Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 02, 2015 | Oct. 23, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Oct. 2, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ISIL | |
Entity Registrant Name | INTERSIL CORP/DE | |
Entity Central Index Key | 1,096,325 | |
Current Fiscal Year End Date | --01-01 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 132,518,299 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 | |
Condensed Consolidated Statements Of Operations [Abstract] | ||||
Revenue | $ 128,396 | $ 143,612 | $ 394,990 | $ 431,429 |
Cost of revenue | 52,338 | 59,763 | 160,113 | 182,867 |
Gross profit | 76,058 | 83,849 | 234,877 | 248,562 |
Operating costs and expenses: | ||||
Research and development | 31,252 | 31,194 | 96,367 | 95,484 |
Selling, general and administrative | 23,532 | 25,243 | 74,179 | 75,086 |
Amortization of purchased intangibles | 3,777 | 5,561 | 13,364 | 16,682 |
Provision for export compliance settlement | 4,000 | |||
Provision for TAOS litigation | 81,100 | |||
Operating income (loss) | 17,497 | 21,851 | (30,133) | 57,310 |
Interest expense and other | (75) | (554) | (835) | (1,426) |
(Loss) gain on investments, net | (140) | (148) | 562 | 711 |
Income (loss) before taxes | 17,282 | 21,149 | (30,406) | 56,595 |
Income tax (benefit) expense | 298 | 7,262 | (16,290) | 19,056 |
Net income (loss) | $ 16,984 | $ 13,887 | $ (14,116) | $ 37,539 |
Earnings (loss) per share | ||||
Basic | $ 0.13 | $ 0.11 | $ (0.11) | $ 0.29 |
Diluted | 0.13 | 0.10 | (0.11) | 0.29 |
Cash dividends declared per common share | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 |
Weighted average common shares outstanding: | ||||
Basic | 132,133 | 129,620 | 131,521 | 128,820 |
Diluted | 132,445 | 132,626 | 131,521 | 131,599 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 | |
Condensed Consolidated Statements Of Comprehensive Income (Loss) [Abstract] | ||||
Net income (loss) | $ 16,984 | $ 13,887 | $ (14,116) | $ 37,539 |
Currency translation adjustments | (216) | (1,120) | (1,024) | (1,019) |
Comprehensive income (loss) | $ 16,768 | $ 12,767 | $ (15,140) | $ 36,520 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Oct. 02, 2015 | Jan. 02, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 228,898 | $ 211,216 |
Trade receivables, net of reserves ($16,840 as of October 2, 2015 and $13,218 as of January 2, 2015) | 51,158 | 55,585 |
Inventories | 68,967 | 73,770 |
Prepaid expenses and other current assets | 7,647 | 9,779 |
Income taxes receivable | 1,030 | 1,162 |
Deferred income taxes assets | 20,977 | 20,433 |
Total Current Assets | 378,677 | 371,945 |
Non-current Assets | ||
Property, plant & equipment, net of accumulated depreciation ($269,845 as of October 2, 2015 and $260,403 as of January 2, 2015) | 72,227 | 72,272 |
Purchased intangibles, net of accumulated amortization ($72,964 as of October 2, 2015 and $99,500 as of January 2, 2015) | 36,768 | 34,400 |
Goodwill | 571,770 | 565,424 |
Deferred income tax assets | 39,916 | 39,334 |
Other non-current assets | 32,289 | 70,885 |
Total Non-current Assets | 752,970 | 782,315 |
Total Assets | 1,131,647 | 1,154,260 |
Current Liabilities | ||
Trade payables | 24,011 | 26,246 |
Accrued compensation | 33,283 | 34,083 |
Other accrued expenses and liabilities | 19,561 | 23,993 |
Deferred income | 14,632 | 11,631 |
Income taxes payable | 1,689 | 2,790 |
Provision for TAOS litigation | 78,014 | |
Total Current Liabilities | 171,190 | 98,743 |
Non-current Liabilities | ||
Income taxes payable | 3,199 | 59,745 |
Other non-current liabilities | 13,947 | 14,224 |
Total Non-current Liabilities | $ 17,146 | $ 73,969 |
Shareholders' Equity: | ||
Preferred stock, $0.01 par value, 2 million shares authorized; no shares issued or outstanding | ||
Class A common stock, $0.01 par value, voting; 600 million shares authorized; 132,464,661 shares issued and outstanding as of October 2, 2015 and 130,216,901 shares issued and outstanding as of January 2, 2015 | $ 1,318 | $ 1,302 |
Additional paid-in capital | 1,568,319 | 1,591,432 |
Accumulated deficit | (626,239) | (612,123) |
Accumulated other comprehensive (loss) income | (87) | 937 |
Total Shareholders' Equity | 943,311 | 981,548 |
Total Liabilities and Shareholders' Equity | $ 1,131,647 | $ 1,154,260 |
CONDENSED CONSOLIDATED BALANCE5
CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Oct. 02, 2015 | Jan. 02, 2015 |
Consolidated Balance Sheets [Abstract] | ||
Trade receivables, reserves | $ 16,840 | $ 13,218 |
Property, plant and equipment, accumulated depreciation | 269,845 | 260,403 |
Purchased intangibles, accumulated amortization | $ 72,964 | $ 99,500 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A common stock, par value | $ 0.01 | $ 0.01 |
Class A common stock, shares authorized | 600,000,000 | 600,000,000 |
Class A common stock, shares issued | 132,464,661 | 130,216,901 |
Class A common stock, shares outstanding | 132,464,661 | 130,216,901 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 02, 2015 | Oct. 03, 2014 | |
Operating Activities | ||
Net income (loss) to common shareholders | $ (14,116) | $ 37,539 |
Adjustments to reconcile net (loss) income to net cash flows from operating activities: | ||
Depreciation | 11,728 | 14,493 |
Amortization of intangibles | 13,364 | 16,682 |
Equity-based compensation | 18,010 | 13,679 |
Deferred income taxes | (4,038) | 27,545 |
Excess tax benefit received on exercise of stock options | (862) | (447) |
Gain on disposal of property and equipment, net | 16 | 73 |
Gain on investments | (1,048) | (461) |
Changes in operating assets and liabilities: | ||
Trade receivables | 4,773 | (9,214) |
Inventories | 4,804 | (5,243) |
Prepaid expenses and other current assets | 2,145 | (180) |
Trade payables and accrued liabilities | (2,886) | 108 |
Deferred revenue | 2,954 | (1,115) |
Provision for TAOS litigation | 78,014 | |
Income taxes | (57,516) | (26,058) |
Other assets | 37,638 | (1,849) |
Other liabilities | (7,164) | (10,473) |
Net cash flows provided by operating activities | 85,816 | 55,079 |
Investing Activities | ||
Cash paid for acquired businesses, net of acquired cash | (15,948) | |
Proceeds from long-term investments | 1,048 | 460 |
Purchase of property, plant and equipment | (11,751) | (6,000) |
Net cash flows used in investing activities | (26,651) | (5,540) |
Financing Activities | ||
Proceeds, net of taxes withheld, and excess tax benefit received from equity-based awards | 8,793 | 15,145 |
Dividends paid | (48,852) | (47,225) |
Net cash flows from financing activities | (40,059) | (32,080) |
Effect of exchange rates on cash and cash equivalents | (1,424) | (1,664) |
Net change in cash and cash equivalents | 17,682 | 15,795 |
Cash and cash equivalents at the beginning of the period | 211,216 | 194,787 |
Cash and cash equivalents at the end of the period | $ 228,898 | $ 210,582 |
Basis Of Presentation
Basis Of Presentation | 9 Months Ended |
Oct. 02, 2015 | |
Basis Of Presentation [Abstract] | |
Basis Of Presentation | Note 1—Basis of Presentation Intersil Corporation (“Intersil,” which may also be referred to as “we,” “us” or “our”) is a leading provider of innovative power management and precision analog solutions. Our products address some of the largest markets within the industrial and infrastructure, and consumer and computing end markets. In our opinion, these interim unaudited condensed consolidated financial statements include all adjustments necessary to present fairly, in all material respects, the financial position, results of operations and cash flows for all periods presented. We prepared these unaudited condensed consolidated financial statements in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X, using management estimates where necessary. We derived the January 2, 2015 condensed consolidated balance sheet from our audited consolidated year-end financial statements. You should read this interim report in conjunction with our Annual Report on Form 10-K for the fiscal year ended January 2, 2015 . We utilize a 52/53 week fiscal year, ending on the nearest Friday to December 31. The next 53 week period will be in the second quarter of our fiscal year 2018. Quarterly or annual periods vary from exact calendar quarters or years. Recent Accounting Guidance Not Yet Adopted On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is expected to be mandatory for Intersil for the fiscal year after December 15, 2017. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting . In July 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330)", ("ASU 2015-11"). Topic 330, Inventory, currently requires an entity to measure inventory at the lower of cost or market, with market value represented by replacement cost, net realizable value or net realizable value less a normal profit margin. The amendments in ASU 2015-11 require an entity to measure inventory at the lower of cost or net realizable value. ASU 2015-11 is effective in the first quarter of fiscal year 2018 for the Company, with early adoption permitted. The Company does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statement s. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Oct. 02, 2015 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2 — Significant Accounting Policies Accounting for Business Combinations We use the acquisition method of accounting for business combinations and recognize assets acquired and liabilities assumed at their fair values on the date of the acquisition. While we use our best estimates and assumptions to value assets acquired and liabilities assumed, including contingent considerations, where applicable, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may adjust the values of assets acquired and liabilities assumed with a corresponding offset to goodwill. Upon the conclusion of the measurement period, or final determination of the values of the assets acquired and liabilities assumed, any subsequent adjustments to values of such assets and liabilities are recognized in our consolidated statements of operations. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 02, 2015 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 3 — Fair Value Measurements We determine the fair value of our assets and liabilities utilizing three levels of inputs, focusing on the most observable level of inputs when available. Level 1 inputs use quoted prices in active markets which are unadjusted and accessible as of the measurement date for identical, unrestricted assets or liabilities. Level 2 uses quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 uses prices or valuations that require inputs that are unobservable and significant to the overall fair value measurement. We determine fair value on the following assets using these input levels (in thousands): Fair value as of October 2, 2015 using: Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Assets Other non-current assets: Deferred compensation investments $ $ $ Total assets measured at fair value $ $ $ Fair value as of January 2, 2015 using: Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Assets Other non-current assets: Deferred compensation investments $ $ $ Total assets measured at fair value $ $ $ There were no transfers into or out of Level 1, Level 2, or Level 3 financial assets during the three quarters ended October 2, 2015 and October 3, 2014 . |
Inventories
Inventories | 9 Months Ended |
Oct. 02, 2015 | |
Inventories [Abstract] | |
Inventories | Note 4 — Inventories Inventories are summarized below (in thousands): As of As of October 2, 2015 January 2, 2015 Finished products $ $ Work in process Raw materials Total inventories $ $ |
Business Acquisition
Business Acquisition | 9 Months Ended |
Oct. 02, 2015 | |
Business Acquisition [Abstract] | |
Business Acquisition | Note 5 — Business Acquisition On September 8, 2015 , we acquired 100% of equity interest in privately-held Great Wall Semiconductor Corporation (“GWS”), a manufacturer of metal oxide semiconductor field-effect transistors. We acquired GWS to broaden our product portfolio to better serve the customers who purchase certain commercial and radiation hardened power management products. The purchase consideration consisted of $18.9 million, of which $ 2.8 million was held back at the date of the acquisition and is subject to adjustments for contingencies and working capital changes. The remaining $ 16.1 million of the purchase consideration was paid in cash at the date of the acquisition. In addition, the acquisition agreement provides for a cash earn-out payment of up to $ 4.0 million. The earn-out period is the date of the acquisition through December 30, 2016. The earn-out is payable if either specified revenue targets are achieved or a “disposition event” occurs during the earn-out period. A “disposition event” would include transfer of majority of the assets or acquisition of Intersil by a third party. We estimated that the fair value of the earn-out as of the acquisition date based on the probability of achievement was not material. The purchase price was allocated to the identifiable assets and liabilities of GWS based on their estimated fair value at the acquisition date. We engaged an independent third party to assist with the determination of the fair value of certain identifiable intangible assets and the earn-out. In determining the fair value of the purchased intangible assets and earn-out, management made various estimates and assumptions from significant unobservable inputs (Level 3). The fair value of purchased identifiable intangible assets was determined using discounted cash flow models from projections prepared by management. The fair value of the earn-out was derived using a Monte Carlo simulation model that includes significant unobservable inputs. The purchase price was preliminarily allocated as of the date of the acquisition as follows (in thousands): Assets acquired Current assets: Cash $ Account receivable Prepaid expenses & other assets Non-current assets: Developed technology Customer relationships Goodwill Total assets acquired Liabilities acquired Current liabilities: Accounts payable Accrued expenses Deferred revenue Non-current liabilities: Deferred taxes Total liabilities acquired Net assets acquired We prepared an initial determination of the fair value of the assets acquired and liabilities assumed as of the acquisition date using preliminary information. Developed Technology and Customer Relationships have an estimated useful life of seven and three years, respectively. The excess of the fair value of consideration paid over the fair value of the net assets and the identifiable intangible assets acquired and the liabilities assumed resulted in recognition of goodwill of $ 6. 3 million, including the value of workforce. The recognition of goodwill primarily related to the expected future product and technologies. All of the goodwill recorded was assigned to our Industrial & Infrastructure reporting unit. |
Goodwill And Purchased Intangib
Goodwill And Purchased Intangibles | 9 Months Ended |
Oct. 02, 2015 | |
Goodwill And Purchased Intangibles [Abstract] | |
Goodwill And Purchased Intangibles | Note 6 — Goodwill and Purchased Intangibles Goodwill — We perform our annual test of impairment in our fiscal fourth quarter or if indicators of impairment exist, in interim periods. Factors that could trigger a goodwill impairment review include adverse legal factors, adverse changes in our business climate, unanticipated competition, regulatory issues, loss of key personnel, significant changes or losses in business operations, weakness in our industry, downward revisions to forecasts for future periods, restructuring plans and declines in market capitalization below equity book value. During our fiscal quarter ended April 3, 2015, we made certain organizational changes which resulted in a reorganization from four reporting units – specialty, mobile, precision, and industrial & infrastructure – into three reporting units – mobile, precision, and industrial & infrastructure. As a result of this reorganization, we performed a fair value analysis immediately prior to the reallocation. In addition, we reallocated our existing goodwill balances to the new reporting units utilizing a relative fair value allocation approach in accordance with FASB ASC Topic 350. Based on our analyses, no impairment was indicated, and consequently, there was no change in the consolidated carrying value of goodwill during the fiscal quarter ended April 3, 2015. During our fiscal quarter ended October 2, 2015, we acquired Great Wall Semiconductor Corporation and recorded $ 6.3 million of goodwill in connection with the acquisition (see Note 5 of our Unaudited Condensed Consolidated Financial Statements contained in this Quarterly Report on Form 10-Q for further discussion). There were no impairment triggers noted during the third quarter ended October 2, 2015 or October 3, 2014, respectively. Purchased Intangibles — Substantially all of our purchased intangibles consist of multiple elements of developed technology which have estimated useful lives of five to seven years. Other purchased intangibles consist primarily of customer relationships and other identifiable assets, which have an estimated useful life of three to seven years (in thousands). No trigger requiring an impairment review was noted during the fiscal quarter ended October 2, 2015. As of October 2, 2015 Definite-lived: developed technologies Definite-lived: other Total purchased intangibles Gross carrying amount $ $ $ Accumulated amortization Purchased intangibles, net $ $ $ As of January 2, 2015 Definite-lived: developed technologies Definite-lived: other Total purchased intangibles Gross carrying amount $ $ $ Accumulated amortization Purchased intangibles, net $ $ $ Expected remaining amortization expense by year to the end of the current amortization schedule is as follows (in thousands): To be recognized in: Fiscal year 2015 (remaining 3 months) $ Fiscal year 2016 Fiscal year 2017 Fiscal year 2018 Fiscal year 2019 Fiscal year 2020 and thereafter Total expected amortization expense $ |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 02, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | Note 7 — Income Taxes Our income tax expense and effective tax rate for the quarter ended October 2, 2015 was $0.3 million and 2% , respectively, compared to an income tax expense of $7.3 million and effective tax rate of 34% , respectively, for the quarter ended October 3, 2014. Our income tax expense and effective tax rate for the three quarters ended October 2, 2015 was a benefit of $16.3 million and 54% , respectively, compared to an income tax expense of $19.1 million and an effective tax rate of 34% , respectively, for the three quarters ended October 3, 2014. The $16.3 million tax benefit for the three quarters ended October 2, 2015 includes the impact of the following: · a net tax benefit of $ 27.7 million related to the release of a reserve for an uncertain tax position related to intercompany transfers of assets in 2010. This net benefit is comprised of a tax benefit of $ 69.5 million offset by a deferred tax expense of $ 41.8 million; · a $ 1.2 million accrual for a tax benefit related to the TAOS litigation costs of $81.1 million that was allocated primarily to our Malaysian subsidiary. The effective tax rate differs from the 35% statutory corporate tax rate primarily due to income in foreign jurisdictions, primarily in our subsidiary in Malaysia, with lower statutory tax rates and permanent non-deductible items, such as equity-based compensation associated with our cost-sharing arrangement with our subsidiary in Malaysia. As a global company, our effective tax rate is highly dependent upon the geographic composition of worldwide earnings and tax regulations. We are subject to income taxes in the United States and foreign jurisdictions and significant judgment is required to determine worldwide tax liabilities. Our effective tax rate, as well as our actual taxes payable, could be adversely affected by changes in the mix of earnings between countries with differing tax rates. Our primary foreign operations are in Malaysia where we currently have a tax holiday resulting in a tax rate of 0% . This tax holiday began on July 1, 2009 and terminates on July 1, 2019. In order to retain this holiday in Malaysia, we must meet certain operating conditions, including compliance with warehouse and shipping quotas and specified manufacturing activities in Malaysia. Absent such tax incentives, the corporate income tax rate in Malaysia that would otherwise apply to us would be 25% . If we cannot or elect not to comply with these conditions, we could lose the related tax benefits. In such event, we may be required to modify our operational structure. Any such modified structure may not be as beneficial as the benefits provided under the present tax concession arrangement. In the ordinary course of business, the ultimate tax outcome of many transactions and calculations is uncertain, as the calculation of tax liabilities involves the application of complex tax laws in the United States and other jurisdictions. We recognize liabilities for additional taxes that may be due on tax audit issues based on an estimate of the ultimate resolution of those issues. Although we believe the estimates are reasonable, the final outcome may be different than amounts we estimate. Such determinations could have a material impact on the income tax provision, effective tax rate and operating results in the period they occur. In addition, the effective tax rate reflected in our forward-looking statements is based on current enacted tax law. Significant changes in enacted tax law could materially affect our estimates. We have various uncertain tax positions and have estimated an ultimate resolution of those positions. Our ending gross unrecognized tax benefits as of October 2, 2015 was $ 9.7 million ($ 78.2 million as of January 2, 2015). The decrease primarily relates to the expiration of statutes of limitations in the United States and various state jurisdictions. We believe events that could occur in the next 12 months and cause a material change in unrecognized tax benefits include, but are not limited to, the following: · Completion of examinations by the U.S. or foreign tax authorities; or · Expiration of statute of limitations on our tax returns. The calculation of unrecognized tax benefits involves dealing with uncertainties in the application of complex global tax regulations. We regularly assess our tax positions in light of legislative, bilateral tax treaty, regulatory, tax holiday arrangements and judicial developments in the countries in which we do business. We believe it is reasonably possible that we may recognize $ 3.6 million of our existing UTBs (net of prepaid taxes) within the next 12 months as a result of the lapse of statutes of limitations or the resolution of agreements with domestic and various foreign tax authorities. Additional Paid in Capital (“APIC”) Pool— The APIC pool represents the excess tax benefits related to equity-based compensation that are available to absorb future tax deficiencies. If the amount of tax deficiencies is greater than the available APIC pool from prior years, we record the excess as income tax expense in our unaudited condensed consolidated statements of operations. During the quarter ended October 2, 2015, tax expense resulting from tax deficiencies related to equity-based compensation was not material. During the three quarters ended October 2, 2015, we recognized $ 0. 6 million of income tax expense resulting from tax deficiencies related to equity-based compensation in our unaudited condensed consolidated statements of operations. During the quarter and three quarters ended October 3, 2014, we recognized $ 0. 3 million and $ 1.3 million, respectively, of income tax expense resulting from tax deficiencies related to equity-based compensation in our unaudited condensed consolidated statements of operations. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Oct. 02, 2015 | |
Long Term Debt [Abstract] | |
Long-Term Debt | Note 8 — Long-Term Debt We have a five -year, $ 325.0 million revolving credit facility (the “Facility”) that matures on September 1, 2016 and is payable in full upon maturity. Under the Facility, $25.0 million is available for the issuance of standby letters of credit, $ 10.0 million is available as swing line loans and $ 50.0 million is available for multicurrency borrowings. Amounts repaid under the Facility may be re-borrowed. We did not have any outstanding borrowings against the Facility as of October 2, 2015 or January 2, 2015. Standby Letters of Credit — We issue standby letters of credit during the ordinary course of business through major financial institutions as required for certain regulatory matters. We had outstanding letters of credit totaling $1.3 million and $1.4 million as of October 2, 2015 and January 2, 2015, respectively. The standby letters of credit are secured by pledged deposits of $ 1.5 million as of October 2, 2015 and January 2, 2015. |
Common Stock And Dividends
Common Stock And Dividends | 9 Months Ended |
Oct. 02, 2015 | |
Common Stock And Dividends [Abstract] | |
Common Stock And Dividends | Note 9 — Common Stock and Dividends Dividends — In July 2015 , our Board of Directors declared a dividend of $ 0.12 per share of common stock resulting in cash dividends paid o n August 28 2015 , to shareholders of record as of the close of business on August 18, 2015 . During October 2015, our Board of Directors declared a dividend of $ 0.12 per share of common stock and shall be payable on or about November 27, 2015 , to shareholders of record as of the close of business on November 17, 2015 . Class A Common Stock — S hare activity for Class A common stock since January 2, 2015 (in thousands, except per share amounts): Beginning balance as of January 2, 2015 Shares issued under stock plans, net of shares withheld for taxes Ending balance as of October 2, 2015 |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Oct. 02, 2015 | |
Equity-Based Compensation [Abstract] | |
Equity-Based Compensation | Note 10 — Equity-based Compensation The following table represents the weighted-average fair value compensation cost per share of restricted and deferred stock awards (“Awards”) granted: Quarter Ended October 2, 2015 October 3, 2014 Awards $ $ Equity-based Compensation Summary — The following table presents information about Options and Awards as of and activity for the three quarters ended October 2, 2015: Options Awards Aggregate information Shares Weighted-average price Weighted-average remaining contract lives Shares Aggregate intrinsic value Aggregate unrecognized compensation cost (in thousands) (per share) (in years) (in thousands) (in thousands) (in thousands) Outstanding as of January 2, 2015 $ $ $ Granted (1) Exercised (2) Canceled Outstanding as of October 2, 2015 $ $ $ As of October 2, 2015: Exercisable/vested (2) $ $ Vested and expected to vest $ $ (1) Grants include 360,153 MSU Awards issued in fiscal 2015. (2) Awards exercised are those that have reached full vested status and have been delivered to the recipients as a taxable event due to elective deferral, available in the case of deferred stock units. Deferred stock units for which the deferral is elected timely are vested but still outstanding as Awards. Total un-issued shares related to deferred stock units as of October 2, 2015 were 84 thousand shares as shown in the Awards column as Exercisable/vested. Additional Disclosures Three Quarters Ended October 2, 2015 October 3, 2014 Shares issued under the employee stock purchase plan Aggregate intrinsic value of stock options exercised $ $ Financial Statement Effects and Presentation — The following table shows total equity-based compensation expense for the periods indicated that are included in our unaudited condensed consolidated statements of operations (in thousands): Quarter Ended Three Quarters Ended October 2, 2015 October 3, 2014 October 2, 2015 October 3, 2014 By statement of operations line item Cost of revenue $ $ $ $ Research and development $ $ $ $ Selling, general and administrative $ $ $ $ By stock type Stock options $ $ $ $ Restricted and deferred stock awards $ $ $ $ Employee stock purchase plan $ $ $ $ Market and Performance-based Grants — As of October 2, 2015, we had Options and Awards outstanding that include the usual service conditions as well as (1) market conditions related to total shareholder return and (2) performance conditions relating to revenue and operating income relative to peer companies. Under the terms of the agreements, participants may receive from 0 - 300 % of the original grant. Equity-based compensation cost is measured at the grant date, based on the fair value of the number of shares ultimately expected to vest, and is re cognized as an expense, on a straight line basis, over the requisite service period: As of October 2, 2015 Options Awards (in thousands) Performance and market-based units outstanding Maximum shares that could be issued assuming the highest level of performance Performance and market-based shares expected to vest Amount to be recognized as compensation cost over the performance period |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Oct. 02, 2015 | |
Earnings (Loss) Per Share [Abstract] | |
Earnings (Loss) Per Share | Note 11 —Earnings (Loss) Per Share The following table sets forth the computation of basic and diluted (loss) earnings per share (in thousands, except per share amounts): Quarter Ended Three Quarters Ended October 2, 2015 October 3, 2014 October 2, 2015 October 3, 2014 Numerator : Net income (loss) to common shareholders $ $ $ $ Denominator: Denominator for basic earnings (loss) per share—weighted average common shares Effect of stock options and awards - Denominator for diluted earnings (loss) per share—adjusted weighted average common shares Earnings (loss) per share: Basic $ $ $ $ Diluted $ $ $ $ Anti-dilutive shares not included in the above calculations: Awards - - - - Options |
Segment Information
Segment Information | 9 Months Ended |
Oct. 02, 2015 | |
Segment Information [Abstract] | |
Segment Information | Note 1 2 — Segment Information We report our results in one reportable segment. We design and develop innovative power management and precision analog integrated circuits (“ICs”). Our chief executive officer is our chief operating decision maker. |
Legal Matters And Indemnificati
Legal Matters And Indemnifications | 9 Months Ended |
Oct. 02, 2015 | |
Legal Matters And Indemnifications [Abstract] | |
Litigation Matters And Indemnifications | Note 13 — Legal Matters and Indemnifications TAOS litigation Texas Advanced Optoelectronic Solutions, Inc. (“TAOS”) named Intersil as a defendant in a lawsuit filed on November 25, 2008 , in the United States District Court for the Eastern District of Texas. In this action, TAOS alleged four claims consisting of patent infringement, breach of contract, trade secret misappropriation, and tortious interference with a business relationship. On March 6, 2015 a federal jury found in TAOS’ favor on each of the four claims. The jury also recommended to the trial judge that Intersil pay $48.7 million in actual damages and $10.0 million in exemplary damages on the trade secret misappropriation claim which TAOS has elected along with $74 thousand in damages for patent infringement. After the trial, TAOS filed post-trial motions seeking unspecified attorneys’ fees, enhanced patent infringement damages, $18.1 million in pre-trial interest on the jury award and a permanent injunction enjoining us from making or selling certain ambient light sensor products. We are vigorously opposing each of these motions. We have filed motions for a new trial and a renewed motion for judgment as a matter of law, and we believe that there are good grounds for ordering a new trial or overturning the jury verdict through such motions. If necessary, we will file an appeal with the U.S. Court of Appeals for the Federal Circuit. As a consequence of the verdict, during the three quarters ended October 2, 2015, we recorded a provision of $81.1 million related to this matter, including estimated legal costs. During the three quarters ended October 2, 2015 we incurred $2.1 million of legal costs, and, as such, the accrual outstanding as of October 2, 2015 was $79.0 million. Given the unpredictable nature of this type of litigation and because the outcome remains subject to post-trial motions and appeal, the ultimate impact of this lawsuit may be materially different from our estimate. Environmental matter In a correspondence dated September 28, 2015, Thomson Consumer Electronics Television Taiwan, Ltd. (“TECTVT”) notified us that it reserved its right to seek indemnification from us for any and all costs, fees and expenses incurred as a result of a toxic tort class action lawsuit filed in Taiwan against TCETVT and others (the “Class Action”). The Class Action pertains to alleged injuries resulting from groundwater contamination at a manufacturing facility in Taiwan currently owned by TCETVT (the “Taiwan Site”), which was previously owned and operated by predecessors (including General Electric and Harris Corporation) of our Taiwan subsidiary, Intersil Ltd. In the September 28 correspondence, TCETVT also informed us that the Taipei District Court announced a judgment of $ 18.5 million in the Class Action which is currently under appeal and that TECTVT has incurred costs of $ 11.2 million in defending against the Class Action through September 1, 2015. TCETVT also informed us that it reserved its right to seek indemnification from us for any and all costs associated with remediation of contamination on the Taiwan Site and nearby areas and that TECTVT has incurred $ 15.9 million in remediation-related costs through September 1, 2015. Under the terms of a 1999 master transaction agreement between Harris Corporation and Intersil (the “MTA”) whereby Harris transferred its semiconductor business assets to us, environmental liabilities (including those associated with Harris’ Taiwan semiconductor operations) were expressly retained by Harris. The MTA also requires that Harris indemnify us for any and all costs relating to those retained environmental liabilities. Accordingly, we have denied liability for both TCETVT’s costs associated with the Class Action as well as costs associated with remediation of contamination on the Taiwan Site and nearby areas, and have submitted a claim notice to Harris Corporation seeking defense and indemnification from Harris under the MTA for all claims made by TECTVT in connection with this matter. We are currently party to various claims and legal proceedings, including the ones discussed above. When we believe that a loss is probable and the amount of the loss can be reasonably estimated, we recognize the estimated amount of the loss. We include legal costs in the estimate of losses. As additional information becomes available, we reassess any potential liability related to these matters and, if necessary, revise the estimates. We do not believe, based on currently available facts and circumstances, that the ultimate outcome of these matters, individually and in the aggregate will have a material adverse effect on our financial position or overall trends in results of our operations in excess of amounts already accrued. However, litigation is subject to inherent uncertainties and unfavorable rulings could occur, including an award of substantial monetary damages or issuance of an injunction prohibiting us from selling one or more products. From time to time, we may enter into confidential discussions regarding the potential settlement of such lawsuits. Any settlement of pending litigation could require us to incur substantial costs and other ongoing expenses, such as future royalty payments in the case of an intellectual property dispute. There can be no assurances that the actual amounts required to satisfy any liabilities arising from the matters described above will not have a material adverse effect on our results of operations, financial position or cash flows. Please reference our 2014 Annual Report on Form 10-K filed with the SEC for additional details and other legal matters. We incur indemnification obligations for intellectual property infringement claims related to our products. We accrue for known indemnification issues and estimate unidentified issues based on historical activity. |
Basis Of Presentation (Policy)
Basis Of Presentation (Policy) | 9 Months Ended |
Oct. 02, 2015 | |
Basis Of Presentation [Abstract] | |
Fiscal Period | We utilize a 52/53 week fiscal year, ending on the nearest Friday to December 31. The next 53 week period will be in the second quarter of our fiscal year 2018. Quarterly or annual periods vary from exact calendar quarters or years. |
Recent Accounting Guidance Not Yet Adopted | Recent Accounting Guidance Not Yet Adopted On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is expected to be mandatory for Intersil for the fiscal year after December 15, 2017. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting . In July 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2015-11, "Simplifying the Measurement of Inventory (Topic 330)", ("ASU 2015-11"). Topic 330, Inventory, currently requires an entity to measure inventory at the lower of cost or market, with market value represented by replacement cost, net realizable value or net realizable value less a normal profit margin. The amendments in ASU 2015-11 require an entity to measure inventory at the lower of cost or net realizable value. ASU 2015-11 is effective in the first quarter of fiscal year 2018 for the Company, with early adoption permitted. The Company does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statement s. |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 02, 2015 | |
Significant Accounting Policies [Abstract] | |
Accounting for Business Combinations | Accounting for Business Combinations We use the acquisition method of accounting for business combinations and recognize assets acquired and liabilities assumed at their fair values on the date of the acquisition. While we use our best estimates and assumptions to value assets acquired and liabilities assumed, including contingent considerations, where applicable, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may adjust the values of assets acquired and liabilities assumed with a corresponding offset to goodwill. Upon the conclusion of the measurement period, or final determination of the values of the assets acquired and liabilities assumed, any subsequent adjustments to values of such assets and liabilities are recognized in our consolidated statements of operations. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Fair Value Measurements [Abstract] | |
Fair Value Of Financial Assets | Fair value as of October 2, 2015 using: Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Assets Other non-current assets: Deferred compensation investments $ $ $ Total assets measured at fair value $ $ $ Fair value as of January 2, 2015 using: Total Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Assets Other non-current assets: Deferred compensation investments $ $ $ Total assets measured at fair value $ $ $ |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Inventories [Abstract] | |
Schedule Of Inventories | As of As of October 2, 2015 January 2, 2015 Finished products $ $ Work in process Raw materials Total inventories $ $ |
Business Acquisition (Tables)
Business Acquisition (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Business Acquisition [Abstract] | |
Schedule of Business Acquisitions | Assets acquired Current assets: Cash $ Account receivable Prepaid expenses & other assets Non-current assets: Developed technology Customer relationships Goodwill Total assets acquired Liabilities acquired Current liabilities: Accounts payable Accrued expenses Deferred revenue Non-current liabilities: Deferred taxes Total liabilities acquired Net assets acquired |
Goodwill And Purchased Intang25
Goodwill And Purchased Intangibles (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Goodwill And Purchased Intangibles [Abstract] | |
Purchased Intangibles | As of October 2, 2015 Definite-lived: developed technologies Definite-lived: other Total purchased intangibles Gross carrying amount $ $ $ Accumulated amortization Purchased intangibles, net $ $ $ As of January 2, 2015 Definite-lived: developed technologies Definite-lived: other Total purchased intangibles Gross carrying amount $ $ $ Accumulated amortization Purchased intangibles, net $ $ $ |
Expected Amortization Expense | To be recognized in: Fiscal year 2015 (remaining 3 months) $ Fiscal year 2016 Fiscal year 2017 Fiscal year 2018 Fiscal year 2019 Fiscal year 2020 and thereafter Total expected amortization expense $ |
Common Stock And Dividends (Tab
Common Stock And Dividends (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Common Stock And Dividends [Abstract] | |
Share Activity For Class A Common Stock | Beginning balance as of January 2, 2015 Shares issued under stock plans, net of shares withheld for taxes Ending balance as of October 2, 2015 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Equity-Based Compensation [Abstract] | |
Summary Of Weighted-Average Fair Value Compensation Cost Per Share Of Awards Granted | Quarter Ended October 2, 2015 October 3, 2014 Awards $ $ |
Equity-Based Compensation Summary | Options Awards Aggregate information Shares Weighted-average price Weighted-average remaining contract lives Shares Aggregate intrinsic value Aggregate unrecognized compensation cost (in thousands) (per share) (in years) (in thousands) (in thousands) (in thousands) Outstanding as of January 2, 2015 $ $ $ Granted (1) Exercised (2) Canceled Outstanding as of October 2, 2015 $ $ $ As of October 2, 2015: Exercisable/vested (2) $ $ Vested and expected to vest $ $ (1) Grants include 360,153 MSU Awards issued in fiscal 2015. (2) Awards exercised are those that have reached full vested status and have been delivered to the recipients as a taxable event due to elective deferral, available in the case of deferred stock units. Deferred stock units for which the deferral is elected timely are vested but still outstanding as Awards. Total un-issued shares related to deferred stock units as of October 2, 2015 were 84 thousand shares as shown in the Awards column as Exercisable/vested. |
Equity-Based Compensation, Additional Disclosures | Additional Disclosures Three Quarters Ended October 2, 2015 October 3, 2014 Shares issued under the employee stock purchase plan Aggregate intrinsic value of stock options exercised $ $ |
Equity-Based Compensation Expense | Quarter Ended Three Quarters Ended October 2, 2015 October 3, 2014 October 2, 2015 October 3, 2014 By statement of operations line item Cost of revenue $ $ $ $ Research and development $ $ $ $ Selling, general and administrative $ $ $ $ By stock type Stock options $ $ $ $ Restricted and deferred stock awards $ $ $ $ Employee stock purchase plan $ $ $ $ |
Performance-Based Grants | As of October 2, 2015 Options Awards (in thousands) Performance and market-based units outstanding Maximum shares that could be issued assuming the highest level of performance Performance and market-based shares expected to vest Amount to be recognized as compensation cost over the performance period |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Oct. 02, 2015 | |
Earnings (Loss) Per Share [Abstract] | |
Computation Of Basic And Diluted (Loss) Earnings Per Share | Quarter Ended Three Quarters Ended October 2, 2015 October 3, 2014 October 2, 2015 October 3, 2014 Numerator : Net income (loss) to common shareholders $ $ $ $ Denominator: Denominator for basic earnings (loss) per share—weighted average common shares Effect of stock options and awards - Denominator for diluted earnings (loss) per share—adjusted weighted average common shares Earnings (loss) per share: Basic $ $ $ $ Diluted $ $ $ $ Anti-dilutive shares not included in the above calculations: Awards - - - - Options |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | Oct. 02, 2015 | Jan. 02, 2015 | Oct. 03, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deferred compensation investments | $ 9,741,000 | $ 11,144,000 | |
Total assets measured at fair value | 9,741,000 | 11,144,000 | |
Fair value transfers, assets | 0 | $ 0 | |
Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deferred compensation investments | 459,000 | 353,000 | |
Total assets measured at fair value | 459,000 | 353,000 | |
Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deferred compensation investments | 9,282,000 | 10,791,000 | |
Total assets measured at fair value | $ 9,282,000 | $ 10,791,000 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Oct. 02, 2015 | Jan. 02, 2015 |
Inventories [Abstract] | ||
Finished products | $ 22,629 | $ 22,758 |
Work in process | 41,368 | 47,083 |
Raw materials | 4,970 | 3,929 |
Total inventories | $ 68,967 | $ 73,770 |
Business Acquisition (Narrative
Business Acquisition (Narrative) (Details) - USD ($) $ in Thousands | Sep. 08, 2015 | Oct. 02, 2015 | Jan. 02, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 571,770 | $ 565,424 | |
Great Wall Semiconductor (“GWS”) [Member] | |||
Business Acquisition [Line Items] | |||
Business acquisition, date of acquisition | Sep. 8, 2015 | ||
Business acquisition, percentage of equity interest acquired | 100.00% | ||
Adjustments for contingencies and working capital adjustments | $ 2,800 | ||
Purchase consideration paid in cash | 16,100 | ||
Business combination, contingent consideration arrangements, description | the acquisition agreement provides for a cash earn-out payment of up to $4.0 million. The earn-out period is the date of the acquisition through December 30, 2016. The earn-out is payable if either specified revenue targets are achieved or a "disposition event" occurs during the earn-out period. | ||
Goodwill | 6,346 | ||
Great Wall Semiconductor (“GWS”) [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Business combination, cash earn-out payment | $ 4,000 |
Business Acquisition (Purchase
Business Acquisition (Purchase Price Allocation at Date of Acquisition) (Details) - USD ($) $ in Thousands | Oct. 02, 2015 | Sep. 08, 2015 | Jan. 02, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 571,770 | $ 565,424 | |
GreatWallSemiconductor [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 201 | ||
Account receivable | 346 | ||
Prepaid expenses & other assets | 319 | ||
Goodwill | 6,346 | ||
Total assets acquired | 22,944 | ||
Accounts payable | 703 | ||
Accrued expenses | 97 | ||
Deferred revenue | 266 | ||
Deferred taxes, non-current | 2,969 | ||
Total liabilities acquired | 4,035 | ||
Net assets acquired | 18,909 | ||
Developed Technologies [Member] | GreatWallSemiconductor [Member] | |||
Business Acquisition [Line Items] | |||
Identifiable intangible assets, other than Goodwill | 13,232 | ||
Customer Relationships [Member] | GreatWallSemiconductor [Member] | |||
Business Acquisition [Line Items] | |||
Identifiable intangible assets, other than Goodwill | $ 2,500 |
Goodwill And Purchased Intang33
Goodwill And Purchased Intangibles (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Oct. 02, 2015 | Sep. 08, 2015 | Jan. 02, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 571,770 | $ 565,424 | |
GreatWallSemiconductor [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 6,346 | ||
Developed Technologies [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite lived intangible asset useful life | 5 years | ||
Developed Technologies [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite lived intangible asset useful life | 7 years | ||
Definite-Lived: Other [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite lived intangible asset useful life | 3 years | ||
Definite-Lived: Other [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite lived intangible asset useful life | 7 years |
Goodwill And Purchased Intang34
Goodwill And Purchased Intangibles (Purchased Intangibles) (Details) - USD ($) $ in Thousands | Oct. 02, 2015 | Jan. 02, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 109,732 | $ 133,900 |
Accumulated amortization | 72,964 | 99,500 |
Total expected amortization expense | 36,768 | 34,400 |
Developed Technologies [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 63,032 | 89,700 |
Accumulated amortization | 34,023 | 66,654 |
Total expected amortization expense | 29,009 | 23,046 |
Definite-Lived: Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 46,700 | 44,200 |
Accumulated amortization | 38,941 | 32,846 |
Total expected amortization expense | $ 7,759 | $ 11,354 |
Goodwill And Purchased Intang35
Goodwill And Purchased Intangibles (Expected Amortization Expense) (Details) - USD ($) $ in Thousands | Oct. 02, 2015 | Jan. 02, 2015 |
Goodwill And Purchased Intangibles [Abstract] | ||
Fiscal year 2015, remaining | $ 4,261 | |
Fiscal year 2016 | 11,734 | |
Fiscal year 2017 | 9,480 | |
Fiscal year 2018 | 4,362 | |
Fiscal year 2019 | 1,890 | |
Fiscal year 2020 and thereafter | 5,041 | |
Total expected amortization expense | $ 36,768 | $ 34,400 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 | Jan. 01, 2010 | Jan. 02, 2015 | |
Income Taxes [Line Items] | ||||||
Income tax (benefit) expense | $ 298 | $ 7,262 | $ (16,290) | $ 19,056 | $ 69,500 | |
Effective income tax rate | 2.00% | 34.00% | 54.00% | 34.00% | ||
Statutory corporate rate | 35.00% | |||||
Estimated change in unrecognized tax benefits | $ 3,600 | $ 3,600 | ||||
Gross unrecognized tax benefits | 9,700 | 9,700 | $ 78,200 | |||
Net tax benefit related to reserves for uncertain tax position | 27,700 | |||||
Tax shortfalls on share based compensation | $ 300 | 1,300 | ||||
Deferred income taxes | (4,038) | $ 27,545 | $ 41,800 | |||
Provision for TAOS litigation | 81,100 | |||||
Accrued tax benefit related to litigation | $ 1,200 | |||||
MalaysiaTax [Member] | ||||||
Income Taxes [Line Items] | ||||||
Statutory corporate rate | 25.00% | |||||
Income tax holiday tax rate | 0.00% |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 02, 2015 | Jan. 02, 2015 | |
Debt Instrument [Line Items] | ||
Pledged deposits used to secure standby letters of credit | $ 1.5 | $ 1.5 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Term of credit facility | 5 years | |
Senior secured revolving credit facility | $ 325 | |
Facility maturity date | Sep. 1, 2016 | |
Outstanding borrowings against the Facility | $ 0 | 0 |
Standby Letters of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Senior secured revolving credit facility | 25 | |
Outstanding letters of credit | 1.3 | $ 1.4 |
Swing Line Loans [Member] | ||
Debt Instrument [Line Items] | ||
Senior secured revolving credit facility | 10 | |
Multicurrency Borrowings [Member] | ||
Debt Instrument [Line Items] | ||
Senior secured revolving credit facility | $ 50 |
Common Stock And Dividends (Nar
Common Stock And Dividends (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 31, 2015 | Jul. 31, 2015 | Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 |
Dividends Payable [Line Items] | ||||||
Cash dividends declared per common share | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 | |
Dividend declared date | Jul. 31, 2015 | |||||
Dividends paid | $ 48,852 | $ 47,225 | ||||
Dividend paid date | Aug. 28, 2015 | |||||
Dividend record date | Aug. 18, 2015 | |||||
Subsequent Event [Member] | ||||||
Dividends Payable [Line Items] | ||||||
Cash dividends declared per common share | $ 0.12 | |||||
Dividend paid date | Nov. 27, 2015 | |||||
Dividend record date | Nov. 17, 2015 |
Common Stock And Dividends (Sha
Common Stock And Dividends (Share Activity For Class A Common Stock) (Details) | 9 Months Ended |
Oct. 02, 2015shares | |
Common Stock And Dividends [Abstract] | |
Beginning balance | 130,216,901 |
Shares issued under stock plans, net of shares withheld for taxes | 2,248,000 |
Ending balance | 132,464,661 |
Equity-Based Compensation (Summ
Equity-Based Compensation (Summary Of Weighted-Average Fair Value Compensation Cost Per Share Of Awards Granted) (Details) - $ / shares | 9 Months Ended | |
Oct. 02, 2015 | Oct. 03, 2014 | |
Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average fair value compensation cost per share of Awards | $ 11.26 | $ 10.33 |
Equity-Based Compensation (Equi
Equity-Based Compensation (Equity Based Compensation Summary) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Oct. 02, 2015 | Jan. 02, 2015 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Outstanding, Beginning balance | 5,383,000 | ||
Shares, Granted | [1] | 40,000 | |
Shares, Exercised | [2] | (706,000) | |
Shares, Canceled | (477,000) | ||
Shares, Outstanding, Ending balance | 4,240,000 | 5,383,000 | |
Shares, Exercisable/vested | [2] | 4,074,000 | |
Shares, Number vested and expected to vest | 4,240,000 | ||
Options, Weighted-average price (per share), Outstanding, beginning balance | $ 12.65 | ||
Options, Weighted-average price (per share), Granted | [1] | 12.01 | |
Options, Weighted-average price (per share), Exercised | [2] | 12.01 | |
Options, Weighted-average price (per share), Canceled | 19.08 | ||
Options, Weighted-average price (per share), Outstanding, ending balance | 12.03 | $ 12.65 | |
Options, Weighted-average price (per share), Exercisable/vested | [2] | 12.02 | |
Options, Weighted-average price (per share), Number vested and expected to vest | $ 12.03 | ||
Options, Weighted-average remaining contract lives (in years), Outstanding | 2 years 4 months 24 days | 2 years 10 months 24 days | |
Options, Weighted-average remaining contract lives (in years), Granted | [1] | 6 years 9 months 18 days | |
Options, Weighted-average remaining contract lives (in years), Exercised | [2] | 3 years 3 months 18 days | |
Options, Weighted-average remaining contract lives (in years), Canceled | 1 year 2 months 12 days | ||
Options, Weighted-average remaining contract lives (in years), Exercisable/vested | [2] | 2 years 2 months 12 days | |
Options, Weighted-average remaining contract lives (in years), Number vested and expected to vest | 2 years 4 months 24 days | ||
Awards, Shares, Outstanding, Beginning balance | 5,251,000 | ||
Awards, Shares, Granted | [1] | 2,260,000 | |
Awards, Shares, Exercised | [2] | (1,465,000) | |
Awards, Shares, Canceled | (503,000) | ||
Awards, Shares, Outstanding, Ending Balance | 5,543,000 | 5,251,000 | |
Awards, Shares, Exercisable/Vested | [2] | 84,000 | |
Awards, Shares, Number vested and expected to vest | 4,091,000 | ||
Aggregate intrinsic value, Outstanding, beginning balance | $ 91,358 | ||
Aggregate intrinsic value, Outstanding, ending balance | 69,341 | $ 91,358 | |
Aggregate intrinsic value, Exercisable/vested | [2] | 4,464 | |
Aggregate intrinsic value, Number vested and expected to vest | 52,102 | ||
Aggregate unrecognized compensation cost, Outstanding, beginning balance | 30,454 | ||
Aggregate unrecognized compensation cost, Outstanding, ending balance | $ 30,159 | $ 30,454 | |
MSU Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued under plan | 360,153 | ||
Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Exercisable/vested | 84,000 | ||
[1] | Grants include 360,153 MSU Awards issued in fiscal 2015. | ||
[2] | Awards exercised are those that have reached full vested status and have been delivered to the recipients as a taxable event due to elective deferral, available in the case of deferred stock units. Deferred stock units for which the deferral is elected timely are vested but still outstanding as Awards. Total un-issued shares related to deferred stock units as of October 2, 2015 were 84 thousand shares as shown in the Awards column as Exercisable/vested. |
Equity-Based Compensation (Eq42
Equity-Based Compensation (Equity-Based Compensation, Additional Disclosures) (Details) - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | |
Oct. 02, 2015 | Oct. 03, 2014 | |
Equity-Based Compensation [Abstract] | ||
Shares issued under the employee stock purchase plan | 537 | 495 |
Aggregate intrinsic value of stock options exercised | $ 1,919 | $ 2,249 |
Equity-Based Compensation (Eq43
Equity-Based Compensation (Equity-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 | |
Options [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | $ 90 | $ 294 | $ 574 | $ 890 |
Awards [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 5,250 | 3,829 | 16,613 | 12,038 |
Employee Stock Purchase Plan [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 225 | 262 | 823 | 750 |
Cost of Revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 304 | 294 | 1,132 | 1,007 |
Research and Development Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | 2,390 | 1,967 | 7,799 | 5,968 |
Selling, General and Administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Equity-based compensation expense | $ 2,871 | $ 2,124 | $ 9,079 | $ 6,704 |
Equity-Based Compensation (Mark
Equity-Based Compensation (Market and Performance-Based Grants) (Details) shares in Thousands, $ in Thousands | Oct. 02, 2015USD ($)shares |
Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance and market-based units outstanding | 368 |
Maximum shares that could be issued assuming the highest level of performance and market | 551 |
Performance and market-based shares expected to vest | 208 |
Amount to be recognized as compensation cost over the performance period | $ | $ 1,614 |
Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance and market-based units outstanding | 1,393 |
Maximum shares that could be issued assuming the highest level of performance and market | 2,588 |
Performance and market-based shares expected to vest | 1,419 |
Amount to be recognized as compensation cost over the performance period | $ | $ 9,741 |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grants participants may receive from original grant | 0.00% |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grants participants may receive from original grant | 300.00% |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 02, 2015 | Oct. 03, 2014 | Oct. 02, 2015 | Oct. 03, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income (loss) to common shareholders | $ 16,984 | $ 13,887 | $ (14,116) | $ 37,539 |
Denominator for basic earnings (loss) per share—weighted average common shares | 132,133 | 129,620 | 131,521 | 128,820 |
Effect of stock options and awards | 312 | 3,006 | 2,779 | |
Denominator for diluted earnings (loss) per share—adjusted weighted average common shares | 132,445 | 132,626 | 131,521 | 131,599 |
Basic | $ 0.13 | $ 0.11 | $ (0.11) | $ 0.29 |
Diluted | $ 0.13 | $ 0.10 | $ (0.11) | $ 0.29 |
Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares not included in the above calculations | 3,405 | 1,422 | 1,083 | 1,072 |
Segment Information (Details)
Segment Information (Details) | 9 Months Ended |
Oct. 02, 2015segment | |
Segment Information [Abstract] | |
Number of reportable segments | 1 |
Legal Matters And Indemnifica47
Legal Matters And Indemnifications (Details) - USD ($) $ in Thousands | Sep. 28, 2015 | Mar. 06, 2015 | Oct. 02, 2015 | Oct. 02, 2015 |
Loss Contingencies [Line Items] | ||||
Provision for TAOS litigation | $ 81,100 | |||
TAOS [Member] | ||||
Loss Contingencies [Line Items] | ||||
Lawsuit filed by TAOS, date | November 25, 2008 | |||
Accrual for loss contingency | $ 79,000 | $ 79,000 | ||
Legal costs incurred | $ 2,100 | |||
TAOS [Member] | Actual Damage [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage awarded value | $ 48,700 | |||
TAOS [Member] | Exemplary Damage [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage awarded value | 10,000 | |||
TAOS [Member] | Patent Infringement [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage awarded value | $ 74 | |||
TAOS [Member] | PreTrial Interest [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage sought value | $ 18,100 | |||
Pending Litigation [Member] | TECTVT [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage awarded value | $ 18,500 | |||
Pending Litigation [Member] | Costs Related To Defending Class Action [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage sought value | 11,200 | |||
Pending Litigation [Member] | Costs Related To Remediation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damage sought value | $ 15,900 |