UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 30, 2006
(Date of earliest event reported)
INTEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-06217 94-1672743
(State or other (Commission (IRS Employer
jurisdiction
of incorporation) File Number) Identification No.)
2200 Mission College Blvd., Santa Clara, 95054-1549
California
(Address of principal executive offices) (Zip Code)
(408) 765-8080
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General
Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Item Regulation FD Disclosure.
7.01
In connection with the April 19 and July 19
Earnings Releases, Intel Corporation (the
"Corporation") discussed an ongoing program
designed to improve operational efficiency and
results. In connection with that program the
Corporation has previously announced the planned
sale of its communications and application
processor business to Marvell Technology Group, and
the elimination of approximately 1,000 management
positions within the Corporation.
Further with respect to that program, the
Corporation determined on August 30, 2006 to
undertake a number of additional actions
recommended by the Corporation's Structure and
Efficiency Taskforce relating to organizational
efficiency, business processes and programs. Some
of these actions (collectively, the "Efficiency
Plan") have commenced and will continue for varying
periods of time, and other actions will involve
further analysis and execution at a later date. It
is intended that most of these actions will have
commenced or be executed by the end of the 2007
fiscal year, although some actions may occur or
continue into the 2008 and 2009 fiscal years.
The Corporation presently estimates that the
aggregate result of these actions pursuant to the
Efficiency Plan will be to reduce cost-of-sales and
marketing, general and administrative and research
and development expenses by approximately $2
billion in 2007 and $3 billion in 2008. These
actions are also expected to reduce the
Corporation's workforce by approximately 10,500
employees worldwide as of July 1, 2007 relative to
employment of 102,500 persons as of July 1, 2006.
Year-end 2006 employment is expected to be
approximately 95,000 persons. The Corporation also
expects that several of these actions under the
Efficiency Plan will result in the avoidance of
approximately $1 billion in capital expenditures
that otherwise would have been incurred in 2008.
The Corporation intends to provide additional
information concerning the impact of these actions
on the Corporation's third quarter and the
estimated impact of these actions on the
Corporation's fourth quarter with the Corporation's
2006 third quarter Earnings Release (scheduled for
publication on October 17, 2006). Similarly,
additional detail with regard to 2007 will be
provided in the Corporation's earnings releases and
Business Outlook statements published quarterly
during 2007.
In connection with the Efficiency Plan, the
Corporation expects to record restructuring charges
of approximately $200 million no later than 2007.
Additional, presently undetermined, charges may be
incurred during the 2008 and 2009 fiscal years. The
Corporation currently expects that a majority of
the aggregate charges will be related to employee
benefit and severance arrangements to be paid
in cash.
The exact timing of these charges and the related
cash outflows, as well as the estimated cost ranges
by category type, have not been finalized. This
information will be subject to the finalization of
timetables for the transition of functions, local
labor law requirements, including consultation with
appropriate works councils as well as the statutory
severance requirements of the particular legal
jurisdictions impacted, and the amount and timing
of the actual charges may vary due to a variety of
factors including the salary, position and number
of years of service of the affected employees as
well as the type and amount of severance benefits
offered to employees. The Efficiency Plan reflects
the Corporation's intention only and restructuring
decisions at certain non-U.S. locations remain
subject to local labor law requirements, including
consultation with appropriate works councils.
Attached hereto as Exhibit 99.1 and incorporated by
reference herein is a press release describing the
Efficiency Plan. The information in this Current
Report shall be deemed incorporated by reference
into any registration statement heretofore or
hereafter filed under the Securities Act of 1933,
as amended, except to the extent that such
information is superseded by information as of a
subsequent date that is included in or incorporated
by reference into such registration statement. The
information in this report shall not be treated as
filed for purposes of the Securities Exchange Act
of 1934, as amended.
This Form 8-K and attached press release contain
forward-looking statements that involve risks,
uncertainties and assumptions. Many factors could
affect the Efficiency Plan and the Corporation's
actual results, and if the risks or uncertainties
ever materialize or the assumptions prove
incorrect, the results of the Corporation may
differ materially from those expressed or implied
by such forward-looking statements and assumptions.
All statements other than statements of historical
fact are statements that could be deemed forward-
looking statements, including but not limited to
any projections, the extent or timing of cost
savings, charges, use of cost savings, revenue or
profitability improvements, or other financial
items; any statements of the plans, strategies, and
objectives of management for future operations,
including timing and execution of any restructuring
plans, retirement programs, benefit program changes
or reorganizations and extent of employees
impacted; any statements concerning the
Corporation's expected competitive position or
performance; any statements of expectation or
belief; and any statements of assumptions
underlying any of the foregoing. Intel presently
considers the factors set forth below to be the
important factors that could cause actual results
to differ materially from the Corporation's
published expectations: risks, uncertainties and
assumptions including the timing and execution of
plans and programs subject to local labor law
requirements, including consultation with
appropriate works councils; assumptions related to
severance and post-retirement costs; future
acquisitions, dispositions, investments, new
business initiatives and changes in product
roadmap, development and manufacturing which may
affect expense and employment levels at the
Corporation; assumptions relating to product demand
and the business environment; and other risk
factors that are described from time to time in the
Corporation's Securities and Exchange Commission
reports, including but not limited to the risk
factors described in the Corporation's Quarterly
Report on Form 10-Q for the fiscal quarter ended
July 1, 2006, and other reports filed after the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 31, 2005. The
Corporation assumes no obligation to update these
forward-looking statements.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
INTEL CORPORATION
(Registrant)
By: /s/ Cary I. Klafter
--------------------
Cary I. Klafter
Date: September 5, 2006 Corporate Secretary