Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended | |
2-May-15 | 29-May-15 | |
Entity Information [Line Items] | ||
Entity Registrant Name | BROCADE COMMUNICATIONS SYSTEMS INC | |
Entity Central Index Key | 1009626 | |
Current Fiscal Year End Date | -21 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 2-May-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 415,331,996 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Net revenues: | ||||
Product | $458,243 | $442,280 | $944,481 | $917,485 |
Service | 88,332 | 94,630 | 178,333 | 183,960 |
Total net revenues | 546,575 | 536,910 | 1,122,814 | 1,101,445 |
Cost of revenues: | ||||
Product | 137,612 | 142,271 | 287,538 | 295,898 |
Service | 36,754 | 40,347 | 73,384 | 78,585 |
Total cost of revenues | 174,366 | 182,618 | 360,922 | 374,483 |
Gross margin | 372,209 | 354,292 | 761,892 | 726,962 |
Operating expenses: | ||||
Research and development | 91,870 | 90,554 | 177,101 | 177,710 |
Sales and marketing | 143,078 | 139,597 | 283,316 | 272,262 |
General and administrative | 20,722 | 21,112 | 45,393 | 41,255 |
Amortization of intangible assets | 627 | 131 | 765 | 10,014 |
Acquisition and integration costs | 2,344 | 0 | 2,344 | 0 |
Restructuring, goodwill impairment, and other related costs (benefits) | -637 | 82,703 | -637 | 88,920 |
Gain on sale of network adapter business | 0 | 0 | 0 | -4,884 |
Total operating expenses | 258,004 | 334,097 | 508,282 | 585,277 |
Income from operations | 114,205 | 20,195 | 253,610 | 141,685 |
Interest expense | -10,552 | -9,234 | -35,976 | -18,430 |
Interest and other income (loss), net | 466 | -20 | -93 | -1,356 |
Income before income tax | 104,119 | 10,941 | 217,541 | 121,899 |
Income tax expense | 27,079 | 24,625 | 53,234 | 54,699 |
Net income (loss) | $77,040 | ($13,684) | $164,307 | $67,200 |
Net income (loss) per share—basic | $0.18 | ($0.03) | $0.39 | $0.15 |
Net income (loss) per share—diluted | $0.18 | ($0.03) | $0.38 | $0.15 |
Shares used in per share calculation—basic | 420,718 | 436,167 | 424,627 | 438,370 |
Shares used in per share calculation—diluted | 433,234 | 436,167 | 436,195 | 451,999 |
Cash dividends declared per share | $0.04 | $0 | $0.07 | $0 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 6 Months Ended | ||||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | ||
Statement of Comprehensive Income [Abstract] | ||||||
Net income (loss) | $77,040 | ($13,684) | $164,307 | $67,200 | ||
Unrealized gains (losses) on cash flow hedges: | ||||||
Change in unrealized gains and losses | -143 | 1,094 | -1,918 | 170 | ||
Net gains and losses reclassified into earnings | 1,109 | 32 | 1,713 | [1] | 1 | [1] |
Net unrealized gains (losses) on cash flow hedges | 966 | 1,126 | -205 | 171 | ||
Foreign currency translation adjustments | -1,068 | 1,298 | -5,289 | 475 | ||
Total other comprehensive income (loss) | -102 | 2,424 | -5,494 | 646 | ||
Total comprehensive income (loss) | $76,938 | ($11,260) | $158,813 | $67,846 | ||
[1] | For Condensed Consolidated Statements of Operations classification of amounts reclassified from accumulated other comprehensive loss, see Note 10, “Derivative Instruments and Hedging Activities,†of the Notes to Condensed Consolidated Financial Statements. |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $1,366,812 | $1,255,017 |
Accounts receivable, net of allowances for doubtful accounts of $1,676 and $80 at May 2, 2015, and November 1, 2014, respectively | 185,136 | 224,913 |
Inventories | 41,379 | 38,718 |
Deferred tax assets | 103,501 | 92,692 |
Prepaid expenses and other current assets | 54,501 | 46,665 |
Total current assets | 1,751,329 | 1,658,005 |
Property and equipment, net | 439,789 | 445,433 |
Goodwill | 1,617,171 | 1,567,723 |
Intangible assets, net | 83,118 | 26,658 |
Other assets | 49,217 | 35,856 |
Total assets | 3,940,624 | 3,733,675 |
Current liabilities: | ||
Accounts payable | 91,900 | 93,705 |
Accrued employee compensation | 135,906 | 169,018 |
Deferred revenue | 234,110 | 239,993 |
Other accrued liabilities | 82,198 | 84,592 |
Total current liabilities | 544,114 | 587,308 |
Long-term debt, net of current portion | 787,554 | 595,450 |
Non-current deferred revenue | 72,084 | 71,746 |
Non-current income tax liability | 48,156 | 39,647 |
Non-current deferred tax liabilities | 24,047 | 27,153 |
Other non-current liabilities | 3,748 | 4,310 |
Total liabilities | 1,479,703 | 1,325,614 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 5,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 800,000 shares authorized: | ||
Issued and outstanding: 417,886 and 431,470 shares at May 2, 2015, and November 1, 2014, respectively | 418 | 431 |
Additional paid-in capital | 1,698,111 | 1,774,197 |
Accumulated other comprehensive loss | -24,308 | -18,814 |
Retained earnings | 786,700 | 652,247 |
Total stockholders’ equity | 2,460,921 | 2,408,061 |
Total liabilities and stockholders’ equity | $3,940,624 | $3,733,675 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $1,676 | $80 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000 | 5,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 800,000 | 800,000 |
Common stock, shares issued | 417,886 | 431,470 |
Common stock, shares outstanding | 417,886 | 431,470 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements Of Cash Flows (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 |
Cash flows from operating activities: | ||
Net income (loss) | $164,307 | $67,200 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Excess tax benefits from stock-based compensation | -29,570 | -27,415 |
Depreciation and amortization | 40,247 | 59,927 |
Loss on disposal of property and equipment | 1,241 | 3,178 |
Gain on sale of network adapter business | 0 | -4,884 |
Amortization of debt issuance costs and debt discount | 5,224 | 566 |
Write-off of debt discount and debt issuance costs related to lenders that did not participate in refinancing | 4,808 | 0 |
Provision for doubtful accounts receivable and sales allowances | 4,694 | 3,528 |
Non-cash stock-based compensation expense | 40,157 | 39,640 |
Goodwill impairment charge | 0 | 83,382 |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | 35,237 | 52,266 |
Inventories | 3,008 | 4,570 |
Prepaid expenses and other assets | -25,702 | -8,371 |
Deferred tax assets | 503 | 57 |
Accounts payable | -6,160 | -7,126 |
Accrued employee compensation | -39,997 | -11,738 |
Deferred revenue | -9,149 | 573 |
Other accrued liabilities | 25,285 | 33,324 |
Restructuring liabilities | -1,866 | -10,964 |
Net cash provided by operating activities | 212,267 | 277,713 |
Cash flows from investing activities: | ||
Purchases of non-marketable equity and debt investments | 150 | 223 |
Purchases of property and equipment | -34,091 | -27,395 |
Purchase of intangible assets | -7,750 | 0 |
Net cash paid in connection with acquisitions | -95,278 | 0 |
Proceeds from collection of note receivable | 250 | 250 |
Proceeds from sale of network adapter business | 0 | 9,995 |
Net cash used in investing activities | -137,019 | -17,373 |
Cash flows from financing activities: | ||
Payment of principal related to senior secured notes | -300,000 | 0 |
Payment of debt issuance costs | -1,661 | 0 |
Payment of principal related to capital leases | -1,267 | -1,749 |
Common stock repurchases | -208,244 | -190,432 |
Proceeds from issuance of common stock | 21,975 | 54,530 |
Payment of cash dividends to stockholders | -29,854 | 0 |
Proceeds from convertible notes | 565,656 | 0 |
Purchase of convertible hedge | -86,135 | 0 |
Proceeds from issuance of warrants | 51,175 | 0 |
Excess tax benefits from stock-based compensation | 29,570 | 27,415 |
Net cash provided by (used in) financing activities | 41,215 | -110,236 |
Effect of exchange rate fluctuations on cash and cash equivalents | -4,668 | 512 |
Net increase in cash and cash equivalents | 111,795 | 150,616 |
Cash and cash equivalents, beginning of period | 1,255,017 | 986,997 |
Cash and cash equivalents, end of period | 1,366,812 | 1,137,613 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 18,937 | 17,375 |
Cash paid for income taxes | 23,599 | 16,408 |
Supplemental schedule of non-cash investing activities: | ||
Settlement of debt investment in relation to acquisition | $150 | $0 |
Basis_Of_Presentation
Basis Of Presentation | 6 Months Ended |
2-May-15 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis Of Presentation | Basis of Presentation |
Brocade Communications Systems, Inc. (“Brocade” or the “Company”) has prepared the accompanying Condensed Consolidated Financial Statements pursuant to the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The Condensed Consolidated Balance Sheet as of November 1, 2014, was derived from the Company’s audited consolidated financial statements, but does not include all disclosures required by U.S. GAAP. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended November 1, 2014. | |
The accompanying Condensed Consolidated Financial Statements are unaudited but, in the opinion of the Company’s management, reflect all adjustments—including normal recurring adjustments—that management considers necessary for a fair presentation of these Condensed Consolidated Financial Statements. The results for the interim periods presented are not necessarily indicative of the results for the full fiscal year or any other future period. | |
The Company’s fiscal year is a 52- or 53-week period ending on the last Saturday in October or the first Saturday in November, respectively. Fiscal year 2015 is a 52-week fiscal year and fiscal year 2014 was a 53-week fiscal year. The second quarter of fiscal year 2014 was a 14-week quarter, which was one week longer than a typical quarter. | |
The Condensed Consolidated Financial Statements include the accounts of Brocade and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. | |
Use of Estimates in Preparation of Condensed Consolidated Financial Statements | |
The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, revenue recognition, sales allowances and programs, allowance for doubtful accounts, stock-based compensation, purchase price allocations, warranty obligations, inventory valuation and purchase commitments, restructuring costs, incentive compensation, facilities lease losses, impairment of goodwill and intangible assets, litigation, and income taxes. Actual results may differ materially from these estimates. |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 6 Months Ended |
2-May-15 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | Summary of Significant Accounting Policies |
There have been no material changes in the Company’s significant accounting policies for the six months ended May 2, 2015, as compared to the significant accounting policies disclosed in Brocade’s Annual Report on Form 10-K for the fiscal year ended November 1, 2014. | |
New Accounting Pronouncements or Updates Recently Adopted | |
In March 2013, the Financial Accounting Standards Board (“FASB”) issued an update to Accounting Standards Codification (“ASC”) 830, Foreign Currency Matters: Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. Under this update, an entity is required to release any cumulative translation adjustment into net income when the entity ceases to have a controlling financial interest resulting from the complete or substantially complete liquidation of a subsidiary or group of assets within a foreign entity. This update should be applied prospectively. The Company adopted this update in the first quarter of fiscal year 2015. There was no material impact on its financial position, results of operations, or cash flows. | |
Recent Accounting Pronouncements or Updates That Are Not Yet Effective | |
In April 2014, the FASB issued an update to ASC 205, Presentation of Financial Statements, and ASC 360, Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. Under this update, a discontinued operation may include a component of an entity or a group of components of an entity, or a business or nonprofit activity. Only those disposals of components of an entity that represent a strategic shift that has, or will have, a major effect on an entity’s operations and financial results will be reported as discontinued operations in the financial statements. This update should be applied prospectively and will be adopted by the Company in the first quarter of fiscal year 2016. Early adoption is permitted, but only for disposals that have not been reported in financial statements previously issued. The Company does not expect the adoption of this update to have a material impact on its consolidated financial statements. | |
In May 2014, the FASB issued an update to ASC 606, Revenue from Contracts with Customers, that will supersede virtually all existing revenue guidance. Under this update, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity will need to use more judgment and make more estimates than under the current guidance. This update should be applied retrospectively either to each prior reporting period presented in the financial statements, or only to the most current reporting period presented in the financial statements with a cumulative effect adjustment recorded in the retained earnings. This update becomes effective and will be adopted by the Company in the first quarter of fiscal year 2018. Early adoption is not permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. | |
In April 2015, the FASB issued an update to ASC 835, Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs. Under this update, debt issuance costs related to a debt liability are required to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this update. This update is effective for the Company in the first quarter of fiscal year 2017, with early adoption permitted. This update should be applied retrospectively to all prior periods presented in the financial statements and will be early adopted by the Company in the first quarter of fiscal year 2016. The Company does not expect the adoption of this update to have a material impact on its consolidated financial statements. | |
In April 2015, the FASB issued an update to ASC 350, Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Fees Paid in Cloud Computing Arrangement. This update provides guidance on the accounting for fees paid in a cloud computing arrangement if the arrangement was determined to include a software license. This update will not change GAAP for a customer’s accounting for service contracts. This update may be applied either prospectively or retrospectively and will be adopted by the Company in the first quarter of fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. | |
Concentrations | |
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, and accounts receivable. Cash and cash equivalents are primarily maintained at five major financial institutions. Deposits held with banks may be redeemed upon demand and may exceed the amount of insurance provided on such deposits. | |
A majority of the Company’s accounts receivable balance is derived from sales to original equipment manufacturer (“OEM”) partners in the computer storage and server industry. As of May 2, 2015, one customer accounted for 14% of total accounts receivable and no other customers individually accounted for more than 10% of total accounts receivable. As of November 1, 2014, three customers individually accounted for 15%, 12%, and 11% of total accounts receivable, for a combined total of 38% of total accounts receivable. The Company performs ongoing credit evaluations of its customers and generally does not require collateral on accounts receivable balances. The Company has established reserves for credit losses, sales allowances, and other allowances. | |
For the three months ended May 2, 2015, four customers individually accounted for 15%, 12%, 12%, and 11% of the Company’s total net revenues for a combined total of 49% of total net revenues. For the three months ended May 3, 2014, four customers individually accounted for 17%, 16%, 12%, and 11% of the Company’s total net revenues for a combined total of 56% of total net revenues. | |
The Company currently relies on single and limited sources for multiple key components used in the manufacture of its products. Additionally, the Company relies on multiple contract manufacturers (“CMs”) for the production of its products. Although the Company uses standard parts and components for its products where possible, the Company’s CMs currently purchase, on the Company’s behalf, several key components used in the manufacture of products from single or limited supplier sources. |
Acquisitions_and_Divestitures
Acquisitions and Divestitures | 6 Months Ended | |||
2-May-15 | ||||
Business Combinations [Abstract] | ||||
Acquisitions and Divestitures | Acquisitions and Divestitures | |||
Acquisitions | ||||
During the three months ended May 2, 2015, the Company completed its acquisition of two businesses to strengthen its software networking portfolio. The total aggregate purchase price of the acquisitions was $96.1 million, consisting of $95.4 million in cash consideration, which is gross of $0.1 million of cash acquired as part of the acquisitions, and $0.7 million in non-cash consideration. In addition, the Company recorded direct acquisition costs of $1.5 million and integration costs of $0.8 million. These costs were expensed as incurred and are presented in the Company’s Condensed Consolidated Statements of Operations for the three and six months ended May 2, 2015, as “Acquisition and integration costs.” | ||||
The results of operations for both acquisitions are included in the Company’s Condensed Consolidated Statements of Operations from the respective dates of acquisition. The Company does not consider these acquisitions to be significant, individually or in the aggregate, to its results of operations or financial position. Therefore, the Company is not presenting pro-forma financial information of combined operations. | ||||
In connection with these acquisitions, the Company allocated the total purchase consideration to the net assets and liabilities acquired, including identifiable intangible assets, based on their respective fair values at the acquisition dates. The following table summarizes the allocation of the total aggregate purchase price to the fair value of the assets and liabilities acquired (in thousands): | ||||
Assets acquired: | ||||
Cash | $ | 161 | ||
Accounts receivable | 154 | |||
Property and equipment, net | 1,479 | |||
Identifiable intangible assets: | ||||
Core/developed technology | 28,450 | |||
Customer relationships | 22,030 | |||
Patents with broader applications | 1,040 | |||
Trade name | 500 | |||
Non-compete agreements | 240 | |||
Total identifiable intangible assets | 52,260 | |||
Goodwill (1) | 49,458 | |||
Other assets | 98 | |||
Total assets acquired | 103,610 | |||
Liabilities assumed: | ||||
Deferred revenue | (3,603 | ) | ||
Deferred tax liabilities | (3,087 | ) | ||
Other accrued liabilities | (820 | ) | ||
Total liabilities assumed | (7,510 | ) | ||
Net assets acquired | $ | 96,100 | ||
(1) | The goodwill recognized primarily represents potential synergies from combining operations of the acquired businesses and the Company, as well as intangible assets that do not qualify for separate recognition. The total amount of goodwill that is expected to be deductible for tax purposes is $38.1 million. | |||
In conjunction with the acquisitions, the Company granted restricted stock unit (“RSU”) and cash consideration awards to transferring or continuing employees of the acquired businesses. These awards require the employees to continue providing services to the Company for the duration of the vesting or payout periods. | ||||
For certain employees, the Company granted RSUs with an aggregate fair value of $6.4 million at the grant date, with RSUs vesting every six months for a total vesting period of two years. The RSUs will be accounted for as stock-based compensation expense and reported, as applicable, within “Cost of revenues,” “Research and development,” “Sales and marketing,” and “General and administrative” on the Company’s Condensed Consolidated Statements of Operations. For the three and six months ended May 2, 2015, the Company recognized $0.3 million of stock-based compensation expense related to these RSU awards. | ||||
For certain other employees, the Company will pay a total aggregate amount of $10.3 million as cash awards for their services. The awards are paid out in annual installments over a total period of four years. The cash consideration will be accounted for as employees’ compensation expense and reported within “Research and development” on the Company’s Condensed Consolidated Statements of Operations. For the three and six months ended May 2, 2015, the Company recognized $0.4 million of compensation expense related to these cash awards. | ||||
For one of the acquisitions, the Company held an existing equity interest in the business at an acquisition-date fair value of $0.4 million. The Company used a market approach based on comparable recent investments into this acquired business to estimate the acquisition-date fair value of the existing equity interest. No gain or loss was recognized as a result of remeasuring the existing equity interest, as the cost of the existing equity interest approximated its fair value. | ||||
The allocation of the total aggregate purchase price reflects the Company’s preliminary estimates and is subject to revision as additional information in relation to the fair value of the Company’s identifiable intangible assets and deferred tax liability becomes available. Additional information that existed as of the acquisition date may become known to the Company during the remainder of the acquisitions’ measurement periods. This period is not to exceed 12 months from the acquisition date. Adjustments in the allocation of the purchase price may be retroactively applied to the period in which the respective acquisitions occurred. | ||||
Divestitures | ||||
On January 17, 2014, the Company completed the sale of its network adapter business to QLogic Corporation as part of the Company’s business strategy to focus development on a portfolio of high-performance networking hardware and software-based products and services. | ||||
The net carrying amount of the network adapter business’ assets and liabilities at the time of the divestiture was $5.1 million, comprised primarily of associated goodwill of $4.1 million. The sale resulted in a gain of $4.9 million in the six months ended May 3, 2014, which is presented in the Company’s Condensed Consolidated Statements of Operations as “Gain on sale of network adapter business.” |
Goodwill_And_Intangible_Assets
Goodwill And Intangible Assets | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Goodwill And Intangible Assets | Goodwill and Intangible Assets | |||||||||||||||
The following table presents a summary of the net carrying value of the Company’s intangible assets (in thousands): | ||||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||
Goodwill | $ | 1,617,171 | $ | 1,567,723 | ||||||||||||
In-process research and development (“IPR&D”) (1) | 15,110 | 15,110 | ||||||||||||||
Finite-lived intangible assets | ||||||||||||||||
Total intangible assets subject to amortization (2), (3) | 68,008 | 11,548 | ||||||||||||||
Total intangible assets | $ | 1,700,289 | $ | 1,594,381 | ||||||||||||
-1 | Acquired IPR&D is an intangible asset accounted for as an indefinite-lived asset until the completion or abandonment of the associated research and development effort. If the research and development effort associated with the IPR&D is successfully completed, then the IPR&D intangible asset will be amortized over its estimated useful life to be determined at the date the effort is completed. The development effort on the IPR&D intangible asset is expected to be completed by the first half of fiscal year 2016. | |||||||||||||||
(2) | During the six months ended May 2, 2015, the Company purchased a perpetual, non-exclusive license to certain patents for $7.8 million. | |||||||||||||||
(3) | During the six months ended May 2, 2015, the Company acquired $52.3 million of intangible assets related to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||
The Company conducts the IPR&D impairment test annually, as of the first day of the second fiscal quarter, and whenever events occur or facts and circumstances indicate that it is more likely than not that the IPR&D is impaired. For the annual IPR&D impairment test, the Company elects the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of the IPR&D assets is less than the carrying amount. If, after assessing the totality of events and circumstances, the Company determines that it is more likely than not that the fair value of the IPR&D assets is less than the carrying amount, then the Company conducts a quantitative analysis to determine the fair value of the IPR&D assets. If the carrying amount of the IPR&D assets exceeds the fair value, then the Company recognizes an impairment loss equal to the difference. | ||||||||||||||||
Based on the results of the annual IPR&D impairment analysis performed during the second fiscal quarter of 2015, the Company determined that no impairment needed to be recorded. | ||||||||||||||||
The following table summarizes goodwill activity by reportable segment for the six months ended May 2, 2015 (in thousands): | ||||||||||||||||
SAN | Internet Protocol (“IP”) Networking Products | Global Services | Total | |||||||||||||
Products | ||||||||||||||||
Balance at November 1, 2014 | ||||||||||||||||
Goodwill | $ | 176,346 | $ | 1,365,175 | $ | 155,416 | $ | 1,696,937 | ||||||||
Accumulated impairment losses | — | (129,214 | ) | — | (129,214 | ) | ||||||||||
176,346 | 1,235,961 | 155,416 | 1,567,723 | |||||||||||||
Acquisitions (1) | — | 49,458 | — | 49,458 | ||||||||||||
Tax and other adjustments during the six months ended May 2, 2015 (2) | (10 | ) | — | — | (10 | ) | ||||||||||
Balance at May 2, 2015 | ||||||||||||||||
Goodwill | 176,336 | 1,414,633 | 155,416 | 1,746,385 | ||||||||||||
Accumulated impairment losses | — | (129,214 | ) | — | (129,214 | ) | ||||||||||
$ | 176,336 | $ | 1,285,419 | $ | 155,416 | $ | 1,617,171 | |||||||||
(1) | The goodwill acquired relates to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||
(2) | The goodwill adjustments during the six months ended May 2, 2015, were primarily a result of tax benefits from the exercise of stock awards of acquired companies. | |||||||||||||||
The Company conducts the goodwill impairment test annually, as of the first day of the second fiscal quarter, and whenever events occur or facts and circumstances indicate it is more likely than not that the fair value of a reporting unit has fallen below its carrying amount. For the annual goodwill impairment test, the Company uses the income approach, the market approach, or a combination thereof to determine each reporting unit’s fair value. The income approach provides an estimate of fair value based on discounted expected future cash flows (“DCF”). The market approach provides an estimate of fair value, applying various observable market-based multiples to the reporting unit’s operating results and then applying an appropriate control premium. For the fiscal year 2015 annual goodwill impairment test, the Company used a combination of the income approach and the market approach, weighted equally, to estimate each reporting unit’s fair value. | ||||||||||||||||
Determining the fair value of a reporting unit requires judgment and involves the use of significant estimates and assumptions. The Company based its fair value estimates on assumptions it believes to be reasonable, but these estimates and assumptions are inherently uncertain. Estimates and assumptions with respect to the determination of the fair value of its reporting units using the income approach include, among other inputs: | ||||||||||||||||
• | The Company’s operating forecasts; | |||||||||||||||
• | The Company’s forecasted revenue growth rates; and | |||||||||||||||
• | Risk-commensurate discount rates and costs of capital. | |||||||||||||||
The Company’s estimates of revenues and costs are based on historical data, various internal estimates, and a variety of external sources, and are developed as part of the Company’s regular long-range planning process. The control premium used in market or combined approaches is determined by considering control premiums offered as part of the acquisitions that have occurred in market segments that are comparable with the Company’s reporting units. | ||||||||||||||||
Based on the results of the annual goodwill impairment analysis performed during the second fiscal quarter of 2015, the Company determined that no impairment needed to be recorded. | ||||||||||||||||
The Company acquired certain finite-lived intangible assets as part of its two acquisitions during the three months ended May 2, 2015 (see Note 3, “Acquisitions and Divestitures,” of the Notes to Condensed Consolidated Financial Statements). The following table presents details of the acquired finite-lived intangible assets (in thousands, except for weighted-average useful life): | ||||||||||||||||
Fair Value | Weighted- | |||||||||||||||
Average | ||||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 500 | 6 | |||||||||||||
Core/developed technology | 28,450 | 4.04 | ||||||||||||||
Customer relationships | 22,030 | 7.93 | ||||||||||||||
Non-compete agreements | 240 | 2 | ||||||||||||||
Patents with broader applications (1) | 1,040 | 15 | ||||||||||||||
Total intangible assets | $ | 52,260 | 5.91 | |||||||||||||
(1) | These are patents acquired by the Company as part of an acquisition during the three months ended May 2, 2015. The potential use of these patents extends beyond their use in the core/developed technology acquired in the acquisition. | |||||||||||||||
Intangible assets other than goodwill are amortized on a straight-line basis over the following estimated remaining useful lives, unless the Company has determined these lives to be indefinite. The Company did not incur costs to renew or extend the term of any recognized intangible assets during the six months ended May 2, 2015. The following tables present details of the Company’s finite-lived intangible assets (in thousands, except for weighted-average remaining useful life): | ||||||||||||||||
May 2, 2015 | Gross | Accumulated | Net | Weighted- | ||||||||||||
Carrying | Amortization | Carrying | Average | |||||||||||||
Value | Value | Remaining | ||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 1,090 | $ | 306 | $ | 784 | 4.66 | |||||||||
Core/developed technology | 40,530 | 4,458 | 36,072 | 3.91 | ||||||||||||
Patent license (1) | 7,750 | 291 | 7,459 | 18.23 | ||||||||||||
Customer relationships | 23,110 | 992 | 22,118 | 7.66 | ||||||||||||
Non-compete agreements | 1,050 | 507 | 543 | 1.67 | ||||||||||||
Patents with broader applications | 1,040 | 8 | 1,032 | 14.88 | ||||||||||||
Total intangible assets | $ | 74,570 | $ | 6,562 | $ | 68,008 | 6.86 | |||||||||
November 1, 2014 | Gross | Accumulated | Net | Weighted- | ||||||||||||
Carrying | Amortization | Carrying | Average | |||||||||||||
Value | Value | Remaining | ||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 590 | $ | 227 | $ | 363 | 3 | |||||||||
Core/developed technology | 12,080 | 1,964 | 10,116 | 4.3 | ||||||||||||
Customer relationships | 1,080 | 427 | 653 | 3.01 | ||||||||||||
Non-compete agreements | 810 | 394 | 416 | 2.01 | ||||||||||||
Total intangible assets | $ | 14,560 | $ | 3,012 | $ | 11,548 | 4.1 | |||||||||
(1) | The patent license was assigned an estimated useful life that reflects the Company’s consumption of the expected defensive benefits related to this intangible asset. The method of amortization for the patent license reflects the Company’s estimate of the pattern in which these expected defensive benefits will be used by the Company, and is primarily driven by a mix of expiration patterns of the individual patents included in the license. | |||||||||||||||
The following table presents the amortization of finite-lived intangible assets included in the Condensed Consolidated Statements of Operations (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | 1,857 | $ | 396 | $ | 2,494 | $ | 6,858 | ||||||||
Research and development | 627 | 131 | 765 | 10,014 | ||||||||||||
General and administrative (1) | 291 | — | 291 | — | ||||||||||||
Total | $ | 2,775 | $ | 527 | $ | 3,550 | $ | 16,872 | ||||||||
(1) | The amortization is related to the $7.8 million of perpetual, non-exclusive license to certain patents purchased during the six months ended May 2, 2015. | |||||||||||||||
The following table presents the estimated future amortization of finite-lived intangible assets as of May 2, 2015 (in thousands): | ||||||||||||||||
Fiscal Year | Estimated | |||||||||||||||
Future | ||||||||||||||||
Amortization | ||||||||||||||||
2015 (remaining six months) | $ | 7,558 | ||||||||||||||
2016 | 14,774 | |||||||||||||||
2017 | 14,301 | |||||||||||||||
2018 | 9,779 | |||||||||||||||
2019 | 6,259 | |||||||||||||||
Thereafter | 15,337 | |||||||||||||||
Total | $ | 68,008 | ||||||||||||||
Balance_Sheet_Details
Balance Sheet Details | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Balance Sheet Details [Abstract] | ||||||||||||||||
Balance Sheet Details | Balance Sheet Details | |||||||||||||||
The following tables provide details of selected balance sheet items (in thousands): | ||||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Inventories: | ||||||||||||||||
Raw materials | $ | 14,493 | $ | 10,491 | ||||||||||||
Finished goods | 26,886 | 28,227 | ||||||||||||||
Inventories, net | $ | 41,379 | $ | 38,718 | ||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Property and equipment: | ||||||||||||||||
Computer equipment | $ | 14,189 | $ | 13,679 | ||||||||||||
Software | 65,091 | 62,919 | ||||||||||||||
Engineering and other equipment (1) | 390,656 | 383,412 | ||||||||||||||
Furniture and fixtures (1) | 30,474 | 29,053 | ||||||||||||||
Leasehold improvements | 28,021 | 23,607 | ||||||||||||||
Land and building | 384,426 | 384,659 | ||||||||||||||
Subtotal | 912,857 | 897,329 | ||||||||||||||
Less: Accumulated depreciation and amortization (1), (2) | (473,068 | ) | (451,896 | ) | ||||||||||||
Property and equipment, net | $ | 439,789 | $ | 445,433 | ||||||||||||
(1) | Engineering and other equipment, furniture and fixtures, and accumulated depreciation and amortization include the following amounts under capital leases as of May 2, 2015, and November 1, 2014, respectively (in thousands): | |||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Cost | $ | 11,925 | $ | 11,925 | ||||||||||||
Accumulated depreciation | (8,130 | ) | (7,209 | ) | ||||||||||||
Property and equipment, net, under capital leases | $ | 3,795 | $ | 4,716 | ||||||||||||
(2) | The following table presents the depreciation of property and equipment included on the Condensed Consolidated Statements of Operations (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Depreciation expense | $ | 17,898 | $ | 20,519 | $ | 36,697 | $ | 43,055 | ||||||||
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||
The Company applies fair value measurements to both financial and non-financial assets and liabilities. The Company does not have any non-financial assets and liabilities that are required to be measured at fair value on a recurring basis as of May 2, 2015. | ||||||||||||||||
The fair value accounting guidance permits companies to elect fair value measurement for many financial instruments and certain other items that are not required to be accounted for at fair value. The Company did not elect to measure any eligible financial instruments or other assets at fair value as of May 2, 2015, and November 1, 2014. | ||||||||||||||||
Fair Value Hierarchy | ||||||||||||||||
The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. | ||||||||||||||||
During the six months ended May 2, 2015, the Company had no transfers between levels of the fair value hierarchy of its assets and liabilities measured at fair value. | ||||||||||||||||
Assets and liabilities measured and recorded at fair value on a recurring basis as of May 2, 2015, were as follows (in thousands): | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | |||||||||||||
May 2, 2015 | Active Markets | Observable | Unobservable | |||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||
Instruments | (Level 2) | (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Money market funds (1) | $ | 1,096,830 | $ | 1,096,830 | $ | — | $ | — | ||||||||
Derivative assets | 232 | — | 232 | — | ||||||||||||
Total assets measured at fair value | $ | 1,097,062 | $ | 1,096,830 | $ | 232 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Derivative liabilities | $ | 2,387 | $ | — | $ | 2,387 | $ | — | ||||||||
Total liabilities measured at fair value | $ | 2,387 | $ | — | $ | 2,387 | $ | — | ||||||||
(1) | Money market funds are reported within “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets. | |||||||||||||||
Assets and liabilities measured and recorded at fair value on a recurring basis as of November 1, 2014, were as follows (in thousands): | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | |||||||||||||
November 1, 2014 | Active Markets | Observable | Unobservable | |||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||
Instruments | (Level 2) | (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Money market funds (1) | $ | 1,009,283 | $ | 1,009,283 | $ | — | $ | — | ||||||||
Derivative assets | 99 | — | 99 | — | ||||||||||||
Total assets measured at fair value | $ | 1,009,382 | $ | 1,009,283 | $ | 99 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Derivative liabilities | $ | 1,937 | $ | — | $ | 1,937 | $ | — | ||||||||
Total liabilities measured at fair value | $ | 1,937 | $ | — | $ | 1,937 | $ | — | ||||||||
(1) | Money market funds are reported within “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets. |
Restructuring_and_Other_Costs
Restructuring and Other Costs | 6 Months Ended | |||||||||||||||||||
2-May-15 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Restructuring and Other Costs | Restructuring and Other Related Costs | |||||||||||||||||||
The following table provides details of the Company’s restructuring and other charges (in thousands): | ||||||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||||||
Goodwill impairment | $ | — | $ | 83,382 | $ | — | $ | 83,382 | ||||||||||||
Severance and benefits | — | (43 | ) | — | (1,788 | ) | ||||||||||||||
Lease loss reserve and related costs | (637 | ) | (636 | ) | (637 | ) | 7,326 | |||||||||||||
Restructuring, goodwill impairment, and other related costs (benefits) | $ | (637 | ) | $ | 82,703 | $ | (637 | ) | $ | 88,920 | ||||||||||
The following table provides a reconciliation of the Company’s beginning and ending restructuring liability balances (in thousands): | ||||||||||||||||||||
Fiscal 2013 Fourth Quarter Restructuring Plan | Other Restructuring Plans | |||||||||||||||||||
Severance and Benefits | Contract Terminations and Other | Lease Loss Reserve and Related Costs | Lease Loss | Total | ||||||||||||||||
Reserve and Related Costs | ||||||||||||||||||||
Restructuring liabilities at November 1, 2014 | $ | 171 | $ | 42 | $ | 3,949 | $ | 994 | $ | 5,156 | ||||||||||
Restructuring and other charges | — | — | (520 | ) | (117 | ) | (637 | ) | ||||||||||||
Cash payments | — | (42 | ) | (749 | ) | (227 | ) | (1,018 | ) | |||||||||||
Translation adjustment | — | — | (212 | ) | — | (212 | ) | |||||||||||||
Restructuring liabilities at May 2, 2015 | $ | 171 | $ | — | $ | 2,468 | $ | 650 | $ | 3,289 | ||||||||||
Current restructuring liabilities at May 2, 2015 | $ | 171 | $ | — | $ | 1,067 | $ | 422 | $ | 1,660 | ||||||||||
Non-current restructuring liabilities at May 2, 2015 | $ | — | $ | — | $ | 1,401 | $ | 228 | $ | 1,629 | ||||||||||
Fiscal 2013 Fourth Quarter Restructuring Plan | ||||||||||||||||||||
During the fiscal year ended October 26, 2013, and the first quarter of fiscal year 2014, the Company restructured certain business operations and reduced the Company’s operating expense structure. The restructuring plan was approved by the Company’s management and communicated to the Company’s employees in September 2013. The restructuring plan included a workforce reduction of approximately 250 employees, primarily in the engineering, sales, and marketing organizations, as well as the cancellation of certain nonrecurring engineering agreements and exits from certain leased facilities. The Company substantially completed the restructuring plan by the end of the first quarter of fiscal year 2014. | ||||||||||||||||||||
Other Restructuring Plans | ||||||||||||||||||||
The Company also recorded charges related to estimated facilities lease losses, net of expected sublease income, due to consolidation of real estate space as a result of acquisitions. | ||||||||||||||||||||
Cash payments for facilities that are part of the Company’s lease loss reserve are expected to be paid over the respective lease terms through fiscal year 2021. | ||||||||||||||||||||
General | ||||||||||||||||||||
The Company reevaluates its estimates and assumptions on a quarterly basis and makes adjustments to the restructuring liabilities balance if necessary. During the six months ended May 2, 2015, the Company reversed approximately $0.6 million of charges related to estimated facilities lease losses primarily due to favorable changes in expected sublease terms and other related assumptions. | ||||||||||||||||||||
The restructuring and other related charges are included in “Restructuring, goodwill impairment, and other related costs (benefits)” on the Condensed Consolidated Statements of Operations. |
Borrowings
Borrowings | 6 Months Ended | ||||||||||||||||
2-May-15 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Borrowings | Borrowings | ||||||||||||||||
The following table provides details of the Company’s long-term debt (in thousands, except years and percentages): | |||||||||||||||||
May 2, 2015 | November 1, 2014 | ||||||||||||||||
Maturity | Stated Annual Interest Rate | Amount | Effective Interest Rate | Amount | Effective Interest Rate | ||||||||||||
Convertible Senior Unsecured Notes | |||||||||||||||||
2020 Convertible Notes | 2020 | 1.38% | $ | 575,000 | 4.98 | % | $ | — | — | % | |||||||
Senior Unsecured Notes: | |||||||||||||||||
2023 Notes | 2023 | 4.63% | 300,000 | 4.83 | % | 300,000 | 4.83 | % | |||||||||
Senior Secured Notes: | |||||||||||||||||
2020 Notes | 2015 | 6.88% | — | 8.39 | % | 300,000 | 7.26 | % | |||||||||
Capital lease obligations | 2016 | 5.00% | 850 | 5 | % | 2,115 | 5.37 | % | |||||||||
Total long-term debt | 875,850 | 602,115 | |||||||||||||||
Less: | |||||||||||||||||
Unamortized discount | 87,509 | 4,839 | |||||||||||||||
Current portion of long-term debt | 787 | 1,826 | |||||||||||||||
Long-term debt, net of current portion | $ | 787,554 | $ | 595,450 | |||||||||||||
Convertible Senior Unsecured Notes | |||||||||||||||||
On January 14, 2015, the Company issued $575.0 million aggregate principal amount of 1.375% convertible senior unsecured notes due 2020 (the “2020 Convertible Notes”) pursuant to an indenture, dated as of January 14, 2015, between the Company and Wells Fargo Bank, National Association, as the trustee (the “Offering”). Net of an original issue discount, the Company received $565.7 million in proceeds from the Offering. Concurrently with the closing of the Offering, the Company called for redemption its outstanding 6.875% senior secured notes due 2020 (the “2020 Notes”) and irrevocably deposited a portion of the net proceeds from the Offering with the trustee to discharge the 2020 Indenture as described below under “Senior Secured Notes.” | |||||||||||||||||
The 2020 Convertible Notes bear interest payable semi-annually on January 1 and July 1 of each year, beginning on July 1, 2015. No payments were made toward the principal of the 2020 Convertible Notes during the six months ended May 2, 2015. | |||||||||||||||||
The Company separately accounts for the liability and equity components of the 2020 Convertible Notes. The fair value of the liability component, used in the allocation between the liability and equity components as of the date of issuance, was based on the present value of cash flows using a discount rate of 4.57%, the Company’s borrowing rate for a similar debt instrument without the conversion feature. The carrying values of the liability and equity components of the 2020 Convertible Notes are as follows (in thousands): | |||||||||||||||||
May 2, | |||||||||||||||||
2015 | |||||||||||||||||
Principal | $ | 575,000 | |||||||||||||||
Less: Unamortized discount of the liability component | 84,458 | ||||||||||||||||
Net carrying amount of liability component | $ | 490,542 | |||||||||||||||
Carrying amount of equity component | $ | 78,179 | |||||||||||||||
As of May 2, 2015, the remaining period of amortization for the discount is 4.67 years. During the three months ended May 2, 2015, the amount of interest cost recognized for amortization of the discount and for the contractual interest coupon in relation to the 2020 Convertible Notes was $4.0 million and $2.0 million, respectively. During the six months ended May 2, 2015, the amount of interest cost recognized for amortization of the discount and for the contractual interest coupon in relation to the 2020 Convertible Notes was $4.7 million and $2.3 million, respectively. No interest cost was recognized in relation to the 2020 Convertible Notes during the three and six months ended May 3, 2014. | |||||||||||||||||
As of May 2, 2015, the fair value of the 2020 Convertible Notes was approximately $598.1 million, which was estimated based on broker trading prices. | |||||||||||||||||
The 2020 Convertible Notes mature on January 1, 2020, unless repurchased or converted in accordance with their terms prior to such date. The 2020 Convertible Notes are not callable prior to their maturity. The 2020 Convertible Notes are convertible at an initial conversion rate of 62.7746 shares of common stock per $1,000 principal amount of the notes, which is equal to an initial conversion price of approximately $15.93 per share. 36.1 million shares are initially issuable upon conversion of the 2020 Convertible Notes. | |||||||||||||||||
Holders of the 2020 Convertible Notes may convert all or a portion of their notes prior to the close of business on the business day immediately preceding September 1, 2019, in multiples of $1,000 principal amount, only under the following circumstances: | |||||||||||||||||
• | During any fiscal quarter commencing after the fiscal quarter ending on May 2, 2015 (and only during such fiscal quarter), if the last reported sale price of common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the notes on each applicable trading day; | ||||||||||||||||
• | During the five-business-day period after any 10 consecutive trading day period in which the trading price per $1,000 principal amount of the notes for each trading day of that 10 consecutive trading day period was less than 98% of the product of the last reported sale price of common stock and the conversion rate of the notes on each such trading day; or | ||||||||||||||||
• | Upon the occurrence of certain corporate events as specified in the terms of the indenture governing the 2020 Convertible Notes. | ||||||||||||||||
On or after September 1, 2019, to the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes regardless of the foregoing conditions. | |||||||||||||||||
As of May 2, 2015, the circumstances for conversion had not been triggered, and the 2020 Convertible Notes were not convertible. The if-converted value of the 2020 Convertible Notes as of May 2, 2015, did not exceed the principal amount of the 2020 Convertible Notes. | |||||||||||||||||
If a fundamental change, as specified in the terms of the indenture governing the 2020 Convertible Notes, occurs prior to the maturity date, holders of the notes may require the Company to repurchase the 2020 Convertible Notes at a repurchase price equal to 100% of the principal amount of the 2020 Convertible Notes repurchased, plus accrued and unpaid interest, if any, up to the repurchase date. As of May 2, 2015, a fundamental change had not occurred and the 2020 Convertible Notes were not re-purchasable. | |||||||||||||||||
Convertible Note Hedge and Warrant Related to the Convertible Senior Unsecured Notes | |||||||||||||||||
In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge transactions with certain financial institutions (the “counterparties”) with respect to its common stock. Upon conversion of the 2020 Convertible Notes, the convertible note hedge transactions, subject to anti-dilution adjustments substantially identical to those in the 2020 Convertible Notes, give the Company the right to acquire from the counterparties approximately 36.1 million shares of common stock at an initial strike price of $15.93 per share. The convertible note hedge transactions are expected generally to reduce the potential common stock dilution, and/or offset potential cash payments in excess of the principal amount of converted notes, upon conversion of the notes in the event that the market price per share of the Company’s common stock, as measured under the terms of the convertible note hedge transactions, is greater than the strike price of the convertible note hedge transactions. The convertible note hedge transactions will be terminated on the maturity date of the 2020 Convertible Notes or earlier under certain circumstances. The $86.1 million cost of the convertible note hedge transactions has been accounted for as an equity transaction. | |||||||||||||||||
Separately from the convertible note hedge transactions, the Company entered into warrant transactions with the counterparties, pursuant to which the Company sold warrants to the counterparties to acquire, subject to customary anti-dilution adjustments, up to 36.1 million shares in the aggregate at an initial strike price of $20.65 per share. The primary reason the Company entered into these warrant transactions was to partially offset the cost of the convertible note hedge transactions. The warrants mature over 60 trading days, commencing on April 1, 2020, and are exercisable solely on the maturity dates. The warrants are subject to net share settlement; however, the Company may elect to cash settle the warrants. The Company received gross proceeds of $51.2 million from the warrants transaction, which has been accounted for as an equity transaction. | |||||||||||||||||
See Note 15, “Net Income (Loss) per Share,” of the Notes to Condensed Consolidated Financial Statements for further discussion of the dilutive impact of the 2020 Convertible Notes and the convertible note hedge and warrant transactions. | |||||||||||||||||
Senior Unsecured Notes | |||||||||||||||||
In January 2013, the Company issued 4.625% senior unsecured notes in the aggregate principal amount of $300.0 million due 2023 (the “2023 Notes”) pursuant to an indenture, dated as of January 22, 2013 (the “2023 Indenture”), between the Company, certain domestic subsidiaries of the Company that have guaranteed the Company’s obligations under the 2023 Notes, and Wells Fargo Bank, National Association, as the trustee. The guarantees of the 2023 Notes were released upon the termination of the Senior Secured Credit Facility and discharge of the 2020 Indenture, and, as a result, the Company has ceased presenting condensed consolidated financial statements for the parent company, the former subsidiary guarantors, and non-guarantor subsidiaries effective in the first fiscal quarter of 2015. See Note 16, “Guarantor and Non-Guarantor Subsidiaries,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||||
The 2023 Notes bear interest payable semi-annually on January 15 and July 15 of each year. No payments were made toward the principal of the 2023 Notes during the six months ended May 2, 2015. | |||||||||||||||||
As of May 2, 2015, and November 1, 2014, the fair value of the 2023 Notes was approximately $297.2 million and $292.4 million, respectively, which was estimated based on broker trading prices. | |||||||||||||||||
On or after January 15, 2018, the Company may redeem all or part of the 2023 Notes at the redemption prices set forth in the 2023 Indenture, plus accrued and unpaid interest, if any, up to the redemption date. At any time prior to January 15, 2018, the Company may redeem all or a part of the 2023 Notes at a price equal to 100% of the principal amount of the 2023 Notes, plus an applicable premium and accrued and unpaid interest, if any, up to the redemption date. In addition, at any time prior to January 15, 2016, the Company may redeem up to 35% of the principal amount of the 2023 Notes, using the net cash proceeds of one or more sales of the Company’s capital stock, at a redemption price equal to 104.625% of the principal amount of the 2023 Notes redeemed, plus accrued and unpaid interest, if any, up to the redemption date. | |||||||||||||||||
If the Company experiences a specified change of control triggering event, it must offer to repurchase the 2023 Notes at a repurchase price equal to 101% of the principal amount of the 2023 Notes repurchased, plus accrued and unpaid interest, if any, up to the repurchase date. | |||||||||||||||||
The 2023 Indenture contains covenants that, among other things, restrict the ability of the Company and its subsidiaries to: | |||||||||||||||||
• | Incur certain liens and enter into certain sale-leaseback transactions; | ||||||||||||||||
• | Create, assume, incur, or guarantee additional indebtedness of the Company’s subsidiaries without such subsidiary guaranteeing the 2023 Notes on a pari passu basis; and | ||||||||||||||||
• | Enter into certain consolidation or merger transactions, or convey, transfer, or lease all or substantially all of the Company’s or its subsidiaries’ assets. | ||||||||||||||||
These covenants are subject to a number of limitations and exceptions as set forth in the 2023 Indenture. The 2023 Indenture also includes customary events of default, including cross-defaults to other debt of the Company and its subsidiaries. | |||||||||||||||||
Senior Secured Notes | |||||||||||||||||
In January 2010, the Company issued $300.0 million in aggregate principal amount of the 2020 Notes pursuant to an indenture, dated as of January 20, 2010, between the Company, certain domestic subsidiaries of the Company that have guaranteed the Company’s obligations under the 2020 Notes, and Wells Fargo Bank, National Association, as the trustee (the “2020 Indenture”). Interest on the 2020 Notes was payable semi-annually on January 15 and July 15 of each year. The Company’s obligations under the 2020 Notes were previously guaranteed by certain of the Company’s domestic subsidiaries and secured by a lien on substantially all of the Company’s and the subsidiary guarantors’ assets. However, all guarantees were released upon the discharge of the 2020 Indenture, and, as a result, the Company has ceased presenting condensed consolidated financial statements for the parent company, the former subsidiary guarantors, and non-guarantor subsidiaries effective in the first fiscal quarter of 2015. See Note 16, “Guarantor and Non-Guarantor Subsidiaries,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||||
On January 14, 2015, the Company called the 2020 Notes for redemption at a redemption price equal to 103.438% of the principal amount of the 2020 Notes, and irrevocably deposited $322.2 million with the trustee for the 2020 Notes to discharge the 2020 Indenture. As a result of the deposit and discharge, the guarantees provided by certain of the Company’s domestic subsidiaries, and the liens granted by the Company and the subsidiary guarantors to secure their obligations with respect to the 2020 Notes, were released as of the date of the deposit. The amount deposited with the trustee included $300.0 million to repay the principal amount of the 2020 Notes, $10.3 million representing the difference between the redemption price and the principal amount of the 2020 Notes (“Call Premium”), $10.3 million for accrued interest through January 15, 2015, and $1.6 million of unpaid interest payable up to the redemption date of February 13, 2015. The trustee redeemed the 2020 Notes on February 13, 2015, using the deposited amount, extinguishing the Company’s $300.0 million liability in relation to the principal amount of the 2020 Notes. | |||||||||||||||||
In accordance with the applicable accounting guidance for debt modification and extinguishment, and for interest costs accounting, the Company expensed the Call Premium, remaining debt issuance costs, and remaining original issue discount relating to the 2020 Notes in the first quarter of fiscal year 2015, which totaled $20.4 million. The Company reported this expense within “Interest expense” on the Condensed Consolidated Statements of Operations for the six months ended May 2, 2015. | |||||||||||||||||
As of November 1, 2014, the fair value of the 2020 Notes was approximately $312.5 million, which was estimated based on broker trading prices. | |||||||||||||||||
Senior Secured Credit Facility | |||||||||||||||||
In October 2008, the Company entered into a credit agreement for (i) a five-year, $1,100.0 million term loan facility and (ii) a five-year, $125.0 million revolving credit facility, which includes a $25.0 million swing line loan sub-facility and a $25.0 million letter of credit sub-facility (“Senior Secured Credit Facility”). The credit agreement was subsequently amended in January 2010, June 2011, January 2013, October 2013, and April 2014, to, among other things, remove and update certain covenants, reduce interest rates on the term loan facility, reduce interest rates and fees on the revolving credit facility, and extend the maturity date of the revolving credit facility to January 7, 2015. There were no principal amounts or commitments outstanding under the term loan facility and the revolving credit facility as of either May 2, 2015, or November 1, 2014. | |||||||||||||||||
On January 9, 2015, the Company terminated the Senior Secured Credit Facility. | |||||||||||||||||
Debt Maturities | |||||||||||||||||
As of May 2, 2015, the Company’s aggregate debt maturities based on outstanding principal were as follows (in thousands): | |||||||||||||||||
Fiscal Year | Principal | ||||||||||||||||
Balances | |||||||||||||||||
2015 (remaining six months) | $ | 559 | |||||||||||||||
2016 | 291 | ||||||||||||||||
2017 | — | ||||||||||||||||
2018 | — | ||||||||||||||||
2019 | — | ||||||||||||||||
Thereafter | 875,000 | ||||||||||||||||
Total | $ | 875,850 | |||||||||||||||
Commitments_And_Contingencies
Commitments And Contingencies | 6 Months Ended | |||||||
2-May-15 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Commitments And Contingencies | Commitments and Contingencies | |||||||
Product Warranties | ||||||||
The Company’s accrued liability for estimated future warranty costs is included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets. The following table summarizes the activity related to the Company’s accrued liability for estimated future warranty costs during the six months ended May 2, 2015, and May 3, 2014, respectively (in thousands): | ||||||||
Accrued Warranty | ||||||||
Six Months Ended | ||||||||
May 2, | May 3, | |||||||
2015 | 2014 | |||||||
Beginning balance | $ | 7,486 | $ | 8,632 | ||||
Liabilities accrued for warranties issued during the period | 2,302 | 2,288 | ||||||
Warranty claims paid and used during the period | (2,132 | ) | (2,987 | ) | ||||
Changes in liability for pre-existing warranties during the period | (349 | ) | (383 | ) | ||||
Ending balance | $ | 7,307 | $ | 7,550 | ||||
In addition, the Company has defense and indemnification clauses contained within its various customer contracts. As such, the Company indemnifies the parties to whom it sells its products with respect to the Company’s products, alone or potentially in combination with others, infringing upon any patents, trademarks, copyrights, or trade secrets, as well as against bodily injury or damage to real or tangible personal property caused by a defective Company product. As of May 2, 2015, there have been no known events or circumstances that have resulted in a material customer contract-related indemnification liability to the Company. | ||||||||
Manufacturing and Purchase Commitments | ||||||||
Brocade has manufacturing arrangements with contract manufacturers (“CMs”) under which Brocade provides product forecasts and places purchase orders in advance of the scheduled delivery of products to Brocade’s customers. The required lead time for placing orders with the CMs depends on the specific product. Brocade issues purchase orders, and the CMs then generate invoices based on prices and payment terms mutually agreed upon and set forth in those purchase orders. Although the purchase orders Brocade places with its CMs are cancellable, the terms of the agreements require Brocade to purchase all inventory components not returnable, usable by, or sold to other customers of the CMs. In addition, Brocade has an arrangement with one of its CMs on the level of factory capacity that can be used by the Company. Under this arrangement, the Company receives a credit for exceeding the planned factory capacity and, conversely, is required to pay additional fees for not meeting the plan. | ||||||||
As of May 2, 2015, the Company’s aggregate commitment to the CMs for inventory components used in the manufacture of Brocade products was $203.4 million, which the Company expects to utilize during future normal ongoing operations, net of a purchase commitments reserve of $1.6 million, which is reported within “Other accrued liabilities” on the Condensed Consolidated Balance Sheet as of May 2, 2015. The Company’s purchase commitments reserve reflects the Company’s estimate of purchase commitments it does not expect to utilize in normal ongoing operations. | ||||||||
Income Taxes | ||||||||
The Company is subject to several ongoing income tax audits and has received notices of proposed adjustments or assessments from certain tax authorities. For additional discussion, see Note 13, “Income Taxes,” of the Notes to Condensed Consolidated Financial Statements. The Company believes it has adequate reserves for all open tax years. | ||||||||
Legal Proceedings | ||||||||
From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business, including claims of alleged infringement of patents and/or other intellectual property rights and commercial and employment contract disputes. While the outcome of these matters cannot be predicted with certainty, the Company does not believe that the outcome of any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already accrued by the Company. |
Derivative_Instruments_And_Hed
Derivative Instruments And Hedging Activities | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||
Derivative Instruments And Hedging Activities | Derivative Instruments and Hedging Activities | |||||||||||||||
In the normal course of business, the Company is exposed to fluctuations in interest rates and the exchange rates associated with foreign currencies. The Company’s primary objective for holding derivative financial instruments is to manage foreign currency exchange rate risk. The Company currently does not enter into derivative instruments to manage credit risk. However, the Company manages its exposure to credit risk through its investment policies. The Company generally enters into derivative transactions with high-credit quality counterparties and, by policy, limits the amount of credit exposure to any one counterparty based on its analysis of that counterparty’s relative credit standing. | ||||||||||||||||
The amounts subject to credit risk related to derivative instruments are generally limited to the amounts, if any, by which a counterparty’s obligations exceed the Company’s obligations with that counterparty. | ||||||||||||||||
Foreign Currency Exchange Rate Risk | ||||||||||||||||
A majority of the Company’s revenue, expense, and capital purchasing activities are transacted in U.S. dollars. However, the Company is exposed to foreign currency exchange rate risk inherent in conducting business globally in numerous currencies. The Company is primarily exposed to foreign currency fluctuations related to operating expenses denominated in currencies other than the U.S. dollar, of which the most significant to its operations for the three and six months ended May 2, 2015, and May 3, 2014, were the British pound, the euro, the Indian rupee, the Chinese yuan, the Japanese yen, the Singapore dollar, and the Swiss franc. The Company has established a foreign currency risk management program to protect against the volatility of future cash flows caused by changes in foreign currency exchange rates. This program reduces, but does not eliminate, the impact of foreign currency exchange rate movements. | ||||||||||||||||
The Company utilizes a rolling hedge strategy for the majority of its foreign currency derivative instruments with cash flow hedge accounting designation that hedges exposures to the variability in the U.S. dollar equivalent of anticipated non-U.S.-dollar-denominated cash flows. The Company’s foreign currency risk management program includes foreign currency derivatives with a cash flow hedge accounting designation that utilizes foreign currency forward and option contracts to hedge exposures to the variability in the U.S. dollar equivalent of anticipated non-U.S.-dollar-denominated cash flows. These instruments generally have a maturity of less than 15 months. For these derivatives, the Company reports the after-tax gain or loss from the effective portion of the hedge as a component of accumulated other comprehensive loss in stockholders’ equity and reclassifies it into earnings in the same period in which the hedged transaction affects earnings. The tax effect allocated to cash flow hedge-related components of other comprehensive income was not significant for the three and six months ended May 2, 2015, and May 3, 2014. | ||||||||||||||||
Ineffective cash flow hedges are included in the Company’s net income as part of “Interest and other income (loss), net.” The amount recorded on ineffective cash flow hedges was not significant for the three and six months ended May 2, 2015, and May 3, 2014, respectively. | ||||||||||||||||
Net gains (losses) relating to the effective portion of foreign currency derivatives recorded in the Condensed Consolidated Statements of Operations are as follows (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | (328 | ) | $ | 48 | $ | (464 | ) | $ | 120 | ||||||
Research and development | (32 | ) | (285 | ) | (67 | ) | (585 | ) | ||||||||
Sales and marketing | (870 | ) | 182 | (1,324 | ) | 421 | ||||||||||
General and administrative | (25 | ) | 16 | (83 | ) | 38 | ||||||||||
Total | $ | (1,255 | ) | $ | (39 | ) | $ | (1,938 | ) | $ | (6 | ) | ||||
Alternatively, the Company may choose not to hedge the foreign currency risk associated with its foreign currency exposures if the Company believes such exposure acts as a natural foreign currency hedge for other offsetting amounts denominated in the same currency or if the currency is difficult or too expensive to hedge. The net foreign currency exchange gains and losses recorded as part of “Interest and other income (loss), net” were gains of $0.1 million and losses of $0.9 million for the three and six months ended May 2, 2015, respectively, and losses of $0.1 million and $0.2 million for the three and six months ended May 3, 2014, respectively. | ||||||||||||||||
As of May 2, 2015, the Company had gross unrealized loss positions of $2.4 million and gross unrealized gain positions of $0.2 million included in “Other accrued liabilities” and “Prepaid expenses and other current assets,” respectively. | ||||||||||||||||
Volume of Derivative Activity | ||||||||||||||||
Total gross notional amounts, presented by currency, are as follows (in thousands): | ||||||||||||||||
Derivatives Designated | Derivatives Not Designated | |||||||||||||||
as Hedging Instruments | as Hedging Instruments | |||||||||||||||
In U.S. dollars | As of May 2, 2015 | As of November 1, 2014 | As of May 2, 2015 | As of November 1, 2014 | ||||||||||||
Euro | $ | 16,720 | $ | 14,404 | $ | 5,172 | $ | 19,200 | ||||||||
British pound | 13,547 | 11,168 | — | 14,891 | ||||||||||||
Indian rupee | 9,504 | 19,413 | — | — | ||||||||||||
Chinese yuan | 5,154 | 10,406 | — | — | ||||||||||||
Singapore dollar | 4,708 | 9,242 | — | — | ||||||||||||
Japanese yen | 4,639 | 8,856 | — | — | ||||||||||||
Swiss franc | 3,869 | 7,468 | — | — | ||||||||||||
Total | $ | 58,141 | $ | 80,957 | $ | 5,172 | $ | 34,091 | ||||||||
StockBased_Compensation
Stock-Based Compensation | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | ||||||||||||||||
Stockholders' Equity and Stock-Based Compensation | Stock-Based Compensation | |||||||||||||||
Stock-based compensation expense, net of estimated forfeitures, was included in the following line items of the Condensed Consolidated Statements of Operations as follows (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | 1,986 | $ | 3,474 | $ | 5,802 | $ | 6,617 | ||||||||
Research and development | 3,080 | 4,422 | 8,013 | 8,757 | ||||||||||||
Sales and marketing | 7,207 | 8,462 | 17,050 | 15,227 | ||||||||||||
General and administrative | 3,802 | 4,694 | 9,292 | 9,039 | ||||||||||||
Total stock-based compensation | $ | 16,075 | $ | 21,052 | $ | 40,157 | $ | 39,640 | ||||||||
The following table presents stock-based compensation expense, net of estimated forfeitures, by grant type (in thousands): | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Stock options | $ | 536 | $ | 1,249 | $ | 1,892 | $ | 2,530 | ||||||||
RSUs, including stock units with market conditions | 11,317 | 17,404 | 29,251 | 31,987 | ||||||||||||
Employee stock purchase plan (“ESPP”) | 4,222 | 2,399 | 9,014 | 5,123 | ||||||||||||
Total stock-based compensation | $ | 16,075 | $ | 21,052 | $ | 40,157 | $ | 39,640 | ||||||||
The following table presents the unrecognized compensation expense, net of estimated forfeitures, of the Company’s equity compensation plans as of May 2, 2015, which is expected to be recognized over the following weighted-average periods (in thousands, except for the weighted-average period): | ||||||||||||||||
Unrecognized | Weighted- | |||||||||||||||
Compensation | Average Period | |||||||||||||||
Expense | (in years) | |||||||||||||||
Stock options | $ | 537 | 1.29 | |||||||||||||
RSUs, including stock units with market conditions | $ | 24,801 | 1.78 | |||||||||||||
ESPP | $ | 7,783 | 0.81 | |||||||||||||
In accordance with the applicable accounting guidance for stock-based compensation, the compensation expense for stock-based awards is reduced by an estimate for forfeitures and is recognized over the requisite service period of the respective awards. To the extent that the actual forfeitures differ from the estimated forfeitures, the Company records the difference in the period that the awards vest. The Company estimates the forward-looking forfeiture rate, using the Company’s historical forfeiture rates, annually during the second fiscal quarter, and whenever events occur or facts and circumstances indicate that the current forfeiture rate estimate is significantly different from historical forfeitures. Changes in the estimated forfeiture rates and differences between the estimated forfeiture rates and actual forfeiture rates may result in significant increases or decreases in stock-based compensation expense from period to period. | ||||||||||||||||
Based on the results of the annual forfeiture rate analysis performed during the second fiscal quarter of 2015, the Company recorded a cumulative adjustment to reduce stock-based compensation expense by $5.6 million during the three months ended May 2, 2015, to reflect the effect of the change in the estimated forfeiture rates. | ||||||||||||||||
There was no significant impact related to the change in the estimated forfeiture rates during the three months ended May 3, 2014. | ||||||||||||||||
The following table presents details on grants made by the Company for the following periods: | ||||||||||||||||
Six Months Ended | ||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||
Granted | Weighted-Average | Granted | Weighted-Average | |||||||||||||
(in thousands) | Grant Date Fair Value | (in thousands) | Grant Date Fair Value | |||||||||||||
Stock options | 1,117 | $ | 3.09 | 250 | $ | 3.32 | ||||||||||
RSUs, including stock units with market conditions | 5,463 | $ | 10.98 | 1,108 | $ | 10.05 | ||||||||||
The total intrinsic value of stock options exercised for the six months ended May 2, 2015, and May 3, 2014, was $2.0 million and $17.5 million, respectively. |
Stockholders_Equity
Stockholders' Equity | 6 Months Ended | |||||||||||||||||||||||
2-May-15 | ||||||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||||||
Stockholders' Equity | Stockholders’ Equity | |||||||||||||||||||||||
Dividends | ||||||||||||||||||||||||
During the six months ended May 2, 2015, the Company’s Board of Directors declared the following dividends (in thousands, except per share amounts): | ||||||||||||||||||||||||
Declaration Date | Dividend per Share | Record Date | Total Amount Paid | Payment Date | ||||||||||||||||||||
November 23, 2014 | $ | 0.035 | December 10, 2014 | $ | 15,106 | January 2, 2015 | ||||||||||||||||||
February 16, 2015 | $ | 0.035 | March 10, 2015 | $ | 14,748 | April 2, 2015 | ||||||||||||||||||
No dividends were declared or paid by the Company during the six months ended May 3, 2014. Future dividend payments are subject to review and approval on a quarterly basis by the Company’s Board of Directors or a committee thereof. | ||||||||||||||||||||||||
Convertible Note Hedge and Warrant Related to the Convertible Senior Unsecured Notes | ||||||||||||||||||||||||
In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge and warrant transactions with certain financial institutions with respect to its common stock. See Note 8, “Borrowings,” of the Notes to Condensed Consolidated Financial Statements for further discussion. | ||||||||||||||||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||||||||||||||
The tax effects allocated to each component of other comprehensive income (loss) for the three months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
2-May-15 | 3-May-14 | |||||||||||||||||||||||
Before-Tax Amount | Tax (Expense) or Benefit | Net-of-Tax Amount | Before-Tax Amount | Tax Benefit | Net-of-Tax Amount | |||||||||||||||||||
Unrealized gains (losses) on cash flow hedges: | ||||||||||||||||||||||||
Change in unrealized gains and losses, foreign exchange contracts | $ | (17 | ) | $ | (126 | ) | $ | (143 | ) | $ | 1,248 | $ | (154 | ) | $ | 1,094 | ||||||||
Net gains and losses reclassified into earnings, foreign exchange contracts (1) | 1,255 | (146 | ) | 1,109 | 39 | (7 | ) | 32 | ||||||||||||||||
Net unrealized gains (losses) on cash flow hedges | 1,238 | (272 | ) | 966 | 1,287 | (161 | ) | 1,126 | ||||||||||||||||
Foreign currency translation adjustments | (1,068 | ) | — | (1,068 | ) | 1,298 | — | 1,298 | ||||||||||||||||
Total other comprehensive income (loss) | $ | 170 | $ | (272 | ) | $ | (102 | ) | $ | 2,585 | $ | (161 | ) | $ | 2,424 | |||||||||
The tax effects allocated to each component of other comprehensive income (loss) for the six months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | ||||||||||||||||||||||||
Six Months Ended | ||||||||||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||||||||||
Before-Tax Amount | Tax (Expense) or Benefit | Net-of-Tax Amount | Before-Tax Amount | Tax Benefit | Net-of-Tax Amount | |||||||||||||||||||
Unrealized gains (losses) on cash flow hedges: | ||||||||||||||||||||||||
Change in unrealized gains and losses, foreign exchange contracts | $ | (2,197 | ) | $ | 279 | $ | (1,918 | ) | $ | 227 | $ | (57 | ) | $ | 170 | |||||||||
Net gains and losses reclassified into earnings, foreign exchange contracts (1) | 1,938 | (225 | ) | 1,713 | 6 | (5 | ) | 1 | ||||||||||||||||
Net unrealized gains (losses) on cash flow hedges | (259 | ) | 54 | (205 | ) | 233 | (62 | ) | 171 | |||||||||||||||
Foreign currency translation adjustments | (5,289 | ) | — | (5,289 | ) | 475 | — | 475 | ||||||||||||||||
Total other comprehensive income (loss) | $ | (5,548 | ) | $ | 54 | $ | (5,494 | ) | $ | 708 | $ | (62 | ) | $ | 646 | |||||||||
-1 | For Condensed Consolidated Statements of Operations classification of amounts reclassified from accumulated other comprehensive loss, see Note 10, “Derivative Instruments and Hedging Activities,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||||||||||
The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | ||||||||||||||||||||||||
Six Months Ended | ||||||||||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||||||||||
Gains (Losses) on Cash Flow Hedges | Foreign Currency Translation Adjustments | Total Accumulated Other Comprehensive Loss | Gains (Losses) on Cash Flow Hedges | Foreign Currency Translation Adjustments | Total Accumulated Other Comprehensive Loss | |||||||||||||||||||
Beginning balance | $ | (1,907 | ) | $ | (16,907 | ) | $ | (18,814 | ) | $ | 267 | $ | (13,711 | ) | $ | (13,444 | ) | |||||||
Change in unrealized gains and losses | (1,918 | ) | (5,289 | ) | (7,207 | ) | 170 | 475 | 645 | |||||||||||||||
Net gains and losses reclassified into earnings | 1,713 | — | 1,713 | 1 | — | 1 | ||||||||||||||||||
Net current-period other comprehensive income (loss) | (205 | ) | (5,289 | ) | (5,494 | ) | 171 | 475 | 646 | |||||||||||||||
Ending balance | $ | (2,112 | ) | $ | (22,196 | ) | $ | (24,308 | ) | $ | 438 | $ | (13,236 | ) | $ | (12,798 | ) | |||||||
Income_Taxes
Income Taxes | 6 Months Ended |
2-May-15 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes |
The effective tax rates for the three and six months ended May 2, 2015, differ from tax computed at the U.S. federal statutory tax rate of 35% due to state taxes, the effect of non-U.S. operations, nondeductible stock-based compensation expense, tax credits, and adjustments to unrecognized tax benefits. | |
The lower effective tax rates for the three and six months ended May 2, 2015, compared with the three and six months ended May 3, 2014, respectively, were primarily due to the goodwill impairment charge of $83.4 million recorded in the three months ended May 3, 2014, which is nondeductible for tax purposes. | |
The effective tax rates for the three and six months ended May 2, 2015, were lower than the federal statutory tax rate of 35% primarily due to discrete benefits from the federal research and development tax credit that was reinstated in December 2014, and made retroactive for calendar year 2014, and the effects of earnings in foreign jurisdictions being taxed at rates lower than the U.S. federal statutory tax rate. | |
The total amount of net unrecognized tax benefits of $82.0 million as of May 2, 2015, would affect the Company’s effective tax rate, if recognized. The timing of the closure of audits being conducted by various tax authorities is highly uncertain and it is reasonably possible that the balance of unrecognized tax benefits could change during the remainder of fiscal year 2015. | |
The IRS and other tax authorities regularly examine the Company’s income tax returns. In October 2014, the IRS issued a Revenue Agent’s Report related to its field examination of the Company’s federal income tax returns for fiscal years 2009 and 2010. The IRS is contesting the Company’s transfer pricing with its foreign subsidiaries. In November 2014, the Company filed a protest to challenge the proposed adjustment, and in March 2015, the issue was moved to the Office of Appeals. In addition, in October 2014, the Geneva Tax Administration issued its final assessments for fiscal years 2003 to 2012, disputing certain of the Company’s transfer pricing arrangements. In November 2014, the Company filed a protest to challenge the final assessments. The Company believes that reserves for unrecognized tax benefits are adequate for all open tax years. The timing of income tax examinations, as well as the amounts and timing of related settlements, if any, are highly uncertain. Before the end of fiscal year 2015, it is reasonably possible that either certain audits will conclude or the statute of limitations relating to certain income tax examination periods will expire, or both. Taking into consideration the inherent uncertainty as to settlement terms, the timing of payments, and the impact of such settlements on other uncertain tax positions, the Company estimates the range of potential decreases in underlying uncertain tax positions is between $0 million and $4 million in the next 12 months. |
Segment_Information
Segment Information | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Information | Segment Information | |||||||||||||||
Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing performance. Financial decisions and the allocation of resources are based on the information from the Company’s internal management reporting system. Currently, the Company’s CODM is its Chief Executive Officer. | ||||||||||||||||
Brocade is organized into three operating segments, each of which is an individually reportable segment: SAN Products, IP Networking Products, and Global Services. These reportable segments are organized principally by product category. | ||||||||||||||||
At this time, the Company does not track its operating expenses by operating segments because management does not consider this information in its measurement of the performance of the operating segments. The Company also does not track all of its assets by operating segments. The majority of the Company’s assets as of May 2, 2015, were attributable to its U.S. operations. | ||||||||||||||||
Summarized financial information by reportable segment for the three and six months ended May 2, 2015, and May 3, 2014, based on the internal management reporting system, is as follows (in thousands): | ||||||||||||||||
SAN Products | IP Networking Products | Global Services | Total | |||||||||||||
Three months ended May 2, 2015 | ||||||||||||||||
Net revenues | $ | 313,512 | $ | 144,731 | $ | 88,332 | $ | 546,575 | ||||||||
Cost of revenues | 73,768 | 63,844 | 36,754 | 174,366 | ||||||||||||
Gross margin | $ | 239,744 | $ | 80,887 | $ | 51,578 | $ | 372,209 | ||||||||
Three months ended May 3, 2014 | ||||||||||||||||
Net revenues | $ | 321,164 | $ | 121,116 | $ | 94,630 | $ | 536,910 | ||||||||
Cost of revenues | 84,514 | 57,757 | 40,347 | 182,618 | ||||||||||||
Gross margin | $ | 236,650 | $ | 63,359 | $ | 54,283 | $ | 354,292 | ||||||||
Six months ended May 2, 2015 | ||||||||||||||||
Net revenues | $ | 666,911 | $ | 277,570 | $ | 178,333 | $ | 1,122,814 | ||||||||
Cost of revenues | 159,493 | 128,045 | 73,384 | 360,922 | ||||||||||||
Gross margin | $ | 507,418 | $ | 149,525 | $ | 104,949 | $ | 761,892 | ||||||||
Six months ended May 3, 2014 | ||||||||||||||||
Net revenues | $ | 676,620 | $ | 240,865 | $ | 183,960 | $ | 1,101,445 | ||||||||
Cost of revenues | 177,455 | 118,443 | 78,585 | 374,483 | ||||||||||||
Gross margin | $ | 499,165 | $ | 122,422 | $ | 105,375 | $ | 726,962 | ||||||||
Net_Income_Per_Share
Net Income Per Share | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Earnings Per Share [Abstract] | ||||||||||||||||
Net Income (Loss) Per Share | Net Income (Loss) per Share | |||||||||||||||
The following table presents the calculation of basic and diluted net income (loss) per share (in thousands, except per share amounts): | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Basic net income (loss) per share | ||||||||||||||||
Net income (loss) | $ | 77,040 | $ | (13,684 | ) | $ | 164,307 | $ | 67,200 | |||||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||||||||||
Basic net income (loss) per share | $ | 0.18 | $ | (0.03 | ) | $ | 0.39 | $ | 0.15 | |||||||
Diluted net income (loss) per share | ||||||||||||||||
Net income (loss) | $ | 77,040 | $ | (13,684 | ) | $ | 164,307 | $ | 67,200 | |||||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||||||||||
Dilutive potential common shares in the form of stock options | 1,826 | — | 1,780 | 2,435 | ||||||||||||
Dilutive potential common shares in the form of other share-based awards | 10,690 | — | 9,788 | 11,194 | ||||||||||||
Weighted-average shares used in computing diluted net income (loss) per share | 433,234 | 436,167 | 436,195 | 451,999 | ||||||||||||
Diluted net income (loss) per share | $ | 0.18 | $ | (0.03 | ) | $ | 0.38 | $ | 0.15 | |||||||
Antidilutive potential common shares in the form of: (1) | ||||||||||||||||
Warrants issued in conjunction with the 2020 Convertible Notes (2) | 36,095 | — | 21,618 | — | ||||||||||||
Stock options | 1,117 | 7,458 | 847 | 2,250 | ||||||||||||
Other share-based awards | — | 9,873 | — | 1,014 | ||||||||||||
(1) | These amounts are excluded from the computation of diluted net income per share. | |||||||||||||||
(2) | In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge and warrant transactions as described in Note 8, “Borrowings.” The 2020 Convertible Notes have no impact on diluted earnings per share until the average quarterly price of the Company’s common stock exceeds the conversion price of $15.93 per share. If the common stock price exceeds this conversion price, prior to conversion, the Company will calculate the effect of the additional shares that may be issued using the treasury stock method. If the average price of the Company’s common stock exceeds $20.65 per share for a quarterly period, the Company’s weighted-average shares used in computing diluted net income per share will be impacted by the effect of the additional potential shares that may be issued related to the warrants using the treasury stock method. The convertible note hedge is not considered for purposes of the diluted earnings per share calculation, as its effect would be antidilutive. |
Guarantor_And_NonGuarantor_Sub
Guarantor And Non-Guarantor Subsidiaries | 6 Months Ended |
2-May-15 | |
Guarantor And Non-Guarantor Subsidiaries [Abstract] | |
Guarantor And Non-Guarantor Subsidiaries | Guarantor and Non-Guarantor Subsidiaries |
On January 20, 2010, the Company issued $300.0 million in aggregate principal amount of the 6.625% senior secured notes due 2018 (the “2018 Notes”) and $300.0 million in aggregate principal amount of the 2020 Notes (together with the 2018 Notes, the “Senior Secured Notes”) pursuant to separate indentures between the Company, certain domestic subsidiaries of the Company, and Wells Fargo Bank, National Association, as the trustee (the “2020 Indenture” and “2018 Indenture,” respectively). In addition, on January 22, 2013, the Company issued $300.0 million in aggregate principal amount of the 2023 Notes. The Company’s obligations under the Senior Secured Notes and the 2023 Notes were previously guaranteed by certain of the Company’s domestic subsidiaries (the “Subsidiary Guarantors”). Each of the Subsidiary Guarantors is 100% owned by the Company and all guarantees were joint and several. Neither the Senior Secured Notes nor the 2023 Notes were guaranteed by certain of the Company’s domestic subsidiaries or any of the Company’s foreign subsidiaries (the “Non-Guarantor Subsidiaries”). | |
The Company determined that the circumstances under which the subsidiary guarantees may be released were customary under applicable SEC guidance, and, as such, the Company previously provided consolidated financial statements in reliance on Item 3-10 of Regulation S-X. | |
The guarantees of the 2018 Notes and 2020 Notes were released on January 22, 2013, and January 14, 2015, respectively, upon the discharge of the 2018 Indenture and 2020 Indenture. The guarantees of the 2023 Notes were released on January 14, 2015, upon termination of the Senior Secured Credit Facility and discharge of the 2020 Indenture. | |
As a result, all guarantees were released prior to January 31, 2015, and the Company has ceased presenting condensed consolidated financial statements for the parent company, the former Subsidiary Guarantors, and Non-Guarantor Subsidiaries effective in the first fiscal quarter of 2015. |
Basis_Of_Presentation_Policies
Basis Of Presentation (Policies) | 6 Months Ended |
2-May-15 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Period Policy | The Company’s fiscal year is a 52- or 53-week period ending on the last Saturday in October or the first Saturday in November, respectively. Fiscal year 2015 is a 52-week fiscal year and fiscal year 2014 was a 53-week fiscal year. The second quarter of fiscal year 2014 was a 14-week quarter, which was one week longer than a typical quarter. |
Consolidation Policy | The Condensed Consolidated Financial Statements include the accounts of Brocade and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Use of Estimates in Preparation of Condensed Consolidated Financial Statements | Use of Estimates in Preparation of Condensed Consolidated Financial Statements |
The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, revenue recognition, sales allowances and programs, allowance for doubtful accounts, stock-based compensation, purchase price allocations, warranty obligations, inventory valuation and purchase commitments, restructuring costs, incentive compensation, facilities lease losses, impairment of goodwill and intangible assets, litigation, and income taxes. Actual results may differ materially from these estimates. |
Recovered_Sheet1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
2-May-15 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy | New Accounting Pronouncements or Updates Recently Adopted |
In March 2013, the Financial Accounting Standards Board (“FASB”) issued an update to Accounting Standards Codification (“ASC”) 830, Foreign Currency Matters: Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. Under this update, an entity is required to release any cumulative translation adjustment into net income when the entity ceases to have a controlling financial interest resulting from the complete or substantially complete liquidation of a subsidiary or group of assets within a foreign entity. This update should be applied prospectively. The Company adopted this update in the first quarter of fiscal year 2015. There was no material impact on its financial position, results of operations, or cash flows. | |
Recent Accounting Pronouncements or Updates That Are Not Yet Effective | |
In April 2014, the FASB issued an update to ASC 205, Presentation of Financial Statements, and ASC 360, Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. Under this update, a discontinued operation may include a component of an entity or a group of components of an entity, or a business or nonprofit activity. Only those disposals of components of an entity that represent a strategic shift that has, or will have, a major effect on an entity’s operations and financial results will be reported as discontinued operations in the financial statements. This update should be applied prospectively and will be adopted by the Company in the first quarter of fiscal year 2016. Early adoption is permitted, but only for disposals that have not been reported in financial statements previously issued. The Company does not expect the adoption of this update to have a material impact on its consolidated financial statements. | |
In May 2014, the FASB issued an update to ASC 606, Revenue from Contracts with Customers, that will supersede virtually all existing revenue guidance. Under this update, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity will need to use more judgment and make more estimates than under the current guidance. This update should be applied retrospectively either to each prior reporting period presented in the financial statements, or only to the most current reporting period presented in the financial statements with a cumulative effect adjustment recorded in the retained earnings. This update becomes effective and will be adopted by the Company in the first quarter of fiscal year 2018. Early adoption is not permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. | |
In April 2015, the FASB issued an update to ASC 835, Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs. Under this update, debt issuance costs related to a debt liability are required to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this update. This update is effective for the Company in the first quarter of fiscal year 2017, with early adoption permitted. This update should be applied retrospectively to all prior periods presented in the financial statements and will be early adopted by the Company in the first quarter of fiscal year 2016. The Company does not expect the adoption of this update to have a material impact on its consolidated financial statements. | |
In April 2015, the FASB issued an update to ASC 350, Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Fees Paid in Cloud Computing Arrangement. This update provides guidance on the accounting for fees paid in a cloud computing arrangement if the arrangement was determined to include a software license. This update will not change GAAP for a customer’s accounting for service contracts. This update may be applied either prospectively or retrospectively and will be adopted by the Company in the first quarter of fiscal year 2017. Early adoption is permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. |
Goodwill_And_Intangible_Assets1
Goodwill And Intangible Assets (Policies) | 6 Months Ended | |
2-May-15 | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill and Intangible Assets, Intangible Assets, Indefinite-Lived, Policy | Acquired IPR&D is an intangible asset accounted for as an indefinite-lived asset until the completion or abandonment of the associated research and development effort. If the research and development effort associated with the IPR&D is successfully completed, then the IPR&D intangible asset will be amortized over its estimated useful life to be determined at the date the effort is completed. | |
Goodwill and Intangible Assets, Goodwill Policy | The Company conducts the goodwill impairment test annually, as of the first day of the second fiscal quarter, and whenever events occur or facts and circumstances indicate it is more likely than not that the fair value of a reporting unit has fallen below its carrying amount. For the annual goodwill impairment test, the Company uses the income approach, the market approach, or a combination thereof to determine each reporting unit’s fair value. The income approach provides an estimate of fair value based on discounted expected future cash flows (“DCF”). The market approach provides an estimate of fair value, applying various observable market-based multiples to the reporting unit’s operating results and then applying an appropriate control premium. For the fiscal year 2015 annual goodwill impairment test, the Company used a combination of the income approach and the market approach, weighted equally, to estimate each reporting unit’s fair value. | |
Determining the fair value of a reporting unit requires judgment and involves the use of significant estimates and assumptions. The Company based its fair value estimates on assumptions it believes to be reasonable, but these estimates and assumptions are inherently uncertain. Estimates and assumptions with respect to the determination of the fair value of its reporting units using the income approach include, among other inputs: | ||
• | The Company’s operating forecasts; | |
• | The Company’s forecasted revenue growth rates; and | |
• | Risk-commensurate discount rates and costs of capital. | |
The Company’s estimates of revenues and costs are based on historical data, various internal estimates, and a variety of external sources, and are developed as part of the Company’s regular long-range planning process. The control premium used in market or combined approaches is determined by considering control premiums offered as part of the acquisitions that have occurred in market segments that are comparable with the Company’s reporting units. | ||
Goodwill and Intangible Assets, Intangible Assets, Policy | Intangible assets other than goodwill are amortized on a straight-line basis over the following estimated remaining useful lives, unless the Company has determined these lives to be indefinite. |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements (Policies) | 6 Months Ended |
2-May-15 | |
Accounting Policies [Abstract] | |
Fair Value Transfer Policy | The Company applies fair value measurements to both financial and non-financial assets and liabilities. The Company does not have any non-financial assets and liabilities that are required to be measured at fair value on a recurring basis as of May 2, 2015. |
The fair value accounting guidance permits companies to elect fair value measurement for many financial instruments and certain other items that are not required to be accounted for at fair value. The Company did not elect to measure any eligible financial instruments or other assets at fair value as of May 2, 2015, and November 1, 2014. | |
Fair Value Hierarchy | |
The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. | |
During the six months ended May 2, 2015, the Company had no transfers between levels of the fair value hierarchy of its assets and liabilities measured at fair value. |
Recovered_Sheet2
Derivative Instruments and Hedging Activities Derivative Instruments And Hedging Activities (Policies) | 6 Months Ended |
2-May-15 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives, Methods of Accounting, Hedging Derivatives | A majority of the Company’s revenue, expense, and capital purchasing activities are transacted in U.S. dollars. However, the Company is exposed to foreign currency exchange rate risk inherent in conducting business globally in numerous currencies. The Company is primarily exposed to foreign currency fluctuations related to operating expenses denominated in currencies other than the U.S. dollar, of which the most significant to its operations for the three and six months ended May 2, 2015, and May 3, 2014, were the British pound, the euro, the Indian rupee, the Chinese yuan, the Japanese yen, the Singapore dollar, and the Swiss franc. The Company has established a foreign currency risk management program to protect against the volatility of future cash flows caused by changes in foreign currency exchange rates. This program reduces, but does not eliminate, the impact of foreign currency exchange rate movements. |
The Company utilizes a rolling hedge strategy for the majority of its foreign currency derivative instruments with cash flow hedge accounting designation that hedges exposures to the variability in the U.S. dollar equivalent of anticipated non-U.S.-dollar-denominated cash flows. The Company’s foreign currency risk management program includes foreign currency derivatives with a cash flow hedge accounting designation that utilizes foreign currency forward and option contracts to hedge exposures to the variability in the U.S. dollar equivalent of anticipated non-U.S.-dollar-denominated cash flows. These instruments generally have a maturity of less than 15 months. For these derivatives, the Company reports the after-tax gain or loss from the effective portion of the hedge as a component of accumulated other comprehensive loss in stockholders’ equity and reclassifies it into earnings in the same period in which the hedged transaction affects earnings. The tax effect allocated to cash flow hedge-related components of other comprehensive income was not significant for the three and six months ended May 2, 2015, and May 3, 2014. | |
Ineffective cash flow hedges are included in the Company’s net income as part of “Interest and other income (loss), net.” The amount recorded on ineffective cash flow hedges was not significant for the three and six months ended May 2, 2015, and May 3, 2014, respectively. |
Acquisitions_Tables
Acquisitions (Tables) | 6 Months Ended | |||
2-May-15 | ||||
Business Combinations [Abstract] | ||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the total aggregate purchase price to the fair value of the assets and liabilities acquired (in thousands): | |||
Assets acquired: | ||||
Cash | $ | 161 | ||
Accounts receivable | 154 | |||
Property and equipment, net | 1,479 | |||
Identifiable intangible assets: | ||||
Core/developed technology | 28,450 | |||
Customer relationships | 22,030 | |||
Patents with broader applications | 1,040 | |||
Trade name | 500 | |||
Non-compete agreements | 240 | |||
Total identifiable intangible assets | 52,260 | |||
Goodwill (1) | 49,458 | |||
Other assets | 98 | |||
Total assets acquired | 103,610 | |||
Liabilities assumed: | ||||
Deferred revenue | (3,603 | ) | ||
Deferred tax liabilities | (3,087 | ) | ||
Other accrued liabilities | (820 | ) | ||
Total liabilities assumed | (7,510 | ) | ||
Net assets acquired | $ | 96,100 | ||
(1) | The goodwill recognized primarily represents potential synergies from combining operations of the acquired businesses and the Company, as well as intangible assets that do not qualify for separate recognition. The total amount of goodwill that is expected to be deductible for tax purposes is $38.1 million. |
Goodwill_And_Intangible_Assets2
Goodwill And Intangible Assets (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Schedule of Intangible Assets and Goodwill | The following table presents a summary of the net carrying value of the Company’s intangible assets (in thousands): | |||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||
Goodwill | $ | 1,617,171 | $ | 1,567,723 | ||||||||||||
In-process research and development (“IPR&D”) (1) | 15,110 | 15,110 | ||||||||||||||
Finite-lived intangible assets | ||||||||||||||||
Total intangible assets subject to amortization (2), (3) | 68,008 | 11,548 | ||||||||||||||
Total intangible assets | $ | 1,700,289 | $ | 1,594,381 | ||||||||||||
-1 | Acquired IPR&D is an intangible asset accounted for as an indefinite-lived asset until the completion or abandonment of the associated research and development effort. If the research and development effort associated with the IPR&D is successfully completed, then the IPR&D intangible asset will be amortized over its estimated useful life to be determined at the date the effort is completed. The development effort on the IPR&D intangible asset is expected to be completed by the first half of fiscal year 2016. | |||||||||||||||
(2) | During the six months ended May 2, 2015, the Company purchased a perpetual, non-exclusive license to certain patents for $7.8 million. | |||||||||||||||
(3) | During the six months ended May 2, 2015, the Company acquired $52.3 million of intangible assets related to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||
Schedule Of Goodwill Activity By Reportable Segment | The following table summarizes goodwill activity by reportable segment for the six months ended May 2, 2015 (in thousands): | |||||||||||||||
SAN | Internet Protocol (“IP”) Networking Products | Global Services | Total | |||||||||||||
Products | ||||||||||||||||
Balance at November 1, 2014 | ||||||||||||||||
Goodwill | $ | 176,346 | $ | 1,365,175 | $ | 155,416 | $ | 1,696,937 | ||||||||
Accumulated impairment losses | — | (129,214 | ) | — | (129,214 | ) | ||||||||||
176,346 | 1,235,961 | 155,416 | 1,567,723 | |||||||||||||
Acquisitions (1) | — | 49,458 | — | 49,458 | ||||||||||||
Tax and other adjustments during the six months ended May 2, 2015 (2) | (10 | ) | — | — | (10 | ) | ||||||||||
Balance at May 2, 2015 | ||||||||||||||||
Goodwill | 176,336 | 1,414,633 | 155,416 | 1,746,385 | ||||||||||||
Accumulated impairment losses | — | (129,214 | ) | — | (129,214 | ) | ||||||||||
$ | 176,336 | $ | 1,285,419 | $ | 155,416 | $ | 1,617,171 | |||||||||
(1) | The goodwill acquired relates to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||
(2) | The goodwill adjustments during the six months ended May 2, 2015, were primarily a result of tax benefits from the exercise of stock awards of acquired companies. | |||||||||||||||
Schedule Of Finite-Lived Intangible Assets | The following tables present details of the Company’s finite-lived intangible assets (in thousands, except for weighted-average remaining useful life): | |||||||||||||||
May 2, 2015 | Gross | Accumulated | Net | Weighted- | ||||||||||||
Carrying | Amortization | Carrying | Average | |||||||||||||
Value | Value | Remaining | ||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 1,090 | $ | 306 | $ | 784 | 4.66 | |||||||||
Core/developed technology | 40,530 | 4,458 | 36,072 | 3.91 | ||||||||||||
Patent license (1) | 7,750 | 291 | 7,459 | 18.23 | ||||||||||||
Customer relationships | 23,110 | 992 | 22,118 | 7.66 | ||||||||||||
Non-compete agreements | 1,050 | 507 | 543 | 1.67 | ||||||||||||
Patents with broader applications | 1,040 | 8 | 1,032 | 14.88 | ||||||||||||
Total intangible assets | $ | 74,570 | $ | 6,562 | $ | 68,008 | 6.86 | |||||||||
November 1, 2014 | Gross | Accumulated | Net | Weighted- | ||||||||||||
Carrying | Amortization | Carrying | Average | |||||||||||||
Value | Value | Remaining | ||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 590 | $ | 227 | $ | 363 | 3 | |||||||||
Core/developed technology | 12,080 | 1,964 | 10,116 | 4.3 | ||||||||||||
Customer relationships | 1,080 | 427 | 653 | 3.01 | ||||||||||||
Non-compete agreements | 810 | 394 | 416 | 2.01 | ||||||||||||
Total intangible assets | $ | 14,560 | $ | 3,012 | $ | 11,548 | 4.1 | |||||||||
(1) | The patent license was assigned an estimated useful life that reflects the Company’s consumption of the expected defensive benefits related to this intangible asset. The method of amortization for the patent license reflects the Company’s estimate of the pattern in which these expected defensive benefits will be used by the Company, and is primarily driven by a mix of expiration patterns of the individual patents included in the license. | |||||||||||||||
Schedule Of Amortization Of Intangible Assets Included On Consolidated Statements Of Operations | The following table presents the amortization of finite-lived intangible assets included in the Condensed Consolidated Statements of Operations (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | 1,857 | $ | 396 | $ | 2,494 | $ | 6,858 | ||||||||
Research and development | 627 | 131 | 765 | 10,014 | ||||||||||||
General and administrative (1) | 291 | — | 291 | — | ||||||||||||
Total | $ | 2,775 | $ | 527 | $ | 3,550 | $ | 16,872 | ||||||||
(1) | The amortization is related to the $7.8 million of perpetual, non-exclusive license to certain patents purchased during the six months ended May 2, 2015. | |||||||||||||||
Schedule Of Estimated Future Amortization Of Intangible Assets | The following table presents the estimated future amortization of finite-lived intangible assets as of May 2, 2015 (in thousands): | |||||||||||||||
Fiscal Year | Estimated | |||||||||||||||
Future | ||||||||||||||||
Amortization | ||||||||||||||||
2015 (remaining six months) | $ | 7,558 | ||||||||||||||
2016 | 14,774 | |||||||||||||||
2017 | 14,301 | |||||||||||||||
2018 | 9,779 | |||||||||||||||
2019 | 6,259 | |||||||||||||||
Thereafter | 15,337 | |||||||||||||||
Total | $ | 68,008 | ||||||||||||||
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table presents details of the acquired finite-lived intangible assets (in thousands, except for weighted-average useful life): | |||||||||||||||
Fair Value | Weighted- | |||||||||||||||
Average | ||||||||||||||||
Useful Life | ||||||||||||||||
(in years) | ||||||||||||||||
Trade name | $ | 500 | 6 | |||||||||||||
Core/developed technology | 28,450 | 4.04 | ||||||||||||||
Customer relationships | 22,030 | 7.93 | ||||||||||||||
Non-compete agreements | 240 | 2 | ||||||||||||||
Patents with broader applications (1) | 1,040 | 15 | ||||||||||||||
Total intangible assets | $ | 52,260 | 5.91 | |||||||||||||
(1) | These are patents acquired by the Company as part of an acquisition during the three months ended May 2, 2015. The potential use of these patents extends beyond their use in the core/developed technology acquired in the acquisition. |
Balance_Sheet_Details_Tables
Balance Sheet Details (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Balance Sheet Details [Abstract] | ||||||||||||||||
Schedule of Inventory | ||||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Inventories: | ||||||||||||||||
Raw materials | $ | 14,493 | $ | 10,491 | ||||||||||||
Finished goods | 26,886 | 28,227 | ||||||||||||||
Inventories, net | $ | 41,379 | $ | 38,718 | ||||||||||||
Schedule of Property, Plant and Equipment | ||||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Property and equipment: | ||||||||||||||||
Computer equipment | $ | 14,189 | $ | 13,679 | ||||||||||||
Software | 65,091 | 62,919 | ||||||||||||||
Engineering and other equipment (1) | 390,656 | 383,412 | ||||||||||||||
Furniture and fixtures (1) | 30,474 | 29,053 | ||||||||||||||
Leasehold improvements | 28,021 | 23,607 | ||||||||||||||
Land and building | 384,426 | 384,659 | ||||||||||||||
Subtotal | 912,857 | 897,329 | ||||||||||||||
Less: Accumulated depreciation and amortization (1), (2) | (473,068 | ) | (451,896 | ) | ||||||||||||
Property and equipment, net | $ | 439,789 | $ | 445,433 | ||||||||||||
(1) | Engineering and other equipment, furniture and fixtures, and accumulated depreciation and amortization include the following amounts under capital leases as of May 2, 2015, and November 1, 2014, respectively (in thousands): | |||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Cost | $ | 11,925 | $ | 11,925 | ||||||||||||
Accumulated depreciation | (8,130 | ) | (7,209 | ) | ||||||||||||
Property and equipment, net, under capital leases | $ | 3,795 | $ | 4,716 | ||||||||||||
(2) | The following table presents the depreciation of property and equipment included on the Condensed Consolidated Statements of Operations (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Depreciation expense | $ | 17,898 | $ | 20,519 | $ | 36,697 | $ | 43,055 | ||||||||
Schedule of Capital Leased Assets | Engineering and other equipment, furniture and fixtures, and accumulated depreciation and amortization include the following amounts under capital leases as of May 2, 2015, and November 1, 2014, respectively (in thousands): | |||||||||||||||
May 2, | November 1, | |||||||||||||||
2015 | 2014 | |||||||||||||||
Cost | $ | 11,925 | $ | 11,925 | ||||||||||||
Accumulated depreciation | (8,130 | ) | (7,209 | ) | ||||||||||||
Property and equipment, net, under capital leases | $ | 3,795 | $ | 4,716 | ||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Schedule Of Assets And Liabilities Measured At Fair Value | Assets and liabilities measured and recorded at fair value on a recurring basis as of May 2, 2015, were as follows (in thousands): | |||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | |||||||||||||
May 2, 2015 | Active Markets | Observable | Unobservable | |||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||
Instruments | (Level 2) | (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Money market funds (1) | $ | 1,096,830 | $ | 1,096,830 | $ | — | $ | — | ||||||||
Derivative assets | 232 | — | 232 | — | ||||||||||||
Total assets measured at fair value | $ | 1,097,062 | $ | 1,096,830 | $ | 232 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Derivative liabilities | $ | 2,387 | $ | — | $ | 2,387 | $ | — | ||||||||
Total liabilities measured at fair value | $ | 2,387 | $ | — | $ | 2,387 | $ | — | ||||||||
(1) | Money market funds are reported within “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets. | |||||||||||||||
Assets and liabilities measured and recorded at fair value on a recurring basis as of November 1, 2014, were as follows (in thousands): | ||||||||||||||||
Fair Value Measurements Using | ||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | |||||||||||||
November 1, 2014 | Active Markets | Observable | Unobservable | |||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||
Instruments | (Level 2) | (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
Assets: | ||||||||||||||||
Money market funds (1) | $ | 1,009,283 | $ | 1,009,283 | $ | — | $ | — | ||||||||
Derivative assets | 99 | — | 99 | — | ||||||||||||
Total assets measured at fair value | $ | 1,009,382 | $ | 1,009,283 | $ | 99 | $ | — | ||||||||
Liabilities: | ||||||||||||||||
Derivative liabilities | $ | 1,937 | $ | — | $ | 1,937 | $ | — | ||||||||
Total liabilities measured at fair value | $ | 1,937 | $ | — | $ | 1,937 | $ | — | ||||||||
(1) | Money market funds are reported within “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets. |
Restructuring_and_Other_Costs_
Restructuring and Other Costs (Tables) | 6 Months Ended | |||||||||||||||||||
2-May-15 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Schedule of Restructuring and Other Charges | The following table provides details of the Company’s restructuring and other charges (in thousands): | |||||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||||||
Goodwill impairment | $ | — | $ | 83,382 | $ | — | $ | 83,382 | ||||||||||||
Severance and benefits | — | (43 | ) | — | (1,788 | ) | ||||||||||||||
Lease loss reserve and related costs | (637 | ) | (636 | ) | (637 | ) | 7,326 | |||||||||||||
Restructuring, goodwill impairment, and other related costs (benefits) | $ | (637 | ) | $ | 82,703 | $ | (637 | ) | $ | 88,920 | ||||||||||
Schedule of Restructuring Reserve | The following table provides a reconciliation of the Company’s beginning and ending restructuring liability balances (in thousands): | |||||||||||||||||||
Fiscal 2013 Fourth Quarter Restructuring Plan | Other Restructuring Plans | |||||||||||||||||||
Severance and Benefits | Contract Terminations and Other | Lease Loss Reserve and Related Costs | Lease Loss | Total | ||||||||||||||||
Reserve and Related Costs | ||||||||||||||||||||
Restructuring liabilities at November 1, 2014 | $ | 171 | $ | 42 | $ | 3,949 | $ | 994 | $ | 5,156 | ||||||||||
Restructuring and other charges | — | — | (520 | ) | (117 | ) | (637 | ) | ||||||||||||
Cash payments | — | (42 | ) | (749 | ) | (227 | ) | (1,018 | ) | |||||||||||
Translation adjustment | — | — | (212 | ) | — | (212 | ) | |||||||||||||
Restructuring liabilities at May 2, 2015 | $ | 171 | $ | — | $ | 2,468 | $ | 650 | $ | 3,289 | ||||||||||
Current restructuring liabilities at May 2, 2015 | $ | 171 | $ | — | $ | 1,067 | $ | 422 | $ | 1,660 | ||||||||||
Non-current restructuring liabilities at May 2, 2015 | $ | — | $ | — | $ | 1,401 | $ | 228 | $ | 1,629 | ||||||||||
Borrowings_Tables
Borrowings (Tables) | 6 Months Ended | ||||||||||||||||
2-May-15 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Schedule of Long-term Debt Instruments | The following table provides details of the Company’s long-term debt (in thousands, except years and percentages): | ||||||||||||||||
May 2, 2015 | November 1, 2014 | ||||||||||||||||
Maturity | Stated Annual Interest Rate | Amount | Effective Interest Rate | Amount | Effective Interest Rate | ||||||||||||
Convertible Senior Unsecured Notes | |||||||||||||||||
2020 Convertible Notes | 2020 | 1.38% | $ | 575,000 | 4.98 | % | $ | — | — | % | |||||||
Senior Unsecured Notes: | |||||||||||||||||
2023 Notes | 2023 | 4.63% | 300,000 | 4.83 | % | 300,000 | 4.83 | % | |||||||||
Senior Secured Notes: | |||||||||||||||||
2020 Notes | 2015 | 6.88% | — | 8.39 | % | 300,000 | 7.26 | % | |||||||||
Capital lease obligations | 2016 | 5.00% | 850 | 5 | % | 2,115 | 5.37 | % | |||||||||
Total long-term debt | 875,850 | 602,115 | |||||||||||||||
Less: | |||||||||||||||||
Unamortized discount | 87,509 | 4,839 | |||||||||||||||
Current portion of long-term debt | 787 | 1,826 | |||||||||||||||
Long-term debt, net of current portion | $ | 787,554 | $ | 595,450 | |||||||||||||
Schedule of Carrying Values of Liability and Equity Components | The carrying values of the liability and equity components of the 2020 Convertible Notes are as follows (in thousands): | ||||||||||||||||
May 2, | |||||||||||||||||
2015 | |||||||||||||||||
Principal | $ | 575,000 | |||||||||||||||
Less: Unamortized discount of the liability component | 84,458 | ||||||||||||||||
Net carrying amount of liability component | $ | 490,542 | |||||||||||||||
Carrying amount of equity component | $ | 78,179 | |||||||||||||||
Schedule Of Debt Maturities | As of May 2, 2015, the Company’s aggregate debt maturities based on outstanding principal were as follows (in thousands): | ||||||||||||||||
Fiscal Year | Principal | ||||||||||||||||
Balances | |||||||||||||||||
2015 (remaining six months) | $ | 559 | |||||||||||||||
2016 | 291 | ||||||||||||||||
2017 | — | ||||||||||||||||
2018 | — | ||||||||||||||||
2019 | — | ||||||||||||||||
Thereafter | 875,000 | ||||||||||||||||
Total | $ | 875,850 | |||||||||||||||
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 6 Months Ended | |||||||
2-May-15 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Schedule Of Accrued Liability For Estimated Future Warranty Costs | The following table summarizes the activity related to the Company’s accrued liability for estimated future warranty costs during the six months ended May 2, 2015, and May 3, 2014, respectively (in thousands): | |||||||
Accrued Warranty | ||||||||
Six Months Ended | ||||||||
May 2, | May 3, | |||||||
2015 | 2014 | |||||||
Beginning balance | $ | 7,486 | $ | 8,632 | ||||
Liabilities accrued for warranties issued during the period | 2,302 | 2,288 | ||||||
Warranty claims paid and used during the period | (2,132 | ) | (2,987 | ) | ||||
Changes in liability for pre-existing warranties during the period | (349 | ) | (383 | ) | ||||
Ending balance | $ | 7,307 | $ | 7,550 | ||||
Derivative_Instruments_And_Hed1
Derivative Instruments And Hedging Activities (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||
Schedule Of Net Gains (Losses) Related To The Effective Portion Of Foreign Currency Derivatives | Net gains (losses) relating to the effective portion of foreign currency derivatives recorded in the Condensed Consolidated Statements of Operations are as follows (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | (328 | ) | $ | 48 | $ | (464 | ) | $ | 120 | ||||||
Research and development | (32 | ) | (285 | ) | (67 | ) | (585 | ) | ||||||||
Sales and marketing | (870 | ) | 182 | (1,324 | ) | 421 | ||||||||||
General and administrative | (25 | ) | 16 | (83 | ) | 38 | ||||||||||
Total | $ | (1,255 | ) | $ | (39 | ) | $ | (1,938 | ) | $ | (6 | ) | ||||
Schedule Of Total Gross Notional Amounts, Presented By Currency | Total gross notional amounts, presented by currency, are as follows (in thousands): | |||||||||||||||
Derivatives Designated | Derivatives Not Designated | |||||||||||||||
as Hedging Instruments | as Hedging Instruments | |||||||||||||||
In U.S. dollars | As of May 2, 2015 | As of November 1, 2014 | As of May 2, 2015 | As of November 1, 2014 | ||||||||||||
Euro | $ | 16,720 | $ | 14,404 | $ | 5,172 | $ | 19,200 | ||||||||
British pound | 13,547 | 11,168 | — | 14,891 | ||||||||||||
Indian rupee | 9,504 | 19,413 | — | — | ||||||||||||
Chinese yuan | 5,154 | 10,406 | — | — | ||||||||||||
Singapore dollar | 4,708 | 9,242 | — | — | ||||||||||||
Japanese yen | 4,639 | 8,856 | — | — | ||||||||||||
Swiss franc | 3,869 | 7,468 | — | — | ||||||||||||
Total | $ | 58,141 | $ | 80,957 | $ | 5,172 | $ | 34,091 | ||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | ||||||||||||||||
Stock-Based Compensation Expense Included In Line Items Of Consolidated Statements Of Operations | Stock-based compensation expense, net of estimated forfeitures, was included in the following line items of the Condensed Consolidated Statements of Operations as follows (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Cost of revenues | $ | 1,986 | $ | 3,474 | $ | 5,802 | $ | 6,617 | ||||||||
Research and development | 3,080 | 4,422 | 8,013 | 8,757 | ||||||||||||
Sales and marketing | 7,207 | 8,462 | 17,050 | 15,227 | ||||||||||||
General and administrative | 3,802 | 4,694 | 9,292 | 9,039 | ||||||||||||
Total stock-based compensation | $ | 16,075 | $ | 21,052 | $ | 40,157 | $ | 39,640 | ||||||||
Stock-Based Compensation Expense By Grant Type | The following table presents stock-based compensation expense, net of estimated forfeitures, by grant type (in thousands): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, 2015 | May 3, 2014 | May 2, 2015 | May 3, 2014 | |||||||||||||
Stock options | $ | 536 | $ | 1,249 | $ | 1,892 | $ | 2,530 | ||||||||
RSUs, including stock units with market conditions | 11,317 | 17,404 | 29,251 | 31,987 | ||||||||||||
Employee stock purchase plan (“ESPP”) | 4,222 | 2,399 | 9,014 | 5,123 | ||||||||||||
Total stock-based compensation | $ | 16,075 | $ | 21,052 | $ | 40,157 | $ | 39,640 | ||||||||
Stock-Based Compensation, Unrecognized Compensation Expense And Weighted-Average Period | The following table presents the unrecognized compensation expense, net of estimated forfeitures, of the Company’s equity compensation plans as of May 2, 2015, which is expected to be recognized over the following weighted-average periods (in thousands, except for the weighted-average period): | |||||||||||||||
Unrecognized | Weighted- | |||||||||||||||
Compensation | Average Period | |||||||||||||||
Expense | (in years) | |||||||||||||||
Stock options | $ | 537 | 1.29 | |||||||||||||
RSUs, including stock units with market conditions | $ | 24,801 | 1.78 | |||||||||||||
ESPP | $ | 7,783 | 0.81 | |||||||||||||
Schedule of Share-based Compensation, Activity | The following table presents details on grants made by the Company for the following periods: | |||||||||||||||
Six Months Ended | ||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||
Granted | Weighted-Average | Granted | Weighted-Average | |||||||||||||
(in thousands) | Grant Date Fair Value | (in thousands) | Grant Date Fair Value | |||||||||||||
Stock options | 1,117 | $ | 3.09 | 250 | $ | 3.32 | ||||||||||
RSUs, including stock units with market conditions | 5,463 | $ | 10.98 | 1,108 | $ | 10.05 | ||||||||||
The total intrinsic value of stock options exercised for the six months ended May 2, 2015, and May 3, 2014, was $2.0 million and $17.5 million, respectively. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 6 Months Ended | |||||||||||||||||||||||
2-May-15 | ||||||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||||||
Schedule of Dividends Payable [Table Text Block] | During the six months ended May 2, 2015, the Company’s Board of Directors declared the following dividends (in thousands, except per share amounts): | |||||||||||||||||||||||
Declaration Date | Dividend per Share | Record Date | Total Amount Paid | Payment Date | ||||||||||||||||||||
November 23, 2014 | $ | 0.035 | December 10, 2014 | $ | 15,106 | January 2, 2015 | ||||||||||||||||||
February 16, 2015 | $ | 0.035 | March 10, 2015 | $ | 14,748 | April 2, 2015 | ||||||||||||||||||
Schedule of Comprehensive Income (Loss) Tax Effects | The tax effects allocated to each component of other comprehensive income (loss) for the three months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
2-May-15 | 3-May-14 | |||||||||||||||||||||||
Before-Tax Amount | Tax (Expense) or Benefit | Net-of-Tax Amount | Before-Tax Amount | Tax Benefit | Net-of-Tax Amount | |||||||||||||||||||
Unrealized gains (losses) on cash flow hedges: | ||||||||||||||||||||||||
Change in unrealized gains and losses, foreign exchange contracts | $ | (17 | ) | $ | (126 | ) | $ | (143 | ) | $ | 1,248 | $ | (154 | ) | $ | 1,094 | ||||||||
Net gains and losses reclassified into earnings, foreign exchange contracts (1) | 1,255 | (146 | ) | 1,109 | 39 | (7 | ) | 32 | ||||||||||||||||
Net unrealized gains (losses) on cash flow hedges | 1,238 | (272 | ) | 966 | 1,287 | (161 | ) | 1,126 | ||||||||||||||||
Foreign currency translation adjustments | (1,068 | ) | — | (1,068 | ) | 1,298 | — | 1,298 | ||||||||||||||||
Total other comprehensive income (loss) | $ | 170 | $ | (272 | ) | $ | (102 | ) | $ | 2,585 | $ | (161 | ) | $ | 2,424 | |||||||||
The tax effects allocated to each component of other comprehensive income (loss) for the six months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | ||||||||||||||||||||||||
Six Months Ended | ||||||||||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||||||||||
Before-Tax Amount | Tax (Expense) or Benefit | Net-of-Tax Amount | Before-Tax Amount | Tax Benefit | Net-of-Tax Amount | |||||||||||||||||||
Unrealized gains (losses) on cash flow hedges: | ||||||||||||||||||||||||
Change in unrealized gains and losses, foreign exchange contracts | $ | (2,197 | ) | $ | 279 | $ | (1,918 | ) | $ | 227 | $ | (57 | ) | $ | 170 | |||||||||
Net gains and losses reclassified into earnings, foreign exchange contracts (1) | 1,938 | (225 | ) | 1,713 | 6 | (5 | ) | 1 | ||||||||||||||||
Net unrealized gains (losses) on cash flow hedges | (259 | ) | 54 | (205 | ) | 233 | (62 | ) | 171 | |||||||||||||||
Foreign currency translation adjustments | (5,289 | ) | — | (5,289 | ) | 475 | — | 475 | ||||||||||||||||
Total other comprehensive income (loss) | $ | (5,548 | ) | $ | 54 | $ | (5,494 | ) | $ | 708 | $ | (62 | ) | $ | 646 | |||||||||
-1 | For Condensed Consolidated Statements of Operations classification of amounts reclassified from accumulated other comprehensive loss, see Note 10, “Derivative Instruments and Hedging Activities,” of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended May 2, 2015, and May 3, 2014, are as follows (in thousands): | |||||||||||||||||||||||
Six Months Ended | ||||||||||||||||||||||||
May 2, 2015 | May 3, 2014 | |||||||||||||||||||||||
Gains (Losses) on Cash Flow Hedges | Foreign Currency Translation Adjustments | Total Accumulated Other Comprehensive Loss | Gains (Losses) on Cash Flow Hedges | Foreign Currency Translation Adjustments | Total Accumulated Other Comprehensive Loss | |||||||||||||||||||
Beginning balance | $ | (1,907 | ) | $ | (16,907 | ) | $ | (18,814 | ) | $ | 267 | $ | (13,711 | ) | $ | (13,444 | ) | |||||||
Change in unrealized gains and losses | (1,918 | ) | (5,289 | ) | (7,207 | ) | 170 | 475 | 645 | |||||||||||||||
Net gains and losses reclassified into earnings | 1,713 | — | 1,713 | 1 | — | 1 | ||||||||||||||||||
Net current-period other comprehensive income (loss) | (205 | ) | (5,289 | ) | (5,494 | ) | 171 | 475 | 646 | |||||||||||||||
Ending balance | $ | (2,112 | ) | $ | (22,196 | ) | $ | (24,308 | ) | $ | 438 | $ | (13,236 | ) | $ | (12,798 | ) | |||||||
Segment_Information_Tables
Segment Information (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Schedule Of Financial Information By Reportable Segment | Summarized financial information by reportable segment for the three and six months ended May 2, 2015, and May 3, 2014, based on the internal management reporting system, is as follows (in thousands): | |||||||||||||||
SAN Products | IP Networking Products | Global Services | Total | |||||||||||||
Three months ended May 2, 2015 | ||||||||||||||||
Net revenues | $ | 313,512 | $ | 144,731 | $ | 88,332 | $ | 546,575 | ||||||||
Cost of revenues | 73,768 | 63,844 | 36,754 | 174,366 | ||||||||||||
Gross margin | $ | 239,744 | $ | 80,887 | $ | 51,578 | $ | 372,209 | ||||||||
Three months ended May 3, 2014 | ||||||||||||||||
Net revenues | $ | 321,164 | $ | 121,116 | $ | 94,630 | $ | 536,910 | ||||||||
Cost of revenues | 84,514 | 57,757 | 40,347 | 182,618 | ||||||||||||
Gross margin | $ | 236,650 | $ | 63,359 | $ | 54,283 | $ | 354,292 | ||||||||
Six months ended May 2, 2015 | ||||||||||||||||
Net revenues | $ | 666,911 | $ | 277,570 | $ | 178,333 | $ | 1,122,814 | ||||||||
Cost of revenues | 159,493 | 128,045 | 73,384 | 360,922 | ||||||||||||
Gross margin | $ | 507,418 | $ | 149,525 | $ | 104,949 | $ | 761,892 | ||||||||
Six months ended May 3, 2014 | ||||||||||||||||
Net revenues | $ | 676,620 | $ | 240,865 | $ | 183,960 | $ | 1,101,445 | ||||||||
Cost of revenues | 177,455 | 118,443 | 78,585 | 374,483 | ||||||||||||
Gross margin | $ | 499,165 | $ | 122,422 | $ | 105,375 | $ | 726,962 | ||||||||
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 6 Months Ended | |||||||||||||||
2-May-15 | ||||||||||||||||
Earnings Per Share [Abstract] | ||||||||||||||||
Schedule Of Calculation Of Basic And Diluted Net Income (Loss) Per Share | The following table presents the calculation of basic and diluted net income (loss) per share (in thousands, except per share amounts): | |||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
May 2, | May 3, | May 2, | May 3, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Basic net income (loss) per share | ||||||||||||||||
Net income (loss) | $ | 77,040 | $ | (13,684 | ) | $ | 164,307 | $ | 67,200 | |||||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||||||||||
Basic net income (loss) per share | $ | 0.18 | $ | (0.03 | ) | $ | 0.39 | $ | 0.15 | |||||||
Diluted net income (loss) per share | ||||||||||||||||
Net income (loss) | $ | 77,040 | $ | (13,684 | ) | $ | 164,307 | $ | 67,200 | |||||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||||||||||
Dilutive potential common shares in the form of stock options | 1,826 | — | 1,780 | 2,435 | ||||||||||||
Dilutive potential common shares in the form of other share-based awards | 10,690 | — | 9,788 | 11,194 | ||||||||||||
Weighted-average shares used in computing diluted net income (loss) per share | 433,234 | 436,167 | 436,195 | 451,999 | ||||||||||||
Diluted net income (loss) per share | $ | 0.18 | $ | (0.03 | ) | $ | 0.38 | $ | 0.15 | |||||||
Antidilutive potential common shares in the form of: (1) | ||||||||||||||||
Warrants issued in conjunction with the 2020 Convertible Notes (2) | 36,095 | — | 21,618 | — | ||||||||||||
Stock options | 1,117 | 7,458 | 847 | 2,250 | ||||||||||||
Other share-based awards | — | 9,873 | — | 1,014 | ||||||||||||
(1) | These amounts are excluded from the computation of diluted net income per share. | |||||||||||||||
(2) | In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge and warrant transactions as described in Note 8, “Borrowings.” The 2020 Convertible Notes have no impact on diluted earnings per share until the average quarterly price of the Company’s common stock exceeds the conversion price of $15.93 per share. If the common stock price exceeds this conversion price, prior to conversion, the Company will calculate the effect of the additional shares that may be issued using the treasury stock method. If the average price of the Company’s common stock exceeds $20.65 per share for a quarterly period, the Company’s weighted-average shares used in computing diluted net income per share will be impacted by the effect of the additional potential shares that may be issued related to the warrants using the treasury stock method. The convertible note hedge is not considered for purposes of the diluted earnings per share calculation, as its effect would be antidilutive. |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Concentration of Risk Narrative)(Details) | 6 Months Ended | 12 Months Ended | 3 Months Ended | |
2-May-15 | Nov. 01, 2014 | 2-May-15 | 3-May-14 | |
customer | customer | customer | ||
Concentration Risk | ||||
Number of Financial Institutions | 5 | |||
Customer Concentration Risk | Accounts Receivable | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 38.00% | |||
Number Of Customers Included In Concentration Disclosures | 1 | 3 | ||
Customer Concentration Risk | Accounts Receivable | Major Customer One | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 14.00% | 15.00% | ||
Customer Concentration Risk | Accounts Receivable | Major Customer Two | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 12.00% | |||
Customer Concentration Risk | Accounts Receivable | Major Customer Three | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 11.00% | |||
Customer Concentration Risk | Sales Revenue, Segment | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 49.00% | 56.00% | ||
Number Of Customers Included In Concentration Disclosures | 4 | 4 | ||
Customer Concentration Risk | Sales Revenue, Segment | Major Customer One | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 15.00% | 17.00% | ||
Customer Concentration Risk | Sales Revenue, Segment | Major Customer Two | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 12.00% | 16.00% | ||
Customer Concentration Risk | Sales Revenue, Segment | Major Customer Three | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 12.00% | 12.00% | ||
Customer Concentration Risk | Sales Revenue, Segment | Major Customer Four | ||||
Concentration Risk | ||||
Concentration Risk, Percentage | 11.00% | 11.00% |
Acquisitions_Schedule_of_Purch
Acquisitions (Schedule of Purchase Price Allocation) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 | |
In Thousands, unless otherwise specified | |||
Business Acquisition [Line Items] | |||
Goodwill | $1,617,171 | $1,567,723 | |
Series of Individually Immaterial Business Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Cash and Equivalents | 161 | ||
Receivables | 154 | ||
Property, Plant, and Equipment | 1,479 | ||
Finite-Lived Intangibles | 52,260 | ||
Goodwill | 49,458 | [1] | |
Prepaid Expense and Other Current Assets | 98 | ||
Total Assets Acquired | 103,610 | ||
Deferred Tax Liabilities Noncurrent | -3,087 | ||
Deferred Revenue Current | -3,603 | ||
Other Current Liabilities | -820 | ||
Total Liabilities Assumed | -7,510 | ||
Net Assets Acquired | 96,100 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Core/developed technology | |||
Business Acquisition [Line Items] | |||
Finite-Lived Intangibles | 28,450 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Customer relationships | |||
Business Acquisition [Line Items] | |||
Finite-Lived Intangibles | 22,030 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Patents with broader applications | |||
Business Acquisition [Line Items] | |||
Finite-Lived Intangibles | 1,040 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Trade name | |||
Business Acquisition [Line Items] | |||
Finite-Lived Intangibles | 500 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Finite-Lived Intangibles | $240 | ||
[1] | (1)Â The goodwill recognized primarily represents potential synergies from combining operations of the acquired businesses and the Company, as well as intangible assets that do not qualify for separate recognition. The total amount of goodwill that is expected to be deductible for tax purposes is $38.1 million. |
Acquisitions_Narrative_Details
Acquisitions (Narrative) (Details) (Series of Individually Immaterial Business Acquisitions [Member], USD $) | 3 Months Ended | 6 Months Ended |
2-May-15 | 2-May-15 | |
Business Acquisition [Line Items] | ||
Purchase Consideration Transferred | $96,100,000 | |
Payments to Acquire Businesses, Gross | 95,400,000 | |
Cash Acquired from Acquisition | 100,000 | |
Other Consideration Transferred | 700,000 | |
Direct Business Acquisition Transaction Costs | 1,500,000 | 1,500,000 |
Integration Related Costs | 800,000 | 800,000 |
Goodwill, Expected Tax Deductible Amount | 38,100,000 | 38,100,000 |
Step Acquisition, Equity Interest in Acquiree, Fair Value | 400,000 | |
Step Acquisition, Equity Interest in Acquiree, Valuation Techniques | The Company used a market approach based on comparable recent investments into this acquired business to estimate the acquisition-date fair value of the existing equity interest. | |
Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain (Loss), Net | 0 | |
Provisional Information, Initial Accounting Incomplete, Items | identifiable intangible assets and deferred tax liability | |
Provisional Information, Initial Accounting Incomplete, Reasons | Additional information that existed as of the acquisition date may become known to the Company during the remainder of the acquisitions’ measurement periods. | |
RSU Grant | ||
Business Acquisition [Line Items] | ||
Separately Recognized Transaction, Aggregate Fair Value | 6,400,000 | |
Separately Recognized Transaction, Tranche Vesting Period | 6 months | |
Separately Recognized Transaction, Total Vesting Period | 2 years | |
Separately Recognized Transaction, Description | For certain employees, the Company granted RSUs with an aggregate fair value of $6.4 million at the grant date, with RSUs vesting every six months for a total vesting period of two years. | |
Separately Recognized Transactions, Accounting Method | The RSUs will be accounted for as stock-based compensation expense | |
Separately Recognized Transaction, Financial Statement Caption | “Cost of revenues,†“Research and development,†“Sales and marketing,†and “General and administrative†| |
Separately Recognized Transaction, Expense Recognized | 300,000 | 300,000 |
Cash Retention Award | ||
Business Acquisition [Line Items] | ||
Separately Recognized Transaction, Aggregate Fair Value | 10,300,000 | |
Separately Recognized Transaction, Total Vesting Period | 4 years | |
Separately Recognized Transaction, Description | For certain other employees, the Company will pay a total aggregate amount of $10.3 million as cash awards for their services. The awards are paid out in annual installments over a total period of four years. | |
Separately Recognized Transactions, Accounting Method | The cash consideration will be accounted for as employees’ compensation expense | |
Separately Recognized Transaction, Financial Statement Caption | “Research and development†| |
Separately Recognized Transaction, Expense Recognized | $400,000 | $400,000 |
Acquisition-related Costs | ||
Business Acquisition [Line Items] | ||
Acquisition Cost Expensed, Financial Statement Caption | Acquisition and integration costs |
Divestitures_Narrative_Details
Divestitures (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 12 Months Ended | |||
2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | Jan. 25, 2014 | Nov. 01, 2014 | Jan. 17, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups | |||||||
Disposal Group, Gain (Loss) on Disposal | $0 | $0 | $0 | $4,884,000 | |||
Network Adapter Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups | |||||||
Disposal Group, Description and Timing of Disposal | On January 17, 2014, the Company completed the sale of its network adapter business to QLogic Corporation as part of the Company’s business strategy to focus development on a portfolio of high-performance networking hardware and software-based products and services. | ||||||
Net Assets of Disposal Group | 5,100,000 | ||||||
Disposal Group, Goodwill | 4,100,000 | ||||||
Disposal Group, Gain (Loss) on Disposal | $4,900,000 | ||||||
Disposal Group, Income Statement Caption | Gain on sale of network adapter business |
Goodwill_And_Intangible_Assets3
Goodwill And Intangible Assets (Schedule of Intangible Assets and Goodwill) (Details) (USD $) | 6 Months Ended | ||||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | Nov. 01, 2014 | ||
Intangible Assets, Net (Including Goodwill) | |||||
Goodwill | $1,617,171 | $1,567,723 | |||
In-process research and development (“IPR&Dâ€) (1) | 15,110 | [1] | 15,110 | [1] | |
Total intangible assets subject to amortization (2), (3) | 68,008 | [2],[3] | 11,548 | [2],[3] | |
Total intangible assets | 1,700,289 | 1,594,381 | |||
Payments to Acquire Intangible Assets | 7,750 | 0 | |||
Acquired Finite-Lived Intangibles | $52,260 | ||||
[1] | Acquired IPR&D is an intangible asset accounted for as an indefinite-lived asset until the completion or abandonment of the associated research and development effort. If the research and development effort associated with the IPR&D is successfully completed, then the IPR&D intangible asset will be amortized over its estimated useful life to be determined at the date the effort is completed. The development effort on the IPR&D intangible asset is expected to be completed by the first half of fiscal year 2016. | ||||
[2] | During the six months ended May 2, 2015, the Company purchased a perpetual, non-exclusive license to certain patents for $7.8 million. | ||||
[3] | During the six months ended May 2, 2015, the Company acquired $52.3 million of intangible assets related to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,†of the Notes to Condensed Consolidated Financial Statements. |
Goodwill_And_Intangible_Assets4
Goodwill And Intangible Assets (Schedule Of Goodwill Activity By Reportable Segment) (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | 2-May-15 | |
Goodwill | ||
Goodwill, Gross, Beginning Balance | $1,696,937 | |
Accumulated impairment losses, Beginning Balance | -129,214 | |
Goodwill, Net, Beginning Balance | 1,567,723 | |
Goodwill, Acquired | 49,458 | [1] |
Goodwill, Tax and other adjustments | -10 | [2] |
Goodwill, Gross, Ending Balance | 1,746,385 | |
Accumulated impairment losses, Ending Balance | -129,214 | |
Goodwill, Net, Ending Balance | 1,617,171 | |
SAN Products | ||
Goodwill | ||
Goodwill, Gross, Beginning Balance | 176,346 | |
Accumulated impairment losses, Beginning Balance | 0 | |
Goodwill, Net, Beginning Balance | 176,346 | |
Goodwill, Acquired | 0 | [1] |
Goodwill, Tax and other adjustments | -10 | [2] |
Goodwill, Gross, Ending Balance | 176,336 | |
Accumulated impairment losses, Ending Balance | 0 | |
Goodwill, Net, Ending Balance | 176,336 | |
Internet Protocol (“IPâ€) Networking Products | ||
Goodwill | ||
Goodwill, Gross, Beginning Balance | 1,365,175 | |
Accumulated impairment losses, Beginning Balance | -129,214 | |
Goodwill, Net, Beginning Balance | 1,235,961 | |
Goodwill, Acquired | 49,458 | [1] |
Goodwill, Tax and other adjustments | 0 | [2] |
Goodwill, Gross, Ending Balance | 1,414,633 | |
Accumulated impairment losses, Ending Balance | -129,214 | |
Goodwill, Net, Ending Balance | 1,285,419 | |
Global Services | ||
Goodwill | ||
Goodwill, Gross, Beginning Balance | 155,416 | |
Accumulated impairment losses, Beginning Balance | 0 | |
Goodwill, Net, Beginning Balance | 155,416 | |
Goodwill, Acquired | 0 | [1] |
Goodwill, Tax and other adjustments | 0 | [2] |
Goodwill, Gross, Ending Balance | 155,416 | |
Accumulated impairment losses, Ending Balance | 0 | |
Goodwill, Net, Ending Balance | $155,416 | |
[1] | The goodwill acquired relates to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,†of the Notes to Condensed Consolidated Financial Statements. | |
[2] | The goodwill adjustments during the six months ended May 2, 2015, were primarily a result of tax benefits from the exercise of stock awards of acquired companies. |
Recovered_Sheet3
Goodwill and Intangible Assets (Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination) (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | 2-May-15 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $52,260 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years 10 months 27 days | |
Trade name | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 500 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 years 0 months 0 days | |
Core/developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 28,450 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years 0 months 14 days | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 22,030 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years 11 months 6 days | |
Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 240 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years 0 months 0 days | |
Patents with broader applications | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $1,040 | [1] |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years 0 months 0 days | [1] |
[1] | These are patents acquired by the Company as part of an acquisition during the three months ended May 2, 2015. The potential use of these patents extends beyond their use in the core/developed technology acquired in the acquisition. |
Goodwill_And_Intangible_Assets5
Goodwill And Intangible Assets (Schedule Of Company's Intangible Assets) (Details) (USD $) | 6 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | Nov. 01, 2014 | ||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | $74,570 | $14,560 | ||
Accumulated Amortization | 6,562 | 3,012 | ||
Net Carrying Value | 68,008 | [1],[2] | 11,548 | [1],[2] |
Weighted- Average Remaining Useful Life (in years) | 6 years 10 months 10 days | 4 years 1 month 6 days | ||
Trade name | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 1,090 | 590 | ||
Accumulated Amortization | 306 | 227 | ||
Net Carrying Value | 784 | 363 | ||
Weighted- Average Remaining Useful Life (in years) | 4 years 7 months 28 days | 3 years 0 months 0 days | ||
Core/developed technology | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 40,530 | 12,080 | ||
Accumulated Amortization | 4,458 | 1,964 | ||
Net Carrying Value | 36,072 | 10,116 | ||
Weighted- Average Remaining Useful Life (in years) | 3 years 10 months 28 days | 4 years 3 months 18 days | ||
Patent license (1) | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 7,750 | [3] | ||
Accumulated Amortization | 291 | [3] | ||
Net Carrying Value | 7,459 | [3] | ||
Weighted- Average Remaining Useful Life (in years) | 18 years 2 months 23 days | [3] | ||
Customer relationships | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 23,110 | 1,080 | ||
Accumulated Amortization | 992 | 427 | ||
Net Carrying Value | 22,118 | 653 | ||
Weighted- Average Remaining Useful Life (in years) | 7 years 7 months 28 days | 3 years 0 months 4 days | ||
Non-compete agreements | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 1,050 | 810 | ||
Accumulated Amortization | 507 | 394 | ||
Net Carrying Value | 543 | 416 | ||
Weighted- Average Remaining Useful Life (in years) | 1 year 8 months 1 day | 2 years 0 months 4 days | ||
Patents with broader applications | ||||
Finite-Lived Intangible Assets | ||||
Gross Carrying Value | 1,040 | |||
Accumulated Amortization | 8 | |||
Net Carrying Value | $1,032 | |||
Weighted- Average Remaining Useful Life (in years) | 14 years 10 months 17 days | |||
[1] | During the six months ended May 2, 2015, the Company purchased a perpetual, non-exclusive license to certain patents for $7.8 million. | |||
[2] | During the six months ended May 2, 2015, the Company acquired $52.3 million of intangible assets related to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,†of the Notes to Condensed Consolidated Financial Statements. | |||
[3] | The patent license was assigned an estimated useful life that reflects the Company’s consumption of the expected defensive benefits related to this intangible asset. The method of amortization for the patent license reflects the Company’s estimate of the pattern in which these expected defensive benefits will be used by the Company, and is primarily driven by a mix of expiration patterns of the individual patents included in the license. |
Goodwill_And_Intangible_Assets6
Goodwill And Intangible Assets (Schedule Of Amortization Of Intangible Assets Included On Consolidated Statements Of Operations) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | ||||
Amortization of Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization | $2,775 | $527 | $3,550 | $16,872 | ||||
Payments to Acquire Intangible Assets | 7,750 | 0 | ||||||
Cost of revenues | ||||||||
Amortization of Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization | 1,857 | 396 | 2,494 | 6,858 | ||||
Research and development | ||||||||
Amortization of Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization | 627 | 131 | 765 | 10,014 | ||||
General and administrative | ||||||||
Amortization of Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization | $291 | [1] | $0 | [1] | $291 | [1] | $0 | [1] |
[1] | The amortization is related to the $7.8 million of perpetual, non-exclusive license to certain patents purchased during the six months ended May 2, 2015. |
Goodwill_And_Intangible_Assets7
Goodwill And Intangible Assets (Schedule Of Estimated Future Amortization Of Intangible Assets) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 | ||
In Thousands, unless otherwise specified | ||||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||||
2015 (remaining six months) | $7,558 | |||
2016 | 14,774 | |||
2017 | 14,301 | |||
2018 | 9,779 | |||
2019 | 6,259 | |||
Thereafter | 15,337 | |||
Total | $68,008 | [1],[2] | $11,548 | [1],[2] |
[1] | During the six months ended May 2, 2015, the Company purchased a perpetual, non-exclusive license to certain patents for $7.8 million. | |||
[2] | During the six months ended May 2, 2015, the Company acquired $52.3 million of intangible assets related to the Company’s acquisition of two businesses. See Note 3, “Acquisitions and Divestitures,†of the Notes to Condensed Consolidated Financial Statements. |
Balance_Sheet_Details_Schedule
Balance Sheet Details (Schedule of Inventory) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Raw materials | $14,493 | $10,491 |
Finished goods | 26,886 | 28,227 |
Inventory, Net | $41,379 | $38,718 |
Balance_Sheet_Details_Schedule1
Balance Sheet Details (Schedule of Property, Plant and Equipment) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 | ||
In Thousands, unless otherwise specified | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | $912,857 | $897,329 | ||
Less: Accumulated depreciation and amortization | -473,068 | [1],[2] | -451,896 | [1],[2] |
Total property and equipment, net | 439,789 | 445,433 | ||
Computer equipment | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 14,189 | 13,679 | ||
Software | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 65,091 | 62,919 | ||
Engineering and other equipment | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 390,656 | [1] | 383,412 | [1] |
Furniture and fixtures | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 30,474 | [1] | 29,053 | [1] |
Leasehold improvements | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 28,021 | 23,607 | ||
Land and building | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | $384,426 | $384,659 | ||
[1] | Engineering and other equipment, furniture and fixtures, and accumulated depreciation and amortization include the following amounts under capital leases as of May 2, 2015, and November 1, 2014, respectively (in thousands): May 2, 2015 November 1, 2014Cost$11,925 $11,925Accumulated depreciation(8,130) (7,209)Property and equipment, net, under capital leases$3,795 $4,716 | |||
[2] | The following table presents the depreciation of property and equipment included on the Condensed Consolidated Statements of Operations (in thousands): Three Months Ended Six Months Ended May 2, 2015 May 3, 2014 May 2, 2015 May 3, 2014Depreciation expense$17,898 $20,519 $36,697 $43,055 |
Balance_Sheet_Details_Schedule2
Balance Sheet Details (Schedule of Capital Leased Assets) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Capital Leases | ||
Cost | $11,925 | $11,925 |
Accumulated depreciation | -8,130 | -7,209 |
Total | $3,795 | $4,716 |
Balance_Sheet_Details_Narrativ
Balance Sheet Details (Narratives) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Balance Sheet Details [Abstract] | ||||
Depreciation expense | $17,898 | $20,519 | $36,697 | $43,055 |
Fair_Value_Measurements_Schedu
Fair Value Measurements (Schedule Of Assets And Liabilities Measured At Fair Value) (Details) (Fair Value, Measurements, Recurring [Member], USD $) | 2-May-15 | Nov. 01, 2014 | ||
In Thousands, unless otherwise specified | ||||
Assets | ||||
Money market funds | $1,096,830 | [1] | $1,009,283 | [1] |
Derivative assets | 232 | 99 | ||
Total assets measured at fair value | 1,097,062 | 1,009,382 | ||
Liabilities | ||||
Derivative liabilities | 2,387 | 1,937 | ||
Total liabilities measured at fair value | 2,387 | 1,937 | ||
Quoted Prices In Active Markets For Identical Instruments (Level 1) | ||||
Assets | ||||
Money market funds | 1,096,830 | [1] | 1,009,283 | [1] |
Derivative assets | 0 | 0 | ||
Total assets measured at fair value | 1,096,830 | 1,009,283 | ||
Liabilities | ||||
Derivative liabilities | 0 | 0 | ||
Total liabilities measured at fair value | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | ||||
Assets | ||||
Money market funds | 0 | [1] | 0 | [1] |
Derivative assets | 232 | 99 | ||
Total assets measured at fair value | 232 | 99 | ||
Liabilities | ||||
Derivative liabilities | 2,387 | 1,937 | ||
Total liabilities measured at fair value | 2,387 | 1,937 | ||
Significant Unobservable Inputs (Level 3) | ||||
Assets | ||||
Money market funds | 0 | [1] | 0 | [1] |
Derivative assets | 0 | 0 | ||
Total assets measured at fair value | 0 | 0 | ||
Liabilities | ||||
Derivative liabilities | 0 | 0 | ||
Total liabilities measured at fair value | $0 | $0 | ||
[1] | Money market funds are reported within “Cash and cash equivalents†on the Condensed Consolidated Balance Sheets. |
Restructuring_and_Other_Costs_1
Restructuring and Other Costs (Schedule of Restructuring and Other Charges) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Restructuring Charges [Abstract] | ||||
Goodwill impairment charge | $0 | $83,382 | $0 | $83,382 |
Severance Costs | 0 | -43 | 0 | -1,788 |
Business Exit Costs | -637 | -636 | -637 | 7,326 |
Restructuring and other related costs | ($637) | $82,703 | ($637) | $88,920 |
Restructuring_and_Other_Costs_2
Restructuring and Other Costs (Schedule of Restructuring Reserve) (Details) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | 2-May-15 |
Restructuring | |
Initial Period in which Effects are Expected to be Realized | Cash payments for facilities that are part of the Company’s lease loss reserve are expected to be paid over the respective lease terms through fiscal year 2021. |
Restructuring and Related Cost, Caption that Includes Restructuring Charges | Restructuring, goodwill impairment, and other related costs (benefits) |
Restructuring Reserve Rollforward | |
Restructuring liabilities, Beginning balance | $5,156 |
Restructuring Charges | -637 |
Cash payments | -1,018 |
Translation adjustment | -212 |
Restructuring liabilities, Ending balance | 3,289 |
Restructuring Reserve Ending Balance | |
Current restructuring liabilities | 1,660 |
Non-current restructuring liabilities | 1,629 |
Fiscal 2013 Fourth Quarter Restructuring Plan | |
Restructuring | |
Restructuring and Related Activities, Description | During the fiscal year ended October 26, 2013, and the first quarter of fiscal year 2014, the Company restructured certain business operations and reduced the Company’s operating expense structure. The restructuring plan was approved by the Company’s management and communicated to the Company’s employees in September 2013. The restructuring plan included a workforce reduction of approximately 250 employees, primarily in the engineering, sales, and marketing organizations, as well as the cancellation of certain nonrecurring engineering agreements and exits from certain leased facilities. The Company substantially completed the restructuring plan by the end of the first quarter of fiscal year 2014. |
Restructuring and Related Activities, Authorized Approval | The restructuring plan was approved by the Company’s management and communicated to the Company’s employees in September 2013. |
Restructuring Reserve, Adjustment Description | The Company reevaluates its estimates and assumptions on a quarterly basis and makes adjustments to the restructuring liabilities balance if necessary. During the six months ended May 2, 2015, the Company reversed approximately $0.6 million of charges related to estimated facilities lease losses primarily due to favorable changes in expected sublease terms and other related assumptions. |
Restructuring and Related Activities, Initiation Date | 4-Sep-13 |
Restructuring and Related Cost, Number of Positions Eliminated, Inception to Date | 250 |
Restructuring and Related Activities, Completion Date | 25-Jan-14 |
Other Restructuring Plans [Member] | |
Restructuring | |
Restructuring and Related Activities, Description | The Company also recorded charges related to estimated facilities lease losses, net of expected sublease income, due to consolidation of real estate space as a result of acquisitions. |
Severance and Benefits | Fiscal 2013 Fourth Quarter Restructuring Plan | |
Restructuring Reserve Rollforward | |
Restructuring liabilities, Beginning balance | 171 |
Restructuring Charges | 0 |
Cash payments | 0 |
Translation adjustment | 0 |
Restructuring liabilities, Ending balance | 171 |
Restructuring Reserve Ending Balance | |
Current restructuring liabilities | 171 |
Non-current restructuring liabilities | 0 |
Contract Terminations and Other | Fiscal 2013 Fourth Quarter Restructuring Plan | |
Restructuring Reserve Rollforward | |
Restructuring liabilities, Beginning balance | 42 |
Restructuring Charges | 0 |
Cash payments | -42 |
Translation adjustment | 0 |
Restructuring liabilities, Ending balance | 0 |
Restructuring Reserve Ending Balance | |
Current restructuring liabilities | 0 |
Non-current restructuring liabilities | 0 |
Lease Loss Reserve and Related Costs | Fiscal 2013 Fourth Quarter Restructuring Plan | |
Restructuring Reserve Rollforward | |
Restructuring liabilities, Beginning balance | 3,949 |
Restructuring Charges | -520 |
Cash payments | -749 |
Translation adjustment | -212 |
Restructuring liabilities, Ending balance | 2,468 |
Restructuring Reserve Ending Balance | |
Current restructuring liabilities | 1,067 |
Non-current restructuring liabilities | 1,401 |
Lease Loss Reserve and Related Costs | Other Restructuring Plans [Member] | |
Restructuring Reserve Rollforward | |
Restructuring liabilities, Beginning balance | 994 |
Restructuring Charges | -117 |
Cash payments | -227 |
Translation adjustment | 0 |
Restructuring liabilities, Ending balance | 650 |
Restructuring Reserve Ending Balance | |
Current restructuring liabilities | 422 |
Non-current restructuring liabilities | $228 |
Borrowings_Schedule_Of_LongTer
Borrowings (Schedule Of Long-Term Debt) (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | 2-May-15 | Nov. 01, 2014 |
Debt Instrument | ||
Long-term debt, gross | $875,850 | $602,115 |
Unamortized discount | 87,509 | 4,839 |
Current portion of long-term debt | 787 | 1,826 |
Long-term debt, net of current portion | 787,554 | 595,450 |
Senior Secured 2020 Notes | ||
Debt Instrument | ||
Maturity | 13-Feb-15 | |
Stated annual interest rate | 6.88% | |
Long-term debt, gross | 0 | 300,000 |
Effective interest rate | 8.39% | 7.26% |
Convertible Senior Unsecured 2020 Notes | ||
Debt Instrument | ||
Maturity | 1-Jan-20 | |
Stated annual interest rate | 1.38% | |
Long-term debt, gross | 575,000 | 0 |
Effective interest rate | 4.98% | 0.00% |
Unamortized discount | 84,458 | |
Senior Unsecured 2023 Notes | ||
Debt Instrument | ||
Maturity | 15-Jan-23 | |
Stated annual interest rate | 4.63% | |
Long-term debt, gross | 300,000 | 300,000 |
Effective interest rate | 4.83% | 4.83% |
Capital Lease Obligations | ||
Debt Instrument | ||
Maturity | 31-May-16 | |
Stated annual interest rate | 5.00% | |
Long-term debt, gross | $850 | $2,115 |
Effective interest rate | 5.00% | 5.37% |
Borrowings_Schedule_of_Carryin
Borrowings (Schedule of Carrying Values of Liability and Equity Components) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument | ||
Long-term debt, gross | $875,850 | $602,115 |
Unamortized discount | 87,509 | 4,839 |
Convertible Senior Unsecured 2020 Notes | ||
Debt Instrument | ||
Long-term debt, gross | 575,000 | 0 |
Unamortized discount | 84,458 | |
Long-term Debt | 490,542 | |
Carrying amount of equity component | $78,179 |
Borrowings_Narrative_Details
Borrowings (Narrative) (Details) (USD $) | 6 Months Ended | 3 Months Ended | |||||||||
Share data in Millions, except Per Share data, unless otherwise specified | 2-May-15 | 3-May-14 | Jan. 31, 2015 | 2-May-15 | 3-May-14 | Jan. 24, 2009 | Jan. 20, 2010 | Jan. 14, 2015 | Nov. 01, 2014 | Jan. 22, 2013 | Oct. 31, 2008 |
Debt Instrument | |||||||||||
Proceeds from convertible notes | $565,656,000 | $0 | |||||||||
Purchase of convertible hedge | 86,135,000 | 0 | |||||||||
Proceeds from issuance of warrants | 51,175,000 | 0 | |||||||||
Senior Secured 2018 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||
Senior Secured 2020 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||
Stated annual interest rate | 6.88% | 6.88% | |||||||||
Long-Term Debt, Fair Value | 312,500,000 | ||||||||||
Maturity | 13-Feb-15 | ||||||||||
Debt Instrument, Redemption Price, Percentage | 103.44% | ||||||||||
Irrevocable deposit | 322,200,000 | ||||||||||
Repayment of principal amount | 300,000,000 | ||||||||||
Call premium | 10,300,000 | ||||||||||
Debt Instrument, Increase, Accrued Interest | 10,300,000 | ||||||||||
Unpaid interest deposited to escrow | 1,600,000 | ||||||||||
Call premium cost and original issue discount and debt issuance costs related to lenders that did not participate in refinancing | 20,400,000 | ||||||||||
Convertible Senior Unsecured 2020 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Face Amount | 575,000,000 | ||||||||||
Proceeds from convertible notes | 565,700,000 | ||||||||||
DiscountRateForFairValueOfLiabilityComponent | 4.57% | ||||||||||
Stated annual interest rate | 1.38% | 1.38% | |||||||||
Debt Instrument, Convertible, Remaining Discount Amortization Period | 4 years 8 months 1 day | ||||||||||
Long-Term Debt, Fair Value | 598,100,000 | 598,100,000 | |||||||||
Maturity | 1-Jan-20 | ||||||||||
Debt Instrument, Convertible, Conversion Ratio | 62.7746 | ||||||||||
Debt Instrument, Convertible, Conversion Price | $15.93 | $15.93 | |||||||||
Debt Instrument, Convertible, Number of Equity Instruments | 36.1 | ||||||||||
Debt Instrument, Convertible, If-converted Value in Excess of Principal | 0 | ||||||||||
Repurchase price of notes in case of change in control, percentage of face value | 100.00% | ||||||||||
Shares Covered By Note Hedge | 36.1 | 36.1 | |||||||||
Note Hedge, Exercise Price | $15.93 | ||||||||||
Purchase of convertible hedge | 86,100,000 | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 36.1 | 36.1 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $20.65 | $20.65 | |||||||||
Class of Warrant or Right, Date from which Warrants or Rights Exercisable | 1-Apr-20 | ||||||||||
WarrantsMaturityPeriod | 60 days | ||||||||||
Proceeds from issuance of warrants | 51,200,000 | ||||||||||
Interest Expense, Debt [Abstract] | |||||||||||
Amortization of Debt Discount | 4,700,000 | 4,000,000 | |||||||||
Interest Expense, Debt, Excluding Amortization | 2,300,000 | 2,000,000 | |||||||||
Interest Expense, Debt | 0 | 0 | |||||||||
Senior Unsecured 2023 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Face Amount | 300,000,000 | ||||||||||
Stated annual interest rate | 4.63% | 4.63% | |||||||||
Long-Term Debt, Fair Value | 297,200,000 | 297,200,000 | 292,400,000 | ||||||||
Maturity | 15-Jan-23 | ||||||||||
Repurchase price of notes in case of change in control, percentage of face value | 101.00% | ||||||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||||
Redemption amount of notes, percentage of principal amount, when using the net cash proceed from capital stock sale | 35.00% | ||||||||||
Redemption price, percentage of principal amount, when using the net cash proceed from capital stock sale | 104.63% | ||||||||||
Term Loan Facility | |||||||||||
Debt Instrument | |||||||||||
Original term of loan | 5 years | ||||||||||
Senior secured credit facility, maximum borrowing capacity | 1,100,000,000 | ||||||||||
Revolving Credit Facility | |||||||||||
Debt Instrument | |||||||||||
Original term of loan | 5 years | ||||||||||
Senior secured credit facility, maximum borrowing capacity | 125,000,000 | 125,000,000 | 125,000,000 | 125,000,000 | |||||||
Line of Credit Facility, Fair Value of Amount Outstanding | 0 | 0 | 0 | ||||||||
Swing Line Loan Subfacility | |||||||||||
Debt Instrument | |||||||||||
Senior secured credit facility, maximum borrowing capacity | 25,000,000 | ||||||||||
Letter Of Credit Subfacility | |||||||||||
Debt Instrument | |||||||||||
Senior secured credit facility, maximum borrowing capacity | 25,000,000 | ||||||||||
Line of Credit | $0 | $0 | $0 | ||||||||
Trading Price Trigger One | Convertible Senior Unsecured 2020 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Convertible, Threshold Trading Days | 20 | ||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 30 days | ||||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | ||||||||||
Trading Price Trigger Two | Convertible Senior Unsecured 2020 Notes | |||||||||||
Debt Instrument | |||||||||||
Debt Instrument, Convertible, Threshold Trading Days | 5 | ||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 10 days | ||||||||||
Debt Instrument, Convertible, Threshold Percentage of Notes Price Trigger | 98.00% |
Borrowings_Schedule_Of_Debt_Ma
Borrowings (Schedule Of Debt Maturities) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Long-term Debt, by Maturity [Abstract] | ||
2015 (remaining six months) | $559 | |
2016 | 291 | |
2017 | 0 | |
2018 | 0 | |
2019 | 0 | |
Thereafter | 875,000 | |
Long-term debt, gross | $875,850 | $602,115 |
Commitments_And_Contingencies_1
Commitments And Contingencies (Schedule Of Accrued Liability For Estimated Future Warranty Costs) (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 |
Product Warranty Activity | ||
Beginning balance | $7,486 | $8,632 |
Liabilities accrued for warranties issued during the period | 2,302 | 2,288 |
Warranty claims paid and used during the period | -2,132 | -2,987 |
Changes in liability for pre-existing warranties during the period | -349 | -383 |
Ending balance | $7,307 | $7,550 |
Commitments_And_Contingencies_2
Commitments And Contingencies (Purchase Commitment Narrative) (Details) (Details) (Inventory Purchase Commitment, USD $) | 2-May-15 |
In Millions, unless otherwise specified | |
Inventory Purchase Commitment | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Purchase Commitment, Remaining Minimum Amount Committed | $203.40 |
Purchase Commitment, Recognized Loss | $1.60 |
Derivative_Instruments_And_Hed2
Derivative Instruments And Hedging Activities (Schedule Of Net Gains (Losses) Related To The Effective Portion Of Foreign Currency Derivatives) (Details) (Foreign Exchange Contract, USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Derivative Instruments, Gain (Loss) | ||||
Net gains (losses) related to the effective portion of foreign currency derivatives | ($1,255) | ($39) | ($1,938) | ($6) |
Cost of revenues | ||||
Derivative Instruments, Gain (Loss) | ||||
Net gains (losses) related to the effective portion of foreign currency derivatives | -328 | 48 | -464 | 120 |
Research and development | ||||
Derivative Instruments, Gain (Loss) | ||||
Net gains (losses) related to the effective portion of foreign currency derivatives | -32 | -285 | -67 | -585 |
Sales and marketing | ||||
Derivative Instruments, Gain (Loss) | ||||
Net gains (losses) related to the effective portion of foreign currency derivatives | -870 | 182 | -1,324 | 421 |
General and administrative | ||||
Derivative Instruments, Gain (Loss) | ||||
Net gains (losses) related to the effective portion of foreign currency derivatives | ($25) | $16 | ($83) | $38 |
Derivative_Instruments_And_Hed3
Derivative Instruments And Hedging Activities (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Millions, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Maximum derivative instrument maturity period | 15 months | |||
Foreign Currency Transaction [Abstract] | ||||
Foreign currency transaction gains (losses) | $0.10 | ($0.10) | ($0.90) | ($0.20) |
Derivatives Designated As Hedging Instruments | Prepaid Expense And Other Current Asset | ||||
Derivative Instruments, Gain (Loss) | ||||
Gross unrealized gain positions | 0.2 | 0.2 | ||
Derivatives Designated As Hedging Instruments | Other Accrued Liabilities | ||||
Derivative Instruments, Gain (Loss) | ||||
Gross unrealized loss positions | ($2.40) | ($2.40) |
Derivative_Instruments_And_Hed4
Derivative Instruments And Hedging Activities (Schedule Of Total Gross Notional Amounts, Presented By Currency) (Details) (USD $) | 2-May-15 | Nov. 01, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives Designated As Hedging Instruments | ||
Derivative | ||
Total gross notional amounts, presented by currency | $58,141 | $80,957 |
Derivatives Designated As Hedging Instruments | Euro | ||
Derivative | ||
Total gross notional amounts, presented by currency | 16,720 | 14,404 |
Derivatives Designated As Hedging Instruments | British pound | ||
Derivative | ||
Total gross notional amounts, presented by currency | 13,547 | 11,168 |
Derivatives Designated As Hedging Instruments | Indian rupee | ||
Derivative | ||
Total gross notional amounts, presented by currency | 9,504 | 19,413 |
Derivatives Designated As Hedging Instruments | Chinese Yuan | ||
Derivative | ||
Total gross notional amounts, presented by currency | 5,154 | 10,406 |
Derivatives Designated As Hedging Instruments | Singapore dollar | ||
Derivative | ||
Total gross notional amounts, presented by currency | 4,708 | 9,242 |
Derivatives Designated As Hedging Instruments | Japanese yen | ||
Derivative | ||
Total gross notional amounts, presented by currency | 4,639 | 8,856 |
Derivatives Designated As Hedging Instruments | Swiss franc | ||
Derivative | ||
Total gross notional amounts, presented by currency | 3,869 | 7,468 |
Derivatives Not Designated As Hedging Instruments | ||
Derivative | ||
Total gross notional amounts, presented by currency | 5,172 | 34,091 |
Derivatives Not Designated As Hedging Instruments | Euro | ||
Derivative | ||
Total gross notional amounts, presented by currency | 5,172 | 19,200 |
Derivatives Not Designated As Hedging Instruments | British pound | ||
Derivative | ||
Total gross notional amounts, presented by currency | 0 | 14,891 |
Derivatives Not Designated As Hedging Instruments | Indian rupee | ||
Derivative | ||
Total gross notional amounts, presented by currency | 0 | 0 |
Derivatives Not Designated As Hedging Instruments | Chinese Yuan | ||
Derivative | ||
Total gross notional amounts, presented by currency | 0 | 0 |
Derivatives Not Designated As Hedging Instruments | Singapore dollar | ||
Derivative | ||
Total gross notional amounts, presented by currency | 0 | 0 |
Derivatives Not Designated As Hedging Instruments | Japanese yen | ||
Derivative | ||
Total gross notional amounts, presented by currency | 0 | 0 |
Derivatives Not Designated As Hedging Instruments | Swiss franc | ||
Derivative | ||
Total gross notional amounts, presented by currency | $0 | $0 |
StockBased_Compensation_StockB
Stock-Based Compensation (Stock-Based Compensation Expense Included In Line Items Of Consolidated Statements Of Operations) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Total stock-based compensation | $16,075 | $21,052 | $40,157 | $39,640 |
Cost of revenues | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Total stock-based compensation | 1,986 | 3,474 | 5,802 | 6,617 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Total stock-based compensation | 3,080 | 4,422 | 8,013 | 8,757 |
Sales and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Total stock-based compensation | 7,207 | 8,462 | 17,050 | 15,227 |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Total stock-based compensation | $3,802 | $4,694 | $9,292 | $9,039 |
StockBased_Compensation_StockB1
Stock-Based Compensation (Stock-Based Compensation Expense By Grant Type) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock-based compensation | $16,075,000 | $21,052,000 | $40,157,000 | $39,640,000 |
Change in Estimates, Description | To the extent that the actual forfeitures differ from the estimated forfeitures, the Company records the difference in the period that the awards vest. The Company estimates the forward-looking forfeiture rate, using the Company’s historical forfeiture rates, annually during the second fiscal quarter, and whenever events occur or facts and circumstances indicate that the current forfeiture rate estimate is significantly different from historical forfeitures. Changes in the estimated forfeiture rates and differences between the estimated forfeiture rates and actual forfeiture rates may result in significant increases or decreases in stock-based compensation expense from period to period. | |||
Change in Estimates, Financial Effect | Based on the results of the annual forfeiture rate analysis performed during the second fiscal quarter of 2015, the Company recorded a cumulative adjustment to reduce stock-based compensation expense by $5.6 million during the three months ended May 2, 2015, to reflect the effect of the change in the estimated forfeiture rates. | There was no significant impact related to the change in the estimated forfeiture rates during the three months ended May 3, 2014. | ||
Change in Accounting Estimate, Forfeitures, Cumulative Adjustment | 5,600,000 | |||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock-based compensation | 536,000 | 1,249,000 | 1,892,000 | 2,530,000 |
RSUs, including stock units with market conditions | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock-based compensation | 11,317,000 | 17,404,000 | 29,251,000 | 31,987,000 |
Employee stock purchase plan (“ESPPâ€) | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock-based compensation | $4,222,000 | $2,399,000 | $9,014,000 | $5,123,000 |
StockBased_Compensation_StockB2
Stock-Based Compensation (Stock-Based Compensation, Unrecognized Compensation Expense And Weighted-Average Period) (Details) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | 2-May-15 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Unrecognized Compensation Expense | $537 |
Weighted-Average Period (in years) | 1 year 3 months 14 days |
RSUs, including stock units with market conditions | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Unrecognized Compensation Expense | 24,801 |
Weighted-Average Period (in years) | 1 year 9 months 11 days |
Employee stock purchase plan (“ESPPâ€) | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Unrecognized Compensation Expense | $7,783 |
Weighted-Average Period (in years) | 0 years 9 months 22 days |
StockBased_Compensation_Schedu
Stock-Based Compensation (Schedule of Share-based Compensation, Activity) (Details) (USD $) | 6 Months Ended | |
In Millions, except Share data in Thousands, unless otherwise specified | 2-May-15 | 3-May-14 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock options, Granted | 1,117 | 250 |
Stock options, Weighted-Average Grant Date Fair Value (dollars per share) | $3.09 | $3.32 |
Stock options, Exercises in Period, Total Intrinsic Value | $2 | $17.50 |
RSUs, including stock units with market conditions | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
RSUs, Granted | 5,463 | 1,108 |
RSUs, Weighted-Average Grant Date Fair Value (dollars per share) | $10.98 | $10.05 |
Stockholders_Equity_Stockholde
Stockholders' Equity Stockholders' Equity (Schedule of Dividends Payable) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | Jan. 31, 2015 |
Dividends Payable [Line Items] | |||||
Cash dividends declared per share | $0.04 | $0 | $0.07 | $0 | |
Payments of Ordinary Dividends, Common Stock | $29,854 | $0 | |||
Common Stock | |||||
Dividends Payable [Line Items] | |||||
Dividends Payable, Date Declared | 16-Feb-15 | 23-Nov-14 | |||
Cash dividends declared per share | $0.04 | $0 | $0.04 | ||
Dividends Payable, Date of Record | 10-Mar-15 | 10-Dec-14 | |||
Payments of Ordinary Dividends, Common Stock | $14,748 | $15,106 | |||
Dividends Payable, Date to be Paid | 2-Apr-15 | 2-Jan-15 |
Stockholders_Equity_Stockholde1
Stockholders' Equity Stockholders' Equity (Details) | 6 Months Ended |
2-May-15 | |
Equity [Abstract] | |
Stockholders' Equity Note, Derivative Transactions Connected with Contingently Convertible Securities | In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge and warrant transactions with certain financial institutions with respect to its common stock. See Note 8, “Borrowings,†of the Notes to Condensed Consolidated Financial Statements for further discussion. |
Stockholders_Equity_Schedule_o
Stockholders' Equity (Schedule of Comprehensive Income (Loss) Tax Effects) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | ||
Unrealized gains (losses) on cash flow hedges, before tax | ||||||
Change in unrealized gains and losses, foreign exchange contracts, before tax | ($17) | $1,248 | ($2,197) | $227 | ||
Net gains and losses reclassified into earnings, foreign exchange contracts, before tax | -1,255 | -39 | 1,938 | [1] | 6 | [1] |
Net unrealized losses on cash flow hedges, before tax | 1,238 | 1,287 | -259 | 233 | ||
Foreign currency translation adjustments, before tax | ||||||
Foreign currency translation adjustments, before tax | -1,068 | 1,298 | -5,289 | 475 | ||
Total other comprehensive loss, before tax | 170 | 2,585 | -5,548 | 708 | ||
Unrealized gains (losses) on cash flow hedges, tax | ||||||
Change in unrealized gains and losses, foreign exchange contracts, tax | -126 | -154 | 279 | -57 | ||
Net gains and losses reclassified into earnings, foreign exchange contracts, tax | 146 | 7 | -225 | [1] | -5 | [1] |
Net unrealized losses on cash flow hedges, tax | -272 | -161 | 54 | -62 | ||
Foreign currency translation adjustments, tax | ||||||
Foreign currency translation adjustments, tax | 0 | 0 | 0 | 0 | ||
Total other comprehensive loss, tax | -272 | -161 | 54 | -62 | ||
Unrealized gains (losses) on cash flow hedges, net of tax | ||||||
Change in unrealized gains and losses, foreign exchange contracts, net of tax | -143 | 1,094 | -1,918 | 170 | ||
Net gains and losses reclassified into earnings, foreign exchange contracts, net of tax | 1,109 | 32 | 1,713 | [1] | 1 | [1] |
Net unrealized losses on cash flow hedges, net of tax | 966 | 1,126 | -205 | 171 | ||
Foreign currency translation adjustments, net of tax | ||||||
Foreign currency translation adjustments, net of tax | -1,068 | 1,298 | -5,289 | 475 | ||
Total other comprehensive loss, net of tax | ($102) | $2,424 | ($5,494) | $646 | ||
[1] | For Condensed Consolidated Statements of Operations classification of amounts reclassified from accumulated other comprehensive loss, see Note 10, “Derivative Instruments and Hedging Activities,†of the Notes to Condensed Consolidated Financial Statements. |
Stockholders_Equity_Schedule_o1
Stockholders' Equity (Schedule of Accumulated Other Comprehensive Income (Loss)) (Details) (USD $) | 6 Months Ended | |||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | ($18,814) | ($13,444) | ($24,308) | ($12,798) |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | ||||
Change in unrealized gains and losses | -7,207 | 645 | ||
Net gains and losses reclassified into earnings | 1,713 | 1 | ||
Net current-period other comprehensive income (loss) | -5,494 | 646 | ||
Gains (Losses) on Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | -1,907 | 267 | -2,112 | 438 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | ||||
Change in unrealized gains and losses | -1,918 | 170 | ||
Net gains and losses reclassified into earnings | 1,713 | 1 | ||
Net current-period other comprehensive income (loss) | -205 | 171 | ||
Foreign Currency Translation Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | -16,907 | -13,711 | -22,196 | -13,236 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | ||||
Change in unrealized gains and losses | -5,289 | 475 | ||
Net gains and losses reclassified into earnings | 0 | 0 | ||
Net current-period other comprehensive income (loss) | ($5,289) | $475 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | |
Current Income Tax Expense (Benefit), Continuing Operations | ||||
U.S. federal statutory tax rate | 35.00% | |||
Goodwill impairment charge | $0 | $83,382,000 | $0 | $83,382,000 |
Income Tax Contingency | ||||
Amount of unrecognized tax benefits that could affect the effect tax rate | 82,000,000 | 82,000,000 | ||
Lower range of estimated potential decreases in underlying uncertain tax positions | 0 | 0 | ||
Upper range of estimated potential decreases in underlying uncertain tax positions | $4,000,000 | $4,000,000 |
Segment_Information_Schedule_O
Segment Information (Schedule Of Financial Information By Reportable Segment) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 |
Segment Reporting Information | ||||
Net revenues | $546,575 | $536,910 | $1,122,814 | $1,101,445 |
Cost of revenues | 174,366 | 182,618 | 360,922 | 374,483 |
Gross margin | 372,209 | 354,292 | 761,892 | 726,962 |
SAN Products | ||||
Segment Reporting Information | ||||
Net revenues | 313,512 | 321,164 | 666,911 | 676,620 |
Cost of revenues | 73,768 | 84,514 | 159,493 | 177,455 |
Gross margin | 239,744 | 236,650 | 507,418 | 499,165 |
Internet Protocol (“IPâ€) Networking Products | ||||
Segment Reporting Information | ||||
Net revenues | 144,731 | 121,116 | 277,570 | 240,865 |
Cost of revenues | 63,844 | 57,757 | 128,045 | 118,443 |
Gross margin | 80,887 | 63,359 | 149,525 | 122,422 |
Global Services | ||||
Segment Reporting Information | ||||
Net revenues | 88,332 | 94,630 | 178,333 | 183,960 |
Cost of revenues | 36,754 | 40,347 | 73,384 | 78,585 |
Gross margin | $51,578 | $54,283 | $104,949 | $105,375 |
Segment_Information_Narrative_
Segment Information Narrative (Details) | 6 Months Ended |
2-May-15 | |
segments | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Number of reportable operating segments | 3 |
Net_Income_Per_Share_Schedule_
Net Income Per Share (Schedule Of Calculation Of Basic And Diluted Net Income (Loss) Per Share) (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | 2-May-15 | 3-May-14 | 2-May-15 | 3-May-14 | ||||
Earnings Per Share, Basic | ||||||||
Net income (loss) | $77,040 | ($13,684) | $164,307 | $67,200 | ||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||
Net income (loss) per share—basic | $0.18 | ($0.03) | $0.39 | $0.15 | ||||
Earnings Per Share, Diluted | ||||||||
Net income (loss) | $77,040 | ($13,684) | $164,307 | $67,200 | ||||
Weighted-average shares used in computing diluted net income (loss) per share | 433,234 | 436,167 | 436,195 | 451,999 | ||||
Net income (loss) per share—diluted | $0.18 | ($0.03) | $0.38 | $0.15 | ||||
Weighted Average Number of Shares Outstanding Reconciliation | ||||||||
Weighted-average shares used in computing basic net income (loss) per share | 420,718 | 436,167 | 424,627 | 438,370 | ||||
Dilutive potential common shares in the form of stock options | 1,826 | 0 | 1,780 | 2,435 | ||||
Dilutive potential common shares in the form of other share-based awards | 10,690 | 0 | 9,788 | 11,194 | ||||
Weighted-average shares used in computing diluted net income (loss) per share | 433,234 | 436,167 | 436,195 | 451,999 | ||||
Warrant | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||||
Antidilutive potential common shares | 36,095 | [1],[2] | 0 | [1],[2] | 21,618 | [1],[2] | 0 | [1],[2] |
Stock options | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||||
Antidilutive potential common shares | 1,117 | [1] | 7,458 | [1] | 847 | [1] | 2,250 | [1] |
Other share-based awards | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||||
Antidilutive potential common shares | 0 | [1] | 9,873 | [1] | 0 | [1] | 1,014 | [1] |
Convertible Senior Unsecured 2020 Notes | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||||
Debt Instrument, Convertible, Conversion Price | $15.93 | $15.93 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $20.65 | $20.65 | ||||||
[1] | These amounts are excluded from the computation of diluted net income per share. | |||||||
[2] | In connection with the issuance of the 2020 Convertible Notes, the Company entered into convertible note hedge and warrant transactions as described in Note 8, “Borrowings.†The 2020 Convertible Notes have no impact on diluted earnings per share until the average quarterly price of the Company’s common stock exceeds the conversion price of $15.93 per share. If the common stock price exceeds this conversion price, prior to conversion, the Company will calculate the effect of the additional shares that may be issued using the treasury stock method. If the average price of the Company’s common stock exceeds $20.65 per share for a quarterly period, the Company’s weighted-average shares used in computing diluted net income per share will be impacted by the effect of the additional potential shares that may be issued related to the warrants using the treasury stock method. The convertible note hedge is not considered for purposes of the diluted earnings per share calculation, as its effect would be antidilutive. |
Guarantor_And_NonGuarantor_Sub1
Guarantor And Non-Guarantor Subsidiaries (Narrative) (Details) (USD $) | 6 Months Ended | ||
In Millions, unless otherwise specified | 2-May-15 | Jan. 20, 2010 | Jan. 22, 2013 |
Guarantor And Non-Guarantor Subsidiaries [Abstract] | |||
Description of Guarantees Given by Parent Company | On January 20, 2010, the Company issued $300.0 million in aggregate principal amount of the 6.625% senior secured notes due 2018 (the “2018 Notesâ€) and $300.0 million in aggregate principal amount of the 2020 Notes (together with the 2018 Notes, the “Senior Secured Notesâ€) pursuant to separate indentures between the Company, certain domestic subsidiaries of the Company, and Wells Fargo Bank, National Association, as the trustee (the “2020 Indenture†and “2018 Indenture,†respectively). In addition, on January 22, 2013, the Company issued $300.0 million in aggregate principal amount of the 2023 Notes. The Company’s obligations under the Senior Secured Notes and the 2023 Notes were previously guaranteed by certain of the Company’s domestic subsidiaries (the “Subsidiary Guarantorsâ€). Each of the Subsidiary Guarantors is 100% owned by the Company and all guarantees were joint and several. Neither the Senior Secured Notes nor the 2023 Notes were guaranteed by certain of the Company’s domestic subsidiaries or any of the Company’s foreign subsidiaries (the “Non-Guarantor Subsidiariesâ€). The Company determined that the circumstances under which the subsidiary guarantees may be released were customary under applicable SEC guidance, and, as such, the Company previously provided consolidated financial statements in reliance on Item 3-10 of Regulation S-X. The guarantees of the 2018 Notes and 2020 Notes were released on January 22, 2013, and January 14, 2015, respectively, upon the discharge of the 2018 Indenture and 2020 Indenture. The guarantees of the 2023 Notes were released on January 14, 2015, upon termination of the Senior Secured Credit Facility and discharge of the 2020 Indenture. As a result, all guarantees were released prior to January 31, 2015, and the Company has ceased presenting condensed consolidated financial statements for the parent company, the former Subsidiary Guarantors, and Non-Guarantor Subsidiaries effective in the first fiscal quarter of 2015. | ||
Senior Secured 2018 Notes | |||
Debt Instrument | |||
Debt Instrument, Face Amount | $300 | ||
Senior Secured 2020 Notes | |||
Debt Instrument | |||
Debt Instrument, Face Amount | 300 | ||
Senior Unsecured 2023 Notes | |||
Debt Instrument | |||
Debt Instrument, Face Amount | $300 |