Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 20, 2015 | Jun. 27, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | ON Semiconductor Corporation | ||
Entity Central Index Key | 1097864 | ||
Current Fiscal Year End | -19 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 431,315,129 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Public Float | $3,982,333,746 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No |
Consolidated_Balance_Sheet
Consolidated Balance Sheet (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Assets | ||
Cash and cash equivalents | $511.70 | $509.50 |
Short-term investments | 6.1 | 116.2 |
Receivables, net | 417.5 | 383.4 |
Inventories | 729.9 | 608.8 |
Other current assets | 140.6 | 89.3 |
Total current assets | 1,805.80 | 1,707.20 |
Property, plant and equipment, net | 1,203.90 | 1,074.20 |
Goodwill | 264.7 | 184.6 |
Intangible assets, net | 457.6 | 223.4 |
Other assets | 91 | 104.4 |
Total assets | 3,823 | 3,293.80 |
Liabilities, Non-Controlling Interest and Stockholders’ Equity | ||
Accounts payable | 378.2 | 276.8 |
Accrued expenses | 287.9 | 220.3 |
Deferred income on sales to distributors | 165.1 | 140.5 |
Current portion of long-term debt (see Note 8) | 209.6 | 181.6 |
Total current liabilities | 1,040.80 | 819.2 |
Long-term debt (see Note 8) | 983 | 760.6 |
Other long-term liabilities | 151.8 | 190.4 |
Total liabilities | 2,175.60 | 1,770.20 |
Commitments and contingencies (See Note 12) | ||
ON Semiconductor Corporation stockholders’ equity: | ||
Common stock ($0.01 par value, 750,000,000 shares authorized, 524,615,562 and 515,888,942 shares issued, 434,100,017 and 440,250,288 shares outstanding, respectively) | 5.2 | 5.2 |
Additional paid-in capital | 3,281.20 | 3,210.80 |
Accumulated other comprehensive loss | -41.5 | -47.4 |
Accumulated deficit | -915.6 | -1,105.30 |
Less: treasury stock, at cost; 90,515,545 and 75,638,654 shares, respectively | -702.8 | -572.5 |
Total ON Semiconductor Corporation stockholders’ equity | 1,626.50 | 1,490.80 |
Non-controlling interest in consolidated subsidiary | 20.9 | 32.8 |
Total stockholders' equity | 1,647.40 | 1,523.60 |
Total liabilities and equity | $3,823 | $3,293.80 |
Consolidated_Balance_Sheet_Par
Consolidated Balance Sheet (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Stockholders' Equity: | ||
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, shares issued (in shares) | 524,615,562 | 515,888,942 |
Common stock, shares outstanding (in shares) | 434,100,017 | 440,250,288 |
Treasury stock, shares (in shares) | 90,515,545 | 75,638,654 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Revenues | $3,161.80 | $2,782.70 | $2,894.90 |
Cost of revenues (exclusive of amortization shown below) | 2,076.90 | 1,853.60 | 1,948.60 |
Gross profit | 1,084.90 | 929.1 | 946.3 |
Operating expenses: | |||
Research and development | 366.6 | 334.2 | 367.5 |
Selling and marketing | 200 | 171.2 | 180.9 |
General and administrative | 180.9 | 148.5 | 160.6 |
Amortization of acquisition-related intangible assets | 68.4 | 33.1 | 44.4 |
Restructuring, asset impairments and other, net | 30.5 | 33.2 | 163.7 |
Goodwill and intangible asset impairment | 9.6 | 0 | 49.5 |
Total operating expenses | 856 | 720.2 | 966.6 |
Operating income (loss) | 228.9 | 208.9 | -20.3 |
Other income (expenses), net: | |||
Interest expense | -34.1 | -38.6 | -56.1 |
Interest income | 1.5 | 1.3 | 1.5 |
Other | -4.4 | 1.5 | 5.8 |
Loss on debt extinguishment | 0 | -3.1 | -7.8 |
Other income (expenses), net | -37 | -38.9 | -56.6 |
Income (loss) before income taxes | 191.9 | 170 | -76.9 |
Income tax benefit (provision) | 0.2 | -16.4 | -16 |
Net income (loss) | 192.1 | 153.6 | -92.9 |
Less: Net income attributable to non-controlling interest | -2.4 | -3.2 | -4.3 |
Net income (loss) attributable to ON Semiconductor Corporation | 189.7 | 150.4 | -97.2 |
Comprehensive income (loss), net of tax: | |||
Net income (loss) | 192.1 | 153.6 | -92.9 |
Foreign currency translation adjustments | 3.5 | -3.8 | 4.3 |
Effects of cash flow hedges | -1.7 | -2.6 | 0.8 |
Unrealized gain on available-for-sale securities | 4.1 | 0 | 0.4 |
Amortization of prior service costs of defined benefit plan | 0 | 0.1 | 0.1 |
Other comprehensive income (loss), net of tax | 5.9 | -6.3 | 5.6 |
Comprehensive income (loss) | 198 | 147.3 | -87.3 |
Comprehensive income attributable to non-controlling interest | -2.4 | -3.2 | -4.3 |
Comprehensive income (loss) attributable to ON Semiconductor Corporation | $195.60 | $144.10 | ($91.60) |
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||
Basic (in dollars per share) | $0.43 | $0.34 | ($0.21) |
Diluted (in dollars per share) | $0.43 | $0.33 | ($0.21) |
Weighted average common shares outstanding: | |||
Basic (in shares) | 439.5 | 447.9 | 452.6 |
Diluted (in shares) | 443.5 | 450.7 | 452.6 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations and Comprehensive Income (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Other Comprehensive Income (Loss), Tax | $0.20 | $0 | $0 |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] |
In Millions, except Share data, unless otherwise specified | |||||||
Balance, beginning at Dec. 31, 2011 | $1,537.30 | $5 | $3,113.50 | ($46.70) | ($1,158.50) | ($401.30) | $25.30 |
Balance, beginning (in shares) at Dec. 31, 2011 | 502,452,084 | -51,167,864 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income | -87.3 | 5.6 | -97.2 | 4.3 | |||
Stock option exercises (in shares) | 1,866,376 | ||||||
Stock option exercises | 9.4 | 0.1 | 9.3 | ||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 1,445,309 | ||||||
Shares issued pursuant to the employee stock purchase plan | 8.3 | 8.3 | |||||
Restricted stock units and stock grant awards issued (in shares) | 4,214,230 | ||||||
Restricted stock units and stock grant awards issued | 0 | ||||||
Shares withheld for employee taxes on restricted stock units (in shares) | -1,141,640 | ||||||
Shares withheld for employee taxes on restricted stock units | -9.6 | -9.6 | |||||
Share-based compensation expense | 20.5 | 20.5 | |||||
Repurchase of common stock (in shares) | -8,800,000 | -8,844,150 | |||||
Repurchase of common stock | -55.5 | -55.5 | |||||
Exchange of convertible notes | 4.8 | 4.8 | |||||
Balance, ending at Dec. 31, 2012 | 1,427.90 | 5.1 | 3,156.40 | -41.1 | -1,255.70 | -466.4 | 29.6 |
Balance, ending (in shares) at Dec. 31, 2012 | 509,977,999 | -61,153,654 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income | 147.3 | -6.3 | 150.4 | 3.2 | |||
Stock option exercises (in shares) | 2,084,541 | ||||||
Stock option exercises | 12.1 | 0.1 | 12 | ||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 1,330,919 | ||||||
Shares issued pursuant to the employee stock purchase plan | 8.3 | 8.3 | |||||
Restricted stock units and stock grant awards issued (in shares) | 2,495,483 | ||||||
Restricted stock units and stock grant awards issued | 0 | ||||||
Shares withheld for employee taxes on restricted stock units (in shares) | -581,585 | ||||||
Shares withheld for employee taxes on restricted stock units | -4.5 | -4.5 | |||||
Share-based compensation expense | 32.3 | 32.3 | |||||
Repurchase of common stock (in shares) | -13,900,000 | -13,903,415 | |||||
Repurchase of common stock | -101.6 | -101.6 | |||||
Exchange of convertible notes | 1.8 | 1.8 | |||||
Balance, ending at Dec. 31, 2013 | 1,523.60 | 5.2 | 3,210.80 | -47.4 | -1,105.30 | -572.5 | 32.8 |
Balance, ending (in shares) at Dec. 31, 2013 | 515,888,942 | -75,638,654 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Comprehensive income | 198 | 5.9 | 189.7 | 2.4 | |||
Stock option exercises (in shares) | 3,700,000 | 3,735,048 | |||||
Stock option exercises | 24.9 | 24.9 | |||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 1,346,677 | ||||||
Shares issued pursuant to the employee stock purchase plan | 10 | 10 | |||||
Restricted stock units and stock grant awards issued (in shares) | 3,644,895 | ||||||
Restricted stock units and stock grant awards issued | 0 | ||||||
Shares withheld for employee taxes on restricted stock units (in shares) | -976,786 | ||||||
Shares withheld for employee taxes on restricted stock units | -9.1 | -9.1 | |||||
Share-based compensation expense | 45.8 | 45.8 | |||||
Repurchase of common stock (in shares) | -13,900,000 | -13,900,105 | |||||
Repurchase of common stock | -121.2 | -121.2 | |||||
Dividend to non-controlling shareholder of consolidated subsidiary | -4.2 | -4.2 | |||||
Acquisition of non-controlling interest | -20.4 | -10.3 | -10.1 | ||||
Balance, ending at Dec. 31, 2014 | $1,647.40 | $5.20 | $3,281.20 | ($41.50) | ($915.60) | ($702.80) | $20.90 |
Balance, ending (in shares) at Dec. 31, 2014 | 524,615,562 | -90,515,545 |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flows (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | $192.10 | $153.60 | ($92.90) |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 268.8 | 211.8 | 243.6 |
Gain on sale or disposal of fixed assets | -1.4 | -6.8 | -9.5 |
Loss on debt extinguishment | 0 | 3.1 | 7.8 |
Amortization of debt issuance costs | 1.4 | 1.3 | 2.1 |
Write-down of excess inventories | 40.6 | 51.9 | 51.9 |
Non-cash share-based compensation expense | 45.8 | 32.3 | 20.5 |
Non-cash interest | 7 | 11.2 | 23.4 |
Non-cash asset impairment charges | 6.5 | 8 | 103 |
Non-cash goodwill and intangible asset impairment charges | 9.6 | 0 | 49.5 |
Non-cash foreign currency translation gain | 0 | -21 | 0 |
Change in deferred taxes | -18.8 | 1.4 | -1.9 |
Other | 1.8 | -0.3 | -1.6 |
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||
Receivables | 20.5 | -35.4 | 95.4 |
Inventories | -59 | -88.3 | -1.5 |
Other assets | -14.1 | 19.1 | -9.9 |
Accounts payable | -17.3 | 6.6 | -159.9 |
Accrued expenses | -11.3 | 21.7 | 5.9 |
Deferred income on sales to distributors | 24.6 | 6 | -37.5 |
Other long-term liabilities | -15.5 | -48.9 | -12.4 |
Net cash provided by operating activities | 481.3 | 327.3 | 276 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -204.3 | -155.2 | -256.3 |
Proceeds from sales of property, plant and equipment | 1.5 | 9.7 | 6.2 |
Deposits (made) utilized for purchases of property, plant and equipment | 2.6 | -1.3 | 1.4 |
Recovery from insurance on property, plant and equipment | 0 | 0 | 11.5 |
Purchase of businesses, net of cash acquired | -423.7 | 0 | 0 |
Cash placed in escrow | -40 | 0 | 0 |
Purchase of cost method investment | -5.8 | 0 | 0 |
Proceeds from held-to-maturity securities | 116.9 | 224.3 | 377.6 |
Purchase of held-to-maturity securities | -12.8 | -195.7 | -273.8 |
Net cash used in investing activities | -565.6 | -118.2 | -133.4 |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under the employee stock purchase plan | 10 | 8.3 | 8.3 |
Proceeds from exercise of stock options | 24.9 | 12.1 | 9.4 |
Payments of tax withholding for restricted shares | -9.1 | -4.5 | -9.6 |
Repurchase of common stock | -121.8 | -101 | -55.5 |
Proceeds from debt issuance | 346.4 | 173.7 | 23.6 |
Payment of capital lease obligations | -43.8 | -41.7 | -40.8 |
Repayment of long-term debt | -90.6 | -217.7 | -232.5 |
Payments made in connection with debt refinancing | 0 | -3.2 | -2.6 |
Acquisition of non-controlling interest | -20.4 | 0 | 0 |
Dividend to non-controlling shareholder of consolidated subsidiary | -4.2 | 0 | 0 |
Net cash provided by (used in) financing activities | 91.4 | -174 | -299.7 |
Effect of exchange rate changes on cash and cash equivalents | -4.9 | -12.5 | -8.9 |
Net increase (decrease) in cash and cash equivalents | 2.2 | 22.6 | -166 |
Cash and cash equivalents, beginning of period | 509.5 | 486.9 | 652.9 |
Cash and cash equivalents, end of period | $511.70 | $509.50 | $486.90 |
Background_and_Basis_of_Presen
Background and Basis of Presentation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||
Background and Basis of Presentation | Background and Basis of Presentation | ||||||||||||
ON Semiconductor Corporation (“ON Semiconductor”), together with its wholly and majority-owned subsidiaries (the “Company”), prepares its financial statements in accordance with generally accepted accounting principles in the United States of America. As of December 31, 2014, the Company was organized into four operating segments, which also represent its four reporting segments: Application Products Group, Standard Products Group, System Solutions Group, and Image Sensor Group. Additional details on our operating segments are included in Note 18: "Segment Information." | |||||||||||||
The Company expanded certain prior year amounts in our consolidated financial statements to conform to the current year presentation. | |||||||||||||
Revision of Previously-Issued Financial Statements | |||||||||||||
During the quarter ended December 31, 2014, the Company revised its financial statements for 2013 and 2012 to record a deferred tax asset in a foreign subsidiary and has made adjustments in each successive period related to the foreign currency exchange rate changes associated with that item. The prior periods also include revised amounts from a change in application of an accounting convention, related to manufacturing variances, and other adjustments relating to hedging and inventory amounts. These other previously-identified errors were either uncorrected or corrected in a period subsequent to the period in which the error originated. | |||||||||||||
The Company assessed the effect of the above errors in the aggregate on prior periods’ financial statements in accordance with the SEC’s Staff Accounting Bulletins No. 99 and 108 and, based on an analysis of quantitative and qualitative factors, determined that the errors were not material to any of the Company’s prior interim and annual financial statements. | |||||||||||||
The Company determined that the correction of the cumulative amounts of the errors would be material to the 2014 consolidated financial statements, and as such, the Company revised its previously-issued consolidated financial statements for 2013 and 2012. The adjustments related to the years prior to fiscal 2012 are reflected as a $43.8 million decrease to the beginning accumulated deficit for fiscal 2012. | |||||||||||||
All financial information contained in the accompanying notes to these consolidation financial statements has been revised to reflect the correction of these errors. | |||||||||||||
The following table presents the effect of the aforementioned revision on the Company’s consolidated balance sheet as of December 31, 2013 (in millions): | |||||||||||||
As of December 31, 2013 | |||||||||||||
As Reported | Revision | As Revised | |||||||||||
Inventories | 611.8 | (3.0 | ) | 608.8 | |||||||||
Total current assets | 1,710.20 | (3.0 | ) | 1,707.20 | |||||||||
Other assets | 64.6 | 39.8 | 104.4 | ||||||||||
Total assets | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | |||||||
Accumulated deficit | (1,142.1 | ) | 36.8 | (1,105.3 | ) | ||||||||
Total ON Semiconductor Corporation stockholders’ equity | 1,454.00 | 36.8 | 1,490.80 | ||||||||||
Total stockholders' equity | 1,486.80 | 36.8 | 1,523.60 | ||||||||||
Total liabilities and equity | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | |||||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the years ended December 31, 2013 and 2012 (in millions, except per share data): | |||||||||||||
Year ended December 31, 2013 | |||||||||||||
As Reported | Revision | As Revised | |||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,844.30 | $ | 9.3 | $ | 1,853.60 | |||||||
Gross profit | 938.4 | (9.3 | ) | 929.1 | |||||||||
Operating income | 218.2 | (9.3 | ) | 208.9 | |||||||||
Other | 3.1 | (1.6 | ) | 1.5 | |||||||||
Other income (expenses), net | (37.3 | ) | (1.6 | ) | (38.9 | ) | |||||||
Income before income taxes | 180.9 | (10.9 | ) | 170 | |||||||||
Income tax provision | (26.9 | ) | 10.5 | (16.4 | ) | ||||||||
Net income | 154 | (0.4 | ) | 153.6 | |||||||||
Net income attributable to ON Semiconductor Corporation | 150.8 | (0.4 | ) | 150.4 | |||||||||
Comprehensive income | 147.7 | (0.4 | ) | 147.3 | |||||||||
Comprehensive income attributable to ON Semiconductor Corporation | 144.5 | (0.4 | ) | 144.1 | |||||||||
Year ended December 31, 2012 | |||||||||||||
As Reported | Revision | As Revised | |||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,943.00 | $ | 5.6 | $ | 1,948.60 | |||||||
Gross profit | 951.9 | (5.6 | ) | 946.3 | |||||||||
Restructuring, asset impairments and other, net | 165.3 | (1.6 | ) | 163.7 | |||||||||
Total operating expenses | 968.2 | (1.6 | ) | 966.6 | |||||||||
Operating loss | (16.3 | ) | (4.0 | ) | (20.3 | ) | |||||||
Loss before income taxes | (72.9 | ) | (4.0 | ) | (76.9 | ) | |||||||
Income tax provision | (13.4 | ) | (2.6 | ) | (16.0 | ) | |||||||
Net loss | (86.3 | ) | (6.6 | ) | (92.9 | ) | |||||||
Net loss attributable to ON Semiconductor Corporation | (90.6 | ) | (6.6 | ) | (97.2 | ) | |||||||
Comprehensive loss | (80.7 | ) | (6.6 | ) | (87.3 | ) | |||||||
Comprehensive loss attributable to ON Semiconductor Corporation | (85.0 | ) | (6.6 | ) | (91.6 | ) | |||||||
Net loss per common share attributable to ON Semiconductor Corporation: | |||||||||||||
Basic | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | ||||
Diluted | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | ||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of cash flows for the years ended December 31, 2013 and 2012 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions: | |||||||||||||
Year ended December 31, 2013 | |||||||||||||
As Reported | Revision | As Revised | |||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 154 | $ | (0.4 | ) | $ | 153.6 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||
Change in deferred taxes | 9 | (7.6 | ) | 1.4 | |||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||||||||||||
Inventories | (97.6 | ) | 9.3 | (88.3 | ) | ||||||||
Other assets | 20.4 | (1.3 | ) | 19.1 | |||||||||
Year ended December 31, 2012 | |||||||||||||
As Reported | Revision | As Revised | |||||||||||
Cash flows from operating activities: | |||||||||||||
Net income (loss) | $ | (86.3 | ) | $ | (6.6 | ) | $ | (92.9 | ) | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||
Change in deferred taxes | (3.1 | ) | 1.2 | (1.9 | ) | ||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||||||||||||
Inventories | (7.1 | ) | 5.6 | (1.5 | ) | ||||||||
Accounts payable | (161.3 | ) | 1.4 | (159.9 | ) | ||||||||
Other long-term liabilities | (10.8 | ) | (1.6 | ) | (12.4 | ) |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Significant Accounting Policies | Significant Accounting Policies | |
Principles of Consolidation | ||
The accompanying consolidated financial statements include the accounts of the Company, including its wholly-owned and majority-owned subsidiaries. Investments in companies that represent less than 20% of the related voting stock where the Company does not have the ability to exert significant influence are accounted for as cost method investments. All material intercompany accounts and transactions have been eliminated. | ||
Use of Estimates | ||
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Significant estimates have been used by management in conjunction with the following: (i) measurement of valuation allowances relating to trade receivables, inventories and deferred tax assets; (ii) estimates of future payouts for customer incentives and allowances, warranties, and restructuring activities; (iii) assumptions surrounding future pension obligations; (iv) fair values of share-based compensation and of financial instruments (including derivative financial instruments); (v) evaluations of uncertain tax positions; (vi) estimates and assumptions used in connection with business combinations; and (vi) future cash flows used to assess and test for impairment of goodwill and long-lived assets, if applicable. Actual results could differ from these estimates. | ||
Cash and cash equivalents | ||
The Company considers all highly liquid investments with an original maturity to the Company of three months or less to be cash equivalents. Cash and cash equivalents are maintained with reputable major financial institutions. If, due to current economic conditions, one or more of the financial institutions with which the Company maintains deposits fails, the Company's cash and cash equivalents may be at risk. Deposits with these banks generally exceed the amount of insurance provided on such deposits; however, these deposits typically may be redeemed upon demand and, as a result of the quality of the respective financial institutions, management believes these deposits bear minimal risk. | ||
Short-Term Investments | ||
Short-term investments that have an original maturity to the Company between three months and one year, and are classified as held-to-maturity. Held-to-maturity securities are carried at amortized cost as it is the intent of the Company to hold these securities until maturity. | ||
Short-term investments also include available-for-sale securities. Available-for-sale securities are stated at fair value and the net unrealized gains or losses on available-for-sale securities are recorded as a component of accumulated other comprehensive loss, net of income taxes. | ||
Allowance for Doubtful Accounts | ||
In the normal course of business, the Company provides non-collateralized credit terms to its customers. Accordingly, the Company maintains an allowance for doubtful accounts for possible losses on uncollectible accounts receivable. The Company routinely analyzes accounts receivable and considers history, customer creditworthiness, facts and circumstances specific to outstanding balances, current economic trends, and payment term changes when evaluating adequacy of the allowance for doubtful accounts. For uncollectible accounts receivable, the Company records a loss against the allowance for doubtful accounts only after exhaustive efforts have been made to collect. | ||
Inventories | ||
Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or market. General market conditions, as well as the Company's design activities, can cause certain of its products to become obsolete. The Company writes down excess and obsolete inventories based upon a regular analysis of inventory on hand compared to historical and projected end-user demand. These write downs can influence results from operations. For example, when demand for a given part falls, all or a portion of the related inventory, that is considered to be in excess of anticipated demand, is written down, impacting cost of revenues and gross profit. If demand recovers and the parts previously written down are sold, a higher than normal margin will generally be recognized. However, the majority of product inventory that has been previously written down is ultimately discarded. Although the Company does sell some products that have previously been written down, such sales have historically been consistently immaterial the related impact on the Company's gross profit has also been immaterial. | ||
Property, Plant and Equipment | ||
Property, plant and equipment are recorded at cost and are depreciated over estimated useful lives of 30-50 years for buildings and 3-20 years for machinery and equipment using straight-line methods. Expenditures for maintenance and repairs are charged to operations in the period in which the expense is incurred. When assets are retired or otherwise disposed of, the related costs and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations in the period realized. | ||
The Company evaluates the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be fully recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses are measured as the amount by which the carrying value of an asset group exceeds its fair value and are recognized in operating results. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of the asset group. | ||
Business Combination Purchase Price Allocation | ||
The allocation of the purchase price of business combinations is based on management estimates and assumptions, which utilize established valuation techniques appropriate for the high-technology industry. These techniques include the income approach, cost approach or market approach, depending upon which approach is the most appropriate based on the nature and reliability of available data. The income approach is predicated upon the value of the future cash flows that an asset is expected to generate over its economic life. The cost approach takes into account the cost to replace (or reproduce) the asset and the effects on the asset's value of physical, functional and/or economic obsolescence that has occurred with respect to the asset. The market approach is used to estimate value from an analysis of actual transactions or offerings for economically comparable assets available as of the valuation date. See Note 4: "Acquisitions" for additional information. | ||
Goodwill | ||
Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in the Company's acquisitions. See Note 5: "Goodwill and Intangible Assets" and Note 4: "Acquisitions" for additional information. | ||
The Company evaluates its goodwill for potential impairment annually during the fourth quarter and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. Determining the fair value of the Company's reporting units is subjective in nature and involves the use of significant estimates and assumptions, including projected net cash flows, discount and long-term growth rates. The Company determines the fair value of its reporting units based on an income approach, whereby the fair value of the reporting unit is derived from the present value of estimated future cash flows. The assumptions about estimated cash flows include factors such as future revenues, gross profits, operating expenses, and industry trends. The Company considers historical rates and current market conditions when determining the discount and long-term growth rates to use in its analysis. The Company considers other valuation methods, such as the cost approach or market approach, if it is determined that these methods provide a more representative approximation of fair value. Changes in these estimates based on evolving economic conditions or business strategies could result in material impairment charges in future periods. The Company bases its fair value estimates on assumptions it believes to be reasonable. Actual results may differ from those estimates. | ||
The first step of the goodwill impairment test compares the fair value of the reporting unit to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets associated with that unit, goodwill is not considered impaired and the Company is not required to perform further testing. If the carrying value of the net assets associated with the reporting unit exceeds the fair value of the reporting unit, then the Company must perform the second step of the goodwill impairment test in order to determine the implied fair value of the reporting unit’s goodwill. If, during this second step, the Company determines that the carrying value of a reporting unit’s goodwill exceeds its implied fair value, the Company would record an impairment loss equal to the difference. | ||
The Company has determined that its product families, which are components of its operating segments, constitute reporting units for purposes of allocating and testing goodwill. The Company's product families are one level below its operating segments, with the Company's segment management conducting regular reviews of the operating results for each product family. As of each acquisition date, all goodwill acquired was assigned to the product families that were expected to benefit from the synergies of the respective acquisition. The amount of goodwill assigned to each reporting unit was the difference between the fair value of the acquired business included in a reporting unit and the fair value of identifiable assets and liabilities allocated to the reporting unit as of the acquisition date. | ||
Intangible Assets | ||
The Company's acquisitions have resulted in intangible assets consisting of values assigned to customer relationships; patents; developed technology; IPRD; and trademarks. These are stated at cost less accumulated amortization, are amortized over their estimated useful lives, and are reviewed for impairment when facts or circumstances suggest that the carrying value of the asset group containing these assets may not be recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses are measured as the amount by which the carrying value of an asset group exceeds its fair value and are recognized in operating results. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of an asset group. The dynamic economic environment in which the Company operates and the resulting assumptions used to estimate future cash flows impact the outcome of these impairment tests. See Note 5: "Goodwill and Intangible Assets" for additional information. | ||
Treasury Stock | ||
Treasury stock is recorded at cost, inclusive of fees, commissions and other expenses, when outstanding common shares are repurchased by the Company, including when outstanding shares are withheld to satisfy tax withholding obligations in connection with certain shares pursuant to restricted stock units under the Company's share-based compensation plans. See Note 9: "Earnings Per Share and Equity" for additional information. | ||
Debt Issuance Costs | ||
Debt issuance costs are capitalized and amortized over the term of the underlying agreements using the effective interest method and, for the Company's convertible notes, are amortized through the first put date, which the Company considers to be the earliest maturity date. Upon prepayment of debt, the related unamortized debt issuance costs are charged to expense. Amortization of debt issuance costs is included in interest expense while the unamortized balance is included in other assets. See Note 8: "Long-Term Debt - Loss on Debt Repurchase or Exchange" for additional information. | ||
Revenue Recognition | ||
The Company generates revenue from sales of its semiconductor products to OEMs, electronic manufacturing service providers and distributors. The Company also generates revenue, to a much lesser extent, from manufacturing services provided to customers. | ||
The Company recognizes revenue on sales to OEMs, distributors that are not entitled to returns and allowances, electronic manufacturing service providers and on sales of manufacturing services, net of provisions for related sales returns and allowances. Revenue is recognized when persuasive evidence of an arrangement exists, title and risk of loss pass to the customer (which is generally upon shipment), the price is fixed or determinable and collectability is reasonably assured. | ||
For products sold to distributors who are entitled to returns and allowances, the Company recognizes the related revenue and cost of revenues when it is informed by the distributor that it has resold the products to the end-user. As a result of the Company's inability to reliably estimate up front the effects of the returns and allowances with these distributors, the Company defers the related revenue and gross margin on sales to these distributors until it is informed by the distributor that the products have been resold to the end-user, at which time the ultimate sales price in known. Although payment terms vary, most distributor agreements require payment within 30 days. | ||
Taxes assessed by government authorities on revenue-producing transactions, including value added and excise taxes, are presented on a net basis (excluded from revenues) in the statement of operations. | ||
Sales returns and allowances are estimated based on historical experience. The Company's OEM customers do not have the right to return products, other than pursuant to the provisions of the Company's standard warranty. Sales to distributors, however, are typically made pursuant to agreements that provide return rights with respect to discontinued or slow-moving products. Under the Company's general agreements, distributors are allowed to return any product that has been removed from the Company's price book. In addition, agreements with distributors typically contain standard stock rotation provisions permitting limited levels of product returns. However, since the Company defers recognition of revenue and gross profit on sales to distributors until the distributor resells the product, due to the inability to reliably estimate up front the effect of the returns and allowances with these distributors, sales returns and allowances have minimal impact on the results of operations. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenues are recognized; and are netted against revenues. The Company reviews warranty and related claims activities and records provisions, as necessary. | ||
The Company generally warrants that products sold to its customers will, at the time of shipment, be free from defects in workmanship and materials and conform to specifications. The Company's standard warranty extends for a period that is the greater of (i) two years from the date of shipment or (ii) the period of time specified in the customer's standard warranty (provided that the customer's standard warranty is stated in writing and extended to purchasers at no additional charge). At the time revenue is recognized, the Company establishes an accrual for estimated warranty expenses associated with its sales, recorded as a component of cost of revenues. In addition, the Company also offers cash discounts to certain customers for payments received within an agreed upon time, generally 10 days after shipment. The Company records a reserve for cash discounts as a reduction to accounts receivable and a reduction to revenues, based on experience with each customer. | ||
Freight and handling costs are included in cost of revenues and are recognized as period expense during the period in which they are incurred. | ||
Research and Development Costs | ||
Research and development costs are expensed as incurred. | ||
Share-Based Compensation | ||
Share-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the employee's requisite service period. The Company has outstanding awards with performance, time and service-based vesting provisions. See Note 10: "Share-Based Compensation" for additional information. | ||
Income Taxes | ||
Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which management cannot conclude that it is more likely than not that such deferred tax assets will be realized. | ||
In determining the amount of the valuation allowance, estimated future taxable income, as well as feasible tax planning strategies for each taxing jurisdiction are considered. If the Company determines it is more likely than not that all or a portion of the remaining deferred tax assets will not be realized, the valuation allowance will be increased with a charge to income tax expense. Conversely, if the Company determines it is more likely than not to be able to utilize all or a portion of the deferred tax assets for which a valuation allowance has been provided, the related portion of the valuation allowance will be recorded as a reduction to income tax expense. | ||
The Company recognizes and measures benefits for uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that is it more likely than not that the tax positions will be sustained upon audit, including resolution of any related appeals or litigation processes. For tax positions that are more likely than not to be sustained upon audit, the second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon settlement. The Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Significant judgment is required to evaluate uncertain tax positions. Evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of tax audits and effective settlement of audit issues. Changes in the recognition or measurement of uncertain tax positions could result in material increases or decreases in income tax expense in the period in which the change is made, which could have a material impact on the Company's effective tax position. See Note 15: "Income Taxes" for additional information. | ||
Foreign Currencies | ||
Most of the Company's foreign subsidiaries conduct business primarily in U.S. dollars and, as a result, utilize the dollar as their functional currency. For the remeasurement of financial statements of these subsidiaries, assets and liabilities in foreign currencies that are receivable or payable in cash are remeasured at current exchange rates, while inventories and other non-monetary assets in foreign currencies are remeasured at historical rates. Gains and losses resulting from the remeasurement of such financial statements are included in the operating results, as are gains and losses incurred on foreign currency transactions. | ||
The Company's Japanese subsidiaries utilize Japanese Yen as their functional currency. The assets and liabilities of these subsidiaries are translated at current exchange rates, while revenues and expenses are translated at the average rates in effect for the period. The related translation gains and losses are included in other comprehensive income or loss within the Consolidated Statements of Operations and Comprehensive Income. | ||
Defined Benefit Pension Plans | ||
The Company maintains defined benefit pension plans, covering certain of its foreign employees. For financial reporting purposes, net periodic pension costs and pension obligations are determined based upon a number of actuarial assumptions, including discount rates for plan obligations, assumed rates of return on pension plan assets and assumed rates of compensation increases for employees participating in plans. These assumptions are based upon management's judgment and consultation with actuaries, considering all known trends and uncertainties. See Note 11: "Employee Benefit Plans" for additional information. | ||
Contingencies | ||
The Company is involved in a variety of legal matters, intellectual property matters, environmental, financing and indemnification contingencies that arise in the normal course of business. Based on information available, management evaluates the relevant range and likelihood of potential outcomes and records the appropriate liability when the amount is deemed probable and reasonably estimable. | ||
Fair Value Measurement | ||
The Company measures certain of its financial and non-financial assets at fair value by using a fair value hierarchy that prioritizes certain inputs into individual fair value measurement approaches. Fair value is the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, as follows: | ||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities; | |
• | Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | |
• | Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |
Companies may choose to measure certain financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been elected must be reported in earnings. The Company has elected not to carry any of its debt instruments at fair value. See Note 13: "Fair Value Measurements" for additional information. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2014 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
ASU No. 2014-09 - “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”) | |
In May 2014, the FASB issued ASU 2014-09, which applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, superceding the revenue recognition requirements in Topic 605. Pursuant to ASU 2014-09, 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, as applied through a multi-step process to achieve that core principle. The new standard is effective for reporting periods beginning after December 15, 2016, and early adoption is not permitted. The Company is currently evaluating the impact that the adoption of ASU 2014-09 may have on the Company's consolidated financial statements. |
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Acquisitions | Acquisitions | ||||||||||||
The Company pursues strategic acquisitions from time to time to leverage its existing capabilities and further build its business. Such acquisitions are accounted for as business combinations pursuant to ASC 805 "Business Combinations." Accordingly, acquisition costs are not included as components of consideration transferred, and instead are accounted for as expenses in the period in which the costs are incurred. During the year ended December 31, 2014, the Company incurred acquisition-related costs of approximately $8.1 million, which are included in operating expenses on the Company's consolidated statements of operations and comprehensive income. Approximately $27.0 million for the expensing of the acquisition related inventory fair value adjustment was charged to cost of revenues in the consolidated statement of operations during the year ended December 31, 2014, when the inventory was sold. | |||||||||||||
In addition to the acquisitions described below, during the year ended December 31, 2014, the Company acquired an additional 10% of the non-controlling interest in a consolidated subsidiary for a purchase price that was greater than its carrying value. The Company has reflected the difference between the purchase price and the carrying value of the non-controlling interest as additional paid-in capital in the accompanying consolidated statement of shareholders' equity for the year ended December 31, 2014. See Note 9: "Earnings Per Share and Equity" for additional information. | |||||||||||||
Acquisition of Aptina, Inc. ("Aptina") | |||||||||||||
On August 15, 2014, the Company acquired 100% of Aptina for approximately $405.4 million in cash, subject to customary closing adjustments, of which approximately $2.9 million remained unpaid as of December 31, 2014. As discussed below, approximately $40.0 million of the total consideration was held in escrow as of December 31, 2014. During the third quarter of 2014, Aptina was incorporated into the Company's new Image Sensor Group for reporting purposes. For the period from August 15, 2014 to December 31, 2014, the Company's results include approximately $209.0 million of revenue and a $39.2 million net loss attributable to the acquisition of Aptina, which includes $22.3 million of charges for the amortization of the inventory adjustment to fair market value, $25.5 million for the amortization of acquired intangible assets and $5.9 million for business combination severance charges. The Company expects the acquisition of Aptina expands the Company's image-sensor business and further strengthens the Company's position in the fast growing segment of image sensors in the automotive and industrial end-markets. | |||||||||||||
The following table presents the initial allocation of the purchase price of Aptina for the assets acquired and liabilities assumed on August 15, 2014 based on their estimated fair values (in millions): | |||||||||||||
Initial Estimate | Adjustments | Adjusted Allocation | |||||||||||
Cash and cash equivalents | $ | 30.3 | $ | — | $ | 30.3 | |||||||
Receivables | 53.2 | — | 53.2 | ||||||||||
Inventories | 85.3 | (0.5 | ) | 84.8 | |||||||||
Other current assets | 5.7 | — | 5.7 | ||||||||||
Property, plant and equipment | 35.9 | 0.4 | 36.3 | ||||||||||
Goodwill | 63.8 | 1.5 | 65.3 | ||||||||||
Intangible assets | 183.1 | 23.8 | 206.9 | ||||||||||
In-process research and development | 75.4 | (24.1 | ) | 51.3 | |||||||||
Other non-current assets | 2.3 | — | 2.3 | ||||||||||
Total assets acquired | 535 | 1.1 | 536.1 | ||||||||||
Accounts payable | 66.8 | (0.2 | ) | 66.6 | |||||||||
Other current liabilities | 51.2 | (1.5 | ) | 49.7 | |||||||||
Other non-current liabilities | 14.5 | (0.1 | ) | 14.4 | |||||||||
Total liabilities assumed | 132.5 | (1.8 | ) | 130.7 | |||||||||
Net assets acquired | $402.50 | $2.90 | $405.40 | ||||||||||
Acquired intangible assets include $51.3 million of IPRD assets, which are to be amortized over the useful life upon successful completion of the related projects. The value assigned to IPRD was determined by considering the importance of products under development to the overall development plan, estimating costs to develop the purchased IPRD into commercially viable products, reviewing costs incurred for the projects, estimating the resulting net cash flows from the projects when completed and discounting the net cash flows to their present value. | |||||||||||||
Other acquired intangible assets of $206.9 million include: customer relationships of $127.5 million (two to six year useful life); developed technology of $77.1 million (six year useful life); and trademarks of $2.3 million (six month useful life). | |||||||||||||
Goodwill of $65.3 million was assigned to the Image Sensor Group. Among the factors that contributed to goodwill arising from the acquisition were the potential synergies that are expected to be derived from combining Aptina with the Company’s existing image sensor business. Goodwill as of December 31, 2014 is not deductible for tax purposes. | |||||||||||||
As of December 31, 2014, management had not yet completed its final evaluation of the fair value of certain intangible and personal property assets acquired. Changes related to the fair values during the measurement period may have an impact on the allocation of the purchase price, including values assigned to assets, liabilities and the amount of estimated goodwill represented in the table above. | |||||||||||||
Pursuant to the agreement and plan of merger between the Company and the sellers of Aptina (the "Merger Agreement"), $40.0 million of the total consideration was withheld by the Company and placed into an escrow account to secure against certain indemnifiable events described in the Merger Agreement. The $40.0 million consideration held in escrow was accounted for as restricted cash as of December 31, 2014 and is included in other current assets and accrued expenses on the Company's Consolidated Balance Sheet. | |||||||||||||
Acquisition of Truesense Imaging, Inc. ("Truesense") | |||||||||||||
On April 30, 2014, the Company acquired 100% of Truesense for approximately $95.7 million in cash. During the second quarter of 2014, Truesense was incorporated into the Company's Application Products Group and subsequently migrated to the Image Sensor Group for reporting purposes during the quarter ended September 26, 2014. During the year ended December 31, 2014, the Company recognized revenue of approximately $53.4 million and a net loss of approximately $0.3 million, attributable to the acquisition of Truesense, which includes $4.7 million of charges for the for the inventory adjustment to fair market value, $10.4 million for the amortization of acquired intangible assets | |||||||||||||
The Company expects the acquisition of Truesense to strengthen the Company's product portfolio targeting industrial end-markets such as machine vision, surveillance, and intelligent transportation systems by complementing the Company's existing high-speed, high-resolution, power-efficient image sensing solutions with Truesense’s high-performance image sensors for low-light, low-noise. | |||||||||||||
The following table presents the initial allocation and subsequent adjustments applied on a retrospective basis to the purchase price of Truesense for the assets acquired and liabilities assumed on April 30, 2014 based on their estimated fair values (in millions): | |||||||||||||
Initial Estimate | Adjustments | Final Allocation | |||||||||||
Cash and cash equivalents | $ | 4.2 | $ | — | $ | 4.2 | |||||||
Receivables | 8.8 | — | 8.8 | ||||||||||
Inventories | 18.8 | (0.5 | ) | 18.3 | |||||||||
Other current assets | 2.6 | 1 | 3.6 | ||||||||||
Property, plant and equipment | 25.6 | 0.8 | 26.4 | ||||||||||
Goodwill | 27 | (3.5 | ) | 23.5 | |||||||||
Intangible assets | 33.1 | 2.4 | 35.5 | ||||||||||
In-process research and development | 7.5 | 2.7 | 10.2 | ||||||||||
Total assets acquired | 127.6 | 2.9 | 130.5 | ||||||||||
Accounts payable | 3.8 | — | 3.8 | ||||||||||
Other current liabilities | 5.6 | 0.4 | 6 | ||||||||||
Other non-current liabilities | 23.1 | 1.9 | 25 | ||||||||||
Total liabilities assumed | 32.5 | 2.3 | 34.8 | ||||||||||
Net assets acquired | $ | 95.1 | $ | 0.6 | $ | 95.7 | |||||||
Acquired intangible assets include $10.2 million of IPRD assets, which are to be amortized over the useful life upon successful completion of the related projects. The value assigned to IPRD was determined by considering the importance of products under development to the overall development plan, reviewing costs incurred for the projects, estimating costs to develop the purchased IPRD into commercially viable products, estimating the resulting net cash flows from the projects when completed and discounting the net cash flows to their present value. | |||||||||||||
Other acquired intangible assets of $35.5 million include: customer relationships of $18.8 million (approximately five year useful life); and developed technology of $16.7 million (nine to eleven year useful life). | |||||||||||||
Goodwill of $23.5 million was assigned to the Image Sensor Group. Among the factors that contributed to goodwill arising from the acquisition were the potential synergies expected to be derived from combining Truesense with the Company’s existing image sensor business. Approximately $2.0 million of the $23.5 million of goodwill as of December 31, 2014 is deductible for tax purposes. | |||||||||||||
Pro Forma Results of Operations (Unaudited) | |||||||||||||
The following unaudited pro forma consolidated results of operations for the years ended December 31, 2014 and December 31, 2013 have been prepared as if the acquisitions of Aptina and Truesense had occurred on January 1, 2013 and includes adjustments for depreciation expense, amortization of intangibles, and the effect of purchase accounting adjustments including the step-up of inventory (in millions, except per share data): | |||||||||||||
Year Ended | |||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||
Revenues | $ | 3,536.40 | $ | 3,347.70 | |||||||||
Gross profit | $ | 1,213.70 | $ | 1,075.20 | |||||||||
Net income attributable to ON Semiconductor Corporation | $ | 147.8 | $ | 68.9 | |||||||||
Net income per common share attributable to ON Semiconductor Corporation: | |||||||||||||
Basic | $ | 0.34 | $ | 0.15 | |||||||||
Diluted | $ | 0.33 | $ | 0.15 | |||||||||
Included in the unaudited pro forma gross profit for the year ended December 31, 2013 is approximately $27.0 million for the expensing of inventory at the adjustment to fair market value. Included in the unaudited pro forma net income attributable to ON Semiconductor Corporation is $50.8 million and $95.4 million for the amortization of acquisition related intangible assets during the years ended December 31, 2014 and December 31, 2013, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | ||||||||||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||||||||||
Goodwill is tested for impairment at the reporting unit level which is one level below the Company's operating segments. During the first step of the Company’s annual impairment analysis in the fourth quarter of 2013, the Company determined that the carrying amount of the Company’s goodwill for all of its reporting units was recoverable. | |||||||||||||||||||||||||||||||||
During the Company's annual impairment analysis in the fourth quarters of 2014 and 2012, the Company determined that the fair value of certain of its reporting units were less than the carrying value. As a result of the 2014 impairment analysis, the Company recognized a goodwill impairment charge of $8.7 million relating to one of its reporting units in the Company's Application Products Group operating segment. As a result of the 2012 impairment analysis, the Company recognized a goodwill impairment charge of $14.1 million relating to one of its reporting units in the Company's Standard Products Group operating segment. | |||||||||||||||||||||||||||||||||
The Company uses the income approach, based on estimated future cash flows, to perform the goodwill impairment test. These estimates include assumptions about future conditions such as future revenues, gross profits, operating expenses, and industry trends. The Company considers other valuation methods, such as the cost approach or market approach, if it determines that these methods provide a more representative approximation of fair value. The material assumptions used for the income approach for 2014 and 2013, for reporting units for which no impairment charges were necessary, included projected net cash flows, a weighted-average discount rate of approximately 11% and 14%, respectively, and a weighted-average long-term growth rate of 3% and 4%, respectively. The Company considered historical rates and current market conditions when determining the discount and growth rates to use in the Company's analysis. | |||||||||||||||||||||||||||||||||
The following table summarizes goodwill by relevant reportable segment as of December 31, 2014 and December 31, 2013 (in millions): | |||||||||||||||||||||||||||||||||
Balance as of December 31, 2014 | Balance as of December 31, 2013 | ||||||||||||||||||||||||||||||||
Goodwill | Accumulated Amortization | Accumulated Impairment Losses | Carrying Value | Goodwill | Accumulated Amortization | Accumulated Impairment Losses | Carrying Value | ||||||||||||||||||||||||||
Operating Segment: | |||||||||||||||||||||||||||||||||
Application Products Group | $ | 539.9 | $ | (4.2 | ) | $ | (414.7 | ) | $ | 121 | $ | 539.9 | $ | (4.2 | ) | $ | (406.0 | ) | $ | 129.7 | |||||||||||||
Standard Products Group | 76 | (5.6 | ) | (23.0 | ) | 47.4 | 76 | (5.6 | ) | (23.0 | ) | 47.4 | |||||||||||||||||||||
Image Sensor Group | 96.3 | — | — | 96.3 | 7.5 | — | — | 7.5 | |||||||||||||||||||||||||
$ | 712.2 | $ | (9.8 | ) | $ | (437.7 | ) | $ | 264.7 | $ | 623.4 | $ | (9.8 | ) | $ | (429.0 | ) | $ | 184.6 | ||||||||||||||
There was no change in the Company's goodwill balance from 2012 to 2013. The following table summarizes the change in goodwill from December 31, 2013 to December 31, 2014 (in millions): | |||||||||||||||||||||||||||||||||
Net balance as of December 31, 2013 | $ | 184.6 | |||||||||||||||||||||||||||||||
Additions due to business combinations | 88.8 | ||||||||||||||||||||||||||||||||
Impairment charge | (8.7 | ) | |||||||||||||||||||||||||||||||
Net balance as of December 31, 2014 | $ | 264.7 | |||||||||||||||||||||||||||||||
Intangible Assets | |||||||||||||||||||||||||||||||||
As a result of the Company's annual goodwill impairment testing for 2014, it was determined that certain intangible assets belonging to a reporting unit within the Application Products Group were impaired. In connection with this impairment, the Company wrote-off approximately $0.9 million of intangible assets associated with the relevant Application Products Group operating segment. Additionally, during the fourth quarter of 2014, the Company wrote off approximately $4.7 million of other long-lived assets associated with the Application Products. See Note 13: "Fair Value Measurements" for additional information with respect to the Company's non-recurring fair value measurements. | |||||||||||||||||||||||||||||||||
As a result of the Company's annual goodwill impairment testing for 2012, it was determined that certain intangible assets associated with the Standard Products Group were also impaired. In connection with this impairment, the Company wrote-off approximately $3.8 million of intangible assets associated with the relevant Standard Products Group operating segment. | |||||||||||||||||||||||||||||||||
Additionally, during the fourth quarter of 2012, the Company assessed the current period and expected future operating results of the System Solutions Group and recorded an impairment charge of approximately $126.0 million related to long-lived assets, including approximately $31.6 million of intangible assets. See Note 13: "Fair Value Measurements" for additional information. | |||||||||||||||||||||||||||||||||
Intangible assets, net, were as follows as of December 31, 2014 and December 31, 2013 (in millions): | |||||||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||||||
Original | Accumulated | Foreign Currency | Accumulated Impairment | Carrying | |||||||||||||||||||||||||||||
Cost | Amortization | Translation Adjustment | Value | ||||||||||||||||||||||||||||||
Intellectual property | $ | 13.9 | $ | (10.0 | ) | $ | — | $ | (0.4 | ) | $ | 3.5 | |||||||||||||||||||||
Customer relationships | 426.6 | (146.2 | ) | (27.8 | ) | (23.7 | ) | 228.9 | |||||||||||||||||||||||||
Patents | 43.7 | (21.3 | ) | — | (13.7 | ) | 8.7 | ||||||||||||||||||||||||||
Developed technology | 240 | (88.9 | ) | — | (2.6 | ) | 148.5 | ||||||||||||||||||||||||||
Trademarks | 16.3 | (8.7 | ) | — | (1.1 | ) | 6.5 | ||||||||||||||||||||||||||
In-process research and development | 61.5 | — | — | — | 61.5 | ||||||||||||||||||||||||||||
Total intangibles | $ | 802 | $ | (275.1 | ) | $ | (27.8 | ) | $ | (41.5 | ) | $ | 457.6 | ||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||||||
Original | Accumulated | Foreign Currency | Accumulated Impairment | Carrying | |||||||||||||||||||||||||||||
Cost | Amortization | Translation Adjustment | Value | ||||||||||||||||||||||||||||||
Intellectual property | $ | 13.9 | $ | (9.4 | ) | $ | — | $ | (0.4 | ) | $ | 4.1 | |||||||||||||||||||||
Customer relationships | 280.3 | (105.5 | ) | (27.4 | ) | (23.0 | ) | 124.4 | |||||||||||||||||||||||||
Patents | 43.7 | (19.0 | ) | — | (13.7 | ) | 11 | ||||||||||||||||||||||||||
Developed technology | 146.2 | (66.7 | ) | — | (2.4 | ) | 77.1 | ||||||||||||||||||||||||||
Trademarks | 14 | (6.1 | ) | — | (1.1 | ) | 6.8 | ||||||||||||||||||||||||||
Total intangibles | $ | 498.1 | $ | (206.7 | ) | $ | (27.4 | ) | $ | (40.6 | ) | $ | 223.4 | ||||||||||||||||||||
Amortization expense for intangible assets amounted to: $68.4 million for the year ended December 31, 2014, $33.1 million for the year ended December 31, 2013 and $44.4 million for the year ended December 31, 2012. Amortization expense for intangible assets, with the exception of the $61.5 million of IPRD assets that will be amortized once the corresponding projects have been completed, is expected to be as follows over the next five years, and thereafter (in millions): | |||||||||||||||||||||||||||||||||
Total | |||||||||||||||||||||||||||||||||
2015 | $ | 134.5 | |||||||||||||||||||||||||||||||
2016 | 91.1 | ||||||||||||||||||||||||||||||||
2017 | 52.8 | ||||||||||||||||||||||||||||||||
2018 | 34 | ||||||||||||||||||||||||||||||||
2019 | 28.9 | ||||||||||||||||||||||||||||||||
Thereafter | 54.8 | ||||||||||||||||||||||||||||||||
Total estimated amortization expense | $ | 396.1 | |||||||||||||||||||||||||||||||
Restructuring_Asset_Impairment
Restructuring, Asset Impairments and Other, Net | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Restructuring Charges [Abstract] | |||||||||||||||||||||
Restructuring, Asset Impairments and Other, Net | Restructuring, Asset Impairments and Other, Net | ||||||||||||||||||||
A summary description of the activity included in the “Restructuring, Asset Impairments and Other, net” caption on the Company's Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2014, 2013 and 2012 is as follows (in millions): | |||||||||||||||||||||
Restructuring | Asset Impairments | Other (2) | Total | ||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||
System Solutions Group Voluntary Retirement Program | 10.4 | — | (4.5 | ) | 5.9 | ||||||||||||||||
Business Combination Severance | 5.9 | — | — | 5.9 | |||||||||||||||||
KSS facility closure | 10.1 | — | (2.1 | ) | 8 | ||||||||||||||||
Other (1) | 1.7 | 6 | 3 | 10.7 | |||||||||||||||||
Total | $ | 28.1 | $ | 6 | $ | (3.6 | ) | $ | 30.5 | ||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||||||
KSS facility closure | $ | 6.5 | $ | 3.5 | $ | — | $ | 10 | |||||||||||||
System Solutions Group Voluntary Retirement Programs | 52.9 | — | (15.6 | ) | 37.3 | ||||||||||||||||
Aizu facility closure | 3.1 | — | (22.4 | ) | (19.3 | ) | |||||||||||||||
Other (1) | 4.8 | 4.5 | (4.1 | ) | 5.2 | ||||||||||||||||
Total | $ | 67.3 | $ | 8 | $ | (42.1 | ) | $ | 33.2 | ||||||||||||
Year Ended December 31, 2012 | |||||||||||||||||||||
2012 global workforce reduction | $ | 11.2 | $ | — | $ | — | $ | 11.2 | |||||||||||||
Aizu facility closure | 9 | 4.5 | 0.1 | 13.6 | |||||||||||||||||
System Solutions Group consolidation | 3.6 | — | — | 3.6 | |||||||||||||||||
System Solutions Group asset impairment | — | 94.4 | — | 94.4 | |||||||||||||||||
System Solutions Group Voluntary Retirement Program | 47.6 | — | (11.7 | ) | 35.9 | ||||||||||||||||
Other (1) | 2 | 4.1 | (1.1 | ) | 5 | ||||||||||||||||
Total | $ | 73.4 | $ | 103 | $ | (12.7 | ) | $ | 163.7 | ||||||||||||
(1) Includes charges related to certain reductions in workforce, other facility closures, asset disposal activity and certain other activity which is not considered to be significant. | |||||||||||||||||||||
(2) Activity primarily consists of curtailment gains and non-cash foreign currency translation gains. See Note 11: "Employee Benefit Plans" for additional information. | |||||||||||||||||||||
Restructuring | |||||||||||||||||||||
The following is a rollforward of the accrued restructuring charges from December 31, 2013 to December 31, 2014 (in millions): | |||||||||||||||||||||
Balance as of December 31, 2013 | Charges | Usage | Balance as of December 31, 2014 | ||||||||||||||||||
Estimated employee separation charges | $ | 25.2 | $ | 24.4 | $ | (47.3 | ) | $ | 2.3 | ||||||||||||
Estimated costs to exit | 1 | 3.7 | (3.6 | ) | 1.1 | ||||||||||||||||
Total | $ | 26.2 | 28.1 | (50.9 | ) | 3.4 | |||||||||||||||
The following is a rollforward of the accrued restructuring charges from December 31, 2012 to December 31, 2013 (in millions): | |||||||||||||||||||||
Balance as of December 31, 2012 | Charges | Usage | Adjustments | Balance as of December 31, 2013 | |||||||||||||||||
Estimated employee separation charges | $ | 15.5 | $ | 62.2 | $ | (50.9 | ) | $ | (1.6 | ) | $ | 25.2 | |||||||||
Estimated costs to exit | 1.6 | 5.1 | (5.7 | ) | — | 1 | |||||||||||||||
Total | $ | 17.1 | $ | 67.3 | $ | (56.6 | ) | $ | (1.6 | ) | $ | 26.2 | |||||||||
The activity related to the Company’s significant restructuring programs that were either initiated in 2014 or had not been completed as of December 31, 2014, are as follows: | |||||||||||||||||||||
System Solutions Group Voluntary Retirement Programs | |||||||||||||||||||||
During the fourth quarter of 2013, the Company initiated a voluntary retirement program for employees of certain of its System Solutions Group subsidiaries in Japan (the "Q4 2013 Voluntary Retirement Program"). Approximately 350 employees opted to retire under the Q4 2013 Voluntary Retirement Program, of which all employees had exited by December 31, 2014. For the year ended December 31, 2014, the Company recognized approximately $10.4 million of employee separation charges related to the Q4 2013 Voluntary Retirement Program. | |||||||||||||||||||||
In connection with the Q4 2013 Voluntary Retirement Program, approximately 70 contractor positions were also identified for elimination, of which all were exited by the end of 2014. During the year ended December 31, 2014, an additional 40 positions were identified for elimination, as an extension of the Q4 2013 Voluntary Retirement Program, consisting of 20 employees and 20 contractors, substantially all of which had exited by December 31, 2014. | |||||||||||||||||||||
As a result of the Q4 2013 Voluntary Retirement Program, the Company recognized a pension curtailment benefit associated with the affected employees of $4.5 million during the year ended December 31, 2014, which is recorded in restructuring, asset Impairments and other, net. See Note 11: "Employee Benefit Plans" for additional information. | |||||||||||||||||||||
During the year ended December 31, 2014, the Company initiated further voluntary retirement activities applicable to an additional 60 to 70 positions, for certain of its System Solutions Group subsidiaries in Japan, consisting of employees and contractors. Substantially all personnel had exited and been paid under this program by December 31, 2014. | |||||||||||||||||||||
KSS Facility Closure | |||||||||||||||||||||
On October 6, 2013, the Company announced a plan to close KSS (the "KSS Plan"). Pursuant to the KSS Plan, a majority of the production from KSS was transferred to other Company manufacturing facilities. The KSS Plan includes the elimination of approximately 170 full time and 40 contract employees. During the year ended December 31, 2014, the Company recorded approximately $7.8 million of employee separation charges and $2.3 million of exit costs related to the KSS Plan. The Company expects to record additional KSS Plan severance costs and related employee benefit plan expenses of approximately $0.3 million along with other exit costs of approximately $0.5 million. Approximately 4 employees remain to exit under this program. | |||||||||||||||||||||
As a result of the KSS facility closure, the Company recognized a $2.1 million pension curtailment benefit associated with the affected employees during the year ended December 31, 2014, which is recorded in restructuring, asset impairments and other, net. See Note 11: "Employee Benefit Plans" for additional information. | |||||||||||||||||||||
As of December 31, 2014, the accrued liability associated with employee separation charges was $1.7 million for the KSS Plan. The remaining employees are expected to exit and be paid during the first half of 2015. | |||||||||||||||||||||
Business Combination Severance | |||||||||||||||||||||
As a result of the acquisition of Aptina, on August 15, 2014, certain executive positions were eliminated. During the year ended December 31, 2014, the Company recorded approximately $5.9 million of related employee separation charges. | |||||||||||||||||||||
As of December 31, 2014, there was no accrued liability associated with business combination severance charges. |
Balance_Sheet_Information
Balance Sheet Information | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ||||||||
Balance Sheet Information | Balance Sheet Information | |||||||
Certain significant amounts included in the Company's balance sheet as of December 31, 2014 and December 31, 2013 consist of the following (in millions): | ||||||||
December 31, 2014 | December 31, 2013 | |||||||
Receivables, net: | ||||||||
Accounts receivable | $ | 419.1 | $ | 384.4 | ||||
Less: Allowance for doubtful accounts | (1.6 | ) | (1.0 | ) | ||||
$ | 417.5 | $ | 383.4 | |||||
Inventories: | ||||||||
Raw materials | $ | 119.7 | $ | 89.2 | ||||
Work in process | 365.5 | 317.9 | ||||||
Finished goods | 244.7 | 201.7 | ||||||
$ | 729.9 | $ | 608.8 | |||||
Other Current Assets: | ||||||||
Prepaid expenses | $ | 28.7 | $ | 24.8 | ||||
Value added and other income tax receivables | 40.4 | 31.7 | ||||||
Other (1) | 71.5 | 32.8 | ||||||
$ | 140.6 | $ | 89.3 | |||||
Property, plant and equipment, net: | ||||||||
Land | $ | 46.1 | $ | 52.3 | ||||
Buildings | 484.3 | 467.7 | ||||||
Machinery and equipment | 2,165.00 | 1,918.40 | ||||||
Total property, plant and equipment | 2,695.40 | 2,438.40 | ||||||
Less: Accumulated depreciation | (1,491.5 | ) | (1,364.2 | ) | ||||
$ | 1,203.90 | $ | 1,074.20 | |||||
Accrued expenses: | ||||||||
Accrued payroll | $ | 117 | $ | 91.3 | ||||
Sales related reserves | 65.8 | 54.2 | ||||||
Restructuring reserves | 3.4 | 26.2 | ||||||
Accrued pension liability | 0.2 | 10.4 | ||||||
Accrued interest | 1.8 | 1.9 | ||||||
Other | 99.7 | 36.3 | ||||||
$ | 287.9 | $ | 220.3 | |||||
-1 | Included in other current assets are $5.0 million of fixed assets that are held-for-sale as of December 31, 2014. | |||||||
Depreciation expense for property, plant and equipment, including amortization of capital leases, totaled $183.6 million, $164.6 million and $180.8 million for 2014, 2013 and 2012, respectively. | ||||||||
As of December 31, 2014 and 2013, total property, plant and equipment included $40.8 million and $41.8 million, respectively, of assets financed under capital leases. Accumulated depreciation associated with these assets is included in total accumulated depreciation in the table above. | ||||||||
Warranty Reserves | ||||||||
The activity related to the Company's warranty reserves for 2012, 2013 and 2014 follows (in millions): | ||||||||
Balance as of December 31, 2011 | $ | 5.8 | ||||||
Provision | 8.1 | |||||||
Usage | (3.7 | ) | ||||||
Balance as of December 31, 2012 | 10.2 | |||||||
Provision | 4.4 | |||||||
Usage | (8.6 | ) | ||||||
Balance as of December 31, 2013 | 6 | |||||||
Provision | 2.7 | |||||||
Usage | (3.2 | ) | ||||||
Balance as of December 31, 2014 | $ | 5.5 | ||||||
LongTerm_Debt
Long-Term Debt | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Long-Term Debt | Long-Term Debt | ||||||||
The Company's long-term debt consists of the following (annualized rates, dollars in millions): | |||||||||
December 31, 2014 | December 31, 2013 | ||||||||
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 2.00%, respectively | $ | 350 | $ | 120 | |||||
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.01% and 2.00%, respectively (1) | 235.9 | 273.7 | |||||||
2.625% Notes, Series B (net of discount of $14.7 million and $21.7 million, respectively) (2) | 342.2 | 335.2 | |||||||
Loan with Hong Kong bank, interest payable weekly at 1.92% and 1.91%, respectively (4) | 35 | 40 | |||||||
Loan with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.37% and 2.16%, respectively (6) | 54.2 | 39.2 | |||||||
Loan with Chinese bank due 2014, interest payable quarterly at 3.34% (7) | — | 7 | |||||||
Loan with Singapore bank, interest payable weekly at 1.42% and 1.94%, respectively (4) | 20 | 15 | |||||||
Loan with British finance company, interest payable monthly at 1.57% (4) | — | 0.2 | |||||||
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% and 4.86%, respectively (5) | 54.8 | 28.1 | |||||||
U.S. equipment financing payable monthly through 2016 at 2.94% (3) | 4.8 | 9.5 | |||||||
Canada equipment financing payable monthly through 2017 at 3.81% (3) | 4.2 | 5.9 | |||||||
Canada revolving line of credit, interest payable quarterly at 1.84% and 1.84%, respectively (7) | 15 | 15 | |||||||
Malaysia revolving line of credit, interest payable quarterly at 1.71% (7) | 25 | — | |||||||
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.87% (7) | 10.7 | — | |||||||
Capital lease obligations | 40.8 | 53.4 | |||||||
Long-term debt, including current maturities | 1,192.60 | 942.2 | |||||||
Less: Current maturities | (209.6 | ) | (181.6 | ) | |||||
Long-term debt | $ | 983 | $ | 760.6 | |||||
_______________________ | |||||||||
-1 | This loan represents SCI LLC's non-collateralized loan with SMBC, which is guaranteed by the Company. See additional information below under the heading "Note Payable to SMBC." | ||||||||
-2 | The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016. | ||||||||
-3 | Debt arrangement collateralized by equipment. | ||||||||
-4 | Debt arrangement collateralized by accounts receivable. | ||||||||
-5 | Debt arrangement collateralized by real estate, including certain of our facilities in Oregon and Idaho. | ||||||||
-6 | $15.0 million non-collateralized and $39.2 million collateralized by equipment and $15.0 million collateralized and $24.2 million collateralized by equipment, respectively. | ||||||||
-7 | Non-collateralized debt arrangement. | ||||||||
Annual maturities relating to the Company’s long-term debt as of December 31, 2014 are as follows (in millions): | |||||||||
Annual | |||||||||
Maturities | |||||||||
2015 | 209.6 | ||||||||
2016 | 426.5 | ||||||||
2017 | 53.3 | ||||||||
2018 | 482.9 | ||||||||
2019 | 35 | ||||||||
Thereafter | — | ||||||||
Total | $ | 1,207.30 | |||||||
For purposes of the table above, the convertible debt is assumed to mature at the first put date. | |||||||||
Loss on Debt Extinguishment | |||||||||
As further described below, the Company recognized a loss of $3.1 million and $7.8 million for the years ended December 31, 2013 and 2012, respectively, for the exchange or repurchase of certain of its convertible senior subordinated notes. | |||||||||
2013 Exchange | |||||||||
On March 22, 2013, the Company closed an exchange offer for $60.0 million in principal value (approximately $57.4 million of carrying value) of its 2.625% Notes in exchange for $58.5 million in principal value of its 2.625% Notes, Series B plus accrued and unpaid interest on the 2.625% Notes. Subject to certain other terms and conditions, this exchange extended the first put date, which the Company considers to be the earliest maturity date, for the exchanged amount from December 2013 to December 2016. The exchanged amount of the 2.625% Notes, Series B was allocated between the fair value of the liability component and equity component of the convertible security. The amount allocated to the extinguishment of the liability component was based on the discounted cash flows using a rate of return an investor would have required on non-convertible debt with other terms substantially similar to the 2.625% Notes. The remaining consideration was recognized as re-acquisition of the equity component. | |||||||||
The difference between the consideration allocated to the liability component and the remaining net carrying amount of the liability and unamortized debt issuance costs was recorded as a loss on debt exchange of $3.1 million, which included the write-off of approximately $0.2 million in unamortized debt issuance costs. The Company also recorded an adjustment to additional paid-in capital of approximately $5.9 million, net of adjustments, relating to the exchange of equity components. | |||||||||
2012 Exchange | |||||||||
On September 4, 2012, the Company exchanged $99.9 million in par value ($92.8 million of carrying value) of its 2.625% Notes for $99.9 million in par value of 2.625% Notes, Series B and $2.0 million in cash. Subject to certain other terms and conditions, this exchange extended the first put date, which the Company considers to be the earliest maturity date, for the exchanged amount from December 2013 to December 2016. The cash payment and the $99.9 million of the 2.625% Notes, Series B were allocated between the fair value of the liability component and the equity component of the convertible security. The amount allocated to the extinguishment of the liability component was based on the discounted cash flows using a rate of return an investor would have required on non-convertible debt with other terms substantially similar to the 2.625% Notes. The remaining consideration was recognized as re-acquisition of the equity component. | |||||||||
The difference between the consideration allocated to the liability component and the rest of the net carrying amount of the liability and unamortized debt issuance costs was recorded as a loss on debt exchange of $7.8 million, which included the write-off of $0.6 million in unamortized debt issuance costs. The Company also recorded an adjustment to additional paid-in capital in the amount of $1.9 million for the re-acquisition of the equity component. | |||||||||
Note Payable to SMBC | |||||||||
In January 2011, SCI LLC, as borrower, and the Company, as guarantor, entered into a seven-year, non-collateralized loan agreement with SANYO Electric to finance a portion of the purchase price for the Company's acquisition of SANYO Semiconductor and certain related assets in early 2011. The loan had an original principal amount of approximately $377.5 million and had a principal balance of $235.9 million and $273.7 million as of December 31, 2014 and December 31, 2013, respectively. The loan bears interest at a rate of 3-month LIBOR plus 1.75% per annum and provides for quarterly interest and $9.4 million in principal payments, with the unpaid balance of $122.7 million due in January 2018. | |||||||||
On January 31, 2013, the Company amended and restated its seven-year non-collateralized loan obligation with SANYO Electric. In connection with the amendment and restatement of the loan agreement, SANYO Electric assigned all of its rights under the loan agreement to SMBC. | |||||||||
Amended and Restated Senior Revolving Credit Facility | |||||||||
The Company and its wholly-owned subsidiary, SCI LLC, entered into an $800.0 million, five-year senior revolving credit facility (the “Facility”), the terms of which are set forth in an Amended and Restated Credit Agreement dated as of October 10, 2013 (“Credit Agreement”) among the Company and a group of lenders. The new Credit Agreement amends and restates the Company’s prior credit agreement, dated as of December 23, 2011. The Facility may be used for general corporate purposes including working capital, stock repurchase, and/or acquisitions. The Company recorded $3.2 million of debt issuance costs associated with the Facility. | |||||||||
The Facility includes $40.0 million availability for the issuance of letters of credit, $15.0 million availability for swingline loans for short-term borrowings and a foreign currency sublimit of $75.0 million. The Company has the ability to increase the size of the Facility in increments of $10.0 million provided that the aggregate amount of such increases does not exceed $250.0 million. | |||||||||
Payments of the principal amounts of revolving loans under the Credit Agreement are due no later than October 10, 2018, which is the maturity date of the Facility. Interest is payable based on either a LIBOR or base rate option, as established at the commencement of each borrowing period, plus an applicable rate that varies based on the total leverage ratio. The Company has also agreed to pay the lenders certain fees, including a commitment fee that varies based on the total leverage ratio. The Company may prepay loans under the Credit Agreement at any time, in whole or in part, upon payment of accrued interest and break funding payments, if applicable. | |||||||||
The obligations under the Facility are guaranteed by certain of the Company's domestic subsidiaries and SCI LLC and are collateralized by a pledge of the equity interests in certain of the Company's and SCI LLC's domestic subsidiaries and material first tier foreign subsidiaries. | |||||||||
The Credit Agreement contains affirmative and negative covenants that are customary for credit agreements of this nature. The negative covenants include, among other things, limitations on asset sales, mergers and acquisitions, indebtedness, liens, investments and transactions with affiliates. The Company's business combinations described, in Note 4: "Acquisitions," represent permitted activities pursuant to the Credit Agreement. The Credit Agreement contains only two financial covenants: (i) a maximum total leverage ratio of consolidated total indebtedness to consolidated earnings before interest, taxes, depreciation and amortization and other adjustments described in the Credit Agreement ("consolidated EBITDA") for the trailing four consecutive quarters of 3.75 to 1.00; and (ii) a minimum interest coverage ratio of consolidated EBITDA to consolidated interest expense for the trailing four consecutive quarters of 3.50 to 1.0. | |||||||||
The Credit Agreement contains customary events of default that include, among other things, non-payment defaults, inaccuracy of representations and warranties, covenant defaults, cross default to material indebtedness, bankruptcy and insolvency defaults, material judgment defaults, ERISA defaults and a change of control default. The occurrence of an event of default could result in the acceleration of the obligations under the Credit Agreement. The Company was in compliance with the various covenants contained in the Credit Agreement as of December 31, 2014 and expects to remain in compliance with all covenants over at least the next twelve months. | |||||||||
During the fourth quarter of 2013, the Company drew down approximately $120.0 million, for general corporate purposes, of available borrowings pursuant to the Facility. During the third quarter of 2014, the Company drew down an additional amount of approximately $230.0 million to partially fund the purchase of Aptina. The outstanding balance of the Facility as of December 31, 2014 was $350.0 million. In addition, there was a letter of credit in the amount of $0.2 million outstanding as of December 31, 2014. Included in other assets as of December 31, 2014 were $3.5 million of debt issuance costs associated with the Facility. | |||||||||
Description of 2.625% Notes, Series B | |||||||||
As discussed above, the Company completed the following exchange offers for its 2.625% Notes in exchange for its 2.625% Notes, Series B. Subject to certain other terms and conditions, these exchanges extended the debt maturity for the exchanged amounts from December 2013 to December 2016. The 2.625% Notes, Series B bear interest at the rate of 2.625% per year from the date of issuance. Interest is payable on June 15 and December 15 of each year. The 2.625% Notes, Series B are fully and unconditionally guaranteed on an non-collateralized senior subordinated basis by certain existing domestic subsidiaries of the Company (dollars in millions): | |||||||||
For the years ended December 31, | |||||||||
2013 | 2012 | ||||||||
Exchange date | 22-Mar-13 | 4-Sep-12 | |||||||
Principal value of 2.625% Notes | $ | 60 | $ | 99.9 | |||||
Principal value of 2.625% Notes, Series B | $ | 58.5 | $ | 99.9 | |||||
Cash consideration | $ | — | $ | 2 | |||||
Capitalized exchange expenses (1) | $ | 0.1 | $ | 0.6 | |||||
Effective interest rate | 4.7 | % | 4.4 | % | |||||
(1) Represents exchange expenses capitalized as debt issuance costs that are amortized using the effective | |||||||||
interest method through the first put date of December 15, 2016. | |||||||||
The 2.625% Notes, Series B are convertible by holders into cash and shares of the Company's common stock at a conversion rate of 95.2381 shares of common stock per $1,000 principal amount of notes (subject to adjustment upon the occurrence of certain events), which was equivalent to an initial conversion price of approximately $10.50 per share of common stock. The Company will settle conversion of all notes validly tendered for conversion in cash and shares of the Company's common stock, if applicable, subject to the Company's right to pay the share amount in additional cash. Holders have the option to convert their 2.625% Notes, Series B under the following circumstances: (i) during the five business-day period immediately following any five consecutive trading-day period in which the trading price per $1,000 principal amount of notes for each day of such period was less than 103% of the product of the closing sale price of the Company's common stock and the conversion rate; (ii) upon occurrence of the specified transactions described in the Indenture relating to the 2.625% Notes, Series B; or (iii) after June 15, 2016. The Company determined that the conversion option based on a trading price condition meets the definition of a derivative, and should be bifurcated from the debt host and accounted for separately. The fair value of this feature was determined to be de minimis at the date of issuance and continued to be so through December 31, 2014. | |||||||||
The 2.625% Notes, Series B mature on December 15, 2026. Beginning December 20, 2016, the Company could redeem the 2.625% Notes, Series B, in whole or in part, for cash at a price of 100% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date. If a holder elects to convert its 2.625% Notes, Series B in connection with the occurrence of specified fundamental changes that occur prior to December 15, 2016, the holder will be entitled to receive, in addition to cash and shares of common stock equal to the conversion rate, an additional number of shares of common stock, in each case as described in the Indenture. Notwithstanding these conversion rate adjustments, these 2.625% Notes, Series B contain an explicit limit on the number of shares issuable upon conversion. Holders may require the Company to repurchase the 2.625% Notes, Series B for cash on December 15, 2016 and 2021 at a repurchase price equal to 100% of the principal amount of such 2.625% Notes, Series B, plus accrued and unpaid interest, to, but excluding, the repurchase date. Upon the occurrence of certain corporate events, each holder could require the Company to purchase all or a portion of such holder's 2.625% Notes, Series B for cash at a price equal to the principal amount of such notes, plus accrued and unpaid interest, to, but excluding, the repurchase date. | |||||||||
Included in other assets as of December 31, 2014 were $0.9 million of debt issuance costs associated with the 2.625% Notes, Series B, which will be amortized using the effective interest method through 2016. Included in long-term debt as of December 31, 2014 was $14.7 million of unamortized debt discount associated with the 2.625% Notes, Series B, which will be amortized using the effective interest method through 2016. | |||||||||
Canada Revolving Line of Credit | |||||||||
On August 30, 2013, one of the Company's wholly-owned Canadian subsidiaries and SCI LLC, as guarantor, entered into an non-collateralized and uncommitted $15.0 million line of credit (the "Line of Credit"), the terms of which were set forth in an agreement by and between the Company's Canadian subsidiary and a U.S. bank. During the year ended December 31, 2013, the Company's Canadian subsidiary borrowed the full $15.0 million available under the Line of Credit. The balance as of December 31, 2014 was $15.0 million. The borrowing under the Line of Credit bears interest based on an option of 1-month, 2-month, 3-month or 6-month LIBOR, as established at the commencement of each borrowing period, plus 1.60% per annum, with interest payable quarterly. The borrowed amount is payable within three business days of demand. | |||||||||
U.S. Real Estate Mortgages | |||||||||
On August 4, 2014, one of the Company’s U.S. subsidiaries entered into an amended and restated loan agreement with a Scottish Bank for approximately $49.4 million, which was non-collateralized by certain of the Company's real estate. The loan bears interest payable monthly at an interest rate of approximately 3.12% per annum, with a balloon payment of approximately $26.7 million in 2019. | |||||||||
Malaysia Revolving Line of Credit | |||||||||
On September 23, 2014, one of the Company’s wholly-owned Malaysian subsidiaries and ON Semiconductor, as guarantor, entered into a non-collateralized and uncommitted $25.0 million line of credit (the “Malaysia Line of Credit”), the terms of which were set forth in an agreement by and between the Company’s Malaysian subsidiary and a Japanese bank. During the third quarter of 2014, the Company’s Malaysian subsidiary borrowed the full $25.0 million available under the Malaysia Line of Credit. The balance as of December 31, 2014 was $25.0 million. Borrowings under the Malaysia Line of Credit bear interest based on 3-month LIBOR, as established at the commencement of each borrowing period, plus 1.45% per annum, with interest payable quarterly. The borrowed amount is payable within 21 business days of demand. | |||||||||
Vietnam Revolving Line of Credit | |||||||||
On September 3, 2014, one of the Company’s wholly-owned Vietnamese subsidiaries and ON Semiconductor, as guarantor, entered into a non-collateralized and uncommitted $25.0 million line of credit (the “Vietnam Line of Credit”), the terms of which were set forth in an agreement by and between the Company’s Vietnamese subsidiary and a Japanese bank. During the year ended December 31, 2014, the Company’s Vietnamese subsidiary borrowed approximately $10.7 million under the Vietnam Line of Credit. Borrowings under the Vietnam Line of Credit bear interest based on 3-month LIBOR and 12-month LIBOR, as established at the commencement of each borrowing period, plus 1.45% per annum, with interest payable quarterly and annually. The borrowed amount is payable within 5 business days of demand. | |||||||||
Capital Lease Obligations | |||||||||
The Company has various capital lease obligations primarily for software, which as of December 31, 2014 totaled $40.8 million, with interest rates ranging from 1.8% to 6.0% and maturities from the first quarter of 2015 until the fourth quarter of 2019. Future payments for the Company's capital lease obligations are included in the annual maturities table. | |||||||||
Debt Guarantees | |||||||||
ON Semiconductor was the sole issuer of the 1.875% Notes and the 2.625% Notes and is the sole issuer of the 2.625% Notes, Series B (collectively, the “Convertible Notes”). See Note 20: "Guarantor and Non-Guarantor Statements" for the condensed consolidated financial information for the issuer of the Convertible Notes and the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries (as defined in Note 20: "Guarantor and Non-Guarantor Statements") for further information. |
Earnings_Per_Share_and_Equity
Earnings Per Share and Equity | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity [Abstract] | |||||||||||||
Earnings Per Share and Equity | Earnings Per Share and Equity | ||||||||||||
Earnings Per Share | |||||||||||||
Calculations of net income per common share attributable to ON Semiconductor Corporation are as follows (in millions, except per share data): | |||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | 189.7 | $ | 150.4 | $ | (97.2 | ) | ||||||
Basic weighted average common shares outstanding | 439.5 | 447.9 | 452.6 | ||||||||||
Dilutive effect of share-based awards | 4 | 2.8 | — | ||||||||||
Diluted weighted average common shares outstanding | 443.5 | 450.7 | 452.6 | ||||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||||
Basic | $ | 0.43 | $ | 0.34 | $ | (0.21 | ) | ||||||
Diluted | $ | 0.43 | $ | 0.33 | $ | (0.21 | ) | ||||||
Basic income per common share is computed by dividing net income attributable to ON Semiconductor Corporation by the weighted average number of common shares outstanding during the period. | |||||||||||||
The number of incremental shares from the assumed exercise of stock options and assumed issuance of shares relating to restricted stock units is calculated by applying the treasury stock method. Share-based awards whose impact is considered to be anti-dilutive under the treasury stock method were excluded from the diluted net income per share calculation. The excluded number of anti-dilutive share-based awards were approximately 6.1 million, 12.3 million and 15.7 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
The dilutive impact related to the Company's 2.625% Notes, Series B is determined in accordance with the net share settlement requirements prescribed by ASC Topic 260, Earnings Per Share. Under the net share settlement calculation, the Company's convertible notes are assumed to be convertible into cash up to the par value, with the excess of par value being convertible into common stock. A dilutive effect occurs when the stock price exceeds the conversion price for each of the convertible notes. In periods when the share price is lower than the conversion price, including 2014, 2013 and 2012, the impact is anti-dilutive and therefore has no impact on the Company's earnings per share calculations. See Note 8: "Long-Term Debt" for a discussion of the conversion prices and other features of the 2.625% Notes, Series B. | |||||||||||||
Equity | |||||||||||||
Share Repurchase Program | |||||||||||||
Effective August 1, 2012, the Company implemented a share repurchase program (the "2012 Share Repurchase Program") for up to $300.0 million of its common stock over a three year period exclusive of any fees, commissions or other expenses. This program was terminated on December 1, 2014 with approximately $46.3 million remaining of the total authorized amount. | |||||||||||||
On December 1, 2014, the Company announced a capital allocation policy (the "Capital Allocation Policy") under which the Company intends to return to shareholders approximately 80 percent of free cash flow, less repayments of long-term debt, subject to a variety of factors, including our strategic plans, market and economic conditions and the Board’s discretion. For the purposes of the Capital Allocation Policy, the Company defines free cash flow as net cash provided by operating activities less purchases of property, plant and equipment. The Company also announced a new share repurchase program (the "2014 Share Repurchase Program") pursuant to the Capital Allocation Policy. Under the 2014 Share Repurchase Program, the Company intends to repurchase approximately $1 billion of its common shares over a four year period, exclusive of any fees, commissions or other expenses, subject to the same factors and considerations described above. The 2014 Share Repurchase Program was effective December 1, 2014, and the 2012 Stock Repurchase Program was terminated on that date. | |||||||||||||
Information relating to the Company's share repurchase programs is as follows (in millions, except per share data): | |||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Number of repurchased shares (1) | 13.9 | 13.9 | 8.8 | ||||||||||
Beginning accrued share repurchases (2) | $ | 0.6 | $ | — | $ | — | |||||||
Aggregate purchase price | $ | 121 | $ | 101.3 | $ | 55.3 | |||||||
Fees, commissions and other expenses | $ | 0.2 | $ | 0.3 | $ | 0.2 | |||||||
Less: ending accrued share repurchases (3) | $ | — | $ | (0.6 | ) | $ | — | ||||||
Total cash used for share repurchases | $ | 121.8 | $ | 101 | $ | 55.5 | |||||||
Weighted-average purchase price per share (4) | $ | 8.71 | $ | 7.29 | $ | 6.26 | |||||||
Available for future purchases at period end | $ | 976 | $ | 143.4 | $ | 244.7 | |||||||
(1) None of these shares had been reissued or retired as of December 31, 2014, but may be reissued or retired by | |||||||||||||
the Company at a later date. | |||||||||||||
(2) Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance Sheet as of the beginning of the period. | |||||||||||||
(3) Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance Sheet as of the end of the period. | |||||||||||||
(4) Exclusive of fees, commissions and other expenses. | |||||||||||||
Shares for Restricted Stock Units Tax Withholding | |||||||||||||
Treasury stock is recorded at cost and is presented as a reduction of stockholders' equity in the accompanying consolidated financial statements. Shares, with a fair market value equal to the applicable statutory minimum amount of the employee withholding taxes due, are withheld by the Company upon the vesting of restricted stock units to pay the applicable statutory minimum amount of employee withholding taxes and are considered common stock repurchases. The Company then pays the applicable statutory minimum amount of withholding taxes in cash. The amounts remitted in the years ended December 31, 2014 and 2013 were $9.1 million and $4.5 million, respectively, for which the Company withheld approximately 1.0 million and 0.6 million shares of common stock, respectively, that were underlying the restricted stock units that vested. None of these shares had been reissued or retired as of December 31, 2014, but may be reissued or retired by the Company at a later date. | |||||||||||||
Non-Controlling Interest | |||||||||||||
The Company's entity which operates assembly and test operations in Leshan, China is owned by a joint venture company, Leshan-Phoenix Semiconductor Company Limited (“Leshan”). The Company owns a majority of the outstanding equity interests in Leshan and its investment in Leshan has been consolidated in the Company's financial statements. | |||||||||||||
During the year ended December 31, 2014, the Company acquired an additional 10% of the outstanding equity interest in Leshan for approximately $20.4 million, which was greater than the $10.1 million carrying value of the representative interest in Leshan at the time of the transaction. The Company has recorded the $10.3 million difference between the purchase price and the carrying value of the non-controlling interest as additional paid-in capital for the year ended December 31, 2014. | |||||||||||||
At December 31, 2013, the non-controlling interest balance was $32.8 million. This balance was decreased to $20.9 million at December 31, 2014 due to the non-controlling interest's $2.4 million share of the earnings for the year ended December 31, 2014, offset by approximately $10.1 million for the acquisition of additional equity interests and $4.2 million of dividends paid to the non-controlling shareholder. | |||||||||||||
At December 31, 2012, the non-controlling interest balance was $29.6 million. This balance increased to $32.8 million at December 31, 2013 due to the non-controlling interest's $3.2 million share of the earnings for the year ended December 31, 2013. |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||
Share-Based Compensation | Share-Based Compensation | |||||||||||||||||||||
Total share-based compensation expense related to the Company's employee stock options, restricted stock units, stock grant awards and ESPP for the years ended December 31, 2014, 2013 and 2012 was comprised as follows (in millions): | ||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Year Ended December 31, 2012 | ||||||||||||||||||||
Cost of revenues | $ | 6.8 | $ | 5.3 | $ | 3.7 | ||||||||||||||||
Research and development | 8.7 | 6.3 | 4.5 | |||||||||||||||||||
Selling and marketing | 8.1 | 5.7 | 4.3 | |||||||||||||||||||
General and administrative | 22.2 | 15 | 8 | |||||||||||||||||||
Share-based compensation expense before income taxes | 45.8 | 32.3 | 20.5 | |||||||||||||||||||
Related income tax benefits (1) | — | — | — | |||||||||||||||||||
Share-based compensation expense, net of taxes | $ | 45.8 | $ | 32.3 | $ | 20.5 | ||||||||||||||||
____________________ | ||||||||||||||||||||||
-1 | A majority of the Company’s share-based compensation relates to its domestic subsidiaries; therefore, no related deferred income tax benefits are recorded due to historical net operating losses at those subsidiaries. | |||||||||||||||||||||
At December 31, 2014, total unrecognized estimated share-based compensation expense, net of estimated forfeitures, related to non-vested stock options granted prior to that date was $2.8 million, which is expected to be recognized over a weighted-average period of 1.5 years. At December 31, 2014, total unrecognized share-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock units with time-based service conditions and performance-based vesting criteria granted prior to that date was $46.8 million, which is expected to be recognized over a weighted-average period of 1.6 years. The total intrinsic value of stock options exercised during the year ended December 31, 2014 was $10.4 million. The Company recorded cash received from the exercise of stock options of $24.9 million and cash from the issuance of shares under the ESPP of $10.0 million and no related tax benefits during the year ended December 31, 2014. Upon option exercise, release of restricted stock units, stock grant awards, or completion of a purchase under the ESPP, the Company issues new shares of common stock. | ||||||||||||||||||||||
Share-Based Compensation Information | ||||||||||||||||||||||
The fair value per unit of each time based and performance based RSU and stock grant award is determined on the grant date and is equal to the Company's closing stock price on the grant date. The fair value of each option grant is estimated on the date of grant using a lattice-based option valuation model. The lattice-based model uses: (1) a constant volatility; (2) an employee exercise behavior model (based on an analysis of historical exercise behavior); and (3) the treasury yield curve to calculate the fair value of each option grant. | ||||||||||||||||||||||
The weighted-average estimated fair value of employee stock options and the weighted-average assumptions used in the lattice model to calculate the weighted-average estimated fair value of employee stock options granted during the years ended December 31, 2013 and 2012 are as follows, there were no employee stock options granted during the year ended December 31, 2014 (annualized percentages): | ||||||||||||||||||||||
Year Ended December 31, 2013 | Year Ended December 31, 2012 | |||||||||||||||||||||
Volatility | 42.8 | % | 46.9 | % | ||||||||||||||||||
Risk-free interest rate | 1.4 | % | 0.8 | % | ||||||||||||||||||
Expected term | 5.2 years | 5.0 years | ||||||||||||||||||||
Weighted-average fair value per option | $ | 2.93 | $ | 3.01 | ||||||||||||||||||
The volatility input is developed using blended volatility. The expected term of options represents the period of time that the options are expected to be outstanding and is computed using the lattice model's estimated option fair value as an input to the Black-Scholes formula and solving for the expected term. The risk-free rate is based on zero-coupon U.S. Treasury yields in effect at the date of grant with the same period as the expected term. | ||||||||||||||||||||||
Share-based compensation expense recognized in the Consolidated Statement of Operations and Comprehensive Income is based on awards ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Pre-vesting forfeitures for stock options were estimated to be approximately 11%, 11% and 11% in the years ended December 31, 2014, 2013 and 2012, respectively. Pre-vesting forfeitures for restricted stock units were estimated to be approximately 5%, 5% and 4% in the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||||
Plan Descriptions | ||||||||||||||||||||||
On February 17, 2000, the Company adopted the 2000 Stock Incentive Plan (the "2000 SIP") which provided key employees, directors and consultants with various equity-based incentives as described in the plan document. Prior to February 17, 2010, stockholders had approved amendments to the 2000 SIP which increased the number of shares of the Company's common stock reserved and available for grant to 30.5 million, plus an additional number of shares of the Company's common stock equal to 3% of the total number of outstanding shares of common stock effective automatically on January 1st of each year beginning January 1, 2005 and ending January 1, 2010. On February 17, 2010, the 2000 SIP expired and the Company ceased granting under the plan. Options granted pursuant to the 2000 SIP that remain outstanding continue to be exercisable or subject to vesting pursuant to the underlying option agreements. | ||||||||||||||||||||||
On March 23, 2010, the Company adopted the Amended and Restated SIP, which was subsequently approved by the Company's shareholders at the annual shareholder meeting on May 18, 2010. The Amended and Restated SIP provides key employees, directors and consultants with various equity-based incentives as described in the plan document. The Amended and Restated SIP is administered by the Board of Directors or a committee thereof, which is authorized to determine, among other things, the key employees, directors or consultants who will receive awards under the plan, the amount and type of award, exercise prices or performance criteria, if applicable, and vesting schedules. On May 15, 2012, shareholders approved certain amendments to the Amended and Restated SIP to increase the number of shares of common stock subject to all awards under the Amended and Restated SIP by 33.0 million to 59.1 million, exclusive of shares of common stock subject to awards that were previously granted pursuant to the 2000 SIP that have or will become available for grant pursuant to the Amended and Restated SIP. | ||||||||||||||||||||||
Generally, the options granted under the 2000 SIP and Amended and Restated SIP vest over a period of three to four years and have a term of 10 years and 7 years, respectively. Under both plans, certain outstanding options vest automatically upon a change of control, as defined in the respective plan document, provided the option holder is employed by the Company on the date of the change in control. Certain other outstanding options may also vest upon a change of control if the Board of Directors of the Company, at its discretion, provides for acceleration of the vesting of said options. Generally, upon the termination of an option holder's employment, all unvested options will immediately terminate and vested options will generally remain exercisable for a period of 90 days after the date of termination (one year in the case of death or disability). | ||||||||||||||||||||||
Generally, restricted stock units granted under the 2000 SIP and the Amended and Restated SIP vest over three to four years or based on the achievement of certain performance criteria and are payable in shares of the Company's stock upon vesting. | ||||||||||||||||||||||
As of December 31, 2014, there was an aggregate of 35.2 million shares of common stock available for grant under the Amended and Restated SIP. | ||||||||||||||||||||||
Stock Options | ||||||||||||||||||||||
A summary of stock option transactions for all stock option plans follows (in millions except per share and term data): | ||||||||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||||||||
Number of Shares | Weighted-Average Exercise Price | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value | |||||||||||||||||||
Outstanding at December 31, 2013 | 14 | $ | 7.89 | |||||||||||||||||||
Granted | — | — | ||||||||||||||||||||
Exercised | (3.7 | ) | 6.66 | |||||||||||||||||||
Canceled | (1.5 | ) | 11.42 | |||||||||||||||||||
Outstanding at December 31, 2014 | 8.8 | $ | 7.81 | 3.07 | $ | 20.8 | ||||||||||||||||
Exercisable at December 31, 2014 | 7.5 | $ | 7.89 | 2.85 | $ | 17.3 | ||||||||||||||||
As of December 31, 2014, the Company had 8.8 million of outstanding stock options, representing stock options that previously vested and those which are expected to vest, with a weighted-average exercise price of $7.81. | ||||||||||||||||||||||
Net stock options, after forfeitures and cancellations, granted during the years ended December 31, 2014 and December 31, 2013 represented (0.34)% and (0.24)% of outstanding shares as of the beginning of each such fiscal year, respectively. Total stock options granted during the years ended December 31, 2014 and December 31, 2013 represented zero and 0.03% of outstanding shares as of the end of each such fiscal year, respectively. | ||||||||||||||||||||||
Additional information about stock options outstanding at December 31, 2014 with exercise prices less than or above $10.13 per share, the closing price of the Company's common stock at December 31, 2014, follows (number of shares in millions): | ||||||||||||||||||||||
Exercisable | Unexercisable | Total | ||||||||||||||||||||
Exercise Prices | Number of Shares | Weighted Average Exercise Price | Number of Shares | Weighted Average Exercise Price | Number of Shares | Weighted Average Exercise Price | ||||||||||||||||
Less than $10.13 | 7.2 | $ | 7.73 | 1.2 | $ | 7.19 | 8.4 | $ | 7.66 | |||||||||||||
Above $10.13 | 0.3 | $ | 11.21 | 0.1 | $ | 11.12 | 0.4 | $ | 11.19 | |||||||||||||
Total outstanding | 7.5 | $ | 7.89 | 1.3 | $ | 7.49 | 8.8 | $ | 7.81 | |||||||||||||
Restricted Stock Units | ||||||||||||||||||||||
During 2014, the Company awarded 1.4 million restricted stock units to certain officers and employees of the Company that vest upon the achievement of certain performance criteria. The number of units expected to vest is evaluated each reporting period and compensation expense is recognized for those units for which achievement of the performance criteria is considered probable. | ||||||||||||||||||||||
Compensation expense of $25.3 million was recognized during 2014 for all restricted stock units with time-based service conditions that were granted in 2014 and prior that are expected to vest. | ||||||||||||||||||||||
A summary of the restricted stock unit transactions for the year ended December 31, 2014 follows (number of shares in millions): | ||||||||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||||||||
Number of Shares | Weighted-Average Grant Date Fair Value | |||||||||||||||||||||
Nonvested shares of restricted stock units at December 31, 2013 | 10.8 | $ | 8.52 | |||||||||||||||||||
Granted | 4.7 | 9.4 | ||||||||||||||||||||
Released | (3.5 | ) | 7.94 | |||||||||||||||||||
Canceled | (3.3 | ) | 10.05 | |||||||||||||||||||
Nonvested shares of restricted stock units at December 31, 2014 | 8.7 | $ | 8.66 | |||||||||||||||||||
As of December 31, 2014, unrecognized compensation expense, net of estimated forfeitures related to non-vested restricted stock units granted under the 2000 SIP and Amended and Restated SIP with time-based and performance-based conditions, was $37.9 million and $8.9 million, respectively. For restricted stock units with time-based service conditions, expense is being recognized over the vesting period; for restricted stock units with performance criteria, expense is recognized over the period during which the performance criteria is expected to be achieved. Unrecognized compensation cost related to awards with certain performance criteria that are not expected to be achieved is not included here. Total compensation expense related to both performance-based and service-based restricted stock units was $38.9 million for the year ended December 31, 2014. | ||||||||||||||||||||||
Stock Grant Awards | ||||||||||||||||||||||
During the year ended December 31, 2014, the Company granted 0.2 million shares of stock under stock grant awards to certain directors of the Company with immediate vesting at a weighted-average grant date fair value of $8.72 per share. Total compensation expense related to stock grant awards for the year ended December 31, 2014 was approximately $1.3 million. | ||||||||||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||||||||
On February 17, 2000, the Company adopted the ESPP. Subject to local legal requirements, each of the Company's eligible employees may elect to contribute up to 10% of eligible payroll applied towards the purchase of shares of the Company's common stock at a price equal to 85% of the fair market value of such shares as determined under the plan. Employees are limited to annual purchases of $25,000 under this plan. In addition, during each quarterly offering period, employees may not purchase stock exceeding the lesser of (i) 500 shares, or (ii) the number of shares equal to $6,250 divided by the fair market value of the stock on the first day of the offering period. During the year ended December 31, 2014, employees purchased approximately 1.3 million shares under the ESPP. During the years ended December 31, 2013 and 2012, employees purchased for each such year approximately 1.3 million and 1.4 million shares, respectively, under the ESPP. Through May 2009, shareholders had approved amendments to the ESPP, which increased the number of shares of the Company's common stock issuable thereunder to 15.0 million shares. On May 15, 2013, shareholders approved certain amendments to the Company's ESPP which increased the number of shares reserved and available to be issued pursuant to the ESPP by 3.0 million to a total of 18.0 million. As of December 31, 2014, there were approximately 3.0 million shares available for issuance under the ESPP. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||||||||||
Employee Benefit Plans | Employee Benefit Plans | ||||||||||||||||
Defined Benefit Plans | |||||||||||||||||
The Company maintains defined benefit plans for employees of certain of its foreign subsidiaries. Such plans conform to local practice in terms of providing minimum benefits mandated by law, collective agreements or customary practice. The Company recognizes the aggregate amount of all overfunded plans as assets and the aggregate amount of all underfunded plans as liabilities in its financial statements. The Company's expected long-term rate of return on plan assets is updated at least annually, taking into consideration its asset allocation, historical returns on similar types of assets and the current economic environment. For estimation purposes, the Company assumes its long-term asset mix will generally be consistent with the current mix. The Company determines its discount rates using highly rated corporate bond yields and government bond yields. | |||||||||||||||||
Benefits under all of the Company's plans are valued utilizing the projected unit credit cost method. The Company's policy is to fund its defined benefit plans in accordance with local requirements and regulations. The funding is primarily driven by the Company's current assessment of the economic environment and projected benefit payments of its foreign subsidiaries. The Company's measurement date for determining its defined benefit obligations for all plans is December 31 of each year. | |||||||||||||||||
The Company recognizes actuarial gains and losses in the period the Company's annual pension plan actuarial valuations are prepared, which generally occurs during the fourth quarter of each year, or during any interim period where a revaluation is deemed necessary. | |||||||||||||||||
2014 Activity and Effect of Voluntary Retirement Programs | |||||||||||||||||
The Company recorded a pension curtailment gain of $6.6 million included in Restructuring, asset impairments and other, net for the year ended December 31, 2014 related to the System Solution Group voluntary retirement programs and KSS facility closure. The Company recognized approximately $7.4 million of actuarial losses associated with these programs for the year ended December 31, 2014. See Note 6: "Restructuring, Asset Impairments and Other, net" for additional information. | |||||||||||||||||
2013 Activity and Effect of Voluntary Retirement Programs | |||||||||||||||||
The Q1 2013 Voluntary Retirement Program for certain employees of the System Solutions Group triggered the re-measurement of the related pension assets and liabilities, resulting in an actuarial loss of $13.6 million for the year ended December 31, 2013. Additionally, the Company recorded a curtailment gain of $12.7 million for the year ended December 31, 2013, in Restructuring, Asset Impairments and Other, net. | |||||||||||||||||
The Q4 2013 Voluntary Retirement Program resulted in an actuarial gain of $7.4 million for the year ended December 31, 2013. Additionally, the Company recorded a curtailment gain of $2.9 million for the year ended December 31, 2013, in Restructuring, Asset Impairments and Other, net. | |||||||||||||||||
2012 Activity | |||||||||||||||||
During the year ended December 31, 2012, the Company completed the withdrawal from three multi-employer pension plans in which certain of its System Solutions Group subsidiaries participated. As a result of the withdrawal, defined benefit plans established by the Company assumed approximately $214.5 million of pension benefit obligations and received $83.6 million of plan assets. The net unfunded pension obligation of $130.9 million approximated the withdrawal liability previously established by the Company. The Company recognized expense of $10.7 million and $16.4 million during the years ended December 31, 2012 and 2011, respectively, relating to its participation in these plans through their respective withdrawal dates. The activity for these plans prior to their withdrawal dates is not included in the tables below. | |||||||||||||||||
During the year ended December 31, 2012, the Company modified a defined benefit plan which resulted in a freezing of accumulated benefits and the ceased accrual of benefits from future service for all plan participants. Furthermore, the Company initiated a defined contribution plan covering employees impacted by the plan modification and designated $7.5 million on behalf of participants in the defined contribution plan. | |||||||||||||||||
The following is a summary of the status of the Company's foreign defined benefit pension plans and the net periodic pension cost (dollars in millions): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 9.3 | $ | 12.2 | $ | 7.5 | |||||||||||
Interest cost | 5.7 | 6.6 | 5.3 | ||||||||||||||
Expected return on plan assets | (3.4 | ) | (4.1 | ) | (3.5 | ) | |||||||||||
Amortization of prior service cost | — | — | 0.1 | ||||||||||||||
Curtailment (gain) loss | (6.6 | ) | (15.6 | ) | (6.6 | ) | |||||||||||
Actuarial and other loss (gain) | 12.3 | 6.2 | 12.5 | ||||||||||||||
Total net periodic pension cost | $ | 17.3 | $ | 5.3 | $ | 15.3 | |||||||||||
Weighted average assumptions | |||||||||||||||||
Discount rate | 1.64 | % | 2.14 | % | 2.44 | % | |||||||||||
Expected return on plan assets | 2.25 | % | 2.18 | % | 3.21 | % | |||||||||||
Rate of compensation increase | 3.03 | % | 3.17 | % | 3.05 | % | |||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Change in projected benefit obligation | |||||||||||||||||
Projected benefit obligation at the beginning of the year | $ | 292.3 | $ | 379.8 | |||||||||||||
Service cost | 9.3 | 12.2 | |||||||||||||||
Interest cost | 5.7 | 6.6 | |||||||||||||||
Net actuarial loss | 23.7 | 14.3 | |||||||||||||||
Acquired PBO from Aptina Japan | 1.3 | — | |||||||||||||||
Benefits paid by plan assets | (33.7 | ) | (22.3 | ) | |||||||||||||
Benefits paid by the Company | (20.3 | ) | (32.1 | ) | |||||||||||||
Curtailment gain | (6.6 | ) | (15.6 | ) | |||||||||||||
Translation gain and other | (29.9 | ) | (50.6 | ) | |||||||||||||
Projected benefit obligation at the end of the year | $ | 241.8 | $ | 292.3 | |||||||||||||
Accumulated benefit obligation at the end of the year | $ | 201.9 | $ | 254.9 | |||||||||||||
Change in plan assets | |||||||||||||||||
Fair value of plan assets at the beginning of the year | $ | 163.4 | $ | 178.4 | |||||||||||||
Actual return on plan assets | 14.8 | 12.2 | |||||||||||||||
Benefits paid from plan assets | (33.7 | ) | (22.3 | ) | |||||||||||||
Employer contributions | 19.7 | 16.2 | |||||||||||||||
Translation and other loss | (18.5 | ) | (21.1 | ) | |||||||||||||
Fair value of plan assets at the end of the year | $ | 145.7 | $ | 163.4 | |||||||||||||
Plans with underfunded or non-funded accumulated benefit obligation | |||||||||||||||||
Aggregate accumulated benefit obligation | $ | 160 | $ | 220.7 | |||||||||||||
Aggregate fair value of plan assets | 95 | 116.2 | |||||||||||||||
Amounts recognized in the balance sheet consist of | |||||||||||||||||
Non-current assets | — | 0.6 | |||||||||||||||
Current liabilities | (0.2 | ) | (10.4 | ) | |||||||||||||
Non-current liabilities | (95.9 | ) | (119.1 | ) | |||||||||||||
Funded status | $ | (96.1 | ) | $ | (128.9 | ) | |||||||||||
Weighted average assumptions at the end of the year | |||||||||||||||||
Discount rate | 1.64 | % | 2.14 | % | |||||||||||||
Rate of compensation increase | 3.03 | % | 3.17 | % | |||||||||||||
As of December 31, 2014 and 2013, respectively, the assets of the Company's foreign plans were invested 17% and 18% in equity securities, 20% and 23% in debt securities, including corporate bonds, 49% and 46% in insurance and investment contracts, 3% and 4% in cash and 11% and 9% in other investments, including foreign government securities, equity securities and mutual funds. This asset allocation is based on the anticipated required funding amounts, timing of benefit payments, historical returns on similar assets and the influence of the current economic environment. | |||||||||||||||||
The long term rate of return on plan assets was determined using the weighted-average method, which incorporates factors that include the historical inflation rates, interest rate yield curve and current market conditions. | |||||||||||||||||
Plan Assets | |||||||||||||||||
The Company's overall investment strategy is to focus on stable and low credit risk investments aimed at providing a positive rate of return to the plan assets. The Company has an investment mix with a wide diversification of asset types and fund strategies that are aligned with each region and foreign location's economy and market conditions. Investments in government securities are generally guaranteed by the respective government offering the securities. Investments in corporate bonds, equity securities, and foreign mutual funds are made with the expectation that these investments will give an adequate rate of long-term returns despite periods of high volatility. Other types of investments include investments in cash deposits, money market funds and insurance contracts. | |||||||||||||||||
The fair value measurement of plan assets in the Company's foreign pension plans as of December 31, 2014 and 2013, was as follows (in millions): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
Asset Category | |||||||||||||||||
Cash/Money Markets | $ | 3.7 | $ | 3.7 | $ | — | $ | — | |||||||||
Foreign Government/Treasury Securities (1) | 9.9 | 9.2 | 0.7 | — | |||||||||||||
Corporate Bonds, Debentures (2) | 29.7 | — | 29 | 0.7 | |||||||||||||
Equity Securities (3) | 24.6 | — | 24.6 | — | |||||||||||||
Mutual Funds | 6.1 | — | 6.1 | — | |||||||||||||
Investment and Insurance Annuity Contracts (4) | 71.7 | — | 20.2 | 51.5 | |||||||||||||
$ | 145.7 | $ | 12.9 | $ | 80.6 | $ | 52.2 | ||||||||||
December 31, 2013 | |||||||||||||||||
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
Asset Category | |||||||||||||||||
Cash/Money Markets | $ | 7.5 | $ | 7.5 | $ | — | $ | — | |||||||||
Foreign Government/Treasury Securities (1) | 8.7 | 7.8 | 0.9 | — | |||||||||||||
Corporate Bonds, Debentures (2) | 36.8 | — | 35.9 | 0.9 | |||||||||||||
Equity Securities (3) | 29.4 | — | 29.4 | — | |||||||||||||
Mutual Funds | 5.8 | — | 5.8 | — | |||||||||||||
Investment and Insurance Annuity Contracts (4) | 75.2 | — | 27.3 | 47.9 | |||||||||||||
$ | 163.4 | $ | 15.3 | $ | 99.3 | $ | 48.8 | ||||||||||
-1 | Includes investments primarily in guaranteed return securities. | ||||||||||||||||
-2 | Includes investments in government bonds and corporate bonds of developed countries, emerging market government bonds, emerging market corporate bonds and convertible bonds. | ||||||||||||||||
-3 | Includes investments in equity securities of developed countries and emerging markets. | ||||||||||||||||
-4 | Includes certain investments with insurance companies which guarantee a minimum rate of return on the investment. | ||||||||||||||||
When available, the Company uses observable market data, including pricing on recently closed market transactions and quoted prices, which are included in Level 2. When data is unobservable, valuation methodologies using comparable market data are utilized and included in Level 3. Activity during the year ended December 31, 2014 for plan assets with fair value measurement using significant unobservable inputs (Level 3) was as follows (in millions): | |||||||||||||||||
Corporate Bonds, Debentures | Investment and Insurance Contacts | Total | |||||||||||||||
Balance at December 31, 2012 | $ | 3.3 | $ | 44.7 | $ | 48 | |||||||||||
Actual return on plan assets | — | 3.5 | 3.5 | ||||||||||||||
Purchase, sales and settlements | (2.4 | ) | (0.3 | ) | (2.7 | ) | |||||||||||
Balance at December 31, 2013 | $ | 0.9 | $ | 47.9 | $ | 48.8 | |||||||||||
Actual return on plan assets | — | 5.4 | 5.4 | ||||||||||||||
Purchase, sales and settlements | (0.2 | ) | (1.8 | ) | (2.0 | ) | |||||||||||
Balance at December 31, 2014 | $ | 0.7 | $ | 51.5 | $ | 52.2 | |||||||||||
The expected benefit payments for the Company's defined benefit plans by year from 2015 through 2019 and the five years thereafter are as follows (in millions): | |||||||||||||||||
2015 | $ | 2.6 | |||||||||||||||
2016 | 2.9 | ||||||||||||||||
2017 | 4.1 | ||||||||||||||||
2018 | 5.4 | ||||||||||||||||
2019 | 6.3 | ||||||||||||||||
5 years thereafter | 50.8 | ||||||||||||||||
Total | $ | 72.1 | |||||||||||||||
The total underfunded status was $96.1 million at December 31, 2014. The Company expects to contribute $8.5 million during 2015 to its foreign defined benefit plans. | |||||||||||||||||
Defined Contribution Plans | |||||||||||||||||
The Company has a deferred compensation savings plan for all eligible U.S. employees established under the provisions of Section 401(k) of the Internal Revenue Code. Eligible employees may contribute a percentage of their salary subject to certain limitations. The Company has elected to have a matching contribution of 100% of the first 4% of employee contributions. The Company recognized $8.5 million, $8.4 million and $8.3 million of expense relating to matching contributions in 2014, 2013 and 2012, respectively. | |||||||||||||||||
Certain foreign subsidiaries have defined contribution plans in which eligible employees participate. The Company recognized compensation expense of $3.2 million, $4.1 million and $3.4 million relating to these plans for the years ended 2014, 2013 and 2012, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Leases | ||||
The following is a schedule by year of future minimum lease obligations under non-cancelable operating leases as of December 31, 2014 (in millions): | ||||
Year Ending December 31, | ||||
2015 | $ | 21 | ||
2016 | 18 | |||
2017 | 14 | |||
2018 | 9.5 | |||
2019 | 6.9 | |||
Thereafter | 34.2 | |||
Total | $ | 103.6 | ||
The Company's existing leases do not contain significant restrictive provisions; however, certain leases contain renewal options and provisions for payment by the Company of real estate taxes, insurance and maintenance costs. Total rent expense associated with operating leases for 2014, 2013, and 2012 was $22.7 million, $22.0 million, and $24.0 million, respectively. | ||||
Purchase Obligations | ||||
The Company has agreements with suppliers, external manufacturers and other parties to purchase inventory, manufacturing services and other goods and services. The following is a schedule by year of future minimum purchase obligations under non-cancelable arrangements as of December 31, 2014 (in millions): | ||||
Year Ending December 31, | ||||
2015 | $ | 340.4 | ||
2016 | 112.4 | |||
2017 | 38.9 | |||
2018 | 9 | |||
2019 | 8.5 | |||
Thereafter | 17.7 | |||
Total | $ | 526.9 | ||
Environmental Contingencies | ||||
The Company’s headquarters in Phoenix, Arizona is located on property that is a “Superfund” site, which is a property listed on the National Priorities List and subject to clean-up activities under the Comprehensive Environmental Response, Compensation, and Liability Act. Motorola and Freescale have been involved in the cleanup of on-site solvent contaminated soil and groundwater and off-site contaminated groundwater pursuant to consent decrees with the State of Arizona. As part of the Company's August 4, 1999 recapitalization (the "Recapitalization"), Motorola retained responsibility for this contamination, and Motorola and Freescale have agreed to indemnify the Company with respect to remediation costs and other costs or liabilities related to this matter. | ||||
As part of the Recapitalization, the Company received various manufacturing facilities, one of which is located in the Czech Republic. In regards to this site, the Company has ongoing remediation projects to respond to releases of hazardous substances that occurred prior to the Recapitalization during the years that this facility was operated by government-owned entities. In each case, the remediation project consists primarily of monitoring groundwater wells located on-site and off-site with additional action plans developed to respond in the event activity levels are exceeded at each of the respective locations. The government of the Czech Republic has agreed to indemnify the Company and the respective subsidiaries, subject to specified limitations, for remediation costs associated with this historical contamination. Based upon the information available, total future remediation costs to the Company are not expected to be material. | ||||
The Company’s design center in East Greenwich, Rhode Island is located on property that has localized soil contamination. In connection with the purchase of the facility, the Company entered into a Settlement Agreement and covenant not to sue with the State of Rhode Island. This agreement requires that remedial actions be undertaken and a quarterly groundwater monitoring program be initiated by the former owners of the property. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material. | ||||
As a result of the acquisition of AMIS, the Company is a “primary responsible party” to an environmental remediation and cleanup at AMIS’s former corporate headquarters in Santa Clara, California. Costs incurred by AMIS have included implementation of the clean-up plan, operations and maintenance of remediation systems, and other project management costs. However, AMIS’s former parent company, a subsidiary of Nippon Mining, contractually agreed to indemnify AMIS and the Company for any obligations relating to environmental remediation and cleanup at this location. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material. | ||||
The Company's former manufacturing location in Aizu, Japan is located on property where soil and ground water contamination have been detected. The Company believes that the contamination originally occurred during a time when the facility was operated by a prior owner. The Company has worked with local authorities to implement a remediation plan and expects remaining remediation costs to be covered by insurance. Based on information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material. | ||||
As a result of the acquisition of Truesense, the Company, by operation of law, became a party to an Agreement With Covenant Not to Sue entered into among the New York Department of Environmental Conservation (“NYDEC”) and several companies with respect to pre-existing contamination within the business park property where Truesense is located. This agreement provides that the NYDEC would not sue or take any other action against these companies or their affiliates, subsidiaries, related entities, officers and directors, for any pre-existing environmental liabilities which occurred prior to the effective date of the agreement. Also in connection with the acquisition of Truesense, the Company has indemnification protection from Eastman Kodak Company (“Kodak”) under the 2011 asset purchase agreement between Kodak and Truesense. In that agreement, Kodak agreed to indemnify Truesense, its successors and assigns, with respect to any environmental liabilities existing prior to the closing of the Truesense/Kodak transaction. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material. | ||||
The Company was notified by the Environmental Protection Agency (“EPA”) that it has been identified as a “potentially responsible party” (“PRP”) in the Chemetco Superfund matter. Chemetco is a defunct reclamation services supplier who operated in Illinois at what is now a Superfund site. The Company used Chemetco for reclamation services. The EPA is pursuing Chemetco customers for contribution to the site cleanup activities. The Company has joined a PRP group which is cooperating with the EPA in the evaluation and funding of the cleanup. Based on the information available, any costs to the Company in connection with this matter have not been, and are not expected to be, material. | ||||
Financing Contingencies | ||||
In the normal course of business, the Company provides standby letters of credit or other guarantee instruments to certain parties initiated by either the Company or its subsidiaries, as required for transactions such as, but not limited to, purchase commitments, agreements to mitigate collection risk, leases, utilities or customs guarantees. The Company's senior revolving credit facility includes $40.0 million of availability for the issuance of letters of credit. A $0.2 million letter of credit was outstanding under the senior revolving credit facility as of December 31, 2014. The Company also had outstanding guarantees and letters of credit outside of its senior revolving credit facility totaling $6.3 million as of December 31, 2014. | ||||
As part of obtaining financing in the normal course of business, the Company issued guarantees related to certain of its capital lease obligations, equipment financing, lines of credit and real estate mortgages, which totaled approximately $113.3 million as of December 31, 2014. The Company is also a guarantor of SCI LLC's non-collateralized loan with SMBC, which had a balance of $235.9 million as of December 31, 2014. See Note 8: "Long-Term Debt" for further information with respect to the Company's loan with SMBC. | ||||
Based on historical experience and information currently available, the Company believes that in the foreseeable future it will not be required to make payments under the standby letters of credit or guarantee arrangements. | ||||
Indemnification Contingencies | ||||
The Company is a party to a variety of agreements entered into in the ordinary course of business pursuant to which it may be obligated to indemnify the other parties for certain liabilities that arise out of or relate to the subject matter of the agreements. Some of the agreements entered into by the Company require it to indemnify the other party against losses due to IP infringement, property damage including environmental contamination, personal injury, failure to comply with applicable laws, the Company’s negligence or willful misconduct, or breach of representations and warranties and covenants related to such matters as title to sold assets. | ||||
The Company faces risk of exposure to warranty and product liability claims in the event that its products fail to perform as expected or such failure of its products results, or is alleged to result, in economic damage, bodily injury, or property damage. In addition, if any of the Company’s designed products are alleged to be defective, the Company may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, the Company may agree to provide more favorable rights to such customer for valid defective product claims. | ||||
The Company and its subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. The Company maintains directors’ and officers’ insurance, which should enable it to recover a portion of any future amounts paid. | ||||
While the Company’s future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential amount of future payments due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under any of these indemnities have not had a material effect on the Company’s business, financial condition, results of operations or cash flows. Additionally, the Company does not believe that any amounts that it may be required to pay under these indemnities in the future will be material to the Company’s business, financial position, results of operations or cash flows. | ||||
Legal Matters | ||||
The Company is currently involved in a variety of legal matters that arise in the normal course of business. Based on information currently available, management does not believe that the ultimate resolution of these matters will have a material effect on the Company's financial condition, results of operations or cash flows. However, because of the nature and inherent uncertainties of litigation, should the outcome of these actions be unfavorable, the Company's business, consolidated financial position, results of operations or cash flows could be materially and adversely affected. | ||||
On August 22, 2014, Collabo Innovations, Inc. filed a lawsuit in the U.S. District Court for the District of Delaware against the Company and three of its subsidiaries, all of which were acquired in the acquisition of Aptina. The complaint alleges infringement of U.S. Patent Nos. 6,166,405, 7,696,543, 5,976,907, 7,135,725 and 7,023,034 (the “Collabo Patents”) and seeks unspecified damages for past infringement. The Collabo Patents relate to CMOS image sensor products. Collabo served the complaint on December 18, 2014. The Company disputes the claims and will defend the litigation vigorously. Based on the limited information currently available, the Company is not able to estimate what the possible loss or range of loss might be, if any. The Company will pursue its rights under the Aptina acquisition agreements to indemnification for losses that may arise out of or result from this matter. | ||||
Intellectual Property Matters | ||||
We face risk to exposure from claims of infringement of the IP rights of others. In the ordinary course of business, we receive letters asserting that our products or components breach another party’s rights, including the Collabo Patents above. These threats may seek that we make royalty payments, that we stop use of such rights, or other remedies. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | Fair Value Measurements | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2014 and December 31, 2013 (in millions): | |||||||||||||||||
Description | Balance as of December 31, 2014 | Quoted Prices in | Balance as of December 31, 2013 | Quoted Prices in | |||||||||||||
Active Markets (Level 1) | Active Markets (Level 1) | ||||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
Demand and time deposits | 20.3 | $ | 20.3 | $ | 65.5 | $ | 65.5 | ||||||||||
Money market funds | 46.3 | 46.3 | 62.1 | 62.1 | |||||||||||||
Other Current Assets: | |||||||||||||||||
Foreign currency exchange contracts | $ | 0.1 | $ | 0.1 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Foreign currency exchange contracts | $ | — | $ | — | $ | 0.1 | $ | 0.1 | |||||||||
Short-Term Investments | |||||||||||||||||
The Company’s short-term investments are valued using market prices on active markets (Level 1). Short-term investments with an original maturity to the Company between three months and one year, are classified as held-to-maturity and are carried at amortized cost as the Company has the intent and ability to hold these securities until maturity. Investments that are designated as available-for-sale are reported at fair value, with unrealized gains and losses, net of tax, recorded in accumulated other comprehensive loss. | |||||||||||||||||
Short-term investments classified as held-to-maturity as of the years ended December 31, 2014 and 2013, respectively, were as follows (in millions): | |||||||||||||||||
Balance at December 31, 2014 | Balance at December 31, 2013 | ||||||||||||||||
Carried at Amortized Cost | Fair Value | Carried at Amortized Cost | Fair Value | ||||||||||||||
Short-term investments, held-to-maturity: | |||||||||||||||||
Commercial paper | $ | — | $ | — | $ | 15.5 | $ | 15.5 | |||||||||
Corporate bonds | 2 | 2 | 93.7 | 93.7 | |||||||||||||
Government agencies | — | — | 7 | 7 | |||||||||||||
$ | 2 | $ | 2 | $ | 116.2 | $ | 116.2 | ||||||||||
During the year ended December 31, 2014, one of the the Company's previously non-marketable equity securities became marketable due to a change in circumstances that provided it with a readily determinable fair value. The related investment, as accounted for under the cost method, had previously experienced an other-than-temporary impairment and had a zero carrying value. As of December 31, 2014, the related investment was classified as available-for-sale, measured at Level 1, with a fair value equal to its carrying value of approximately $4.1 million. The related unrealized gain was recorded in accumulated other comprehensive loss for the year ended December 31, 2014. See Note 16: "Changes in Accumulated Other Comprehensive Loss" for additional information. | |||||||||||||||||
The Company's total short-term investments balance was $6.1 million as of December 31, 2014. There were $4.1 million unrealized gains on related to these short-term investments as of December 31, 2014. | |||||||||||||||||
Other | |||||||||||||||||
The carrying amounts of other current assets and liabilities, such as accounts receivable and accounts payable, approximate fair value based on the short-term nature of these instruments. | |||||||||||||||||
Fair Value of Long-Term Debt, Including Current Portion | |||||||||||||||||
The carrying amounts and fair values of the Company’s long-term borrowings (excluding capital lease obligations, real estate mortgages and equipment financing) at December 31, 2014 and December 31, 2013 are as follows (in millions): | |||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | |||||||||||||||||
Long-term debt, including current portion | |||||||||||||||||
Convertible Notes | $ | 342.2 | $ | 424.8 | $ | 335.2 | $ | 392.6 | |||||||||
Long-term debt | $ | 745.8 | $ | 744.8 | $ | 510.2 | $ | 511.4 | |||||||||
The fair value of the Company's Convertible Notes was estimated based on market prices on active markets (Level 1). The fair value of other long-term debt was estimated based on discounting the remaining principal and interest payments using current market rates for similar debt (Level 2) at December 31, 2014 and December 31, 2013. | |||||||||||||||||
Cost Method Investments | |||||||||||||||||
Investments in equity securities that do not qualify for fair value accounting are accounted for under the cost method. Accordingly, the Company accounts for investments in companies that it does not control under the cost method, as applicable. If a decline in the fair value of a cost method investment is determined to be other than temporary, an impairment charge is recorded and the fair value becomes the new cost basis of the investment. The Company evaluates all of its cost method investments for impairment; however, it is are not required to determine the fair value of its investment unless impairment indicators are present. | |||||||||||||||||
As of December 31, 2014 and 2013, the Company's cost method investments had a carrying value of approximately $12.2 million and $6.3 million, respectively. | |||||||||||||||||
Fair Values Measured on a Non-Recurring Basis | |||||||||||||||||
Our non-financial assets, such as property, plant and equipment, goodwill and intangible assets are recorded at fair value upon acquisition and are remeasured at fair value only if an impairment charge is recognized. The Company uses unobservable inputs to the valuation methodologies that were significant to the fair value measurements, and the valuations require management's judgment due to the absence of quoted market prices. We determine the fair value of our held and used assets, goodwill and intangible assets using an income, cost or market approach as determined reasonable. See Note 5: "Goodwill and Intangible Assets" for a discussion of certain asset impairments. | |||||||||||||||||
The following table shows the fair value of certain of the Company's non-financial assets included in its Consolidated Balance Sheet as of December 31, 2014 and December 31, 2013 that were remeasured at fair value on a nonrecurring basis (in millions): | |||||||||||||||||
Fair Value | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||
Nonrecurring fair value measurements | |||||||||||||||||
Property, plant and equipment (Level 3) | $ | 6.2 | $ | 8.7 | |||||||||||||
Other Intangibles, Net (Level 3) | 1.5 | — | |||||||||||||||
Goodwill (Level 3) | — | — | |||||||||||||||
$ | 7.7 | $ | 8.7 | ||||||||||||||
The following table shows the adjustments to fair value of certain of the Company's non-financial assets that had an impact on the Company's results of operations during the years ended December 31, 2014, December 31, 2013 and December 31, 2012 (in millions): | |||||||||||||||||
Year Ended | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | 31-Dec-12 | |||||||||||||||
Nonrecurring fair value measurements | |||||||||||||||||
Impairment of property, plant and equipment held for use or disposal (Level 3) | $ | 6 | $ | 8 | $ | 103 | |||||||||||
Goodwill impairment (Level 3) | 8.7 | — | 14.1 | ||||||||||||||
Intangible asset impairments (Level 3) | 0.9 | — | 35.4 | ||||||||||||||
$ | 15.6 | $ | 8 | $ | 152.5 | ||||||||||||
The Company recognized a goodwill impairment charge of $8.7 million along with an intangible asset impairment charge of $0.9 million and other long-lived assets impairment charges of $4.7 million relating to one of its reporting units during the year ended December 31, 2014. See Note 5: "Goodwill and Intangibles Assets" for additional information. | |||||||||||||||||
During the fourth quarter of 2012, the Company evaluated the recoverability of the long-lived assets of the System Solutions Group due to the continued declines in revenue and operating performance. The Company revised its long-term projections related to its System Solutions Group, including material additional cost reduction efforts and a lower revenue base than previously assumed. As a result, the Company recorded an impairment charge of $126.0 million which was comprised of a $94.4 million charge to reduce the carrying value of the associated fixed assets and a $31.6 million charge to reduce the carrying value of the associated intangible assets to their respective fair values. Additionally, the Company recognized a goodwill impairment charge of $14.1 million relating to one of its reporting units during the year ended December 31, 2012. See Note 5: "Goodwill and Intangibles Assets" for additional information. |
Financial_Instruments
Financial Instruments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, All Other Investments [Abstract] | |||||||||||||||||
Financial Instruments | Financial Instruments | ||||||||||||||||
Foreign Currencies | |||||||||||||||||
As a multinational business, the Company's transactions are denominated in a variety of currencies. When appropriate, the Company uses forward foreign currency contracts to reduce its overall exposure to the effects of currency fluctuations on its results of operations and cash flows. The Company's policy prohibits trading in currencies for which there are no underlying exposures, or entering into trades for any currency to intentionally increase the underlying exposure. | |||||||||||||||||
The Company primarily hedges existing assets and liabilities associated with transactions currently on its balance sheet, which are undesignated hedges for accounting purposes. | |||||||||||||||||
At December 31, 2014 and 2013, the Company had net outstanding foreign exchange contracts with net notional amounts of $145.7 million and $101.7 million, respectively. Such contracts were obtained through financial institutions and were scheduled to mature within one to three months from the time of purchase. Management believes that these financial instruments should not subject the Company to increased risks from foreign exchange movements because gains and losses on these contracts should offset losses and gains on the underlying assets, liabilities and transactions to which they are related. The following schedule shows the Company's net foreign exchange positions in U.S. dollars as of December 31, 2014 and 2013 (in millions): | |||||||||||||||||
December 31, | |||||||||||||||||
2014 Buy (Sell) | 2014 Notional Amount | 2013 Buy (Sell) | 2013 Notional Amount | ||||||||||||||
Euro | $ | (31.2 | ) | $ | 31.2 | $ | (30.5 | ) | $ | 30.5 | |||||||
Japanese Yen | (42.1 | ) | 42.1 | (6.7 | ) | 6.7 | |||||||||||
Malaysian Ringgit | 39.2 | 39.2 | 35.8 | 35.8 | |||||||||||||
Philippine Peso | 16.7 | 16.7 | 11.7 | 11.7 | |||||||||||||
Other currencies | 11.1 | 16.5 | 10.6 | 17 | |||||||||||||
$ | (6.3 | ) | $ | 145.7 | $ | 20.9 | $ | 101.7 | |||||||||
The Company is exposed to credit-related losses if counterparties to its foreign exchange contracts fail to perform their obligations. As of December 31, 2014, the counterparties to the Company's foreign exchange contracts are held at financial institutions which the Company believes to be highly rated and no credit-related losses are anticipated. Amounts receivable or payable under the contracts are included in other current assets or accrued expenses in the accompanying Consolidated Balance Sheet. For the years ended December 31, 2014, 2013 and 2012, realized and unrealized foreign currency transactions totaled a $3.1 million loss, a $5.5 million gain and a $2.1 million gain, respectively, and is included in other income and expenses in the Company's consolidated statements of operations and comprehensive income. | |||||||||||||||||
Cash Flow Hedges | |||||||||||||||||
The Company is exposed to global market risks associated with fluctuations in interest rates and foreign currency exchange rates. The Company addresses these risks through controlled management that includes the use of derivative financial instruments to economically hedge or reduce these exposures. The Company does not enter into derivative financial instruments for trading or speculative purposes. | |||||||||||||||||
The purpose of the Company's foreign currency hedging activities is to protect the Company from the risk that the eventual cash flows resulting from transactions in foreign currencies will be adversely affected by changes in exchange rates. The Company enters into forward contracts that are designated as foreign-currency cash flow hedges of selected forecasted payments denominated in currencies other than U.S. dollars. All the contracts mature within 12 months and upon maturity, the amount recorded in accumulated other comprehensive income is reclassified into earnings. The Company documents all relationships between designated hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking hedge transactions. | |||||||||||||||||
All derivatives are recognized on the balance sheet at their fair value and classified based on the instrument's maturity date. The total notional amount of outstanding derivatives designated as cash flow hedges as of December 31, 2014 was approximately $79.0 million, which is primarily comprised of cash flow hedges for Malaysian Ringgit/U.S. Dollar and Philippine Peso/U.S. Dollar currency pairs. | |||||||||||||||||
For the year ended December 31, 2014, the Company recorded a loss of $1.7 million associated with cash flow hedges recognized as a component of cost of revenues. As of December 31, 2014, the Company had a $3.5 million liability balance for contracts designated as cash flow hedging instruments which were classified as other liabilities. For the year ended December 31, 2013, the Company had a $1.8 million liability balance for contracts designated as cash flow hedges. | |||||||||||||||||
Other | |||||||||||||||||
At December 31, 2014, the Company had no outstanding commodity derivatives, currency swaps or options relating to either its debt instruments or investments. The Company does not hedge the value of its equity investments in its subsidiaries or affiliated companies. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
The Company's geographic sources of income (loss) before income taxes and non-controlling interest are as follows (in millions): | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (56.2 | ) | $ | (75.8 | ) | $ | (70.9 | ) | |||
Foreign | 248.1 | 245.8 | (6.0 | ) | ||||||||
$ | 191.9 | $ | 170 | $ | (76.9 | ) | ||||||
The Company's provision for income taxes is as follows (in millions): | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (1.5 | ) | $ | (0.4 | ) | $ | 0.2 | ||||
State and local | — | 0.3 | (0.1 | ) | ||||||||
Foreign | 20.1 | 15.9 | 16.4 | |||||||||
18.6 | 15.8 | 16.5 | ||||||||||
Deferred: | ||||||||||||
Federal | (17.1 | ) | 2.7 | 2.6 | ||||||||
State and local | (2.9 | ) | — | — | ||||||||
Foreign | 1.2 | (2.1 | ) | (3.1 | ) | |||||||
(18.8 | ) | 0.6 | (0.5 | ) | ||||||||
$ | (0.2 | ) | $ | 16.4 | $ | 16 | ||||||
A reconciliation of the U.S. federal statutory income tax rate to the Company's effective income tax rate is as follows: | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
U.S. federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
Increase (decrease) resulting from: | ||||||||||||
State and local taxes, net of federal tax benefit | — | 0.2 | 0.1 | |||||||||
Foreign withholding taxes | (1.1 | ) | — | (0.3 | ) | |||||||
Foreign rate differential | (33.9 | ) | (38.5 | ) | 7.5 | |||||||
Dividend income from foreign subsidiaries | 13 | 11.3 | (59.4 | ) | ||||||||
Goodwill impairment | — | — | (6.4 | ) | ||||||||
Change in valuation allowance | (18.3 | ) | 0.7 | (1.1 | ) | |||||||
Tax reserves | — | (1.0 | ) | (2.2 | ) | |||||||
Nondeductible acquisition costs | 0.9 | — | (0.1 | ) | ||||||||
Nondeductible stock based compensation costs | 2.1 | 1.7 | (2.2 | ) | ||||||||
Deferred tax liability for assets with indefinite useful lives | 1.7 | 1.6 | (3.4 | ) | ||||||||
Return to accrual | (0.5 | ) | (0.1 | ) | 11.6 | |||||||
Other | 1 | (1.3 | ) | 0.1 | ||||||||
(0.1 | ) | % | 9.6 | % | (20.8 | ) | % | |||||
The tax effects of temporary differences in the recognition of income and expense for tax and financial reporting purposes that give rise to significant portions of the deferred tax assets, net of deferred tax liabilities as of December 31, 2014 and December 31, 2013, are as follows (in millions): | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Net operating loss and tax credit carryforwards | $ | 850.2 | $ | 1,105.50 | ||||||||
Tax-deductible goodwill and amortizable intangibles | (45.1 | ) | (17.1 | ) | ||||||||
Reserves and accruals | 27.6 | 27.2 | ||||||||||
Property, plant and equipment | 33.4 | 72.7 | ||||||||||
Inventories | 19.9 | 16.2 | ||||||||||
Other | 110.9 | 122.8 | ||||||||||
Deferred tax assets and liabilities before valuation allowance | 996.9 | 1,327.30 | ||||||||||
Valuation allowance | (977.5 | ) | (1,301.3 | ) | ||||||||
Net deferred tax asset (liability) | $ | 19.4 | $ | 26 | ||||||||
A valuation allowance has been recorded against the Company's deferred tax assets, with the exception of deferred tax assets at certain foreign subsidiaries, as management cannot conclude that it is more likely than not that these assets will be realized. As of December 31, 2014, the Company's deferred tax assets do not include $174.4 million of excess tax deductions from employee stock option exercises that are part of net operating loss carryforwards, which, if realized, will be accounted for as an addition to equity. The Company uses the with or without method when determining when excess benefits have been realized. | ||||||||||||
As of December 31, 2014, the Company's federal, state, and foreign net operating loss carryforwards ("NOLs") were $1,070.6 million, $997.4 million, and $1,121.9 million, respectively. As of December 31, 2013, the Company's federal, state, and foreign NOLs were $1,101.1 million, $989.7 million, and $1,718.9 million, respectively. If not utilized, these NOLs will expire in varying amounts from 2015 through 2033. Pursuant to Sections 382 and 383 of the Internal Revenue Code, the utilization of NOLs and other tax attributes may be subject to substantial limitations if certain ownership changes occur during a three-year testing period (as defined by the Internal Revenue Code). During 2006, such an ownership change occurred, limiting the use of federal NOLs to approximately $93.1 million per year. As of December 31, 2014, the Company had federal, state and foreign tax credit carryforwards of $177.8 million, which expire in varying amounts beginning in 2015. | ||||||||||||
This income tax benefit for the year ended December 31, 2014 consisted of the reversal of $23.3 million of our previously established valuation allowance against our U.S. deferred tax assets as a result of a net deferred tax liability recorded as part of the Truesense acquisition and the reversal of $4.6 million for reserves and interest for uncertain tax positions in foreign taxing jurisdictions that were effectively settled or for which the statute lapsed during the year ended December 31, 2014. This is partially offset by $19.8 million for income and withholding taxes of certain of our foreign and domestic operations, $4.6 million of new reserves and interest on existing reserves for uncertain tax positions in foreign taxing jurisdictions, and $3.3 million of deferred federal income taxes associated with tax deductible goodwill. | ||||||||||||
The 2013 provision of $16.4 million included $22.2 million for income and withholding taxes of certain of the Company's foreign operations and $0.9 million of interest on existing reserves for potential liabilities in foreign taxing jurisdictions and $2.7 million of deferred federal income taxes associated with tax deductible goodwill. This is partially offset by the reversal of $6.0 million of valuation allowances against deferred tax assets of certain foreign subsidiaries and the reversal of $3.4 million for reserves and interest for potential liabilities in foreign taxing jurisdictions which were effectively settled or for which the statute lapsed during 2013. | ||||||||||||
The 2012 provision of $16.0 million included $21.7 million for income and withholding taxes of certain of the Company's foreign operations and $0.9 million of interest on existing reserves for potential liabilities in foreign taxing jurisdictions. This is partially offset by $7.8 million of additional tax benefit recorded and the reversal of $1.4 million for reserves and interest for potential liabilities in foreign taxing jurisdiction which were effectively settled or for which the statute lapsed during 2012. | ||||||||||||
Income taxes have not been provided on approximately $1,784.1 million of the undistributed earnings of our foreign subsidiaries over which the Company has sufficient influence to control the distribution at December 31, 2014. The Company has determined that substantially all such earnings have been reinvested indefinitely. These earnings could become subject to either or both federal income tax and foreign withholding tax if they are remitted as dividends, if foreign earnings are loaned to any of our domestic companies, or if the Company sells its investment in certain subsidiaries. The Company estimates that repatriation of these foreign earnings would generate additional taxes of approximately $178.7 million after net operating loss carryforwards and foreign tax credits. | ||||||||||||
The Company files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2010. | ||||||||||||
The Company maintains liabilities for uncertain tax positions. These liabilities involve considerable judgment and estimation and are continuously monitored by management based on the best information available, including changes in tax regulations, the outcome of relevant court cases, and other information. The Company is currently under examination by various taxing authorities. Although the outcome of any tax audit is uncertain, the Company believes that it has adequately provided in its consolidated financial statements for any additional taxes that the Company may be required to pay as a result of such examinations. If the payment ultimately proves not to be necessary, the reversal of these tax liabilities would result in tax benefits being recognized in the period the Company determines such liabilities are no longer necessary. However, if an ultimate tax assessment exceeds the Company's estimate of tax liabilities, additional tax expense will be recorded. The impact of such adjustments could have a material impact on the Company's results of operations in future periods. | ||||||||||||
The activity for unrecognized gross tax benefits for 2014, 2013, and 2012 (in millions) is as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 20.9 | $ | 34.8 | $ | 18.6 | ||||||
Additions based on tax positions related to the current year | 9 | 0.7 | 18.4 | |||||||||
Additions for tax positions of prior years | 5.3 | — | — | |||||||||
Reductions for tax positions of prior years | (0.6 | ) | (10.9 | ) | (0.8 | ) | ||||||
Lapse of statute | (3.4 | ) | (3.7 | ) | (1.2 | ) | ||||||
Settlements | — | — | (0.2 | ) | ||||||||
Balance at end of year | $ | 31.2 | $ | 20.9 | $ | 34.8 | ||||||
Included in the December 31, 2014 balance of $31.2 million is $13.4 million related to unrecognized tax positions that, if recognized, would affect the annual effective tax rate. Of the total $31.2 million balance of unrecognized tax benefit at December 31, 2014, $1.8 million is related to tax positions for which it is reasonably possible that the total amounts could significantly change during the 12 months following December 31, 2014, as a result of expiring statutes of limitations. | ||||||||||||
The Company recognizes interest and penalties accrued in relation to unrecognized tax benefits in tax expense. The Company recognized approximately $0.5 million of expenses during the year ended December 31, 2014, and recognized approximately $0.5 million and $0.2 million of expenses during the years ended December 31, 2013 and 2012, respectively. The Company had approximately $3.2 million, $3.6 million, and $3.0 million of accrued interest and penalties at December 31, 2014, 2013, and 2012, respectively. |
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Loss | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||
Changes in Accumulated Other Comprehensive Loss | Changes in Accumulated Other Comprehensive Loss | ||||||||||||||||||||
Amounts comprising the Company's accumulated other comprehensive loss and reclassifications for the years ended December 31, 2014 and December 31, 2013 are as follows (net of tax of $0.2 million for unrealized gains on available-for-sale securities and $0 for all others, in millions): | |||||||||||||||||||||
Foreign Currency Translation Adjustments | Defined Benefit Pension Items | Effects of Cash Flow Hedges | Unrealized Gains and Losses on Available-for-Sale Securities | Total | |||||||||||||||||
Balance as of December 31, 2012 | $ | (42.2 | ) | $ | (0.1 | ) | $ | 0.8 | $ | 0.4 | $ | (41.1 | ) | ||||||||
Other comprehensive income (loss) prior to reclassifications | 17.2 | 0.1 | (0.1 | ) | — | 17.2 | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | (21.0 | ) | — | (2.5 | ) | — | (23.5 | ) | |||||||||||||
Net current period other comprehensive loss | (3.8 | ) | 0.1 | (2.6 | ) | — | (6.3 | ) | |||||||||||||
Balance as of December 31, 2013 | $ | (46.0 | ) | $ | — | $ | (1.8 | ) | $ | 0.4 | $ | (47.4 | ) | ||||||||
Other comprehensive income (loss) prior to reclassifications | 3.5 | — | — | 4.1 | 7.6 | ||||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | (1.7 | ) | — | (1.7 | ) | ||||||||||||||
Net current period other comprehensive loss | 3.5 | — | (1.7 | ) | 4.1 | 5.9 | |||||||||||||||
Balance as of December 31, 2014 | $ | (42.5 | ) | $ | — | $ | (3.5 | ) | $ | 4.5 | $ | (41.5 | ) | ||||||||
Amounts which were reclassified from accumulated other comprehensive loss to the Company's Consolidated Statements of Operations and Comprehensive Income during the years ended December 31, 2014 and December 31, 2013, were as follows (net of tax of $0, in millions): | |||||||||||||||||||||
Amounts Reclassified from Accumulated Other Comprehensive Loss | |||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | Affected Line Item Where Net Income is Presented | |||||||||||||||||||
Foreign currency translation adjustments | $ | — | $ | (21.0 | ) | Restructuring, asset impairments and other, net | |||||||||||||||
Effects of cash flow hedges | (1.7 | ) | (2.5 | ) | Other income and expense | ||||||||||||||||
Total reclassifications | $ | (1.7 | ) | $ | (23.5 | ) | |||||||||||||||
Included in accumulated other comprehensive loss as of December 31, 2014 is approximately $13.5 million of foreign currency translation losses related to the Company’s subsidiary that owns the KSS facility, which utilizes the Japanese Yen as its functional currency. In connection with the previously announced restructuring plan, the Company intends to liquidate the legal entity. Upon the substantial liquidation of the KSS entity, the Company will evaluate the need to release any amount remaining in accumulated other comprehensive income to its results of operations, as required by the appropriate accounting standards. |
Supplemental_Disclosures
Supplemental Disclosures | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Supplemental Disclosures | Supplemental Disclosures | ||||||||||||
Supplemental Disclosure of Cash Flow Information | |||||||||||||
The Company's non-cash financing activities and cash payments for interest and income taxes during the years ended December 31, 2014, 2013 and 2012 are as follows (in millions): | |||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Non-cash financing activities: | |||||||||||||
Capital expenditures in accounts payable | $ | 108.5 | $ | 55.8 | $ | 54.4 | |||||||
Equipment acquired or refinanced through capital leases | 14.5 | 3.8 | 31 | ||||||||||
Cash (received) paid for: | |||||||||||||
Interest income | $ | (1.5 | ) | $ | (1.3 | ) | $ | (1.5 | ) | ||||
Interest expense | 25.7 | 24.8 | 30.4 | ||||||||||
Income taxes | 18.1 | 12.9 | 17.6 | ||||||||||
Supplemental Disclosure of Consideration Held in Escrow | |||||||||||||
Pursuant to the agreement and plan of merger between the Company and the sellers of Aptina, $40.0 million of the total purchase consideration was withheld by the Company and placed into an escrow account to secure against certain indemnifiable events described in the Merger Agreement. The $40.0 million consideration held in escrow was accounted for as restricted cash as of December 31, 2014 and is included in cash flows from investing activities on the Company's Consolidated Statement of Cash Flows. | |||||||||||||
Supplemental Disclosure of Insurance Recoveries | |||||||||||||
Business Interruption | |||||||||||||
During the year ended December 31, 2013, the Company recognized income of approximately $13.5 million pursuant to a business interruption insurance claim associated with damages caused by the 2011 Thailand flood. The Company has recorded these proceeds as a reduction to cost of revenues in its Consolidated Statements of Operations and Comprehensive Income. | |||||||||||||
During the year ended December 31, 2012, the Company recognized income from business interruption insurance proceeds of approximately $16.4 million associated with the 2011 Japan earthquake. The Company has recorded these proceeds as a reduction to cost of revenues in its Consolidated Statements of Operations and Comprehensive Income. | |||||||||||||
Other Insurance Recoveries | |||||||||||||
During the year ended December 31, 2012, the Company received proceeds from insurance recoveries on property, plant and equipment of approximately $11.5 million associated with the 2011 Thailand flood and 2011 Japan earthquake. The Company has recorded these proceeds as a reduction to cost of revenues in its Consolidated Statements of Operations and Comprehensive Income. |
Segment_Information
Segment Information | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Segment Reporting, Measurement Disclosures [Abstract] | |||||||||||||||||||||
Segment Information | Segment Information | ||||||||||||||||||||
As of December 31, 2014, the Company was organized into four operating segments, consisting of the Application Products Group, Standard Products Group, System Solutions Group and Image Sensor Group. The Company's Image Sensor Group was established during the third quarter of 2014, and includes the Company's recent image sensor business acquisition of Aptina along with the Company's pre-existing image sensor business units (including Truesense) which were previously reported as part of the Application Products Group. See Note 4: "Acquisitions" for additional information with respect to the Company's recent acquisitions. Previously reported information has been recast to reflect the current reportable segments. | |||||||||||||||||||||
Each of the Company's major product lines has been examined and each product line has been assigned to a reportable segment, as illustrated in the table below, based on the Company's operating strategy. Because many products are sold into different end-markets, the total revenue reported for a segment is not indicative of actual sales in the end-market associated with that segment, but rather is the sum of the revenue from the product lines assigned to that segment. These segments represent the Company's view of the business and as such are used to evaluate progress of major initiatives and allocation of resources. | |||||||||||||||||||||
Application Products Group | Image Sensor Group | Standard Products Group | System Solutions Group | ||||||||||||||||||
Automotive ASSPs (1) | CCD Image Sensors (7) | Bipolar Power (8) | Power MOSFETs (10) | ||||||||||||||||||
Analog Automotive (2) | CMOS Image Sensors (7) | Thyristor (8) | IGBTs (10) | ||||||||||||||||||
Automotive Power Switching (3) | Linear Light Sensors (7) | Small Signal (8) | Power and Signal Discretes (10) | ||||||||||||||||||
Automotive Mixed-Signal solutions (1) | Zener (8) | Intelligent Power Modules (11) | |||||||||||||||||||
Medical ASICs & ASSPs (1) | Protection (3) | Motor Driver ICs (12) | |||||||||||||||||||
Mixed-Signal ASICs (1) | Rectifier (8) | Display Drivers (12) | |||||||||||||||||||
Industrial ASSPs (1) | Filters (3) | ASICs (12) | |||||||||||||||||||
High Frequency / Timing (4) | MOSFETs (3) | Microcontrollers (12) | |||||||||||||||||||
IPDs (5) | Signal & Interface (2) | Flash Memory (12) | |||||||||||||||||||
Foundry and Manufacturing Services (5) | Standard Logic (6) | Touch Sensor (12) | |||||||||||||||||||
Hearing Components (1) | LDO's & VREGs (2) | Power Supply IC (12) | |||||||||||||||||||
DC-DC Conversion (2) | EE Memory and Programmable Analog (9) | Audio DSP (12) | |||||||||||||||||||
Analog Switches (6) | IGBTs (3) | Audio Tuners (12) | |||||||||||||||||||
AC-DC Conversion (2) | Image Stabilizer ICs (12) | ||||||||||||||||||||
Low Voltage Power Management (2) | Auto Focus ICs (12) | ||||||||||||||||||||
Power Switching (2) | |||||||||||||||||||||
RF Antenna Tuning Solutions (1) | |||||||||||||||||||||
(1) ASIC products | (7) Image sensor / ASIC products | ||||||||||||||||||||
(2) Analog products | (8) Discrete products | ||||||||||||||||||||
(3) TMOS products | (9) Memory products | ||||||||||||||||||||
(4) ECL products | (10) HD products | ||||||||||||||||||||
(5) Foundry products / services | (11) IPM products | ||||||||||||||||||||
(6) Standard logic products | (12) LSI products | ||||||||||||||||||||
The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance-based on segment revenues and gross profit. | |||||||||||||||||||||
The Company's wafer manufacturing facilities fabricate ICs for all business units, as necessary, and their operating costs are reflected in the segments' cost of revenues on the basis of product costs. Because operating segments are generally defined by the products they design and sell, they do not make sales to each other. The Company does not discretely allocate assets to its operating segments, nor does management evaluate operating segments using discrete asset information. | |||||||||||||||||||||
In addition to the operating and reporting segments mentioned above, the Company also operates global operations, sales and marketing, information systems, finance and administration groups that are led by vice presidents who report to the Chief Executive Officer. A portion of the expenses of these groups are allocated to the segments based on specific and general criteria and are included in the segment results reported below. The Company does not allocate income taxes or interest expense to its operating segments as the operating segments are principally evaluated on gross profit. Additionally, restructuring, asset impairments and other, net and certain other manufacturing and operating expenses, which include corporate research and development costs, unallocated inventory reserves and miscellaneous nonrecurring expenses, are not allocated to any segment. | |||||||||||||||||||||
Revenues and gross profit for the Company’s reportable segments for the years ended December 31, 2014, December 31, 2013 and December 31, 2012, respectively, are as follows (in millions): | |||||||||||||||||||||
Application Products Group | Image Sensor Group | Standard | System Solutions Group | Total | |||||||||||||||||
Products | |||||||||||||||||||||
Group | |||||||||||||||||||||
For year ended December 31, 2014: | |||||||||||||||||||||
Revenues from external customers | $ | 1,070.40 | $ | 306.1 | $ | 1,210.40 | $ | 574.9 | $ | 3,161.80 | |||||||||||
Segment gross profit | 475 | 91.1 | 431 | 117.5 | 1,114.60 | ||||||||||||||||
For year ended December 31, 2013: | |||||||||||||||||||||
Revenues from external customers | $ | 996.8 | $ | 39.5 | $ | 1,121.20 | $ | 625.2 | $ | 2,782.70 | |||||||||||
Segment gross profit | 431 | 24.6 | 390.7 | 103.4 | 949.7 | ||||||||||||||||
For year ended December 31, 2012: | |||||||||||||||||||||
Revenues from external customers | $ | 969.6 | $ | 49.6 | $ | 1,104.70 | $ | 771 | $ | 2,894.90 | |||||||||||
Segment gross profit | 430.3 | 28.9 | 400.9 | 143.1 | 1,003.20 | ||||||||||||||||
Gross profit shown above and below is exclusive of the amortization of acquisition related intangible assets. Depreciation expense is included in segment gross profit. Reconciliations of segment gross profit to consolidated gross profit are as follows (in millions): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||||||||||
Gross profit for reportable segments | $ | 1,114.60 | $ | 949.7 | $ | 1,003.20 | |||||||||||||||
Less: unallocated manufacturing costs | (29.7 | ) | (20.6 | ) | (56.9 | ) | |||||||||||||||
Consolidated gross profit | $ | 1,084.90 | $ | 929.1 | $ | 946.3 | |||||||||||||||
The Company's consolidated assets are not specifically ascribed to its individual reporting segments. Rather, assets used in operations are generally shared across the Company's reporting segments. See Note 7: "Balance Sheet Information" for additional information. | |||||||||||||||||||||
The Company operates in various geographic locations. Sales to unaffiliated customers have little correlation with the location of manufacturers. It is, therefore, not meaningful to present operating profit by geographical location. | |||||||||||||||||||||
Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country, are summarized as follows (in millions): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||||||||||
United States | $ | 497 | $ | 415.4 | $ | 452 | |||||||||||||||
United Kingdom | 497.9 | 400.2 | 388.3 | ||||||||||||||||||
Hong Kong | 975.3 | 862.4 | 874.2 | ||||||||||||||||||
Japan | 293.1 | 290.2 | 401.2 | ||||||||||||||||||
Singapore | 786.5 | 700.6 | 627.7 | ||||||||||||||||||
Other | 112 | 113.9 | 151.5 | ||||||||||||||||||
$ | 3,161.80 | $ | 2,782.70 | $ | 2,894.90 | ||||||||||||||||
Property, plant and equipment, net by geographic location, are summarized as follows (in millions): | |||||||||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
United States | $ | 308.1 | $ | 255.3 | $ | 274.7 | |||||||||||||||
Czech Republic | 113.8 | 111.1 | 118 | ||||||||||||||||||
Malaysia | 232.2 | 213.9 | 185 | ||||||||||||||||||
Philippines | 197.4 | 173.8 | 188.8 | ||||||||||||||||||
China | 122.2 | 100.8 | 104 | ||||||||||||||||||
Other | 230.2 | 219.3 | 232.8 | ||||||||||||||||||
$ | 1,203.90 | $ | 1,074.20 | $ | 1,103.30 | ||||||||||||||||
For the years ended December 31, 2014, December 31, 2013, and December 31, 2012, there were no individual customers, including distributors, which accounted for more than 10% of the Company’s total consolidated revenues. |
Supplementary_Financial_Inform
Supplementary Financial Information - Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Supplementary Financial Information - Selected Quarterly Financial Data (Unaudited) | Supplementary Financial Information - Selected Quarterly Financial Data (Unaudited) | |||||||||||||||
Revised consolidated unaudited quarterly financial information for 2014 and 2013 is as follows (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | ||||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | September 26 (1) | 31-Dec | |||||||||||||
Revenues | $ | 706.5 | $ | 757.6 | $ | 833.5 | $ | 864.2 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 248.2 | 278.1 | 280.9 | 277.7 | ||||||||||||
Net income attributable to ON Semiconductor Corporation (2) | 55.7 | 94.1 | 40.5 | (0.6 | ) | |||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.13 | 0.21 | 0.09 | — | ||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Revenues | $ | 661 | $ | 688.3 | $ | 715.4 | $ | 718 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 197.6 | 231.9 | 249.2 | 250.4 | ||||||||||||
Net income attributable to ON Semiconductor Corporation (2) | 16.1 | 45.8 | 50.7 | 37.8 | ||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.04 | 0.1 | 0.11 | 0.08 | ||||||||||||
(1) The Company has retrospectively adjusted certain amounts shown above for the quarter ended September 26, 2014 related to adjustments to the purchase price allocation of our recent acquisitions, which reduced the amortization of acquisition related intangible assets by $2.4 million. | ||||||||||||||||
(2) Net income attributable to ON Semiconductor Corporation for the quarters ended December 31, 2014 and December 31, 2013 includes Restructuring, asset impairments and other, net charges of $10.5 million and $22.1 million, respectively. See Note 6: "Restructuring, asset impairments and other, net" for additional information. | ||||||||||||||||
Consolidated unaudited quarterly financial information for 2014 and 2013 as initially reported in each quarter prior to December 31, 2014 is as follows (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | ||||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | 26-Sep | ||||||||||||||
Revenues | $ | 706.5 | $ | 757.6 | $ | 833.5 | ||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 250.8 | 273 | 284.1 | |||||||||||||
Net income attributable to ON Semiconductor Corporation | 58.4 | 88 | 41.6 | |||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.13 | 0.2 | 0.09 | |||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Revenues | $ | 661 | $ | 688.3 | $ | 715.4 | $ | 718 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 204.5 | 231.8 | 249.2 | 252.9 | ||||||||||||
Net income attributable to ON Semiconductor Corporation | 22.6 | 47.7 | 51.8 | 28.7 | ||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.05 | 0.11 | 0.11 | 0.06 | ||||||||||||
The following table shows the amounts of the aforementioned revisions for each quarter in 2014 and 2013 prior to December 31, 2014 (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | ||||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | 26-Sep | ||||||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | $ | 2.6 | $ | 5.1 | $ | (3.2 | ) | |||||||||
Net income attributable to ON Semiconductor Corporation | (2.7 | ) | 6.1 | (1.1 | ) | |||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | — | 0.01 | — | |||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | $ | (6.9 | ) | $ | 0.1 | $ | — | $ | (2.5 | ) | ||||||
Net income attributable to ON Semiconductor Corporation | (6.5 | ) | (1.9 | ) | (1.1 | ) | 9.1 | |||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | (0.01 | ) | (0.01 | ) | — | 0.02 | ||||||||||
Guarantor_and_NonGuarantor_Sta
Guarantor and Non-Guarantor Statements | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Guarantor And Non-Guarantor Statements [Abstract] | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statements | Guarantor and Non-Guarantor Statements | |||||||||||||||||||||||
ON Semiconductor is the sole issuer of the 2.625% Notes, Series B. ON Semiconductor’s 100% owned domestic subsidiaries, except those domestic subsidiaries acquired through the acquisitions of AMIS, Catalyst, PulseCore, CMD, SDT, SANYO Semiconductor, Truesense and Aptina (collectively, the “Guarantor Subsidiaries”), fully and unconditionally guarantee, subject to customary releases, on a joint and several basis ON Semiconductor’s obligations under the 2.625% Notes, Series B. The Guarantor Subsidiaries include SCI LLC, Semiconductor Components Industries of Rhode Island, Inc., as well as other holding companies whose net assets consist primarily of investments in the joint venture in Leshan, China and equity interests in the Company’s other foreign subsidiaries. ON Semiconductor’s other remaining subsidiaries (collectively, the “Non-Guarantor Subsidiaries”) are not guarantors of the 2.625% Notes, Series B. The repayment of the non-collateralized 2.625% Notes, Series B is subordinated to the senior indebtedness of ON Semiconductor and the Guarantor Subsidiaries on the terms described in the indenture for the 2.625% Notes, Series B. | ||||||||||||||||||||||||
The condensed consolidating financial statements included in this footnote have been corrected consistent with the revisions described in Note 1: "Background and Basis of Presentation". The Company also corrected the presentation of certain previously reported intercompany loan activity included within the Condensed Consolidating Statements of Cash Flows to conform with the current period presentation. | ||||||||||||||||||||||||
Condensed consolidating financial information for the issuer of the 2.625% Notes, Series B, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries is as follows (in millions): | ||||||||||||||||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
AS OF DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 199.9 | $ | — | $ | 311.8 | $ | — | $ | 511.7 | ||||||||||||
Short-term investments | — | 2 | — | 4.1 | — | 6.1 | ||||||||||||||||||
Receivables, net | — | 56.6 | — | 360.9 | — | 417.5 | ||||||||||||||||||
Inventories | — | 60.5 | — | 652.9 | 16.5 | 729.9 | ||||||||||||||||||
Short-term intercompany receivables | — | — | 4.9 | — | (4.9 | ) | — | |||||||||||||||||
Other current assets | — | 14 | — | 126.6 | — | 140.6 | ||||||||||||||||||
Total current assets | — | 333 | 4.9 | 1,456.30 | 11.6 | 1,805.80 | ||||||||||||||||||
Property, plant and equipment, net | — | 262.1 | 3.1 | 940.1 | (1.4 | ) | 1,203.90 | |||||||||||||||||
Goodwill | — | 111.6 | 37.3 | 115.8 | — | 264.7 | ||||||||||||||||||
Intangible assets, net | — | 98.2 | — | 377 | (17.6 | ) | 457.6 | |||||||||||||||||
Long-term intercompany receivables | — | 204.2 | — | — | (204.2 | ) | — | |||||||||||||||||
Other assets | 1,969.10 | 2,002.30 | 143.5 | 858.2 | (4,882.1 | ) | 91 | |||||||||||||||||
Total assets | $ | 1,969.10 | $ | 3,011.40 | $ | 188.8 | $ | 3,747.40 | $ | (5,093.7 | ) | $ | 3,823.00 | |||||||||||
Accounts payable | $ | — | $ | 37.8 | $ | 0.1 | $ | 340.3 | $ | — | $ | 378.2 | ||||||||||||
Accrued expenses | 0.4 | 71.6 | 0.5 | 215.4 | — | 287.9 | ||||||||||||||||||
Deferred income on sales to distributors | — | 36.4 | — | 128.7 | — | 165.1 | ||||||||||||||||||
Current portion of long-term debt | — | 57.6 | — | 152 | — | 209.6 | ||||||||||||||||||
Short-term intercompany payables | — | 2.3 | — | 2.6 | (4.9 | ) | — | |||||||||||||||||
Total current liabilities | 0.4 | 205.7 | 0.6 | 839 | (4.9 | ) | 1,040.80 | |||||||||||||||||
Long-term debt | 342.2 | 609.5 | — | 31.3 | — | 983 | ||||||||||||||||||
Other long-term liabilities | — | 21.1 | — | 130.7 | — | 151.8 | ||||||||||||||||||
Long-term intercompany payables | — | — | — | 204.2 | (204.2 | ) | — | |||||||||||||||||
Total liabilities | 342.6 | 836.3 | 0.6 | 1,205.20 | (209.1 | ) | 2,175.60 | |||||||||||||||||
Stockholders’ equity | 1,626.50 | 2,175.10 | 188.2 | 2,542.20 | (4,905.5 | ) | 1,626.50 | |||||||||||||||||
Non-controlling interest in consolidated subsidiary | — | — | — | — | 20.9 | 20.9 | ||||||||||||||||||
Total equity | 1,626.50 | 2,175.10 | 188.2 | 2,542.20 | (4,884.6 | ) | 1,647.40 | |||||||||||||||||
Total liabilities and equity | $ | 1,969.10 | $ | 3,011.40 | $ | 188.8 | $ | 3,747.40 | $ | (5,093.7 | ) | $ | 3,823.00 | |||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
AS OF DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 267.9 | $ | — | $ | 241.6 | $ | — | $ | 509.5 | ||||||||||||
Short-term investments | — | 116.2 | — | — | — | 116.2 | ||||||||||||||||||
Receivables, net | — | 49.8 | — | 333.6 | — | 383.4 | ||||||||||||||||||
Inventories | — | 46.7 | — | 559.1 | 3 | 608.8 | ||||||||||||||||||
Short-term intercompany receivables | — | — | 4.1 | 7.6 | (11.7 | ) | — | |||||||||||||||||
Other current assets | — | 17.8 | — | 71.5 | — | 89.3 | ||||||||||||||||||
Total current assets | — | 498.4 | 4.1 | 1,213.40 | (8.7 | ) | 1,707.20 | |||||||||||||||||
Property, plant and equipment, net | — | 252.3 | 3.1 | 820.6 | (1.8 | ) | 1,074.20 | |||||||||||||||||
Goodwill | — | 111.5 | 37.3 | 35.8 | — | 184.6 | ||||||||||||||||||
Intangible assets, net | — | 113 | — | 132.2 | (21.8 | ) | 223.4 | |||||||||||||||||
Long-term intercompany receivables | — | — | — | 3.3 | (3.3 | ) | — | |||||||||||||||||
Other assets | 1,827.00 | 1,637.40 | 136.1 | 877.1 | (4,373.2 | ) | 104.4 | |||||||||||||||||
Total assets | $ | 1,827.00 | $ | 2,612.60 | $ | 180.6 | $ | 3,082.40 | $ | (4,408.8 | ) | $ | 3,293.80 | |||||||||||
Accounts payable | $ | — | $ | 39.1 | $ | 0.5 | $ | 237.2 | $ | — | $ | 276.8 | ||||||||||||
Accrued expenses | 1 | 50.8 | 0.2 | 168.3 | — | 220.3 | ||||||||||||||||||
Deferred income on sales to distributors | — | 32.3 | — | 108.2 | — | 140.5 | ||||||||||||||||||
Current portion of long-term debt | — | 79.3 | — | 102.3 | — | 181.6 | ||||||||||||||||||
Short-term intercompany payables | — | 11.7 | — | — | (11.7 | ) | — | |||||||||||||||||
Total current liabilities | 1 | 213.2 | 0.7 | 616 | (11.7 | ) | 819.2 | |||||||||||||||||
Long-term debt | 335.2 | 396.1 | — | 29.3 | — | 760.6 | ||||||||||||||||||
Other long-term liabilities | — | 42.2 | 0.1 | 148.1 | — | 190.4 | ||||||||||||||||||
Long-term intercompany payables | — | 3.3 | — | — | (3.3 | ) | — | |||||||||||||||||
Total liabilities | 336.2 | 654.8 | 0.8 | 793.4 | (15.0 | ) | 1,770.20 | |||||||||||||||||
Stockholders’ equity | 1,490.80 | 1,957.80 | 179.8 | 2,289.00 | (4,426.6 | ) | 1,490.80 | |||||||||||||||||
Non-controlling interest in consolidated subsidiary | — | — | — | — | 32.8 | 32.8 | ||||||||||||||||||
Total equity | 1,490.80 | 1,957.80 | 179.8 | 2,289.00 | (4,393.8 | ) | 1,523.60 | |||||||||||||||||
Total liabilities and equity | $ | 1,827.00 | $ | 2,612.60 | $ | 180.6 | $ | 3,082.40 | $ | (4,408.8 | ) | $ | 3,293.80 | |||||||||||
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 795.7 | $ | 15.6 | $ | 4,291.90 | $ | (1,941.4 | ) | $ | 3,161.80 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 596.4 | 0.9 | 3,434.50 | (1,954.9 | ) | 2,076.90 | |||||||||||||||||
Gross profit | — | 199.3 | 14.7 | 857.4 | 13.5 | 1,084.90 | ||||||||||||||||||
Operating expenses: | ||||||||||||||||||||||||
Research and development | — | 85.2 | 11.9 | 269.5 | — | 366.6 | ||||||||||||||||||
Selling and marketing | — | 82.7 | 0.8 | 116.5 | — | 200 | ||||||||||||||||||
General and administrative | — | 55.3 | 1.3 | 124.3 | — | 180.9 | ||||||||||||||||||
Amortization of acquisition-related intangible assets | — | 14.8 | — | 57.7 | (4.1 | ) | 68.4 | |||||||||||||||||
Goodwill and intangible asset impairment | — | — | — | 9.6 | — | 9.6 | ||||||||||||||||||
Restructuring, asset impairments and other, net | — | 0.7 | — | 29.8 | — | 30.5 | ||||||||||||||||||
Total operating expenses | — | 238.7 | 14 | 607.4 | (4.1 | ) | 856 | |||||||||||||||||
Operating income (loss) | — | (39.4 | ) | 0.7 | 250 | 17.6 | 228.9 | |||||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (16.8 | ) | (11.1 | ) | — | (6.2 | ) | — | (34.1 | ) | ||||||||||||||
Interest income | — | 1 | — | 0.5 | — | 1.5 | ||||||||||||||||||
Other | — | 2.7 | — | (7.1 | ) | — | (4.4 | ) | ||||||||||||||||
Loss on debt repurchase or exchange | — | — | — | — | — | — | ||||||||||||||||||
Equity in earnings | 206.5 | 245.7 | 6.7 | — | (458.9 | ) | — | |||||||||||||||||
Other income (expenses), net | 189.7 | 238.3 | 6.7 | (12.8 | ) | (458.9 | ) | (37.0 | ) | |||||||||||||||
Income before income taxes | 189.7 | 198.9 | 7.4 | 237.2 | (441.3 | ) | 191.9 | |||||||||||||||||
Income tax benefit (provision) | — | 23.1 | (0.9 | ) | (22.0 | ) | — | 0.2 | ||||||||||||||||
Net income | 189.7 | 222 | 6.5 | 215.2 | (441.3 | ) | 192.1 | |||||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (2.4 | ) | (2.4 | ) | ||||||||||||||||
Net income attributable to ON Semiconductor Corporation | $ | 189.7 | $ | 222 | $ | 6.5 | $ | 215.2 | $ | (443.7 | ) | $ | 189.7 | |||||||||||
Comprehensive income attributed to ON Semiconductor Corporation | $ | 195.6 | $ | 220.3 | $ | 6.5 | $ | 222.8 | $ | (449.6 | ) | $ | 195.6 | |||||||||||
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 684.2 | $ | 13.8 | $ | 4,142.30 | $ | (2,057.6 | ) | $ | 2,782.70 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 517.6 | 0.6 | 3,427.20 | (2,091.8 | ) | 1,853.60 | |||||||||||||||||
Gross profit | — | 166.6 | 13.2 | 715.1 | 34.2 | 929.1 | ||||||||||||||||||
Operating expenses: | ||||||||||||||||||||||||
Research and development | — | 77.2 | 10.9 | 246.1 | — | 334.2 | ||||||||||||||||||
Selling and marketing | — | 71.4 | 0.7 | 99.1 | — | 171.2 | ||||||||||||||||||
General and administrative | — | 32.6 | 0.8 | 115.1 | — | 148.5 | ||||||||||||||||||
Amortization of acquisition related intangible assets | — | 15.2 | — | 22.1 | (4.2 | ) | 33.1 | |||||||||||||||||
Restructuring, asset impairments and other, net | — | 1.2 | — | 32 | — | 33.2 | ||||||||||||||||||
Total operating expenses | — | 197.6 | 12.4 | 514.4 | (4.2 | ) | 720.2 | |||||||||||||||||
Operating income (loss) | — | (31.0 | ) | 0.8 | 200.7 | 38.4 | 208.9 | |||||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (23.0 | ) | (10.5 | ) | — | (5.1 | ) | — | (38.6 | ) | ||||||||||||||
Interest income | — | 0.4 | — | 0.9 | — | 1.3 | ||||||||||||||||||
Other | — | (10.2 | ) | — | 11.7 | — | 1.5 | |||||||||||||||||
Loss on debt repurchase or exchange | (3.1 | ) | — | — | — | — | (3.1 | ) | ||||||||||||||||
Equity in earnings | 176.5 | 221.4 | 7.4 | — | (405.3 | ) | — | |||||||||||||||||
Other income (expenses), net | 150.4 | 201.1 | 7.4 | 7.5 | (405.3 | ) | (38.9 | ) | ||||||||||||||||
Income (loss) before income taxes | 150.4 | 170.1 | 8.2 | 208.2 | (366.9 | ) | 170 | |||||||||||||||||
Income tax provision | — | (0.7 | ) | — | (15.7 | ) | — | (16.4 | ) | |||||||||||||||
Net income (loss) | 150.4 | 169.4 | 8.2 | 192.5 | (366.9 | ) | 153.6 | |||||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (3.2 | ) | (3.2 | ) | ||||||||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | 150.4 | $ | 169.4 | $ | 8.2 | $ | 192.5 | $ | (370.1 | ) | $ | 150.4 | |||||||||||
Comprehensive income (loss) attributed to ON Semiconductor Corporation | $ | 144.1 | $ | 161 | $ | 8.2 | $ | 188.9 | $ | (358.1 | ) | $ | 144.1 | |||||||||||
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 732.2 | $ | 12.9 | $ | 3,760.90 | $ | (1,611.1 | ) | $ | 2,894.90 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 466.9 | 0.6 | 3,059.10 | (1,578.0 | ) | 1,948.60 | |||||||||||||||||
Gross profit | — | 265.3 | 12.3 | 701.8 | (33.1 | ) | 946.3 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Research and development | — | 180.3 | 10.3 | 176.9 | — | 367.5 | ||||||||||||||||||
Selling and marketing | — | 68.2 | 0.8 | 111.9 | — | 180.9 | ||||||||||||||||||
General and administrative | — | 5 | 0.6 | 155 | — | 160.6 | ||||||||||||||||||
Amortization of acquisition related intangible assets | — | 18.1 | — | 30.5 | (4.2 | ) | 44.4 | |||||||||||||||||
Restructuring, asset impairments and other, net | — | 3.3 | 0.1 | 160.3 | — | 163.7 | ||||||||||||||||||
Goodwill and intangible asset impairment | — | 20.1 | — | 29.4 | — | 49.5 | ||||||||||||||||||
Total operating expenses | — | 295 | 11.8 | 664 | (4.2 | ) | 966.6 | |||||||||||||||||
Operating income (loss) | — | (29.7 | ) | 0.5 | 37.8 | (28.9 | ) | (20.3 | ) | |||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (38.0 | ) | (9.0 | ) | — | (9.1 | ) | — | (56.1 | ) | ||||||||||||||
Interest income | — | 0.8 | — | 0.7 | — | 1.5 | ||||||||||||||||||
Other | — | 11.7 | — | (5.9 | ) | — | 5.8 | |||||||||||||||||
Loss on debt repurchase or exchange | (7.8 | ) | — | — | — | — | (7.8 | ) | ||||||||||||||||
Equity in earnings | (51.4 | ) | (30.8 | ) | 10 | — | 72.2 | — | ||||||||||||||||
Other income (expenses), net | (97.2 | ) | (27.3 | ) | 10 | (14.3 | ) | 72.2 | (56.6 | ) | ||||||||||||||
Income (loss) before income taxes | (97.2 | ) | (57.0 | ) | 10.5 | 23.5 | 43.3 | (76.9 | ) | |||||||||||||||
Income tax provision | — | (4.4 | ) | — | (11.6 | ) | — | (16.0 | ) | |||||||||||||||
Net income (loss) | (97.2 | ) | (61.4 | ) | 10.5 | 11.9 | 43.3 | (92.9 | ) | |||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (4.3 | ) | (4.3 | ) | ||||||||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | (97.2 | ) | $ | (61.4 | ) | $ | 10.5 | $ | 11.9 | $ | 39 | $ | (97.2 | ) | |||||||||
Comprehensive income (loss) attributable to ON Semiconductor Corporation | $ | (91.6 | ) | $ | (55.8 | ) | $ | 10.5 | $ | 16.2 | $ | 29.1 | $ | (91.6 | ) | |||||||||
CONDENSED CONSOLIDATING STATEMENT CASH FLOWS | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (9.4 | ) | $ | 18 | $ | 21.3 | $ | 451.4 | $ | — | $ | 481.3 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (54.7 | ) | (0.9 | ) | (148.7 | ) | — | (204.3 | ) | ||||||||||||||
Proceeds from sales of property, plant and equipment | — | 0.1 | — | 1.4 | — | 1.5 | ||||||||||||||||||
Deposit utilized for purchases of property, plant and equipment | — | — | — | 2.6 | — | 2.6 | ||||||||||||||||||
Purchase of businesses, net of cash acquired | — | — | — | (423.7 | ) | — | (423.7 | ) | ||||||||||||||||
Acquisition of non-controlling interest | — | — | — | — | — | — | ||||||||||||||||||
Proceeds from held-to maturity securities | — | 116.9 | — | — | — | 116.9 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (12.8 | ) | — | — | — | (12.8 | ) | ||||||||||||||||
Cash placed in escrow | — | — | — | (40.0 | ) | — | (40.0 | ) | ||||||||||||||||
Purchase of cost method investment | — | — | — | (5.8 | ) | — | (5.8 | ) | ||||||||||||||||
Contribution from subsidiaries | 105.4 | — | — | — | (105.4 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | 105.4 | 49.5 | (0.9 | ) | (614.2 | ) | (105.4 | ) | (565.6 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loans | — | (710.9 | ) | — | 710.9 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 503.4 | — | (503.4 | ) | — | — | |||||||||||||||||
Payments to parent | — | (105.4 | ) | — | — | 105.4 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 10 | — | — | — | — | 10 | ||||||||||||||||||
Proceeds from exercise of stock options | 24.9 | — | — | — | — | 24.9 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (9.1 | ) | — | — | — | — | (9.1 | ) | ||||||||||||||||
Repurchase of common stock | (121.8 | ) | — | — | — | — | (121.8 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 259.7 | — | 86.7 | — | 346.4 | ||||||||||||||||||
Payment of capital leases obligations | — | (36.8 | ) | — | (7.0 | ) | — | (43.8 | ) | |||||||||||||||
Repayment of long-term debt | — | (45.5 | ) | — | (45.1 | ) | — | (90.6 | ) | |||||||||||||||
Acquisition of non-controlling interest | — | — | (20.4 | ) | — | — | (20.4 | ) | ||||||||||||||||
Dividend to non-controlling shareholder of consolidated subsidiary | — | — | — | (4.2 | ) | — | (4.2 | ) | ||||||||||||||||
Net cash used in financing activities | (96.0 | ) | (135.5 | ) | (20.4 | ) | 237.9 | 105.4 | 91.4 | |||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (4.9 | ) | — | (4.9 | ) | ||||||||||||||||
Net (decrease) increase in cash and cash equivalents | — | (68.0 | ) | — | 70.2 | — | 2.2 | |||||||||||||||||
Cash and cash equivalents, beginning of period | — | 267.9 | — | 241.6 | — | 509.5 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 199.9 | $ | — | $ | 311.8 | $ | — | $ | 511.7 | ||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (11.3 | ) | $ | 63.9 | $ | 0.2 | $ | 274.5 | $ | — | $ | 327.3 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (32.4 | ) | (0.2 | ) | (122.6 | ) | — | (155.2 | ) | ||||||||||||||
Proceeds from sale of property, plant and equipment | — | 0.1 | — | 9.6 | — | 9.7 | ||||||||||||||||||
Deposits utilized for purchases of property, plant and equipment | — | — | — | (1.3 | ) | — | (1.3 | ) | ||||||||||||||||
Proceeds from held-to-maturity securities | — | 224.3 | — | — | — | 224.3 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (195.7 | ) | — | — | — | (195.7 | ) | ||||||||||||||||
Contribution from subsidiaries | 246.5 | — | — | — | (246.5 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | 246.5 | (3.7 | ) | (0.2 | ) | (114.3 | ) | (246.5 | ) | (118.2 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loans | — | (812.0 | ) | — | 812 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 981.7 | — | (981.7 | ) | — | — | |||||||||||||||||
Payments to parent | — | (246.5 | ) | — | — | 246.5 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 8.3 | — | — | — | — | 8.3 | ||||||||||||||||||
Proceeds from exercise of stock options | 12.1 | — | — | — | — | 12.1 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (4.5 | ) | — | — | — | — | (4.5 | ) | ||||||||||||||||
Repurchase of common stock | (101.0 | ) | — | — | — | — | (101.0 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 120 | — | 53.7 | — | 173.7 | ||||||||||||||||||
Payment of capital lease obligation | — | (38.2 | ) | — | (3.5 | ) | — | (41.7 | ) | |||||||||||||||
Repayment of long-term debt | (150.1 | ) | (6.2 | ) | — | (61.4 | ) | — | (217.7 | ) | ||||||||||||||
Payments made in connection with debt refinancing | — | (3.2 | ) | — | — | — | (3.2 | ) | ||||||||||||||||
Net cash used in financing activities | (235.2 | ) | (4.4 | ) | — | (180.9 | ) | 246.5 | (174.0 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (12.5 | ) | — | (12.5 | ) | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 55.8 | — | (33.2 | ) | — | 22.6 | |||||||||||||||||
Cash and cash equivalents, beginning of period | — | 212.1 | — | 274.8 | — | 486.9 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 267.9 | $ | — | $ | 241.6 | $ | — | $ | 509.5 | ||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (13.1 | ) | $ | 45.5 | $ | 0.9 | $ | 242.7 | $ | — | $ | 276 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (55.0 | ) | (0.7 | ) | (200.6 | ) | — | (256.3 | ) | ||||||||||||||
Proceeds from sales of property, plant and equipment | — | 0.1 | — | 6.1 | — | 6.2 | ||||||||||||||||||
Deposits utilized for purchases of property, plant and equipment | — | — | — | 1.4 | — | 1.4 | ||||||||||||||||||
Recovery from insurance on property, plant and equipment | — | — | — | 11.5 | — | 11.5 | ||||||||||||||||||
Purchase of businesses, net of cash acquired | — | — | — | — | — | — | ||||||||||||||||||
Proceeds from held-to maturity securities | — | 377.6 | — | — | — | 377.6 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (273.8 | ) | — | — | — | (273.8 | ) | ||||||||||||||||
Change in restricted cash | — | — | — | — | — | — | ||||||||||||||||||
Contribution from subsidiaries | 180.9 | (7.9 | ) | — | — | (173.0 | ) | — | ||||||||||||||||
Net cash provided by (used in) investing activities | 180.9 | 41 | (0.7 | ) | (181.6 | ) | (173.0 | ) | (133.4 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loan activity | — | (524.0 | ) | — | 524 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 562 | — | (562.0 | ) | — | — | |||||||||||||||||
Payments to parent | — | (180.9 | ) | — | 7.9 | 173 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 8.3 | — | — | — | — | 8.3 | ||||||||||||||||||
Proceeds from exercise of stock options | 9.4 | — | — | — | — | 9.4 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (9.6 | ) | — | — | — | — | (9.6 | ) | ||||||||||||||||
Repurchase of common stock | (55.5 | ) | — | — | — | — | (55.5 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 6.5 | — | 17.1 | — | 23.6 | ||||||||||||||||||
Payment of capital leases obligations | — | (37.4 | ) | — | (3.4 | ) | — | (40.8 | ) | |||||||||||||||
Repayment of long-term debt | (117.8 | ) | (5.1 | ) | — | (109.6 | ) | — | (232.5 | ) | ||||||||||||||
Payments made in connection with debt refinancing | (2.6 | ) | — | — | — | — | (2.6 | ) | ||||||||||||||||
Net cash used in financing activities | (167.8 | ) | (178.9 | ) | — | (126.0 | ) | 173 | (299.7 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (8.9 | ) | — | (8.9 | ) | ||||||||||||||||
Net (decrease) increase in cash and cash equivalents | — | (92.4 | ) | 0.2 | (73.8 | ) | — | (166.0 | ) | |||||||||||||||
Cash and cash equivalents, beginning of period | — | 304.5 | (0.2 | ) | 348.6 | — | 652.9 | |||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 212.1 | $ | — | $ | 274.8 | $ | — | $ | 486.9 | ||||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Balance Sheet as of December 31, 2013 (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
Decrease in current assets | $ | — | $ | — | $ | — | $ | (3.0 | ) | $ | — | $ | (3.0 | ) | ||||||||||
Increase (decrease) in non-current assets | 36.8 | 36.8 | — | 39.8 | (73.6 | ) | 39.8 | |||||||||||||||||
Increase (decrease) in total assets | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Increase (decrease) in current liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in non-current liabilities | — | — | — | — | — | — | ||||||||||||||||||
Increase (decrease) in total liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in equity | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Operations for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | (1.2 | ) | $ | — | $ | (8.1 | ) | $ | — | $ | (9.3 | ) | |||||||||
Total change operating income | — | (1.2 | ) | — | (8.1 | ) | — | (9.3 | ) | |||||||||||||||
Total change in the provision for income taxes | — | 10.7 | — | (0.2 | ) | — | 10.5 | |||||||||||||||||
Total change in other income and expense | (0.4 | ) | (9.9 | ) | — | (2.9 | ) | 11.6 | (1.6 | ) | ||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (0.4 | ) | $ | (0.4 | ) | $ | — | $ | (11.2 | ) | $ | 11.6 | $ | (0.4 | ) | ||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | 1.2 | $ | — | $ | (6.8 | ) | $ | — | $ | (5.6 | ) | ||||||||||
Total change operating income | — | 1.2 | — | (5.2 | ) | — | (4.0 | ) | ||||||||||||||||
Total change in the provision for income taxes | — | (2.6 | ) | — | — | — | (2.6 | ) | ||||||||||||||||
Total change in other income and expense | (6.6 | ) | (5.2 | ) | — | — | 11.8 | — | ||||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (6.6 | ) | $ | (6.6 | ) | $ | — | $ | (5.2 | ) | $ | 11.8 | $ | (6.6 | ) | ||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Cash Flows for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (11.3 | ) | $ | — | $ | — | $ | — | $ | 11.3 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 11.3 | — | — | — | (11.3 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (13.1 | ) | $ | — | $ | — | $ | — | $ | 13.1 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 13.1 | — | — | — | (13.1 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | |||||||||||||||||||||
Description | Balance at Beginning of Period | Charged to Costs and Expenses | Charged to Other Accounts | Deductions/Write-offs | Balance at End of Period | ||||||||||||||||
Allowance for doubtful accounts | |||||||||||||||||||||
Year ended December 31, 2012 | $ | 7.1 | $ | (1.9 | ) | $ | — | $ | (2.5 | ) | $ | 2.7 | |||||||||
Year ended December 31, 2013 | 2.7 | — | — | (1.7 | ) | 1 | |||||||||||||||
Year ended December 31, 2014 | 1 | 0.5 | 0.1 | — | 1.6 | ||||||||||||||||
Allowance for deferred tax assets | |||||||||||||||||||||
Year ended December 31, 2012 | $ | 1,634.00 | $ | (1.4 | ) | $ | (92.2 | ) | -1 | $ | (109.8 | ) | -2 | $ | 1,430.60 | ||||||
Year ended December 31, 2013 (3) | 1,430.60 | 38.5 | (161.8 | ) | -1 | (6.0 | ) | 1,301.30 | |||||||||||||
Year ended December 31, 2014 | 1,301.30 | (239.2 | ) | (84.6 | ) | -1 | — | 977.5 | |||||||||||||
(1) Represents the effects of cumulative translation adjustments. This also includes $15.8 million of additional allowance for deferred tax assets arising from the Aptina acquisition in 2014. | |||||||||||||||||||||
(2) Represents decreases to deferred tax assets, which have a full valuation allowance arising from the SANYO Semiconductor Transaction. Additional information related to these deferred tax assets became available in 2012. | |||||||||||||||||||||
(3) Amounts have been revised. See Note 1: "Background and Basis of Presentation" and Note 15: "Income Taxes" for additional information. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Principles of Consolidation | Principles of Consolidation | |
The accompanying consolidated financial statements include the accounts of the Company, including its wholly-owned and majority-owned subsidiaries. Investments in companies that represent less than 20% of the related voting stock where the Company does not have the ability to exert significant influence are accounted for as cost method investments. All material intercompany accounts and transactions have been eliminated. | ||
Use of Estimates | Use of Estimates | |
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Significant estimates have been used by management in conjunction with the following: (i) measurement of valuation allowances relating to trade receivables, inventories and deferred tax assets; (ii) estimates of future payouts for customer incentives and allowances, warranties, and restructuring activities; (iii) assumptions surrounding future pension obligations; (iv) fair values of share-based compensation and of financial instruments (including derivative financial instruments); (v) evaluations of uncertain tax positions; (vi) estimates and assumptions used in connection with business combinations; and (vi) future cash flows used to assess and test for impairment of goodwill and long-lived assets, if applicable. Actual results could differ from these estimates. | ||
Cash and cash equivalents | Cash and cash equivalents | |
The Company considers all highly liquid investments with an original maturity to the Company of three months or less to be cash equivalents. Cash and cash equivalents are maintained with reputable major financial institutions. If, due to current economic conditions, one or more of the financial institutions with which the Company maintains deposits fails, the Company's cash and cash equivalents may be at risk. Deposits with these banks generally exceed the amount of insurance provided on such deposits; however, these deposits typically may be redeemed upon demand and, as a result of the quality of the respective financial institutions, management believes these deposits bear minimal risk. | ||
Short-Term Investments | Short-Term Investments | |
Short-term investments that have an original maturity to the Company between three months and one year, and are classified as held-to-maturity. Held-to-maturity securities are carried at amortized cost as it is the intent of the Company to hold these securities until maturity. | ||
Short-term investments also include available-for-sale securities. Available-for-sale securities are stated at fair value and the net unrealized gains or losses on available-for-sale securities are recorded as a component of accumulated other comprehensive loss, net of income taxes. | ||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts | |
In the normal course of business, the Company provides non-collateralized credit terms to its customers. Accordingly, the Company maintains an allowance for doubtful accounts for possible losses on uncollectible accounts receivable. The Company routinely analyzes accounts receivable and considers history, customer creditworthiness, facts and circumstances specific to outstanding balances, current economic trends, and payment term changes when evaluating adequacy of the allowance for doubtful accounts. For uncollectible accounts receivable, the Company records a loss against the allowance for doubtful accounts only after exhaustive efforts have been made to collect. | ||
Inventories | Inventories | |
Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or market. General market conditions, as well as the Company's design activities, can cause certain of its products to become obsolete. The Company writes down excess and obsolete inventories based upon a regular analysis of inventory on hand compared to historical and projected end-user demand. These write downs can influence results from operations. For example, when demand for a given part falls, all or a portion of the related inventory, that is considered to be in excess of anticipated demand, is written down, impacting cost of revenues and gross profit. If demand recovers and the parts previously written down are sold, a higher than normal margin will generally be recognized. However, the majority of product inventory that has been previously written down is ultimately discarded. Although the Company does sell some products that have previously been written down, such sales have historically been consistently immaterial the related impact on the Company's gross profit has also been immaterial. | ||
Property, Plant and Equipment | Property, Plant and Equipment | |
Property, plant and equipment are recorded at cost and are depreciated over estimated useful lives of 30-50 years for buildings and 3-20 years for machinery and equipment using straight-line methods. Expenditures for maintenance and repairs are charged to operations in the period in which the expense is incurred. When assets are retired or otherwise disposed of, the related costs and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations in the period realized. | ||
The Company evaluates the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be fully recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses are measured as the amount by which the carrying value of an asset group exceeds its fair value and are recognized in operating results. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of the asset group. | ||
Business Combination Purchase Price Allocation | Business Combination Purchase Price Allocation | |
The allocation of the purchase price of business combinations is based on management estimates and assumptions, which utilize established valuation techniques appropriate for the high-technology industry. These techniques include the income approach, cost approach or market approach, depending upon which approach is the most appropriate based on the nature and reliability of available data. The income approach is predicated upon the value of the future cash flows that an asset is expected to generate over its economic life. The cost approach takes into account the cost to replace (or reproduce) the asset and the effects on the asset's value of physical, functional and/or economic obsolescence that has occurred with respect to the asset. The market approach is used to estimate value from an analysis of actual transactions or offerings for economically comparable assets available as of the valuation date. | ||
Goodwill | Goodwill | |
Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in the Company's acquisitions. See Note 5: "Goodwill and Intangible Assets" and Note 4: "Acquisitions" for additional information. | ||
The Company evaluates its goodwill for potential impairment annually during the fourth quarter and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. Determining the fair value of the Company's reporting units is subjective in nature and involves the use of significant estimates and assumptions, including projected net cash flows, discount and long-term growth rates. The Company determines the fair value of its reporting units based on an income approach, whereby the fair value of the reporting unit is derived from the present value of estimated future cash flows. The assumptions about estimated cash flows include factors such as future revenues, gross profits, operating expenses, and industry trends. The Company considers historical rates and current market conditions when determining the discount and long-term growth rates to use in its analysis. The Company considers other valuation methods, such as the cost approach or market approach, if it is determined that these methods provide a more representative approximation of fair value. Changes in these estimates based on evolving economic conditions or business strategies could result in material impairment charges in future periods. The Company bases its fair value estimates on assumptions it believes to be reasonable. Actual results may differ from those estimates. | ||
The first step of the goodwill impairment test compares the fair value of the reporting unit to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets associated with that unit, goodwill is not considered impaired and the Company is not required to perform further testing. If the carrying value of the net assets associated with the reporting unit exceeds the fair value of the reporting unit, then the Company must perform the second step of the goodwill impairment test in order to determine the implied fair value of the reporting unit’s goodwill. If, during this second step, the Company determines that the carrying value of a reporting unit’s goodwill exceeds its implied fair value, the Company would record an impairment loss equal to the difference. | ||
The Company has determined that its product families, which are components of its operating segments, constitute reporting units for purposes of allocating and testing goodwill. The Company's product families are one level below its operating segments, with the Company's segment management conducting regular reviews of the operating results for each product family. As of each acquisition date, all goodwill acquired was assigned to the product families that were expected to benefit from the synergies of the respective acquisition. The amount of goodwill assigned to each reporting unit was the difference between the fair value of the acquired business included in a reporting unit and the fair value of identifiable assets and liabilities allocated to the reporting unit as of the acquisition date. | ||
Intangible Assets | Intangible Assets | |
The Company's acquisitions have resulted in intangible assets consisting of values assigned to customer relationships; patents; developed technology; IPRD; and trademarks. These are stated at cost less accumulated amortization, are amortized over their estimated useful lives, and are reviewed for impairment when facts or circumstances suggest that the carrying value of the asset group containing these assets may not be recoverable. A potential impairment charge is evaluated when the undiscounted expected cash flows derived from an asset group are less than its carrying amount. Impairment losses are measured as the amount by which the carrying value of an asset group exceeds its fair value and are recognized in operating results. Judgment is used when applying these impairment rules to determine the timing of the impairment test, the undiscounted cash flows used to assess impairments and the fair value of an asset group. The dynamic economic environment in which the Company operates and the resulting assumptions used to estimate future cash flows impact the outcome of these impairment tests. | ||
Treasury Stock | Treasury Stock | |
Treasury stock is recorded at cost, inclusive of fees, commissions and other expenses, when outstanding common shares are repurchased by the Company, including when outstanding shares are withheld to satisfy tax withholding obligations in connection with certain shares pursuant to restricted stock units under the Company's share-based compensation plans. | ||
Debt Issuance Costs | Debt Issuance Costs | |
Debt issuance costs are capitalized and amortized over the term of the underlying agreements using the effective interest method and, for the Company's convertible notes, are amortized through the first put date, which the Company considers to be the earliest maturity date. Upon prepayment of debt, the related unamortized debt issuance costs are charged to expense. Amortization of debt issuance costs is included in interest expense while the unamortized balance is included in other assets. See Note 8: "Long-Term Debt - Loss on Debt Repurchase or Exchange" for additional information. | ||
Revenue Recognition | Revenue Recognition | |
The Company generates revenue from sales of its semiconductor products to OEMs, electronic manufacturing service providers and distributors. The Company also generates revenue, to a much lesser extent, from manufacturing services provided to customers. | ||
The Company recognizes revenue on sales to OEMs, distributors that are not entitled to returns and allowances, electronic manufacturing service providers and on sales of manufacturing services, net of provisions for related sales returns and allowances. Revenue is recognized when persuasive evidence of an arrangement exists, title and risk of loss pass to the customer (which is generally upon shipment), the price is fixed or determinable and collectability is reasonably assured. | ||
For products sold to distributors who are entitled to returns and allowances, the Company recognizes the related revenue and cost of revenues when it is informed by the distributor that it has resold the products to the end-user. As a result of the Company's inability to reliably estimate up front the effects of the returns and allowances with these distributors, the Company defers the related revenue and gross margin on sales to these distributors until it is informed by the distributor that the products have been resold to the end-user, at which time the ultimate sales price in known. Although payment terms vary, most distributor agreements require payment within 30 days. | ||
Taxes assessed by government authorities on revenue-producing transactions, including value added and excise taxes, are presented on a net basis (excluded from revenues) in the statement of operations. | ||
Sales returns and allowances are estimated based on historical experience. The Company's OEM customers do not have the right to return products, other than pursuant to the provisions of the Company's standard warranty. Sales to distributors, however, are typically made pursuant to agreements that provide return rights with respect to discontinued or slow-moving products. Under the Company's general agreements, distributors are allowed to return any product that has been removed from the Company's price book. In addition, agreements with distributors typically contain standard stock rotation provisions permitting limited levels of product returns. However, since the Company defers recognition of revenue and gross profit on sales to distributors until the distributor resells the product, due to the inability to reliably estimate up front the effect of the returns and allowances with these distributors, sales returns and allowances have minimal impact on the results of operations. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenues are recognized; and are netted against revenues. The Company reviews warranty and related claims activities and records provisions, as necessary. | ||
The Company generally warrants that products sold to its customers will, at the time of shipment, be free from defects in workmanship and materials and conform to specifications. The Company's standard warranty extends for a period that is the greater of (i) two years from the date of shipment or (ii) the period of time specified in the customer's standard warranty (provided that the customer's standard warranty is stated in writing and extended to purchasers at no additional charge). At the time revenue is recognized, the Company establishes an accrual for estimated warranty expenses associated with its sales, recorded as a component of cost of revenues. In addition, the Company also offers cash discounts to certain customers for payments received within an agreed upon time, generally 10 days after shipment. The Company records a reserve for cash discounts as a reduction to accounts receivable and a reduction to revenues, based on experience with each customer. | ||
Freight and handling costs are included in cost of revenues and are recognized as period expense during the period in which they are incurred. | ||
Research and Development Costs | Research and Development Costs | |
Research and development costs are expensed as incurred. | ||
Share-Based Compensation | Share-Based Compensation | |
Share-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the employee's requisite service period. The Company has outstanding awards with performance, time and service-based vesting provisions. See Note 10: "Share-Based Compensation" for additional information. | ||
Income Taxes | Income Taxes | |
Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which management cannot conclude that it is more likely than not that such deferred tax assets will be realized. | ||
In determining the amount of the valuation allowance, estimated future taxable income, as well as feasible tax planning strategies for each taxing jurisdiction are considered. If the Company determines it is more likely than not that all or a portion of the remaining deferred tax assets will not be realized, the valuation allowance will be increased with a charge to income tax expense. Conversely, if the Company determines it is more likely than not to be able to utilize all or a portion of the deferred tax assets for which a valuation allowance has been provided, the related portion of the valuation allowance will be recorded as a reduction to income tax expense. | ||
The Company recognizes and measures benefits for uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that is it more likely than not that the tax positions will be sustained upon audit, including resolution of any related appeals or litigation processes. For tax positions that are more likely than not to be sustained upon audit, the second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon settlement. The Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Significant judgment is required to evaluate uncertain tax positions. Evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of tax audits and effective settlement of audit issues. Changes in the recognition or measurement of uncertain tax positions could result in material increases or decreases in income tax expense in the period in which the change is made, which could have a material impact on the Company's effective tax position. | ||
Foreign Currencies | Foreign Currencies | |
Most of the Company's foreign subsidiaries conduct business primarily in U.S. dollars and, as a result, utilize the dollar as their functional currency. For the remeasurement of financial statements of these subsidiaries, assets and liabilities in foreign currencies that are receivable or payable in cash are remeasured at current exchange rates, while inventories and other non-monetary assets in foreign currencies are remeasured at historical rates. Gains and losses resulting from the remeasurement of such financial statements are included in the operating results, as are gains and losses incurred on foreign currency transactions. | ||
The Company's Japanese subsidiaries utilize Japanese Yen as their functional currency. The assets and liabilities of these subsidiaries are translated at current exchange rates, while revenues and expenses are translated at the average rates in effect for the period. The related translation gains and losses are included in other comprehensive income or loss within the Consolidated Statements of Operations and Comprehensive Income. | ||
Defined Benefit Pension Plans | Defined Benefit Pension Plans | |
The Company maintains defined benefit pension plans, covering certain of its foreign employees. For financial reporting purposes, net periodic pension costs and pension obligations are determined based upon a number of actuarial assumptions, including discount rates for plan obligations, assumed rates of return on pension plan assets and assumed rates of compensation increases for employees participating in plans. These assumptions are based upon management's judgment and consultation with actuaries, considering all known trends and uncertainties. | ||
Contingencies | Contingencies | |
The Company is involved in a variety of legal matters, intellectual property matters, environmental, financing and indemnification contingencies that arise in the normal course of business. Based on information available, management evaluates the relevant range and likelihood of potential outcomes and records the appropriate liability when the amount is deemed probable and reasonably estimable. | ||
Fair Value Measurement | Fair Value Measurement | |
The Company measures certain of its financial and non-financial assets at fair value by using a fair value hierarchy that prioritizes certain inputs into individual fair value measurement approaches. Fair value is the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, as follows: | ||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities; | |
• | Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | |
• | Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |
Companies may choose to measure certain financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been elected must be reported in earnings. The Company has elected not to carry any of its debt instruments at fair value. See Note 13: "Fair Value Measurements" for additional information. | ||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |
ASU No. 2014-09 - “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”) | ||
In May 2014, the FASB issued ASU 2014-09, which applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, superceding the revenue recognition requirements in Topic 605. Pursuant to ASU 2014-09, 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, as applied through a multi-step process to achieve that core principle. The new standard is effective for reporting periods beginning after December 15, 2016, and early adoption is not permitted. The Company is currently evaluating the impact that the adoption of ASU 2014-09 may have on the Company's consolidated financial statements. |
Background_and_Basis_of_Presen1
Background and Basis of Presentation (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||||||||||
Schedule of Error Corrections | The following table presents the effect of the aforementioned revision on the Company’s consolidated balance sheet as of December 31, 2013 (in millions): | |||||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Inventories | 611.8 | (3.0 | ) | 608.8 | ||||||||||||||||||||
Total current assets | 1,710.20 | (3.0 | ) | 1,707.20 | ||||||||||||||||||||
Other assets | 64.6 | 39.8 | 104.4 | |||||||||||||||||||||
Total assets | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | ||||||||||||||||||
Accumulated deficit | (1,142.1 | ) | 36.8 | (1,105.3 | ) | |||||||||||||||||||
Total ON Semiconductor Corporation stockholders’ equity | 1,454.00 | 36.8 | 1,490.80 | |||||||||||||||||||||
Total stockholders' equity | 1,486.80 | 36.8 | 1,523.60 | |||||||||||||||||||||
Total liabilities and equity | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | ||||||||||||||||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the years ended December 31, 2013 and 2012 (in millions, except per share data): | ||||||||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,844.30 | $ | 9.3 | $ | 1,853.60 | ||||||||||||||||||
Gross profit | 938.4 | (9.3 | ) | 929.1 | ||||||||||||||||||||
Operating income | 218.2 | (9.3 | ) | 208.9 | ||||||||||||||||||||
Other | 3.1 | (1.6 | ) | 1.5 | ||||||||||||||||||||
Other income (expenses), net | (37.3 | ) | (1.6 | ) | (38.9 | ) | ||||||||||||||||||
Income before income taxes | 180.9 | (10.9 | ) | 170 | ||||||||||||||||||||
Income tax provision | (26.9 | ) | 10.5 | (16.4 | ) | |||||||||||||||||||
Net income | 154 | (0.4 | ) | 153.6 | ||||||||||||||||||||
Net income attributable to ON Semiconductor Corporation | 150.8 | (0.4 | ) | 150.4 | ||||||||||||||||||||
Comprehensive income | 147.7 | (0.4 | ) | 147.3 | ||||||||||||||||||||
Comprehensive income attributable to ON Semiconductor Corporation | 144.5 | (0.4 | ) | 144.1 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,943.00 | $ | 5.6 | $ | 1,948.60 | ||||||||||||||||||
Gross profit | 951.9 | (5.6 | ) | 946.3 | ||||||||||||||||||||
Restructuring, asset impairments and other, net | 165.3 | (1.6 | ) | 163.7 | ||||||||||||||||||||
Total operating expenses | 968.2 | (1.6 | ) | 966.6 | ||||||||||||||||||||
Operating loss | (16.3 | ) | (4.0 | ) | (20.3 | ) | ||||||||||||||||||
Loss before income taxes | (72.9 | ) | (4.0 | ) | (76.9 | ) | ||||||||||||||||||
Income tax provision | (13.4 | ) | (2.6 | ) | (16.0 | ) | ||||||||||||||||||
Net loss | (86.3 | ) | (6.6 | ) | (92.9 | ) | ||||||||||||||||||
Net loss attributable to ON Semiconductor Corporation | (90.6 | ) | (6.6 | ) | (97.2 | ) | ||||||||||||||||||
Comprehensive loss | (80.7 | ) | (6.6 | ) | (87.3 | ) | ||||||||||||||||||
Comprehensive loss attributable to ON Semiconductor Corporation | (85.0 | ) | (6.6 | ) | (91.6 | ) | ||||||||||||||||||
Net loss per common share attributable to ON Semiconductor Corporation: | ||||||||||||||||||||||||
Basic | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | |||||||||||||||
Diluted | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | |||||||||||||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of cash flows for the years ended December 31, 2013 and 2012 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions: | ||||||||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income | $ | 154 | $ | (0.4 | ) | $ | 153.6 | |||||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Change in deferred taxes | 9 | (7.6 | ) | 1.4 | ||||||||||||||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | ||||||||||||||||||||||||
Inventories | (97.6 | ) | 9.3 | (88.3 | ) | |||||||||||||||||||
Other assets | 20.4 | (1.3 | ) | 19.1 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income (loss) | $ | (86.3 | ) | $ | (6.6 | ) | $ | (92.9 | ) | |||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Change in deferred taxes | (3.1 | ) | 1.2 | (1.9 | ) | |||||||||||||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | ||||||||||||||||||||||||
Inventories | (7.1 | ) | 5.6 | (1.5 | ) | |||||||||||||||||||
Accounts payable | (161.3 | ) | 1.4 | (159.9 | ) | |||||||||||||||||||
Other long-term liabilities | (10.8 | ) | (1.6 | ) | (12.4 | ) | ||||||||||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Balance Sheet as of December 31, 2013 (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
Decrease in current assets | $ | — | $ | — | $ | — | $ | (3.0 | ) | $ | — | $ | (3.0 | ) | ||||||||||
Increase (decrease) in non-current assets | 36.8 | 36.8 | — | 39.8 | (73.6 | ) | 39.8 | |||||||||||||||||
Increase (decrease) in total assets | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Increase (decrease) in current liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in non-current liabilities | — | — | — | — | — | — | ||||||||||||||||||
Increase (decrease) in total liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in equity | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Operations for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | (1.2 | ) | $ | — | $ | (8.1 | ) | $ | — | $ | (9.3 | ) | |||||||||
Total change operating income | — | (1.2 | ) | — | (8.1 | ) | — | (9.3 | ) | |||||||||||||||
Total change in the provision for income taxes | — | 10.7 | — | (0.2 | ) | — | 10.5 | |||||||||||||||||
Total change in other income and expense | (0.4 | ) | (9.9 | ) | — | (2.9 | ) | 11.6 | (1.6 | ) | ||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (0.4 | ) | $ | (0.4 | ) | $ | — | $ | (11.2 | ) | $ | 11.6 | $ | (0.4 | ) | ||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | 1.2 | $ | — | $ | (6.8 | ) | $ | — | $ | (5.6 | ) | ||||||||||
Total change operating income | — | 1.2 | — | (5.2 | ) | — | (4.0 | ) | ||||||||||||||||
Total change in the provision for income taxes | — | (2.6 | ) | — | — | — | (2.6 | ) | ||||||||||||||||
Total change in other income and expense | (6.6 | ) | (5.2 | ) | — | — | 11.8 | — | ||||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (6.6 | ) | $ | (6.6 | ) | $ | — | $ | (5.2 | ) | $ | 11.8 | $ | (6.6 | ) | ||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Cash Flows for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (11.3 | ) | $ | — | $ | — | $ | — | $ | 11.3 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 11.3 | — | — | — | (11.3 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (13.1 | ) | $ | — | $ | — | $ | — | $ | 13.1 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 13.1 | — | — | — | (13.1 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Acquisitions Schedule of Purchase Price Allocation | The following table presents the initial allocation of the purchase price of Aptina for the assets acquired and liabilities assumed on August 15, 2014 based on their estimated fair values (in millions): | ||||||||||||
Initial Estimate | Adjustments | Adjusted Allocation | |||||||||||
Cash and cash equivalents | $ | 30.3 | $ | — | $ | 30.3 | |||||||
Receivables | 53.2 | — | 53.2 | ||||||||||
Inventories | 85.3 | (0.5 | ) | 84.8 | |||||||||
Other current assets | 5.7 | — | 5.7 | ||||||||||
Property, plant and equipment | 35.9 | 0.4 | 36.3 | ||||||||||
Goodwill | 63.8 | 1.5 | 65.3 | ||||||||||
Intangible assets | 183.1 | 23.8 | 206.9 | ||||||||||
In-process research and development | 75.4 | (24.1 | ) | 51.3 | |||||||||
Other non-current assets | 2.3 | — | 2.3 | ||||||||||
Total assets acquired | 535 | 1.1 | 536.1 | ||||||||||
Accounts payable | 66.8 | (0.2 | ) | 66.6 | |||||||||
Other current liabilities | 51.2 | (1.5 | ) | 49.7 | |||||||||
Other non-current liabilities | 14.5 | (0.1 | ) | 14.4 | |||||||||
Total liabilities assumed | 132.5 | (1.8 | ) | 130.7 | |||||||||
Net assets acquired | $402.50 | $2.90 | $405.40 | ||||||||||
The following table presents the initial allocation and subsequent adjustments applied on a retrospective basis to the purchase price of Truesense for the assets acquired and liabilities assumed on April 30, 2014 based on their estimated fair values (in millions): | |||||||||||||
Initial Estimate | Adjustments | Final Allocation | |||||||||||
Cash and cash equivalents | $ | 4.2 | $ | — | $ | 4.2 | |||||||
Receivables | 8.8 | — | 8.8 | ||||||||||
Inventories | 18.8 | (0.5 | ) | 18.3 | |||||||||
Other current assets | 2.6 | 1 | 3.6 | ||||||||||
Property, plant and equipment | 25.6 | 0.8 | 26.4 | ||||||||||
Goodwill | 27 | (3.5 | ) | 23.5 | |||||||||
Intangible assets | 33.1 | 2.4 | 35.5 | ||||||||||
In-process research and development | 7.5 | 2.7 | 10.2 | ||||||||||
Total assets acquired | 127.6 | 2.9 | 130.5 | ||||||||||
Accounts payable | 3.8 | — | 3.8 | ||||||||||
Other current liabilities | 5.6 | 0.4 | 6 | ||||||||||
Other non-current liabilities | 23.1 | 1.9 | 25 | ||||||||||
Total liabilities assumed | 32.5 | 2.3 | 34.8 | ||||||||||
Net assets acquired | $ | 95.1 | $ | 0.6 | $ | 95.7 | |||||||
Schedule of Pro Forma Information | The following unaudited pro forma consolidated results of operations for the years ended December 31, 2014 and December 31, 2013 have been prepared as if the acquisitions of Aptina and Truesense had occurred on January 1, 2013 and includes adjustments for depreciation expense, amortization of intangibles, and the effect of purchase accounting adjustments including the step-up of inventory (in millions, except per share data): | ||||||||||||
Year Ended | |||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||
Revenues | $ | 3,536.40 | $ | 3,347.70 | |||||||||
Gross profit | $ | 1,213.70 | $ | 1,075.20 | |||||||||
Net income attributable to ON Semiconductor Corporation | $ | 147.8 | $ | 68.9 | |||||||||
Net income per common share attributable to ON Semiconductor Corporation: | |||||||||||||
Basic | $ | 0.34 | $ | 0.15 | |||||||||
Diluted | $ | 0.33 | $ | 0.15 | |||||||||
Included in the unaudited pro forma gross profit for the year ended December 31, 2013 is approximately $27.0 million for the expensing of inventory at the adjustment to fair market value. Included in the unaudited pro forma net income attributable to ON Semiconductor Corporation is $50.8 million and $95.4 million for the amortization of acquisition related intangible assets during the years ended December 31, 2014 and December 31, 2013, respectively. |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||
Summary of Goodwill by Operating Segment | The following table summarizes goodwill by relevant reportable segment as of December 31, 2014 and December 31, 2013 (in millions): | ||||||||||||||||||||||||||||||||
Balance as of December 31, 2014 | Balance as of December 31, 2013 | ||||||||||||||||||||||||||||||||
Goodwill | Accumulated Amortization | Accumulated Impairment Losses | Carrying Value | Goodwill | Accumulated Amortization | Accumulated Impairment Losses | Carrying Value | ||||||||||||||||||||||||||
Operating Segment: | |||||||||||||||||||||||||||||||||
Application Products Group | $ | 539.9 | $ | (4.2 | ) | $ | (414.7 | ) | $ | 121 | $ | 539.9 | $ | (4.2 | ) | $ | (406.0 | ) | $ | 129.7 | |||||||||||||
Standard Products Group | 76 | (5.6 | ) | (23.0 | ) | 47.4 | 76 | (5.6 | ) | (23.0 | ) | 47.4 | |||||||||||||||||||||
Image Sensor Group | 96.3 | — | — | 96.3 | 7.5 | — | — | 7.5 | |||||||||||||||||||||||||
$ | 712.2 | $ | (9.8 | ) | $ | (437.7 | ) | $ | 264.7 | $ | 623.4 | $ | (9.8 | ) | $ | (429.0 | ) | $ | 184.6 | ||||||||||||||
Schedule Of Change In Goodwill | The following table summarizes the change in goodwill from December 31, 2013 to December 31, 2014 (in millions): | ||||||||||||||||||||||||||||||||
Net balance as of December 31, 2013 | $ | 184.6 | |||||||||||||||||||||||||||||||
Additions due to business combinations | 88.8 | ||||||||||||||||||||||||||||||||
Impairment charge | (8.7 | ) | |||||||||||||||||||||||||||||||
Net balance as of December 31, 2014 | $ | 264.7 | |||||||||||||||||||||||||||||||
Summary of Intangible Assets, Net | Intangible assets, net, were as follows as of December 31, 2014 and December 31, 2013 (in millions): | ||||||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||||||
Original | Accumulated | Foreign Currency | Accumulated Impairment | Carrying | |||||||||||||||||||||||||||||
Cost | Amortization | Translation Adjustment | Value | ||||||||||||||||||||||||||||||
Intellectual property | $ | 13.9 | $ | (10.0 | ) | $ | — | $ | (0.4 | ) | $ | 3.5 | |||||||||||||||||||||
Customer relationships | 426.6 | (146.2 | ) | (27.8 | ) | (23.7 | ) | 228.9 | |||||||||||||||||||||||||
Patents | 43.7 | (21.3 | ) | — | (13.7 | ) | 8.7 | ||||||||||||||||||||||||||
Developed technology | 240 | (88.9 | ) | — | (2.6 | ) | 148.5 | ||||||||||||||||||||||||||
Trademarks | 16.3 | (8.7 | ) | — | (1.1 | ) | 6.5 | ||||||||||||||||||||||||||
In-process research and development | 61.5 | — | — | — | 61.5 | ||||||||||||||||||||||||||||
Total intangibles | $ | 802 | $ | (275.1 | ) | $ | (27.8 | ) | $ | (41.5 | ) | $ | 457.6 | ||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||||||
Original | Accumulated | Foreign Currency | Accumulated Impairment | Carrying | |||||||||||||||||||||||||||||
Cost | Amortization | Translation Adjustment | Value | ||||||||||||||||||||||||||||||
Intellectual property | $ | 13.9 | $ | (9.4 | ) | $ | — | $ | (0.4 | ) | $ | 4.1 | |||||||||||||||||||||
Customer relationships | 280.3 | (105.5 | ) | (27.4 | ) | (23.0 | ) | 124.4 | |||||||||||||||||||||||||
Patents | 43.7 | (19.0 | ) | — | (13.7 | ) | 11 | ||||||||||||||||||||||||||
Developed technology | 146.2 | (66.7 | ) | — | (2.4 | ) | 77.1 | ||||||||||||||||||||||||||
Trademarks | 14 | (6.1 | ) | — | (1.1 | ) | 6.8 | ||||||||||||||||||||||||||
Total intangibles | $ | 498.1 | $ | (206.7 | ) | $ | (27.4 | ) | $ | (40.6 | ) | $ | 223.4 | ||||||||||||||||||||
Summary of Amortization Expense | Amortization expense for intangible assets, with the exception of the $61.5 million of IPRD assets that will be amortized once the corresponding projects have been completed, is expected to be as follows over the next five years, and thereafter (in millions): | ||||||||||||||||||||||||||||||||
Total | |||||||||||||||||||||||||||||||||
2015 | $ | 134.5 | |||||||||||||||||||||||||||||||
2016 | 91.1 | ||||||||||||||||||||||||||||||||
2017 | 52.8 | ||||||||||||||||||||||||||||||||
2018 | 34 | ||||||||||||||||||||||||||||||||
2019 | 28.9 | ||||||||||||||||||||||||||||||||
Thereafter | 54.8 | ||||||||||||||||||||||||||||||||
Total estimated amortization expense | $ | 396.1 | |||||||||||||||||||||||||||||||
Restructuring_Asset_Impairment1
Restructuring, Asset Impairments and Other, Net (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Restructuring Charges [Abstract] | |||||||||||||||||||||
Reconciliation Of "Restructuring, Asset Impairments And Other, Net" Caption On The Consolidated Statement Of Operations | A summary description of the activity included in the “Restructuring, Asset Impairments and Other, net” caption on the Company's Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2014, 2013 and 2012 is as follows (in millions): | ||||||||||||||||||||
Restructuring | Asset Impairments | Other (2) | Total | ||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||
System Solutions Group Voluntary Retirement Program | 10.4 | — | (4.5 | ) | 5.9 | ||||||||||||||||
Business Combination Severance | 5.9 | — | — | 5.9 | |||||||||||||||||
KSS facility closure | 10.1 | — | (2.1 | ) | 8 | ||||||||||||||||
Other (1) | 1.7 | 6 | 3 | 10.7 | |||||||||||||||||
Total | $ | 28.1 | $ | 6 | $ | (3.6 | ) | $ | 30.5 | ||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||||||
KSS facility closure | $ | 6.5 | $ | 3.5 | $ | — | $ | 10 | |||||||||||||
System Solutions Group Voluntary Retirement Programs | 52.9 | — | (15.6 | ) | 37.3 | ||||||||||||||||
Aizu facility closure | 3.1 | — | (22.4 | ) | (19.3 | ) | |||||||||||||||
Other (1) | 4.8 | 4.5 | (4.1 | ) | 5.2 | ||||||||||||||||
Total | $ | 67.3 | $ | 8 | $ | (42.1 | ) | $ | 33.2 | ||||||||||||
Year Ended December 31, 2012 | |||||||||||||||||||||
2012 global workforce reduction | $ | 11.2 | $ | — | $ | — | $ | 11.2 | |||||||||||||
Aizu facility closure | 9 | 4.5 | 0.1 | 13.6 | |||||||||||||||||
System Solutions Group consolidation | 3.6 | — | — | 3.6 | |||||||||||||||||
System Solutions Group asset impairment | — | 94.4 | — | 94.4 | |||||||||||||||||
System Solutions Group Voluntary Retirement Program | 47.6 | — | (11.7 | ) | 35.9 | ||||||||||||||||
Other (1) | 2 | 4.1 | (1.1 | ) | 5 | ||||||||||||||||
Total | $ | 73.4 | $ | 103 | $ | (12.7 | ) | $ | 163.7 | ||||||||||||
(1) Includes charges related to certain reductions in workforce, other facility closures, asset disposal activity and certain other activity which is not considered to be significant. | |||||||||||||||||||||
Rollforward of Accrued Restructuring Charges | The following is a rollforward of the accrued restructuring charges from December 31, 2013 to December 31, 2014 (in millions): | ||||||||||||||||||||
Balance as of December 31, 2013 | Charges | Usage | Balance as of December 31, 2014 | ||||||||||||||||||
Estimated employee separation charges | $ | 25.2 | $ | 24.4 | $ | (47.3 | ) | $ | 2.3 | ||||||||||||
Estimated costs to exit | 1 | 3.7 | (3.6 | ) | 1.1 | ||||||||||||||||
Total | $ | 26.2 | 28.1 | (50.9 | ) | 3.4 | |||||||||||||||
The following is a rollforward of the accrued restructuring charges from December 31, 2012 to December 31, 2013 (in millions): | |||||||||||||||||||||
Balance as of December 31, 2012 | Charges | Usage | Adjustments | Balance as of December 31, 2013 | |||||||||||||||||
Estimated employee separation charges | $ | 15.5 | $ | 62.2 | $ | (50.9 | ) | $ | (1.6 | ) | $ | 25.2 | |||||||||
Estimated costs to exit | 1.6 | 5.1 | (5.7 | ) | — | 1 | |||||||||||||||
Total | $ | 17.1 | $ | 67.3 | $ | (56.6 | ) | $ | (1.6 | ) | $ | 26.2 | |||||||||
Balance_Sheet_Information_Tabl
Balance Sheet Information (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ||||||||
Supplemental Balance Sheet Information | Balance Sheet Information | |||||||
Certain significant amounts included in the Company's balance sheet as of December 31, 2014 and December 31, 2013 consist of the following (in millions): | ||||||||
December 31, 2014 | December 31, 2013 | |||||||
Receivables, net: | ||||||||
Accounts receivable | $ | 419.1 | $ | 384.4 | ||||
Less: Allowance for doubtful accounts | (1.6 | ) | (1.0 | ) | ||||
$ | 417.5 | $ | 383.4 | |||||
Inventories: | ||||||||
Raw materials | $ | 119.7 | $ | 89.2 | ||||
Work in process | 365.5 | 317.9 | ||||||
Finished goods | 244.7 | 201.7 | ||||||
$ | 729.9 | $ | 608.8 | |||||
Other Current Assets: | ||||||||
Prepaid expenses | $ | 28.7 | $ | 24.8 | ||||
Value added and other income tax receivables | 40.4 | 31.7 | ||||||
Other (1) | 71.5 | 32.8 | ||||||
$ | 140.6 | $ | 89.3 | |||||
Property, plant and equipment, net: | ||||||||
Land | $ | 46.1 | $ | 52.3 | ||||
Buildings | 484.3 | 467.7 | ||||||
Machinery and equipment | 2,165.00 | 1,918.40 | ||||||
Total property, plant and equipment | 2,695.40 | 2,438.40 | ||||||
Less: Accumulated depreciation | (1,491.5 | ) | (1,364.2 | ) | ||||
$ | 1,203.90 | $ | 1,074.20 | |||||
Accrued expenses: | ||||||||
Accrued payroll | $ | 117 | $ | 91.3 | ||||
Sales related reserves | 65.8 | 54.2 | ||||||
Restructuring reserves | 3.4 | 26.2 | ||||||
Accrued pension liability | 0.2 | 10.4 | ||||||
Accrued interest | 1.8 | 1.9 | ||||||
Other | 99.7 | 36.3 | ||||||
$ | 287.9 | $ | 220.3 | |||||
-1 | Included in other current assets are $5.0 million of fixed assets that are held-for-sale as of December 31, 2014. | |||||||
Warranty Reserves | The activity related to the Company's warranty reserves for 2012, 2013 and 2014 follows (in millions): | |||||||
Balance as of December 31, 2011 | $ | 5.8 | ||||||
Provision | 8.1 | |||||||
Usage | (3.7 | ) | ||||||
Balance as of December 31, 2012 | 10.2 | |||||||
Provision | 4.4 | |||||||
Usage | (8.6 | ) | ||||||
Balance as of December 31, 2013 | 6 | |||||||
Provision | 2.7 | |||||||
Usage | (3.2 | ) | ||||||
Balance as of December 31, 2014 | $ | 5.5 | ||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Long-Term Debt | ong-term debt consists of the following (annualized rates, dollars in millions): | ||||||||
December 31, 2014 | December 31, 2013 | ||||||||
Senior Revolving Credit Facility due 2018, interest payable monthly at 1.69% and quarterly at 2.00%, respectively | $ | 350 | $ | 120 | |||||
Loan with Japanese bank due 2015 through 2018, interest payable quarterly at 2.01% and 2.00%, respectively (1) | 235.9 | 273.7 | |||||||
2.625% Notes, Series B (net of discount of $14.7 million and $21.7 million, respectively) (2) | 342.2 | 335.2 | |||||||
Loan with Hong Kong bank, interest payable weekly at 1.92% and 1.91%, respectively (4) | 35 | 40 | |||||||
Loan with Philippine bank due 2015 through 2019, interest payable monthly and quarterly at an average rate of 2.37% and 2.16%, respectively (6) | 54.2 | 39.2 | |||||||
Loan with Chinese bank due 2014, interest payable quarterly at 3.34% (7) | — | 7 | |||||||
Loan with Singapore bank, interest payable weekly at 1.42% and 1.94%, respectively (4) | 20 | 15 | |||||||
Loan with British finance company, interest payable monthly at 1.57% (4) | — | 0.2 | |||||||
U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.35% and 4.86%, respectively (5) | 54.8 | 28.1 | |||||||
U.S. equipment financing payable monthly through 2016 at 2.94% (3) | 4.8 | 9.5 | |||||||
Canada equipment financing payable monthly through 2017 at 3.81% (3) | 4.2 | 5.9 | |||||||
Canada revolving line of credit, interest payable quarterly at 1.84% and 1.84%, respectively (7) | 15 | 15 | |||||||
Malaysia revolving line of credit, interest payable quarterly at 1.71% (7) | 25 | — | |||||||
Vietnam revolving line of credit, interest payable quarterly and annually at an average rate of 1.87% (7) | 10.7 | — | |||||||
Capital lease obligations | 40.8 | 53.4 | |||||||
Long-term debt, including current maturities | 1,192.60 | 942.2 | |||||||
Less: Current maturities | (209.6 | ) | (181.6 | ) | |||||
Long-term debt | $ | 983 | $ | 760.6 | |||||
_______________________ | |||||||||
-1 | This loan represents SCI LLC's non-collateralized loan with SMBC, which is guaranteed by the Company. See additional information below under the heading "Note Payable to SMBC." | ||||||||
-2 | The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016. | ||||||||
-3 | Debt arrangement collateralized by equipment. | ||||||||
-4 | Debt arrangement collateralized by accounts receivable. | ||||||||
-5 | Debt arrangement collateralized by real estate, including certain of our facilities in Oregon and Idaho. | ||||||||
-6 | $15.0 million non-collateralized and $39.2 million collateralized by equipment and $15.0 million collateralized and $24.2 million collateralized by equipment, respectively. | ||||||||
-7 | Non-collateralized debt arrangement. | ||||||||
Schedule of Annual Maturities Relating to Long-Term Debt | Annual maturities relating to the Company’s long-term debt as of December 31, 2014 are as follows (in millions): | ||||||||
Annual | |||||||||
Maturities | |||||||||
2015 | 209.6 | ||||||||
2016 | 426.5 | ||||||||
2017 | 53.3 | ||||||||
2018 | 482.9 | ||||||||
2019 | 35 | ||||||||
Thereafter | — | ||||||||
Total | $ | 1,207.30 | |||||||
Schedule of Long-term Debt Instruments, Summary of Exchanges | The 2.625% Notes, Series B are fully and unconditionally guaranteed on an non-collateralized senior subordinated basis by certain existing domestic subsidiaries of the Company (dollars in millions): | ||||||||
For the years ended December 31, | |||||||||
2013 | 2012 | ||||||||
Exchange date | 22-Mar-13 | 4-Sep-12 | |||||||
Principal value of 2.625% Notes | $ | 60 | $ | 99.9 | |||||
Principal value of 2.625% Notes, Series B | $ | 58.5 | $ | 99.9 | |||||
Cash consideration | $ | — | $ | 2 | |||||
Capitalized exchange expenses (1) | $ | 0.1 | $ | 0.6 | |||||
Effective interest rate | 4.7 | % | 4.4 | % | |||||
(1) Represents exchange expenses capitalized as debt issuance costs that are amortized using the effective | |||||||||
interest method through the first put date of December 15, 2016. |
Earnings_Per_Share_and_Equity_
Earnings Per Share and Equity (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity [Abstract] | |||||||||||||
Schedule of Net Income Per Share | Calculations of net income per common share attributable to ON Semiconductor Corporation are as follows (in millions, except per share data): | ||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | 189.7 | $ | 150.4 | $ | (97.2 | ) | ||||||
Basic weighted average common shares outstanding | 439.5 | 447.9 | 452.6 | ||||||||||
Dilutive effect of share-based awards | 4 | 2.8 | — | ||||||||||
Diluted weighted average common shares outstanding | 443.5 | 450.7 | 452.6 | ||||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||||
Basic | $ | 0.43 | $ | 0.34 | $ | (0.21 | ) | ||||||
Diluted | $ | 0.43 | $ | 0.33 | $ | (0.21 | ) | ||||||
Schedule of Share Repurchase Program | Information relating to the Company's share repurchase programs is as follows (in millions, except per share data): | ||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Number of repurchased shares (1) | 13.9 | 13.9 | 8.8 | ||||||||||
Beginning accrued share repurchases (2) | $ | 0.6 | $ | — | $ | — | |||||||
Aggregate purchase price | $ | 121 | $ | 101.3 | $ | 55.3 | |||||||
Fees, commissions and other expenses | $ | 0.2 | $ | 0.3 | $ | 0.2 | |||||||
Less: ending accrued share repurchases (3) | $ | — | $ | (0.6 | ) | $ | — | ||||||
Total cash used for share repurchases | $ | 121.8 | $ | 101 | $ | 55.5 | |||||||
Weighted-average purchase price per share (4) | $ | 8.71 | $ | 7.29 | $ | 6.26 | |||||||
Available for future purchases at period end | $ | 976 | $ | 143.4 | $ | 244.7 | |||||||
(1) None of these shares had been reissued or retired as of December 31, 2014, but may be reissued or retired by | |||||||||||||
the Company at a later date. | |||||||||||||
(2) Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance Sheet as of the beginning of the period. | |||||||||||||
(3) Represents unpaid amounts recorded in accrued expenses on the Company's Consolidated Balance Sheet as of the end of the period. | |||||||||||||
(4) Exclusive of fees, commissions and other expenses. |
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||
Summary Of Share-Based Compensation Expense | Total share-based compensation expense related to the Company's employee stock options, restricted stock units, stock grant awards and ESPP for the years ended December 31, 2014, 2013 and 2012 was comprised as follows (in millions): | |||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Year Ended December 31, 2012 | ||||||||||||||||||||
Cost of revenues | $ | 6.8 | $ | 5.3 | $ | 3.7 | ||||||||||||||||
Research and development | 8.7 | 6.3 | 4.5 | |||||||||||||||||||
Selling and marketing | 8.1 | 5.7 | 4.3 | |||||||||||||||||||
General and administrative | 22.2 | 15 | 8 | |||||||||||||||||||
Share-based compensation expense before income taxes | 45.8 | 32.3 | 20.5 | |||||||||||||||||||
Related income tax benefits (1) | — | — | — | |||||||||||||||||||
Share-based compensation expense, net of taxes | $ | 45.8 | $ | 32.3 | $ | 20.5 | ||||||||||||||||
____________________ | ||||||||||||||||||||||
-1 | A majority of the Company’s share-based compensation relates to its domestic subsidiaries; therefore, no related deferred income tax benefits are recorded due to historical net operating losses at those subsidiaries. | |||||||||||||||||||||
Weighted-Average Assumptions Of Employee Stock Options | The weighted-average estimated fair value of employee stock options and the weighted-average assumptions used in the lattice model to calculate the weighted-average estimated fair value of employee stock options granted during the years ended December 31, 2013 and 2012 are as follows, there were no employee stock options granted during the year ended December 31, 2014 (annualized percentages): | |||||||||||||||||||||
Year Ended December 31, 2013 | Year Ended December 31, 2012 | |||||||||||||||||||||
Volatility | 42.8 | % | 46.9 | % | ||||||||||||||||||
Risk-free interest rate | 1.4 | % | 0.8 | % | ||||||||||||||||||
Expected term | 5.2 years | 5.0 years | ||||||||||||||||||||
Weighted-average fair value per option | $ | 2.93 | $ | 3.01 | ||||||||||||||||||
Summary Of Stock Option Plans | A summary of stock option transactions for all stock option plans follows (in millions except per share and term data): | |||||||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||||||||
Number of Shares | Weighted-Average Exercise Price | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value | |||||||||||||||||||
Outstanding at December 31, 2013 | 14 | $ | 7.89 | |||||||||||||||||||
Granted | — | — | ||||||||||||||||||||
Exercised | (3.7 | ) | 6.66 | |||||||||||||||||||
Canceled | (1.5 | ) | 11.42 | |||||||||||||||||||
Outstanding at December 31, 2014 | 8.8 | $ | 7.81 | 3.07 | $ | 20.8 | ||||||||||||||||
Exercisable at December 31, 2014 | 7.5 | $ | 7.89 | 2.85 | $ | 17.3 | ||||||||||||||||
Additional Information On Stock Options Outstanding | Additional information about stock options outstanding at December 31, 2014 with exercise prices less than or above $10.13 per share, the closing price of the Company's common stock at December 31, 2014, follows (number of shares in millions): | |||||||||||||||||||||
Exercisable | Unexercisable | Total | ||||||||||||||||||||
Exercise Prices | Number of Shares | Weighted Average Exercise Price | Number of Shares | Weighted Average Exercise Price | Number of Shares | Weighted Average Exercise Price | ||||||||||||||||
Less than $10.13 | 7.2 | $ | 7.73 | 1.2 | $ | 7.19 | 8.4 | $ | 7.66 | |||||||||||||
Above $10.13 | 0.3 | $ | 11.21 | 0.1 | $ | 11.12 | 0.4 | $ | 11.19 | |||||||||||||
Total outstanding | 7.5 | $ | 7.89 | 1.3 | $ | 7.49 | 8.8 | $ | 7.81 | |||||||||||||
Summary Of Restricted Stock Units Transactions | A summary of the restricted stock unit transactions for the year ended December 31, 2014 follows (number of shares in millions): | |||||||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||||||||
Number of Shares | Weighted-Average Grant Date Fair Value | |||||||||||||||||||||
Nonvested shares of restricted stock units at December 31, 2013 | 10.8 | $ | 8.52 | |||||||||||||||||||
Granted | 4.7 | 9.4 | ||||||||||||||||||||
Released | (3.5 | ) | 7.94 | |||||||||||||||||||
Canceled | (3.3 | ) | 10.05 | |||||||||||||||||||
Nonvested shares of restricted stock units at December 31, 2014 | 8.7 | $ | 8.66 | |||||||||||||||||||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||||||||||||||||
Summary of Net Periodic Pension Cost | The following is a summary of the status of the Company's foreign defined benefit pension plans and the net periodic pension cost (dollars in millions): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Service cost | $ | 9.3 | $ | 12.2 | $ | 7.5 | |||||||||||
Interest cost | 5.7 | 6.6 | 5.3 | ||||||||||||||
Expected return on plan assets | (3.4 | ) | (4.1 | ) | (3.5 | ) | |||||||||||
Amortization of prior service cost | — | — | 0.1 | ||||||||||||||
Curtailment (gain) loss | (6.6 | ) | (15.6 | ) | (6.6 | ) | |||||||||||
Actuarial and other loss (gain) | 12.3 | 6.2 | 12.5 | ||||||||||||||
Total net periodic pension cost | $ | 17.3 | $ | 5.3 | $ | 15.3 | |||||||||||
Weighted average assumptions | |||||||||||||||||
Discount rate | 1.64 | % | 2.14 | % | 2.44 | % | |||||||||||
Expected return on plan assets | 2.25 | % | 2.18 | % | 3.21 | % | |||||||||||
Rate of compensation increase | 3.03 | % | 3.17 | % | 3.05 | % | |||||||||||
Summary of Status Of Foreign Pension Plans | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Change in projected benefit obligation | |||||||||||||||||
Projected benefit obligation at the beginning of the year | $ | 292.3 | $ | 379.8 | |||||||||||||
Service cost | 9.3 | 12.2 | |||||||||||||||
Interest cost | 5.7 | 6.6 | |||||||||||||||
Net actuarial loss | 23.7 | 14.3 | |||||||||||||||
Acquired PBO from Aptina Japan | 1.3 | — | |||||||||||||||
Benefits paid by plan assets | (33.7 | ) | (22.3 | ) | |||||||||||||
Benefits paid by the Company | (20.3 | ) | (32.1 | ) | |||||||||||||
Curtailment gain | (6.6 | ) | (15.6 | ) | |||||||||||||
Translation gain and other | (29.9 | ) | (50.6 | ) | |||||||||||||
Projected benefit obligation at the end of the year | $ | 241.8 | $ | 292.3 | |||||||||||||
Accumulated benefit obligation at the end of the year | $ | 201.9 | $ | 254.9 | |||||||||||||
Change in plan assets | |||||||||||||||||
Fair value of plan assets at the beginning of the year | $ | 163.4 | $ | 178.4 | |||||||||||||
Actual return on plan assets | 14.8 | 12.2 | |||||||||||||||
Benefits paid from plan assets | (33.7 | ) | (22.3 | ) | |||||||||||||
Employer contributions | 19.7 | 16.2 | |||||||||||||||
Translation and other loss | (18.5 | ) | (21.1 | ) | |||||||||||||
Fair value of plan assets at the end of the year | $ | 145.7 | $ | 163.4 | |||||||||||||
Plans with underfunded or non-funded accumulated benefit obligation | |||||||||||||||||
Aggregate accumulated benefit obligation | $ | 160 | $ | 220.7 | |||||||||||||
Aggregate fair value of plan assets | 95 | 116.2 | |||||||||||||||
Amounts recognized in the balance sheet consist of | |||||||||||||||||
Non-current assets | — | 0.6 | |||||||||||||||
Current liabilities | (0.2 | ) | (10.4 | ) | |||||||||||||
Non-current liabilities | (95.9 | ) | (119.1 | ) | |||||||||||||
Funded status | $ | (96.1 | ) | $ | (128.9 | ) | |||||||||||
Weighted average assumptions at the end of the year | |||||||||||||||||
Discount rate | 1.64 | % | 2.14 | % | |||||||||||||
Rate of compensation increase | 3.03 | % | 3.17 | % | |||||||||||||
Fair Value Measurement of Plan Assets | The fair value measurement of plan assets in the Company's foreign pension plans as of December 31, 2014 and 2013, was as follows (in millions): | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
Asset Category | |||||||||||||||||
Cash/Money Markets | $ | 3.7 | $ | 3.7 | $ | — | $ | — | |||||||||
Foreign Government/Treasury Securities (1) | 9.9 | 9.2 | 0.7 | — | |||||||||||||
Corporate Bonds, Debentures (2) | 29.7 | — | 29 | 0.7 | |||||||||||||
Equity Securities (3) | 24.6 | — | 24.6 | — | |||||||||||||
Mutual Funds | 6.1 | — | 6.1 | — | |||||||||||||
Investment and Insurance Annuity Contracts (4) | 71.7 | — | 20.2 | 51.5 | |||||||||||||
$ | 145.7 | $ | 12.9 | $ | 80.6 | $ | 52.2 | ||||||||||
December 31, 2013 | |||||||||||||||||
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | ||||||||||||||
Asset Category | |||||||||||||||||
Cash/Money Markets | $ | 7.5 | $ | 7.5 | $ | — | $ | — | |||||||||
Foreign Government/Treasury Securities (1) | 8.7 | 7.8 | 0.9 | — | |||||||||||||
Corporate Bonds, Debentures (2) | 36.8 | — | 35.9 | 0.9 | |||||||||||||
Equity Securities (3) | 29.4 | — | 29.4 | — | |||||||||||||
Mutual Funds | 5.8 | — | 5.8 | — | |||||||||||||
Investment and Insurance Annuity Contracts (4) | 75.2 | — | 27.3 | 47.9 | |||||||||||||
$ | 163.4 | $ | 15.3 | $ | 99.3 | $ | 48.8 | ||||||||||
-1 | Includes investments primarily in guaranteed return securities. | ||||||||||||||||
-2 | Includes investments in government bonds and corporate bonds of developed countries, emerging market government bonds, emerging market corporate bonds and convertible bonds. | ||||||||||||||||
-3 | Includes investments in equity securities of developed countries and emerging markets. | ||||||||||||||||
-4 | Includes certain investments with insurance companies which guarantee a minimum rate of return on the investment. | ||||||||||||||||
Activity of Plan Assets With Fair Value Measurement Using Significant Unobservable Inputs | Activity during the year ended December 31, 2014 for plan assets with fair value measurement using significant unobservable inputs (Level 3) was as follows (in millions): | ||||||||||||||||
Corporate Bonds, Debentures | Investment and Insurance Contacts | Total | |||||||||||||||
Balance at December 31, 2012 | $ | 3.3 | $ | 44.7 | $ | 48 | |||||||||||
Actual return on plan assets | — | 3.5 | 3.5 | ||||||||||||||
Purchase, sales and settlements | (2.4 | ) | (0.3 | ) | (2.7 | ) | |||||||||||
Balance at December 31, 2013 | $ | 0.9 | $ | 47.9 | $ | 48.8 | |||||||||||
Actual return on plan assets | — | 5.4 | 5.4 | ||||||||||||||
Purchase, sales and settlements | (0.2 | ) | (1.8 | ) | (2.0 | ) | |||||||||||
Balance at December 31, 2014 | $ | 0.7 | $ | 51.5 | $ | 52.2 | |||||||||||
Expected Benefit Payments | The expected benefit payments for the Company's defined benefit plans by year from 2015 through 2019 and the five years thereafter are as follows (in millions): | ||||||||||||||||
2015 | $ | 2.6 | |||||||||||||||
2016 | 2.9 | ||||||||||||||||
2017 | 4.1 | ||||||||||||||||
2018 | 5.4 | ||||||||||||||||
2019 | 6.3 | ||||||||||||||||
5 years thereafter | 50.8 | ||||||||||||||||
Total | $ | 72.1 | |||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating Leases Future Minimum Payments Receivable | The following is a schedule by year of future minimum lease obligations under non-cancelable operating leases as of December 31, 2014 (in millions): | |||
Year Ending December 31, | ||||
2015 | $ | 21 | ||
2016 | 18 | |||
2017 | 14 | |||
2018 | 9.5 | |||
2019 | 6.9 | |||
Thereafter | 34.2 | |||
Total | $ | 103.6 | ||
Future Minimum Purchase Obligations Under Non-cancelable Agreements | The following is a schedule by year of future minimum purchase obligations under non-cancelable arrangements as of December 31, 2014 (in millions): | |||
Year Ending December 31, | ||||
2015 | $ | 340.4 | ||
2016 | 112.4 | |||
2017 | 38.9 | |||
2018 | 9 | |||
2019 | 8.5 | |||
Thereafter | 17.7 | |||
Total | $ | 526.9 | ||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Of Assets And Liabilities Measured On Recurring Basis | The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2014 and December 31, 2013 (in millions): | ||||||||||||||||
Description | Balance as of December 31, 2014 | Quoted Prices in | Balance as of December 31, 2013 | Quoted Prices in | |||||||||||||
Active Markets (Level 1) | Active Markets (Level 1) | ||||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
Demand and time deposits | 20.3 | $ | 20.3 | $ | 65.5 | $ | 65.5 | ||||||||||
Money market funds | 46.3 | 46.3 | 62.1 | 62.1 | |||||||||||||
Other Current Assets: | |||||||||||||||||
Foreign currency exchange contracts | $ | 0.1 | $ | 0.1 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Foreign currency exchange contracts | $ | — | $ | — | $ | 0.1 | $ | 0.1 | |||||||||
Held-to-maturity Securities | Short-term investments classified as held-to-maturity as of the years ended December 31, 2014 and 2013, respectively, were as follows (in millions): | ||||||||||||||||
Balance at December 31, 2014 | Balance at December 31, 2013 | ||||||||||||||||
Carried at Amortized Cost | Fair Value | Carried at Amortized Cost | Fair Value | ||||||||||||||
Short-term investments, held-to-maturity: | |||||||||||||||||
Commercial paper | $ | — | $ | — | $ | 15.5 | $ | 15.5 | |||||||||
Corporate bonds | 2 | 2 | 93.7 | 93.7 | |||||||||||||
Government agencies | — | — | 7 | 7 | |||||||||||||
$ | 2 | $ | 2 | $ | 116.2 | $ | 116.2 | ||||||||||
Fair Value, by Balance Sheet Grouping | The carrying amounts and fair values of the Company’s long-term borrowings (excluding capital lease obligations, real estate mortgages and equipment financing) at December 31, 2014 and December 31, 2013 are as follows (in millions): | ||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||
Carrying Amount | Fair Value | Carrying | Fair Value | ||||||||||||||
Amount | |||||||||||||||||
Long-term debt, including current portion | |||||||||||||||||
Convertible Notes | $ | 342.2 | $ | 424.8 | $ | 335.2 | $ | 392.6 | |||||||||
Long-term debt | $ | 745.8 | $ | 744.8 | $ | 510.2 | $ | 511.4 | |||||||||
Fair Value Measurements, Nonrecurring | The following table shows the adjustments to fair value of certain of the Company's non-financial assets that had an impact on the Company's results of operations during the years ended December 31, 2014, December 31, 2013 and December 31, 2012 (in millions): | ||||||||||||||||
Year Ended | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | 31-Dec-12 | |||||||||||||||
Nonrecurring fair value measurements | |||||||||||||||||
Impairment of property, plant and equipment held for use or disposal (Level 3) | $ | 6 | $ | 8 | $ | 103 | |||||||||||
Goodwill impairment (Level 3) | 8.7 | — | 14.1 | ||||||||||||||
Intangible asset impairments (Level 3) | 0.9 | — | 35.4 | ||||||||||||||
$ | 15.6 | $ | 8 | $ | 152.5 | ||||||||||||
The following table shows the fair value of certain of the Company's non-financial assets included in its Consolidated Balance Sheet as of December 31, 2014 and December 31, 2013 that were remeasured at fair value on a nonrecurring basis (in millions): | |||||||||||||||||
Fair Value | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||
Nonrecurring fair value measurements | |||||||||||||||||
Property, plant and equipment (Level 3) | $ | 6.2 | $ | 8.7 | |||||||||||||
Other Intangibles, Net (Level 3) | 1.5 | — | |||||||||||||||
Goodwill (Level 3) | — | — | |||||||||||||||
$ | 7.7 | $ | 8.7 | ||||||||||||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, All Other Investments [Abstract] | |||||||||||||||||
Schedule Of Net Foreign Exchange Positions | The following schedule shows the Company's net foreign exchange positions in U.S. dollars as of December 31, 2014 and 2013 (in millions): | ||||||||||||||||
December 31, | |||||||||||||||||
2014 Buy (Sell) | 2014 Notional Amount | 2013 Buy (Sell) | 2013 Notional Amount | ||||||||||||||
Euro | $ | (31.2 | ) | $ | 31.2 | $ | (30.5 | ) | $ | 30.5 | |||||||
Japanese Yen | (42.1 | ) | 42.1 | (6.7 | ) | 6.7 | |||||||||||
Malaysian Ringgit | 39.2 | 39.2 | 35.8 | 35.8 | |||||||||||||
Philippine Peso | 16.7 | 16.7 | 11.7 | 11.7 | |||||||||||||
Other currencies | 11.1 | 16.5 | 10.6 | 17 | |||||||||||||
$ | (6.3 | ) | $ | 145.7 | $ | 20.9 | $ | 101.7 | |||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income (Loss) Before Income Taxes And Minority Interests | The Company's geographic sources of income (loss) before income taxes and non-controlling interest are as follows (in millions): | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (56.2 | ) | $ | (75.8 | ) | $ | (70.9 | ) | |||
Foreign | 248.1 | 245.8 | (6.0 | ) | ||||||||
$ | 191.9 | $ | 170 | $ | (76.9 | ) | ||||||
Provision (Benefit) For Income Taxes | The Company's provision for income taxes is as follows (in millions): | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (1.5 | ) | $ | (0.4 | ) | $ | 0.2 | ||||
State and local | — | 0.3 | (0.1 | ) | ||||||||
Foreign | 20.1 | 15.9 | 16.4 | |||||||||
18.6 | 15.8 | 16.5 | ||||||||||
Deferred: | ||||||||||||
Federal | (17.1 | ) | 2.7 | 2.6 | ||||||||
State and local | (2.9 | ) | — | — | ||||||||
Foreign | 1.2 | (2.1 | ) | (3.1 | ) | |||||||
(18.8 | ) | 0.6 | (0.5 | ) | ||||||||
$ | (0.2 | ) | $ | 16.4 | $ | 16 | ||||||
Reconciliation Of The U.S. Federal Statutory Income Tax Rate | A reconciliation of the U.S. federal statutory income tax rate to the Company's effective income tax rate is as follows: | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
U.S. federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
Increase (decrease) resulting from: | ||||||||||||
State and local taxes, net of federal tax benefit | — | 0.2 | 0.1 | |||||||||
Foreign withholding taxes | (1.1 | ) | — | (0.3 | ) | |||||||
Foreign rate differential | (33.9 | ) | (38.5 | ) | 7.5 | |||||||
Dividend income from foreign subsidiaries | 13 | 11.3 | (59.4 | ) | ||||||||
Goodwill impairment | — | — | (6.4 | ) | ||||||||
Change in valuation allowance | (18.3 | ) | 0.7 | (1.1 | ) | |||||||
Tax reserves | — | (1.0 | ) | (2.2 | ) | |||||||
Nondeductible acquisition costs | 0.9 | — | (0.1 | ) | ||||||||
Nondeductible stock based compensation costs | 2.1 | 1.7 | (2.2 | ) | ||||||||
Deferred tax liability for assets with indefinite useful lives | 1.7 | 1.6 | (3.4 | ) | ||||||||
Return to accrual | (0.5 | ) | (0.1 | ) | 11.6 | |||||||
Other | 1 | (1.3 | ) | 0.1 | ||||||||
(0.1 | ) | % | 9.6 | % | (20.8 | ) | % | |||||
Tax Effects Of Temporary Differences | The tax effects of temporary differences in the recognition of income and expense for tax and financial reporting purposes that give rise to significant portions of the deferred tax assets, net of deferred tax liabilities as of December 31, 2014 and December 31, 2013, are as follows (in millions): | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Net operating loss and tax credit carryforwards | $ | 850.2 | $ | 1,105.50 | ||||||||
Tax-deductible goodwill and amortizable intangibles | (45.1 | ) | (17.1 | ) | ||||||||
Reserves and accruals | 27.6 | 27.2 | ||||||||||
Property, plant and equipment | 33.4 | 72.7 | ||||||||||
Inventories | 19.9 | 16.2 | ||||||||||
Other | 110.9 | 122.8 | ||||||||||
Deferred tax assets and liabilities before valuation allowance | 996.9 | 1,327.30 | ||||||||||
Valuation allowance | (977.5 | ) | (1,301.3 | ) | ||||||||
Net deferred tax asset (liability) | $ | 19.4 | $ | 26 | ||||||||
Activity For Unrecognized Gross Tax Benefits | The activity for unrecognized gross tax benefits for 2014, 2013, and 2012 (in millions) is as follows: | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 20.9 | $ | 34.8 | $ | 18.6 | ||||||
Additions based on tax positions related to the current year | 9 | 0.7 | 18.4 | |||||||||
Additions for tax positions of prior years | 5.3 | — | — | |||||||||
Reductions for tax positions of prior years | (0.6 | ) | (10.9 | ) | (0.8 | ) | ||||||
Lapse of statute | (3.4 | ) | (3.7 | ) | (1.2 | ) | ||||||
Settlements | — | — | (0.2 | ) | ||||||||
Balance at end of year | $ | 31.2 | $ | 20.9 | $ | 34.8 | ||||||
Changes_in_Accumulated_Other_C1
Changes in Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||
Schedule of Accumulated Other Comprehensive Loss | Amounts comprising the Company's accumulated other comprehensive loss and reclassifications for the years ended December 31, 2014 and December 31, 2013 are as follows (net of tax of $0.2 million for unrealized gains on available-for-sale securities and $0 for all others, in millions): | ||||||||||||||||||||
Foreign Currency Translation Adjustments | Defined Benefit Pension Items | Effects of Cash Flow Hedges | Unrealized Gains and Losses on Available-for-Sale Securities | Total | |||||||||||||||||
Balance as of December 31, 2012 | $ | (42.2 | ) | $ | (0.1 | ) | $ | 0.8 | $ | 0.4 | $ | (41.1 | ) | ||||||||
Other comprehensive income (loss) prior to reclassifications | 17.2 | 0.1 | (0.1 | ) | — | 17.2 | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | (21.0 | ) | — | (2.5 | ) | — | (23.5 | ) | |||||||||||||
Net current period other comprehensive loss | (3.8 | ) | 0.1 | (2.6 | ) | — | (6.3 | ) | |||||||||||||
Balance as of December 31, 2013 | $ | (46.0 | ) | $ | — | $ | (1.8 | ) | $ | 0.4 | $ | (47.4 | ) | ||||||||
Other comprehensive income (loss) prior to reclassifications | 3.5 | — | — | 4.1 | 7.6 | ||||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | — | (1.7 | ) | — | (1.7 | ) | ||||||||||||||
Net current period other comprehensive loss | 3.5 | — | (1.7 | ) | 4.1 | 5.9 | |||||||||||||||
Balance as of December 31, 2014 | $ | (42.5 | ) | $ | — | $ | (3.5 | ) | $ | 4.5 | $ | (41.5 | ) | ||||||||
Schedule of Reclassifications from Accumulated Other Comprehensive Loss | Amounts which were reclassified from accumulated other comprehensive loss to the Company's Consolidated Statements of Operations and Comprehensive Income during the years ended December 31, 2014 and December 31, 2013, were as follows (net of tax of $0, in millions): | ||||||||||||||||||||
Amounts Reclassified from Accumulated Other Comprehensive Loss | |||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | Affected Line Item Where Net Income is Presented | |||||||||||||||||||
Foreign currency translation adjustments | $ | — | $ | (21.0 | ) | Restructuring, asset impairments and other, net | |||||||||||||||
Effects of cash flow hedges | (1.7 | ) | (2.5 | ) | Other income and expense | ||||||||||||||||
Total reclassifications | $ | (1.7 | ) | $ | (23.5 | ) |
Supplemental_Disclosures_Table
Supplemental Disclosures (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Schedule of Cash Flow, Supplemental Disclosures | The Company's non-cash financing activities and cash payments for interest and income taxes during the years ended December 31, 2014, 2013 and 2012 are as follows (in millions): | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Non-cash financing activities: | |||||||||||||
Capital expenditures in accounts payable | $ | 108.5 | $ | 55.8 | $ | 54.4 | |||||||
Equipment acquired or refinanced through capital leases | 14.5 | 3.8 | 31 | ||||||||||
Cash (received) paid for: | |||||||||||||
Interest income | $ | (1.5 | ) | $ | (1.3 | ) | $ | (1.5 | ) | ||||
Interest expense | 25.7 | 24.8 | 30.4 | ||||||||||
Income taxes | 18.1 | 12.9 | 17.6 | ||||||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Segment Reporting, Measurement Disclosures [Abstract] | |||||||||||||||||||||
Schedule of Segments and Product Lines | |||||||||||||||||||||
Application Products Group | Image Sensor Group | Standard Products Group | System Solutions Group | ||||||||||||||||||
Automotive ASSPs (1) | CCD Image Sensors (7) | Bipolar Power (8) | Power MOSFETs (10) | ||||||||||||||||||
Analog Automotive (2) | CMOS Image Sensors (7) | Thyristor (8) | IGBTs (10) | ||||||||||||||||||
Automotive Power Switching (3) | Linear Light Sensors (7) | Small Signal (8) | Power and Signal Discretes (10) | ||||||||||||||||||
Automotive Mixed-Signal solutions (1) | Zener (8) | Intelligent Power Modules (11) | |||||||||||||||||||
Medical ASICs & ASSPs (1) | Protection (3) | Motor Driver ICs (12) | |||||||||||||||||||
Mixed-Signal ASICs (1) | Rectifier (8) | Display Drivers (12) | |||||||||||||||||||
Industrial ASSPs (1) | Filters (3) | ASICs (12) | |||||||||||||||||||
High Frequency / Timing (4) | MOSFETs (3) | Microcontrollers (12) | |||||||||||||||||||
IPDs (5) | Signal & Interface (2) | Flash Memory (12) | |||||||||||||||||||
Foundry and Manufacturing Services (5) | Standard Logic (6) | Touch Sensor (12) | |||||||||||||||||||
Hearing Components (1) | LDO's & VREGs (2) | Power Supply IC (12) | |||||||||||||||||||
DC-DC Conversion (2) | EE Memory and Programmable Analog (9) | Audio DSP (12) | |||||||||||||||||||
Analog Switches (6) | IGBTs (3) | Audio Tuners (12) | |||||||||||||||||||
AC-DC Conversion (2) | Image Stabilizer ICs (12) | ||||||||||||||||||||
Low Voltage Power Management (2) | Auto Focus ICs (12) | ||||||||||||||||||||
Power Switching (2) | |||||||||||||||||||||
RF Antenna Tuning Solutions (1) | |||||||||||||||||||||
(1) ASIC products | (7) Image sensor / ASIC products | ||||||||||||||||||||
(2) Analog products | (8) Discrete products | ||||||||||||||||||||
(3) TMOS products | (9) Memory products | ||||||||||||||||||||
(4) ECL products | (10) HD products | ||||||||||||||||||||
(5) Foundry products / services | (11) IPM products | ||||||||||||||||||||
(6) Standard logic products | (12) LSI products | ||||||||||||||||||||
Segment Information Of Revenues, Gross Profit And Operating Income | Revenues and gross profit for the Company’s reportable segments for the years ended December 31, 2014, December 31, 2013 and December 31, 2012, respectively, are as follows (in millions): | ||||||||||||||||||||
Application Products Group | Image Sensor Group | Standard | System Solutions Group | Total | |||||||||||||||||
Products | |||||||||||||||||||||
Group | |||||||||||||||||||||
For year ended December 31, 2014: | |||||||||||||||||||||
Revenues from external customers | $ | 1,070.40 | $ | 306.1 | $ | 1,210.40 | $ | 574.9 | $ | 3,161.80 | |||||||||||
Segment gross profit | 475 | 91.1 | 431 | 117.5 | 1,114.60 | ||||||||||||||||
For year ended December 31, 2013: | |||||||||||||||||||||
Revenues from external customers | $ | 996.8 | $ | 39.5 | $ | 1,121.20 | $ | 625.2 | $ | 2,782.70 | |||||||||||
Segment gross profit | 431 | 24.6 | 390.7 | 103.4 | 949.7 | ||||||||||||||||
For year ended December 31, 2012: | |||||||||||||||||||||
Revenues from external customers | $ | 969.6 | $ | 49.6 | $ | 1,104.70 | $ | 771 | $ | 2,894.90 | |||||||||||
Segment gross profit | 430.3 | 28.9 | 400.9 | 143.1 | 1,003.20 | ||||||||||||||||
Reconciliation Of Operating Profit (Loss) From Segments To Consolidated | Depreciation expense is included in segment gross profit. Reconciliations of segment gross profit to consolidated gross profit are as follows (in millions): | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||||||||||
Gross profit for reportable segments | $ | 1,114.60 | $ | 949.7 | $ | 1,003.20 | |||||||||||||||
Less: unallocated manufacturing costs | (29.7 | ) | (20.6 | ) | (56.9 | ) | |||||||||||||||
Consolidated gross profit | $ | 1,084.90 | $ | 929.1 | $ | 946.3 | |||||||||||||||
Revenues By Geographic Location Including Local Sales And Exports | Revenues by geographic location, including local sales made by operations within each area, based on sales billed from the respective country, are summarized as follows (in millions): | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||||||||||
United States | $ | 497 | $ | 415.4 | $ | 452 | |||||||||||||||
United Kingdom | 497.9 | 400.2 | 388.3 | ||||||||||||||||||
Hong Kong | 975.3 | 862.4 | 874.2 | ||||||||||||||||||
Japan | 293.1 | 290.2 | 401.2 | ||||||||||||||||||
Singapore | 786.5 | 700.6 | 627.7 | ||||||||||||||||||
Other | 112 | 113.9 | 151.5 | ||||||||||||||||||
$ | 3,161.80 | $ | 2,782.70 | $ | 2,894.90 | ||||||||||||||||
Summary Of Property, Plant And Equipment By Geographic Location | Property, plant and equipment, net by geographic location, are summarized as follows (in millions): | ||||||||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
United States | $ | 308.1 | $ | 255.3 | $ | 274.7 | |||||||||||||||
Czech Republic | 113.8 | 111.1 | 118 | ||||||||||||||||||
Malaysia | 232.2 | 213.9 | 185 | ||||||||||||||||||
Philippines | 197.4 | 173.8 | 188.8 | ||||||||||||||||||
China | 122.2 | 100.8 | 104 | ||||||||||||||||||
Other | 230.2 | 219.3 | 232.8 | ||||||||||||||||||
$ | 1,203.90 | $ | 1,074.20 | $ | 1,103.30 | ||||||||||||||||
Supplementary_Financial_Inform1
Supplementary Financial Information - Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Schedule of Quarterly Financial Information | Revised consolidated unaudited quarterly financial information for 2014 and 2013 is as follows (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | |||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | September 26 (1) | 31-Dec | |||||||||||||
Revenues | $ | 706.5 | $ | 757.6 | $ | 833.5 | $ | 864.2 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 248.2 | 278.1 | 280.9 | 277.7 | ||||||||||||
Net income attributable to ON Semiconductor Corporation (2) | 55.7 | 94.1 | 40.5 | (0.6 | ) | |||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.13 | 0.21 | 0.09 | — | ||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Revenues | $ | 661 | $ | 688.3 | $ | 715.4 | $ | 718 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 197.6 | 231.9 | 249.2 | 250.4 | ||||||||||||
Net income attributable to ON Semiconductor Corporation (2) | 16.1 | 45.8 | 50.7 | 37.8 | ||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.04 | 0.1 | 0.11 | 0.08 | ||||||||||||
(1) The Company has retrospectively adjusted certain amounts shown above for the quarter ended September 26, 2014 related to adjustments to the purchase price allocation of our recent acquisitions, which reduced the amortization of acquisition related intangible assets by $2.4 million. | ||||||||||||||||
(2) Net income attributable to ON Semiconductor Corporation for the quarters ended December 31, 2014 and December 31, 2013 includes Restructuring, asset impairments and other, net charges of $10.5 million and $22.1 million, respectively. See Note 6: "Restructuring, asset impairments and other, net" for additional information. | ||||||||||||||||
Consolidated unaudited quarterly financial information for 2014 and 2013 as initially reported in each quarter prior to December 31, 2014 is as follows (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | ||||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | 26-Sep | ||||||||||||||
Revenues | $ | 706.5 | $ | 757.6 | $ | 833.5 | ||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 250.8 | 273 | 284.1 | |||||||||||||
Net income attributable to ON Semiconductor Corporation | 58.4 | 88 | 41.6 | |||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.13 | 0.2 | 0.09 | |||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Revenues | $ | 661 | $ | 688.3 | $ | 715.4 | $ | 718 | ||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 204.5 | 231.8 | 249.2 | 252.9 | ||||||||||||
Net income attributable to ON Semiconductor Corporation | 22.6 | 47.7 | 51.8 | 28.7 | ||||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | 0.05 | 0.11 | 0.11 | 0.06 | ||||||||||||
The following table shows the amounts of the aforementioned revisions for each quarter in 2014 and 2013 prior to December 31, 2014 (in millions, except per share data). See Note 1: "Background and Basis of Presentation" for additional information regarding revisions to the Company's previously issued financial statements: | ||||||||||||||||
Quarter ended 2014 | ||||||||||||||||
28-Mar | 27-Jun | 26-Sep | ||||||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | $ | 2.6 | $ | 5.1 | $ | (3.2 | ) | |||||||||
Net income attributable to ON Semiconductor Corporation | (2.7 | ) | 6.1 | (1.1 | ) | |||||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | — | 0.01 | — | |||||||||||||
Quarter ended 2013 | ||||||||||||||||
29-Mar | 28-Jun | 27-Sep | 31-Dec | |||||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | $ | (6.9 | ) | $ | 0.1 | $ | — | $ | (2.5 | ) | ||||||
Net income attributable to ON Semiconductor Corporation | (6.5 | ) | (1.9 | ) | (1.1 | ) | 9.1 | |||||||||
Diluted net income per common share attributable to ON Semiconductor Corporation | (0.01 | ) | (0.01 | ) | — | 0.02 | ||||||||||
Guarantor_and_NonGuarantor_Sta1
Guarantor and Non-Guarantor Statements (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Guarantor And Non-Guarantor Statements [Abstract] | ||||||||||||||||||||||||
Notes To Consolidated Statement Of Balance Sheet | Condensed consolidating financial information for the issuer of the 2.625% Notes, Series B, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries is as follows (in millions): | |||||||||||||||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
AS OF DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 199.9 | $ | — | $ | 311.8 | $ | — | $ | 511.7 | ||||||||||||
Short-term investments | — | 2 | — | 4.1 | — | 6.1 | ||||||||||||||||||
Receivables, net | — | 56.6 | — | 360.9 | — | 417.5 | ||||||||||||||||||
Inventories | — | 60.5 | — | 652.9 | 16.5 | 729.9 | ||||||||||||||||||
Short-term intercompany receivables | — | — | 4.9 | — | (4.9 | ) | — | |||||||||||||||||
Other current assets | — | 14 | — | 126.6 | — | 140.6 | ||||||||||||||||||
Total current assets | — | 333 | 4.9 | 1,456.30 | 11.6 | 1,805.80 | ||||||||||||||||||
Property, plant and equipment, net | — | 262.1 | 3.1 | 940.1 | (1.4 | ) | 1,203.90 | |||||||||||||||||
Goodwill | — | 111.6 | 37.3 | 115.8 | — | 264.7 | ||||||||||||||||||
Intangible assets, net | — | 98.2 | — | 377 | (17.6 | ) | 457.6 | |||||||||||||||||
Long-term intercompany receivables | — | 204.2 | — | — | (204.2 | ) | — | |||||||||||||||||
Other assets | 1,969.10 | 2,002.30 | 143.5 | 858.2 | (4,882.1 | ) | 91 | |||||||||||||||||
Total assets | $ | 1,969.10 | $ | 3,011.40 | $ | 188.8 | $ | 3,747.40 | $ | (5,093.7 | ) | $ | 3,823.00 | |||||||||||
Accounts payable | $ | — | $ | 37.8 | $ | 0.1 | $ | 340.3 | $ | — | $ | 378.2 | ||||||||||||
Accrued expenses | 0.4 | 71.6 | 0.5 | 215.4 | — | 287.9 | ||||||||||||||||||
Deferred income on sales to distributors | — | 36.4 | — | 128.7 | — | 165.1 | ||||||||||||||||||
Current portion of long-term debt | — | 57.6 | — | 152 | — | 209.6 | ||||||||||||||||||
Short-term intercompany payables | — | 2.3 | — | 2.6 | (4.9 | ) | — | |||||||||||||||||
Total current liabilities | 0.4 | 205.7 | 0.6 | 839 | (4.9 | ) | 1,040.80 | |||||||||||||||||
Long-term debt | 342.2 | 609.5 | — | 31.3 | — | 983 | ||||||||||||||||||
Other long-term liabilities | — | 21.1 | — | 130.7 | — | 151.8 | ||||||||||||||||||
Long-term intercompany payables | — | — | — | 204.2 | (204.2 | ) | — | |||||||||||||||||
Total liabilities | 342.6 | 836.3 | 0.6 | 1,205.20 | (209.1 | ) | 2,175.60 | |||||||||||||||||
Stockholders’ equity | 1,626.50 | 2,175.10 | 188.2 | 2,542.20 | (4,905.5 | ) | 1,626.50 | |||||||||||||||||
Non-controlling interest in consolidated subsidiary | — | — | — | — | 20.9 | 20.9 | ||||||||||||||||||
Total equity | 1,626.50 | 2,175.10 | 188.2 | 2,542.20 | (4,884.6 | ) | 1,647.40 | |||||||||||||||||
Total liabilities and equity | $ | 1,969.10 | $ | 3,011.40 | $ | 188.8 | $ | 3,747.40 | $ | (5,093.7 | ) | $ | 3,823.00 | |||||||||||
CONDENSED CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
AS OF DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 267.9 | $ | — | $ | 241.6 | $ | — | $ | 509.5 | ||||||||||||
Short-term investments | — | 116.2 | — | — | — | 116.2 | ||||||||||||||||||
Receivables, net | — | 49.8 | — | 333.6 | — | 383.4 | ||||||||||||||||||
Inventories | — | 46.7 | — | 559.1 | 3 | 608.8 | ||||||||||||||||||
Short-term intercompany receivables | — | — | 4.1 | 7.6 | (11.7 | ) | — | |||||||||||||||||
Other current assets | — | 17.8 | — | 71.5 | — | 89.3 | ||||||||||||||||||
Total current assets | — | 498.4 | 4.1 | 1,213.40 | (8.7 | ) | 1,707.20 | |||||||||||||||||
Property, plant and equipment, net | — | 252.3 | 3.1 | 820.6 | (1.8 | ) | 1,074.20 | |||||||||||||||||
Goodwill | — | 111.5 | 37.3 | 35.8 | — | 184.6 | ||||||||||||||||||
Intangible assets, net | — | 113 | — | 132.2 | (21.8 | ) | 223.4 | |||||||||||||||||
Long-term intercompany receivables | — | — | — | 3.3 | (3.3 | ) | — | |||||||||||||||||
Other assets | 1,827.00 | 1,637.40 | 136.1 | 877.1 | (4,373.2 | ) | 104.4 | |||||||||||||||||
Total assets | $ | 1,827.00 | $ | 2,612.60 | $ | 180.6 | $ | 3,082.40 | $ | (4,408.8 | ) | $ | 3,293.80 | |||||||||||
Accounts payable | $ | — | $ | 39.1 | $ | 0.5 | $ | 237.2 | $ | — | $ | 276.8 | ||||||||||||
Accrued expenses | 1 | 50.8 | 0.2 | 168.3 | — | 220.3 | ||||||||||||||||||
Deferred income on sales to distributors | — | 32.3 | — | 108.2 | — | 140.5 | ||||||||||||||||||
Current portion of long-term debt | — | 79.3 | — | 102.3 | — | 181.6 | ||||||||||||||||||
Short-term intercompany payables | — | 11.7 | — | — | (11.7 | ) | — | |||||||||||||||||
Total current liabilities | 1 | 213.2 | 0.7 | 616 | (11.7 | ) | 819.2 | |||||||||||||||||
Long-term debt | 335.2 | 396.1 | — | 29.3 | — | 760.6 | ||||||||||||||||||
Other long-term liabilities | — | 42.2 | 0.1 | 148.1 | — | 190.4 | ||||||||||||||||||
Long-term intercompany payables | — | 3.3 | — | — | (3.3 | ) | — | |||||||||||||||||
Total liabilities | 336.2 | 654.8 | 0.8 | 793.4 | (15.0 | ) | 1,770.20 | |||||||||||||||||
Stockholders’ equity | 1,490.80 | 1,957.80 | 179.8 | 2,289.00 | (4,426.6 | ) | 1,490.80 | |||||||||||||||||
Non-controlling interest in consolidated subsidiary | — | — | — | — | 32.8 | 32.8 | ||||||||||||||||||
Total equity | 1,490.80 | 1,957.80 | 179.8 | 2,289.00 | (4,393.8 | ) | 1,523.60 | |||||||||||||||||
Total liabilities and equity | $ | 1,827.00 | $ | 2,612.60 | $ | 180.6 | $ | 3,082.40 | $ | (4,408.8 | ) | $ | 3,293.80 | |||||||||||
Notes to Consolidated Statement of Operations and Comprehensive Income | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | |||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 795.7 | $ | 15.6 | $ | 4,291.90 | $ | (1,941.4 | ) | $ | 3,161.80 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 596.4 | 0.9 | 3,434.50 | (1,954.9 | ) | 2,076.90 | |||||||||||||||||
Gross profit | — | 199.3 | 14.7 | 857.4 | 13.5 | 1,084.90 | ||||||||||||||||||
Operating expenses: | ||||||||||||||||||||||||
Research and development | — | 85.2 | 11.9 | 269.5 | — | 366.6 | ||||||||||||||||||
Selling and marketing | — | 82.7 | 0.8 | 116.5 | — | 200 | ||||||||||||||||||
General and administrative | — | 55.3 | 1.3 | 124.3 | — | 180.9 | ||||||||||||||||||
Amortization of acquisition-related intangible assets | — | 14.8 | — | 57.7 | (4.1 | ) | 68.4 | |||||||||||||||||
Goodwill and intangible asset impairment | — | — | — | 9.6 | — | 9.6 | ||||||||||||||||||
Restructuring, asset impairments and other, net | — | 0.7 | — | 29.8 | — | 30.5 | ||||||||||||||||||
Total operating expenses | — | 238.7 | 14 | 607.4 | (4.1 | ) | 856 | |||||||||||||||||
Operating income (loss) | — | (39.4 | ) | 0.7 | 250 | 17.6 | 228.9 | |||||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (16.8 | ) | (11.1 | ) | — | (6.2 | ) | — | (34.1 | ) | ||||||||||||||
Interest income | — | 1 | — | 0.5 | — | 1.5 | ||||||||||||||||||
Other | — | 2.7 | — | (7.1 | ) | — | (4.4 | ) | ||||||||||||||||
Loss on debt repurchase or exchange | — | — | — | — | — | — | ||||||||||||||||||
Equity in earnings | 206.5 | 245.7 | 6.7 | — | (458.9 | ) | — | |||||||||||||||||
Other income (expenses), net | 189.7 | 238.3 | 6.7 | (12.8 | ) | (458.9 | ) | (37.0 | ) | |||||||||||||||
Income before income taxes | 189.7 | 198.9 | 7.4 | 237.2 | (441.3 | ) | 191.9 | |||||||||||||||||
Income tax benefit (provision) | — | 23.1 | (0.9 | ) | (22.0 | ) | — | 0.2 | ||||||||||||||||
Net income | 189.7 | 222 | 6.5 | 215.2 | (441.3 | ) | 192.1 | |||||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (2.4 | ) | (2.4 | ) | ||||||||||||||||
Net income attributable to ON Semiconductor Corporation | $ | 189.7 | $ | 222 | $ | 6.5 | $ | 215.2 | $ | (443.7 | ) | $ | 189.7 | |||||||||||
Comprehensive income attributed to ON Semiconductor Corporation | $ | 195.6 | $ | 220.3 | $ | 6.5 | $ | 222.8 | $ | (449.6 | ) | $ | 195.6 | |||||||||||
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 684.2 | $ | 13.8 | $ | 4,142.30 | $ | (2,057.6 | ) | $ | 2,782.70 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 517.6 | 0.6 | 3,427.20 | (2,091.8 | ) | 1,853.60 | |||||||||||||||||
Gross profit | — | 166.6 | 13.2 | 715.1 | 34.2 | 929.1 | ||||||||||||||||||
Operating expenses: | ||||||||||||||||||||||||
Research and development | — | 77.2 | 10.9 | 246.1 | — | 334.2 | ||||||||||||||||||
Selling and marketing | — | 71.4 | 0.7 | 99.1 | — | 171.2 | ||||||||||||||||||
General and administrative | — | 32.6 | 0.8 | 115.1 | — | 148.5 | ||||||||||||||||||
Amortization of acquisition related intangible assets | — | 15.2 | — | 22.1 | (4.2 | ) | 33.1 | |||||||||||||||||
Restructuring, asset impairments and other, net | — | 1.2 | — | 32 | — | 33.2 | ||||||||||||||||||
Total operating expenses | — | 197.6 | 12.4 | 514.4 | (4.2 | ) | 720.2 | |||||||||||||||||
Operating income (loss) | — | (31.0 | ) | 0.8 | 200.7 | 38.4 | 208.9 | |||||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (23.0 | ) | (10.5 | ) | — | (5.1 | ) | — | (38.6 | ) | ||||||||||||||
Interest income | — | 0.4 | — | 0.9 | — | 1.3 | ||||||||||||||||||
Other | — | (10.2 | ) | — | 11.7 | — | 1.5 | |||||||||||||||||
Loss on debt repurchase or exchange | (3.1 | ) | — | — | — | — | (3.1 | ) | ||||||||||||||||
Equity in earnings | 176.5 | 221.4 | 7.4 | — | (405.3 | ) | — | |||||||||||||||||
Other income (expenses), net | 150.4 | 201.1 | 7.4 | 7.5 | (405.3 | ) | (38.9 | ) | ||||||||||||||||
Income (loss) before income taxes | 150.4 | 170.1 | 8.2 | 208.2 | (366.9 | ) | 170 | |||||||||||||||||
Income tax provision | — | (0.7 | ) | — | (15.7 | ) | — | (16.4 | ) | |||||||||||||||
Net income (loss) | 150.4 | 169.4 | 8.2 | 192.5 | (366.9 | ) | 153.6 | |||||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (3.2 | ) | (3.2 | ) | ||||||||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | 150.4 | $ | 169.4 | $ | 8.2 | $ | 192.5 | $ | (370.1 | ) | $ | 150.4 | |||||||||||
Comprehensive income (loss) attributed to ON Semiconductor Corporation | $ | 144.1 | $ | 161 | $ | 8.2 | $ | 188.9 | $ | (358.1 | ) | $ | 144.1 | |||||||||||
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Revenues | $ | — | $ | 732.2 | $ | 12.9 | $ | 3,760.90 | $ | (1,611.1 | ) | $ | 2,894.90 | |||||||||||
Cost of revenues (exclusive of amortization shown below) | — | 466.9 | 0.6 | 3,059.10 | (1,578.0 | ) | 1,948.60 | |||||||||||||||||
Gross profit | — | 265.3 | 12.3 | 701.8 | (33.1 | ) | 946.3 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Research and development | — | 180.3 | 10.3 | 176.9 | — | 367.5 | ||||||||||||||||||
Selling and marketing | — | 68.2 | 0.8 | 111.9 | — | 180.9 | ||||||||||||||||||
General and administrative | — | 5 | 0.6 | 155 | — | 160.6 | ||||||||||||||||||
Amortization of acquisition related intangible assets | — | 18.1 | — | 30.5 | (4.2 | ) | 44.4 | |||||||||||||||||
Restructuring, asset impairments and other, net | — | 3.3 | 0.1 | 160.3 | — | 163.7 | ||||||||||||||||||
Goodwill and intangible asset impairment | — | 20.1 | — | 29.4 | — | 49.5 | ||||||||||||||||||
Total operating expenses | — | 295 | 11.8 | 664 | (4.2 | ) | 966.6 | |||||||||||||||||
Operating income (loss) | — | (29.7 | ) | 0.5 | 37.8 | (28.9 | ) | (20.3 | ) | |||||||||||||||
Other income (expenses), net: | ||||||||||||||||||||||||
Interest expense | (38.0 | ) | (9.0 | ) | — | (9.1 | ) | — | (56.1 | ) | ||||||||||||||
Interest income | — | 0.8 | — | 0.7 | — | 1.5 | ||||||||||||||||||
Other | — | 11.7 | — | (5.9 | ) | — | 5.8 | |||||||||||||||||
Loss on debt repurchase or exchange | (7.8 | ) | — | — | — | — | (7.8 | ) | ||||||||||||||||
Equity in earnings | (51.4 | ) | (30.8 | ) | 10 | — | 72.2 | — | ||||||||||||||||
Other income (expenses), net | (97.2 | ) | (27.3 | ) | 10 | (14.3 | ) | 72.2 | (56.6 | ) | ||||||||||||||
Income (loss) before income taxes | (97.2 | ) | (57.0 | ) | 10.5 | 23.5 | 43.3 | (76.9 | ) | |||||||||||||||
Income tax provision | — | (4.4 | ) | — | (11.6 | ) | — | (16.0 | ) | |||||||||||||||
Net income (loss) | (97.2 | ) | (61.4 | ) | 10.5 | 11.9 | 43.3 | (92.9 | ) | |||||||||||||||
Net income attributable to non-controlling interest | — | — | — | — | (4.3 | ) | (4.3 | ) | ||||||||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | $ | (97.2 | ) | $ | (61.4 | ) | $ | 10.5 | $ | 11.9 | $ | 39 | $ | (97.2 | ) | |||||||||
Comprehensive income (loss) attributable to ON Semiconductor Corporation | $ | (91.6 | ) | $ | (55.8 | ) | $ | 10.5 | $ | 16.2 | $ | 29.1 | $ | (91.6 | ) | |||||||||
Notes to Consolidated Statement of Cash Flow | CONDENSED CONSOLIDATING STATEMENT CASH FLOWS | |||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2014 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuer | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (9.4 | ) | $ | 18 | $ | 21.3 | $ | 451.4 | $ | — | $ | 481.3 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (54.7 | ) | (0.9 | ) | (148.7 | ) | — | (204.3 | ) | ||||||||||||||
Proceeds from sales of property, plant and equipment | — | 0.1 | — | 1.4 | — | 1.5 | ||||||||||||||||||
Deposit utilized for purchases of property, plant and equipment | — | — | — | 2.6 | — | 2.6 | ||||||||||||||||||
Purchase of businesses, net of cash acquired | — | — | — | (423.7 | ) | — | (423.7 | ) | ||||||||||||||||
Acquisition of non-controlling interest | — | — | — | — | — | — | ||||||||||||||||||
Proceeds from held-to maturity securities | — | 116.9 | — | — | — | 116.9 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (12.8 | ) | — | — | — | (12.8 | ) | ||||||||||||||||
Cash placed in escrow | — | — | — | (40.0 | ) | — | (40.0 | ) | ||||||||||||||||
Purchase of cost method investment | — | — | — | (5.8 | ) | — | (5.8 | ) | ||||||||||||||||
Contribution from subsidiaries | 105.4 | — | — | — | (105.4 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | 105.4 | 49.5 | (0.9 | ) | (614.2 | ) | (105.4 | ) | (565.6 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loans | — | (710.9 | ) | — | 710.9 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 503.4 | — | (503.4 | ) | — | — | |||||||||||||||||
Payments to parent | — | (105.4 | ) | — | — | 105.4 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 10 | — | — | — | — | 10 | ||||||||||||||||||
Proceeds from exercise of stock options | 24.9 | — | — | — | — | 24.9 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (9.1 | ) | — | — | — | — | (9.1 | ) | ||||||||||||||||
Repurchase of common stock | (121.8 | ) | — | — | — | — | (121.8 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 259.7 | — | 86.7 | — | 346.4 | ||||||||||||||||||
Payment of capital leases obligations | — | (36.8 | ) | — | (7.0 | ) | — | (43.8 | ) | |||||||||||||||
Repayment of long-term debt | — | (45.5 | ) | — | (45.1 | ) | — | (90.6 | ) | |||||||||||||||
Acquisition of non-controlling interest | — | — | (20.4 | ) | — | — | (20.4 | ) | ||||||||||||||||
Dividend to non-controlling shareholder of consolidated subsidiary | — | — | — | (4.2 | ) | — | (4.2 | ) | ||||||||||||||||
Net cash used in financing activities | (96.0 | ) | (135.5 | ) | (20.4 | ) | 237.9 | 105.4 | 91.4 | |||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (4.9 | ) | — | (4.9 | ) | ||||||||||||||||
Net (decrease) increase in cash and cash equivalents | — | (68.0 | ) | — | 70.2 | — | 2.2 | |||||||||||||||||
Cash and cash equivalents, beginning of period | — | 267.9 | — | 241.6 | — | 509.5 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 199.9 | $ | — | $ | 311.8 | $ | — | $ | 511.7 | ||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2013 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (11.3 | ) | $ | 63.9 | $ | 0.2 | $ | 274.5 | $ | — | $ | 327.3 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (32.4 | ) | (0.2 | ) | (122.6 | ) | — | (155.2 | ) | ||||||||||||||
Proceeds from sale of property, plant and equipment | — | 0.1 | — | 9.6 | — | 9.7 | ||||||||||||||||||
Deposits utilized for purchases of property, plant and equipment | — | — | — | (1.3 | ) | — | (1.3 | ) | ||||||||||||||||
Proceeds from held-to-maturity securities | — | 224.3 | — | — | — | 224.3 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (195.7 | ) | — | — | — | (195.7 | ) | ||||||||||||||||
Contribution from subsidiaries | 246.5 | — | — | — | (246.5 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | 246.5 | (3.7 | ) | (0.2 | ) | (114.3 | ) | (246.5 | ) | (118.2 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loans | — | (812.0 | ) | — | 812 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 981.7 | — | (981.7 | ) | — | — | |||||||||||||||||
Payments to parent | — | (246.5 | ) | — | — | 246.5 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 8.3 | — | — | — | — | 8.3 | ||||||||||||||||||
Proceeds from exercise of stock options | 12.1 | — | — | — | — | 12.1 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (4.5 | ) | — | — | — | — | (4.5 | ) | ||||||||||||||||
Repurchase of common stock | (101.0 | ) | — | — | — | — | (101.0 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 120 | — | 53.7 | — | 173.7 | ||||||||||||||||||
Payment of capital lease obligation | — | (38.2 | ) | — | (3.5 | ) | — | (41.7 | ) | |||||||||||||||
Repayment of long-term debt | (150.1 | ) | (6.2 | ) | — | (61.4 | ) | — | (217.7 | ) | ||||||||||||||
Payments made in connection with debt refinancing | — | (3.2 | ) | — | — | — | (3.2 | ) | ||||||||||||||||
Net cash used in financing activities | (235.2 | ) | (4.4 | ) | — | (180.9 | ) | 246.5 | (174.0 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (12.5 | ) | — | (12.5 | ) | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 55.8 | — | (33.2 | ) | — | 22.6 | |||||||||||||||||
Cash and cash equivalents, beginning of period | — | 212.1 | — | 274.8 | — | 486.9 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 267.9 | $ | — | $ | 241.6 | $ | — | $ | 509.5 | ||||||||||||
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
FOR THE YEAR ENDED DECEMBER 31, 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
Net cash provided by operating activities | $ | (13.1 | ) | $ | 45.5 | $ | 0.9 | $ | 242.7 | $ | — | $ | 276 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Purchases of property, plant and equipment | — | (55.0 | ) | (0.7 | ) | (200.6 | ) | — | (256.3 | ) | ||||||||||||||
Proceeds from sales of property, plant and equipment | — | 0.1 | — | 6.1 | — | 6.2 | ||||||||||||||||||
Deposits utilized for purchases of property, plant and equipment | — | — | — | 1.4 | — | 1.4 | ||||||||||||||||||
Recovery from insurance on property, plant and equipment | — | — | — | 11.5 | — | 11.5 | ||||||||||||||||||
Purchase of businesses, net of cash acquired | — | — | — | — | — | — | ||||||||||||||||||
Proceeds from held-to maturity securities | — | 377.6 | — | — | — | 377.6 | ||||||||||||||||||
Purchase of held-to-maturity securities | — | (273.8 | ) | — | — | — | (273.8 | ) | ||||||||||||||||
Change in restricted cash | — | — | — | — | — | — | ||||||||||||||||||
Contribution from subsidiaries | 180.9 | (7.9 | ) | — | — | (173.0 | ) | — | ||||||||||||||||
Net cash provided by (used in) investing activities | 180.9 | 41 | (0.7 | ) | (181.6 | ) | (173.0 | ) | (133.4 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Intercompany loan activity | — | (524.0 | ) | — | 524 | — | — | |||||||||||||||||
Intercompany loan repayments to guarantor | — | 562 | — | (562.0 | ) | — | — | |||||||||||||||||
Payments to parent | — | (180.9 | ) | — | 7.9 | 173 | — | |||||||||||||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 8.3 | — | — | — | — | 8.3 | ||||||||||||||||||
Proceeds from exercise of stock options | 9.4 | — | — | — | — | 9.4 | ||||||||||||||||||
Payments of tax withholding for restricted shares | (9.6 | ) | — | — | — | — | (9.6 | ) | ||||||||||||||||
Repurchase of common stock | (55.5 | ) | — | — | — | — | (55.5 | ) | ||||||||||||||||
Proceeds from debt issuance | — | 6.5 | — | 17.1 | — | 23.6 | ||||||||||||||||||
Payment of capital leases obligations | — | (37.4 | ) | — | (3.4 | ) | — | (40.8 | ) | |||||||||||||||
Repayment of long-term debt | (117.8 | ) | (5.1 | ) | — | (109.6 | ) | — | (232.5 | ) | ||||||||||||||
Payments made in connection with debt refinancing | (2.6 | ) | — | — | — | — | (2.6 | ) | ||||||||||||||||
Net cash used in financing activities | (167.8 | ) | (178.9 | ) | — | (126.0 | ) | 173 | (299.7 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (8.9 | ) | — | (8.9 | ) | ||||||||||||||||
Net (decrease) increase in cash and cash equivalents | — | (92.4 | ) | 0.2 | (73.8 | ) | — | (166.0 | ) | |||||||||||||||
Cash and cash equivalents, beginning of period | — | 304.5 | (0.2 | ) | 348.6 | — | 652.9 | |||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 212.1 | $ | — | $ | 274.8 | $ | — | $ | 486.9 | ||||||||||||
Impact of Corrections on the Condensed Consolidating Balance Sheets | The following table presents the effect of the aforementioned revision on the Company’s consolidated balance sheet as of December 31, 2013 (in millions): | |||||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Inventories | 611.8 | (3.0 | ) | 608.8 | ||||||||||||||||||||
Total current assets | 1,710.20 | (3.0 | ) | 1,707.20 | ||||||||||||||||||||
Other assets | 64.6 | 39.8 | 104.4 | |||||||||||||||||||||
Total assets | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | ||||||||||||||||||
Accumulated deficit | (1,142.1 | ) | 36.8 | (1,105.3 | ) | |||||||||||||||||||
Total ON Semiconductor Corporation stockholders’ equity | 1,454.00 | 36.8 | 1,490.80 | |||||||||||||||||||||
Total stockholders' equity | 1,486.80 | 36.8 | 1,523.60 | |||||||||||||||||||||
Total liabilities and equity | $ | 3,257.00 | $ | 36.8 | $ | 3,293.80 | ||||||||||||||||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of operations and comprehensive income for the years ended December 31, 2013 and 2012 (in millions, except per share data): | ||||||||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,844.30 | $ | 9.3 | $ | 1,853.60 | ||||||||||||||||||
Gross profit | 938.4 | (9.3 | ) | 929.1 | ||||||||||||||||||||
Operating income | 218.2 | (9.3 | ) | 208.9 | ||||||||||||||||||||
Other | 3.1 | (1.6 | ) | 1.5 | ||||||||||||||||||||
Other income (expenses), net | (37.3 | ) | (1.6 | ) | (38.9 | ) | ||||||||||||||||||
Income before income taxes | 180.9 | (10.9 | ) | 170 | ||||||||||||||||||||
Income tax provision | (26.9 | ) | 10.5 | (16.4 | ) | |||||||||||||||||||
Net income | 154 | (0.4 | ) | 153.6 | ||||||||||||||||||||
Net income attributable to ON Semiconductor Corporation | 150.8 | (0.4 | ) | 150.4 | ||||||||||||||||||||
Comprehensive income | 147.7 | (0.4 | ) | 147.3 | ||||||||||||||||||||
Comprehensive income attributable to ON Semiconductor Corporation | 144.5 | (0.4 | ) | 144.1 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cost of revenues (exclusive of amortization shown below) | $ | 1,943.00 | $ | 5.6 | $ | 1,948.60 | ||||||||||||||||||
Gross profit | 951.9 | (5.6 | ) | 946.3 | ||||||||||||||||||||
Restructuring, asset impairments and other, net | 165.3 | (1.6 | ) | 163.7 | ||||||||||||||||||||
Total operating expenses | 968.2 | (1.6 | ) | 966.6 | ||||||||||||||||||||
Operating loss | (16.3 | ) | (4.0 | ) | (20.3 | ) | ||||||||||||||||||
Loss before income taxes | (72.9 | ) | (4.0 | ) | (76.9 | ) | ||||||||||||||||||
Income tax provision | (13.4 | ) | (2.6 | ) | (16.0 | ) | ||||||||||||||||||
Net loss | (86.3 | ) | (6.6 | ) | (92.9 | ) | ||||||||||||||||||
Net loss attributable to ON Semiconductor Corporation | (90.6 | ) | (6.6 | ) | (97.2 | ) | ||||||||||||||||||
Comprehensive loss | (80.7 | ) | (6.6 | ) | (87.3 | ) | ||||||||||||||||||
Comprehensive loss attributable to ON Semiconductor Corporation | (85.0 | ) | (6.6 | ) | (91.6 | ) | ||||||||||||||||||
Net loss per common share attributable to ON Semiconductor Corporation: | ||||||||||||||||||||||||
Basic | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | |||||||||||||||
Diluted | $ | (0.20 | ) | $ | (0.01 | ) | $ | (0.21 | ) | |||||||||||||||
The following tables present the effect of the aforementioned revisions on the Company’s consolidated statements of cash flows for the years ended December 31, 2013 and 2012 (in millions). There was no impact to total cash flows from operating activities as a result of the errors or revisions: | ||||||||||||||||||||||||
Year ended December 31, 2013 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income | $ | 154 | $ | (0.4 | ) | $ | 153.6 | |||||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Change in deferred taxes | 9 | (7.6 | ) | 1.4 | ||||||||||||||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | ||||||||||||||||||||||||
Inventories | (97.6 | ) | 9.3 | (88.3 | ) | |||||||||||||||||||
Other assets | 20.4 | (1.3 | ) | 19.1 | ||||||||||||||||||||
Year ended December 31, 2012 | ||||||||||||||||||||||||
As Reported | Revision | As Revised | ||||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income (loss) | $ | (86.3 | ) | $ | (6.6 | ) | $ | (92.9 | ) | |||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Change in deferred taxes | (3.1 | ) | 1.2 | (1.9 | ) | |||||||||||||||||||
Changes in assets and liabilities (exclusive of the impact of acquisitions): | ||||||||||||||||||||||||
Inventories | (7.1 | ) | 5.6 | (1.5 | ) | |||||||||||||||||||
Accounts payable | (161.3 | ) | 1.4 | (159.9 | ) | |||||||||||||||||||
Other long-term liabilities | (10.8 | ) | (1.6 | ) | (12.4 | ) | ||||||||||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Balance Sheet as of December 31, 2013 (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||||||
Decrease in current assets | $ | — | $ | — | $ | — | $ | (3.0 | ) | $ | — | $ | (3.0 | ) | ||||||||||
Increase (decrease) in non-current assets | 36.8 | 36.8 | — | 39.8 | (73.6 | ) | 39.8 | |||||||||||||||||
Increase (decrease) in total assets | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Increase (decrease) in current liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in non-current liabilities | — | — | — | — | — | — | ||||||||||||||||||
Increase (decrease) in total liabilities | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Increase (decrease) in equity | $ | 36.8 | $ | 36.8 | $ | — | $ | 36.8 | $ | (73.6 | ) | $ | 36.8 | |||||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Operations for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | (1.2 | ) | $ | — | $ | (8.1 | ) | $ | — | $ | (9.3 | ) | |||||||||
Total change operating income | — | (1.2 | ) | — | (8.1 | ) | — | (9.3 | ) | |||||||||||||||
Total change in the provision for income taxes | — | 10.7 | — | (0.2 | ) | — | 10.5 | |||||||||||||||||
Total change in other income and expense | (0.4 | ) | (9.9 | ) | — | (2.9 | ) | 11.6 | (1.6 | ) | ||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (0.4 | ) | $ | (0.4 | ) | $ | — | $ | (11.2 | ) | $ | 11.6 | $ | (0.4 | ) | ||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in gross profit | $ | — | $ | 1.2 | $ | — | $ | (6.8 | ) | $ | — | $ | (5.6 | ) | ||||||||||
Total change operating income | — | 1.2 | — | (5.2 | ) | — | (4.0 | ) | ||||||||||||||||
Total change in the provision for income taxes | — | (2.6 | ) | — | — | — | (2.6 | ) | ||||||||||||||||
Total change in other income and expense | (6.6 | ) | (5.2 | ) | — | — | 11.8 | — | ||||||||||||||||
Total change in net income attributable to ON Semiconductor Corporation | $ | (6.6 | ) | $ | (6.6 | ) | $ | — | $ | (5.2 | ) | $ | 11.8 | $ | (6.6 | ) | ||||||||
Please refer below for the impact of the corrections to the Condensed Consolidating Statements of Cash Flows for the years ended December 31, 2013 and 2012, respectively (in millions): | ||||||||||||||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2013 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (11.3 | ) | $ | — | $ | — | $ | — | $ | 11.3 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 11.3 | — | — | — | (11.3 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Issuers | Guarantor | |||||||||||||||||||||||
Subsidiaries | ||||||||||||||||||||||||
ON Semiconductor | SCI LLC | Other | Non-Guarantor | Eliminations | Total | |||||||||||||||||||
Corporation | Subsidiaries | Subsidiaries | ||||||||||||||||||||||
For the Year Ended December 31, 2012 | ||||||||||||||||||||||||
Total change in net cash provided by (used in)operating activities | $ | (13.1 | ) | $ | — | $ | — | $ | — | $ | 13.1 | $ | — | |||||||||||
Total change in net cash provided by (used in) investing activities | 13.1 | — | — | — | (13.1 | ) | — | |||||||||||||||||
Total change in net cash used in financing activities | — | — | — | — | — | — | ||||||||||||||||||
Total change in net increase (decrease) in cash and cash equivalents | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||
Background_and_Basis_of_Presen2
Background and Basis of Presentation (Revised Consolidated Balance Sheet) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Inventories | $729.90 | $608.80 | ||
Decrease in current assets | 1,805.80 | 1,707.20 | ||
Other assets | 91 | 104.4 | ||
Total assets | 3,823 | 3,293.80 | ||
Accumulated deficit | -915.6 | -1,105.30 | ||
Total ON Semiconductor Corporation stockholders’ equity | 1,626.50 | 1,490.80 | ||
Total stockholders' equity | 1,647.40 | 1,523.60 | 1,427.90 | 1,537.30 |
Total liabilities and equity | 3,823 | 3,293.80 | ||
Scenario, Previously Reported [Member] | ||||
Inventories | 611.8 | |||
Decrease in current assets | 1,710.20 | |||
Other assets | 64.6 | |||
Total assets | 3,257 | |||
Accumulated deficit | -1,142.10 | |||
Total ON Semiconductor Corporation stockholders’ equity | 1,454 | |||
Total stockholders' equity | 1,486.80 | |||
Total liabilities and equity | 3,257 | |||
Restatement Adjustment [Member] | ||||
Inventories | -3 | |||
Decrease in current assets | -3 | |||
Other assets | 39.8 | |||
Total assets | 36.8 | |||
Accumulated deficit | 36.8 | 43.8 | ||
Total ON Semiconductor Corporation stockholders’ equity | 36.8 | |||
Total stockholders' equity | 36.8 | |||
Total liabilities and equity | $36.80 |
Background_and_Basis_of_Presen3
Background and Basis of Presentation (Revised Consolidated Statements of Operations and Comprehensive Income) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cost of revenues (exclusive of amortization shown below) | $2,076.90 | $1,853.60 | $1,948.60 | ||||||||
Gross profit | 277.7 | 280.9 | 278.1 | 248.2 | 250.4 | 249.2 | 231.9 | 197.6 | 1,084.90 | 929.1 | 946.3 |
Restructuring, asset impairments and other, net | 30.5 | 33.2 | 163.7 | ||||||||
Total operating expenses | 856 | 720.2 | 966.6 | ||||||||
Operating income (loss) | 228.9 | 208.9 | -20.3 | ||||||||
Other | -4.4 | 1.5 | 5.8 | ||||||||
Other income (expenses), net | -37 | -38.9 | -56.6 | ||||||||
Income (loss) before income taxes | 191.9 | 170 | -76.9 | ||||||||
Income tax benefit (provision) | 0.2 | -16.4 | -16 | ||||||||
Net income (loss) | 192.1 | 153.6 | -92.9 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | -0.6 | 40.5 | 94.1 | 55.7 | 37.8 | 50.7 | 45.8 | 16.1 | 189.7 | 150.4 | -97.2 |
Comprehensive income (loss) | 198 | 147.3 | -87.3 | ||||||||
Comprehensive income (loss) attributable to ON Semiconductor Corporation | 195.6 | 144.1 | -91.6 | ||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||
Basic (in dollars per share) | $0.43 | $0.34 | ($0.21) | ||||||||
Diluted (in dollars per share) | $0 | $0.09 | $0.21 | $0.13 | $0.08 | $0.11 | $0.10 | $0.04 | $0.43 | $0.33 | ($0.21) |
Scenario, Previously Reported [Member] | |||||||||||
Cost of revenues (exclusive of amortization shown below) | 1,844.30 | 1,943 | |||||||||
Gross profit | 284.1 | 273 | 250.8 | 252.9 | 249.2 | 231.8 | 204.5 | 938.4 | 951.9 | ||
Restructuring, asset impairments and other, net | 165.3 | ||||||||||
Total operating expenses | 968.2 | ||||||||||
Operating income (loss) | 218.2 | -16.3 | |||||||||
Other | 3.1 | ||||||||||
Other income (expenses), net | -37.3 | ||||||||||
Income (loss) before income taxes | 180.9 | -72.9 | |||||||||
Income tax benefit (provision) | -26.9 | -13.4 | |||||||||
Net income (loss) | 154 | -86.3 | |||||||||
Net income (loss) attributable to ON Semiconductor Corporation | 41.6 | 88 | 58.4 | 28.7 | 51.8 | 47.7 | 22.6 | 150.8 | -90.6 | ||
Comprehensive income (loss) | 147.7 | -80.7 | |||||||||
Comprehensive income (loss) attributable to ON Semiconductor Corporation | 144.5 | -85 | |||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||
Basic (in dollars per share) | ($0.20) | ||||||||||
Diluted (in dollars per share) | $0.09 | $0.20 | $0.13 | $0.06 | $0.11 | $0.11 | $0.05 | ($0.20) | |||
Restatement Adjustment [Member] | |||||||||||
Cost of revenues (exclusive of amortization shown below) | 9.3 | 5.6 | |||||||||
Gross profit | -3.2 | 5.1 | 2.6 | -2.5 | 0 | 0.1 | -6.9 | -9.3 | -5.6 | ||
Restructuring, asset impairments and other, net | -1.6 | ||||||||||
Total operating expenses | -1.6 | ||||||||||
Operating income (loss) | -9.3 | -4 | |||||||||
Other | -1.6 | ||||||||||
Other income (expenses), net | -1.6 | 0 | |||||||||
Income (loss) before income taxes | -10.9 | -4 | |||||||||
Income tax benefit (provision) | 10.5 | -2.6 | |||||||||
Net income (loss) | -0.4 | -6.6 | |||||||||
Net income (loss) attributable to ON Semiconductor Corporation | -1.1 | 6.1 | -2.7 | 9.1 | -1.1 | -1.9 | -6.5 | -0.4 | -6.6 | ||
Comprehensive income (loss) | -0.4 | -6.6 | |||||||||
Comprehensive income (loss) attributable to ON Semiconductor Corporation | ($0.40) | ($6.60) | |||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||
Basic (in dollars per share) | ($0.01) | ||||||||||
Diluted (in dollars per share) | $0 | $0.01 | $0 | $0.02 | $0 | ($0.01) | ($0.01) | ($0.01) |
Background_and_Basis_of_Presen4
Background and Basis of Presentation (Revised Consolidated Statement Of Cash Flows) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | $192.10 | $153.60 | ($92.90) |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Change in deferred taxes | -18.8 | 1.4 | -1.9 |
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||
Inventories | -59 | -88.3 | -1.5 |
Other assets | -14.1 | 19.1 | -9.9 |
Accounts payable | -17.3 | 6.6 | -159.9 |
Other long-term liabilities | -15.5 | -48.9 | -12.4 |
Scenario, Previously Reported [Member] | |||
Cash flows from operating activities: | |||
Net income (loss) | 154 | -86.3 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Change in deferred taxes | 9 | -3.1 | |
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||
Inventories | -97.6 | -7.1 | |
Other assets | 20.4 | ||
Accounts payable | -161.3 | ||
Other long-term liabilities | -10.8 | ||
Restatement Adjustment [Member] | |||
Cash flows from operating activities: | |||
Net income (loss) | -0.4 | -6.6 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Change in deferred taxes | -7.6 | 1.2 | |
Changes in assets and liabilities (exclusive of the impact of acquisitions): | |||
Inventories | 9.3 | 5.6 | |
Other assets | -1.3 | ||
Accounts payable | 1.4 | ||
Other long-term liabilities | ($1.60) |
Significant_Accounting_Policie2
Significant Accounting Policies (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Significant Accounting Policies [Line Items] | |
Repayment period of distributor | 30 days |
Standard Product Warranty, period from the date of shipment | 2 years |
Repayment period of account receivable, cash discount, after the date of shipment | 10 days |
Minimum [Member] | Building [Member] | |
Significant Accounting Policies [Line Items] | |
Estimated useful lives of property, plant and equipment, minimum (in years) | 30 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Significant Accounting Policies [Line Items] | |
Estimated useful lives of property, plant and equipment, minimum (in years) | 3 years |
Maximum [Member] | Building [Member] | |
Significant Accounting Policies [Line Items] | |
Estimated useful lives of property, plant and equipment, minimum (in years) | 50 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Significant Accounting Policies [Line Items] | |
Estimated useful lives of property, plant and equipment, minimum (in years) | 20 years |
Acquisitions_Narrative_Details
Acquisitions (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 5 Months Ended | 8 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 15, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Apr. 30, 2014 |
Business Acquisition [Line Items] | |||||||
Increase in acquisition costs | $8.10 | ||||||
Amount of non-controlling interest acquired in the period | 10.00% | 10.00% | 10.00% | ||||
Goodwill | 264.7 | 184.6 | 264.7 | 264.7 | |||
Amortization of acquisition-related intangible assets | 68.4 | 33.1 | 44.4 | ||||
Restructuring Costs | 28.1 | 67.3 | 73.4 | ||||
Aptima [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amount of non-controlling interest acquired in the period | 100.00% | ||||||
Purchase price | 405.4 | ||||||
Business Combination, Consideration Withheld and Placed in Escrow | 40 | 40 | 40 | 40 | |||
Revenues | 209 | ||||||
Net income (loss) attributable to ON Semiconductor Corporation | -39.2 | ||||||
Expensing of the acquisition related inventory step-up | 22.3 | ||||||
Inventories after related step-up | 25.5 | 84.8 | 25.5 | 25.5 | |||
In-process research and development | 51.3 | ||||||
Intangible assets | 206.9 | ||||||
Goodwill | 65.3 | ||||||
Aptima [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 127.5 | ||||||
Weighted average useful life | 2 years | ||||||
Aptima [Member] | Developed Technology [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 77.1 | ||||||
Aptima [Member] | Patents [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Weighted average useful life | 6 years | ||||||
Aptima [Member] | Trademarks [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 2.3 | ||||||
Weighted average useful life | 6 months | ||||||
Aptima [Member] | Scenario, Previously Reported [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Inventories after related step-up | 85.3 | ||||||
In-process research and development | 75.4 | ||||||
Intangible assets | 183.1 | ||||||
Goodwill | 63.8 | ||||||
Truesense Imaging, Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amount of non-controlling interest acquired in the period | 100.00% | ||||||
Business Combination, Consideration, Liability | 2.9 | 2.9 | 2.9 | ||||
Revenues | 53.4 | ||||||
Net income (loss) attributable to ON Semiconductor Corporation | -0.3 | ||||||
Expensing of the acquisition related inventory step-up | 4.7 | ||||||
Inventories after related step-up | 10.4 | 10.4 | 10.4 | 18.3 | |||
In-process research and development | 10.2 | ||||||
Intangible assets | 35.5 | ||||||
Goodwill | 23.5 | ||||||
Goodwill, tax deductible amount | 2 | 2 | 2 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 95.7 | ||||||
Truesense Imaging, Inc. [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 18.8 | ||||||
Weighted average useful life | 5 years | ||||||
Truesense Imaging, Inc. [Member] | Developed Technology [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 16.7 | ||||||
Weighted average useful life | 9 years | ||||||
Truesense Imaging, Inc. [Member] | Scenario, Previously Reported [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Inventories after related step-up | 18.8 | ||||||
In-process research and development | 7.5 | ||||||
Intangible assets | 33.1 | ||||||
Goodwill | 27 | ||||||
Truesense Imaging, Inc. [Member] | Scenario, Actual [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 23.5 | 23.5 | 23.5 | 23.5 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 35.5 | ||||||
Business Acquisitions [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Amortization of acquisition-related intangible assets | 50.8 | 95.4 | |||||
Cost of Revenue [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Expensing of the acquisition related inventory step-up | $27 |
Acquisitions_Acquisitions_Sche
Acquisitions (Acquisitions Schedule of Purchase Price Allocation) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 15, 2014 | Apr. 30, 2014 |
In Millions, unless otherwise specified | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $264.70 | $184.60 | ||
Aptima [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 30.3 | |||
Receivables | 53.2 | |||
Inventories | 25.5 | 84.8 | ||
Other current assets | 5.7 | |||
Property, plant and equipment | 36.3 | |||
Goodwill | 65.3 | |||
Intangible assets | 206.9 | |||
In-process research and development | 51.3 | |||
Other non-current assets | 2.3 | |||
Total assets acquired | 536.1 | |||
Accounts payable | 66.6 | |||
Other current liabilities | 49.7 | |||
Other non-current liabilities | 14.4 | |||
Total liabilities assumed | 130.7 | |||
Net assets acquired | 405.4 | |||
Truesense Imaging, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 4.2 | |||
Receivables | 8.8 | |||
Inventories | 10.4 | 18.3 | ||
Other current assets | 3.6 | |||
Property, plant and equipment | 26.4 | |||
Goodwill | 23.5 | |||
Intangible assets | 35.5 | |||
In-process research and development | 10.2 | |||
Total assets acquired | 130.5 | |||
Accounts payable | 3.8 | |||
Other current liabilities | 6 | |||
Other non-current liabilities | 25 | |||
Total liabilities assumed | 34.8 | |||
Net assets acquired | 95.7 | |||
Initial Estimate [Member] | Aptima [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 30.3 | |||
Receivables | 53.2 | |||
Inventories | 85.3 | |||
Other current assets | 5.7 | |||
Property, plant and equipment | 35.9 | |||
Goodwill | 63.8 | |||
Intangible assets | 183.1 | |||
In-process research and development | 75.4 | |||
Other non-current assets | 2.3 | |||
Total assets acquired | 535 | |||
Accounts payable | 66.8 | |||
Other current liabilities | 51.2 | |||
Other non-current liabilities | 14.5 | |||
Total liabilities assumed | 132.5 | |||
Net assets acquired | 402.5 | |||
Initial Estimate [Member] | Truesense Imaging, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 4.2 | |||
Receivables | 8.8 | |||
Inventories | 18.8 | |||
Other current assets | 2.6 | |||
Property, plant and equipment | 25.6 | |||
Goodwill | 27 | |||
Intangible assets | 33.1 | |||
In-process research and development | 7.5 | |||
Total assets acquired | 127.6 | |||
Accounts payable | 3.8 | |||
Other current liabilities | 5.6 | |||
Other non-current liabilities | 23.1 | |||
Total liabilities assumed | 32.5 | |||
Net assets acquired | 95.1 | |||
Adjustments [Member] | Aptima [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 0 | |||
Receivables | 0 | |||
Inventories | -0.5 | |||
Other current assets | 0 | |||
Property, plant and equipment | 0.4 | |||
Goodwill | 1.5 | |||
Intangible assets | 23.8 | |||
In-process research and development | -24.1 | |||
Other non-current assets | 0 | |||
Total assets acquired | 1.1 | |||
Accounts payable | -0.2 | |||
Other current liabilities | -1.5 | |||
Other non-current liabilities | -0.1 | |||
Total liabilities assumed | -1.8 | |||
Net assets acquired | 2.9 | |||
Adjustments [Member] | Truesense Imaging, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 0 | |||
Receivables | 0 | |||
Inventories | -0.5 | |||
Other current assets | 1 | |||
Property, plant and equipment | 0.8 | |||
Goodwill | -3.5 | |||
Intangible assets | 2.4 | |||
In-process research and development | 2.7 | |||
Total assets acquired | 2.9 | |||
Accounts payable | 0 | |||
Other current liabilities | 0.4 | |||
Other non-current liabilities | 1.9 | |||
Total liabilities assumed | 2.3 | |||
Net assets acquired | $0.60 |
Acquisitions_Schedule_of_Pro_F
Acquisitions (Schedule of Pro Forma Information) (Details) (Aptima, Inc. and Truesense Imaging, Inc. [Member], USD $) | 12 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Aptima, Inc. and Truesense Imaging, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Revenues | $3,536.40 | $3,347.70 |
Gross profit | 1,213.70 | 1,075.20 |
Net income attributable to ON Semiconductor Corporation | $147.80 | $68.90 |
Net income per common share attributable to ON Semiconductor Corporation, Basic (in dollars per share) | $0.34 | $0.15 |
Net income per common share attributable to ON Semiconductor Corporation, Diluted (in dollars per share) | $0.33 | $0.15 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill impairment | ($8.70) | ||||
Goodwill impairment test discount rate | 11.00% | 14.00% | |||
Goodwill impairment test long term growth rate | 3.00% | 4.00% | |||
Impairment of intangible assets | 41.5 | 40.6 | |||
Impairment of long-lived assets | 4.7 | ||||
Amortization of acquisition-related intangible assets | 68.4 | 33.1 | 44.4 | ||
Amortization of Intangible Assets Including Acquired Assets | 44.4 | ||||
Finite-Lived Intangible Assets, Gross | 802 | 802 | 498.1 | ||
Applications Product Group [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | 0.9 | ||||
In Process Research and Development [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | 0 | ||||
Finite-Lived Intangible Assets, Gross | 61.5 | 61.5 | |||
Standard Products Group [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | 3.8 | ||||
Applications Product Group [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill impairment | 8.7 | ||||
Standard Products Group [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill impairment | 14.1 | ||||
System Solutions Group [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | 31.6 | ||||
Impairment of long-lived assets | $126 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Summary Of Goodwill by Operating Segment) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Goodwill [Line Items] | ||
Goodwill | $712.20 | $623.40 |
Accumulated Amortization | -9.8 | -9.8 |
Accumulated Impairment Losses | -437.7 | -429 |
Carrying Value | 264.7 | 184.6 |
Application Products Group [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 539.9 | 539.9 |
Accumulated Amortization | -4.2 | -4.2 |
Accumulated Impairment Losses | -414.7 | -406 |
Carrying Value | 121 | 129.7 |
Standard Products Group [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 76 | 76 |
Accumulated Amortization | -5.6 | -5.6 |
Accumulated Impairment Losses | -23 | -23 |
Carrying Value | 47.4 | 47.4 |
Image Sensor Group [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 96.3 | 7.5 |
Accumulated Amortization | 0 | 0 |
Accumulated Impairment Losses | 0 | 0 |
Carrying Value | $96.30 | $7.50 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Summary Of Change In Goodwill) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Goodwill [Roll Forward] | |
Net balance as of December 31, 2013 | $184.60 |
Additions due to business combinations | 88.8 |
Impairment charge | -8.7 |
Net balance as of December 31, 2014 | $264.70 |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets (Summary Of Intangible Assets, Net) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | $802 | $498.10 |
Accumulated Amortization | -275.1 | -206.7 |
Foreign Currency Translation Adjustment | -27.8 | -27.4 |
Accumulated Impairment | -41.5 | -40.6 |
Carrying Value | 457.6 | 223.4 |
Intellectual property [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 13.9 | 13.9 |
Accumulated Amortization | -10 | -9.4 |
Foreign Currency Translation Adjustment | 0 | 0 |
Accumulated Impairment | -0.4 | -0.4 |
Carrying Value | 3.5 | 4.1 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 426.6 | 280.3 |
Accumulated Amortization | -146.2 | -105.5 |
Foreign Currency Translation Adjustment | -27.8 | -27.4 |
Accumulated Impairment | -23.7 | -23 |
Carrying Value | 228.9 | 124.4 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 43.7 | 43.7 |
Accumulated Amortization | -21.3 | -19 |
Foreign Currency Translation Adjustment | 0 | 0 |
Accumulated Impairment | -13.7 | -13.7 |
Carrying Value | 8.7 | 11 |
Developed technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 240 | 146.2 |
Accumulated Amortization | -88.9 | -66.7 |
Foreign Currency Translation Adjustment | 0 | 0 |
Accumulated Impairment | -2.6 | -2.4 |
Carrying Value | 148.5 | 77.1 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 16.3 | 14 |
Accumulated Amortization | -8.7 | -6.1 |
Foreign Currency Translation Adjustment | 0 | 0 |
Accumulated Impairment | -1.1 | -1.1 |
Carrying Value | 6.5 | 6.8 |
In Process Research and Development [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Original Cost | 61.5 | |
Accumulated Amortization | 0 | |
Foreign Currency Translation Adjustment | 0 | |
Accumulated Impairment | 0 | |
Carrying Value | $61.50 |
Goodwill_and_Intangible_Assets6
Goodwill and Intangible Assets (Summary Of Amortization Expense) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2015 | $134.50 |
2016 | 91.1 |
2017 | 52.8 |
2018 | 34 |
2019 | 28.9 |
Thereafter | 54.8 |
Total estimated amortization expense | $396.10 |
Restructuring_Asset_Impairment2
Restructuring, Asset Impairments and Other, Net (Narrative) (Details) (USD $) | 12 Months Ended | 3 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Oct. 06, 2013 | |
employees | employees | ||||
Restructuring Cost and Reserve [Line Items] | |||||
Charges | $28,100,000 | $67,300,000 | |||
Accrued liabilities | 3,400,000 | 26,200,000 | 17,100,000 | 26,200,000 | |
Other Restructuring Costs | -3,600,000 | -42,100,000 | -12,700,000 | ||
System Solutions Group Voluntary Retirement Programs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Other Restructuring Costs | -4,500,000 | -15,600,000 | -11,700,000 | ||
System Solutions Group Voluntary Retirement Programs [Member] | Contract Employee [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 20 | ||||
System Solutions Group Voluntary Retirement Programs [Member] | Voluntary Retirement [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 20 | 350 | |||
Charges | 10,400,000 | ||||
Number of employees terminated | 40 | ||||
Increase (decrease) in pension and postretirement obligations | -4,500,000 | ||||
System Solutions Group Voluntary Retirement Programs [Member] | Voluntary Retirement [Member] | Minimum [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 60 | ||||
System Solutions Group Voluntary Retirement Programs [Member] | Voluntary Retirement [Member] | Maximum [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 70 | ||||
System Solutions Group Voluntary Retirement Programs [Member] | Voluntary Retirement [Member] | Contract Employee [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 70 | ||||
KSS Plan [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Other Restructuring Costs | -2,100,000 | 0 | |||
KSS Plan [Member] | Voluntary Retirement [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Other Restructuring Costs | 2,100,000 | ||||
KSS Plan [Member] | Facility Closing [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 4 | 170 | |||
Accrued liabilities | 1,700,000 | ||||
Costs incurred associated with closure of facilities | 2,300,000 | ||||
Additional employee separation charges expected to incur | 300,000 | ||||
KSS Plan [Member] | Facility Closing [Member] | Contract Employee [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected number of positions to be eliminated | 40 | ||||
KSS Plan [Member] | Exit Costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Additional employee separation charges expected to incur | 500,000 | ||||
KSS Plan [Member] | Employee Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Charges | 7,800,000 | ||||
Business Combination Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Other Restructuring Costs | 0 | ||||
Business Combination Severance [Member] | Facility Closing [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Charges | 5,900,000 | ||||
Accrued liabilities | $0 |
Restructuring_Asset_Impairment3
Restructuring, Asset Impairments and Other, Net (Reconciliation Of "Restructuring, Asset Impairments And Other, Net" Caption On The Consolidated Statement Of Operations) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | $28.10 | $67.30 | $73.40 |
Asset Impairments | 6 | 8 | 103 |
Other (2) | -3.6 | -42.1 | -12.7 |
Total | 30.5 | 33.2 | 163.7 |
System Solutions Group Voluntary Retirement Programs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 10.4 | 52.9 | 47.6 |
Asset Impairments | 0 | 0 | 0 |
Other (2) | -4.5 | -15.6 | -11.7 |
Total | 5.9 | 37.3 | 35.9 |
Business Combination Severance [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 5.9 | ||
Asset Impairments | 0 | ||
Other (2) | 0 | ||
Total | 5.9 | ||
KSS Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 10.1 | 6.5 | |
Asset Impairments | 0 | 3.5 | |
Other (2) | -2.1 | 0 | |
Total | 8 | 10 | |
Other Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 1.7 | 4.8 | 2 |
Asset Impairments | 6 | 4.5 | 4.1 |
Other (2) | 3 | -4.1 | -1.1 |
Total | 10.7 | 5.2 | 5 |
Aizu Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 3.1 | 9 | |
Asset Impairments | 0 | 4.5 | |
Other (2) | -22.4 | 0.1 | |
Total | -19.3 | 13.6 | |
2012 global workforce reduction [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 11.2 | ||
Asset Impairments | 0 | ||
Other (2) | 0 | ||
Total | 11.2 | ||
System Solutions Group Consolidation [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 3.6 | ||
Asset Impairments | 0 | ||
Other (2) | 0 | ||
Total | 3.6 | ||
System Solutions Group Asset Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 0 | ||
Asset Impairments | 94.4 | ||
Other (2) | 0 | ||
Total | $94.40 |
Restructuring_Asset_Impairment4
Restructuring, Asset Impairments and Other, Net (Rollforward of Accrued Restructuring Charges) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Reserve [Roll Forward] | ||
Balance at Beginning of Period | $26,200,000 | $17,100,000 |
Charges | 28,100,000 | 67,300,000 |
Usage | -50,900,000 | -56,600,000 |
Adjustments | -1,600,000 | |
Balance at End of Period | 3,400,000 | 26,200,000 |
Estimated Employee Separation Charges [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Balance at Beginning of Period | 25,200,000 | 15,500,000 |
Charges | 24,400,000 | 62,200,000 |
Usage | -47,300,000 | -50,900,000 |
Adjustments | -1,600,000 | |
Balance at End of Period | 2,300,000 | 25,200,000 |
Estimated Costs To Exit [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Balance at Beginning of Period | 1,000,000 | 1,600,000 |
Charges | 3,700,000 | 5,100,000 |
Usage | -3,600,000 | -5,700,000 |
Adjustments | 0 | |
Balance at End of Period | $1,100,000 | $1,000,000 |
Balance_Sheet_Information_Narr
Balance Sheet Information (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Balance Sheet Related Disclosures [Abstract] | |||
Depreciation expense for property, plant and equipment | $183.60 | $164.60 | $180.80 |
Assets financed under capital leases included in total property, plant and equipment | $40.80 | $41.80 |
Balance_Sheet_Information_Supp
Balance Sheet Information (Supplemental Balance Sheet Information) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Receivables, net: | |||
Accounts receivable | $419,100,000 | $384,400,000 | |
Less: Allowance for doubtful accounts | -1,600,000 | -1,000,000 | |
Accounts receivable, net | 417,500,000 | 383,400,000 | |
Inventories: | |||
Raw materials | 119,700,000 | 89,200,000 | |
Work in process | 365,500,000 | 317,900,000 | |
Finished goods | 244,700,000 | 201,700,000 | |
Inventories, net | 729,900,000 | 608,800,000 | |
Other Current Assets: | |||
Prepaid expenses | 28,700,000 | 24,800,000 | |
Value added and other income tax receivables | 40,400,000 | 31,700,000 | |
Other (1) | 71,500,000 | 32,800,000 | |
Other current assets | 140,600,000 | 89,300,000 | |
Property, plant and equipment, net: | |||
Land | 46,100,000 | 52,300,000 | |
Buildings | 484,300,000 | 467,700,000 | |
Machinery and equipment | 2,165,000,000 | 1,918,400,000 | |
Total property, plant and equipment | 2,695,400,000 | 2,438,400,000 | |
Less: Accumulated depreciation | -1,491,500,000 | -1,364,200,000 | |
Property, plant and equipment, net | 1,203,900,000 | 1,074,200,000 | 1,103,300,000 |
Accrued expenses: | |||
Accrued payroll | 117,000,000 | 91,300,000 | |
Sales related reserves | 65,800,000 | 54,200,000 | |
Restructuring reserves | 3,400,000 | 26,200,000 | 17,100,000 |
Accrued pension liability | 200,000 | 10,400,000 | |
Accrued interest | 1,800,000 | 1,900,000 | |
Other | 99,700,000 | 36,300,000 | |
Accrued Liabilities, Current, Total | 287,900,000 | 220,300,000 | |
Other Current Assets [Member] | Assets Held-for-sale [Member] | |||
Accrued expenses: | |||
Property, plant and equipment long lived | $5,000,000 |
Balance_Sheet_Information_Warr
Balance Sheet Information (Warranty Reserves) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Warranty Reserves [Roll Forward] | |||
Beginning Balance | $6 | $10.20 | $5.80 |
Provision | 2.7 | 4.4 | 8.1 |
Usage | -3.2 | -8.6 | -3.7 |
Ending Balance | $5.50 | $6 | $10.20 |
LongTerm_Debt_Schedule_of_Long
Long-Term Debt (Schedule of Long-Term Debt) (Details) (USD $) | Dec. 31, 2014 | Sep. 23, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | $1,192.60 | $942.20 | |
Less: Current maturities | -209.6 | -181.6 | |
Long-term debt | 983 | 760.6 | |
Senior Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 350 | 120 | |
Debt instrument, interest rate | 1.69% | 2.00% | |
Loan with Japanese bank due 2014 through 2018, interest payable quarterly at 2.00% and 2.06%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 235.9 | 273.7 | |
Debt instrument, interest rate | 2.01% | 2.00% | |
2.625% Notes, Series B [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 342.2 | 335.2 | |
Debt instrument, interest rate | 2.63% | 2.63% | |
Debt instrument, discount | 14.7 | 21.7 | |
Loan with Hong Kong bank, interest payable weekly at 1.91% and 1.96%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 35 | 40 | |
Debt instrument, interest rate | 1.92% | 1.91% | |
Loans with Philippine banks due 2014 through 2015, interest payable monthly and quarterly at an average rate of 2.16% and 1.97%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 54.2 | 39.2 | |
Long-term Debt, Weighted Average Interest Rate | 2.37% | 2.16% | |
Unsecured debt | 15 | 15 | |
Secured debt | 39.2 | 24.2 | |
Loan with Chinese bank due 2014, interest payable quarterly at 3.34% and 3.41%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 0 | 7 | |
Debt instrument, interest rate | 3.34% | ||
Loan with Singapore bank, interest payable weekly at 1.94% and 1.95%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 20 | 15 | |
Debt instrument, interest rate | 1.42% | 1.94% | |
Loan with British finance company, interest payable monthly at 1.57% and 1.51%, respectively [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 0 | 0.2 | |
Debt instrument, interest rate | 1.57% | ||
U.S. real estate mortgages payable monthly through 2016 at an average rate of 4.86% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 54.8 | 28.1 | |
Long-term Debt, Weighted Average Interest Rate | 3.35% | 4.86% | |
U.S. equipment financing payable monthly through 2016 at 2.94% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 4.8 | 9.5 | |
Debt instrument, interest rate | 2.94% | 2.94% | |
Canada equipment financing payable monthly through 2017 at 3.81% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 4.2 | 5.9 | |
Debt instrument, interest rate | 3.81% | 3.81% | |
Canada revolving line of credit, interest payable quarterly at 1.84% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 15 | 15 | |
Debt instrument, interest rate | 1.84% | 1.84% | |
Malaysia Revolving Line of Credit, Interest Payable Quarterly at 1.69% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 25 | 25 | 0 |
Debt instrument, interest rate | 1.71% | ||
Vietnam Revolving Line of Credit, Interest Payable Annually at 2.03% [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | 10.7 | 0 | |
Debt instrument, interest rate | 1.87% | ||
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, including current maturities | $40.80 | $53.40 |
LongTerm_Debt_Schedule_of_Annu
Long-Term Debt (Schedule of Annual Maturities Relating to Long-Term Debt) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Debt Disclosure [Abstract] | |
2015 | $209.60 |
2016 | 426.5 |
2017 | 53.3 |
2018 | 482.9 |
2019 | 35 |
Thereafter | 0 |
Total | $1,207.30 |
LongTerm_Debt_Narrative_Loss_o
Long-Term Debt (Narrative) (Loss on Debt Repurchase or Exchange) (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Mar. 22, 2013 | Sep. 04, 2012 |
Debt Instrument [Line Items] | |||||
(Loss) gain on debt repurchase | ($3.10) | ($7.80) | |||
Long-term Debt | 942.2 | 1,192.60 | |||
Exchange of convertible notes | 1.8 | 4.8 | |||
2.625% Convertible Senior Subordinated Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 2.63% | ||||
2.625% Notes, Series B [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 335.2 | 342.2 | |||
Debt instrument, interest rate | 2.63% | 2.63% | |||
Write off of unamortized debt issuance costs | 0.9 | ||||
Cash consideration | 0 | 2 | |||
Debt Exchange - 2013 [Member] | 2.625% Convertible Senior Subordinated Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
(Loss) gain on debt repurchase | -3.1 | ||||
Long-term Debt | 57.4 | ||||
Debt Exchange - 2013 [Member] | 2.625% Notes, Series B [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 2.63% | ||||
Write off of unamortized debt issuance costs | 0.2 | ||||
Exchange of convertible notes | 5.9 | ||||
Debt Exchange [Member] | 2.625% Convertible Senior Subordinated Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Par value of debt exchanged | 60 | 99.9 | 60 | ||
Debt Exchange [Member] | 2.625% Notes, Series B [Member] | |||||
Debt Instrument [Line Items] | |||||
Par value of debt exchanged | 58.5 | 99.9 | 58.5 | ||
Debt Exchange - 2012 [Member] | 2.625% Convertible Senior Subordinated Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
(Loss) gain on debt repurchase | -7.8 | ||||
Par value of debt exchanged | 99.9 | ||||
Long-term Debt | 92.8 | ||||
Debt instrument, interest rate | 2.63% | ||||
Debt Exchange - 2012 [Member] | 2.625% Notes, Series B [Member] | |||||
Debt Instrument [Line Items] | |||||
Par value of debt exchanged | 99.9 | ||||
Write off of unamortized debt issuance costs | 0.6 | ||||
Exchange of convertible notes | 1.9 | ||||
Cash consideration | $2 |
LongTerm_Debt_Narrative_Note_P
Long-Term Debt (Narrative) (Note Payable to SMBC) (Details) (USD $) | 1 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | |||
Long-term Debt | $1,192.60 | $942.20 | |
Senior Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 350 | 120 | |
SANYO Electric [Member] | |||
Debt Instrument [Line Items] | |||
Period of debt, in years | 7 years | ||
Principal amount of debt | 377.5 | ||
Long-term Debt | 235.9 | 273.7 | |
Basis spread on variable rate | 1.75% | ||
Principal payment of loan, quarterly | 9.4 | ||
Remaining balance of loan due in January 2018 | $122.70 |
LongTerm_Debt_Narrative_Amende
Long-Term Debt (Narrative) (Amended and Restated Senior Revolving Credit Facility) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |
Oct. 10, 2013 | Sep. 26, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||
Long-term Debt | $942,200,000 | $1,192,600,000 | ||
Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 800,000,000 | |||
Debt issuance costs included in other assets | 3,200,000 | |||
Ability to increase the size of the facility, in increments | 230,000,000 | 120,000,000 | ||
Line of Credit, Increase, Additional Borrowings, Maximum | 250,000,000 | |||
Credit agreement financial covenants, maximum total leverage ratio | 3.75 | |||
Credit agreement financial covenants, minimum interest coverage ratio | 3.5 | |||
Long-term Debt | 120,000,000 | 350,000,000 | ||
Debt Issuance Cost | 3,500,000 | |||
Revolving Credit Facility [Member] | Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Period of debt, in years | 5 years | |||
Letter of Credit [Member] | Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 40,000,000 | |||
Ability to increase the size of the facility, in increments | 10,000,000 | |||
Credit commitment outstanding | 200,000 | |||
Swingline Loans For Short Term Borrowings [Member] | Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 15,000,000 | |||
Foreign Currency Sublimit [Member] | Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $75,000,000 |
LongTerm_Debt_Narrative_Descri
Long-Term Debt (Narrative) (Description of 2.625% Notes, Series B) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Mar. 22, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
2.625% Notes, Series B [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.63% | 2.63% | ||
Write off of unamortized debt issuance costs | $900,000 | |||
Debt Instrument, Unamortized Discount | 14,700,000 | 21,700,000 | ||
2.625% Convertible Senior Subordinated Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.63% | |||
Debt Instrument, Convertible, Conversion Ratio | 95.2381 | |||
Debt Conversion, Original Debt, Amount | 1,000 | |||
Debt Instrument, Convertible, Conversion Price | $10.50 | |||
Percentage of product of closing sale price of common stock and conversion rate (less than) | 103.00% | |||
Debt Instrument, Unamortized Discount | 100,000 | 600,000 | ||
Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 1.69% | 2.00% | ||
Debt Exchange - 2013 [Member] | 2.625% Notes, Series B [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.63% | |||
Write off of unamortized debt issuance costs | $200,000 | |||
Debt Redemption Date December Twenty Two Thousand Thirteen [Member] | 2.625% Convertible Senior Subordinated Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Percentage of principal amount of debt redeemed | 100.00% |
LongTerm_Debt_Schedule_of_Long1
Long-Term Debt (Schedule of Long-term Debt Instruments, Summary of Exchanges) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 22, 2013 | Dec. 31, 2014 |
2.625% Notes, Series B [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.63% | 2.63% | ||
Cash consideration | $0 | $2 | ||
Capitalized exchange expenses | 21.7 | 14.7 | ||
2.625% Convertible Senior Subordinated Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.63% | |||
Capitalized exchange expenses | 0.1 | 0.6 | ||
Effective interest rate | 4.70% | 4.40% | ||
Debt Exchange [Member] | 2.625% Notes, Series B [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Value of Notes | 58.5 | 99.9 | 58.5 | |
Debt Exchange [Member] | 2.625% Convertible Senior Subordinated Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal Value of Notes | $60 | $99.90 | $60 |
LongTerm_Debt_Narrative_Canada
Long-Term Debt (Narrative) (Canada Revolving Line of Credit) (Details) (USD $) | 0 Months Ended | |||
Aug. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 10, 2013 | |
Canada revolving line of credit, interest payable quarterly at 1.84% [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $15,000,000 | |||
Credit commitment outstanding | 15,000,000 | 15,000,000 | ||
Basis spread on variable rate | 1.60% | |||
Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $800,000,000 |
LongTerm_Debt_Narrative_US_Rea
Long-Term Debt (Narrative) (U.S. Real Estate Mortgages) (Details) (Scotland [Member], Loans Payable [Member], USD $) | Aug. 04, 2014 |
In Millions, unless otherwise specified | |
Scotland [Member] | Loans Payable [Member] | |
Debt Instrument [Line Items] | |
Principal amount of debt | $49.40 |
Debt instrument, interest rate | 3.12% |
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $26.70 |
LongTerm_Debt_Narrative_Malays
Long-Term Debt (Narrative) (Malaysia Revolving Line of Credit) (Details) (USD $) | 0 Months Ended | |||
Sep. 23, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 10, 2013 | |
Debt Instrument [Line Items] | ||||
Long-term Debt | $1,192,600,000 | $942,200,000 | ||
Malaysia Revolving Line of Credit, Interest Payable Quarterly at 1.69% [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 25,000,000 | |||
Long-term Debt | 25,000,000 | 25,000,000 | 0 | |
Credit commitment outstanding | 25,000,000 | |||
Malaysia Revolving Line of Credit, Interest Payable Quarterly at 1.69% [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.45% | |||
Line of Credit, Terms, Payable on Demand, Number of Days in Which Borrowed Amount is Payable | 21 days | |||
Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 800,000,000 | |||
Long-term Debt | $350,000,000 | $120,000,000 |
LongTerm_Debt_Narrative_Vietna
Long-Term Debt (Narrative) (Vietnam Revolving Line of Credit) (Details) (USD $) | 0 Months Ended | |||
Sep. 03, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 10, 2013 | |
Debt Instrument [Line Items] | ||||
Long-term Debt | $1,192,600,000 | $942,200,000 | ||
Vietnam Revolving Line of Credit, Interest Payable Annually at 2.03% [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 25,000,000 | |||
Long-term Debt | 10,700,000 | 0 | ||
Vietnam Revolving Line of Credit, Interest Payable Annually at 2.03% [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.45% | |||
Line of Credit, Terms, Payable on Demand, Number of Days in Which Borrowed Amount is Payable | 5 days | |||
Senior Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 800,000,000 | |||
Long-term Debt | $350,000,000 | $120,000,000 |
LongTerm_Debt_Narrative_Capita
Long-Term Debt (Narrative) (Capital Lease Obligations) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Senior Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 1.69% | 2.00% |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Capital lease obligations for machinery and equipment | 40.8 | |
Minimum [Member] | Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 1.75% | |
Maximum [Member] | Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 6.00% |
LongTerm_Debt_Narrative_Debt_G
Long-Term Debt (Narrative) (Debt Guarantees) (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
1.875% Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 1.88% | |
2.625% Convertible Senior Subordinated Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 2.63% | |
2.625% Notes, Series B [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 2.63% | 2.63% |
Earnings_Per_Share_and_Equity_1
Earnings Per Share and Equity (Narrative) (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 01, 2012 | Mar. 22, 2013 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Anti-dilutive shares (in shares) | 6,100,000 | 12,300,000 | 15,700,000 | ||
Amount remaining to be repurchased under the stock repurchase program | $976,000,000 | $143,400,000 | $244,700,000 | ||
Cash Allocation Policy, Target Percentage to Return to Shareholders | 80.00% | ||||
Period in which the company intends to repurchase the shares | 4 years | ||||
Payments of tax withholding for restricted shares | 9,100,000 | 4,500,000 | 9,600,000 | ||
Shares reissued or retired | 0 | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 10.00% | ||||
Non-controlling interest in consolidated subsidiary | 20,900,000 | 32,800,000 | 29,600,000 | ||
Income attributable to non-controlling interests | 2,400,000 | 3,200,000 | 4,300,000 | ||
Noncontrolling Interest, Decrease from Acquisition of Noncontrolling Interest | 20,400,000 | ||||
Payments of Ordinary Dividends, Noncontrolling Interest | 4,200,000 | 0 | 0 | ||
Leshan [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 10.00% | ||||
Purchase price | 20,400,000 | ||||
Treasury Stock [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Shares withheld for payment of taxes (in shares) | 976,786 | 581,585 | 1,141,640 | ||
Noncontrolling Interest [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Noncontrolling Interest, Decrease from Acquisition of Noncontrolling Interest | 10,100,000 | ||||
Noncontrolling interest, period Decrease | -10,300,000 | ||||
2.625% Notes, Series B [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Debt instrument, interest rate | 2.63% | 2.63% | |||
2012 Program [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Amount authorized under the stock repurchase program | 300,000,000 | ||||
Amount remaining to be repurchased under the stock repurchase program | $46,300,000 | ||||
Debt Exchange - 2013 [Member] | 2.625% Notes, Series B [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Debt instrument, interest rate | 2.63% |
Earnings_Per_Share_and_Equity_2
Earnings Per Share and Equity (Schedule of Net Income Per Share) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Equity [Abstract] | |||||||||||
Net income (loss) attributable to ON Semiconductor Corporation | ($0.60) | $40.50 | $94.10 | $55.70 | $37.80 | $50.70 | $45.80 | $16.10 | $189.70 | $150.40 | ($97.20) |
Basic weighted average common shares outstanding | 439.5 | 447.9 | 452.6 | ||||||||
Add: Incremental shares for: | |||||||||||
Dilutive effect of share-based awards (in shares) | 4 | 2.8 | 0 | ||||||||
Diluted weighted average common shares outstanding | 443.5 | 450.7 | 452.6 | ||||||||
Net income (loss) per common share attributable to ON Semiconductor Corporation: | |||||||||||
Basic (in dollars per share) | $0.43 | $0.34 | ($0.21) | ||||||||
Diluted (in dollars per share) | $0 | $0.09 | $0.21 | $0.13 | $0.08 | $0.11 | $0.10 | $0.04 | $0.43 | $0.33 | ($0.21) |
Earnings_Per_Share_and_Equity_3
Earnings Per Share and Equity (Schedule of Share Repurchase Program) (Details) (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Equity [Abstract] | |||
Number of repurchased shares | 13.9 | 13.9 | 8.8 |
Beginning accrued share repurchases | $0.60 | $0 | $0 |
Aggregate purchase price | 121 | 101.3 | 55.3 |
Fees, commissions and other expenses | 0.2 | 0.3 | 0.2 |
Less: ending accrued share repurchases | 0 | -0.6 | 0 |
Total cash used for share repurchases | 121.8 | 101 | 55.5 |
Weighted-average purchase price per share (in dollars per share) | $8.71 | $7.29 | $6.26 |
Available for future purchases at period end | $976 | $143.40 | $244.70 |
ShareBased_Compensation_Narrat
Share-Based Compensation (Narrative) (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||
15-May-12 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 17, 2010 | Feb. 17, 2000 | Mar. 23, 2010 | 31-May-09 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total Intrinsic value of stock options exercised | $10,400,000 | |||||||
Cash received from exercise of stock options | 24,900,000 | 12,100,000 | 9,400,000 | |||||
Proceeds from issuance of common stock under the employee stock purchase plan | 10,000,000 | 8,300,000 | 8,300,000 | |||||
Pre-vesting forfeitures | 11.00% | 11.00% | 11.00% | |||||
Period after termination in which options can be exercised | 90 days | |||||||
Number of options vested and expected to vest (in shares) | 8,800,000 | |||||||
Weighted average exercise price of options vested and expected to vest (in dollars per share) | $7.81 | |||||||
Net stock options as a percentage of outstanding shares at beginning of period | -0.34% | -0.24% | ||||||
Stock options granted as a percentage of outstanding shares at end of period | 0.00% | 0.03% | ||||||
Share price (in dollars per share) | $10.13 | |||||||
Share-based compensation expense before income taxes | 45,800,000 | 32,300,000 | 20,500,000 | |||||
2000 Stock Incentive Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved and available for grant (in shares) | 30,500,000 | |||||||
Additional common shares reserved for issuance as a percentage of common stock outstanding | 3.00% | |||||||
Term of grant agreement | 10 years | |||||||
Amended And Restated Stock Incentive Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares available for issuance under the plan (in shares) | 59,100,000 | 33,000,000 | ||||||
Term of grant agreement | 7 years | |||||||
Aggregate of common stock available for grant (in shares) | 35,200,000 | |||||||
Employee Stock Purchase Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Cash received from exercise of stock options | 24,900,000 | |||||||
Proceeds from issuance of common stock under the employee stock purchase plan | 10,000,000 | |||||||
Maximum employee subscription rate for the ESPP | 10.00% | |||||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 1,300,000 | 1,300,000 | 1,400,000 | |||||
Employee Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized share-based compensation expense on non-vested stock awards | 2,800,000 | |||||||
Recognition period for compensation expense | 1 year 6 months | |||||||
Employee Stock Option [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
Employee Stock Option [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Time Based Restricted Stock Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized share-based compensation expense on non-vested stock awards | 46,800,000 | |||||||
Recognition period for compensation expense | 1 year 7 months 6 days | |||||||
Compensation expense recognized on restricted stock units | 25,300,000 | |||||||
Restricted Stock Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized share-based compensation expense on non-vested stock awards | 37,900,000 | |||||||
Pre-vesting forfeitures | 5.00% | 5.00% | 4.00% | |||||
Equity awards granted in period (in shares) | 4,700,000 | |||||||
Compensation expense recognized on restricted stock units | 38,900,000 | |||||||
Weighted average grant date fair value (In dollars per share) | $9.40 | |||||||
Restricted Stock Units [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
Restricted Stock Units [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Performance Based Restricted Stock Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized share-based compensation expense on non-vested stock awards | 8,900,000 | |||||||
Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense before income taxes | 3,000,000 | |||||||
Employee Stock Purchase Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares available for issuance under the plan (in shares) | 15,000,000 | |||||||
Discount rate from market value paid by participants for shares under the plan | 85.00% | |||||||
Maximum annual amount of purchases per employee under the plan | 25,000 | |||||||
Shares authorized for purchase per employee per quarter (in shares) | 500 | |||||||
Maximum fair value of shares employee may purchase in a quarter | 6,250 | |||||||
Director [Member] | Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Equity awards granted in period (in shares) | 200,000 | |||||||
Weighted average grant date fair value (In dollars per share) | $8.72 | |||||||
Share-based compensation expense before income taxes | $1,300,000 | |||||||
Officers And Employees [Member] | Restricted Stock Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Equity awards granted in period (in shares) | 1,400,000 |
ShareBased_Compensation_Summar
Share-Based Compensation (Summary Of Share-Based Compensation Expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense before income taxes | $45.80 | $32.30 | $20.50 |
Related income tax benefits | 0 | 0 | 0 |
Share-based compensation expense, net of taxes | 45.8 | 32.3 | 20.5 |
Cost Of Revenues [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense before income taxes | 6.8 | 5.3 | 3.7 |
Research And Development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense before income taxes | 8.7 | 6.3 | 4.5 |
Selling And Marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense before income taxes | 8.1 | 5.7 | 4.3 |
General And Administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense before income taxes | $22.20 | $15 | $8 |
ShareBased_Compensation_Weight
Share-Based Compensation (Weighted-Average Assumptions Of Employee Stock Options) (Details) (Employee Stock Option [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 42.80% | 46.90% |
Risk-free interest rate | 1.40% | 0.80% |
Expected term | 5 years 2 months | 5 years |
Weighted-average fair value per option (in dollars per share) | $2.93 | $3.01 |
ShareBased_Compensation_Summar1
Share-Based Compensation (Summary Of Stock Option Plans) (Details) (USD $) | 12 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Summary of Stock Option Activity [Roll Forward] | |
Number of Shares, Beginning (in shares) | 14 |
Number of Shares, Granted (in shares) | 0 |
Number of Shares, Exercised (in shares) | -3.7 |
Number of Shares, Canceled (in shares) | -1.5 |
Number of Shares, Ending (in shares) | 8.8 |
Number of Shares, Exercisable (in shares) | 7.5 |
Weighted Average Exercise Price [Roll Forward] | |
Weighted-Average Exercise Price, Beginning (in dollars per share) | $7.89 |
Weighted-Average Exercise Price. Granted (in dollars per share) | $0 |
Weighted-Average Exercise Price, Exercised (in dollars per share) | $6.66 |
Weighted-Average Exercise Price, Canceled (in dollars per share) | $11.42 |
Weighted-Average Exercise Price, Ending (in dollars per share) | $7.81 |
Weighted-Average Exercise Price, Exercisable (in dollars per share) | $7.89 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Weighted Average Remaining Contractual Term (in years), Outstanding | 3 years 25 days |
Weighted-Average Remaining Contractual Term (in years), Exercisable | 2 years 10 months 6 days |
Aggregate Intrinsic Value (In-The-Money), Outstanding | $20.80 |
Aggregate Intrinsic Value (In-The-Money), Exercisable | $17.30 |
ShareBased_Compensation_Additi
Share-Based Compensation (Additional Information On Stock Options Outstanding) (Details) (USD $) | 12 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Less than $10.13 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Prices, Less than $10.13 | $10.13 |
Number of Shares, Exercisable (in shares) | 7.2 |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $7.73 |
Number of Shares, Unexercisable (in shares) | 1.2 |
Weighted Average Exercise Price, Unexercisable (in dollars per share) | $7.19 |
Number of Shares, Total (in shares) | 8.4 |
Weighted Average Exercise Price, Total (in dollars per share) | $7.66 |
Above $10.13 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Prices, Above $10.13 | $10.13 |
Number of Shares, Exercisable (in shares) | 0.3 |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $11.21 |
Number of Shares, Unexercisable (in shares) | 0.1 |
Weighted Average Exercise Price, Unexercisable (in dollars per share) | $11.12 |
Number of Shares, Total (in shares) | 0.4 |
Weighted Average Exercise Price, Total (in dollars per share) | $11.19 |
Total outstanding [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of Shares, Exercisable (in shares) | 7.5 |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $7.89 |
Number of Shares, Unexercisable (in shares) | 1.3 |
Weighted Average Exercise Price, Unexercisable (in dollars per share) | $7.49 |
Number of Shares, Total (in shares) | 8.8 |
Weighted Average Exercise Price, Total (in dollars per share) | $7.81 |
ShareBased_Compensation_Summar2
Share-Based Compensation (Summary Of Restricted Stock Units Transactions) (Details) (Restricted Stock Units [Member], USD $) | 12 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Restricted Stock Units [Member] | |
Restricted Stock Activity [Roll Forward] | |
Nonvested shares of restricted stock units beginning (in shares) | 10.8 |
Number of Shares, Granted (in shares) | 4.7 |
Number of Shares, Released (in shares) | -3.5 |
Number of Shares, Canceled (in shares) | -3.3 |
Nonvested shares of restricted stock units ending (in shares) | 8.7 |
Weighted Average Grant Date Fair Value [Roll Forward] | |
Weighted Average Grant Date Fair Value, Nonvested shares of restricted stock units beginning (in dollars per share) | $8.52 |
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $9.40 |
Weighted Average Grant Date Fair Value, Released (in dollars per share) | $7.94 |
Weighted Average Grant Date Fair Value, Canceled (in dollars per share) | $10.05 |
Weighted Average Grant Date Fair Value, Nonvested shares of restricted stock units ending (in dollars per share) | $8.66 |
Employee_Benefit_Plans_Narrati
Employee Benefit Plans (Narrative) (Details) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | $6.60 | $15.60 | $6.60 | |
Defined Benefit Plan, Actuarial Gain (Loss) | -23.7 | -14.3 | ||
Defined Contribution Plan, Employer Discretionary Contribution Amount | 7.5 | |||
Total underfunded status | 96.1 | |||
Expected company contribution in the current period | 8.5 | |||
Employer contribution as percentage of employee contribution | 100.00% | |||
Percentage of employee contribution, basis for employer contribution | 4.00% | |||
Multiemployer Plans, Pension [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Multiemployer Plans, withdrawal obligation | 214.5 | |||
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets, Aggregate Fair Value of Plan Assets | 83.6 | |||
Defined Benefit Plan, Net Pension Benefit Obligation | 130.9 | |||
Pension and Other Postretirement Benefit Expense | 10.7 | 16.4 | ||
YTD 2014 Voluntary Retirement Program [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | 6.6 | |||
Defined Benefit Plan, Actuarial Gain (Loss) | -7.4 | |||
Q1 2013 Voluntary Retirement Program [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | 12.7 | |||
Defined Benefit Plan, Actuarial Gain (Loss) | -13.6 | |||
Q4 2013 Voluntary Retirement Program [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | 2.9 | |||
Defined Benefit Plan, Actuarial Gain (Loss) | 7.4 | |||
Foreign Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Compensation expense recognized | 3.2 | 4.1 | 3.4 | |
United States Pension Plan of US Entity [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Compensation expense recognized | $8.50 | $8.40 | $8.30 | |
Foreign Postretirement Benefit Plan [Member] | Equity Securities [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Assets of foreign plans investment in equity securities | 17.00% | 18.00% | ||
Foreign Postretirement Benefit Plan [Member] | Debt Securities [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Assets of foreign plans investment in equity securities | 20.00% | 23.00% | ||
Foreign Postretirement Benefit Plan [Member] | Corporate bonds [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Assets of foreign plans investment in equity securities | 49.00% | 46.00% | ||
Foreign Postretirement Benefit Plan [Member] | Cash and Cash Equivalents [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Assets of foreign plans investment in equity securities | 3.00% | 4.00% | ||
Foreign Postretirement Benefit Plan [Member] | Other Investments [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Assets of foreign plans investment in equity securities | 11.00% | 9.00% |
Employee_Benefit_Plans_Summary
Employee Benefit Plans (Summary of Net Periodic Pension Cost) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||
Service cost | $9.30 | $12.20 | $7.50 |
Interest cost | 5.7 | 6.6 | 5.3 |
Expected return on plan assets | -3.4 | -4.1 | -3.5 |
Amortization of prior service cost | 0 | 0 | 0.1 |
Curtailment (gain) loss | -6.6 | -15.6 | -6.6 |
Actuarial and other loss (gain) | 12.3 | 6.2 | 12.5 |
Total net periodic pension cost | $17.30 | $5.30 | $15.30 |
Discount rate | 1.64% | 2.14% | 2.44% |
Expected return on plan assets | 2.25% | 2.18% | 3.21% |
Rate of compensation increase | 3.03% | 3.17% | 3.05% |
Employee_Benefit_Plans_Summary1
Employee Benefit Plans (Summary of Status Of Foreign Pension Plans) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Change in projected benefit obligation | |||
Projected benefit obligation at the beginning of the year | $292.30 | $379.80 | |
Service cost | 9.3 | 12.2 | 7.5 |
Interest cost | 5.7 | 6.6 | 5.3 |
Net actuarial loss | 23.7 | 14.3 | |
Acquired PBO from Aptina Japan | 1.3 | 0 | |
Benefits paid by plan assets | -33.7 | -22.3 | |
Benefits paid by the Company | -20.3 | -32.1 | |
Curtailment gain | -6.6 | -15.6 | |
Translation gain and other | -29.9 | -50.6 | |
Projected benefit obligation at the end of the year | 241.8 | 292.3 | 379.8 |
Accumulated benefit obligation at the end of the year | 201.9 | 254.9 | |
Change in plan assets | |||
Fair value of plan assets at the beginning of the year | 163.4 | 178.4 | |
Actual return on plan assets | 14.8 | 12.2 | |
Benefits paid from plan assets | -33.7 | -22.3 | |
Employer contributions | 19.7 | 16.2 | |
Translation and other loss | -18.5 | -21.1 | |
Fair value of plan assets at the end of the year | 145.7 | 163.4 | 178.4 |
Plans with underfunded or non-funded accumulated benefit obligation | |||
Aggregate accumulated benefit obligation | 160 | 220.7 | |
Aggregate fair value of plan assets | 95 | 116.2 | |
Amounts recognized in the balance sheet consist of | |||
Non-current assets | 0 | 0.6 | |
Current liabilities | -0.2 | -10.4 | |
Non-current liabilities | -95.9 | -119.1 | |
Funded status | ($96.10) | ($128.90) | |
Weighted average assumptions at the end of the year | |||
Discount rate | 1.64% | 2.14% | |
Rate of compensation increase | 3.03% | 3.17% |
Employee_Benefit_Plans_Fair_Va
Employee Benefit Plans (Fair Value Measurement of Plan Assets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | $145.70 | $163.40 | $178.40 |
Cash/Money Markets [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 3.7 | 7.5 | |
Foreign Government Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 9.9 | 8.7 | |
Corporate Bonds, Debentures [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 29.7 | 36.8 | |
Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 24.6 | 29.4 | |
Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 6.1 | 5.8 | |
Insurance Contracts [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 71.7 | 75.2 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 12.9 | 15.3 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Cash/Money Markets [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 3.7 | 7.5 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Foreign Government Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 9.2 | 7.8 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Corporate Bonds, Debentures [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Insurance Contracts [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Significant Observable Inputs (Level 2) [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 80.6 | 99.3 | |
Significant Observable Inputs (Level 2) [Member] | Cash/Money Markets [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Significant Observable Inputs (Level 2) [Member] | Foreign Government Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0.7 | 0.9 | |
Significant Observable Inputs (Level 2) [Member] | Corporate Bonds, Debentures [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 29 | 35.9 | |
Significant Observable Inputs (Level 2) [Member] | Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 24.6 | 29.4 | |
Significant Observable Inputs (Level 2) [Member] | Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 6.1 | 5.8 | |
Significant Observable Inputs (Level 2) [Member] | Insurance Contracts [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 20.2 | 27.3 | |
Fair Value, Inputs, Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 52.2 | 48.8 | 48 |
Fair Value, Inputs, Level 3 [Member] | Cash/Money Markets [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Foreign Government Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Corporate Bonds, Debentures [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0.7 | 0.9 | 3.3 |
Fair Value, Inputs, Level 3 [Member] | Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Insurance Contracts [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan assets | $51.50 | $47.90 | $44.70 |
Employee_Benefit_Plans_Activit
Employee Benefit Plans (Activity of Plan Assets With Fair Value Measurement Using Significant Unobservable Inputs) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the beginning of the year | $163.40 | $178.40 |
Actual return on plan assets | 14.8 | 12.2 |
Fair value of plan assets at the end of the year | 145.7 | 163.4 |
Corporate Bonds, Debentures [Member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the end of the year | 29.7 | 36.8 |
Investment and Insurance Contacts [member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the end of the year | 71.7 | 75.2 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the beginning of the year | 48.8 | 48 |
Actual return on plan assets | 5.4 | 3.5 |
Purchase, sales and settlements | -2 | -2.7 |
Fair value of plan assets at the end of the year | 52.2 | 48.8 |
Significant Unobservable Inputs (Level 3) [Member] | Corporate Bonds, Debentures [Member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the beginning of the year | 0.9 | 3.3 |
Actual return on plan assets | 0 | 0 |
Purchase, sales and settlements | -0.2 | -2.4 |
Fair value of plan assets at the end of the year | 0.7 | 0.9 |
Significant Unobservable Inputs (Level 3) [Member] | Investment and Insurance Contacts [member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of plan assets at the beginning of the year | 47.9 | 44.7 |
Actual return on plan assets | 5.4 | 3.5 |
Purchase, sales and settlements | -1.8 | -0.3 |
Fair value of plan assets at the end of the year | $51.50 | $47.90 |
Employee_Benefit_Plans_Expecte
Employee Benefit Plans (Expected Benefit Payments) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
2015 | $2.60 |
2016 | 2.9 |
2017 | 4.1 |
2018 | 5.4 |
2019 | 6.3 |
5 years thereafter | 50.8 |
Total | $72.10 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 22, 2014 |
subsidiary | ||||
Loss Contingencies [Line Items] | ||||
Total rent expense | $22.70 | $22 | $24 | |
Availability under senior revolving credit facility | 40 | |||
Outstanding guarantees and letters of credit | 6.3 | |||
Guarantees related to capital lease obligations | 113.3 | |||
Net carrying value | 1,192.60 | 942.2 | ||
SANYO Electric [Member] | ||||
Loss Contingencies [Line Items] | ||||
Net carrying value | 235.9 | 273.7 | ||
Senior Revolving Credit Facility [Member] | ||||
Loss Contingencies [Line Items] | ||||
Net carrying value | 350 | 120 | ||
Letter of Credit [Member] | Senior Revolving Credit Facility [Member] | ||||
Loss Contingencies [Line Items] | ||||
Credit commitment outstanding | $0.20 | |||
Pending Litigation [Member] | CMOS Image Sensor Products [Member] | Intellectual Property Infringement [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of subsidiaries named in lawsuit | 3 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Operating Leases Future Minimum Payments Receivable) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $21 |
2016 | 18 |
2017 | 14 |
2018 | 9.5 |
2019 | 6.9 |
Thereafter | 34.2 |
Total | $103.60 |
Commitments_and_Contingencies_3
Commitments and Contingencies (Future Minimum Purchase Obligations Under Non-cancelable Agreements) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $340.40 |
2016 | 112.4 |
2017 | 38.9 |
2018 | 9 |
2019 | 8.5 |
Thereafter | 17.7 |
Total | $526.90 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 26, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Non-marketable equity securities carrying value | $4,100,000 | $4,100,000 | $0 | |||
Short-term investments | 6,100,000 | 6,100,000 | 116,200,000 | |||
Unrealized gain on securities | 4,100,000 | |||||
Cost Method Investments, Fair Value Disclosure | 12,200,000 | 12,200,000 | 6,300,000 | |||
Asset Impairments | 6,000,000 | 8,000,000 | 103,000,000 | |||
Impairment of long-lived assets | 4,700,000 | |||||
Impairment of intangible assets | 41,500,000 | 40,600,000 | ||||
Goodwill impairment | -8,700,000 | |||||
Applications Product Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill impairment | 8,700,000 | |||||
System Solutions Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Asset Impairments | 126,000,000 | |||||
Impairment of long-lived assets | 126,000,000 | |||||
Impairment of intangible assets | 31,600,000 | |||||
Standard Products Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Goodwill impairment | 14,100,000 | |||||
Fixed Assets [Member] | System Solutions Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of long-lived assets | 94,400,000 | |||||
Intangible Assets [Member] | System Solutions Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of intangible assets | 31,600,000 | |||||
Applications Product Group [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of intangible assets | $900,000 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements (Fair Value Of Assets And Liabilities Measured On Recurring Basis) (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Quoted Prices in Active Markets (Level 1) [Member] | Demand and time deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $20.30 | $65.50 |
Quoted Prices in Active Markets (Level 1) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 46.3 | 62.1 |
Quoted Prices in Active Markets (Level 1) [Member] | Foreign Exchange Contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other Current Assets | 0.1 | 0 |
Liabilities | 0 | 0.1 |
Estimate of Fair Value [Member] | Demand and time deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 20.3 | 65.5 |
Estimate of Fair Value [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 46.3 | 62.1 |
Estimate of Fair Value [Member] | Foreign Exchange Contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other Current Assets | 0.1 | 0 |
Liabilities | $0 | $0.10 |
Fair_Value_Measurements_Heldto
Fair Value Measurements (Held-to-maturity Securities) (Details) (Held-to-maturity Securities [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, held-to-maturity, Carried at Amortized Cost | $2 | $116.20 |
Short-term investments, held-to-maturity, Fair Value | 2 | 116.2 |
Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, held-to-maturity, Carried at Amortized Cost | 0 | 15.5 |
Short-term investments, held-to-maturity, Fair Value | 0 | 15.5 |
Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, held-to-maturity, Carried at Amortized Cost | 2 | 93.7 |
Short-term investments, held-to-maturity, Fair Value | 2 | 93.7 |
Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, held-to-maturity, Carried at Amortized Cost | 0 | 7 |
Short-term investments, held-to-maturity, Fair Value | $0 | $7 |
Fair_Value_Measurements_Fair_V1
Fair Value Measurements (Fair Value, by Balance Sheet Grouping) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Convertible Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt, including current portion, Carrying Amount | $342.20 | $335.20 |
Long-term debt, including current portion, Fair Value | 424.8 | 392.6 |
Long-term Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt, including current portion, Carrying Amount | 745.8 | 510.2 |
Long-term debt, including current portion, Fair Value | $744.80 | $511.40 |
Fair_Value_Measurements_Fair_V2
Fair Value Measurements (Fair Value Measurements, Nonrecurring) (Details) (Fair Value, Inputs, Level 3 [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Changes Measurement [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Goodwill impairment (Level 3) | $8.70 | $0 | |
Assets, Fair Value Disclosure | 15.6 | 8 | 152.5 |
Changes Measurement [Member] | Fair Value, Measurements, Nonrecurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of property, plant and equipment held for use or disposal (Level 3) | 6 | 8 | 103 |
Goodwill impairment (Level 3) | 14.1 | ||
Intangible asset impairments (Level 3) | 0.9 | 0 | 35.4 |
Non-financial Assets [Member] | Fair Value, Measurements, Nonrecurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of property, plant and equipment held for use or disposal (Level 3) | 6.2 | 8.7 | |
Other Intangibles, Net (Level 3) | 1.5 | 0 | |
Goodwill impairment (Level 3) | 0 | 0 | |
Assets, Fair Value Disclosure | $7.70 | $8.70 |
Financial_Instruments_Narrativ
Financial Instruments (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivatives, Fair Value [Line Items] | |||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | ($1.70) | ($2.60) | $0.80 |
Cash Flow Hedging [Member] | Other Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Liability, Fair Value, Gross Liability | 3.5 | 1.8 | |
Foreign Exchange Contract [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative amount | 145.7 | 101.7 | |
Realized and unrealized foreign currency transaction gain (loss) | -3.1 | 5.5 | 2.1 |
Foreign Exchange Contract [Member] | Cash Flow Hedging [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative amount | $79 | ||
Derivative, Remaining Maturity | 12 months |
Financial_Instruments_Schedule
Financial Instruments (Schedule Of Net Foreign Exchange Positions) (Details) (Foreign Exchange Contract [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | ($6.30) | $20.90 |
Notional Amount | 145.7 | 101.7 |
Euro [Member] | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | -31.2 | -30.5 |
Notional Amount | 31.2 | 30.5 |
Japanese Yen [Member] | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | -42.1 | -6.7 |
Notional Amount | 42.1 | 6.7 |
Malaysian Ringgit [Member] | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | 39.2 | 35.8 |
Notional Amount | 39.2 | 35.8 |
Philippine Peso [Member] | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | 16.7 | 11.7 |
Notional Amount | 16.7 | 11.7 |
Other Currencies [Member] | ||
Financial Instruments [Line Items] | ||
Buy (Sell) | 11.1 | 10.6 |
Notional Amount | $16.50 | $17 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | ||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2006 | Dec. 31, 2011 |
Income Taxes [Line Items] | |||||
Corresponding increase in valuation allowance | $977.50 | $1,301.30 | |||
Limitation for the use of federal NOL's | 93.1 | ||||
Tax credit carryforwards | 177.8 | ||||
Additional valuation allowance | 23.3 | 6 | |||
Reversal of reserves and interest for potential liabilities | 4.6 | 3.4 | 1.4 | ||
Income and withholding taxes, foreign | 19.8 | 22.2 | 21.7 | ||
New Reserves And Interest On Existing Reserves For Potential Liabilities Foreign | 4.6 | 0.9 | 0.9 | ||
Deferred Federal Income Tax Expense (Benefit), Tax Deductible Goodwill | 3.3 | ||||
Error correction - Provision for income taxes | -0.2 | 16.4 | 16 | ||
Deferred federal income taxes associated with tax deductible goodwill | -17.1 | 2.7 | 2.6 | ||
Reversal of accrued income taxes for anticipated audit issues | -7.8 | ||||
Undistributed earnings to be reinvested | 1,784.10 | ||||
Estimated foreign withholding taxes on repatriation of foreign income | 178.7 | ||||
Balance of unrecognized tax benefit | 31.2 | 20.9 | 34.8 | 18.6 | |
Unrecognized tax position, that would affect the annual effective tax rate | 13.4 | ||||
Change in tax position reasonably possible | 1.8 | ||||
Interest and penalties recognized | 0.5 | 0.5 | 0.2 | ||
Accrued interest and penalties | 3.2 | 3.6 | 3 | ||
Federal [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 1,070.60 | 1,101.10 | |||
State [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 997.4 | 989.7 | |||
Foreign [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 1,121.90 | 1,718.90 | |||
Stock Option Deductions [Member] | |||||
Income Taxes [Line Items] | |||||
Corresponding increase in valuation allowance | $174.40 |
Income_Taxes_Income_Loss_Befor
Income Taxes (Income (Loss) Before Income Taxes And Minority Interests) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
United States | ($56.20) | ($75.80) | ($70.90) |
Foreign | 248.1 | 245.8 | -6 |
Income (loss) before income taxes | $191.90 | $170 | ($76.90) |
Income_Taxes_Provision_Benefit
Income Taxes (Provision (Benefit) For Income Taxes) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
Federal | ($1.50) | ($0.40) | $0.20 |
State and local | 0 | 0.3 | -0.1 |
Foreign | 20.1 | 15.9 | 16.4 |
Current, Provision (benefit) for income taxes | 18.6 | 15.8 | 16.5 |
Deferred: | |||
Federal | -17.1 | 2.7 | 2.6 |
State and local | -2.9 | 0 | 0 |
Foreign | 1.2 | -2.1 | -3.1 |
Deferred, Provision (benefit) for income taxes | -18.8 | 0.6 | -0.5 |
Provision (benefit) for income taxes | ($0.20) | $16.40 | $16 |
Income_Taxes_Reconciliation_Of
Income Taxes (Reconciliation Of The U.S. Federal Statutory Income Tax Rate) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory rate | 35.00% | 35.00% | 35.00% |
Increase (decrease) resulting from: | |||
State and local taxes, net of federal tax benefit | 0.00% | 0.20% | 0.10% |
Foreign withholding taxes | -1.10% | 0.00% | -0.30% |
Foreign rate differential | -33.90% | -38.50% | 7.50% |
Dividend income from foreign subsidiaries | 13.00% | 11.30% | -59.40% |
Goodwill impairment | 0.00% | 0.00% | -6.40% |
Change in valuation allowance | -18.30% | 0.70% | -1.10% |
Tax reserves | 0.00% | -1.00% | -2.20% |
Nondeductible acquisition costs | 0.90% | 0.00% | -0.10% |
Nondeductible stock based compensation costs | 2.10% | 1.70% | -2.20% |
Deferred tax liability for assets with indefinite useful lives | 1.70% | 1.60% | -3.40% |
Return to accrual | -0.50% | -0.10% | 11.60% |
Other | 1.00% | -1.30% | 0.10% |
Effective income tax rate | -0.10% | 9.60% | -20.80% |
Income_Taxes_Tax_Effects_Of_Te
Income Taxes (Tax Effects Of Temporary Differences) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ||
Net operating loss and tax credit carryforwards | $850.20 | $1,105.50 |
Tax-deductible goodwill and amortizable intangibles | -45.1 | -17.1 |
Reserves and accruals | 27.6 | 27.2 |
Property, plant and equipment | 33.4 | 72.7 |
Inventories | 19.9 | 16.2 |
Other | 110.9 | 122.8 |
Deferred tax assets and liabilities before valuation allowance | 996.9 | 1,327.30 |
Valuation allowance | -977.5 | -1,301.30 |
Net deferred tax asset (liability) | $19.40 | $26 |
Income_Taxes_Activity_For_Unre
Income Taxes (Activity For Unrecognized Gross Tax Benefits) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Unrecognized Gross Tax Benefits | |||
Balance at beginning of year | $20.90 | $34.80 | $18.60 |
Additions based on tax positions related to the current year | 9 | 0.7 | 18.4 |
Additions for tax positions of prior years | 5.3 | 0 | 0 |
Reductions for tax positions of prior years | -0.6 | -10.9 | -0.8 |
Lapse of statute | -3.4 | -3.7 | -1.2 |
Settlements | 0 | 0 | -0.2 |
Balance at end of year | $31.20 | $20.90 | $34.80 |
Changes_in_Accumulated_Other_C2
Changes in Accumulated Other Comprehensive Loss (Schedule of Accumulated Other Comprehensive Loss) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | ($47.40) | ($41.10) | |
Other comprehensive income (loss) prior to reclassifications | 7.6 | 17.2 | |
Amounts reclassified from accumulated other comprehensive loss | -1.7 | -23.5 | |
Net current period other comprehensive loss | 5.9 | -6.3 | 5.6 |
Ending Balance | -41.5 | -47.4 | -41.1 |
Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | -46 | -42.2 | |
Other comprehensive income (loss) prior to reclassifications | 3.5 | 17.2 | |
Amounts reclassified from accumulated other comprehensive loss | 0 | -21 | |
Net current period other comprehensive loss | 3.5 | -3.8 | |
Ending Balance | -42.5 | -46 | |
Accumulated Defined Benefit Plans Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | -0.1 | |
Other comprehensive income (loss) prior to reclassifications | 0 | 0.1 | |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Net current period other comprehensive loss | 0 | 0.1 | |
Ending Balance | 0 | 0 | |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | -1.8 | 0.8 | |
Other comprehensive income (loss) prior to reclassifications | 0 | -0.1 | |
Amounts reclassified from accumulated other comprehensive loss | -1.7 | -2.5 | |
Net current period other comprehensive loss | -1.7 | -2.6 | |
Ending Balance | -3.5 | -1.8 | |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | 0.4 | 0.4 | |
Other comprehensive income (loss) prior to reclassifications | 4.1 | 0 | |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Net current period other comprehensive loss | 4.1 | 0 | |
Ending Balance | $4.50 | $0.40 |
Changes_in_Accumulated_Other_C3
Changes in Accumulated Other Comprehensive Loss (Schedule of Reclassifications from Accumulated Other Comprehensive Loss) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Restructuring, asset impairments and other, net | $30.50 | $33.20 | $163.70 |
Other income and expense | -4.4 | 1.5 | 5.8 |
Net income (loss) | 192.1 | 153.6 | -92.9 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Net income (loss) | -1.7 | -23.5 | |
Accumulated Translation Adjustment [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Restructuring, asset impairments and other, net | 0 | -21 | |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other income and expense | ($1.70) | ($2.50) |
Changes_in_Accumulated_Other_C4
Changes in Accumulated Other Comprehensive Loss (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Tax on unrealized gains on available-for-sale securities | $200,000 | ||
Tax on all others | 0 | ||
Other comprehensive income (loss), tax | 200,000 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | -1,700,000 | -23,500,000 | |
Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Amounts reclassified from accumulated other comprehensive loss | 0 | -21,000,000 | |
KSS Facility [Member] | Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Amounts reclassified from accumulated other comprehensive loss | 13,500,000 | ||
Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive income (loss), tax | $0 |
Supplemental_Disclosures_Sched
Supplemental Disclosures (Schedule of Cash Flow, Supplemental Disclosures and Narrative) (Details) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 15, 2014 |
Non-cash financing activities: | ||||
Capital expenditures in accounts payable | $108.50 | $55.80 | $54.40 | |
Equipment acquired or refinanced through capital leases | 14.5 | 3.8 | 31 | |
Cash (received) paid for: | ||||
Interest income | -1.5 | -1.3 | -1.5 | |
Interest expense | 25.7 | 24.8 | 30.4 | |
Income taxes | 18.1 | 12.9 | 17.6 | |
Income form business interruption insurance proceeds | 13.5 | 16.4 | ||
Insurance Recoveries | 11.5 | |||
Aptima [Member] | ||||
Cash (received) paid for: | ||||
Business Combination, Consideration Withheld and Placed in Escrow | 40 | 40 | ||
Restricted Cash and Cash Equivalents | $40 |
Segment_Information_Narrative_
Segment Information (Narrative) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Customer | Customer | Customer | |
segment | |||
Segment Reporting, Measurement Disclosures [Abstract] | |||
Number of Operating Segments | 4 | ||
Number of customers individually accounting for more than 10% of total revenue | 0 | 0 | 0 |
Percentage of total revenue | 10.00% | 10.00% | 10.00% |
Segment_Information_Segment_In
Segment Information (Segment Information Of Revenues, Gross Profit And Operating Income) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Revenues from external customers | $864.20 | $833.50 | $757.60 | $706.50 | $718 | $715.40 | $688.30 | $661 | $3,161.80 | $2,782.70 | $2,894.90 |
Segment gross profit | 1,114.60 | 949.7 | 1,003.20 | ||||||||
Application Products Group [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues from external customers | 1,070.40 | 996.8 | 969.6 | ||||||||
Segment gross profit | 475 | 431 | 430.3 | ||||||||
Image Sensor Group [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues from external customers | 306.1 | 39.5 | 49.6 | ||||||||
Segment gross profit | 91.1 | 24.6 | 28.9 | ||||||||
Standard Products Group [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues from external customers | 1,210.40 | 1,121.20 | 1,104.70 | ||||||||
Segment gross profit | 431 | 390.7 | 400.9 | ||||||||
System Solutions Group [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues from external customers | 574.9 | 625.2 | 771 | ||||||||
Segment gross profit | $117.50 | $103.40 | $143.10 |
Segment_Information_Reconcilia
Segment Information (Reconciliation Of Operating Profit (Loss) From Segments To Consolidated) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting, Measurement Disclosures [Abstract] | |||||||||||
Gross profit for reportable segments | $1,114.60 | $949.70 | $1,003.20 | ||||||||
Other unallocated manufacturing costs | -29.7 | -20.6 | -56.9 | ||||||||
Gross profit | $277.70 | $280.90 | $278.10 | $248.20 | $250.40 | $249.20 | $231.90 | $197.60 | $1,084.90 | $929.10 | $946.30 |
Segment_Information_Revenues_B
Segment Information (Revenues By Geographic Location Including Local Sales And Exports) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $864.20 | $833.50 | $757.60 | $706.50 | $718 | $715.40 | $688.30 | $661 | $3,161.80 | $2,782.70 | $2,894.90 |
United States [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 497 | 415.4 | 452 | ||||||||
United Kingdom [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 497.9 | 400.2 | 388.3 | ||||||||
Hong Kong [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 975.3 | 862.4 | 874.2 | ||||||||
Japan [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 293.1 | 290.2 | 401.2 | ||||||||
Singapore [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 786.5 | 700.6 | 627.7 | ||||||||
Other [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $112 | $113.90 | $151.50 |
Segment_Information_Summary_Of
Segment Information (Summary Of Property, Plant And Equipment By Geographic Location) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | $1,203.90 | $1,074.20 | $1,103.30 |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | 308.1 | 255.3 | 274.7 |
Czech Republic [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | 113.8 | 111.1 | 118 |
Malaysia [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | 232.2 | 213.9 | 185 |
Philippines [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | 197.4 | 173.8 | 188.8 |
China [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | 122.2 | 100.8 | 104 |
Other Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Property, Plant and Equipment, Net | $230.20 | $219.30 | $232.80 |
Supplementary_Financial_Inform2
Supplementary Financial Information - Selected Quarterly Financial Data (Unaudited) (Schedule of Quarterly Financial Information) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues | $864.20 | $833.50 | $757.60 | $706.50 | $718 | $715.40 | $688.30 | $661 | $3,161.80 | $2,782.70 | $2,894.90 |
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 277.7 | 280.9 | 278.1 | 248.2 | 250.4 | 249.2 | 231.9 | 197.6 | 1,084.90 | 929.1 | 946.3 |
Net income attributable to ON Semiconductor Corporation | -0.6 | 40.5 | 94.1 | 55.7 | 37.8 | 50.7 | 45.8 | 16.1 | 189.7 | 150.4 | -97.2 |
Diluted net income per common share attributable to ON Semiconductor Corporation (in dollars per share) | $0 | $0.09 | $0.21 | $0.13 | $0.08 | $0.11 | $0.10 | $0.04 | $0.43 | $0.33 | ($0.21) |
Decrease in amortization due to purchase accounting adjustment | 2.4 | ||||||||||
Restructuring, asset impairments and other, net | 30.5 | 33.2 | 163.7 | ||||||||
Scenario, Previously Reported [Member] | |||||||||||
Revenues | 833.5 | 757.6 | 706.5 | 718 | 715.4 | 688.3 | 661 | ||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | 284.1 | 273 | 250.8 | 252.9 | 249.2 | 231.8 | 204.5 | 938.4 | 951.9 | ||
Net income attributable to ON Semiconductor Corporation | 41.6 | 88 | 58.4 | 28.7 | 51.8 | 47.7 | 22.6 | 150.8 | -90.6 | ||
Diluted net income per common share attributable to ON Semiconductor Corporation (in dollars per share) | $0.09 | $0.20 | $0.13 | $0.06 | $0.11 | $0.11 | $0.05 | ($0.20) | |||
Restructuring, asset impairments and other, net | 165.3 | ||||||||||
Restatement Adjustment [Member] | |||||||||||
Gross Profit (exclusive of the amortization of acquisition related intangible assets) | -3.2 | 5.1 | 2.6 | -2.5 | 0 | 0.1 | -6.9 | -9.3 | -5.6 | ||
Net income attributable to ON Semiconductor Corporation | -1.1 | 6.1 | -2.7 | 9.1 | -1.1 | -1.9 | -6.5 | -0.4 | -6.6 | ||
Diluted net income per common share attributable to ON Semiconductor Corporation (in dollars per share) | $0 | $0.01 | $0 | $0.02 | $0 | ($0.01) | ($0.01) | ($0.01) | |||
Restructuring, asset impairments and other, net | -1.6 | ||||||||||
Parent [Member] | |||||||||||
Restructuring, asset impairments and other, net | $10.50 | $22.10 |
Guarantor_and_NonGuarantor_Sta2
Guarantor and Non-Guarantor Statements (Narrative) (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Ownership percentage of wholly owned domestic subsidiary | 100.00% | |
2.625% Notes, Series B [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.63% | 2.63% |
Guarantor_and_NonGuarantor_Sta3
Guarantor and Non-Guarantor Statements (Notes To Consolidated Statement Of Balance Sheet) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $511.70 | $509.50 | $486.90 | $652.90 |
Short-term investments | 6.1 | 116.2 | ||
Receivables, net | 417.5 | 383.4 | ||
Inventories | 729.9 | 608.8 | ||
Short-term intercompany receivables | 0 | 0 | ||
Other current assets | 140.6 | 89.3 | ||
Total current assets | 1,805.80 | 1,707.20 | ||
Property, plant and equipment, net | 1,203.90 | 1,074.20 | 1,103.30 | |
Goodwill | 264.7 | 184.6 | ||
Intangible assets, net | 457.6 | 223.4 | ||
Long-term intercompany receivables | 0 | 0 | ||
Other assets | 91 | 104.4 | ||
Total assets | 3,823 | 3,293.80 | ||
Accounts payable | 378.2 | 276.8 | ||
Accrued expenses | 287.9 | 220.3 | ||
Deferred income on sales to distributors | 165.1 | 140.5 | ||
Current portion of long-term debt | 209.6 | 181.6 | ||
Short-term intercompany payables | 0 | 0 | ||
Total current liabilities | 1,040.80 | 819.2 | ||
Long-term debt | 983 | 760.6 | ||
Other long-term liabilities | 151.8 | 190.4 | ||
Long-term intercompany payables | 0 | 0 | ||
Total liabilities | 2,175.60 | 1,770.20 | ||
Total ON Semiconductor Corporation stockholders’ equity | 1,626.50 | 1,490.80 | ||
Non-controlling interest in consolidated subsidiary | 20.9 | 32.8 | 29.6 | |
Total stockholders' equity | 1,647.40 | 1,523.60 | 1,427.90 | 1,537.30 |
Total liabilities and equity | 3,823 | 3,293.80 | ||
Issuer [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Short-term investments | 0 | 0 | ||
Receivables, net | 0 | 0 | ||
Inventories | 0 | 0 | ||
Short-term intercompany receivables | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property, plant and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Long-term intercompany receivables | 0 | 0 | ||
Other assets | 1,969.10 | 1,827 | ||
Total assets | 1,969.10 | 1,827 | ||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0.4 | 1 | ||
Deferred income on sales to distributors | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term intercompany payables | 0 | 0 | ||
Total current liabilities | 0.4 | 1 | ||
Long-term debt | 342.2 | 335.2 | ||
Other long-term liabilities | 0 | 0 | ||
Long-term intercompany payables | 0 | 0 | ||
Total liabilities | 342.6 | 336.2 | ||
Total ON Semiconductor Corporation stockholders’ equity | 1,626.50 | 1,490.80 | ||
Non-controlling interest in consolidated subsidiary | 0 | 0 | ||
Total stockholders' equity | 1,626.50 | 1,490.80 | ||
Total liabilities and equity | 1,969.10 | 1,827 | ||
SCI LLC [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 199.9 | 267.9 | 212.1 | 304.5 |
Short-term investments | 2 | 116.2 | ||
Receivables, net | 56.6 | 49.8 | ||
Inventories | 60.5 | 46.7 | ||
Short-term intercompany receivables | 0 | 0 | ||
Other current assets | 14 | 17.8 | ||
Total current assets | 333 | 498.4 | ||
Property, plant and equipment, net | 262.1 | 252.3 | ||
Goodwill | 111.6 | 111.5 | ||
Intangible assets, net | 98.2 | 113 | ||
Long-term intercompany receivables | 204.2 | 0 | ||
Other assets | 2,002.30 | 1,637.40 | ||
Total assets | 3,011.40 | 2,612.60 | ||
Accounts payable | 37.8 | 39.1 | ||
Accrued expenses | 71.6 | 50.8 | ||
Deferred income on sales to distributors | 36.4 | 32.3 | ||
Current portion of long-term debt | 57.6 | 79.3 | ||
Short-term intercompany payables | 2.3 | 11.7 | ||
Total current liabilities | 205.7 | 213.2 | ||
Long-term debt | 609.5 | 396.1 | ||
Other long-term liabilities | 21.1 | 42.2 | ||
Long-term intercompany payables | 0 | 3.3 | ||
Total liabilities | 836.3 | 654.8 | ||
Total ON Semiconductor Corporation stockholders’ equity | 2,175.10 | 1,957.80 | ||
Non-controlling interest in consolidated subsidiary | 0 | 0 | ||
Total stockholders' equity | 2,175.10 | 1,957.80 | ||
Total liabilities and equity | 3,011.40 | 2,612.60 | ||
Other Subsidiaries [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 0 | 0 | 0 | -0.2 |
Short-term investments | 0 | 0 | ||
Receivables, net | 0 | 0 | ||
Inventories | 0 | 0 | ||
Short-term intercompany receivables | 4.9 | 4.1 | ||
Other current assets | 0 | 0 | ||
Total current assets | 4.9 | 4.1 | ||
Property, plant and equipment, net | 3.1 | 3.1 | ||
Goodwill | 37.3 | 37.3 | ||
Intangible assets, net | 0 | 0 | ||
Long-term intercompany receivables | 0 | 0 | ||
Other assets | 143.5 | 136.1 | ||
Total assets | 188.8 | 180.6 | ||
Accounts payable | 0.1 | 0.5 | ||
Accrued expenses | 0.5 | 0.2 | ||
Deferred income on sales to distributors | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term intercompany payables | 0 | 0 | ||
Total current liabilities | 0.6 | 0.7 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0.1 | ||
Long-term intercompany payables | 0 | 0 | ||
Total liabilities | 0.6 | 0.8 | ||
Total ON Semiconductor Corporation stockholders’ equity | 188.2 | 179.8 | ||
Non-controlling interest in consolidated subsidiary | 0 | 0 | ||
Total stockholders' equity | 188.2 | 179.8 | ||
Total liabilities and equity | 188.8 | 180.6 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 311.8 | 241.6 | 274.8 | 348.6 |
Short-term investments | 4.1 | 0 | ||
Receivables, net | 360.9 | 333.6 | ||
Inventories | 652.9 | 559.1 | ||
Short-term intercompany receivables | 0 | 7.6 | ||
Other current assets | 126.6 | 71.5 | ||
Total current assets | 1,456.30 | 1,213.40 | ||
Property, plant and equipment, net | 940.1 | 820.6 | ||
Goodwill | 115.8 | 35.8 | ||
Intangible assets, net | 377 | 132.2 | ||
Long-term intercompany receivables | 0 | 3.3 | ||
Other assets | 858.2 | 877.1 | ||
Total assets | 3,747.40 | 3,082.40 | ||
Accounts payable | 340.3 | 237.2 | ||
Accrued expenses | 215.4 | 168.3 | ||
Deferred income on sales to distributors | 128.7 | 108.2 | ||
Current portion of long-term debt | 152 | 102.3 | ||
Short-term intercompany payables | 2.6 | 0 | ||
Total current liabilities | 839 | 616 | ||
Long-term debt | 31.3 | 29.3 | ||
Other long-term liabilities | 130.7 | 148.1 | ||
Long-term intercompany payables | 204.2 | 0 | ||
Total liabilities | 1,205.20 | 793.4 | ||
Total ON Semiconductor Corporation stockholders’ equity | 2,542.20 | 2,289 | ||
Non-controlling interest in consolidated subsidiary | 0 | 0 | ||
Total stockholders' equity | 2,542.20 | 2,289 | ||
Total liabilities and equity | 3,747.40 | 3,082.40 | ||
Eliminations [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Short-term investments | 0 | 0 | ||
Receivables, net | 0 | 0 | ||
Inventories | 16.5 | 3 | ||
Short-term intercompany receivables | -4.9 | -11.7 | ||
Other current assets | 0 | 0 | ||
Total current assets | 11.6 | -8.7 | ||
Property, plant and equipment, net | -1.4 | -1.8 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | -17.6 | -21.8 | ||
Long-term intercompany receivables | -204.2 | -3.3 | ||
Other assets | -4,882.10 | -4,373.20 | ||
Total assets | -5,093.70 | -4,408.80 | ||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Deferred income on sales to distributors | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term intercompany payables | -4.9 | -11.7 | ||
Total current liabilities | -4.9 | -11.7 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Long-term intercompany payables | -204.2 | -3.3 | ||
Total liabilities | -209.1 | -15 | ||
Total ON Semiconductor Corporation stockholders’ equity | -4,905.50 | -4,426.60 | ||
Non-controlling interest in consolidated subsidiary | 20.9 | 32.8 | ||
Total stockholders' equity | -4,884.60 | -4,393.80 | ||
Total liabilities and equity | ($5,093.70) | ($4,408.80) |
Guarantor_and_NonGuarantor_Sta4
Guarantor and Non-Guarantor Statements (Notes to Consolidated Statement of Operations and Comprehensive Income) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | $864.20 | $833.50 | $757.60 | $706.50 | $718 | $715.40 | $688.30 | $661 | $3,161.80 | $2,782.70 | $2,894.90 |
Cost of revenues (exclusive of amortization shown below) | 2,076.90 | 1,853.60 | 1,948.60 | ||||||||
Gross profit | 277.7 | 280.9 | 278.1 | 248.2 | 250.4 | 249.2 | 231.9 | 197.6 | 1,084.90 | 929.1 | 946.3 |
Operating expenses: | |||||||||||
Research and development | 366.6 | 334.2 | 367.5 | ||||||||
Selling and marketing | 200 | 171.2 | 180.9 | ||||||||
General and administrative | 180.9 | 148.5 | 160.6 | ||||||||
Amortization of acquisition-related intangible assets | 68.4 | 33.1 | 44.4 | ||||||||
Restructuring, asset impairments and other, net | 30.5 | 33.2 | 163.7 | ||||||||
Goodwill and intangible asset impairment | 9.6 | 0 | 49.5 | ||||||||
Total operating expenses | 856 | 720.2 | 966.6 | ||||||||
Operating income (loss) | 228.9 | 208.9 | -20.3 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | -34.1 | -38.6 | -56.1 | ||||||||
Interest income | 1.5 | 1.3 | 1.5 | ||||||||
Other | -4.4 | 1.5 | 5.8 | ||||||||
Loss on debt repurchase or exchange | 0 | -3.1 | -7.8 | ||||||||
Equity in earnings | 0 | 0 | 0 | ||||||||
Other income (expenses), net | -37 | -38.9 | -56.6 | ||||||||
Income (loss) before income taxes | 191.9 | 170 | -76.9 | ||||||||
Income tax benefit (provision) | 0.2 | -16.4 | -16 | ||||||||
Net income (loss) | 192.1 | 153.6 | -92.9 | ||||||||
Net income attributable to non-controlling interest | -2.4 | -3.2 | -4.3 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | -0.6 | 40.5 | 94.1 | 55.7 | 37.8 | 50.7 | 45.8 | 16.1 | 189.7 | 150.4 | -97.2 |
Comprehensive income attributed to ON Semiconductor Corporation | 195.6 | 144.1 | -91.6 | ||||||||
Issuer [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | 0 | 0 | 0 | ||||||||
Cost of revenues (exclusive of amortization shown below) | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Operating expenses: | |||||||||||
Research and development | 0 | 0 | 0 | ||||||||
Selling and marketing | 0 | 0 | 0 | ||||||||
General and administrative | 0 | 0 | 0 | ||||||||
Amortization of acquisition-related intangible assets | 0 | 0 | 0 | ||||||||
Restructuring, asset impairments and other, net | 0 | 0 | 0 | ||||||||
Goodwill and intangible asset impairment | 0 | 0 | |||||||||
Total operating expenses | 0 | 0 | 0 | ||||||||
Operating income (loss) | 0 | 0 | 0 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | -16.8 | -23 | -38 | ||||||||
Interest income | 0 | 0 | 0 | ||||||||
Other | 0 | 0 | 0 | ||||||||
Loss on debt repurchase or exchange | 0 | -3.1 | -7.8 | ||||||||
Equity in earnings | 206.5 | 176.5 | -51.4 | ||||||||
Other income (expenses), net | 189.7 | 150.4 | -97.2 | ||||||||
Income (loss) before income taxes | 189.7 | 150.4 | -97.2 | ||||||||
Income tax benefit (provision) | 0 | 0 | 0 | ||||||||
Net income (loss) | 189.7 | 150.4 | -97.2 | ||||||||
Net income attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | 189.7 | 150.4 | -97.2 | ||||||||
Comprehensive income attributed to ON Semiconductor Corporation | 195.6 | 144.1 | -91.6 | ||||||||
SCI LLC [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | 795.7 | 684.2 | 732.2 | ||||||||
Cost of revenues (exclusive of amortization shown below) | 596.4 | 517.6 | 466.9 | ||||||||
Gross profit | 199.3 | 166.6 | 265.3 | ||||||||
Operating expenses: | |||||||||||
Research and development | 85.2 | 77.2 | 180.3 | ||||||||
Selling and marketing | 82.7 | 71.4 | 68.2 | ||||||||
General and administrative | 55.3 | 32.6 | 5 | ||||||||
Amortization of acquisition-related intangible assets | 14.8 | 15.2 | 18.1 | ||||||||
Restructuring, asset impairments and other, net | 0.7 | 1.2 | 3.3 | ||||||||
Goodwill and intangible asset impairment | 0 | 20.1 | |||||||||
Total operating expenses | 238.7 | 197.6 | 295 | ||||||||
Operating income (loss) | -39.4 | -31 | -29.7 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | -11.1 | -10.5 | -9 | ||||||||
Interest income | 1 | 0.4 | 0.8 | ||||||||
Other | 2.7 | -10.2 | 11.7 | ||||||||
Loss on debt repurchase or exchange | 0 | 0 | 0 | ||||||||
Equity in earnings | 245.7 | 221.4 | -30.8 | ||||||||
Other income (expenses), net | 238.3 | 201.1 | -27.3 | ||||||||
Income (loss) before income taxes | 198.9 | 170.1 | -57 | ||||||||
Income tax benefit (provision) | 23.1 | -0.7 | -4.4 | ||||||||
Net income (loss) | 222 | 169.4 | -61.4 | ||||||||
Net income attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | 222 | 169.4 | -61.4 | ||||||||
Comprehensive income attributed to ON Semiconductor Corporation | 220.3 | 161 | -55.8 | ||||||||
Other Subsidiaries [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | 15.6 | 13.8 | 12.9 | ||||||||
Cost of revenues (exclusive of amortization shown below) | 0.9 | 0.6 | 0.6 | ||||||||
Gross profit | 14.7 | 13.2 | 12.3 | ||||||||
Operating expenses: | |||||||||||
Research and development | 11.9 | 10.9 | 10.3 | ||||||||
Selling and marketing | 0.8 | 0.7 | 0.8 | ||||||||
General and administrative | 1.3 | 0.8 | 0.6 | ||||||||
Amortization of acquisition-related intangible assets | 0 | 0 | 0 | ||||||||
Restructuring, asset impairments and other, net | 0 | 0 | 0.1 | ||||||||
Goodwill and intangible asset impairment | 0 | 0 | |||||||||
Total operating expenses | 14 | 12.4 | 11.8 | ||||||||
Operating income (loss) | 0.7 | 0.8 | 0.5 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | 0 | 0 | 0 | ||||||||
Interest income | 0 | 0 | 0 | ||||||||
Other | 0 | 0 | 0 | ||||||||
Loss on debt repurchase or exchange | 0 | 0 | 0 | ||||||||
Equity in earnings | 6.7 | 7.4 | 10 | ||||||||
Other income (expenses), net | 6.7 | 7.4 | 10 | ||||||||
Income (loss) before income taxes | 7.4 | 8.2 | 10.5 | ||||||||
Income tax benefit (provision) | -0.9 | 0 | 0 | ||||||||
Net income (loss) | 6.5 | 8.2 | 10.5 | ||||||||
Net income attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | 6.5 | 8.2 | 10.5 | ||||||||
Comprehensive income attributed to ON Semiconductor Corporation | 6.5 | 8.2 | 10.5 | ||||||||
Non-Guarantor Subsidiaries [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | 4,291.90 | 4,142.30 | 3,760.90 | ||||||||
Cost of revenues (exclusive of amortization shown below) | 3,434.50 | 3,427.20 | 3,059.10 | ||||||||
Gross profit | 857.4 | 715.1 | 701.8 | ||||||||
Operating expenses: | |||||||||||
Research and development | 269.5 | 246.1 | 176.9 | ||||||||
Selling and marketing | 116.5 | 99.1 | 111.9 | ||||||||
General and administrative | 124.3 | 115.1 | 155 | ||||||||
Amortization of acquisition-related intangible assets | 57.7 | 22.1 | 30.5 | ||||||||
Restructuring, asset impairments and other, net | 29.8 | 32 | 160.3 | ||||||||
Goodwill and intangible asset impairment | 9.6 | 29.4 | |||||||||
Total operating expenses | 607.4 | 514.4 | 664 | ||||||||
Operating income (loss) | 250 | 200.7 | 37.8 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | -6.2 | -5.1 | -9.1 | ||||||||
Interest income | 0.5 | 0.9 | 0.7 | ||||||||
Other | -7.1 | 11.7 | -5.9 | ||||||||
Loss on debt repurchase or exchange | 0 | 0 | 0 | ||||||||
Equity in earnings | 0 | 0 | 0 | ||||||||
Other income (expenses), net | -12.8 | 7.5 | -14.3 | ||||||||
Income (loss) before income taxes | 237.2 | 208.2 | 23.5 | ||||||||
Income tax benefit (provision) | -22 | -15.7 | -11.6 | ||||||||
Net income (loss) | 215.2 | 192.5 | 11.9 | ||||||||
Net income attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | 215.2 | 192.5 | 11.9 | ||||||||
Comprehensive income attributed to ON Semiconductor Corporation | 222.8 | 188.9 | 16.2 | ||||||||
Eliminations [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenues | -1,941.40 | -2,057.60 | -1,611.10 | ||||||||
Cost of revenues (exclusive of amortization shown below) | -1,954.90 | -2,091.80 | -1,578 | ||||||||
Gross profit | 13.5 | 34.2 | -33.1 | ||||||||
Operating expenses: | |||||||||||
Research and development | 0 | 0 | 0 | ||||||||
Selling and marketing | 0 | 0 | 0 | ||||||||
General and administrative | 0 | 0 | 0 | ||||||||
Amortization of acquisition-related intangible assets | -4.1 | -4.2 | -4.2 | ||||||||
Restructuring, asset impairments and other, net | 0 | 0 | 0 | ||||||||
Goodwill and intangible asset impairment | 0 | 0 | |||||||||
Total operating expenses | -4.1 | -4.2 | -4.2 | ||||||||
Operating income (loss) | 17.6 | 38.4 | -28.9 | ||||||||
Other income (expenses), net: | |||||||||||
Interest expense | 0 | 0 | 0 | ||||||||
Interest income | 0 | 0 | 0 | ||||||||
Other | 0 | 0 | 0 | ||||||||
Loss on debt repurchase or exchange | 0 | 0 | 0 | ||||||||
Equity in earnings | -458.9 | -405.3 | 72.2 | ||||||||
Other income (expenses), net | -458.9 | -405.3 | 72.2 | ||||||||
Income (loss) before income taxes | -441.3 | -366.9 | 43.3 | ||||||||
Income tax benefit (provision) | 0 | 0 | 0 | ||||||||
Net income (loss) | -441.3 | -366.9 | 43.3 | ||||||||
Net income attributable to non-controlling interest | -2.4 | -3.2 | -4.3 | ||||||||
Net income (loss) attributable to ON Semiconductor Corporation | -443.7 | -370.1 | 39 | ||||||||
Comprehensive income attributed to ON Semiconductor Corporation | ($449.60) | ($358.10) | $29.10 |
Guarantor_and_NonGuarantor_Sta5
Guarantor and Non-Guarantor Statements (Notes To Consolidated Statement Of Cash Flows) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | $481.30 | $327.30 | $276 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -204.3 | -155.2 | -256.3 |
Proceeds from sales of property, plant and equipment | 1.5 | 9.7 | 6.2 |
Deposit utilized for purchases of property, plant and equipment | 2.6 | -1.3 | 1.4 |
Recovery from insurance on property, plant and equipment | 0 | 0 | 11.5 |
Purchase of businesses, net of cash acquired | -423.7 | 0 | 0 |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 116.9 | 224.3 | 377.6 |
Purchase of held-to-maturity securities | -12.8 | -195.7 | -273.8 |
Cash placed in escrow | -40 | ||
Purchase of cost method investment | -5.8 | 0 | 0 |
Change in restricted cash | 0 | ||
Contribution from subsidiaries | 0 | 0 | 0 |
Net cash used in investing activities | -565.6 | -118.2 | -133.4 |
Cash flows from financing activities: | |||
Intercompany loans | 0 | 0 | 0 |
Intercompany loan repayments | 0 | 0 | 0 |
Payments to parent | 0 | 0 | 0 |
Proceeds from issuance of common stock under the employee stock purchase plan | 10 | 8.3 | 8.3 |
Proceeds from exercise of stock options | 24.9 | 12.1 | 9.4 |
Payments of tax withholding for restricted shares | -9.1 | -4.5 | -9.6 |
Repurchase of common stock | -121.8 | -101 | -55.5 |
Proceeds from debt issuance | 346.4 | 173.7 | 23.6 |
Payment of capital leases obligations | -43.8 | -41.7 | -40.8 |
Repayment of long-term debt | -90.6 | -217.7 | -232.5 |
Acquisition of non-controlling interest | -20.4 | 0 | 0 |
Payments made in connection with debt refinancing | 0 | -3.2 | -2.6 |
Dividend to non-controlling shareholder of consolidated subsidiary | -4.2 | 0 | 0 |
Net cash provided by (used in) financing activities | 91.4 | -174 | -299.7 |
Effect of exchange rate changes on cash and cash equivalents | -4.9 | -12.5 | -8.9 |
Net increase (decrease) in cash and cash equivalents | 2.2 | 22.6 | -166 |
Cash and cash equivalents, beginning of period | 509.5 | 486.9 | 652.9 |
Cash and cash equivalents, end of period | 511.7 | 509.5 | 486.9 |
Issuer [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | -9.4 | -11.3 | -13.1 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | 0 | 0 | 0 |
Proceeds from sales of property, plant and equipment | 0 | 0 | 0 |
Deposit utilized for purchases of property, plant and equipment | 0 | 0 | 0 |
Recovery from insurance on property, plant and equipment | 0 | ||
Purchase of businesses, net of cash acquired | 0 | 0 | |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 0 | 0 | 0 |
Purchase of held-to-maturity securities | 0 | 0 | 0 |
Cash placed in escrow | 0 | ||
Purchase of cost method investment | 0 | ||
Change in restricted cash | 0 | ||
Contribution from subsidiaries | 105.4 | 246.5 | 180.9 |
Net cash used in investing activities | 105.4 | 246.5 | 180.9 |
Cash flows from financing activities: | |||
Intercompany loans | 0 | 0 | 0 |
Intercompany loan repayments | 0 | 0 | 0 |
Payments to parent | 0 | 0 | 0 |
Proceeds from issuance of common stock under the employee stock purchase plan | 10 | 8.3 | 8.3 |
Proceeds from exercise of stock options | 24.9 | 12.1 | 9.4 |
Payments of tax withholding for restricted shares | -9.1 | -4.5 | -9.6 |
Repurchase of common stock | -121.8 | -101 | -55.5 |
Proceeds from debt issuance | 0 | 0 | 0 |
Payment of capital leases obligations | 0 | 0 | 0 |
Repayment of long-term debt | 0 | -150.1 | -117.8 |
Acquisition of non-controlling interest | 0 | ||
Payments made in connection with debt refinancing | 0 | -2.6 | |
Dividend to non-controlling shareholder of consolidated subsidiary | 0 | ||
Net cash provided by (used in) financing activities | -96 | -235.2 | -167.8 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 | 0 |
SCI LLC [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 18 | 63.9 | 45.5 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -54.7 | -32.4 | -55 |
Proceeds from sales of property, plant and equipment | 0.1 | 0.1 | 0.1 |
Deposit utilized for purchases of property, plant and equipment | 0 | 0 | 0 |
Recovery from insurance on property, plant and equipment | 0 | ||
Purchase of businesses, net of cash acquired | 0 | 0 | |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 116.9 | 224.3 | 377.6 |
Purchase of held-to-maturity securities | -12.8 | -195.7 | -273.8 |
Cash placed in escrow | 0 | ||
Purchase of cost method investment | 0 | ||
Change in restricted cash | 0 | ||
Contribution from subsidiaries | 0 | 0 | -7.9 |
Net cash used in investing activities | 49.5 | -3.7 | 41 |
Cash flows from financing activities: | |||
Intercompany loans | -710.9 | -812 | -524 |
Intercompany loan repayments | 503.4 | 981.7 | 562 |
Payments to parent | -105.4 | -246.5 | -180.9 |
Proceeds from issuance of common stock under the employee stock purchase plan | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Payments of tax withholding for restricted shares | 0 | 0 | 0 |
Repurchase of common stock | 0 | 0 | 0 |
Proceeds from debt issuance | 259.7 | 120 | 6.5 |
Payment of capital leases obligations | -36.8 | -38.2 | -37.4 |
Repayment of long-term debt | -45.5 | -6.2 | -5.1 |
Acquisition of non-controlling interest | 0 | ||
Payments made in connection with debt refinancing | -3.2 | 0 | |
Dividend to non-controlling shareholder of consolidated subsidiary | 0 | ||
Net cash provided by (used in) financing activities | -135.5 | -4.4 | -178.9 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | -68 | 55.8 | -92.4 |
Cash and cash equivalents, beginning of period | 267.9 | 212.1 | 304.5 |
Cash and cash equivalents, end of period | 199.9 | 267.9 | 212.1 |
Other Subsidiaries [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 21.3 | 0.2 | 0.9 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -0.9 | -0.2 | -0.7 |
Proceeds from sales of property, plant and equipment | 0 | 0 | 0 |
Deposit utilized for purchases of property, plant and equipment | 0 | 0 | 0 |
Recovery from insurance on property, plant and equipment | 0 | ||
Purchase of businesses, net of cash acquired | 0 | 0 | |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 0 | 0 | 0 |
Purchase of held-to-maturity securities | 0 | 0 | 0 |
Cash placed in escrow | 0 | ||
Purchase of cost method investment | 0 | ||
Change in restricted cash | 0 | ||
Contribution from subsidiaries | 0 | 0 | 0 |
Net cash used in investing activities | -0.9 | -0.2 | -0.7 |
Cash flows from financing activities: | |||
Intercompany loans | 0 | 0 | 0 |
Intercompany loan repayments | 0 | 0 | 0 |
Payments to parent | 0 | 0 | 0 |
Proceeds from issuance of common stock under the employee stock purchase plan | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Payments of tax withholding for restricted shares | 0 | 0 | 0 |
Repurchase of common stock | 0 | 0 | 0 |
Proceeds from debt issuance | 0 | 0 | 0 |
Payment of capital leases obligations | 0 | 0 | 0 |
Repayment of long-term debt | 0 | 0 | 0 |
Acquisition of non-controlling interest | -20.4 | ||
Payments made in connection with debt refinancing | 0 | 0 | |
Dividend to non-controlling shareholder of consolidated subsidiary | 0 | ||
Net cash provided by (used in) financing activities | -20.4 | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0.2 |
Cash and cash equivalents, beginning of period | 0 | 0 | -0.2 |
Cash and cash equivalents, end of period | 0 | 0 | 0 |
Non-Guarantor Subsidiaries [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 451.4 | 274.5 | 242.7 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -148.7 | -122.6 | -200.6 |
Proceeds from sales of property, plant and equipment | 1.4 | 9.6 | 6.1 |
Deposit utilized for purchases of property, plant and equipment | 2.6 | -1.3 | 1.4 |
Recovery from insurance on property, plant and equipment | 11.5 | ||
Purchase of businesses, net of cash acquired | -423.7 | 0 | |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 0 | 0 | 0 |
Purchase of held-to-maturity securities | 0 | 0 | 0 |
Cash placed in escrow | -40 | ||
Purchase of cost method investment | -5.8 | ||
Change in restricted cash | 0 | ||
Contribution from subsidiaries | 0 | 0 | 0 |
Net cash used in investing activities | -614.2 | -114.3 | -181.6 |
Cash flows from financing activities: | |||
Intercompany loans | 710.9 | 812 | 524 |
Intercompany loan repayments | -503.4 | -981.7 | -562 |
Payments to parent | 0 | 0 | 7.9 |
Proceeds from issuance of common stock under the employee stock purchase plan | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Payments of tax withholding for restricted shares | 0 | 0 | 0 |
Repurchase of common stock | 0 | 0 | 0 |
Proceeds from debt issuance | 86.7 | 53.7 | 17.1 |
Payment of capital leases obligations | -7 | -3.5 | -3.4 |
Repayment of long-term debt | -45.1 | -61.4 | -109.6 |
Acquisition of non-controlling interest | 0 | ||
Payments made in connection with debt refinancing | 0 | 0 | |
Dividend to non-controlling shareholder of consolidated subsidiary | -4.2 | ||
Net cash provided by (used in) financing activities | 237.9 | -180.9 | -126 |
Effect of exchange rate changes on cash and cash equivalents | -4.9 | -12.5 | -8.9 |
Net increase (decrease) in cash and cash equivalents | 70.2 | -33.2 | -73.8 |
Cash and cash equivalents, beginning of period | 241.6 | 274.8 | 348.6 |
Cash and cash equivalents, end of period | 311.8 | 241.6 | 274.8 |
Eliminations [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 0 | 0 | 0 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | 0 | 0 | 0 |
Proceeds from sales of property, plant and equipment | 0 | 0 | 0 |
Deposit utilized for purchases of property, plant and equipment | 0 | 0 | 0 |
Recovery from insurance on property, plant and equipment | 0 | ||
Purchase of businesses, net of cash acquired | 0 | 0 | |
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||
Proceeds from held-to maturity securities | 0 | 0 | |
Purchase of held-to-maturity securities | 0 | 0 | 0 |
Cash placed in escrow | 0 | ||
Purchase of cost method investment | 0 | ||
Change in restricted cash | 0 | ||
Contribution from subsidiaries | -105.4 | -246.5 | -173 |
Net cash used in investing activities | -105.4 | -246.5 | -173 |
Cash flows from financing activities: | |||
Intercompany loans | 0 | 0 | 0 |
Intercompany loan repayments | 0 | 0 | 0 |
Payments to parent | 105.4 | 246.5 | 173 |
Proceeds from issuance of common stock under the employee stock purchase plan | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Payments of tax withholding for restricted shares | 0 | 0 | 0 |
Repurchase of common stock | 0 | 0 | 0 |
Proceeds from debt issuance | 0 | 0 | 0 |
Payment of capital leases obligations | 0 | 0 | 0 |
Repayment of long-term debt | 0 | 0 | 0 |
Acquisition of non-controlling interest | 0 | ||
Payments made in connection with debt refinancing | 0 | 0 | |
Dividend to non-controlling shareholder of consolidated subsidiary | 0 | ||
Net cash provided by (used in) financing activities | 105.4 | 246.5 | 173 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | $0 | $0 | $0 |
Guarantor_and_NonGuarantor_Sta6
Guarantor and Non-Guarantor Statements (Impact of Corrections on the Condensed Consolidating Balance Sheets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Decrease in current assets | $1,805.80 | $1,707.20 |
Increase (decrease) in non-current assets | 91 | 104.4 |
Increase (decrease) in total assets | 3,823 | 3,293.80 |
Increase (decrease) in current liabilities | 1,040.80 | 819.2 |
Increase (decrease) in non-current liabilities | 151.8 | 190.4 |
Increase (decrease) in total liabilities | 2,175.60 | 1,770.20 |
Increase (decrease) in equity | 1,626.50 | 1,490.80 |
Restatement Adjustment [Member] | ||
Decrease in current assets | -3 | |
Increase (decrease) in non-current assets | 39.8 | |
Increase (decrease) in total assets | 36.8 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | 36.8 | |
Issuer [Member] | ||
Decrease in current assets | 0 | 0 |
Increase (decrease) in non-current assets | 1,969.10 | 1,827 |
Increase (decrease) in total assets | 1,969.10 | 1,827 |
Increase (decrease) in current liabilities | 0.4 | 1 |
Increase (decrease) in non-current liabilities | 0 | 0 |
Increase (decrease) in total liabilities | 342.6 | 336.2 |
Increase (decrease) in equity | 1,626.50 | 1,490.80 |
Issuer [Member] | Restatement Adjustment [Member] | ||
Decrease in current assets | 0 | |
Increase (decrease) in non-current assets | 36.8 | |
Increase (decrease) in total assets | 36.8 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | 36.8 | |
SCI LLC [Member] | ||
Decrease in current assets | 333 | 498.4 |
Increase (decrease) in non-current assets | 2,002.30 | 1,637.40 |
Increase (decrease) in total assets | 3,011.40 | 2,612.60 |
Increase (decrease) in current liabilities | 205.7 | 213.2 |
Increase (decrease) in non-current liabilities | 21.1 | 42.2 |
Increase (decrease) in total liabilities | 836.3 | 654.8 |
Increase (decrease) in equity | 2,175.10 | 1,957.80 |
SCI LLC [Member] | Restatement Adjustment [Member] | ||
Decrease in current assets | 0 | |
Increase (decrease) in non-current assets | 36.8 | |
Increase (decrease) in total assets | 36.8 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | 36.8 | |
Other Subsidiaries [Member] | ||
Decrease in current assets | 4.9 | 4.1 |
Increase (decrease) in non-current assets | 143.5 | 136.1 |
Increase (decrease) in total assets | 188.8 | 180.6 |
Increase (decrease) in current liabilities | 0.6 | 0.7 |
Increase (decrease) in non-current liabilities | 0 | 0.1 |
Increase (decrease) in total liabilities | 0.6 | 0.8 |
Increase (decrease) in equity | 188.2 | 179.8 |
Other Subsidiaries [Member] | Restatement Adjustment [Member] | ||
Decrease in current assets | 0 | |
Increase (decrease) in non-current assets | 0 | |
Increase (decrease) in total assets | 0 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | 0 | |
Non-Guarantor Subsidiaries [Member] | ||
Decrease in current assets | 1,456.30 | 1,213.40 |
Increase (decrease) in non-current assets | 858.2 | 877.1 |
Increase (decrease) in total assets | 3,747.40 | 3,082.40 |
Increase (decrease) in current liabilities | 839 | 616 |
Increase (decrease) in non-current liabilities | 130.7 | 148.1 |
Increase (decrease) in total liabilities | 1,205.20 | 793.4 |
Increase (decrease) in equity | 2,542.20 | 2,289 |
Non-Guarantor Subsidiaries [Member] | Restatement Adjustment [Member] | ||
Decrease in current assets | -3 | |
Increase (decrease) in non-current assets | 39.8 | |
Increase (decrease) in total assets | 36.8 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | 36.8 | |
Eliminations [Member] | ||
Decrease in current assets | 11.6 | -8.7 |
Increase (decrease) in non-current assets | -4,882.10 | -4,373.20 |
Increase (decrease) in total assets | -5,093.70 | -4,408.80 |
Increase (decrease) in current liabilities | -4.9 | -11.7 |
Increase (decrease) in non-current liabilities | 0 | 0 |
Increase (decrease) in total liabilities | -209.1 | -15 |
Increase (decrease) in equity | -4,905.50 | -4,426.60 |
Eliminations [Member] | Restatement Adjustment [Member] | ||
Decrease in current assets | 0 | |
Increase (decrease) in non-current assets | -73.6 | |
Increase (decrease) in total assets | -73.6 | |
Increase (decrease) in current liabilities | 0 | |
Increase (decrease) in non-current liabilities | 0 | |
Increase (decrease) in total liabilities | 0 | |
Increase (decrease) in equity | ($73.60) |
Guarantor_and_NonGuarantor_Sta7
Guarantor and Non-Guarantor Statements (Impact of the corrections to the Condensed Consolidating Statements of Operations) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Total change in gross profit | $277.70 | $280.90 | $278.10 | $248.20 | $250.40 | $249.20 | $231.90 | $197.60 | $1,084.90 | $929.10 | $946.30 |
Total change operating income | 228.9 | 208.9 | -20.3 | ||||||||
Total change in the provision for income taxes | 0.2 | -16.4 | -16 | ||||||||
Total change in other income and expense | -37 | -38.9 | -56.6 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | -0.6 | 40.5 | 94.1 | 55.7 | 37.8 | 50.7 | 45.8 | 16.1 | 189.7 | 150.4 | -97.2 |
Issuer [Member] | |||||||||||
Total change in gross profit | 0 | 0 | 0 | ||||||||
Total change operating income | 0 | 0 | 0 | ||||||||
Total change in the provision for income taxes | 0 | 0 | 0 | ||||||||
Total change in other income and expense | 189.7 | 150.4 | -97.2 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | 189.7 | 150.4 | -97.2 | ||||||||
SCI LLC [Member] | |||||||||||
Total change in gross profit | 199.3 | 166.6 | 265.3 | ||||||||
Total change operating income | -39.4 | -31 | -29.7 | ||||||||
Total change in the provision for income taxes | 23.1 | -0.7 | -4.4 | ||||||||
Total change in other income and expense | 238.3 | 201.1 | -27.3 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | 222 | 169.4 | -61.4 | ||||||||
Other Subsidiaries [Member] | |||||||||||
Total change in gross profit | 14.7 | 13.2 | 12.3 | ||||||||
Total change operating income | 0.7 | 0.8 | 0.5 | ||||||||
Total change in the provision for income taxes | -0.9 | 0 | 0 | ||||||||
Total change in other income and expense | 6.7 | 7.4 | 10 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | 6.5 | 8.2 | 10.5 | ||||||||
Non-Guarantor Subsidiaries [Member] | |||||||||||
Total change in gross profit | 857.4 | 715.1 | 701.8 | ||||||||
Total change operating income | 250 | 200.7 | 37.8 | ||||||||
Total change in the provision for income taxes | -22 | -15.7 | -11.6 | ||||||||
Total change in other income and expense | -12.8 | 7.5 | -14.3 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | 215.2 | 192.5 | 11.9 | ||||||||
Eliminations [Member] | |||||||||||
Total change in gross profit | 13.5 | 34.2 | -33.1 | ||||||||
Total change operating income | 17.6 | 38.4 | -28.9 | ||||||||
Total change in the provision for income taxes | 0 | 0 | 0 | ||||||||
Total change in other income and expense | -458.9 | -405.3 | 72.2 | ||||||||
Total change in net income attributable to ON Semiconductor Corporation | -443.7 | -370.1 | 39 | ||||||||
Restatement Adjustment [Member] | |||||||||||
Total change in gross profit | -3.2 | 5.1 | 2.6 | -2.5 | 0 | 0.1 | -6.9 | -9.3 | -5.6 | ||
Total change operating income | -9.3 | -4 | |||||||||
Total change in the provision for income taxes | 10.5 | -2.6 | |||||||||
Total change in other income and expense | -1.6 | 0 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | -1.1 | 6.1 | -2.7 | 9.1 | -1.1 | -1.9 | -6.5 | -0.4 | -6.6 | ||
Restatement Adjustment [Member] | Issuer [Member] | |||||||||||
Total change in gross profit | 0 | 0 | |||||||||
Total change operating income | 0 | 0 | |||||||||
Total change in the provision for income taxes | 0 | 0 | |||||||||
Total change in other income and expense | -0.4 | -6.6 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | -0.4 | -6.6 | |||||||||
Restatement Adjustment [Member] | SCI LLC [Member] | |||||||||||
Total change in gross profit | -1.2 | 1.2 | |||||||||
Total change operating income | -1.2 | 1.2 | |||||||||
Total change in the provision for income taxes | 10.7 | -2.6 | |||||||||
Total change in other income and expense | -9.9 | -5.2 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | -0.4 | -6.6 | |||||||||
Restatement Adjustment [Member] | Other Subsidiaries [Member] | |||||||||||
Total change in gross profit | 0 | 0 | |||||||||
Total change operating income | 0 | 0 | |||||||||
Total change in the provision for income taxes | 0 | 0 | |||||||||
Total change in other income and expense | 0 | 0 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | 0 | 0 | |||||||||
Restatement Adjustment [Member] | Non-Guarantor Subsidiaries [Member] | |||||||||||
Total change in gross profit | -8.1 | -6.8 | |||||||||
Total change operating income | -8.1 | -5.2 | |||||||||
Total change in the provision for income taxes | -0.2 | 0 | |||||||||
Total change in other income and expense | -2.9 | 0 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | -11.2 | -5.2 | |||||||||
Restatement Adjustment [Member] | Eliminations [Member] | |||||||||||
Total change in gross profit | 0 | 0 | |||||||||
Total change operating income | 0 | 0 | |||||||||
Total change in the provision for income taxes | 0 | 0 | |||||||||
Total change in other income and expense | 11.6 | 11.8 | |||||||||
Total change in net income attributable to ON Semiconductor Corporation | $11.60 | $11.80 |
Guarantor_and_NonGuarantor_Sta8
Guarantor and Non-Guarantor Statements (Impact of the corrections to the Condensed Consolidating Statements of Cash Flows) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Total change in net cash provided by (used in)operating activities | $481.30 | $327.30 | $276 |
Total change in net cash provided by (used in) investing activities | -565.6 | -118.2 | -133.4 |
Total change in net cash provided by (used in) investing activities | 91.4 | -174 | -299.7 |
Net increase (decrease) in cash and cash equivalents | 2.2 | 22.6 | -166 |
Issuer [Member] | |||
Total change in net cash provided by (used in)operating activities | -9.4 | -11.3 | -13.1 |
Total change in net cash provided by (used in) investing activities | 105.4 | 246.5 | 180.9 |
Total change in net cash provided by (used in) investing activities | -96 | -235.2 | -167.8 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
SCI LLC [Member] | |||
Total change in net cash provided by (used in)operating activities | 18 | 63.9 | 45.5 |
Total change in net cash provided by (used in) investing activities | 49.5 | -3.7 | 41 |
Total change in net cash provided by (used in) investing activities | -135.5 | -4.4 | -178.9 |
Net increase (decrease) in cash and cash equivalents | -68 | 55.8 | -92.4 |
Other Subsidiaries [Member] | |||
Total change in net cash provided by (used in)operating activities | 21.3 | 0.2 | 0.9 |
Total change in net cash provided by (used in) investing activities | -0.9 | -0.2 | -0.7 |
Total change in net cash provided by (used in) investing activities | -20.4 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0.2 |
Non-Guarantor Subsidiaries [Member] | |||
Total change in net cash provided by (used in)operating activities | 451.4 | 274.5 | 242.7 |
Total change in net cash provided by (used in) investing activities | -614.2 | -114.3 | -181.6 |
Total change in net cash provided by (used in) investing activities | 237.9 | -180.9 | -126 |
Net increase (decrease) in cash and cash equivalents | 70.2 | -33.2 | -73.8 |
Eliminations [Member] | |||
Total change in net cash provided by (used in)operating activities | 0 | 0 | 0 |
Total change in net cash provided by (used in) investing activities | -105.4 | -246.5 | -173 |
Total change in net cash provided by (used in) investing activities | 105.4 | 246.5 | 173 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
Restatement Adjustment [Member] | |||
Total change in net cash provided by (used in)operating activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Restatement Adjustment [Member] | Issuer [Member] | |||
Total change in net cash provided by (used in)operating activities | -11.3 | -13.1 | |
Total change in net cash provided by (used in) investing activities | 11.3 | 13.1 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Restatement Adjustment [Member] | SCI LLC [Member] | |||
Total change in net cash provided by (used in)operating activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Restatement Adjustment [Member] | Other Subsidiaries [Member] | |||
Total change in net cash provided by (used in)operating activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Restatement Adjustment [Member] | Non-Guarantor Subsidiaries [Member] | |||
Total change in net cash provided by (used in)operating activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Restatement Adjustment [Member] | Eliminations [Member] | |||
Total change in net cash provided by (used in)operating activities | 11.3 | 13.1 | |
Total change in net cash provided by (used in) investing activities | -11.3 | -13.1 | |
Total change in net cash provided by (used in) investing activities | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | $0 | $0 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Valuation and Qualifying Accounts) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $1 | $2.70 | $7.10 |
Charged to Costs and Expenses | 0.5 | 0 | -1.9 |
Charged to Other Accounts | 0.1 | 0 | 0 |
Deductions/Write-offs | 0 | -1.7 | -2.5 |
Balance at End of Period | 1.6 | 1 | 2.7 |
Valuation Allowance of Deferred Tax Assets [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 1,301.30 | 1,430.60 | 1,634 |
Charged to Costs and Expenses | -239.2 | 38.5 | -1.4 |
Charged to Other Accounts | -84.6 | -161.8 | -92.2 |
Deductions/Write-offs | 0 | -6 | -109.8 |
Balance at End of Period | 977.5 | 1,301.30 | 1,430.60 |
Valuation Allowance of Deferred Tax Assets [Member] | Aptina [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Charged to Other Accounts | ($15.80) |