 2, 2016
|
|
April 4, 2015
|
||||
Revenues
|
$
|
1,264
|
|
|
$
|
1,364
|
|
Earnings from continuing operations
|
41
|
|
|
100
|
|
||
Basic earnings per share
|
0.24
|
|
|
0.46
|
|
||
Diluted earnings per share
|
0.23
|
|
|
0.46
|
|
|
April 2, 2016
|
|
December 31, 2015
|
||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
||||||||
Completed technology
|
$
|
60
|
|
|
$
|
33
|
|
|
$
|
60
|
|
|
$
|
32
|
|
Patents
|
8
|
|
|
5
|
|
|
8
|
|
|
5
|
|
||||
Customer-related
|
629
|
|
|
21
|
|
|
23
|
|
|
10
|
|
||||
Other intangibles
|
46
|
|
|
15
|
|
|
20
|
|
|
15
|
|
||||
|
$
|
743
|
|
|
$
|
74
|
|
|
$
|
111
|
|
|
$
|
62
|
|
|
April 2, 2016
|
|
December 31, 2015
|
||||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
||||||||
Products
|
$
|
86
|
|
|
$
|
59
|
|
|
$
|
89
|
|
|
$
|
60
|
|
Services
|
657
|
|
|
15
|
|
|
22
|
|
|
2
|
|
||||
|
$
|
743
|
|
|
$
|
74
|
|
|
$
|
111
|
|
|
$
|
62
|
|
|
Products
|
|
Services
|
|
Total
|
||||||
Balance as of January 1, 2016
|
|
|
|
|
|
||||||
Aggregate goodwill
|
$
|
270
|
|
|
$
|
150
|
|
|
$
|
420
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|||
Goodwill, net of impairment losses
|
$
|
270
|
|
|
$
|
150
|
|
|
$
|
420
|
|
Goodwill acquired
|
—
|
|
|
170
|
|
|
170
|
|
|||
Balance as of April 2, 2016
|
|
|
|
|
|
||||||
Aggregate goodwill
|
$
|
270
|
|
|
$
|
320
|
|
|
$
|
590
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|||
Goodwill, net of impairment losses
|
$
|
270
|
|
|
$
|
320
|
|
|
$
|
590
|
|
|
Three Months Ended
|
|
Year Ended December 31
|
|||||||||||
|
April 2, 2016
|
|
April 4, 2015
|
|
2015
|
|
2014
|
|
2013
|
|||||
North America
|
66
|
%
|
|
63
|
%
|
|
65
|
%
|
|
61
|
%
|
|
63
|
%
|
Latin America
|
5
|
%
|
|
8
|
%
|
|
6
|
%
|
|
9
|
%
|
|
8
|
%
|
EMEA
|
19
|
%
|
|
18
|
%
|
|
17
|
%
|
|
19
|
%
|
|
17
|
%
|
AP
|
10
|
%
|
|
11
|
%
|
|
12
|
%
|
|
11
|
%
|
|
12
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
•
|
Net sales were
$1.2 billion
in the
first quarter
of
2016
, a
$30 million
, or
2%
decrease
from the
first quarter
of
2015
. Net sales in the
first
quarter of
2016
included the unfavorable impact of foreign currency fluctuations primarily within EMEA, AP, and Latin America, partially offset by growth in North America.
|
•
|
We generated operating earnings of
$100 million
, or
8%
of net sales, in the
first
quarter of
2016
, compared to
$119 million
, or
10%
of net sales, in the
first
quarter of
2015
. Profitability declined primarily as a result of: (i) lower gross margin in the Products segment and (ii) higher costs within Other charges associated with the acquisition of GDCL, including $13 million of transaction fees and increased intangible amortization expense.
|
•
|
We had earnings from continuing operations attributable to Motorola Solutions, Inc. of
$17 million
, or
$0.10
per diluted common share, in the
first
quarter of
2016
, compared to
$87 million
, or
$0.40
per diluted common share, in the
first
quarter of
2015
.
|
•
|
We generated net cash from operating activities of
$13 million
during the
first quarter
of
2016
, compared to
$156 million
in the
first quarter
of
2015
. Operating cash flows decreased primarily as a result of decreased earnings from continuing operations, higher working capital needs, higher incentive compensation, and increased payments of interest and income taxes.
|
•
|
We returned
$135 million
in capital to shareholders through dividends and share repurchases during the
first quarter
of
2016
.
|
•
|
Products:
Net sales were
$702 million
in the
first
quarter of
2016
,
a decrease
of
$56 million
, or
7%
compared to net sales of
$758 million
during the
first
quarter of
2015
. On a geographic basis, net sales
decreased
in EMEA, Latin America, and AP, and increased in North America, compared to the year-ago quarter.
|
•
|
Services:
Net sales were
$491 million
in the
first
quarter of
2016
,
an increase
of
$26 million
, or
6%
compared to net sales of
$465 million
in the
first
quarter of
2015
. On a geographic basis, net sales
increased
in EMEA, North America, and AP and decreased in Latin America, compared to the year-ago quarter.
|
|
Three Months Ended
|
||||||||||||
(Dollars in millions, except per share amounts)
|
April 2, 2016
|
|
% of
Sales**
|
|
April 4, 2015
|
|
% of
Sales**
|
||||||
Net sales from products
|
$
|
702
|
|
|
|
|
$
|
758
|
|
|
|
||
Net sales from services
|
491
|
|
|
|
|
465
|
|
|
|
||||
Net sales
|
1,193
|
|
|
|
|
1,223
|
|
|
|
||||
Costs of product sales
|
366
|
|
|
52.1
|
%
|
|
359
|
|
|
47.4
|
%
|
||
Costs of services sales
|
325
|
|
|
66.2
|
%
|
|
316
|
|
|
68.0
|
%
|
||
Costs of sales
|
691
|
|
|
|
|
675
|
|
|
|
||||
Gross margin
|
502
|
|
|
42.1
|
%
|
|
548
|
|
|
44.8
|
%
|
||
Selling, general and administrative expenses
|
234
|
|
|
19.6
|
%
|
|
256
|
|
|
20.9
|
%
|
||
Research and development expenditures
|
135
|
|
|
11.3
|
%
|
|
159
|
|
|
13.0
|
%
|
||
Other charges
|
33
|
|
|
2.8
|
%
|
|
14
|
|
|
1.1
|
%
|
||
Operating earnings
|
100
|
|
|
8.4
|
%
|
|
119
|
|
|
9.7
|
%
|
||
Other income (expense):
|
|
|
|
|
|
|
|
||||||
Interest expense, net
|
(49
|
)
|
|
(4.1
|
)%
|
|
(40
|
)
|
|
(3.3
|
)%
|
||
Gain (loss) on sales of investments and businesses, net
|
(21
|
)
|
|
(1.8
|
)%
|
|
46
|
|
|
3.8
|
%
|
||
Other
|
(8)
|
|
|
(0.7
|
)%
|
|
3
|
|
|
0.2
|
%
|
||
Total other income (expense)
|
(78
|
)
|
|
(6.5
|
)%
|
|
9
|
|
|
0.7
|
%
|
||
Earnings from continuing operations before income taxes
|
22
|
|
|
1.8
|
%
|
|
128
|
|
|
10.5
|
%
|
||
Income tax expense
|
5
|
|
|
0.4
|
%
|
|
40
|
|
|
3.3
|
%
|
||
Earnings from continuing operations
|
17
|
|
|
1.4
|
%
|
|
88
|
|
|
7.2
|
%
|
||
Less: Earnings attributable to noncontrolling interests
|
—
|
|
|
—
|
%
|
|
1
|
|
|
0.1
|
%
|
||
Earnings from continuing operations*
|
17
|
|
|
1.4
|
%
|
|
87
|
|
|
7.1
|
%
|
||
Loss from discontinued operations, net of tax
|
—
|
|
|
—
|
%
|
|
(13
|
)
|
|
(1.1
|
)%
|
||
Net earnings*
|
$
|
17
|
|
|
1.4
|
%
|
|
$
|
74
|
|
|
6.1
|
%
|
Earnings (loss) per diluted common share*:
|
|
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
0.10
|
|
|
|
|
$
|
0.40
|
|
|
|
||
Discontinued operations
|
—
|
|
|
|
|
(0.06
|
)
|
|
|
||||
Earnings per diluted common share*
|
$
|
0.10
|
|
|
|
|
$
|
0.34
|
|
|
|
|
Three Months Ended
|
|
|
|||||||
|
April 2,
2016 |
|
April 4,
2015 |
|
% Change
|
|||||
Segment net sales
|
$
|
702
|
|
|
$
|
758
|
|
|
(7
|
)%
|
Operating earnings
|
51
|
|
|
64
|
|
|
(20
|
)%
|
|
Three Months Ended
|
|
|
|||||||
|
April 2,
2016 |
|
April 4,
2015 |
|
% Change
|
|||||
Segment net sales
|
$
|
491
|
|
|
$
|
465
|
|
|
6
|
%
|
Operating earnings
|
49
|
|
|
55
|
|
|
(11
|
)%
|
|
Three Months Ended
|
||||||
|
April 2, 2016
|
|
April 4, 2015
|
||||
Accounts receivable sales proceeds
|
$
|
2
|
|
|
$
|
6
|
|
Long-term receivables sales proceeds
|
42
|
|
|
65
|
|
||
Total proceeds from sales of accounts receivable
|
$
|
44
|
|
|
$
|
71
|
|
|
Notional Amount
|
||||||
Net Buy (Sell) by Currency
|
April 2,
2016 |
|
December 31,
2015 |
||||
Euro
|
$
|
233
|
|
|
$
|
99
|
|
British Pound
|
150
|
|
|
62
|
|
||
Chinese Renminbi
|
(95
|
)
|
|
(114
|
)
|
||
Australian Dollar
|
(51
|
)
|
|
(60
|
)
|
||
Brazilian Real
|
(49
|
)
|
|
(44
|
)
|
Period
|
(a) Total Number
of Shares
Purchased
|
|
(b) Average Price
Paid per
Share
(1)
|
|
(c) Total Number
of Shares Purchased
as Part of Publicly
Announced Plans
or Program
(2)
|
|
(d) Approximate Dollar
Value of Shares that
May Yet Be Purchased
Under the Plans or
Program
(2)
|
||||||
12/29/15 to 1/26/16
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,033,625,234
|
|
1/27/16 to 2/23/16
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,033,625,234
|
|
2/24/16 to 3/29/16
|
899,339
|
|
|
$
|
71.41
|
|
|
899,339
|
|
|
$
|
969,403,764
|
|
Total
|
899,339
|
|
|
$
|
71.41
|
|
|
899,339
|
|
|
|
(1)
|
Average price paid per share of common stock repurchased is the execution price, including commissions paid to brokers.
|
(2)
|
Through actions taken on July 28, 2011, January 30, 2012, July 25, 2012, July 22, 2013, and November 3, 2014, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to
$12.0 billion
of its outstanding shares of common stock (the “share repurchase program”). The share repurchase program does not have an expiration date. As of
April 2, 2016
, the Company had used approximately
$11.0 billion
, including transaction costs, to repurchase shares.
|
Exhibit No.
|
|
Exhibit
|
*10.1
|
|
2016-2018 Performance Measures under the Motorola Solutions Long Range Incentive Plan (LRIP), as Amended and Restated February 11, 2015.
|
10.2
|
|
Term Loan Credit Agreement, dated February 18, 2016, by and among Motorola Solutions, Inc., Lloyds Bank PLC, as administrative agent, and the several lenders and agents party thereto (incorporated by reference to Exhibit 10.1 to Motorola Solutions' Current Report on Form 8-K filed on February 22, 2016 (File No. 1-7221)).
|
*31.1
|
|
Certification of Gregory Q. Brown pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
*31.2
|
|
Certification of Gino A. Bonanotte pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
*32.1
|
|
Certification of Gregory Q. Brown pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
*32.2
|
|
Certification of Gino A. Bonanotte pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Scheme Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Filed herewith
|
|
MOTOROLA, MOTOROLA SOLUTIONS and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. All other trademarks are the property of their respective owners. ©2016 Motorola Solutions, Inc. All rights reserved.
|
|
MOTOROLA SOLUTIONS, INC.
|
||
|
|
|
|
|
By:
|
|
/
S
/ J
OHN
K. W
OZNIAK
|
|
|
|
John K. Wozniak
Corporate Vice President and
Chief Accounting Officer
(Principal Accounting Officer)
|
Exhibit No.
|
|
Exhibit
|
*10.1
|
|
2016-2018 Performance Measures under the Motorola Solutions Long Range Incentive Plan (LRIP), as Amended and Restated February 11, 2015.
|
10.2
|
|
Term Loan Credit Agreement, dated February 18, 2016, by and among Motorola Solutions, Inc., Lloyds Bank PLC, as administrative agent, and the several lenders and agents party thereto (incorporated by reference to Exhibit 10.1 to Motorola Solutions' Current Report on Form 8-K filed on February 22, 2016 (File No. 1-7221)).
|
*31.1
|
|
Certification of Gregory Q. Brown pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
*31.2
|
|
Certification of Gino A. Bonanotte pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
*32.1
|
|
Certification of Gregory Q. Brown pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
*32.2
|
|
Certification of Gino A. Bonanotte pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Scheme Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Filed herewith
|
1.
|
I have reviewed the quarterly report on Form 10-Q of Motorola Solutions, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ GREGORY Q. BROWN
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Gregory Q. Brown
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Chairman and Chief Executive Officer
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Motorola Solutions, Inc.
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1.
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I have reviewed this quarterly report on Form 10-Q of Motorola Solutions, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ GINO A. BONANOTTE
|
|
Gino A. Bonanotte
|
|
Executive Vice President and Chief Financial Officer
|
|
Motorola Solutions, Inc.
|
(1)
|
the quarterly report on Form 10-Q for the period ended
April 2, 2016
(the “Quarterly Report”), which this statement accompanies fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
|
(2)
|
the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of Motorola Solutions, Inc.
|
|
/s/ GREGORY Q. BROWN
|
|
Gregory Q. Brown
|
|
Chairman and Chief Executive Officer
|
|
Motorola Solutions, Inc.
|
(1)
|
the quarterly report on Form 10-Q for the period ended
April 2, 2016
(the “Quarterly Report”), which this statement accompanies fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
|
(2)
|
the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of Motorola Solutions, Inc.
|
|
/s/ GINO A. BONANOTTE
|
|
Gino A. Bonanotte
|
|
Executive Vice President and Chief Financial Officer
|
|
Motorola Solutions, Inc.
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