Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 23, 2017 | Jul. 01, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | SILICON LABORATORIES INC | ||
Entity Central Index Key | 1,038,074 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,951,606,092 | ||
Entity Common Stock, Shares Outstanding | 41,890,791 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 141,106 | $ 114,085 |
Short-term investments | 153,961 | 128,901 |
Accounts receivable, net | 74,401 | 73,601 |
Inventories | 59,578 | 53,895 |
Prepaid expenses and other current assets | 61,805 | 52,658 |
Total current assets | 490,851 | 423,140 |
Long-term investments | 5,196 | 7,126 |
Property and equipment, net | 129,559 | 131,132 |
Goodwill | 276,130 | 272,722 |
Other intangible assets, net | 103,565 | 121,354 |
Other assets, net | 76,543 | 55,989 |
Total assets | 1,081,844 | 1,011,463 |
Current liabilities: | ||
Accounts payable | 39,577 | 42,127 |
Current portion of long-term debt | 10,000 | |
Accrued expenses | 50,100 | 52,131 |
Deferred income on shipments to distributors | 45,568 | 35,448 |
Income taxes | 4,450 | 2,615 |
Total current liabilities | 139,695 | 142,321 |
Long-term debt | 72,500 | 67,500 |
Other non-current liabilities | 42,691 | 40,528 |
Total liabilities | 254,886 | 250,349 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock - $0.0001 par value; 10,000 shares authorized; no shares issued and outstanding | ||
Common stock - $0.0001 par value; 250,000 shares authorized; 41,889 and 41,727 shares issued and outstanding at December 31, 2016 and January 2, 2016, respectively | 4 | 4 |
Additional paid-in capital | 24,463 | 13,868 |
Retained earnings | 801,999 | 747,749 |
Accumulated other comprehensive income (loss) | 492 | (507) |
Total stockholders' equity | 826,958 | 761,114 |
Total liabilities and stockholders' equity | $ 1,081,844 | $ 1,011,463 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000 | 250,000 |
Common stock, shares issued | 41,889 | 41,727 |
Common stock, shares outstanding | 41,889 | 41,727 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Consolidated Statements of Income | |||
Revenues | $ 697,626 | $ 644,826 | $ 620,704 |
Cost of revenues | 276,122 | 264,056 | 242,153 |
Gross margin | 421,504 | 380,770 | 378,551 |
Operating expenses: | |||
Research and development | 199,744 | 188,050 | 172,985 |
Selling, general and administrative | 155,483 | 160,486 | 154,145 |
Operating expenses | 355,227 | 348,536 | 327,130 |
Operating income | 66,277 | 32,234 | 51,421 |
Other income (expense): | |||
Interest income | 1,291 | 730 | 1,007 |
Interest expense | (2,587) | (2,828) | (3,154) |
Other, net | (485) | 127 | (234) |
Income before income taxes | 64,496 | 30,263 | 49,040 |
Provision for income taxes | 3,002 | 677 | 11,019 |
Net income | $ 61,494 | $ 29,586 | $ 38,021 |
Earnings per share: | |||
Basic (in dollars per share) | $ 1.47 | $ 0.70 | $ 0.88 |
Diluted (in dollars per share) | $ 1.45 | $ 0.69 | $ 0.87 |
Weighted-average common shares outstanding: | |||
Basic (in shares) | 41,713 | 42,309 | 42,970 |
Diluted (in shares) | 42,376 | 42,945 | 43,793 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Consolidated Statements of Comprehensive Income | |||
Net income | $ 61,494 | $ 29,586 | $ 38,021 |
Net changes to available-for-sale securities: | |||
Unrealized gains (losses) arising during the period | (179) | (425) | 1,107 |
Reclassification for losses included in net income | 10 | ||
Net changes to cash flow hedges: | |||
Unrealized gains (losses) arising during the period | 1,466 | (728) | (799) |
Reclassification for losses included in net income | 249 | 489 | 618 |
Other comprehensive income (loss), before tax | 1,536 | (654) | 926 |
Provision (benefit) for income taxes | 537 | (229) | 324 |
Other comprehensive income (loss) | 999 | (425) | 602 |
Comprehensive income | $ 62,493 | $ 29,161 | $ 38,623 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total |
Balance at Dec. 28, 2013 | $ 4 | $ 48,630 | $ 690,612 | $ (684) | $ 738,562 |
Balance (in shares) at Dec. 28, 2013 | 42,779 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 38,021 | 38,021 | |||
Other comprehensive income (loss) | 602 | 602 | |||
Stock issuances, net of shares withheld for taxes | 13,320 | 13,320 | |||
Stock issuances, net of shares withheld for taxes (in shares) | 1,124 | ||||
Income tax benefit (shortfall) from stock-based awards | 120 | 120 | |||
Repurchase of common stock | (71,676) | (71,676) | |||
Repurchase of common stock (in shares) | (1,678) | ||||
Stock-based compensation | 39,107 | 39,107 | |||
Balance at Jan. 03, 2015 | $ 4 | 29,501 | 728,633 | (82) | 758,056 |
Balance (in shares) at Jan. 03, 2015 | 42,225 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 29,586 | 29,586 | |||
Other comprehensive income (loss) | (425) | (425) | |||
Stock issuances, net of shares withheld for taxes | 3,128 | 3,128 | |||
Stock issuances, net of shares withheld for taxes (in shares) | 1,152 | ||||
Income tax benefit (shortfall) from stock-based awards | (613) | (613) | |||
Repurchase of common stock | (60,978) | (10,470) | (71,448) | ||
Repurchase of common stock (in shares) | (1,650) | ||||
Stock-based compensation | 42,830 | 42,830 | |||
Balance at Jan. 02, 2016 | $ 4 | 13,868 | 747,749 | (507) | $ 761,114 |
Balance (in shares) at Jan. 02, 2016 | 41,727 | 41,727 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 61,494 | $ 61,494 | |||
Other comprehensive income (loss) | 999 | 999 | |||
Stock issuances, net of shares withheld for taxes | 6,346 | 6,346 | |||
Stock issuances, net of shares withheld for taxes (in shares) | 1,055 | ||||
Income tax benefit (shortfall) from stock-based awards | (2,061) | (2,061) | |||
Repurchase of common stock | (33,299) | (7,244) | (40,543) | ||
Repurchase of common stock (in shares) | (893) | ||||
Stock-based compensation | 39,609 | 39,609 | |||
Balance at Dec. 31, 2016 | $ 4 | $ 24,463 | $ 801,999 | $ 492 | $ 826,958 |
Balance (in shares) at Dec. 31, 2016 | 41,889 | 41,889 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Operating Activities | |||
Net income | $ 61,494 | $ 29,586 | $ 38,021 |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation of property and equipment | 13,216 | 12,517 | 12,561 |
Amortization of other intangible assets and other assets | 27,715 | 29,131 | 17,923 |
Stock-based compensation expense | 39,628 | 42,791 | 39,067 |
Income tax benefit (shortfall) from stock-based awards | (1,099) | 469 | 489 |
Excess income tax benefit from stock-based awards | (572) | (2,497) | (632) |
Deferred income taxes | (4,087) | (2,136) | 3,054 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 46 | 1,702 | 1,757 |
Inventories | (6,093) | 2,093 | (7,170) |
Prepaid expenses and other assets | (3,568) | (870) | 9,332 |
Accounts payable | 263 | 6,662 | 11,475 |
Accrued expenses | 5,919 | 1,682 | 27,671 |
Deferred income on shipments to distributors | 9,713 | (5,298) | 7,809 |
Income taxes | (3,040) | 776 | (3,371) |
Other non-current liabilities | (10,625) | (11,161) | (20,543) |
Net cash provided by operating activities | 128,910 | 105,447 | 137,443 |
Investing Activities | |||
Purchases of available-for-sale investments | (185,231) | (107,366) | (166,094) |
Sales and maturities of available-for-sale investments | 161,921 | 171,831 | 156,520 |
Purchases of property and equipment | (10,927) | (11,268) | (11,225) |
Purchases of other assets | (8,801) | (6,399) | (5,514) |
Acquisition of business, net of cash acquired | (6,546) | (96,112) | |
Net cash used in investing activities | (49,584) | (49,314) | (26,313) |
Financing Activities | |||
Proceeds from issuance of long-term debt, net | 81,238 | ||
Payments on debt | (5,000) | (94,706) | (7,500) |
Repurchases of common stock | (40,543) | (71,448) | (71,676) |
Payment of taxes withheld for vested stock awards | (11,133) | (13,869) | (9,622) |
Proceeds from the issuance of common stock | 13,299 | 16,998 | 22,942 |
Excess income tax benefit from stock-based awards | 572 | 2,497 | 632 |
Payment of acquisition-related contingent consideration | (9,500) | (4,464) | |
Net cash used in financing activities | (52,305) | (83,754) | (65,224) |
Increase (decrease) in cash and cash equivalents | 27,021 | (27,621) | 45,906 |
Cash and cash equivalents at beginning of period | 114,085 | 141,706 | 95,800 |
Cash and cash equivalents at end of period | 141,106 | 114,085 | 141,706 |
Supplemental Disclosure of Cash Flow Information: | |||
Interest paid | 2,222 | 2,470 | 2,950 |
Income taxes paid | 11,185 | $ 2,157 | $ 11,587 |
Supplemental Disclosure of Non-Cash Activity: | |||
Stock issued in business combination | $ 4,181 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2016 | |
Description of Business | |
Description of Business | 1. Description of Business Silicon Laboratories Inc. (the "Company"), a Delaware corporation, is a provider of silicon, software and solutions for the Internet of Things (IoT), Internet infrastructure, industrial, consumer and automotive markets. Within the semiconductor industry, the Company is known as a "fabless" company meaning that the integrated circuits (ICs) incorporated in its products are manufactured by third-party foundry semiconductor companies. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies The Company prepares financial statements on a 52- or 53-week fiscal year that ends on the Saturday closest to December 31. Fiscal 2016 and 2015 had 52 weeks and ended on December 31, 2016 and January 2, 2016, respectively. Fiscal 2014 had 53 weeks with the extra week occurring in the fourth quarter of the year and ended on January 3, 2015. The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company's foreign subsidiaries are considered to be extensions of the U.S. Company. The functional currency of the foreign subsidiaries is the U.S. dollar. Accordingly, gains and losses resulting from remeasuring transactions denominated in currencies other than U.S. dollars are included in other, net in the Consolidated Statements of Income. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Among the significant estimates affecting the financial statements are those related to inventories, stock-based compensation, investments in auction-rate securities, acquired intangible assets, goodwill, long-lived assets and income taxes. Actual results could differ from those estimates, and such differences could be material to the financial statements. Certain reclassifications have been made to prior year financial statements to conform to current year presentation. The fair values of the Company's financial instruments are recorded using a hierarchical disclosure framework based upon the level of subjectivity of the inputs used in measuring assets and liabilities. The three levels are described below: Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3—Inputs are unobservable for the asset or liability and are developed based on the best information available in the circumstances, which might include the Company's own data. Cash and cash equivalents consist of cash deposits, certificates of deposit, money market funds and investments in debt securities with original maturities of ninety days or less when purchased. The Company's investments typically have original maturities greater than ninety days as of the date of purchase and are classified as either available-for-sale or trading securities. Investments in available-for-sale securities are reported at fair value, with unrealized gains and losses, net of tax, recorded as a component of accumulated other comprehensive income (loss) in the Consolidated Balance Sheet. Investments in trading securities are reported at fair value, with both realized and unrealized gains and losses recorded in other, net in the Consolidated Statement of Income. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support its current operations (including those with contractual maturities greater than one year from the date of purchase) are classified as short-term. The Company reviews its available-for-sale investments as of the end of each reporting period for other-than-temporary declines in fair value based on the specific identification method. The Company considers various factors in determining whether an impairment is other-than-temporary, including the severity and duration of the impairment, changes in underlying credit ratings, forecasted recovery, its intent to sell or the likelihood that it would be required to sell the investment before its anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made. When the Company concludes that an other-than-temporary impairment has occurred, the Company assesses whether it intends to sell the security or if it is more likely than not that it will be required to sell the security before recovery. If either of these two conditions is met, the Company recognizes a charge in earnings equal to the entire difference between the security's amortized cost basis and its fair value. If the Company does not intend to sell a security and it is not more likely than not that it will be required to sell the security before recovery, the unrealized loss is separated into an amount representing the credit loss, which is recognized in earnings, and the amount related to all other factors, which is recorded in accumulated other comprehensive income (loss). In addition, the Company has made equity investments in non-publicly traded companies that it accounts for under the cost method. The Company periodically reviews these investments for other-than-temporary declines in fair value based on the specific identification method and writes down investments to their fair values when it determines that an other-than-temporary decline has occurred. There were no impairment charges recognized on equity investments during any of the periods presented. The Company uses derivative financial instruments to manage certain exposures to the variability of interest rates and foreign currency exchange rates. The Company's objective is to offset increases and decreases in expenses resulting from these exposures with gains and losses on the derivative contracts, thereby reducing volatility of earnings. The Company does not use derivative contracts for speculative or trading purposes. The Company recognizes derivatives, on a gross basis, in the Consolidated Balance Sheet at fair value. Cash flows from derivatives are classified according to the nature of the cash receipt or payment in the Consolidated Statement of Cash Flows. The Company uses interest rate swap agreements to manage exposure to interest rate risks. The swap agreements are designated and qualify as cash flow hedges. The effective portion of the gain or loss on the interest rate swaps is recorded in accumulated other comprehensive income (loss) as a separate component of stockholders' equity and is subsequently recognized as interest expense in the Consolidated Statement of Income when the hedged exposure affects earnings. The Company uses foreign currency forward contracts to manage exposure to foreign exchange risk. These instruments are used to reduce the earnings impact that exchange rate fluctuations have on non-U.S. dollar balance sheet exposures. The Company recognizes gains and losses on the foreign currency forward contracts in other, net in the Consolidated Statement of Income in the same period as the remeasurement loss and gain of the related foreign currency denominated asset or liability. The Company does not apply hedge accounting to its foreign currency derivative instruments. Inventories are stated at the lower of cost, determined using the first-in, first-out method, or market. The Company writes down the carrying value of inventory to net realizable value for estimated obsolescence or unmarketable inventory based upon assumptions about the age of inventory, future demand and market conditions. Inventory impairment charges establish a new cost basis for inventory and charges are not subsequently reversed to income even if circumstances later suggest that increased carrying amounts are recoverable. Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the useful lives of the assets ranging from three to seven years. Leasehold improvements are depreciated over the contractual lease period or their useful life, whichever is shorter. The Company owns the facilities it had previously leased for its headquarters in Austin, Texas. The buildings are located on land which is leased through 2099 from a third party. The rents for these ground leases were prepaid for the term of the leases by the previous lessee. The buildings and leasehold interest in ground leases are being depreciated on a straight-line basis over their estimated useful lives of 40 years and 86 years, respectively. The Company records business combinations using the acquisition method of accounting and, accordingly, allocates the fair value of purchase consideration to the assets acquired and liabilities assumed based on their fair values at the acquisition date. The excess of the fair value of purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. The results of operations of the businesses acquired are included in the Company's consolidated results of operations beginning on the date of the acquisition. Purchased intangible assets are stated at cost, net of accumulated amortization, and are amortized using the straight-line method over their estimated useful lives, ranging from two to twelve years. Fair values are determined primarily using the income approach, in which the Company projects future expected cash flows and applies an appropriate discount rate. Long-lived assets "held and used" by the Company are reviewed for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets and is recorded in the period in which the determination was made. The carrying value of goodwill is reviewed at least annually by the Company for possible impairment. The goodwill impairment test is a two-step process. The first step of the impairment analysis compares the fair value of the reporting unit to the net book value of the reporting unit. In determining fair value, several valuation methodologies are allowed, although quoted market prices are the best evidence of fair value. If the results of the first step demonstrate that the net book value is greater than the fair value, the Company must proceed to step two of the analysis. Step two of the analysis compares the implied fair value of goodwill to its carrying amount. If the carrying amount of goodwill exceeds its implied fair value, an impairment loss is recognized equal to that excess. The Company tests goodwill for impairment annually as of the first day of its fourth fiscal quarter and in interim periods if events occur that would indicate that the carrying value of goodwill may be impaired. Revenues are generated predominately by sales of the Company's products. The Company recognizes revenue when all of the following criteria are met: 1) there is persuasive evidence that an arrangement exists, 2) delivery of goods has occurred, 3) the sales price is fixed or determinable, and 4) collectibility is reasonably assured. Generally, revenue from product sales to direct customers and contract manufacturers is recognized upon shipment. A portion of the Company's sales are made to distributors under agreements allowing certain rights of return and price protection related to the final selling price to the end customers. Accordingly, the Company defers revenue and cost of revenue on such sales until the distributors sell the product to the end customers. The net balance of deferred revenue less deferred cost of revenue associated with inventory shipped to a distributor but not yet sold to an end customer is recorded in the deferred income on shipments to distributors liability on the Consolidated Balance Sheet. Such net deferred income balance reflects the Company's estimate of the impact of rights of return and price protection. A small portion of the Company's revenues is derived from the sale of patents. The above revenue recognition criteria for patent sales are generally met upon the execution of the patent sale agreement. Shipping and handling costs are classified as a component of cost of revenues in the Consolidated Statements of Income. The Company has stock-based compensation plans, which are more fully described in Note 12, Stock-Based Compensation . The Company accounts for those plans using a fair-value method and recognizes the expense in its Consolidated Statement of Income. Research and development costs are expensed as incurred. Research and development expense consists primarily of personnel-related expenses, including stock-based compensation, as well as new product masks, external consulting and services costs, equipment tooling, equipment depreciation, amortization of intangible assets, and an allocated portion of our occupancy costs. Assets purchased to support the Company's ongoing research and development activities are capitalized when related to products which have achieved technological feasibility or have an alternative future use, and are amortized over their estimated useful lives. Advertising costs are expensed as incurred. Advertising expenses were $1.6 million, $1.8 million and $1.7 million in fiscal 2016, 2015 and 2014, respectively. The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax laws and related rates that will be in effect when the differences are expected to reverse. These differences result in deferred tax assets and liabilities, which are included in the Company's Consolidated Balance Sheet. The Company then assesses the likelihood that the deferred tax assets will be realized. A valuation allowance is established against deferred tax assets to the extent the Company believes that it is more likely than not that the deferred tax assets will not be realized, taking into consideration the level of historical taxable income and projections for future taxable income over the periods in which the temporary differences are deductible. Uncertain tax positions must meet a more-likely-than-not threshold to be recognized in the financial statements and the tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon final settlement. See Note 16, Income Taxes , for additional information. In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-01 , Business Combinations (Topic 805): Clarifying the Definition of a Business. This ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In August 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. This ASU requires the recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This ASU is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. The amendments in this ASU should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company has elected to early adopt this ASU on January 1, 2017. The Company currently expects to record a cumulative-effect adjustment to decrease retained earnings by between $0.0 and $2.5 million with a corresponding adjustment to non-current assets and deferred taxes on the Consolidated Balance Sheet. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . This ASU provides guidance on statement of cash flows presentation for eight specific cash flow issues where diversity in practice exists. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic326): Measurement of Credit Losses on Financial Instruments. This ASU requires instruments measured at amortized cost to be presented at the net amount expected to be collected. Entities are also required to record allowances for available-for-sale debt securities rather than reduce the carrying amount. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. This ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company expects the primary impact of this ASU to be the income tax effects of awards recognized in the income statement when the awards are vested or settled. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For operating leases, a lessee is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This ASU requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This ASU is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect that the adoption of this ASU will have a material impact on its financial statements. In May 2014, the FASB issued ASU No. 2014-09 , Revenue from Contracts with Customers (Topic 606) , which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) 605, Revenue Recognition . The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step process to achieve that core principle. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which deferred the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. In 2016, the FASB issued the following amendments to ASC 606: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) , which clarifies the implementation guidance on principal versus agent considerations; ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies guidance on identification of performance obligations and licensing implementation; ASU No. 2016-12, Compensation—Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients , which provides clarifying guidance on assessing collectibility, presentation of sales taxes, noncash consideration, contract modifications and completed contracts; and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers , which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The standard may be applied retrospectively to each prior period presented (full retrospective method) or retrospectively with the cumulative effect recognized as of the date of initial application (modified retrospective method). Under the new standard, the Company expects the timing of revenue recognition from sales to distributors to be accelerated. The Company will recognize revenue at the time of sale to the distributor, net of the impact of estimated price adjustments and rights of return. The Company currently anticipates adopting this standard using the modified retrospective method. The Company is continuing to evaluate the effect that the adoption will have on its financial statements. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share | |
Earnings Per Share | 3. Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Year Ended December 31, January 2, January 3, Net income 61,494 29,586 38,021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares used in computing basic earnings per share 41,713 42,309 42,970 Effect of dilutive securities: Stock options and other stock-based awards 663 636 823 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares used in computing diluted earnings per share 42,376 42,945 43,793 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings per share: Basic 1.47 0.70 0.88 Diluted 1.45 0.69 0.87 For fiscal years ended December 31, 2016, January 2, 2016 and January 3, 2015, approximately 0.1 million, 0.1 million and 0.1 million shares, respectively, consisting of restricted stock awards (RSUs), market stock awards (MSUs) and stock options, were not included in the diluted earnings per share calculation since the shares were anti-dilutive. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value of Financial Instruments | |
Fair Value of Financial Instruments | 4. Fair Value of Financial Instruments The following summarizes the valuation of the Company's financial instruments (in thousands). The tables do not include either cash on hand or assets and liabilities that are measured at historical cost or any basis other than fair value. Fair Value Measurements Description Quoted Prices in Significant Other Significant Total Assets: Cash equivalents: Money market funds 69,432 — — 69,432 Certificates of deposit — 7,153 — 7,153 Municipal bonds — 3,904 — 3,904 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total cash equivalents 69,432 11,057 — 80,489 Short-term investments: Municipal bonds — 79,702 — 79,702 Corporate bonds — 31,036 — 31,036 Variable-rate demand notes — 16,400 — 16,400 U.S. government bonds 12,416 — — 12,416 Asset-backed securities — 8,173 — 8,173 Commercial paper — 5,233 — 5,233 International government bonds — 1,001 — 1,001 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total short-term investments 12,416 141,545 — 153,961 Long-term investments: Auction rate securities — — 5,196 5,196 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total long-term investments — — 5,196 5,196 Other assets, net: Derivative instruments — 1,808 — 1,808 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — 1,808 — 1,808 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 81,848 154,410 5,196 241,454 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements Description Quoted Prices in Significant Other Significant Total Assets: Cash equivalents: Money market funds 37,721 — — 37,721 Commercial paper — 11,272 — 11,272 Certificates of deposit — 2,845 — 2,845 U.S. government agency — 1,599 — 1,599 Municipal bonds — 1,577 — 1,577 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total cash equivalents 37,721 17,293 — 55,014 Short-term investments: Municipal bonds — 93,516 — 93,516 Commercial paper — 11,176 — 11,176 Variable-rate demand notes — 8,995 — 8,995 Certificates of deposit — 8,000 — 8,000 U.S. government agency — 3,998 — 3,998 International government bonds — 2,220 — 2,220 Corporate bonds — 996 — 996 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total short-term investments — 128,901 — 128,901 Long-term investments: Auction rate securities — — 7,126 7,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total long-term investments — — 7,126 7,126 Other assets, net: Derivative instruments — 92 — 92 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — 92 — 92 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Accrued expenses: Contingent consideration — — 4,749 4,749 Other non-current liabilities: Contingent consideration — — 9,324 9,324 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — — 14,073 14,073 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Valuation methodology The Company's cash equivalents and short-term investments that are classified as Level 2 are valued using non-binding market consensus prices that are corroborated with observable market data; quoted market prices for similar instruments in active markets; or pricing models, such as a discounted cash flow model, with all significant inputs derived from or corroborated with observable market data. Investments classified as Level 3 are valued using a discounted cash flow model. The assumptions used in preparing the discounted cash flow model include estimates for interest rates, amount of cash flows, expected holding periods of the securities and a discount to reflect the Company's inability to liquidate the securities. The Company's derivative instruments are valued using discounted cash flow models. The assumptions used in preparing the valuation models include quoted interest swap rates, foreign exchange rates, forward and spot prices for currencies, and market observable data of similar instruments. The Company's contingent consideration is valued using a Monte Carlo simulation model or a probability weighted discounted cash flow model. The assumptions used in preparing the Monte Carlo simulation model include estimates for revenue growth rates, revenue volatility, contractual terms and discount rates. The assumptions used in preparing the discounted cash flow model include estimates for outcomes if milestone goals are achieved, the probability of achieving each outcome and discount rates. Available-for-sale investments The Company's investments typically have original maturities greater than ninety days as of the date of purchase. Investments are reported at fair value, with unrealized gains and losses, net of tax, recorded as a component of accumulated other comprehensive income (loss) in the Consolidated Balance Sheet. The following summarizes the contractual underlying maturities of the Company's available-for-sale investments at December 31, 2016 (in thousands): Cost Fair Value Due in one year or less 159,670 159,624 Due after one year through ten years 59,628 59,426 Due after ten years 21,400 20,596 ​ ​ ​ ​ ​ ​ ​ 240,698 239,646 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The available-for-sale investments that were in a continuous unrealized loss position, aggregated by length of time that individual securities have been in a continuous loss position, were as follows (in thousands): Less Than 12 Months 12 Months or Greater Total As of December 31, 2016 Fair Gross Fair Gross Fair Gross Municipal bonds 69,379 (140 ) — — 69,379 (140 ) Corporate bonds 18,561 (128 ) — — 18,561 (128 ) U.S. government bonds 10,364 (16 ) — — 10,364 (16 ) Auction rate securities — — 5,196 (804 ) 5,196 (804 ) Asset-backed securities 3,176 (4 ) — — 3,176 (4 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 101,480 (288 ) 5,196 (804 ) 106,676 (1,092 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less Than 12 Months 12 Months or Greater Total As of January 2, 2016 Fair Gross Fair Gross Fair Gross Municipal bonds 29,271 (30 ) 1,198 (2 ) 30,469 (32 ) Auction rate securities — — 7,126 (874 ) 7,126 (874 ) International government bonds 2,220 (7 ) — — 2,220 (7 ) Corporate bonds 996 (3 ) — — 996 (3 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32,487 (40 ) 8,324 (876 ) 40,811 (916 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The gross unrealized losses as of December 31, 2016 and January 2, 2016 were due primarily to the illiquidity of the Company's auction-rate securities and, to a lesser extent, to changes in market interest rates. The Company's auction-rate securities have been illiquid since 2008 when auctions for the securities failed because sell orders exceeded buy orders. These securities have a contractual maturity date of 2046 at December 31, 2016. The Company is unable to predict if these funds will become available before their maturity date. The Company does not expect to need access to the capital represented by any of its auction-rate securities prior to their maturities. The Company does not intend to sell, and believes it is not more likely than not that it will be required to sell, its auction-rate securities before their anticipated recovery in market value or final settlement at the underlying par value. The Company believes that the credit ratings and credit support of the security issuers indicate that they have the ability to settle the securities at par value. As such, the Company has determined that no other-than-temporary impairment losses existed as of December 31, 2016. At December 31, 2016 and January 2, 2016, there were no material unrealized gains associated with the Company's available-for-sale investments. Level 3 fair value measurements The following summarizes quantitative information about Level 3 fair value measurements. Fair Value at Valuation Technique Unobservable Input Weighted Discounted cash flow Estimated yield 1.09% Expected holding period 10 years Estimated discount rate 3.89% The Company has followed an established internal control procedure used in valuing auction rate securities. The procedure involves the analysis of valuation techniques and evaluation of unobservable inputs commonly used by market participants to price similar instruments, and which have been demonstrated to provide reasonable estimates of prices obtained in actual market transactions. Outputs from the valuation process are assessed against various market sources when they are available, including marketplace quotes, recent trades of similar illiquid securities, benchmark indices and independent pricing services. The technique and unobservable input parameters may be recalibrated periodically to achieve an appropriate estimation of the fair value of the securities. Significant changes in any of the unobservable inputs used in the fair value measurement of auction rate securities in isolation could result in a significantly lower or higher fair value measurement. An increase in expected yield would result in a higher fair value measurement, whereas an increase in expected holding period or estimated discount rate would result in a lower fair value measurement. Generally, a change in the assumptions used for expected holding period is accompanied by a directionally similar change in the assumptions used for estimated yield and discount rate. The Company has followed an established internal control procedure used in valuing contingent consideration. The valuation of contingent consideration for the Energy Micro acquisition was based on a Monte Carlo simulation model. The fair value of this valuation was estimated on a quarterly basis through a collaborative effort by the Company's sales, marketing and finance departments. The following summarizes the activity in Level 3 financial instruments for the years ended December 31, 2016 and January 2, 2016 (in thousands): Year Ended Auction Rate Securities December 31, January 2, Beginning balance 7,126 7,419 Settlements (2,000 ) — Gain (loss) included in other comprehensive income (loss) 70 (293 ) ​ ​ ​ ​ ​ ​ ​ Ending balance 5,196 7,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Contingent Consideration (1) December 31, January 2, Beginning balance 14,073 18,438 Settlements (2) (11,375 ) (4,464 ) (Gain) loss recognized in earnings (3) (2,698 ) 99 ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2016 — 14,073 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: — (99 ) ​ ​ ​ ​ ​ ​ ​ (1) In connection with the acquisition of Energy Micro, the Company recorded contingent consideration based upon the expected achievement of certain milestone goals. Changes to the fair value of contingent consideration due to changes in assumptions used in preparing the valuation model were recorded in selling, general and administrative expenses in the Consolidated Statement of Income. (2) On March 11, 2016, the Company entered into an agreement which settled the total amount of contingent consideration related to the Energy Micro acquisition (including all amounts for fiscal 2015 through 2018). See Note 8, Acquisitions , for additional information. (3) The gain recognized in earnings was due to the settlement of the Energy Micro contingent consideration. This gain was offset in part by a charge of approximately $2.7 million recorded in fiscal 2016 for a portion of the contingent consideration accounted for as post-combination compensation expense. Fair values of other financial instruments The Company's debt under the Credit Facilities bears interest at the Eurodollar rate plus an applicable margin. The Credit Facilities are recorded at cost, but are measured at fair value for disclosure purposes. Fair value is estimated based on Level 2 inputs, using a discounted cash flow analysis of future principal payments and projected interest based on current market rates. As of December 31, 2016 and January 2, 2016, the fair value of the Company's debt under the Credit Facilities was approximately $72.5 million and $77.5 million, respectively. The Company's other financial instruments, including cash, accounts receivable and accounts payable, are recorded at amounts that approximate their fair values due to their short maturities. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | 5. Derivative Financial Instruments The Company uses derivative financial instruments to manage certain exposures to the variability of interest rates and foreign currency exchange rates. The Company's objective is to offset increases and decreases in expenses resulting from these exposures with gains and losses on the derivative contracts, thereby reducing volatility of earnings. The Company is exposed to interest rate fluctuations in the normal course of its business, including through its Credit Facilities. The interest payments on the facility are calculated using a variable-rate of interest. The Company has entered into an interest rate swap agreement with an original notional value of $72.5 million (equal to the outstanding balance of the Credit Facilities at July 8, 2016) and, effectively, converted the Eurodollar portion of the variable-rate interest payments to fixed-rate interest payments through July 2020. The Company's previous swap agreement with a remaining notional value of $72.5 million was terminated on July 8, 2016. The Company estimates the fair values of interest rate swaps based on quoted prices and market observable data of similar instruments. If the Credit Facilities or the interest rate swap agreement is terminated prior to maturity, the fair value of the interest rate swap recorded in accumulated other comprehensive income (loss) may be recognized in the Consolidated Statement of Income based on an assessment of the agreements at the time of termination. The fair value of the interest rate swap terminated on July 8, 2016 was not material. The Company did not discontinue any other cash flow hedges in any of the periods presented. The Company measures the effectiveness of its cash flow hedge by comparing the change in fair value of the hedged variable interest payments with the change in fair value of the interest rate swap. The Company recognizes ineffective portions of the hedge, as well as amounts not included in the assessment of effectiveness, in the Consolidated Statement of Income. As of December 31, 2016, no portion of the gains or losses from the Company's hedging instrument was excluded from the assessment of effectiveness. Hedge ineffectiveness was not material for any of the periods presented. The Company's derivative financial instrument in cash flow hedging relationships consisted of the following (in thousands): Fair Value Balance Sheet Location December 31, January 2, Interest rate swap Other assets, net 1,808 92 The before-tax effect of derivative instruments in cash flow hedging relationships was as follows (in thousands): Gain (Loss) Recognized in Location Loss Reclassified December 31, January 2, January 3, December 31, January 2, January 3, Interest rate swaps 1,466 (728 ) (799 ) Interest expense (249 ) (489 ) (618 ) The Company expects to reclassify $0.1 million of its interest rate swap gains included in accumulated other comprehensive income (loss) as of December 31, 2016 into earnings in the next 12 months, which would be offset by higher interest payments. The Company uses foreign currency forward contracts to manage exposure to foreign exchange risk. As of December 31, 2016 and January 2, 2016, the Company held one foreign currency forward contract denominated in Norwegian Krone with a notional value of $3.9 million and $5.1 million, respectively. The fair value of the contracts was not material as of December 31, 2016 and January 2, 2016. The contract held as of December 31, 2016 has a maturity date of March 29, 2017 and it was not designated as a hedging instrument. The before-tax effect of derivative instruments not designated as hedging instruments was as follows (in thousands): Year Ended Gain (Loss) Recognized in Income December 31, January 2, January 3, Location Foreign currency forward contracts (92 ) 935 1,075 Other, net |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Details | |
Balance Sheet Details | 6. Balance Sheet Details The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Accounts receivable 75,035 74,272 Allowance for doubtful accounts (634 ) (671 ) ​ ​ ​ ​ ​ ​ ​ 74,401 73,601 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, January 2, Work in progress 40,755 36,774 Finished goods 18,823 17,121 ​ ​ ​ ​ ​ ​ ​ 59,578 53,895 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, January 2, Distributor advances 40,205 36,743 Other 21,600 15,915 ​ ​ ​ ​ ​ ​ ​ 61,805 52,658 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, January 2, Buildings and improvements 94,977 94,607 Equipment 57,677 55,072 Computers and purchased software 35,492 29,663 Leasehold interest in ground leases 23,840 23,840 Furniture and fixtures 5,484 4,777 Leasehold improvements 10,083 9,204 ​ ​ ​ ​ ​ ​ ​ 227,553 217,163 Accumulated depreciation (97,994 ) (86,031 ) ​ ​ ​ ​ ​ ​ ​ 129,559 131,132 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, January 2, Accrued compensation and benefits 28,781 27,304 Other 21,319 24,827 ​ ​ ​ ​ ​ ​ ​ 50,100 52,131 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, January 2, Software license accruals 14,436 1,107 Deferred tax liabilities 13,119 13,741 Other 15,136 25,680 ​ ​ ​ ​ ​ ​ ​ 42,691 40,528 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Risks and Uncertainties
Risks and Uncertainties | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Uncertainties | |
Risks and Uncertainties | 7. Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash equivalents, investments, accounts receivable, notes receivable and derivatives. The Company places its cash equivalents and investments primarily in municipal bonds, money market funds, corporate bonds, variable-rate demand notes, U.S. government bonds, asset-back securities, certificates of deposit, commercial paper, auction-rate securities and international government bonds. Concentrations of credit risk with respect to accounts receivable are primarily due to customers with large outstanding balances. The Company's customers that accounted for greater than 10% of accounts receivable consisted of the following: December 31, January 2, Edom Technology 19 % 17 % Arrow Electronics 13 % 17 % Avnet 12 % 14 % The Company performs periodic credit evaluations of its customers' financial condition and generally requires no collateral from its customers. The Company provides an allowance for potential credit losses based upon the expected collectibility of such receivables. Losses have not been significant for any of the periods presented. The Company holds two notes receivable for $1.5 million and $0.7 million from a privately held company. The notes have a maturity date of the earlier of December 31, 2018 or certain liquidity events and were recorded in other assets, net in the Consolidated Balance Sheet. The Company holds an equity investment in another privately held company with a carrying value of $2.8 million as of December 31, 2016. The investment is accounted for under the cost method and was recorded in other assets, net in the Consolidated Balance Sheet. As a result of its use of derivative instruments, the Company is exposed to the risk that its counterparties will fail to meet their contractual obligations. To mitigate this counterparty credit risk, the Company has a policy to enter into contracts with only selected major financial institutions. The Company periodically reviews and re-assesses the creditworthiness of such counterparties based on a variety of factors. On sales to distributors, the Company's payment terms often require the distributor to initially pay amounts owed to the Company for an amount in excess of their ultimate cost. The Company's sales price to its distributors may be higher than the amount that the distributors will ultimately owe the Company because distributors often negotiate price reductions after purchasing the product from the Company and such reductions are often significant. These negotiated price discounts are not granted until the distributor sells the product to the end customer, which may occur after the distributor has paid the original invoice amount to the Company. Payment of invoices prior to receiving an associated discount can have an adverse impact on the working capital of the Company's distributors. Accordingly, the Company has entered into agreements with certain distributors whereby it advances cash to the distributors to reduce the distributor's working capital requirements. The advance amounts are based on the distributor's inventory balance, and are adjusted quarterly. Such amounts are recorded in prepaid expenses and other current assets in the Consolidated Balance Sheet. The terms of these advances are set forth in binding legal agreements and are unsecured, bear no interest on unsettled balances and are due upon demand. The agreements governing these advances can be cancelled by the Company at any time. A significant portion of the Company's products are fabricated by Taiwan Semiconductor Manufacturing Co. (TSMC) or TSMC's affiliates and Semiconductor Manufacturing International Corporation (SMIC). The inability of TSMC or SMIC to deliver wafers to the Company on a timely basis could impact the production of the Company's products for a substantial period of time, which could have a material adverse effect on the Company's business, financial condition and results of operations. The Company sells directly to end customers, distributors and contract manufacturers. Although the Company actually sells the products to, and is paid by, distributors and contract manufacturers, the Company refers to the end customer as its customer. None of the Company's contract manufacturers accounted for greater than 10% of revenue during fiscal 2016, 2015 or 2014. The Company's end customers and distributors that accounted for greater than 10% of revenue consisted of the following: Year Ended December 31, January 2, January 3, End Customers Samsung* ** ** 12 % Distributors Edom Technology 17 % 20 % 20 % Avnet 13 % 12 % 12 % Arrow Electronics 11 % ** ** * Samsung's purchases were across a variety of product areas. ** Less than 10% of revenue |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | |
Acquisitions | 8. Acquisitions On October 3, 2016, the Company acquired Micrium, a private company. Micrium is a supplier of real-time operating system (RTOS) software for the IoT. The Company acquired Micrium for approximately $12.4 million, consisting of approximately $8.2 million in cash and $4.2 million in stock consideration. An additional approximately $1.0 million in stock consideration was accounted for as a transaction separate from the business combination based on its economic substance and will be recorded as post-combination compensation expense over four years. Approximately $1.5 million of the consideration was held in escrow as security for breaches of warranties and certain other expressly enumerated matters. The purchase price was allocated as follows: intangible assets—$9.5 million; goodwill—$3.4 million; and other net assets—$(0.5) million. A portion of the goodwill is deductible for tax purposes. The allocation of the purchase price is preliminary and subject to change, primarily for the valuation of certain assets and accruals and the finalization of income tax matters. Accordingly, adjustments may be made to the values of the assets acquired and liabilities assumed as additional information is obtained about the facts and circumstances that existed at the valuation date. Pro forma information related to this acquisition has not been presented because it would not be materially different from amounts reported. The Company recorded approximately $0.3 million of acquisition-related costs in selling, general and administrative expenses during fiscal 2016. On November 20, 2015, the Company acquired Telegesis (UK) Limited, a limited liability company incorporated in England and Wales. Telegesis is a supplier of wireless mesh networking modules based on the Company's zigbee and Thread technology, targeting applications in the smart energy, home automation and industrial automation markets. The Company acquired Telegesis for cash consideration of $19.9 million. Approximately $2.9 million of the consideration was held in escrow as security for breaches of warranties and certain other expressly enumerated matters. The Company believes that this strategic acquisition accelerates its roadmap for zigbee and Thread modules. This factor contributed to a purchase price that was in excess of the fair value of the net assets acquired and, as a result, the Company recorded goodwill. The goodwill is not deductible for tax purposes. The purchase price was allocated as follows (in thousands): Amount Weighted-Average Intangible assets: In-process research and development 10 Not amortized Developed technology 4,980 7 Customer relationships 2,000 3 Trademarks 400 3 ​ ​ ​ ​ ​ 7,390 Cash and cash equivalents 717 Other current assets 4,545 Goodwill 9,344 Other non-current assets 131 Current liabilities (689 ) Non-current deferred tax liabilities (1,508 ) ​ ​ ​ ​ ​ Total purchase price 19,930 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pro forma information related to this acquisition has not been presented because it would not be materially different from amounts reported. The Company recorded approximately $0.5 million of acquisition-related costs in selling, general and administrative expenses during fiscal 2015. On January 30, 2015, the Company acquired Bluegiga Technologies Oy, a private company based in Finland. Bluegiga is a provider of Bluetooth Smart, Bluetooth Classic and Wi-Fi modules and software stacks for a multitude of applications in the IoT, industrial automation, consumer electronics, automotive, retail, residential, and health and fitness markets. The Company acquired Bluegiga for cash consideration of approximately $58.0 million. The Company believes that this strategic acquisition will accelerate its entry into the wireless module market. This factor contributed to a purchase price that was in excess of the fair value of the net assets acquired and, as a result, the Company recorded goodwill. The goodwill is not deductible for tax purposes. The purchase price was allocated as follows (in thousands): Amount Weighted-Average Intangible assets: In-process research and development 5,710 Not amortized Developed technology 12,190 8 Customer relationships 6,670 4 Trademarks 880 3 ​ ​ ​ ​ ​ 25,450 Cash and cash equivalents 1,132 Other current assets 6,156 Goodwill 34,597 Other non-current assets 208 Current liabilities (3,289 ) Non-current deferred tax liabilities (3,780 ) Long-term debt (2,232 ) Other non-current liabilities (220 ) ​ ​ ​ ​ ​ Total purchase price 58,022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ In-process research and development (IPR&D) represents acquired technology that had not achieved technological feasibility as of the acquisition date and had no alternative future use. The IPR&D recorded in connection with the acquisition of Bluegiga consisted primarily of Bluetooth Smart Ready and Bluetooth Smart modules and software stacks. The fair value of these technologies was determined using the income approach. The discount rate applicable to the cash flows was 16.1%. Pro forma information related to this acquisition has not been presented because it would not be materially different from amounts reported. The Company recorded approximately $1.2 million of acquisition-related costs in selling, general and administrative expenses during fiscal 2015. On July 1, 2013, the Company acquired Energy Micro. In the first quarter of 2015, the Company made the following payments in connection with the Energy Micro acquisition: (a) approximately $20.0 million was paid for the release of the holdback; and (b) approximately $6.3 million was paid for the first annual period of the earn-out. Approximately $1.8 million of the earn-out payment was recorded as compensation expense during fiscal 2014. The remaining approximately $4.5 million of the earn-out payment represented additional consideration. On March 11, 2016, the Company entered into an agreement with Energy AS, the former parent of Energy Micro. The agreement settled the amount of the earn-out to be paid for fiscal 2015 through 2018. The total settlement amount was approximately $16.0 million (in lieu of potential payments of up to $26.7 million) and was paid on May 11, 2016. The settlement amount represented approximately $11.4 million of additional consideration and approximately $4.6 million of compensation expense (of which approximately $2.7 million was recorded in fiscal 2016 and approximately $1.9 million was recorded in fiscal 2015). The compensation expense recorded in fiscal 2016 was offset in part by a gain of approximately $2.7 million to adjust the consideration portion of the earn-out to fair value due to the settlement. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | 9. Goodwill and Other Intangible Assets The following summarizes the activity in goodwill for the years ended December 31, 2016 and January 2, 2016 (in thousands): Year Ended December 31, January 2, Beginning balance 272,722 228,781 Additions due to business combinations 3,408 43,941 ​ ​ ​ ​ ​ ​ ​ Ending balance 276,130 272,722 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The gross carrying amount and accumulated amortization of other intangible assets are as follows (in thousands): December 31, 2016 January 2, 2016 Weighted-Average Gross Accumulated Gross Accumulated Intangible assets: Subject to amortization: Core and developed technology 9 157,321 (70,181 ) 170,541 (70,135 ) Customer relationships 7 24,970 (11,356 ) 23,170 (7,259 ) Patents 6 3,000 (2,250 ) 3,022 (1,763 ) Trademarks 7 3,690 (1,629 ) 3,490 (952 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 9 188,981 (85,416 ) 200,223 (80,109 ) Not subject to amortization: In-process research and development Not amortized — — 1,240 — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets 188,981 (85,416 ) 201,463 (80,109 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross intangible assets decreased $12.5 million in fiscal 2016 due to the removal of $22.0 million of fully amortized assets. This decrease was offset by $9.5 million in assets added due to the acquisition of Micrium. Amortization expense related to intangible assets for fiscal 2016, 2015 and 2014 was $27.3 million, $26.5 million and $17.9 million, respectively. The estimated aggregate amortization expense for intangible assets subject to amortization for each of the five succeeding fiscal years is as follows (in thousands): Fiscal Year 2017 24,957 2018 22,890 2019 17,192 2020 14,697 2021 10,308 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt | |
Debt | 10. Debt On July 31, 2012, the Company and certain of its domestic subsidiaries (the "Guarantors") entered into a $230 million five-year Credit Agreement (the "Credit Agreement"), which consisted of a $100 million Term Loan Facility and a $130 million Revolving Credit Facility (collectively, the "Credit Facilities"). On July 24, 2015, the Company and the Guarantors amended the Credit Agreement (the "Amended Credit Agreement") in order to, among other things, increase the borrowing capacity under the Revolving Credit Facility to $300 million, eliminate the Term Loan Facility and extend the maturity date to five years from the closing date. On July 24, 2015, the Company borrowed $82.5 million under the Amended Credit Agreement and paid off the remaining balance of its Term Loan Facility. The Amended Credit Agreement includes a $25 million letter of credit sublimit and a $10 million swingline loan sublimit. The Company also has an option to increase the size of the borrowing capacity by up to an aggregate of $200 million in additional commitments, subject to certain conditions. The Revolving Credit Facility, other than swingline loans, will bear interest at the Eurodollar rate plus an applicable margin or, at the option of the Company, a base rate (defined as the highest of the Wells Fargo prime rate, the Federal Funds rate plus 0.50% and the Eurodollar Base Rate plus 1.00%) plus an applicable margin. Swingline loans accrue interest at the base rate plus the applicable margin for base rate loans. The applicable margins for the Eurodollar rate loans range from 1.25% to 2.00% and for base rate loans range from 0.25% to 1.00%, depending in each case, on the leverage ratio as defined in the Agreement. The Amended Credit Agreement contains various conditions, covenants and representations with which the Company must be in compliance in order to borrow funds and to avoid an event of default, including financial covenants that the Company must maintain a leverage ratio (funded debt/EBITDA) of no more than 3.00 to 1 and a minimum fixed charge coverage ratio (EBITDA/interest payments, income taxes and capital expenditures) of no less than 1.25 to 1. As of December 31, 2016, the Company was in compliance with all covenants of the Amended Credit Agreement. The Company's obligations under the Amended Credit Agreement are guaranteed by the Guarantors and are secured by a security interest in substantially all assets of the Company and the Guarantors. In connection with the outstanding balance of the Credit Facilities at July 8, 2016, the Company entered into an interest rate swap agreement as a hedge against the Eurodollar portion of such variable interest payments. Under the terms of the swap agreement, the Company effectively converted the Eurodollar portion of the interest on the Credit Facilities to a fixed interest rate of 0.875% through July 2020. As of December 31, 2016, the combined interest rate of the Credit Facilities (which includes an applicable margin) and the interest rate swap was 2.375%. See Note 5, Derivative Financial Instruments , for additional information. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity | |
Stockholders' Equity | 11. Stockholders' Equity The Company issued 1.1 million shares of common stock during fiscal 2016, including approximately 0.1 million shares in connection with the acquisition of Micrium. The Board of Directors authorized the following share repurchase programs (in thousands): Program Authorization Date Program Program January 2017 December 2017 100,000 August 2015 December 2016 100,000 October 2014 December 2015 100,000 January 2014 January 2015 100,000 These programs allow for repurchases to be made in the open market or in private transactions, including structured or accelerated transactions, subject to applicable legal requirements and market conditions. The Company repurchased 0.9 million shares, 1.7 million shares and 1.7 million shares of its common stock for $40.5 million, $71.4 million and $71.7 million and during fiscal 2016, 2015 and 2014, respectively. These shares were retired upon repurchase. The components of accumulated other comprehensive income (loss), net of taxes, were as follows (in thousands): Unrealized Gain Net Unrealized Total Balance at December 28, 2013 333 (1,017 ) (684 ) Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 402 — 402 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period (118 ) 720 602 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at January 3, 2015 Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 318 6 324 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period (155 ) (270 ) (425 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at January 2, 2016 Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 162 — 162 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period 1,115 (116 ) 999 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table summarizes the effect on net income from reclassifications out of accumulated other comprehensive income (loss) (in thousands): Year ended Reclassification December 31, January 2, January 3, Losses on cash flow hedges to: Interest expense (249 ) (489 ) (618 ) Gains (losses) on available-for-sales securities to: Interest income — (10 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (249 ) (499 ) (618 ) Income tax benefit ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total reclassifications (162 ) (324 ) (402 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The income tax effects of the components of other comprehensive income (loss) were as follows (in thousands): Year ended Income tax (expense) benefit on: December 31, January 2, January 3, Net changes to available-for-sale securities: Unrealized gains (losses) arising during the period 63 149 (387 ) Reclassification for losses included in net income — (4 ) — Net changes to cash flow hedges: Unrealized gains (losses) arising during the period (513 ) 255 279 Reclassification for losses included in net income (87 ) (171 ) (216 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (537 ) 229 (324 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation | |
Stock-Based Compensation | 12. Stock-Based Compensation In fiscal 2009, the stockholders of the Company approved the 2009 Stock Incentive Plan (the "2009 Plan") and the 2009 Employee Stock Purchase Plan (the "2009 Purchase Plan"). In fiscal 2014, the stockholders of the Company approved amendments to both the 2009 Plan and the 2009 Purchase Plan. The amendments authorized additional shares of common stock for issuance, to comply with changes in applicable law, improve the Company's corporate governance and to implement other best practices. The amended plans are currently effective. Under the 2009 Plan, the following may be granted: stock options, stock appreciation rights, performance shares, performance stock units, restricted stock units (RSUs), restricted stock awards (RSAs), performance-based awards and other awards (collectively, all such grants are referred to as "awards"). The amendment of the shares of common stock reserved for issuance in the 2009 Plan created two share pools—Prior Pool and New Pool. Awards of stock options and stock appreciation rights each deduct one share from the 2009 Plan shares available for issuance for each share granted, and full value awards (awards other than for which the participant is required to pay at least the fair market value of the underlying shares on the date of grant) deduct 1.55 shares from the 2009 Plan shares available for issuance for each share granted under the Prior Pool. Awards of stock options, stock appreciation rights, and full value awards each deduct one share from the 2009 Plan shares available for issuance for each share granted under the New Pool. Awards granted under the 2009 Plan generally contain vesting provisions ranging from three to four years. The exercise price of stock options offered under the 2009 Plan may not be less than 100% of the fair market value of a share of our common stock on the date of grant. To the extent awards granted under the 2009 Plan terminate, expire or lapse for any reason, or are settled in cash, shares subject to such awards will again be available for grant. In fiscal 2000, the Company's Board of Directors and stockholders approved the 2000 Plan. The 2000 Plan contains programs for (i) the discretionary granting of stock options to employees, non-employee board members and consultants for the purchase of shares of the Company's common stock, (ii) the discretionary issuance of common stock directly (as granted under direct issuance shares in RSAs and RSUs), (iii) the granting of special below-market stock options to executive officers and other highly compensated employees of the Company for which the exercise price can be paid using payroll deductions and (iv) the automatic issuance of stock options to non-employee board members. The discretionary issuance of common stock, RSUs and stock options generally contain vesting provisions ranging from three to eight years. If permitted by the Company, stock options can be exercised immediately and, similar to the direct issuance shares, are subject to repurchase rights which generally lapse in accordance with the vesting schedule. The repurchase rights provide that upon certain defined events, the Company can repurchase unvested shares at the price paid per share. The term of each stock option is no more than ten years from the date of grant. The Company granted to its employees 1.3 million, 0.9 million and 0.8 million shares of full value awards and 0.2 million, 0.0 million, and 0.0 million stock options from the 2009 Plan during fiscal 2016, 2015 and 2014, respectively. The Company recorded $0.9 million and $2.3 million in selling, general and administrative expense during fiscal 2016 and 2015, respectively, in connection with the modifications of certain equity awards. The modifications were pursuant to three employee terminations in fiscal 2016 and two employee terminations in fiscal 2015. There were no other significant modifications made to any stock grants during fiscal 2016, 2015 or 2014. Included in the full value awards granted under the 2009 Plan in fiscal 2016, 2015 and 2014 were a total of 65 thousand, 89 thousand and 76 thousand market-based stock awards, respectively. The awards, also known as MSUs, provide the rights to acquire a number of shares of common stock for no cash consideration based upon achievement of specified levels of market conditions. The requisite service period for these MSUs is also the vesting period, which is generally three years. The performance criteria of the MSUs measure the difference between the total stockholders' return of the Company against that of the Philadelphia Semiconductor Sector Total Return Index. Also included in the full value awards granted under the 2009 Plan during fiscal 2016 were 65 thousand performance-based stock awards. The awards, also known as PSUs, provide for the rights to acquire a number of shares of common stock for no cash consideration based upon the achievement of specified revenue objectives during the year. The requisite service period for these PSUs is approximately three years from the date of grant. The rights to purchase common stock granted under the 2009 Purchase Plan are intended to be treated as either (i) purchase rights granted under an "employee stock purchase plan," as that term is defined in Section 423(b) of the Internal Revenue Code (the "423(b) Plan"), or (ii) purchase rights granted under an employee stock purchase plan that is not subject to the terms and conditions of Section 423(b) of the Internal Revenue Code (the "Non-423(b) Plan"). The Company will retain the discretion to grant purchase rights under either the 423(b) Plan or the Non-423(b) Plan. Eligible employees may purchase a limited number of shares of the Company's common stock at no less than 85% of the fair market value of a share of common stock at prescribed purchase intervals during an offering period. Each offering period will be comprised of a series of one or more successive and/or overlapping purchase intervals and has a maximum term of 24 months. During fiscal 2016, 2015 and 2014, the Company issued 224 thousand, 210 thousand and 204 thousand shares, respectively, under the 2009 Purchase Plan to its employees. The weighted-average fair value for purchase rights granted in fiscal 2016 under the 2009 Purchase Plan was $13.43 per share. Stock-based compensation costs are based on the fair values on the date of grant for stock awards and stock options and on the date of enrollment for the employee stock purchase plans. The fair values of stock awards (such as RSUs, PSUs and RSAs) are estimated based on their intrinsic values. The fair values of MSUs are estimated using a Monte Carlo simulation. The fair values of stock options and employee stock purchase plans are estimated using the Black-Scholes option-pricing model. The Black-Scholes valuation calculation requires the Company to estimate key assumptions such as future stock price volatility, expected terms, risk-free rates and dividend yield. Expected stock price volatility is based upon a combination of both historical volatility and implied volatility derived from traded options on the Company's stock in the marketplace. Expected term is derived from an analysis of historical exercises and remaining contractual life of options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. The Company has never paid cash dividends and does not currently intend to pay cash dividends, thus it has assumed a 0% dividend yield. The Monte Carlo simulation used to calculate the fair value of the MSUs simulates the present value of the potential outcomes of future stock prices of the Company and the Philadelphia Semiconductor Sector Total Return Index over the requisite service period. The projection of stock prices are based on the risk-free rate of return, the volatilities of the stock price of the Company and the Index, and the correlation of the stock price of the Company with the Index. The Company must estimate potential forfeitures of stock grants and adjust compensation cost recorded accordingly. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures are recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of stock-based compensation expense to be recognized in future periods. The fair values of stock options and RSUs are amortized as compensation expense on a straight-line basis over the vesting period of the grants. The fair values of RSAs are fully expensed in the period of grant, when shares are immediately issued with no vesting restrictions. The fair values of MSUs are amortized as compensation expense on a straight-line basis over the performance and service periods of the grants. The fair values of PSUs are amortized as compensation expense on a straight-line basis over the performance period when the performance is probable of achievement, and over the remaining service periods thereafter. Compensation expense recognized is shown in the operating activities section of the Consolidated Statements of Cash Flows. The fair values estimated from the Black-Scholes option-pricing model for ESPP and stock options granted were calculated using the following assumptions: Year Ended Employee Stock Purchase Plan December 31, January 2, January 3, Expected volatility 30 % 31 % 28 % Risk-free interest rate % 0.6 % 0.2 % 0.2 % Expected term (in months) 15 8 15 Dividend yield — — — Year Ended Stock Options December 31, January 2, January 3, Expected volatility 32 % — — Risk-free interest rate % 1.3 % — — Expected term (in years) 5.4 — — Dividend yield — — — The fair values estimated from Monte Carlo simulation for MSUs were calculated using the following assumptions: Year Ended MSUs December 31, January 2, January 3, Expected volatility 30 % 31 % 33 % Risk-free interest rate % 0.9 % 1.0 % 0.7 % Expected term (in years) 2.9 2.9 2.8 Dividend yield — — — A summary of stock-based compensation activity with respect to fiscal 2016 follows: Stock Options Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 212 34.64 Granted 173 40.39 Exercised (137 ) 33.08 Cancelled or expired (20 ) 57.26 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 228 37.95 7.14 6,165 Vested at December 31, 2016 and expected to vest Exercisable at December 31, 2016 RSAs and RSUs Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 1,554 — Granted 1,169 — Vested or issued (871 ) — Cancelled or forfeited (163 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 1,689 — 1.05 109,807 Outstanding at December 31, 2016 and expected to vest PSUs and MSUs Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 250 — Granted 131 — Cancelled or forfeited (152 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 229 — 1.41 14,855 Outstanding at December 31, 2016 and expected to vest The following summarizes the Company's weighted average fair value at the date of grant: Year Ended December 31, January 2, January 3, Per grant of RSAs and RSUs 40.55 49.14 47.93 Per grant of PSUs and MSUs 32.23 48.36 60.08 The following summarizes the Company's stock-based payment and stock option values (in thousands): Year Ended December 31, January 2, January 3, Intrinsic value of stock options exercised 2,560 6,612 5,674 Intrinsic value of RSAs and RSUs that vested 36,502 45,298 32,138 Grant date fair value of RSAs and RSUs that vested 39,853 41,072 29,668 The Company received cash of $2.2 million for the issuance of common stock, net of shares withheld for taxes, during fiscal 2016. The Company issues shares from the shares reserved under its stock plans upon the exercise of stock options, issuance of RSAs, vesting of RSUs and MSUs, and purchases through employee stock purchase plans. The Company does not currently expect to repurchase shares from any source to satisfy such obligation. The following table presents details of stock-based compensation costs recognized in the Consolidated Statements of Income (in thousands): Year Ended December 31, January 2, January 3, Cost of revenues 1,070 960 775 Research and development 19,573 19,451 18,521 Selling, general and administrative 18,985 22,380 19,771 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 39,628 42,791 39,067 Income tax benefit 8,496 9,264 4,024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 31,132 33,527 35,043 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Company had approximately $52.1 million of total unrecognized compensation costs related to granted stock options and awards as of December 31, 2016 that are expected to be recognized over a weighted-average period of approximately 2.2 years. There were no significant stock-based compensation costs capitalized into assets in any of the periods presented. As of December 31, 2016, the Company had reserved shares of common stock for future issuance as follows (in thousands): 2000 Stock Incentive Plan 55 2009 Stock Incentive Plan 1,935 2009 Employee Stock Purchase Plan 447 ​ ​ ​ ​ Total shares reserved 2,437 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2016 | |
Employee Benefit Plan | |
Employee Benefit Plan | 13. Employee Benefit Plan The Company maintains a defined contribution or 401(k) Plan for its qualified U.S. employees. Participants may contribute a percentage of their compensation on a pre-tax basis, subject to a maximum annual contribution imposed by the Internal Revenue Code. The Company may make discretionary matching contributions as well as discretionary profit-sharing contributions to the 401(k) Plan. The Company contributed $3.4 million, $3.3 million and $3.2 million to the 401(k) Plan during fiscal 2016, 2015 and 2014, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 14. Commitments and Contingencies The Company leases certain facilities under operating lease agreements that expire at various dates through 2025. Some of these arrangements contain renewal options and require the Company to pay taxes, insurance and maintenance costs. Rent expense under operating leases was $4.7 million, $4.6 million and $4.2 million and for fiscal 2016, 2015 and 2014, respectively. The minimum annual future rentals under the terms of these leases as of December 31, 2016 are as follows (in thousands): Fiscal Year 2017 5,139 2018 3,852 2019 2,700 2020 2,432 2021 2,286 Thereafter 4,638 ​ ​ ​ ​ Total minimum lease payments 21,047 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ On January 21, 2014, Cresta Technology Corporation ("Cresta Technology"), a Delaware corporation, filed a lawsuit against the Company, Samsung Electronics Co., Ltd., Samsung Electronics America, Inc., LG Electronics Inc. and LG Electronics U.S.A., Inc. in the United States District Court in the District of Delaware, alleging infringement of three United States Patents (the "Cresta Patents"). The Delaware District Court action has been stayed. On January 28, 2014, Cresta Technology also filed a complaint with the United States International Trade Commission ("ITC") alleging infringement of the same patents. On September 29, 2015, the ITC issued its Final Determination, finding that all the patent claims asserted against the Company's products were either invalid or not infringed and that Cresta Technology failed to establish the ITC's domestic industry requirement. The ITC found no violation by the Company and terminated the investigation. On November 30, 2015, Cresta Technology filed an appeal of the ITC decision to the Federal Circuit. On March 8, 2016, pursuant to a stipulated dismissal, the Federal Circuit dismissed Cresta Technology's appeal in its entirety. In a parallel process, the Company challenged the validity of the claims of the Cresta Patents asserted in the ITC investigation through a series of Inter-Partes Review (IPR) proceedings at the Patent Trial and Appeal Board (PTAB) of the United States Patent and Trademark Office (USPTO). On October 21, 2015, the USPTO issued final written decisions on a first set of reviewed claims finding all of the reviewed claims invalid. On December 18, 2015, Cresta Technology appealed those adverse decisions to the United States Court of Appeals for the Federal Circuit as to this first USPTO determination. The Federal Circuit summarily affirmed the USPTO's first determination on November 8, 2016 and the mandate issued on December 16, 2016, rendering the USPTO's determination final. The USPTO instituted a second set of IPR proceedings against a second set of the remaining claims. On August 11, 2016, the PTAB issued its final written decisions in these proceedings and found all of these remaining claims unpatentable. On October 13, 2016, the patent owner, now known as CF Crespe LLC, filed a notice of appeal with the Federal Circuit seeking to overturn the USPTO's final written decision as to a subset of the claims found unpatentable in this second set of IPR proceedings. That appeal is currently in briefing. No hearing date has been set. On March 18, 2016, Cresta Technology filed for chapter 7 bankruptcy in the United States Bankruptcy Court for the Northern District of California. On May 13, 2016, the Bankruptcy Court approved an agreement for DBD Credit Funding LLC ("DBD") to buy Cresta Technology's entire IP portfolio and certain related litigation. Following that sale, DBD (through an apparent assignee, CF Crespe LLC) has substituted in the Delaware District Court action, the appeal proceedings at the U.S. Court of Appeals for the Federal Circuit for the first set of IPR proceedings and the USPTO PTAB proceedings for the second set of IPRs replacing Cresta Technology. On July 16, 2014, the Company filed a lawsuit against Cresta Technology in the United States District Court in the Northern District of California alleging infringement of six United States Patents. The Company is seeking a permanent injunction and an award of damages and attorney fees. As a result of the chapter 7 bankruptcy filing by Cresta Technology, these proceedings were stayed. However, as a result of the May 13, 2016 sale order by the Bankruptcy Court, DBD and CF Crespe LLC were ordered to substitute in as Defendant for Cresta Technology. DBD and CF Crespe LLC have appealed the Bankruptcy Court's order in that regard. Subject to that appeal, the Company's patent infringement trial against DBD and CF Crespe LLC is set to begin October 2, 2017. As is customary in the semiconductor industry, the Company provides indemnification protection to its customers for intellectual property claims related to the Company's products. The Company has not accrued any material liability on its Consolidated Balance Sheet related to such indemnification obligations in connection with the Cresta Technology litigation. The Company intends to continue to vigorously defend against Cresta Technology's (now DBD and CF Crespe LLC's) allegations and to continue to pursue its claims against Cresta and their patents. At this time, the Company cannot predict the outcome of these matters or the resulting financial impact to it, if any. The Company is involved in various other legal proceedings that have arisen in the normal course of business. While the ultimate results of these matters cannot be predicted with certainty, the Company does not expect them to have a material adverse effect on its Consolidated Financial Statements. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions | |
Related Party Transactions | 15. Related Party Transactions In August 2016, Bill Bock, a member of the Company's board of directors, joined the board of directors of Spredfast. Spredfast has been a tenant in one of the buildings at the Company's headquarters in Austin, Texas since May 2013. During fiscal 2016, 2015 and 2014, the Company received payments from Spredfast of $3.2 million, $2.5 million and $1.6 million, respectively, in connection with the leased facilities. On July 1, 2013, Geir Førre joined the Company as senior vice president. Mr. Førre was chief executive officer of Energy Micro, until it was acquired by the Company. Mr. Førre was the beneficial owner of approximately 30% of the Energy Micro equity and accordingly received approximately $35 million at closing. In the first quarter of 2015, Mr. Førre received approximately $6.1 million of the $20.0 million paid for the holdback related to potential indemnification claims and approximately $1.9 million of the $6.3 million paid for the fiscal 2014 earn-out. On March 11, 2016, the Company entered into an agreement which settled the amount of the earn-out to be paid for fiscal 2015 through 2018. Under this agreement, Mr. Førre received approximately $4.8 million of the $16.0 million that was paid. Alf-Egil Bogen served on the Company's board of directors from October 17, 2013 to April 21, 2016. Mr. Bogen was chief marketing officer of Energy Micro, until it was acquired by the Company. Mr. Bogen was the beneficial owner of approximately 2% of the Energy Micro equity and accordingly received approximately $0.9 million at closing. In the first quarter of 2015, Mr. Bogen received approximately $0.4 million of the $20.0 million paid for the holdback related to potential indemnification claims and approximately $0.1 million of the $6.3 million paid for the fiscal 2014 earn-out. Under the settlement agreement, Mr. Bogen received approximately $0.3 million of the $16.0 million that was paid for fiscal 2015 through 2018 earn-out. Mr. Bogen had invested approximately $0.8 million in Energy Micro prior to the acquisition. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Income Taxes | 16. Income Taxes Income before income taxes includes the following components (in thousands): Year Ended December 31, January 2, January 3, Domestic 4,313 2,249 38,174 Foreign 60,183 28,014 10,866 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 64,496 30,263 49,040 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The provision for income taxes consists of the following (in thousands): Year Ended December 31, January 2, January 3, Current: Domestic 2,639 951 7,083 International 4,421 3,015 882 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Current 7,060 3,966 7,965 Deferred: Domestic (2,430 ) (5,825 ) 2,352 International (1,628 ) 2,536 702 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Deferred (4,058 ) (3,289 ) 3,054 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Provision for income taxes 3,002 677 11,019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The reconciliation of the federal statutory tax rate to the Company's effective tax rate is as follows: Year Ended December 31, January 2, January 3, Federal statutory rate 35.0 % 35.0 % 35.0 % Foreign tax rate benefit (27.2 ) (30.7 ) (3.5 ) Research and development tax credits (4.1 ) (5.6 ) (8.6 ) Release of prior year unrecognized tax benefits (1.7 ) (1.9 ) (2.6 ) Excess officer compensation 1.4 3.2 2.3 Change in cost-sharing treatment of stock-based compensation (0.5 ) (7.1 ) — Change in prior period valuation allowance (0.6 ) 8.8 (1.4 ) Other 2.4 0.5 1.3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective Tax Rate 4.7 % 2.2 % 22.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The effective tax rate for fiscal 2016 increased from fiscal 2015 primarily due to fiscal 2015 including a net benefit from a change in the tax accounting treatment of stock-based compensation in a cost-sharing arrangement following a U.S. Tax Court case (Altera). The increase in the effective tax rate was offset by a reduction in the prior period valuation allowance. The effective tax rate for fiscal 2015 decreased from fiscal 2014, primarily due to the completion of payments related to a prior year intercompany licensing arrangement as well as the recognition of a net benefit from a change in the tax accounting treatment of stock-based compensation in a cost-sharing arrangement following a U.S. Tax Court case (Altera). The decrease in the effective tax rate during fiscal 2015 was offset by an increase in the prior year valuation allowance related to lower expectations of profitability in jurisdictions where tax attributes exist. On July 27, 2015, the U.S. Tax Court (the "Court") issued an opinion in Altera Corp. v. Commissioner related to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement. A final decision was entered by the Court on December 1, 2015. In its opinion, the Court accepted Altera's position of excluding stock-based compensation from its cost-sharing arrangement and concluded that the related U.S. Treasury Regulations were invalid. In February 2016, the U.S. Internal Revenue Service (the "IRS") appealed the decision to the U.S Court of Appeals for the Ninth Circuit. Although the IRS has appealed the decision, and the U.S. Treasury has not withdrawn the requirement to include stock-based compensation from its regulations, based on the facts and circumstances of the Tax Court Case, the Company believes that it is more likely than not that the Tax Court decision will be upheld and has recognized a benefit in its financial statements of $33.1 million. This change to cost-sharing is expected to increase the Company's cumulative foreign earnings at the time of final resolution of the case. As such, the Company has accrued a deferred tax liability of $31.2 million for the U.S. tax cost of potential repatriation of the associated foreign earnings because at this time, the Company cannot reasonably conclude that it will have the ability and intent to indefinitely reinvest these contingent earnings. The Company will continue to monitor ongoing developments and potential impacts to its Consolidated Financial Statements. The Company's operations in Singapore are subject to reduced tax rates through June 30, 2019, as long as certain conditions are met. The income tax benefit from the reduced Singapore tax rate reflected in earnings was approximately $7.7 million (representing $0.18 per diluted share) in fiscal 2016, approximately $14.4 million (representing $0.34 per diluted share) in fiscal 2015 and approximately $2.0 million (representing $0.05 per diluted share) in fiscal 2014. At the end of fiscal 2016, undistributed earnings of the Company's foreign subsidiaries of approximately $361.4 million are intended to be permanently reinvested outside the U.S. Accordingly, no provision for U.S. federal and state income taxes associated with a distribution of these earnings has been made. Determination of the amount of the unrecognized deferred tax liability on these unremitted earnings is not practicable. Deferred tax assets and liabilities are recorded for the estimated tax impact of temporary differences between the tax basis and book basis of assets and liabilities. Significant components of the Company's deferred taxes as of December 31, 2016 and January 2, 2016 are as follows (in thousands): December 31, January 2, Deferred tax assets: Net operating loss carryforwards 21,187 25,869 Research and development tax credit carryforwards 15,068 13,335 Stock-based compensation 7,396 8,757 Capitalized research and development 6,802 8,741 Deferred income on shipments to distributors 9,338 7,413 Expected future cost-sharing adjustment 29,719 25,896 Accrued liabilities and other 11,321 8,619 ​ ​ ​ ​ ​ ​ ​ 100,831 98,630 Less: Valuation allowance (12,361 ) (10,264 ) ​ ​ ​ ​ ​ ​ ​ 88,470 88,366 Deferred tax liabilities: Acquired intangible assets 25,785 33,020 Depreciation and amortization 2,939 2,349 Unremitted foreign earnings for expected future cost-sharing adjustment 31,165 27,495 Prepaid expenses and other 3,069 1,991 ​ ​ ​ ​ ​ ​ ​ 62,958 64,855 ​ ​ ​ ​ ​ ​ ​ Net deferred tax assets 25,512 23,511 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2016, the Company had federal net operating loss and research and development tax credit carryforwards of approximately $44.5 million and $1.9 million, respectively, as a result of the Silicon Clocks, Spectra Linear and Ember acquisitions. These carryforwards expire in fiscal years 2021 through 2032. Recognition of these loss and credit carryforwards is subject to an annual limit, which may cause them to expire before they are used. Additionally, as of December 31, 2016, the Company had generated $7.4 million of federal research and development tax credit carryforwards. These carryforwards will begin expiring in 2036. As of December 31, 2016, the Company had foreign net operating loss carryforwards of approximately $13.2 million as a result of the Energy Micro acquisition. These loss carryforwards do not expire and recognition is not subject to an annual limit. The Company also had state loss and research and development tax credit carryforwards of approximately $49.1 million and $13.1 million, respectively. A portion of these loss and credit carryforwards was generated by the Company and a portion was acquired through the Integration Associates, Silicon Clocks, Spectra Linear and Ember acquisitions. Certain of these carryforwards expire in fiscal years 2017 through 2033, and others do not expire. Recognition of some of these loss and credit carryforwards is subject to an annual limit, which may cause them to expire before they are used. A valuation allowance is established against a deferred tax asset when it is more likely than not that the deferred tax asset will not be realized. As of December 31, 2016, the Company maintains a valuation allowance with respect to certain deferred tax assets relating primarily to U.S. federal and state research and development tax credit carryforwards. The following table summarizes the activity related to gross unrecognized tax benefits (in thousands): Year Ended December 31, January 2, January 3, Beginning balance 3,610 3,929 4,998 Additions based on tax positions related to current year 439 432 465 Additions based on tax positions related to prior years 99 — 58 Reductions for tax positions as a result of a lapse of the applicable statute of limitations (1,094 ) (751 ) (1,592 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ending balance 3,054 3,610 3,929 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2016, January 2, 2016 and January 3, 2015, the Company had gross unrecognized tax benefits of $3.0 million, $3.6 million and $3.9 million, respectively, of which $2.2 million, $3.2 million and $4.0 million, respectively, would affect the effective tax rate if recognized. The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. These amounts were not material for fiscal years 2016, 2015 and 2014. Tax years 2012 through 2016 remain open to examination by the major taxing jurisdictions to which the Company is subject. The Company is not currently under audit in any major taxing jurisdiction. Although the timing of resolution, settlement and closures of audits is not certain, the Company does not expect the gross unrecognized tax benefits to materially change in the next 12 months. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Segment Information | 17. Segment Information The Company has one operating segment, mixed-signal analog intensive products, consisting of numerous product areas. The Company's chief operating decision maker is considered to be its Chief Executive Officer. The chief operating decision maker allocates resources and assesses performance of the business and other activities at the operating segment level. The Company groups its products into four categories, based on the markets and applications in which its ICs may be used. The following summarizes the Company's revenue by product category (in thousands): Year Ended December 31, January 2, January 3, Internet of Things 314,614 262,329 209,005 Broadcast 157,746 161,787 204,256 Infrastructure 147,677 121,974 108,123 Access 77,589 98,736 99,320 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 697,626 644,826 620,704 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenue is attributed to a geographic area based on the shipped-to location. The following summarizes the Company's revenue by geographic area (in thousands): Year Ended December 31, January 2, January 3, United States 94,583 96,959 89,935 China 291,974 281,306 271,818 Rest of world 311,069 266,561 258,951 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 697,626 644,826 620,704 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following summarizes the Company's property and equipment, net by geographic area (in thousands): December 31, January 2, United States 124,163 126,404 Rest of world 5,396 4,728 ​ ​ ​ ​ ​ ​ ​ Total 129,559 131,132 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Event | |
Subsequent Event | 18. Subsequent Event On January 20, 2017, the Company acquired Zentri, Inc., a private company. Zentri is an innovator in low-power, cloud-connected Wi-Fi technologies for the IoT. The Company acquired Zentri for: 1) initial cash consideration of $15.5 million adjusted for an amount equal to: a) certain Zentri liabilities as of the closing date, b) Zentri transaction expenses, and c) the aggregate exercise price of all vested options for which the per common share closing consideration exceeds the per share exercise price for such vested options, and 2) potential additional consideration of up to approximately $10.0 million payable based on fiscal 2017 revenue from certain Zentri products. The Company will record the purchase of Zentri using the acquisition method of accounting and will recognize the assets acquired and liabilities assumed at their fair values as of the date of the acquisition. The results of Zentri's operations will be included in the Company's consolidated results of operations beginning on the date of the acquisition. The Company is currently evaluating the fair values of the consideration transferred, assets acquired and liabilities assumed. The Company expects to complete its initial purchase price allocation in the first quarter of fiscal 2017. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2016 | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SILICON LABORATORIES INC. Valuation Allowance for Balance at Additions Deductions Balance at (in thousands) Year ended December 31, 2016 10,264 2,715 (618 ) 12,361 Year ended January 2, 2016 3,455 6,895 (86 ) 10,264 Year ended January 3, 2015 3,775 — (320 ) 3,455 |
Significant Accounting Polici27
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Significant Accounting Policies | |
Foreign Currency Transactions | Foreign Currency Transactions The Company's foreign subsidiaries are considered to be extensions of the U.S. Company. The functional currency of the foreign subsidiaries is the U.S. dollar. Accordingly, gains and losses resulting from remeasuring transactions denominated in currencies other than U.S. dollars are included in other, net in the Consolidated Statements of Income. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Among the significant estimates affecting the financial statements are those related to inventories, stock-based compensation, investments in auction-rate securities, acquired intangible assets, goodwill, long-lived assets and income taxes. Actual results could differ from those estimates, and such differences could be material to the financial statements. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior year financial statements to conform to current year presentation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair values of the Company's financial instruments are recorded using a hierarchical disclosure framework based upon the level of subjectivity of the inputs used in measuring assets and liabilities. The three levels are described below: Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3—Inputs are unobservable for the asset or liability and are developed based on the best information available in the circumstances, which might include the Company's own data. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash deposits, certificates of deposit, money market funds and investments in debt securities with original maturities of ninety days or less when purchased. |
Investments | Investments The Company's investments typically have original maturities greater than ninety days as of the date of purchase and are classified as either available-for-sale or trading securities. Investments in available-for-sale securities are reported at fair value, with unrealized gains and losses, net of tax, recorded as a component of accumulated other comprehensive income (loss) in the Consolidated Balance Sheet. Investments in trading securities are reported at fair value, with both realized and unrealized gains and losses recorded in other, net in the Consolidated Statement of Income. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support its current operations (including those with contractual maturities greater than one year from the date of purchase) are classified as short-term. The Company reviews its available-for-sale investments as of the end of each reporting period for other-than-temporary declines in fair value based on the specific identification method. The Company considers various factors in determining whether an impairment is other-than-temporary, including the severity and duration of the impairment, changes in underlying credit ratings, forecasted recovery, its intent to sell or the likelihood that it would be required to sell the investment before its anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made. When the Company concludes that an other-than-temporary impairment has occurred, the Company assesses whether it intends to sell the security or if it is more likely than not that it will be required to sell the security before recovery. If either of these two conditions is met, the Company recognizes a charge in earnings equal to the entire difference between the security's amortized cost basis and its fair value. If the Company does not intend to sell a security and it is not more likely than not that it will be required to sell the security before recovery, the unrealized loss is separated into an amount representing the credit loss, which is recognized in earnings, and the amount related to all other factors, which is recorded in accumulated other comprehensive income (loss). In addition, the Company has made equity investments in non-publicly traded companies that it accounts for under the cost method. The Company periodically reviews these investments for other-than-temporary declines in fair value based on the specific identification method and writes down investments to their fair values when it determines that an other-than-temporary decline has occurred. There were no impairment charges recognized on equity investments during any of the periods presented. |
Derivative Financial Instruments | Derivative Financial Instruments The Company uses derivative financial instruments to manage certain exposures to the variability of interest rates and foreign currency exchange rates. The Company's objective is to offset increases and decreases in expenses resulting from these exposures with gains and losses on the derivative contracts, thereby reducing volatility of earnings. The Company does not use derivative contracts for speculative or trading purposes. The Company recognizes derivatives, on a gross basis, in the Consolidated Balance Sheet at fair value. Cash flows from derivatives are classified according to the nature of the cash receipt or payment in the Consolidated Statement of Cash Flows. The Company uses interest rate swap agreements to manage exposure to interest rate risks. The swap agreements are designated and qualify as cash flow hedges. The effective portion of the gain or loss on the interest rate swaps is recorded in accumulated other comprehensive income (loss) as a separate component of stockholders' equity and is subsequently recognized as interest expense in the Consolidated Statement of Income when the hedged exposure affects earnings. The Company uses foreign currency forward contracts to manage exposure to foreign exchange risk. These instruments are used to reduce the earnings impact that exchange rate fluctuations have on non-U.S. dollar balance sheet exposures. The Company recognizes gains and losses on the foreign currency forward contracts in other, net in the Consolidated Statement of Income in the same period as the remeasurement loss and gain of the related foreign currency denominated asset or liability. The Company does not apply hedge accounting to its foreign currency derivative instruments. |
Inventories | Inventories Inventories are stated at the lower of cost, determined using the first-in, first-out method, or market. The Company writes down the carrying value of inventory to net realizable value for estimated obsolescence or unmarketable inventory based upon assumptions about the age of inventory, future demand and market conditions. Inventory impairment charges establish a new cost basis for inventory and charges are not subsequently reversed to income even if circumstances later suggest that increased carrying amounts are recoverable. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the useful lives of the assets ranging from three to seven years. Leasehold improvements are depreciated over the contractual lease period or their useful life, whichever is shorter. The Company owns the facilities it had previously leased for its headquarters in Austin, Texas. The buildings are located on land which is leased through 2099 from a third party. The rents for these ground leases were prepaid for the term of the leases by the previous lessee. The buildings and leasehold interest in ground leases are being depreciated on a straight-line basis over their estimated useful lives of 40 years and 86 years, respectively. |
Business Combinations | Business Combinations The Company records business combinations using the acquisition method of accounting and, accordingly, allocates the fair value of purchase consideration to the assets acquired and liabilities assumed based on their fair values at the acquisition date. The excess of the fair value of purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. The results of operations of the businesses acquired are included in the Company's consolidated results of operations beginning on the date of the acquisition. |
Long-Lived Assets | Long-Lived Assets Purchased intangible assets are stated at cost, net of accumulated amortization, and are amortized using the straight-line method over their estimated useful lives, ranging from two to twelve years. Fair values are determined primarily using the income approach, in which the Company projects future expected cash flows and applies an appropriate discount rate. Long-lived assets "held and used" by the Company are reviewed for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets and is recorded in the period in which the determination was made. The carrying value of goodwill is reviewed at least annually by the Company for possible impairment. The goodwill impairment test is a two-step process. The first step of the impairment analysis compares the fair value of the reporting unit to the net book value of the reporting unit. In determining fair value, several valuation methodologies are allowed, although quoted market prices are the best evidence of fair value. If the results of the first step demonstrate that the net book value is greater than the fair value, the Company must proceed to step two of the analysis. Step two of the analysis compares the implied fair value of goodwill to its carrying amount. If the carrying amount of goodwill exceeds its implied fair value, an impairment loss is recognized equal to that excess. The Company tests goodwill for impairment annually as of the first day of its fourth fiscal quarter and in interim periods if events occur that would indicate that the carrying value of goodwill may be impaired. |
Revenue Recognition | Revenue Recognition Revenues are generated predominately by sales of the Company's products. The Company recognizes revenue when all of the following criteria are met: 1) there is persuasive evidence that an arrangement exists, 2) delivery of goods has occurred, 3) the sales price is fixed or determinable, and 4) collectibility is reasonably assured. Generally, revenue from product sales to direct customers and contract manufacturers is recognized upon shipment. A portion of the Company's sales are made to distributors under agreements allowing certain rights of return and price protection related to the final selling price to the end customers. Accordingly, the Company defers revenue and cost of revenue on such sales until the distributors sell the product to the end customers. The net balance of deferred revenue less deferred cost of revenue associated with inventory shipped to a distributor but not yet sold to an end customer is recorded in the deferred income on shipments to distributors liability on the Consolidated Balance Sheet. Such net deferred income balance reflects the Company's estimate of the impact of rights of return and price protection. A small portion of the Company's revenues is derived from the sale of patents. The above revenue recognition criteria for patent sales are generally met upon the execution of the patent sale agreement. |
Shipping and Handling | Shipping and Handling Shipping and handling costs are classified as a component of cost of revenues in the Consolidated Statements of Income. |
Stock-Based Compensation | Stock-Based Compensation The Company has stock-based compensation plans, which are more fully described in Note 12, Stock-Based Compensation . The Company accounts for those plans using a fair-value method and recognizes the expense in its Consolidated Statement of Income. |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development expense consists primarily of personnel-related expenses, including stock-based compensation, as well as new product masks, external consulting and services costs, equipment tooling, equipment depreciation, amortization of intangible assets, and an allocated portion of our occupancy costs. Assets purchased to support the Company's ongoing research and development activities are capitalized when related to products which have achieved technological feasibility or have an alternative future use, and are amortized over their estimated useful lives. |
Advertising | Advertising Advertising costs are expensed as incurred. Advertising expenses were $1.6 million, $1.8 million and $1.7 million in fiscal 2016, 2015 and 2014, respectively. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax laws and related rates that will be in effect when the differences are expected to reverse. These differences result in deferred tax assets and liabilities, which are included in the Company's Consolidated Balance Sheet. The Company then assesses the likelihood that the deferred tax assets will be realized. A valuation allowance is established against deferred tax assets to the extent the Company believes that it is more likely than not that the deferred tax assets will not be realized, taking into consideration the level of historical taxable income and projections for future taxable income over the periods in which the temporary differences are deductible. Uncertain tax positions must meet a more-likely-than-not threshold to be recognized in the financial statements and the tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon final settlement. See Note 16, Income Taxes , for additional information. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-01 , Business Combinations (Topic 805): Clarifying the Definition of a Business. This ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In August 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. This ASU requires the recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This ASU is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods, with early adoption permitted. The amendments in this ASU should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company has elected to early adopt this ASU on January 1, 2017. The Company currently expects to record a cumulative-effect adjustment to decrease retained earnings by between $0.0 and $2.5 million with a corresponding adjustment to non-current assets and deferred taxes on the Consolidated Balance Sheet. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . This ASU provides guidance on statement of cash flows presentation for eight specific cash flow issues where diversity in practice exists. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic326): Measurement of Credit Losses on Financial Instruments. This ASU requires instruments measured at amortized cost to be presented at the net amount expected to be collected. Entities are also required to record allowances for available-for-sale debt securities rather than reduce the carrying amount. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. This ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company expects the primary impact of this ASU to be the income tax effects of awards recognized in the income statement when the awards are vested or settled. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For operating leases, a lessee is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This ASU requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This ASU is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect that the adoption of this ASU will have a material impact on its financial statements. In May 2014, the FASB issued ASU No. 2014-09 , Revenue from Contracts with Customers (Topic 606) , which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) 605, Revenue Recognition . The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step process to achieve that core principle. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which deferred the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. In 2016, the FASB issued the following amendments to ASC 606: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) , which clarifies the implementation guidance on principal versus agent considerations; ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies guidance on identification of performance obligations and licensing implementation; ASU No. 2016-12, Compensation—Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients , which provides clarifying guidance on assessing collectibility, presentation of sales taxes, noncash consideration, contract modifications and completed contracts; and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers , which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The standard may be applied retrospectively to each prior period presented (full retrospective method) or retrospectively with the cumulative effect recognized as of the date of initial application (modified retrospective method). Under the new standard, the Company expects the timing of revenue recognition from sales to distributors to be accelerated. The Company will recognize revenue at the time of sale to the distributor, net of the impact of estimated price adjustments and rights of return. The Company currently anticipates adopting this standard using the modified retrospective method. The Company is continuing to evaluate the effect that the adoption will have on its financial statements. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share | |
Schedule of computation of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Year Ended December 31, January 2, January 3, Net income 61,494 29,586 38,021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares used in computing basic earnings per share 41,713 42,309 42,970 Effect of dilutive securities: Stock options and other stock-based awards 663 636 823 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares used in computing diluted earnings per share 42,376 42,945 43,793 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings per share: Basic 1.47 0.70 0.88 Diluted 1.45 0.69 0.87 |
Fair Value of Financial Instr29
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value of Financial Instruments | |
Financial assets and liabilities measured at fair value on a recurring basis | Fair Value Measurements Description Quoted Prices in Significant Other Significant Total Assets: Cash equivalents: Money market funds 69,432 — — 69,432 Certificates of deposit — 7,153 — 7,153 Municipal bonds — 3,904 — 3,904 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total cash equivalents 69,432 11,057 — 80,489 Short-term investments: Municipal bonds — 79,702 — 79,702 Corporate bonds — 31,036 — 31,036 Variable-rate demand notes — 16,400 — 16,400 U.S. government bonds 12,416 — — 12,416 Asset-backed securities — 8,173 — 8,173 Commercial paper — 5,233 — 5,233 International government bonds — 1,001 — 1,001 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total short-term investments 12,416 141,545 — 153,961 Long-term investments: Auction rate securities — — 5,196 5,196 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total long-term investments — — 5,196 5,196 Other assets, net: Derivative instruments — 1,808 — 1,808 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — 1,808 — 1,808 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 81,848 154,410 5,196 241,454 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements Description Quoted Prices in Significant Other Significant Total Assets: Cash equivalents: Money market funds 37,721 — — 37,721 Commercial paper — 11,272 — 11,272 Certificates of deposit — 2,845 — 2,845 U.S. government agency — 1,599 — 1,599 Municipal bonds — 1,577 — 1,577 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total cash equivalents 37,721 17,293 — 55,014 Short-term investments: Municipal bonds — 93,516 — 93,516 Commercial paper — 11,176 — 11,176 Variable-rate demand notes — 8,995 — 8,995 Certificates of deposit — 8,000 — 8,000 U.S. government agency — 3,998 — 3,998 International government bonds — 2,220 — 2,220 Corporate bonds — 996 — 996 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total short-term investments — 128,901 — 128,901 Long-term investments: Auction rate securities — — 7,126 7,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total long-term investments — — 7,126 7,126 Other assets, net: Derivative instruments — 92 — 92 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — 92 — 92 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: Accrued expenses: Contingent consideration — — 4,749 4,749 Other non-current liabilities: Contingent consideration — — 9,324 9,324 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total — — 14,073 14,073 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summarization of contractual underlying maturities of available-for-sale investments | The Company's investments typically have original maturities greater than ninety days as of the date of purchase. Investments are reported at fair value, with unrealized gains and losses, net of tax, recorded as a component of accumulated other comprehensive income (loss) in the Consolidated Balance Sheet. The following summarizes the contractual underlying maturities of the Company's available-for-sale investments at December 31, 2016 (in thousands): Cost Fair Value Due in one year or less 159,670 159,624 Due after one year through ten years 59,628 59,426 Due after ten years 21,400 20,596 ​ ​ ​ ​ ​ ​ ​ 240,698 239,646 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of available-for-sale investments in continuous unrealized loss position by length of time | The available-for-sale investments that were in a continuous unrealized loss position, aggregated by length of time that individual securities have been in a continuous loss position, were as follows (in thousands): Less Than 12 Months 12 Months or Greater Total As of December 31, 2016 Fair Gross Fair Gross Fair Gross Municipal bonds 69,379 (140 ) — — 69,379 (140 ) Corporate bonds 18,561 (128 ) — — 18,561 (128 ) U.S. government bonds 10,364 (16 ) — — 10,364 (16 ) Auction rate securities — — 5,196 (804 ) 5,196 (804 ) Asset-backed securities 3,176 (4 ) — — 3,176 (4 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 101,480 (288 ) 5,196 (804 ) 106,676 (1,092 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less Than 12 Months 12 Months or Greater Total As of January 2, 2016 Fair Gross Fair Gross Fair Gross Municipal bonds 29,271 (30 ) 1,198 (2 ) 30,469 (32 ) Auction rate securities — — 7,126 (874 ) 7,126 (874 ) International government bonds 2,220 (7 ) — — 2,220 (7 ) Corporate bonds 996 (3 ) — — 996 (3 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32,487 (40 ) 8,324 (876 ) 40,811 (916 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of quantitative information about level 3 asset fair value measurements | Fair Value at Valuation Technique Unobservable Input Weighted Discounted cash flow Estimated yield 1.09% Expected holding period 10 years Estimated discount rate 3.89% |
Summary of activity in Level 3 financial instruments | The following summarizes the activity in Level 3 financial instruments for the years ended December 31, 2016 and January 2, 2016 (in thousands): Year Ended Auction Rate Securities December 31, January 2, Beginning balance 7,126 7,419 Settlements (2,000 ) — Gain (loss) included in other comprehensive income (loss) 70 (293 ) ​ ​ ​ ​ ​ ​ ​ Ending balance 5,196 7,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended Contingent Consideration (1) December 31, January 2, Beginning balance 14,073 18,438 Settlements (2) (11,375 ) (4,464 ) (Gain) loss recognized in earnings (3) (2,698 ) 99 ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2016 — 14,073 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: — (99 ) ​ ​ ​ ​ ​ ​ ​ (1) In connection with the acquisition of Energy Micro, the Company recorded contingent consideration based upon the expected achievement of certain milestone goals. Changes to the fair value of contingent consideration due to changes in assumptions used in preparing the valuation model were recorded in selling, general and administrative expenses in the Consolidated Statement of Income. (2) On March 11, 2016, the Company entered into an agreement which settled the total amount of contingent consideration related to the Energy Micro acquisition (including all amounts for fiscal 2015 through 2018). See Note 8, Acquisitions , for additional information. (3) The gain recognized in earnings was due to the settlement of the Energy Micro contingent consideration. This gain was offset in part by a charge of approximately $2.7 million recorded in fiscal 2016 for a portion of the contingent consideration accounted for as post-combination compensation expense. |
Derivative Financial Instrume30
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Financial Instruments | |
Schedule of derivative financial instrument | The Company's derivative financial instrument in cash flow hedging relationships consisted of the following (in thousands): Fair Value Balance Sheet Location December 31, January 2, Interest rate swap Other assets, net 1,808 92 |
Schedule of before-tax effect of derivative instruments in cash flow hedging relationships | The before-tax effect of derivative instruments in cash flow hedging relationships was as follows (in thousands): Gain (Loss) Recognized in Location Loss Reclassified December 31, January 2, January 3, December 31, January 2, January 3, Interest rate swaps 1,466 (728 ) (799 ) Interest expense (249 ) (489 ) (618 ) |
Schedule of before-tax effect of derivative instruments not designated as hedging instruments | The before-tax effect of derivative instruments not designated as hedging instruments was as follows (in thousands): Year Ended Gain (Loss) Recognized in Income December 31, January 2, January 3, Location Foreign currency forward contracts (92 ) 935 1,075 Other, net |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Details | |
Schedule of accounts receivable, net | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Accounts receivable 75,035 74,272 Allowance for doubtful accounts (634 ) (671 ) ​ ​ ​ ​ ​ ​ ​ 74,401 73,601 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of inventories | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Work in progress 40,755 36,774 Finished goods 18,823 17,121 ​ ​ ​ ​ ​ ​ ​ 59,578 53,895 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of prepaid expenses and other current assets | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Distributor advances 40,205 36,743 Other 21,600 15,915 ​ ​ ​ ​ ​ ​ ​ 61,805 52,658 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of property and equipment | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Buildings and improvements 94,977 94,607 Equipment 57,677 55,072 Computers and purchased software 35,492 29,663 Leasehold interest in ground leases 23,840 23,840 Furniture and fixtures 5,484 4,777 Leasehold improvements 10,083 9,204 ​ ​ ​ ​ ​ ​ ​ 227,553 217,163 Accumulated depreciation (97,994 ) (86,031 ) ​ ​ ​ ​ ​ ​ ​ 129,559 131,132 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of accrued expenses | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Accrued compensation and benefits 28,781 27,304 Other 21,319 24,827 ​ ​ ​ ​ ​ ​ ​ 50,100 52,131 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of other non-current liabilities | The following tables show the details of selected Consolidated Balance Sheet items (in thousands): December 31, January 2, Software license accruals 14,436 1,107 Deferred tax liabilities 13,119 13,741 Other 15,136 25,680 ​ ​ ​ ​ ​ ​ ​ 42,691 40,528 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Risks and Uncertainties (Tables
Risks and Uncertainties (Tables) - Customers | 12 Months Ended |
Dec. 31, 2016 | |
Accounts receivable | |
Risks and uncertainties | |
Schedule of concentration risk | December 31, January 2, Edom Technology 19 % 17 % Arrow Electronics 13 % 17 % Avnet 12 % 14 % |
Revenue | |
Risks and uncertainties | |
Schedule of concentration risk | Year Ended December 31, January 2, January 3, End Customers Samsung* ** ** 12 % Distributors Edom Technology 17 % 20 % 20 % Avnet 13 % 12 % 12 % Arrow Electronics 11 % ** ** * Samsung's purchases were across a variety of product areas. ** Less than 10% of revenue |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Telegesis | |
Business acquisition | |
Schedule of purchase price allocation | Amount Weighted-Average Intangible assets: In-process research and development 10 Not amortized Developed technology 4,980 7 Customer relationships 2,000 3 Trademarks 400 3 ​ ​ ​ ​ ​ 7,390 Cash and cash equivalents 717 Other current assets 4,545 Goodwill 9,344 Other non-current assets 131 Current liabilities (689 ) Non-current deferred tax liabilities (1,508 ) ​ ​ ​ ​ ​ Total purchase price 19,930 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Bluegiga | |
Business acquisition | |
Schedule of purchase price allocation | The purchase price was allocated as follows (in thousands): Amount Weighted-Average Intangible assets: In-process research and development 5,710 Not amortized Developed technology 12,190 8 Customer relationships 6,670 4 Trademarks 880 3 ​ ​ ​ ​ ​ 25,450 Cash and cash equivalents 1,132 Other current assets 6,156 Goodwill 34,597 Other non-current assets 208 Current liabilities (3,289 ) Non-current deferred tax liabilities (3,780 ) Long-term debt (2,232 ) Other non-current liabilities (220 ) ​ ​ ​ ​ ​ Total purchase price 58,022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Goodwill and Other Intangible34
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Other Intangible Assets | |
Summary of goodwill activity | The following summarizes the activity in goodwill for the years ended December 31, 2016 and January 2, 2016 (in thousands): Year Ended December 31, January 2, Beginning balance 272,722 228,781 Additions due to business combinations 3,408 43,941 ​ ​ ​ ​ ​ ​ ​ Ending balance 276,130 272,722 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of gross carrying amount and accumulated amortization of other intangible assets | The gross carrying amount and accumulated amortization of other intangible assets are as follows (in thousands): December 31, 2016 January 2, 2016 Weighted-Average Gross Accumulated Gross Accumulated Intangible assets: Subject to amortization: Core and developed technology 9 157,321 (70,181 ) 170,541 (70,135 ) Customer relationships 7 24,970 (11,356 ) 23,170 (7,259 ) Patents 6 3,000 (2,250 ) 3,022 (1,763 ) Trademarks 7 3,690 (1,629 ) 3,490 (952 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 9 188,981 (85,416 ) 200,223 (80,109 ) Not subject to amortization: In-process research and development Not amortized — — 1,240 — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets 188,981 (85,416 ) 201,463 (80,109 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of estimated aggregate amortization expense for intangible assets subject to amortization for each of the five succeeding fiscal years | The estimated aggregate amortization expense for intangible assets subject to amortization for each of the five succeeding fiscal years is as follows (in thousands): Fiscal Year 2017 24,957 2018 22,890 2019 17,192 2020 14,697 2021 10,308 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity | |
Schedule of share repurchase programs | The Board of Directors authorized the following share repurchase programs (in thousands): Program Authorization Date Program Program January 2017 December 2017 100,000 August 2015 December 2016 100,000 October 2014 December 2015 100,000 January 2014 January 2015 100,000 |
Schedule of components of accumulated other comprehensive income (loss), net of taxes | The components of accumulated other comprehensive income (loss), net of taxes, were as follows (in thousands): Unrealized Gain Net Unrealized Total Balance at December 28, 2013 333 (1,017 ) (684 ) Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 402 — 402 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period (118 ) 720 602 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at January 3, 2015 Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 318 6 324 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period (155 ) (270 ) (425 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at January 2, 2016 Other comprehensive income (loss) before reclassifications Amount reclassified from accumulated other comprehensive income (loss) 162 — 162 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change for the period 1,115 (116 ) 999 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of reclassifications from accumulated other comprehensive income (loss) | The following table summarizes the effect on net income from reclassifications out of accumulated other comprehensive income (loss) (in thousands): Year ended Reclassification December 31, January 2, January 3, Losses on cash flow hedges to: Interest expense (249 ) (489 ) (618 ) Gains (losses) on available-for-sales securities to: Interest income — (10 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (249 ) (499 ) (618 ) Income tax benefit ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total reclassifications (162 ) (324 ) (402 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes in the components of other comprehensive income (loss) | The income tax effects of the components of other comprehensive income (loss) were as follows (in thousands): Year ended Income tax (expense) benefit on: December 31, January 2, January 3, Net changes to available-for-sale securities: Unrealized gains (losses) arising during the period 63 149 (387 ) Reclassification for losses included in net income — (4 ) — Net changes to cash flow hedges: Unrealized gains (losses) arising during the period (513 ) 255 279 Reclassification for losses included in net income (87 ) (171 ) (216 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (537 ) 229 (324 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of stock-based compensation activity | A summary of stock-based compensation activity with respect to fiscal 2016 follows: Stock Options Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 212 34.64 Granted 173 40.39 Exercised (137 ) 33.08 Cancelled or expired (20 ) 57.26 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 228 37.95 7.14 6,165 Vested at December 31, 2016 and expected to vest Exercisable at December 31, 2016 |
Summary of RSAs and RSUs Activity | RSAs and RSUs Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 1,554 — Granted 1,169 — Vested or issued (871 ) — Cancelled or forfeited (163 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 1,689 — 1.05 109,807 Outstanding at December 31, 2016 and expected to vest |
Summary of PSUs and MSUs Activity | PSUs and MSUs Shares Weighted- Weighted-Average Aggregate Outstanding at January 2, 2016 250 — Granted 131 — Cancelled or forfeited (152 ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at December 31, 2016 229 — 1.41 14,855 Outstanding at December 31, 2016 and expected to vest |
Summary of weighted average fair value at the date of grant | The following summarizes the Company's weighted average fair value at the date of grant: Year Ended December 31, January 2, January 3, Per grant of RSAs and RSUs 40.55 49.14 47.93 Per grant of PSUs and MSUs 32.23 48.36 60.08 |
Summary of stock-based payment and stock option values | The following summarizes the Company's stock-based payment and stock option values (in thousands): Year Ended December 31, January 2, January 3, Intrinsic value of stock options exercised 2,560 6,612 5,674 Intrinsic value of RSAs and RSUs that vested 36,502 45,298 32,138 Grant date fair value of RSAs and RSUs that vested 39,853 41,072 29,668 |
Schedule of stock-based compensation costs recognized in the Consolidated Statements of Income | The following table presents details of stock-based compensation costs recognized in the Consolidated Statements of Income (in thousands): Year Ended December 31, January 2, January 3, Cost of revenues 1,070 960 775 Research and development 19,573 19,451 18,521 Selling, general and administrative 18,985 22,380 19,771 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 39,628 42,791 39,067 Income tax benefit 8,496 9,264 4,024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 31,132 33,527 35,043 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of shares reserved of common stock for future issuance | As of December 31, 2016, the Company had reserved shares of common stock for future issuance as follows (in thousands): 2000 Stock Incentive Plan 55 2009 Stock Incentive Plan 1,935 2009 Employee Stock Purchase Plan 447 ​ ​ ​ ​ Total shares reserved 2,437 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Stock options | |
Schedule of assumptions used to estimate fair values using Black-Scholes option-pricing model for ESSP and stock options | Year Ended MSUs December 31, January 2, January 3, Expected volatility 30 % 31 % 33 % Risk-free interest rate % 0.9 % 1.0 % 0.7 % Expected term (in years) 2.9 2.9 2.8 Dividend yield — — — |
Market Stock Units | |
Schedule of assumptions used to estimate fair values using Monte Carlo simulation model for Stock Incentive Plan | Year Ended Stock Options December 31, January 2, January 3, Expected volatility 32 % — — Risk-free interest rate % 1.3 % — — Expected term (in years) 5.4 — — Dividend yield — — — |
2009 Employee Stock Purchase Plan | |
Schedule of assumptions used to estimate fair values using Black-Scholes option-pricing model for ESSP and stock options | Year Ended Employee Stock Purchase Plan December 31, January 2, January 3, Expected volatility 30 % 31 % 28 % Risk-free interest rate % 0.6 % 0.2 % 0.2 % Expected term (in months) 15 8 15 Dividend yield — — — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Schedule of minimum annual future rentals | The minimum annual future rentals under the terms of these leases as of December 31, 2016 are as follows (in thousands): Fiscal Year 2017 5,139 2018 3,852 2019 2,700 2020 2,432 2021 2,286 Thereafter 4,638 ​ ​ ​ ​ Total minimum lease payments 21,047 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of income before income taxes | Income before income taxes includes the following components (in thousands): Year Ended December 31, January 2, January 3, Domestic 4,313 2,249 38,174 Foreign 60,183 28,014 10,866 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 64,496 30,263 49,040 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of provision for income taxes | The provision for income taxes consists of the following (in thousands): Year Ended December 31, January 2, January 3, Current: Domestic 2,639 951 7,083 International 4,421 3,015 882 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Current 7,060 3,966 7,965 Deferred: Domestic (2,430 ) (5,825 ) 2,352 International (1,628 ) 2,536 702 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Deferred (4,058 ) (3,289 ) 3,054 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Provision for income taxes 3,002 677 11,019 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of reconciliation of statutory tax rate to effective tax rate | The reconciliation of the federal statutory tax rate to the Company's effective tax rate is as follows: Year Ended December 31, January 2, January 3, Federal statutory rate 35.0 % 35.0 % 35.0 % Foreign tax rate benefit (27.2 ) (30.7 ) (3.5 ) Research and development tax credits (4.1 ) (5.6 ) (8.6 ) Release of prior year unrecognized tax benefits (1.7 ) (1.9 ) (2.6 ) Excess officer compensation 1.4 3.2 2.3 Change in cost-sharing treatment of stock-based compensation (0.5 ) (7.1 ) — Change in prior period valuation allowance (0.6 ) 8.8 (1.4 ) Other 2.4 0.5 1.3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective Tax Rate 4.7 % 2.2 % 22.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of significant components of deferred taxes | Significant components of the Company's deferred taxes as of December 31, 2016 and January 2, 2016 are as follows (in thousands): December 31, January 2, Deferred tax assets: Net operating loss carryforwards 21,187 25,869 Research and development tax credit carryforwards 15,068 13,335 Stock-based compensation 7,396 8,757 Capitalized research and development 6,802 8,741 Deferred income on shipments to distributors 9,338 7,413 Expected future cost-sharing adjustment 29,719 25,896 Accrued liabilities and other 11,321 8,619 ​ ​ ​ ​ ​ ​ ​ 100,831 98,630 Less: Valuation allowance (12,361 ) (10,264 ) ​ ​ ​ ​ ​ ​ ​ 88,470 88,366 Deferred tax liabilities: Acquired intangible assets 25,785 33,020 Depreciation and amortization 2,939 2,349 Unremitted foreign earnings for expected future cost-sharing adjustment 31,165 27,495 Prepaid expenses and other 3,069 1,991 ​ ​ ​ ​ ​ ​ ​ 62,958 64,855 ​ ​ ​ ​ ​ ​ ​ Net deferred tax assets 25,512 23,511 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of activity related to gross unrecognized tax benefits | The following table summarizes the activity related to gross unrecognized tax benefits (in thousands): Year Ended December 31, January 2, January 3, Beginning balance 3,610 3,929 4,998 Additions based on tax positions related to current year 439 432 465 Additions based on tax positions related to prior years 99 — 58 Reductions for tax positions as a result of a lapse of the applicable statute of limitations (1,094 ) (751 ) (1,592 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ending balance 3,054 3,610 3,929 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Summary of the Company's revenue by product category | The following summarizes the Company's revenue by product category (in thousands): Year Ended December 31, January 2, January 3, Internet of Things 314,614 262,329 209,005 Broadcast 157,746 161,787 204,256 Infrastructure 147,677 121,974 108,123 Access 77,589 98,736 99,320 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 697,626 644,826 620,704 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of revenue attributed to geographic area based on the end customer's shipped-to location | Revenue is attributed to a geographic area based on the shipped-to location. The following summarizes the Company's revenue by geographic area (in thousands): Year Ended December 31, January 2, January 3, United States 94,583 96,959 89,935 China 291,974 281,306 271,818 Rest of world 311,069 266,561 258,951 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 697,626 644,826 620,704 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of property and equipment, net by geographic area | The following summarizes the Company's property and equipment, net by geographic area (in thousands): December 31, January 2, United States 124,163 126,404 Rest of world 5,396 4,728 ​ ​ ​ ​ ​ ​ ​ Total 129,559 131,132 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Significant Accounting Polici40
Significant Accounting Policies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Basis of Presentation and Principles of Consolidation | |||
Length of fiscal year | 364 days | 364 days | 371 days |
Impairment charges on equity investments | $ 0 | ||
Advertising | |||
Advertising expenses | $ 1.6 | $ 1.8 | $ 1.7 |
Buildings | |||
Property and Equipment | |||
Useful life | 40 years | ||
Leasehold interest in ground leases | |||
Property and Equipment | |||
Useful life | 86 years | ||
Low end of range | |||
Basis of Presentation and Principles of Consolidation | |||
Length of fiscal year | 364 days | ||
Property and Equipment | |||
Useful life | 3 years | ||
Long-Lived Assets | |||
Useful lives of purchased intangible assets | 2 years | ||
High end of range | |||
Basis of Presentation and Principles of Consolidation | |||
Length of fiscal year | 371 days | ||
Property and Equipment | |||
Useful life | 7 years | ||
Long-Lived Assets | |||
Useful lives of purchased intangible assets | 12 years |
Significant Accounting Polici41
Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Recent Accounting Pronouncements | ||
Retained earnings | $ (801,999) | $ (747,749) |
Accounting Standards Update 2016-16 - Intra-Entity Transfers of Assets Other Than Inventory | Early Adoption, Effect | Low end of range | ||
Recent Accounting Pronouncements | ||
Retained earnings | 0 | |
Non-current assets and Deferred tax assets | 0 | |
Accounting Standards Update 2016-16 - Intra-Entity Transfers of Assets Other Than Inventory | Early Adoption, Effect | High end of range | ||
Recent Accounting Pronouncements | ||
Retained earnings | 2,500 | |
Non-current assets and Deferred tax assets | $ 2,500 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Earnings Per Share | |||
Net income | $ 61,494 | $ 29,586 | $ 38,021 |
Shares used in computing basic earnings per share | 41,713 | 42,309 | 42,970 |
Effect of dilutive securities: | |||
Stock options and other stock-based awards (in shares) | 663 | 636 | 823 |
Shares used in computing diluted earnings per share | 42,376 | 42,945 | 43,793 |
Earnings per share: | |||
Basic (in dollars per share) | $ 1.47 | $ 0.70 | $ 0.88 |
Diluted (in dollars per share) | $ 1.45 | $ 0.69 | $ 0.87 |
Shares excluded from computation of diluted earning per share | 100 | 100 | 100 |
Fair Value of Financial Instr43
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | $ 153,961 | $ 128,901 |
Total long-term investments | 5,196 | 7,126 |
Assets and liabilities measured at fair value on recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 69,432 | 37,721 |
Total short-term investments | 12,416 | |
Total assets at fair value | 81,848 | 37,721 |
Assets and liabilities measured at fair value on recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 69,432 | 37,721 |
Assets and liabilities measured at fair value on recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 12,416 | |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 11,057 | 17,293 |
Total short-term investments | 141,545 | 128,901 |
Derivative instruments | 1,808 | 92 |
Other assets, net | 1,808 | 92 |
Total assets at fair value | 154,410 | 146,286 |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 7,153 | 2,845 |
Total short-term investments | 8,000 | |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 11,272 | |
Total short-term investments | 5,233 | 11,176 |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 3,904 | 1,577 |
Total short-term investments | 79,702 | 93,516 |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Variable-rate demand notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 16,400 | 8,995 |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 8,173 | |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | US government agency | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 1,599 | |
Total short-term investments | 3,998 | |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | International government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 1,001 | 2,220 |
Assets and liabilities measured at fair value on recurring basis | Significant Other Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 31,036 | 996 |
Assets and liabilities measured at fair value on recurring basis | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total long-term investments | 5,196 | 7,126 |
Total assets at fair value | 5,196 | 7,126 |
Total liabilities at fair value | 14,073 | |
Assets and liabilities measured at fair value on recurring basis | Significant Unobservable Inputs (Level 3) | Accrued expenses: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, current | 4,749 | |
Assets and liabilities measured at fair value on recurring basis | Significant Unobservable Inputs (Level 3) | Other non-current liabilities: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, noncurrent | 9,324 | |
Assets and liabilities measured at fair value on recurring basis | Significant Unobservable Inputs (Level 3) | Auction rate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total long-term investments | 5,196 | 7,126 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 80,489 | 55,014 |
Total short-term investments | 153,961 | 128,901 |
Total long-term investments | 5,196 | 7,126 |
Derivative instruments | 1,808 | 92 |
Other assets, net | 1,808 | 92 |
Total assets at fair value | 241,454 | 191,133 |
Total liabilities at fair value | 14,073 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Accrued expenses: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, current | 4,749 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Other non-current liabilities: | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, noncurrent | 9,324 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 69,432 | 37,721 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 7,153 | 2,845 |
Total short-term investments | 8,000 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 11,272 | |
Total short-term investments | 5,233 | 11,176 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 3,904 | 1,577 |
Total short-term investments | 79,702 | 93,516 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Variable-rate demand notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 16,400 | 8,995 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 8,173 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | US government agency | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 1,599 | |
Total short-term investments | 3,998 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | International government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 1,001 | 2,220 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Auction rate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total long-term investments | 5,196 | 7,126 |
Fair Value | Assets and liabilities measured at fair value on recurring basis | U.S. government bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 12,416 | |
Fair Value | Assets and liabilities measured at fair value on recurring basis | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | $ 31,036 | $ 996 |
Fair Value of Financial Instr44
Fair Value of Financial Instruments - Available-for-sale investments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Cost | ||
Due in one year or less, Cost | $ 159,670 | |
Due after one year through ten years, Cost | 59,628 | |
Due after ten years, Cost | 21,400 | |
Total Cost | 240,698 | |
Fair Value | ||
Due in one year or less, Fair Value | 159,624 | |
Due after one year through ten years, Fair Value | 59,426 | |
Due after ten years, Fair Value | 20,596 | |
Total Fair Value | 239,646 | |
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 101,480 | $ 32,487 |
Fair value of available-for-sale securities, continuous loss position for 12 months or greater | 5,196 | 8,324 |
Total fair value of available-for-sale securities, continuous loss position | 106,676 | 40,811 |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (288) | (40) |
Available-for-sale securities, continuous loss position for 12 months or greater, gross unrealized losses | (804) | (876) |
Available-for-sale securities, total gross unrealized losses | (1,092) | (916) |
Municipal bonds | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 69,379 | 29,271 |
Fair value of available-for-sale securities, continuous loss position for 12 months or greater | 1,198 | |
Total fair value of available-for-sale securities, continuous loss position | 69,379 | 30,469 |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (140) | (30) |
Available-for-sale securities, continuous loss position for 12 months or greater, gross unrealized losses | (2) | |
Available-for-sale securities, total gross unrealized losses | (140) | (32) |
Corporate bonds | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 18,561 | 996 |
Total fair value of available-for-sale securities, continuous loss position | 18,561 | 996 |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (128) | (3) |
Available-for-sale securities, total gross unrealized losses | (128) | (3) |
U.S. government bonds | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 10,364 | |
Total fair value of available-for-sale securities, continuous loss position | 10,364 | |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (16) | |
Available-for-sale securities, total gross unrealized losses | (16) | |
Auction rate securities | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for 12 months or greater | 5,196 | 7,126 |
Total fair value of available-for-sale securities, continuous loss position | 5,196 | 7,126 |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for 12 months or greater, gross unrealized losses | (804) | (874) |
Available-for-sale securities, total gross unrealized losses | (804) | (874) |
Asset-backed securities | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 3,176 | |
Total fair value of available-for-sale securities, continuous loss position | 3,176 | |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (4) | |
Available-for-sale securities, total gross unrealized losses | $ (4) | |
International government bonds | ||
Continuous unrealized loss position, Fair Value | ||
Fair value of available-for-sale securities, continuous loss position for less than 12 months | 2,220 | |
Total fair value of available-for-sale securities, continuous loss position | 2,220 | |
Continuous unrealized loss position, Gross Unrealized Losses | ||
Available-for-sale securities, continuous loss position for less than 12 months, gross unrealized losses | (7) | |
Available-for-sale securities, total gross unrealized losses | $ (7) |
Fair Value of Financial Instr45
Fair Value of Financial Instruments - Auction Rate Securities (Details) - Significant Unobservable Inputs (Level 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Assets and liabilities measured at fair value on recurring basis | |||
Quantitative information for Level 3 Fair Value Measurements Assets | |||
Fair value balance at the end of the year | $ 5,196 | ||
Auction rate securities | Weighted Average | Discounted cash flow | |||
Quantitative information for Level 3 Fair Value Measurements Assets | |||
Estimated yield (as a percent) | 1.09% | ||
Expected holding period | 10 years | ||
Estimated discount rate (as a percent) | 3.89% | ||
Auction rate securities | Assets and liabilities measured at fair value on recurring basis | |||
Quantitative information for Level 3 Fair Value Measurements Assets | |||
Fair value balance at the end of the year | $ 5,196 | $ 7,126 | $ 7,419 |
Fair Value of Financial Instr46
Fair Value of Financial Instruments - Assets in Level 3 (Details) - Assets and liabilities measured at fair value on recurring basis - Significant Unobservable Inputs (Level 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Fair value assets reconciliation of changes | ||
Balance at the end of the year | $ 5,196 | |
Auction rate securities | ||
Fair value assets reconciliation of changes | ||
Balance at the beginning of the year | 7,126 | $ 7,419 |
Settlements | (2,000) | |
Gain (loss) included in other comprehensive income (loss) | 70 | (293) |
Balance at the end of the year | $ 5,196 | $ 7,126 |
Fair Value of Financial Instr47
Fair Value of Financial Instruments - Liabilities in Level 3 (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Fair value liabilities reconciliation of changes | ||
Fair value of debt | $ 72,500 | $ 77,500 |
Energy Micro | ||
Fair value liabilities reconciliation of changes | ||
(Gain) loss recognized in earnings | (2,700) | |
Assets and liabilities measured at fair value on recurring basis | Significant Unobservable Inputs (Level 3) | Contingent consideration | ||
Fair value liabilities reconciliation of changes | ||
Beginning balance | 14,073 | 18,438 |
Settlements | (11,375) | (4,464) |
(Gain) loss recognized in earnings | $ (2,698) | 99 |
Balance at the end of the year | 14,073 | |
Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: | $ (99) |
Derivative Financial Instrume48
Derivative Financial Instruments (Details) - Interest rate swaps - USD ($) $ in Millions | Jul. 08, 2016 | Dec. 31, 2016 |
Notional amount | ||
Remaining notional value | $ 72.5 | |
Cash flow hedges | ||
Notional amount | ||
Original notional value | $ 72.5 |
Derivative Financial Instrume49
Derivative Financial Instruments - Financial Instrument (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Other assets, net | ||
Derivative financial instrument | ||
Fair value of interest rate swap | $ 1,808 | $ 92 |
Derivative Financial Instrume50
Derivative Financial Instruments - Before-tax Effect (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)contract | Jan. 02, 2016USD ($)contract | Jan. 03, 2015USD ($) | |
Derivative Instruments, Gain (Loss) | |||
Reclassification of interest rate swap gains included in accumulated other comprehensive income (loss) into earnings in the next 12 months | $ 100 | ||
Not Designated as Hedging Instrument | Foreign currency forward contracts | |||
Derivative Instruments, Gain (Loss) | |||
Number of foreign currency forward contract held | contract | 1 | 1 | |
Original notional value | $ 3,900 | $ 5,100 | |
Not Designated as Hedging Instrument | Foreign currency forward contracts | Other income (expense), net | |||
Derivative Instruments, Gain (Loss) | |||
Gain (Loss) Recognized in Income | (92) | 935 | $ 1,075 |
Cash flow hedges | Interest rate swaps | |||
Derivative Instruments, Gain (Loss) | |||
Gain (Loss) Recognized in OCI on Derivatives (Effective Portion) during period | 1,466 | (728) | (799) |
Original notional value | 72,500 | ||
Cash flow hedges | Interest rate swaps | Interest expense | |||
Derivative Instruments, Gain (Loss) | |||
Loss Reclassified from Accumulated OCI into Income (Effective Portion), during the Year Ended | $ (249) | $ (489) | $ (618) |
Balance Sheet Details (Details)
Balance Sheet Details (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Property and Equipment | ||
Property and equipment, gross | $ 227,553 | $ 217,163 |
Accumulated depreciation | (97,994) | (86,031) |
Property, Plant and Equipment, Net, Total | 129,559 | 131,132 |
Accounts receivable, net | ||
Accounts receivable | 75,035 | 74,272 |
Allowance for doubtful accounts | (634) | (671) |
Accounts receivable, net | 74,401 | 73,601 |
Inventories | ||
Work in progress | 40,755 | 36,774 |
Finished goods | 18,823 | 17,121 |
Total inventories | 59,578 | 53,895 |
Prepaid Expenses and Other Current Assets | ||
Distributor Advances | 40,205 | 36,743 |
Other | 21,600 | 15,915 |
Prepaid expenses and other current assets | 61,805 | 52,658 |
Accrued Expenses | ||
Accrued compensation and benefits | 28,781 | 27,304 |
Other | 21,319 | 24,827 |
Accrued Liabilities, Current, Total | 50,100 | 52,131 |
Other Non-current Liabilities | ||
Software license accruals | 14,436 | 1,107 |
Deferred tax liabilities | 13,119 | 13,741 |
Other | 15,136 | 25,680 |
Other non-current liabilities | 42,691 | 40,528 |
Buildings and improvements | ||
Property and Equipment | ||
Property and equipment, gross | 94,977 | 94,607 |
Equipment | ||
Property and Equipment | ||
Property and equipment, gross | 57,677 | 55,072 |
Computers and purchased software | ||
Property and Equipment | ||
Property and equipment, gross | 35,492 | 29,663 |
Leasehold interest in ground leases | ||
Property and Equipment | ||
Property and equipment, gross | 23,840 | 23,840 |
Furniture and fixtures | ||
Property and Equipment | ||
Property and equipment, gross | 5,484 | 4,777 |
Leasehold improvements | ||
Property and Equipment | ||
Property and equipment, gross | $ 10,083 | $ 9,204 |
Risks and Uncertainties (Detail
Risks and Uncertainties (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Jan. 02, 2016 | Jan. 03, 2015 | |
Risks and uncertainties | |||
Carrying value of cost method investment | $ 2.8 | ||
Number of Notes Receivable | item | 2 | ||
Interest rate on unsettled balances due upon demand (as a percent) | 0.00% | ||
First notes receivable | |||
Risks and uncertainties | |||
Notes receivable principal amount | $ 1.5 | ||
Second notes receivable | |||
Risks and uncertainties | |||
Notes receivable principal amount | $ 0.7 | ||
Accounts receivable | Customers | Edom Technology | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 19.00% | 17.00% | |
Accounts receivable | Customers | Avnet | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 12.00% | 14.00% | |
Accounts receivable | Customers | Arrow Electronics | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 13.00% | 17.00% | |
Revenue | Edom Technology | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 17.00% | 20.00% | 20.00% |
Revenue | Avnet | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 13.00% | 12.00% | 12.00% |
Revenue | Arrow Electronics | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 11.00% | ||
Revenue | Arrow Electronics | High end of range | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 10.00% | 10.00% | |
Revenue | Customers | Samsung | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 12.00% | ||
Revenue | Customers | Samsung | High end of range | |||
Risks and uncertainties | |||
Concentrations of credit risk (as a percent) | 10.00% | 10.00% |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | Oct. 03, 2016 | Mar. 11, 2016 | Nov. 20, 2015 | Jan. 30, 2015 | Apr. 04, 2015 | Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 |
Acquisition | ||||||||
Purchase price allocated to goodwill | $ 276,130 | $ 272,722 | $ 228,781 | |||||
Payment of earn-out for the first annual period | 9,500 | 4,464 | ||||||
Purchase price allocation | ||||||||
Goodwill | $ 276,130 | 272,722 | 228,781 | |||||
Weighted-Average Amortization Period (Years) | 9 years | |||||||
Customer relationships | ||||||||
Purchase price allocation | ||||||||
Weighted-Average Amortization Period (Years) | 7 years | |||||||
Trademarks | ||||||||
Purchase price allocation | ||||||||
Weighted-Average Amortization Period (Years) | 7 years | |||||||
Telegesis | ||||||||
Acquisition | ||||||||
Cash consideration | $ 19,900 | |||||||
Purchase price allocated to goodwill | 9,344 | |||||||
Amount of initial consideration held in escrow by the company as security for breaches of representations and warranties and certain other expressly enumerated matters | 2,900 | |||||||
Purchase price allocation | ||||||||
Intangible assets | 7,390 | |||||||
Cash and cash equivalents | 717 | |||||||
Other current assets | 4,545 | |||||||
Goodwill | 9,344 | |||||||
Other non-current assets | 131 | |||||||
Current liabilities | (689) | |||||||
Non-current deferred tax liabilities | (1,508) | |||||||
Total purchase price | 19,930 | |||||||
Acquisition-related costs recorded in selling, general and administrative expenses | 500 | |||||||
Telegesis | Developed technology | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 4,980 | |||||||
Weighted-Average Amortization Period (Years) | 7 years | |||||||
Telegesis | Customer relationships | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 2,000 | |||||||
Weighted-Average Amortization Period (Years) | 3 years | |||||||
Telegesis | Trademarks | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 400 | |||||||
Weighted-Average Amortization Period (Years) | 3 years | |||||||
Telegesis | In-process research and development | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 10 | |||||||
Bluegiga | ||||||||
Acquisition | ||||||||
Cash consideration | $ 58,000 | |||||||
Purchase price allocated to goodwill | 34,597 | |||||||
Purchase price allocation | ||||||||
Intangible assets | 25,450 | |||||||
Cash and cash equivalents | 1,132 | |||||||
Other current assets | 6,156 | |||||||
Goodwill | 34,597 | |||||||
Other non-current assets | 208 | |||||||
Current liabilities | (3,289) | |||||||
Non-current deferred tax liabilities | (3,780) | |||||||
Long-term debt | (2,232) | |||||||
Other non-current liabilities | (220) | |||||||
Total purchase price | $ 58,022 | |||||||
Acquisition-related costs recorded in selling, general and administrative expenses | 1,200 | |||||||
Discount rate applicable to the cash flows (as a percent) | 16.10% | |||||||
Bluegiga | Developed technology | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 12,190 | |||||||
Weighted-Average Amortization Period (Years) | 8 years | |||||||
Bluegiga | Customer relationships | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 6,670 | |||||||
Weighted-Average Amortization Period (Years) | 4 years | |||||||
Bluegiga | Trademarks | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 880 | |||||||
Weighted-Average Amortization Period (Years) | 3 years | |||||||
Bluegiga | In-process research and development | ||||||||
Purchase price allocation | ||||||||
Intangible assets | $ 5,710 | |||||||
Energy Micro | ||||||||
Acquisition | ||||||||
Cash consideration | $ 20,000 | |||||||
Payment of earn-out for the first annual period | $ 6,300 | |||||||
Earn-out payment representing the Departure Percentage portion and recorded as compensation expense | $ 1,800 | |||||||
Remaining Earn-out payment representing additional consideration | $ 4,500 | |||||||
Earn-Out, fair value | $ 16,000 | |||||||
Potential maximum contingent consideration that could be paid | 26,700 | |||||||
Additional consideration | 11,400 | |||||||
Compensation expense | $ 4,600 | 2,700 | $ 1,900 | |||||
Gain from the adjustment to fair value due to settlement | 2,700 | |||||||
Micrium | ||||||||
Acquisition | ||||||||
Total consideration | $ 12,400 | |||||||
Cash consideration | 8,200 | |||||||
Stock consideration | 4,200 | |||||||
Additional stock consideration based on economic substance | $ 1,000 | |||||||
Post-combination compensation expense recognition period (in years) | 4 years | |||||||
Consideration held in escrow | $ 1,500 | |||||||
Purchase price allocated to intangible assets | 9,500 | 9,500 | ||||||
Purchase price allocated to goodwill | 3,400 | |||||||
Purchase price allocated to net tangible assets | (500) | |||||||
Purchase price allocation | ||||||||
Goodwill | $ 3,400 | |||||||
Micrium | Selling, general and administrative | ||||||||
Acquisition | ||||||||
Acquisition-related costs | $ 300 |
Goodwill and Other Intangible54
Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | Oct. 03, 2016 | |
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Weighted-Average Amortization Period (Years) | 9 years | |||
Intangible assets subject to amortization, Gross Amount | $ 188,981 | $ 200,223 | ||
Intangible assets subject to amortization, Accumulated Amortization | (85,416) | (80,109) | ||
Total intangible assets, Gross Amount | 188,981 | 201,463 | ||
Amortization expense related to intangible assets | 27,300 | 26,500 | $ 17,900 | |
Goodwill | ||||
Goodwill, Beginning Balance | 272,722 | 228,781 | ||
Additions due to business combinations | 3,408 | 43,941 | ||
Goodwill, Ending Balance | 276,130 | 272,722 | $ 228,781 | |
Estimated aggregate amortization expense for intangible assets subject to amortization for each of the five succeeding fiscal years | ||||
2,017 | 24,957 | |||
2,018 | 22,890 | |||
2,019 | 17,192 | |||
2,020 | 14,697 | |||
2,021 | 10,308 | |||
In-process research and development | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Intangible assets not subject to amortization, Gross and Net Amount | 1,240 | |||
Micrium | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Amount of intangible assets acquired | (12,500) | |||
Removal of fully amortized intangible assets | 22,000 | |||
Acquired intangible assets | $ 9,500 | $ 9,500 | ||
Core and developed technology | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Weighted-Average Amortization Period (Years) | 9 years | |||
Intangible assets subject to amortization, Gross Amount | $ 157,321 | 170,541 | ||
Intangible assets subject to amortization, Accumulated Amortization | $ (70,181) | (70,135) | ||
Customer relationships | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Weighted-Average Amortization Period (Years) | 7 years | |||
Intangible assets subject to amortization, Gross Amount | $ 24,970 | 23,170 | ||
Intangible assets subject to amortization, Accumulated Amortization | $ (11,356) | (7,259) | ||
Patents | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Weighted-Average Amortization Period (Years) | 6 years | |||
Intangible assets subject to amortization, Gross Amount | $ 3,000 | 3,022 | ||
Intangible assets subject to amortization, Accumulated Amortization | $ (2,250) | (1,763) | ||
Trademarks | ||||
Gross carrying amount and accumulated amortization of other intangible assets | ||||
Weighted-Average Amortization Period (Years) | 7 years | |||
Intangible assets subject to amortization, Gross Amount | $ 3,690 | 3,490 | ||
Intangible assets subject to amortization, Accumulated Amortization | $ (1,629) | $ (952) |
Debt (Details)
Debt (Details) $ in Millions | Jul. 24, 2015USD ($) | Jul. 31, 2012USD ($) | Dec. 31, 2016 |
Term Loan Facility | |||
Debt | |||
Maximum borrowing capacity | $ 100 | ||
Term Loan Facility | Interest rate swaps | |||
Debt | |||
Fixed interest rate percentage | 0.875% | ||
Combined interest rate percentage | 2.375% | ||
Credit Agreement | |||
Debt | |||
Maximum borrowing capacity | $ 230 | ||
Term of debt instrument | 5 years | ||
Amount borrowed under the Amended Credit Agreement | $ 82.5 | ||
Maximum leverage ratio | 3 | ||
Minimum fixed charge coverage ratio | 1.25 | ||
Revolving Credit Facility | |||
Debt | |||
Maximum borrowing capacity | $ 300 | $ 130 | |
Term of debt instrument | 5 years | ||
Sublimit on letters of credit | $ 25 | ||
Sublimit on swingline loan | 10 | ||
Additional increase in borrowing capacity of the line of credit available at the entity's option | $ 200 | ||
Revolving credit facility, other than swingline loans | Federal Funds | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 0.50% | ||
Revolving credit facility, other than swingline loans | Eurodollar base rate | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 1.00% | ||
Revolving credit facility, other than swingline loans | Eurodollar | Low end of range | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 1.25% | ||
Revolving credit facility, other than swingline loans | Eurodollar | High end of range | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 2.00% | ||
Term loan facility, revolving credit facility, swingline and other loans | Base rate | Low end of range | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 0.25% | ||
Term loan facility, revolving credit facility, swingline and other loans | Base rate | High end of range | |||
Debt | |||
Interest rate added to the base rate (as a percent) | 1.00% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | Jan. 31, 2017 | Aug. 31, 2015 | Oct. 31, 2014 | Jan. 31, 2014 | |
Number of shares of common stock issued | 1,100 | ||||||
Program Amount authorized to repurchase | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 | |||
Components of accumulated other comprehensive income (loss), net of taxes | |||||||
Balance | $ 761,114 | $ 758,056 | $ 738,562 | ||||
Other comprehensive income (loss) | 999 | (425) | 602 | ||||
Balance | $ 826,958 | $ 761,114 | $ 758,056 | ||||
Common Stock | |||||||
Repurchase of common stock (in shares) | (893) | (1,650) | (1,678) | ||||
Components of accumulated other comprehensive income (loss), net of taxes | |||||||
Balance | $ 4 | $ 4 | $ 4 | ||||
Balance | 4 | 4 | 4 | ||||
Unrealized Gain on Cash Flow Hedge | |||||||
Components of accumulated other comprehensive income (loss), net of taxes | |||||||
Balance | 60 | 215 | 333 | ||||
Other comprehensive income ( loss) before reclassifications | 953 | (473) | (520) | ||||
Amounts reclassified from accumulated other comprehensive income (loss) | 162 | 318 | 402 | ||||
Other comprehensive income (loss) | 1,115 | (155) | (118) | ||||
Balance | 1,175 | 60 | 215 | ||||
Net Unrealized Losses on Available-For-Sale Securities | |||||||
Components of accumulated other comprehensive income (loss), net of taxes | |||||||
Balance | (567) | (297) | (1,017) | ||||
Other comprehensive income ( loss) before reclassifications | (116) | (276) | 720 | ||||
Amounts reclassified from accumulated other comprehensive income (loss) | 6 | ||||||
Other comprehensive income (loss) | (116) | (270) | 720 | ||||
Balance | (683) | (567) | (297) | ||||
Accumulated Other Comprehensive Loss | |||||||
Components of accumulated other comprehensive income (loss), net of taxes | |||||||
Balance | (507) | (82) | (684) | ||||
Other comprehensive income ( loss) before reclassifications | 837 | (749) | 200 | ||||
Amounts reclassified from accumulated other comprehensive income (loss) | 162 | 324 | 402 | ||||
Other comprehensive income (loss) | 999 | (425) | 602 | ||||
Balance | $ 492 | $ (507) | $ (82) | ||||
Micrium | |||||||
Number of shares of common stock issued | 100 |
Stockholders' Equity - Amounts
Stockholders' Equity - Amounts Reclassed from AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Amounts Reclassified from AOCI | |||
Interest expense | $ (2,587) | $ (2,828) | $ (3,154) |
Interest income | 1,291 | 730 | 1,007 |
Income before income taxes | 64,496 | 30,263 | 49,040 |
Income tax benefit | (3,002) | (677) | (11,019) |
Net income | 61,494 | 29,586 | 38,021 |
Net changes to available-for-sale securities: | |||
Unrealized gains (losses) arising during the period | 63 | 149 | (387) |
Reclassification for losses included in net income | (4) | ||
Net changes to cash flow hedges: | |||
Unrealized gains (losses) arising during the period | (513) | 255 | 279 |
Reclassification for losses included in net income | (87) | (171) | (216) |
Other comprehensive income | (537) | 229 | (324) |
Reclassifications From Accumulated Other Comprehensive Loss | |||
Amounts Reclassified from AOCI | |||
Income before income taxes | (249) | (499) | (618) |
Income tax benefit | 87 | 175 | 216 |
Net income | (162) | (324) | (402) |
Unrealized Gain on Cash Flow Hedge | Reclassifications From Accumulated Other Comprehensive Loss | |||
Amounts Reclassified from AOCI | |||
Interest expense | $ (249) | (489) | $ (618) |
Net Unrealized Losses on Available-For-Sale Securities | Reclassifications From Accumulated Other Comprehensive Loss | |||
Amounts Reclassified from AOCI | |||
Interest income | $ (10) |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)itememployee$ / sharesshares | Jan. 02, 2016USD ($)employeeshares | Jan. 03, 2015shares | |
Stock-based compensation costs | |||
SG&A expense related to modifications to equity awards | $ | $ 900 | $ 2,300 | |
Number of employee terminated | employee | 3 | 2 | |
Stock options | |||
Stock-based compensation costs | |||
Stock options granted (in shares) | 173,000 | ||
Fair value assumptions | |||
Expected volatility (as a percent) | 32.00% | ||
Risk-free interest rate % | 1.30% | ||
Expected term | 5 years 4 months 24 days | ||
Market Stock Units | |||
Fair value assumptions | |||
Expected volatility (as a percent) | 30.00% | 31.00% | 33.00% |
Risk-free interest rate % | 0.90% | 1.00% | 0.70% |
Expected term | 2 years 10 months 24 days | 2 years 10 months 24 days | 2 years 9 months 18 days |
2009 Stock Incentive Plan | |||
Stock-based compensation costs | |||
Number of share pools under the 2009 Plan | item | 2 | ||
2009 Stock Incentive Plan | Low end of range | |||
Stock-based compensation costs | |||
Award vesting period | 3 years | ||
2009 Stock Incentive Plan | High end of range | |||
Stock-based compensation costs | |||
Award vesting period | 4 years | ||
2009 Stock Incentive Plan | Stock options | |||
Stock-based compensation costs | |||
Minimum exercise price as percentage of fair market value of shares on the date of grant | 100.00% | ||
Number of shares granted | 200,000 | 0 | 0 |
2009 Stock Incentive Plan | Full value awards | |||
Stock-based compensation costs | |||
Number of shares granted | 1,300,000 | 900,000 | 800,000 |
2009 Stock Incentive Plan | Full value awards | Prior Pool | |||
Stock-based compensation costs | |||
Number of shares deducted for each share granted under 2009 Stock Incentive Plan | 1.55 | ||
2009 Stock Incentive Plan | Market Stock Units | |||
Stock-based compensation costs | |||
Award vesting period | 3 years | ||
Number of shares granted | 65,000 | 89,000 | 76,000 |
Fair value assumptions | |||
Cash consideration based upon achievement of specified levels of market conditions | $ | $ 0 | ||
2009 Stock Incentive Plan | Stock options and stock appreciation rights | Prior Pool | |||
Stock-based compensation costs | |||
Number of shares deducted for each share granted under 2009 Stock Incentive Plan | 1 | ||
2009 Stock Incentive Plan | Stock options, stock appreciation rights and full value awards | New Pool | |||
Stock-based compensation costs | |||
Number of shares deducted for each share granted under 2009 Stock Incentive Plan | 1 | ||
2009 Stock Incentive Plan | Performance-based stock awards | |||
Stock-based compensation costs | |||
Award vesting period | 3 years | ||
Number of shares granted | 65,000 | ||
Fair value assumptions | |||
Cash consideration based upon achievement of specified levels of market conditions | $ | $ 0 | ||
2000 Stock Incentive Plan | Low end of range | |||
Stock-based compensation costs | |||
Award vesting period | 3 years | ||
2000 Stock Incentive Plan | High end of range | |||
Stock-based compensation costs | |||
Award vesting period | 8 years | ||
2000 Stock Incentive Plan | Stock options | High end of range | |||
Stock-based compensation costs | |||
Term of award | 10 years | ||
2009 Employee Stock Purchase Plan | |||
Stock-based compensation costs | |||
Minimum exercise price as percentage of fair market value of shares on the date of grant | 85.00% | ||
Maximum term of offering | 24 months | ||
Shares issued | 224,000 | 210,000 | 204,000 |
Weighted-average fair value for purchase rights granted (in dollars per share) | $ / shares | $ 13.43 | ||
Fair value assumptions | |||
Expected volatility (as a percent) | 30.00% | 31.00% | 28.00% |
Risk-free interest rate % | 0.60% | 0.20% | 0.20% |
Expected term | 15 months | 8 months | 15 months |
Stock-Based Compensation - Opti
Stock-Based Compensation - Options, RSAs, RSUs and MSUs Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Summary of stock-based payment and stock option values | |||
Total unrecognized compensation costs related to granted stock options and awards | $ 52,100 | ||
Weighted-average period of recognition of unrecognized compensation costs | 2 years 2 months 12 days | ||
Cash received for the issuance of common stock, net of shares withheld for taxes | $ 2,200 | ||
Stock options | |||
Stock options activity | |||
Outstanding at the beginning of the year (in shares) | 212 | ||
Granted ( in shares) | 173 | ||
Exercised (in shares) | (137) | ||
Cancelled or expired (in shares) | (20) | ||
Outstanding at the end of the year (in shares) | 228 | 212 | |
Vested and expected to vest at the end of the year (in shares) | 209 | ||
Exercisable at the end of the year (in shares) | 55 | ||
Weighted-Average Exercise Price | |||
Outstanding at the beginning of the year (in dollars per share) | $ 34.64 | ||
Granted (in dollars per share) | 40.39 | ||
Exercised (in dollars per share) | 33.08 | ||
Cancelled or expired (in dollars per share) | 57.26 | ||
Outstanding at the end of the year (in dollars per share) | 37.95 | $ 34.64 | |
Vested and expected to vest at the end of the year (in dollars per share) | 37.74 | ||
Exercisable at the end of the year (in dollars per share) | $ 30.31 | ||
Weighted-Average Remaining Contractual Term (In Years) | |||
Outstanding at the end of the year | 7 years 1 month 21 days | ||
Vested and expected to vest at the end of the year | 6 years 11 months 19 days | ||
Exercisable at the end of the year | 11 months 16 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the year (in dollars) | $ 6,165 | ||
Vested and expected to vest at the end of the year (in dollars) | 5,708 | ||
Options exercisable at the end of the year (in dollars) | 1,908 | ||
Summary of stock-based payment and stock option values | |||
Intrinsic value of stock options exercised | $ 2,560 | $ 6,612 | $ 5,674 |
RSAs and RSUs | |||
Summary of restricted stock awards and restricted stock units | |||
Outstanding at the beginning the of year (in shares) | 1,554 | ||
Granted (in shares) | 1,169 | ||
Vested, earned or issued (in shares) | (871) | ||
Cancelled or forfeited (in shares) | (163) | ||
Outstanding at the end of the year (in shares) | 1,689 | 1,554 | |
Outstanding at the end of the year and expected to vest (in shares) | 1,568 | ||
Weighted-Average Purchase Price | |||
Granted (in dollars per share) | $ 40.55 | $ 49.14 | $ 47.93 |
Weighted-Average Remaining Vesting Term (In Years) | |||
Outstanding at the end of year | 1 year 18 days | ||
Outstanding at the end of year and expected to vest | 1 year 18 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the year (in dollars) | $ 109,807 | ||
Outstanding at the end of the year and expected to vest (in dollars) | $ 101,940 | ||
Weighted-average grant date fair value (In Years) | |||
Per grant (in dollars per share) | $ 40.55 | $ 49.14 | $ 47.93 |
Summary of stock-based payment and stock option values | |||
Intrinsic value of RSAs and RSUs that vested | $ 36,502 | $ 45,298 | $ 32,138 |
Grant date fair value of RSAs and RSUs that vested | $ 39,853 | $ 41,072 | $ 29,668 |
PSUs and MSUs | |||
Summary of restricted stock awards and restricted stock units | |||
Outstanding at the beginning the of year (in shares) | 250 | ||
Granted (in shares) | 131 | ||
Cancelled or forfeited (in shares) | (152) | ||
Outstanding at the end of the year (in shares) | 229 | 250 | |
Outstanding at the end of the year and expected to vest (in shares) | 184 | ||
Weighted-Average Purchase Price | |||
Granted (in dollars per share) | $ 32.23 | $ 48.36 | $ 60.08 |
Weighted-Average Remaining Vesting Term (In Years) | |||
Outstanding at the end of year | 1 year 4 months 28 days | ||
Outstanding at the end of year and expected to vest | 1 year 4 months 28 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the year (in dollars) | $ 14,855 | ||
Outstanding at the end of the year and expected to vest (in dollars) | $ 11,928 | ||
Weighted-average grant date fair value (In Years) | |||
Per grant (in dollars per share) | $ 32.23 | $ 48.36 | $ 60.08 |
Stock-Based Compensation - Allo
Stock-Based Compensation - Allocated Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Stock-based compensation costs | |||
Stock-based compensation costs | $ 39,628 | $ 42,791 | $ 39,067 |
Income tax benefit | 8,496 | 9,264 | 4,024 |
Share based compensation cost after tax | 31,132 | 33,527 | 35,043 |
Cost of revenues | |||
Stock-based compensation costs | |||
Stock-based compensation costs | 1,070 | 960 | 775 |
Research and development | |||
Stock-based compensation costs | |||
Stock-based compensation costs | 19,573 | 19,451 | 18,521 |
Selling, general and administrative | |||
Stock-based compensation costs | |||
Stock-based compensation costs | $ 18,985 | $ 22,380 | $ 19,771 |
Stock-Based Compensation - Rese
Stock-Based Compensation - Reserved Shares (Details) shares in Thousands | Dec. 31, 2016shares |
Stock-Based Compensation | |
Reserved shares of common stock for future issuance | 2,437 |
2000 Stock Incentive Plan | |
Stock-Based Compensation | |
Reserved shares of common stock for future issuance | 55 |
2009 Stock Incentive Plan | |
Stock-Based Compensation | |
Reserved shares of common stock for future issuance | 1,935 |
2009 Employee Stock Purchase Plan | |
Stock-Based Compensation | |
Reserved shares of common stock for future issuance | 447 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Employee Benefit Plan | |||
Contribution made to the 401 (k) Plan | $ 3.4 | $ 3.3 | $ 3.2 |
Commitments and Contingencies63
Commitments and Contingencies (Details) $ in Thousands | Jul. 16, 2014patent | Jan. 21, 2014patent | Dec. 31, 2016USD ($) | Jan. 02, 2016USD ($) | Jan. 03, 2015USD ($) |
Operating Leases | |||||
Rent expense under operating leases | $ 4,700 | $ 4,600 | $ 4,200 | ||
Minimum annual future rentals | |||||
2,017 | 5,139 | ||||
2,018 | 3,852 | ||||
2,019 | 2,700 | ||||
2,020 | 2,432 | ||||
2,021 | 2,286 | ||||
Thereafter | 4,638 | ||||
Total minimum lease payments | $ 21,047 | ||||
Cresta Technology | |||||
Patent Litigation | |||||
Number of patents allegedly infringed | patent | 6 | 3 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Jul. 01, 2013 | Jun. 30, 2013 | Apr. 04, 2015 | Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | Mar. 11, 2016 |
Related Party Transaction | |||||||
Payment of the fiscal 2014 earn-out | $ 9,500 | $ 4,464 | |||||
Energy Micro | |||||||
Related Party Transaction | |||||||
Cash and stock consideration | $ 20,000 | ||||||
Payment of the fiscal 2014 earn-out | 6,300 | ||||||
Contingent consideration | $ 26,700 | ||||||
Total settlement consideration | 16,000 | ||||||
Mr. Bock | |||||||
Related Party Transaction | |||||||
Lease payments | $ 3,200 | $ 2,500 | $ 1,600 | ||||
Mr. Forre | Energy Micro | |||||||
Related Party Transaction | |||||||
Beneficial ownership percentage | 30.00% | ||||||
Cash and stock consideration | $ 35,000 | 6,100 | |||||
Payment of the fiscal 2014 earn-out | 1,900 | ||||||
Contingent consideration | 4,800 | ||||||
Mr. Bogen | Energy Micro | |||||||
Related Party Transaction | |||||||
Beneficial ownership percentage | 2.00% | ||||||
Cash and stock consideration | $ 900 | 400 | |||||
Payment of the fiscal 2014 earn-out | $ 100 | ||||||
Contingent consideration | $ 300 | ||||||
Investment in acquired entity by related party prior to the acquisition | $ 800 |
Income Taxes - Income Before In
Income Taxes - Income Before Income Taxes, Income Tax Provision and Effective Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Income before income taxes | |||
Domestic | $ 4,313 | $ 2,249 | $ 38,174 |
Foreign | 60,183 | 28,014 | 10,866 |
Income before income taxes | 64,496 | 30,263 | 49,040 |
Current: | |||
Domestic | 2,639 | 951 | 7,083 |
International | 4,421 | 3,015 | 882 |
Total Current | 7,060 | 3,966 | 7,965 |
Deferred: | |||
Domestic | (2,430) | (5,825) | 2,352 |
International | (1,628) | 2,536 | 702 |
Total Deferred | (4,058) | (3,289) | 3,054 |
Provision for income taxes | $ 3,002 | $ 677 | $ 11,019 |
Reconciliation of statutory tax rate to effective tax rate | |||
Federal statutory rate (as a percent) | 35.00% | 35.00% | 35.00% |
Foreign tax rate benefit (as a percent) | (27.20%) | (30.70%) | (3.50%) |
Research and development tax credits (as a percent) | (4.10%) | (5.60%) | (8.60%) |
Release of prior year unrecognized tax benefits (as a percent) | (1.70%) | (1.90%) | (2.60%) |
Excess officer compensation (as a percent) | 1.40% | 3.20% | 2.30% |
Change in cost-sharing treatment of stock-based compensation | (0.50%) | (7.10%) | |
Change in prior period valuation allowance | (0.60%) | 8.80% | (1.40%) |
Other (as a percent) | 2.40% | 0.50% | 1.30% |
Effective Tax Rate (as a percent) | 4.70% | 2.20% | 22.50% |
Income Taxes - Altera Corp and
Income Taxes - Altera Corp and Singapore Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 27, 2016 | Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Income Taxes | ||||
Income tax benefit | $ (3,002) | $ (677) | $ (11,019) | |
Undistributed earnings of foreign subsidiaries | 361,400 | |||
Singapore | ||||
Income Taxes | ||||
Income tax benefit | $ 7,700 | $ 14,400 | $ 2,000 | |
Income tax benefit per diluted share (in dollars per share) | $ 0.18 | $ 0.34 | $ 0.05 | |
Altera decision | ||||
Income Taxes | ||||
Income tax benefit | $ 33,100 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 21,187 | $ 25,869 |
Research and development tax credit carryforwards | 15,068 | 13,335 |
Stock-based compensation | 7,396 | 8,757 |
Capitalized research and development | 6,802 | 8,741 |
Deferred income on shipments to distributors | 9,338 | 7,413 |
Expected future cost-sharing adjustment | 29,719 | 25,896 |
Accrued liabilities and other | 11,321 | 8,619 |
Deferred tax assets | 100,831 | 98,630 |
Less: Valuation allowance | (12,361) | (10,264) |
Deferred tax assets, net | 88,470 | 88,366 |
Deferred tax liabilities: | ||
Acquired intangible assets | 25,785 | 33,020 |
Depreciation and amortization | 2,939 | 2,349 |
Unremitted foreign earnings for expected future cost-sharing adjustment | 31,165 | 27,495 |
Prepaid expenses and other | 3,069 | 1,991 |
Deferred tax liabilities | 62,958 | 64,855 |
Net deferred tax assets | $ 25,512 | $ 23,511 |
Income Taxes - Operating Loss a
Income Taxes - Operating Loss and Tax Credit Carryforwards (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Operating loss and tax credit carryforwards | ||
Deferred tax asset | $ 88,470 | $ 88,366 |
Deferred tax liability | 62,958 | $ 64,855 |
Federal | ||
Operating loss and tax credit carryforwards | ||
Research and development tax credit carryforwards | 7,400 | |
State | ||
Operating loss and tax credit carryforwards | ||
Operating loss carryforwards | 49,100 | |
Research and development tax credit carryforwards | 13,100 | |
Silicon Clocks, Spectra Linear and Ember | Federal | ||
Operating loss and tax credit carryforwards | ||
Operating loss carryforwards | 44,500 | |
Research and development tax credit carryforwards | 1,900 | |
Energy Micro | Foreign | ||
Operating loss and tax credit carryforwards | ||
Operating loss carryforwards | $ 13,200 |
Income Taxes - Uncertain Tax Po
Income Taxes - Uncertain Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Changes in unrecognized tax benefits | |||
Beginning balance | $ 3,610 | $ 3,929 | $ 4,998 |
Additions based on tax positions related to current year | 439 | 432 | 465 |
Additions based on tax positions related to prior years | 99 | 58 | |
Reductions for tax positions as a result of a lapse of the applicable statute of limitations | (1,094) | (751) | (1,592) |
Ending balance | 3,054 | 3,610 | 3,929 |
Gross unrecognized tax benefits which would affect the effective tax rate if recognized | $ 2,200 | $ 3,200 | $ 4,000 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)segmentproduct | Jan. 02, 2016USD ($) | Jan. 03, 2015USD ($) | |
Revenue and property and equipment, net by geographic area | |||
Revenues | $ 697,626 | $ 644,826 | $ 620,704 |
Property and equipment, net | $ 129,559 | 131,132 | |
Segment information | |||
Number of operating segments | segment | 1 | ||
Number of product categories | product | 4 | ||
United States | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | $ 94,583 | 96,959 | 89,935 |
Property and equipment, net | 124,163 | 126,404 | |
China | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | 291,974 | 281,306 | 271,818 |
Rest of world | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | 311,069 | 266,561 | 258,951 |
Property and equipment, net | 5,396 | 4,728 | |
Internet of Things | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | 314,614 | 262,329 | 209,005 |
Broadcast | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | 157,746 | 161,787 | 204,256 |
Infrastructure | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | 147,677 | 121,974 | 108,123 |
Access | |||
Revenue and property and equipment, net by geographic area | |||
Revenues | $ 77,589 | $ 98,736 | $ 99,320 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Millions | Jan. 20, 2017 | Jan. 30, 2015 |
Bluegiga | ||
Subsequent Event | ||
Cash consideration | $ 58 | |
Zentri, Inc. | Subsequent event | ||
Subsequent Event | ||
Cash consideration | $ 15.5 | |
Zentri, Inc. | Subsequent event | High end of range | ||
Subsequent Event | ||
Remaining Earn-out payment representing additional consideration | $ 10 |
VALUATION AND QUALIFYING ACCOUN
VALUATION AND QUALIFYING ACCOUNTS (Details) - Valuation Allowance for Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Jan. 03, 2015 | |
Valuation Allowance | |||
Balance at Beginning of Period | $ 10,264 | $ 3,455 | $ 3,775 |
Additions Charged to Expenses | 2,715 | 6,895 | |
Deductions | (618) | (86) | (320) |
Balance at End of Period | $ 12,361 | $ 10,264 | $ 3,455 |