Cover Page
Cover Page - shares | 9 Months Ended | |
Oct. 29, 2021 | Nov. 26, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 29, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-33622 | |
Entity Registrant Name | VMWARE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-3292913 | |
Entity Address, Address Line One | 3401 Hillview Avenue | |
Entity Address, City or Town | Palo Alto, | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94304 | |
City Area Code | 650 | |
Local Phone Number | 427-5000 | |
Title of 12(b) Security | Class A common stock | |
Trading Symbol | VMW | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 420,365,558 | |
Entity Central Index Key | 0001124610 | |
Current Fiscal Year End Date | --01-28 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | ||
Revenue: | |||||
Revenue | [1] | $ 3,188 | $ 2,864 | $ 9,320 | $ 8,473 |
Operating expenses: | |||||
Research and development | [2] | 768 | 714 | 2,251 | 2,058 |
Sales and marketing | [2] | 1,011 | 912 | 2,993 | 2,727 |
General and administrative | [2] | 316 | 250 | 808 | 773 |
Realignment | [2] | 0 | 44 | 1 | 47 |
Operating income | 519 | 428 | 1,603 | 1,380 | |
Investment income | 0 | 1 | 1 | 7 | |
Interest expense | (74) | (52) | (173) | (156) | |
Other income (expense), net | 12 | 177 | (7) | 186 | |
Income before income tax | 457 | 554 | 1,424 | 1,417 | |
Income tax provision | 59 | 120 | 190 | 150 | |
Net income | $ 398 | $ 434 | $ 1,234 | $ 1,267 | |
Net income per weighted-average share, basic for Classes A and B (in USD per share) | $ 0.95 | $ 1.03 | $ 2.94 | $ 3.02 | |
Net income per weighted-average share, diluted for Classes A and B (in USD per share) | $ 0.94 | $ 1.02 | $ 2.92 | $ 3 | |
Weighted-average shares, basic for Classes A and B (in shares) | 419,456 | 420,857 | 419,309 | 419,758 | |
Weighted-average shares, diluted for Classes A and B (in shares) | 421,763 | 423,400 | 422,201 | 423,093 | |
License | |||||
Revenue: | |||||
Revenue | [1] | $ 710 | $ 639 | $ 2,093 | $ 2,019 |
Operating expenses: | |||||
Cost of revenue | [2] | 37 | 44 | 111 | 119 |
Subscription and SaaS | |||||
Revenue: | |||||
Revenue | [1] | 820 | 676 | 2,336 | 1,880 |
Operating expenses: | |||||
Cost of revenue | [2] | 175 | 142 | 502 | 400 |
Services | |||||
Revenue: | |||||
Revenue | [1] | 1,658 | 1,549 | 4,891 | 4,574 |
Operating expenses: | |||||
Cost of revenue | [2] | $ 362 | $ 330 | $ 1,051 | $ 969 |
[1] | Includes related party revenue as follows (refer to Note C): License $ 335 $ 289 $ 996 $ 976 Subscription and SaaS 221 136 589 373 Services 644 518 1,838 1,439 | ||||
[2] | Includes stock-based compensation as follows: Cost of license revenue — — 1 1 Cost of subscription and SaaS revenue 5 4 16 13 Cost of services revenue 21 25 70 74 Research and development 125 140 402 397 Sales and marketing 74 85 227 243 General and administrative 33 50 97 141 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | ||
Revenue | [1] | $ 3,188 | $ 2,864 | $ 9,320 | $ 8,473 |
Cost of license revenue | |||||
Stock-based compensation | 0 | 0 | 1 | 1 | |
Cost of subscription and SaaS revenue | |||||
Stock-based compensation | 5 | 4 | 16 | 13 | |
Cost of services revenue | |||||
Stock-based compensation | 21 | 25 | 70 | 74 | |
Research and development | |||||
Stock-based compensation | 125 | 140 | 402 | 397 | |
Sales and marketing | |||||
Stock-based compensation | 74 | 85 | 227 | 243 | |
General and administrative | |||||
Stock-based compensation | 33 | 50 | 97 | 141 | |
License | |||||
Revenue | [1] | 710 | 639 | 2,093 | 2,019 |
License | Dell | |||||
Revenue | 335 | 289 | 996 | 976 | |
Subscription and SaaS | |||||
Revenue | [1] | 820 | 676 | 2,336 | 1,880 |
Subscription and SaaS | Dell | |||||
Revenue | 221 | 136 | 589 | 373 | |
Services | |||||
Revenue | [1] | 1,658 | 1,549 | 4,891 | 4,574 |
Services | Dell | |||||
Revenue | $ 644 | $ 518 | $ 1,838 | $ 1,439 | |
[1] | Includes related party revenue as follows (refer to Note C): License $ 335 $ 289 $ 996 $ 976 Subscription and SaaS 221 136 589 373 Services 644 518 1,838 1,439 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 398 | $ 434 | $ 1,234 | $ 1,267 |
Changes in fair value of effective foreign currency forward contracts: | ||||
Unrealized gains (losses), net of tax provision (benefit) of $—, $—, $— and $— | 1 | 2 | 1 | (1) |
Reclassification of (gains) losses realized during the period, net of tax (provision) benefit of $—, $—, $— and $— | (1) | 2 | 1 | 0 |
Net change in fair value of effective foreign currency forward contracts | 0 | 4 | 2 | (1) |
Total other comprehensive income (loss) | 0 | 4 | 2 | (1) |
Comprehensive income, net of taxes | $ 398 | $ 438 | $ 1,236 | $ 1,266 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Tax provision (benefit) on unrealized gains (losses) on derivatives | $ 0 | $ 0 | $ 0 | $ 0 |
Tax (provision) benefit on reclassification of gains (losses) realized on derivatives | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 12,500 | $ 4,692 |
Short-term investments | 33 | 23 |
Accounts receivable, net of allowance of $8 and $5 | 1,675 | 1,929 |
Due from related parties, net | 660 | 1,438 |
Other current assets | 577 | 530 |
Total current assets | 15,445 | 8,612 |
Property and equipment, net | 1,411 | 1,334 |
Other assets | 2,645 | 2,697 |
Deferred tax assets | 5,830 | 5,781 |
Intangible assets, net | 781 | 993 |
Goodwill | 9,598 | 9,599 |
Total assets | 35,710 | 29,016 |
Current liabilities: | ||
Accounts payable | 229 | 131 |
Accrued expenses and other | 2,273 | 2,382 |
Current portion of long-term debt | 1,498 | 0 |
Unearned revenue | 5,808 | 5,873 |
Total current liabilities | 9,808 | 8,386 |
Note payable to Dell | 0 | 270 |
Long-term debt | 9,170 | 4,717 |
Unearned revenue | 4,425 | 4,441 |
Income tax payable | 781 | 805 |
Operating lease liabilities | 885 | 891 |
Other liabilities | 416 | 455 |
Total liabilities | 25,485 | 19,965 |
Contingencies (refer to Note D) | ||
Stockholders’ equity: | ||
Additional paid-in capital | 1,923 | 1,985 |
Accumulated other comprehensive loss | (3) | (5) |
Retained earnings | 8,301 | 7,067 |
Total stockholders’ equity | 10,225 | 9,051 |
Total liabilities and stockholders’ equity | 35,710 | 29,016 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 1 | 1 |
Class B Convertible Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 3 | $ 3 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Allowance for credit loss | $ 8 | $ 5 |
Class A Common Stock | ||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 2,500,000,000 | 2,500,000,000 |
Common stock, shares issued (in shares) | 112,441,000 | 112,082,000 |
Common stock, shares outstanding (in shares) | 112,441,000 | 112,082,000 |
Class B Convertible Common Stock | ||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 307,222,000 | 307,222,000 |
Common stock, shares outstanding (in shares) | 307,222,000 | 307,222,000 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Operating activities: | ||
Net income | $ 1,234 | $ 1,267 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 825 | 757 |
Stock-based compensation | 813 | 869 |
Deferred income taxes, net | (92) | (177) |
Unrealized (gain) loss on equity securities, net | 25 | (197) |
(Gain) loss on disposition of assets, revaluation and impairment, net | 4 | 22 |
Loss on extinguishment of debt | 0 | 8 |
Other | 6 | 0 |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | 247 | 102 |
Other current assets and other assets | (467) | (622) |
Due to/from related parties, net | 777 | 785 |
Accounts payable | 87 | (4) |
Accrued expenses and other liabilities | (181) | 393 |
Income taxes payable | 24 | (53) |
Unearned revenue | (82) | (65) |
Net cash provided by operating activities | 3,220 | 3,085 |
Investing activities: | ||
Additions to property and equipment | (263) | (247) |
Sales of investments in equity securities | 68 | 0 |
Purchases of strategic investments | (7) | (16) |
Proceeds from disposition of assets | 5 | 21 |
Business combinations, net of cash acquired, and purchases of intangible assets | (15) | (390) |
Net cash used in investing activities | (212) | (632) |
Financing activities: | ||
Proceeds from issuance of common stock | 267 | 264 |
Net proceeds from issuance of long-term debt | 5,944 | 1,979 |
Repayment of term loan | 0 | (1,500) |
Repayment of current portion of long-term debt | 0 | (1,257) |
Repayment of note payable to Dell | (270) | 0 |
Repurchase of common stock | (872) | (566) |
Shares repurchased for tax withholdings on vesting of restricted stock | (291) | (319) |
Payment to acquire non-controlling interests | 0 | (91) |
Principal payments on finance lease obligations | (3) | (3) |
Net cash provided by (used in) financing activities | 4,775 | (1,493) |
Net increase in cash, cash equivalents and restricted cash | 7,783 | 960 |
Cash, cash equivalents and restricted cash at beginning of the period | 4,770 | 3,031 |
Cash, cash equivalents and restricted cash at end of the period | 12,553 | 3,991 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 146 | 142 |
Cash paid for taxes, net | 276 | 393 |
Non-cash items: | ||
Changes in capital additions, accrued but not paid | $ 9 | $ (18) |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Class A Common Stock | Class B Convertible Common Stock | Common StockClass A Common Stock | Common StockClass B Convertible Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Balance (in shares) at Jan. 31, 2020 | 110,000,000 | 307,000,000 | ||||||
Balance at Jan. 31, 2020 | $ 7,009 | $ 1 | $ 3 | $ 2,000 | $ 5,009 | $ (4) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Proceeds from issuance of common stock (in shares) | 3,000,000 | |||||||
Proceeds from issuance of common stock | 264 | 264 | ||||||
Purchase and retirement of common stock (in shares) | (4,229,000) | (4,000,000) | ||||||
Repurchase and retirement of common stock | (566) | $ (566) | (566) | |||||
Issuance of restricted stock (in shares) | 6,000,000 | |||||||
Shares withheld for tax withholdings on vesting of restricted stock (in shares) | (2,000,000) | |||||||
Shares withheld for tax withholdings on vesting of restricted stock | (315) | (315) | ||||||
Stock-based compensation | 863 | 863 | ||||||
Amount due from tax sharing arrangement | (45) | (45) | ||||||
Total other comprehensive income (loss) | (1) | (1) | ||||||
Net income | 1,267 | 1,267 | ||||||
Balance (in shares) at Oct. 30, 2020 | 113,000,000 | 307,000,000 | ||||||
Balance at Oct. 30, 2020 | 8,476 | $ 1 | $ 3 | 2,201 | 6,276 | (5) | ||
Balance (in shares) at Jul. 31, 2020 | 113,000,000 | 307,000,000 | ||||||
Balance at Jul. 31, 2020 | 7,907 | $ 1 | $ 3 | 2,070 | 5,842 | (9) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Proceeds from issuance of common stock (in shares) | 1,000,000 | |||||||
Proceeds from issuance of common stock | 122 | 122 | ||||||
Purchase and retirement of common stock (in shares) | (1,770,000) | (2,000,000) | ||||||
Repurchase and retirement of common stock | (255) | $ (255) | (255) | |||||
Issuance of restricted stock (in shares) | 1,000,000 | |||||||
Shares withheld for tax withholdings on vesting of restricted stock | (39) | (39) | ||||||
Stock-based compensation | 303 | 303 | ||||||
Total other comprehensive income (loss) | 4 | 4 | ||||||
Net income | 434 | 434 | ||||||
Balance (in shares) at Oct. 30, 2020 | 113,000,000 | 307,000,000 | ||||||
Balance at Oct. 30, 2020 | 8,476 | $ 1 | $ 3 | 2,201 | 6,276 | (5) | ||
Balance (in shares) at Jan. 29, 2021 | 112,082,000 | 307,222,000 | 112,000,000 | 307,000,000 | ||||
Balance at Jan. 29, 2021 | 9,051 | $ 1 | $ 3 | 1,985 | 7,067 | (5) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Proceeds from issuance of common stock (in shares) | 3,000,000 | |||||||
Proceeds from issuance of common stock | 267 | 267 | ||||||
Purchase and retirement of common stock (in shares) | (5,699,000) | (6,000,000) | ||||||
Repurchase and retirement of common stock | (872) | $ (872) | (872) | |||||
Issuance of restricted stock (in shares) | 5,000,000 | |||||||
Shares withheld for tax withholdings on vesting of restricted stock (in shares) | (2,000,000) | |||||||
Shares withheld for tax withholdings on vesting of restricted stock | (284) | (284) | ||||||
Stock-based compensation | 827 | 827 | ||||||
Total other comprehensive income (loss) | 2 | 2 | ||||||
Net income | 1,234 | 1,234 | ||||||
Balance (in shares) at Oct. 29, 2021 | 112,441,000 | 307,222,000 | 112,000,000 | 307,000,000 | ||||
Balance at Oct. 29, 2021 | 10,225 | $ 1 | $ 3 | 1,923 | 8,301 | (3) | ||
Balance (in shares) at Jul. 30, 2021 | 112,000,000 | 307,000,000 | ||||||
Balance at Jul. 30, 2021 | 9,620 | $ 1 | $ 3 | 1,716 | 7,903 | (3) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Proceeds from issuance of common stock (in shares) | 1,000,000 | |||||||
Proceeds from issuance of common stock | 128 | 128 | ||||||
Purchase and retirement of common stock (in shares) | (956,000) | (1,000,000) | ||||||
Repurchase and retirement of common stock | (143) | $ (143) | (143) | |||||
Issuance of restricted stock (in shares) | 1,000,000 | |||||||
Shares withheld for tax withholdings on vesting of restricted stock (in shares) | (1,000,000) | |||||||
Shares withheld for tax withholdings on vesting of restricted stock | (42) | (42) | ||||||
Stock-based compensation | 264 | 264 | ||||||
Total other comprehensive income (loss) | 0 | |||||||
Net income | 398 | 398 | ||||||
Balance (in shares) at Oct. 29, 2021 | 112,441,000 | 307,222,000 | 112,000,000 | 307,000,000 | ||||
Balance at Oct. 29, 2021 | $ 10,225 | $ 1 | $ 3 | $ 1,923 | $ 8,301 | $ (3) |
Overview and Basis of Presentat
Overview and Basis of Presentation | 9 Months Ended |
Oct. 29, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Overview and Basis of Presentation | Overview and Basis of Presentation Company and Background VMware, Inc. (“VMware” or the “Company”) originally pioneered the development and application of virtualization technologies with x86 server-based computing, separating application software from the underlying hardware. Information technology (“IT”) driven innovation continues to disrupt markets and industries. Technologies emerge faster than organizations can absorb, creating increasingly complex environments. IT is working at an accelerated pace to harness new technologies, platforms and cloud models, ultimately guiding businesses through a digital transformation. To take on these challenges, VMware is working with customers in the areas of hybrid and multi-cloud, virtual cloud networking, digital workspaces, modern applications and intrinsic security. VMware’s software provides a flexible digital foundation to enable customers in their digital transformation. Accounting Principles The financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Unaudited Interim Financial Information The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments and accruals, for a fair statement of VMware’s condensed consolidated results of operations, financial position and cash flows for the periods presented. Results of operations are not necessarily indicative of the results that may be expected for the full fiscal year 2022. Certain information and footnote disclosures typically included in annual consolidated financial statements have been condensed or omitted. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in VMware’s Annual Report on Form 10-K filed on March 26, 2021. Effective September 7, 2016, Dell Technologies Inc. (“Dell”) (formerly Denali Holding Inc.) acquired EMC Corporation (“EMC”), VMware’s then-parent company, including EMC’s majority control of VMware. As of October 29, 2021 (the “Record Date”), Dell controlled 80.5% of VMware’s outstanding common stock and 97.4% of the combined voting power of VMware’s outstanding common stock, including 31 million shares of VMware’s Class A common stock (“Class A Stock”) and all of VMware’s Class B convertible common stock (“Class B Stock”). On November 1, 2021, VMware’s spin-off from Dell (the “Spin-Off”) was completed, and VMware paid an $11.5 billion special dividend, pro rata, to each of the holders of Class A and Class B Stock (including Dell) as of the Record Date. As VMware was a majority-owned and controlled subsidiary of Dell through October 29, 2021, its results of operations and financial position were consolidated with Dell’s financial statements. Refer to Note O for more information regarding the Spin-Off. Management believes the assumptions underlying the condensed consolidated financial statements are reasonable. However, the amounts recorded for VMware’s related party transactions with Dell and its consolidated subsidiaries may not be considered arm’s length with an unrelated third party. Therefore, the condensed consolidated financial statements included herein may not necessarily reflect the results of operations, financial position and cash flows had VMware engaged in such transactions with an unrelated third party during all periods presented. Accordingly, VMware’s historical financial information is not necessarily indicative of what the Company’s results of operations, financial position and cash flows will be in the future, if and when VMware contracts at arm’s length with unrelated third parties for products and services the Company receives from and provides to Dell. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of VMware and subsidiaries in which VMware has a controlling financial interest. All intercompany transactions and account balances between VMware and its subsidiaries have been eliminated in consolidation. Transactions with Dell and its consolidated subsidiaries are generally settled in cash and are classified on the condensed consolidated statements of cash flows based upon the nature of the underlying transaction. Use of Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent liabilities at the date of the financial statements. Estimates are used for, but not limited to, trade receivable valuation, marketing development funds, expected period of benefit for deferred commissions, useful lives assigned to fixed assets and intangible assets, valuation of goodwill and definite-lived intangibles, income taxes, stock-based compensation and contingencies. Actual results could differ from those estimates. To the extent the Company’s actual results differ materially from those estimates and assumptions, VMware’s future financial statements could be affected. Recently Adopted Accounting Standards Effective January 30, 2021, VMware adopted, on a modified retrospective basis, Accounting Standards Update (“ASU”) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. This update simplifies the accounting for convertible instruments and contracts in an entity’s own equity and amends the diluted earnings per share guidance for greater consistency within the standard. The standard did not have an impact on the Company’s condensed consolidated financial statements except for the calculation of the year-to-date weighted-average diluted share count, which did not have a material impact on the Company’s diluted net income per share for the nine months ended October 29, 2021. Effective January 30, 2021, VMware adopted ASU No. 2019-12, Income Taxes (Topic 740), simplifying the accounting for income taxes. The standard did not have a material impact on the Company’s condensed consolidated financial statements. New Accounting Pronouncement In October 2021, the Financial Accounting Standard Board issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This update requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by an acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. The new standard is effective for interim and annual periods beginning after December 15, 2022, but may be early adopted. The adoption of the ASU will be applied prospectively to business combinations occurring on or after the effective date of the ASU. If the new standard is early adopted in an interim period, it should be applied retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and prospectively to all business combinations that occur on or after the date of initial application. VMware plans to early adopt this standard during the fourth quarter of fiscal 2022. The standard did not have an impact on business combinations occurring during the nine months ended October 29, 2021. |
Revenue, Unearned Revenue and R
Revenue, Unearned Revenue and Remaining Performance Obligations | 9 Months Ended |
Oct. 29, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Unearned Revenue and Remaining Performance Obligations | Revenue, Unearned Revenue and Remaining Performance Obligations Revenue Contract Assets A contract asset is recognized when a conditional right to consideration exists and transfer of control has occurred. Contract assets include fixed fee professional services where transfer of services has occurred in advance of the Company’s right to invoice. Contract assets are classified as accounts receivables upon invoicing. Contract assets are included in other current assets on the condensed consolidated balance sheets. Contract assets were $50 million and $43 million as of October 29, 2021 and January 29, 2021, respectively. Contract asset balances will fluctuate based upon the timing of the transfer of services, billings and customers’ acceptance of contractual milestones. Contract Liabilities Contract liabilities consist of unearned revenue, which is generally recorded when VMware has the right to invoice or payments have been received for undelivered products or services. Customer Deposits Customer deposits include prepayments from customers related to amounts received for contracts that include certain cancellation rights. Purchased credits eligible for redemption of VMware’s hosted services (“cloud credits”) are included in customer deposits until the cloud credit is consumed or is contractually committed to a specific hosted service. Cloud credits are redeemable by the customer for the gross value of the hosted offering. Upon contractual commitment for a hosted service, the net value of the cloud credits that are expected to be recognized as revenue when the obligation is fulfilled will be classified as unearned revenue. As of October 29, 2021, customer deposits related to customer prepayments and cloud credits of $322 million were included in accrued expenses and other, and $151 million were included in other liabilities on the condensed consolidated balance sheets. As of January 29, 2021, customer deposits related to customer prepayments and cloud credits of $294 million were included in accrued expenses and other, and $163 million were included in other liabilities on the condensed consolidated balance sheets. Deferred Commissions Deferred commissions are classified as current or non-current based on the duration of the expected period of benefit. Deferred commissions, including the employer portion of payroll taxes, included in other current assets as of October 29, 2021 and January 29, 2021 were $12 million and $31 million, respectively. Deferred commissions included in other assets were $1.2 billion and $1.1 billion as of October 29, 2021 and January 29, 2021, respectively. Amortization expense for deferred commissions was included in sales and marketing on the condensed consolidated statements of income and was $130 million and $383 million during the three and nine months ended October 29, 2021, respectively, and $113 million and $319 million during the three and nine months ended October 30, 2020, respectively. Unearned Revenue Unearned revenue as of the periods presented consisted of the following (table in millions): October 29, January 29, 2021 2021 Unearned license revenue $ 17 $ 15 Unearned subscription and SaaS revenue 2,238 1,998 Unearned software maintenance revenue 6,773 7,092 Unearned professional services revenue 1,205 1,209 Total unearned revenue $ 10,233 $ 10,314 Unearned subscription and SaaS revenue is generally recognized over time as customers consume the services or ratably over the term of the subscription, commencing upon provisioning of the service. Unearned software maintenance revenue is attributable to VMware’s maintenance contracts and is generally recognized ratably over the contract duration. The weighted-average remaining contractual term as of October 29, 2021 was approximately two years. Unearned professional services revenue results primarily from prepaid professional services and is generally recognized as the services are performed. Total billings and revenue recognized during the three months ended October 29, 2021 were $2.0 billion and $2.1 billion, respectively, and did not include amounts for performance obligations that were fully satisfied upon delivery, such as on-premises licenses. Total billings and revenue recognized during the nine months ended October 29, 2021 were $6.0 billion and $6.1 billion, respectively, and did not include amounts for performance obligations that were fully satisfied upon delivery, such as on-premises licenses. Revenue recognized during the three and nine months ended October 30, 2020 was $1.9 billion and $5.5 billion, respectively, and did not include amounts for performance obligations that were fully satisfied upon delivery, such as on-premises licenses. Remaining Performance Obligations Remaining performance obligations represent the aggregate amount of the transaction price in contracts allocated to performance obligations not delivered, or partially undelivered, as of the end of the reporting period. Remaining performance obligations include unearned revenue, multi-year contracts with future installment payments and certain unfulfilled orders against accepted non-cancellable customer contracts at the end of any given period. As of October 29, 2021, the aggregate transaction price allocated to remaining performance obligations was $11.1 billion, of which approximately 56% is expected to be recognized as revenue over the next twelve months and the remainder thereafter. As of January 29, 2021, the aggregate transaction price allocated to remaining performance obligations was $11.3 billion, of which approximately 55% was expected to be recognized as revenue during fiscal 2022, and the remainder thereafter. |
Related Parties
Related Parties | 9 Months Ended |
Oct. 29, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Related PartiesThe information provided below includes a summary of transactions with Dell and Dell’s consolidated subsidiaries (collectively, “Dell”). Transactions with Dell VMware and Dell engaged in the following ongoing related party transactions, which resulted in revenue and receipts, and unearned revenue for VMware: • Pursuant to original equipment manufacturer (“OEM”) and reseller arrangements, Dell integrates or bundles VMware’s products and services with Dell’s products and sells them to end users. Dell also acts as a distributor, purchasing VMware’s standalone products and services for resale to end-user customers through VMware-authorized resellers. Revenue under these arrangements is presented net of related marketing development funds and rebates paid to Dell. In addition, VMware provides professional services to end users based upon contractual agreements with Dell. • Dell purchases products and services from VMware for its internal use. • From time to time, VMware and Dell enter into agreements to collaborate on technology projects, and Dell pays VMware for services or reimburses VMware for costs incurred by VMware, in connection with such projects. During the three and nine months ended October 29, 2021, revenue from Dell accounted for 38% and 37% of VMware’s consolidated revenue, respectively. During each of the three and nine months ended October 29, 2021, revenue recognized on transactions where Dell acted as an OEM accounted for 13% of total revenue from Dell, or 5% of VMware’s consolidated revenue. During each of the three and nine months ended October 30, 2020, revenue from Dell accounted for 33% of VMware’s consolidated revenue. During the three and nine months ended October 30, 2020, revenue recognized on transactions where Dell acted as an OEM accounted for 13% and 12%, respectively, of total revenue from Dell, or 4% of VMware’s consolidated revenue. Dell purchases VMware products and services directly from VMware, as well as through VMware’s channel partners. Information about VMware’s revenue and receipts, and unearned revenue from such arrangements, for the periods presented consisted of the following (table in millions): Revenue and Receipts Unearned Revenue Three Months Ended Nine Months Ended As of October 29, October 30, October 29, October 30, October 29, January 29, 2021 2020 2021 2020 2021 2021 Reseller revenue $ 1,183 $ 927 $ 3,380 $ 2,738 $ 5,008 $ 4,952 Internal-use revenue 17 16 43 50 25 45 Receipts from Dell for collaborative technology projects were not material during the three and nine months ended October 29, 2021 and October 30, 2020. Customer deposits resulting from transactions with Dell were $225 million and $214 million as of October 29, 2021 and January 29, 2021, respectively. VMware and Dell engaged in the following ongoing related party transactions, which resulted in costs to VMware: • VMware purchases and leases products and purchases services from Dell. • From time to time, VMware and Dell enter into agreements to collaborate on technology projects, and VMware pays Dell for services provided to VMware by Dell related to such projects. • In certain geographic regions where VMware does not have an established legal entity, VMware contracts with Dell subsidiaries for support services and support from Dell personnel who are managed by VMware. The costs incurred by Dell on VMware’s behalf related to these employees are charged to VMware with a mark-up intended to approximate costs that would have been incurred had VMware contracted for such services with an unrelated third party. These costs are included as expenses on VMw are’s condensed consolidated statements of income and primarily include salaries, benefits, travel and occupancy expenses. Dell also incurs certain administrative costs on VMware’s behalf in the U.S. that are recorded as expenses on VMware’s condensed consolidated statements of income. • In certain geographic regions, Dell files a consolidated indirect tax return, which inclu des value added taxes and other indirect taxes collected by VMware from its customers. VMware remits the indirect taxes to Dell, and Dell remits the tax payment to the foreign governments on VMware’s behalf. • From time to time, VMware invoices end users on behalf of Dell for certain services rendered by Dell. Cash related to these services is collected from the end user by VMware and remitted to Dell. • From time to time, VMware enters into agency arrangements with Dell that enable VMware to sell its subscriptions and services, leveraging the Dell enterprise relationships and end customer contracts. Information about VMware’s payments for such arrangements during the periods presented consisted of the following (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Purchases and leases of products and purchases of services (1) $ 57 $ 49 $ 164 $ 138 Dell subsidiary support and administrative costs 8 12 32 54 (1) Amount includes indirect taxes that were remitted to Dell during the periods presented . VMware also purchases Dell products through Dell’s channel partners. Purchases of Dell products through Dell’s channel partners were not significant during the periods presented. From time to time, VMware and Dell also enter into joint marketing, sales, branding and product development arrangements, for which both parties may incur costs. On November 1, 2021, in connection with the Spin-Off from Dell, VMware and Dell entered into a commercial framework agreement that is intended to preserve and enhance the Company’s strategic partnership with Dell to deliver joint customer value and a transition services agreement to facilitate the transactions and the operation of the Company and Dell following the Spin-Off. The commercial framework agreement has an initial term of five years, with automatic one-year renewals occurring annually thereafter, subject to certain terms and conditions. Refer to Note O for more information regarding the Spin-Off. Dell Financial Services (“DFS”) DFS provides financing to certain of VMware’s end users at the end users’ discretion. Upon acceptance of the financing arrangement by both VMware’s end users and DFS, amounts classified as trade accounts receivable are reclassified to due from related parties, net on th e condensed consolidated balance sheets . Revenue recognized on transactions financed through DFS was recorded net of financing fees. Financing fees on arrangements accepted by both parties were not significant during the three months ended October 29, 2021 and were $20 million during the nine months ended October 29, 2021. Financing fees on arrangements accepted by both parties were $12 million and $43 million during the three and nine months ended October 30, 2020, respectively. Tax Agreements with Dell Concurrently with the execution of the Separation and Distribution Agreement (the “Separation Agreement”), effective as of April 14, 2021, VMware and Dell entered into a Tax Matters Agreement (the “Tax Matters Agreement”) and agreed to terminate the tax sharing agreement as amended on December 30, 2019 (together with the Tax Matters Agreement and the Letter Agreement (as defined below), the “Tax Agreements”). The Tax Matters Agreement governs the Company’s and Dell’s respective rights and obligations, both for pre-Spin-Off periods and post-Spin-Off periods, regarding income and other taxes, and related matters, including tax liabilities and benefits, attributes and returns. Payments made to Dell pursuant to the Tax Agreements were $10 million and $96 million during the three and nine months ended October 29, 2021, respectively, and were $54 million and $221 million during the three and nine months ended October 30, 2020, respectively. Refunds received from Dell pursuant to the Tax Agreements were $45 million during the nine months ended October 29, 2021. Payments from VMware to Dell under the Tax Agreements relate to VMware’s portion of federal income taxes on Dell’s consolidated tax return as well as state tax payments for combined states. The timing of the tax payments due to and from Dell is governed by the Tax Agreements. VMware’s portion of the mandatory one-time transition tax on accumulated earnings of foreign subsidiaries (the “Transition Tax”) is governed by a letter agreement between Dell, EMC and VMware executed on April 1, 2019 (the “Letter Agreement”). VMware’s portion of federal income taxes on Dell’s consolidated tax return differ from the amounts VMware would owe on a separate tax return basis and VMware’s payments to Dell generally are capped at the amount that VMware would have paid on a separate tax return basis. The difference between the amount of tax calculated on a separate tax return basis and the amount of tax calculated pursuant to the Tax Agreements that was recorded in additional paid-in capital was $45 million during the nine months ended October 30, 2020 and was not significant during the three and nine months ended October 29, 2021 and three months ended October 30, 2020. As a result of the activity under the Tax Agreements with Dell, amounts due to Dell were $443 million and $451 million as of October 29, 2021 and January 29, 2021, respectively, primarily related to VMware’s estimated tax obligation resulting from the Transition Tax. The U.S. Tax Cuts and Jobs Act enacted on December 22, 2017 (the “2017 Tax Act”) included a deferral election for an eight-year installment payment method on the Transition Tax. The Company expects to pay the remainder of its Transition Tax over a period of four years. Pivotal Tax Sharing Agreement with Dell During the fourth quarter of fiscal 2020, VMware completed the acquisition of Pivotal. Prior to the Spin-Off, Pivotal filed a separate tax return for U.S. federal income tax purposes as it left the Dell consolidated tax group at the time of Pivotal’s IPO in April 2018. Pivotal continued to be included on Dell’s unitary state tax returns until the Spin-Off. Pursuant to a tax sharing agreement, Pivotal historically received payments from Dell for tax benefits that Dell realized due to Pivotal’s inclusion on such returns. There were no payments received from Dell during the three and nine months ended October 29, 2021 and October 30, 2020. Due To/From Related Parties, Net Amounts due to and from related parties, net as of the periods presented consisted of the following (table in millions): October 29, January 29, 2021 2021 Due from related parties, current $ 748 $ 1,558 Due to related parties, current (1) 88 120 Due from related parties, net, current $ 660 $ 1,438 (1) Includes an immaterial amount related to the Company’s current operating lease liabilities due to related parties. The Company also recognized an immaterial amount related to non-current operating lease liabilities due to related parties. This amount has been included in operating lease liabilities on t he condensed consolidated balance sheets as of October 29, 2021 and January 29, 2021. Amounts included in due from related parties, net , current, with the exception of DFS and tax obligati ons, are generally settled in cash within 60 days of each quarter-end. Notes Payable to Dell As of January 29, 2021 , VMware had an outstanding promissory note payable to Dell in the principal amount of $270 million due December 1, 2022. VMware repaid the outstanding balance of $270 million during the three months ended October 29, 2021. During the three and nine months ended October 29, 2021 and October 30, 2020, interest expense on the notes payable to Dell was not significant. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 29, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation On March 5, 2020, two purported Pivotal stockholders filed a petition for appraisal in the Delaware Court of Chancery (the “Court”) seeking a judicial determination of the fair value of an aggregate total of 10,000,100 Pivotal shares (the “Appraisal Action”). Separately, on June 4, 2020, purported Pivotal stockholder Kenia Lopez filed a lawsuit in the Court against Dell, VMware, Michael Dell, Robert Mee, and Cynthia Gaylor (the “Lopez Action”), which alleges breach of fiduciary duty and aiding and abetting, all tied to VMware’s acquisition of Pivotal. On July 16, 2020, purported Pivotal stockholder Stephanie Howarth filed a similar lawsuit against the same defendants asserting similar claims (the “Howarth Action”). On August 14, 2020, the Court entered an order consolidating the Appraisal Action, the Lopez Action, and the Howarth Action into a single action (the “Consolidated Action”) for all purposes including pretrial discovery and trial. On June 23, 2020, the Company made a payment of $91 million to the petitioners in the Appraisal Action, which reduces the Company’s exposure to accumulating interest. The parties are now in the discovery stage of the lawsuit. The trial is currently scheduled to begin on July 6, 2022. The Company is unable at this time to assess whether or to what extent it may be found liable and, if found liable, what the damages may be, and believes a loss is not probable and reasonably estimable. The Company intends to vigorously defend itself in connection with this matter. On April 25, 2019, Cirba Inc. and Cirba IP, Inc. (collectively, “Cirba”) sued VMware in the United States District Court for the District of Delaware (the “Delaware Court”) for allegedly infringing two patents and three trademarks (“First Action”). After an August 6, 2019 hearing, the Delaware Court denied Cirba’s preliminary injunction motion. On August 20, 2019, VMware filed counterclaims against Cirba for infringing four VMware patents. The Delaware Court severed VMware’s patent infringement counterclaims from Cirba’s claims. On January 24, 2020, a jury returned a verdict that VMware had willfully infringed Cirba’s two patents and awarded approximately $237 million in damages. As to Cirba’s trademark-related claims, the jury found that VMware was not liable. A total of $237 million was accrued for the First Action as of January 31, 2020, which reflected the estimated losses that were considered both probable and reasonably estimable at that time. The amount accrued for this matter was included in accrued expenses and other on the consolidated balance sheet as of January 31, 2020 and the charge was included in general and administrative expense on the consolidated statement of income for the year ended January 31, 2020. On March 9, 2020, the parties filed post-trial motions in the First Action. On December 21, 2020, the Delaware Court granted VMware’s request for a new trial based, in part, on Cirba Inc.’s lack of standing, set aside the verdict and damages award, and denied Cirba’s post-trial motions (the “Post-Trial Order”). On October 22, 2019, VMware filed a separate lawsuit against Cirba Inc. in the United States District Court for the Eastern District of Virginia for infringing four additional VMware patents (“Second Action”). The Second Action was transferred to the Delaware Court on February 25, 2020. On March 23, 2020, Cirba filed a counterclaim against VMware in the Second Action alleging infringement of an additional Cirba patent. The Delaware Court consolidated the First and Second Actions and ordered a consolidated trial on all of the parties’ patent infringement claims and counterclaims. On January 20, 2021, Cirba moved to certify the Post-Trial Order to enable an interlocutory appeal to the United States Court of Appeals for the Federal Circuit, and on May 3, 2021 the Court denied Cirba’s motion. Also, on May 3, 2021, the Court granted Cirba’s motion for leave to assert an additional patent against VMware. Separately, VMware has filed challenges with the U.S. Patent and Trademark Office against each of the four patents that are the subject of Cirba’s allegations. To date, of the four challenges, two ex parte reexams have been granted and one Inter Partes Review has been instituted. As of January 29, 2021, the Company reassessed its estimated loss accrual for the First Action based on the Post-Trial Order and determined that a loss was no longer probable and reasonably estimable with respect to the consolidated First and Second Actions. Accordingly, the estimated loss accrual of $237 million recorded on the consolidated balance sheet was derecognized, with the credit included in general and administrative expense on the consolidated income statement for the year ended January 29, 2021. The Company is unable at this time to assess whether, or to what extent, it may be found liable and, if found liable, what the damages may be. The Company intends to vigorously defend against this matter. In December 2019, the staff of the Enforcement Division of the SEC requested documents and information related to VMware’s backlog and associated accounting and disclosures. VMware is fully cooperating with the SEC’s investigation and is unable to predict the outcome of this matter at this time. While VMware believes that it has valid defenses against each of the above legal matters, given the unpredictable nature of legal proceedings, an unfavorable resolution of one or more legal proceedings, claims, or investigations could have a material adverse effect on VMware’s consolidated financial statements. VMware accrues for a liability when a determination has been made that a loss is both probable and the amount of the loss can be reasonably estimated. If only a range can be estimated and no amount within the range is a better estimate than any other amount, an accrual is recorded for the minimum amount in the range. Significant judgment is required in both the determination that the occurrence of a loss is probable and is reasonably estimable. In making such judgments, VMware considers the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular matter. Legal costs are generally recognized as expense when incurred. VMware is also subject to other legal, administrative and regulatory proceedings, claims, demands and investigations in the ordinary course of business or in connection with business mergers and acquisitions, including claims with respect to commercial, contracting and sales practices, product liability, intellectual property, employment, corporate and securities law, class action, whistleblower and other matters. From time to time, VMware also receives inquiries from and has discussions with government entities and stockholders on various matters. As of October 29, 2021 , amounts accrued relating to these other matters arising as part of the ordinary course of business were considered not material. VMware does not believe that any liability from any reasonably possible disposition of such claims and litigation, individually or in the aggregate, would have a material adverse effect on its consolidated financial statements. |
Definite-Lived Intangible Asset
Definite-Lived Intangible Assets, Net | 9 Months Ended |
Oct. 29, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Definite-Lived Intangible Assets, Net | Definite-Lived Intangible Assets, Net As of the periods presented, definite-lived intangible assets consisted of the following (amounts in tables in millions): October 29, 2021 Weighted-Average Useful Lives Gross Carrying Amount Accumulated Amortization Net Book Value Purchased technology 5.3 $ 940 $ (568) $ 372 Customer relationships and customer lists 11.5 721 (351) 370 Trademarks and tradenames 7.7 131 (92) 39 Total definite-lived intangible assets $ 1,792 $ (1,011) $ 781 January 29, 2021 Weighted-Average Useful Lives Gross Carrying Amount Accumulated Amortization Net Book Value Purchased technology 5.3 $ 948 $ (462) $ 486 Customer relationships and customer lists 11.4 727 (281) 446 Trademarks and tradenames 7.6 132 (78) 54 Other 2.0 21 (14) 7 Total definite-lived intangible assets $ 1,828 $ (835) $ 993 Amortization expense on definite-lived intangible assets was $75 million and $228 million during the three and nine months ended October 29, 2021, respectively, and $83 million and $244 million during the three and nine months ended October 30, 2020, respectively. Based on intangible assets recorded as of October 29, 2021 and assuming no subsequent additions, dispositions or impairment of underlying assets, the remaining estimated annual amortization expense over the next five fiscal years and thereafter is expected to be as follows (table in millions): Remainder of 2022 $ 74 2023 252 2024 200 2025 107 2026 67 Thereafter 81 Total $ 781 |
Realignment
Realignment | 9 Months Ended |
Oct. 29, 2021 | |
Restructuring and Related Activities [Abstract] | |
Realignment | RealignmentDuring the third quarter of fiscal 2021, VMware approved a plan to streamline its operations and align resources with its business priorities. As a result of this action, approximately 330 positions were eliminated during the third quarter of fiscal 2021. VMware recognized $44 million and $47 million of severance-related realignment expenses during the three and nine months ended October 30, 2020, respectively, on the condensed consolidated statements of income. Severance payments made under this plan during the three and nine months ended October 30, 2020 were $24 million. Actions associated with this plan were substantially complete by the end of fiscal 2021. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Oct. 29, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is computed by dividing net income by the weighted-average number of common stock outstanding during the period. Diluted net income per share is computed by dividing net income by the weighted-average number of common stock outstanding and potentially dilutive securities outstanding during the period, as calculated using the treasury stock method. Potentially dilutive securities primarily include unvested restricted stock units (“RSUs”), including performance stock unit (“PSU”) awards, and stock options, including purchase options under VMware’s employee stock purchase plan. Securities are excluded from the computation of diluted net income per share if their effect would be anti-dilutive. VMware uses the two-class method to calculate net income per share. Since both classes share the same rights in dividends, basic and diluted earnings per share are the same for both classes. The following table sets forth the computations of basic and diluted net income per share during the periods presented (table in millions, except per share amounts and shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Net income $ 398 $ 434 $ 1,234 $ 1,267 Weighted-average shares, basic for Classes A and B 419,456 420,857 419,309 419,758 Effect of other dilutive securities 2,307 2,543 2,892 3,335 Weighted-average shares, diluted for Classes A and B 421,763 423,400 422,201 423,093 Net income per weighted-average share, basic for Classes A and B $ 0.95 $ 1.03 $ 2.94 $ 3.02 Net income per weighted-average share, diluted for Classes A and B $ 0.94 $ 1.02 $ 2.92 $ 3.00 The following table sets forth the weighted-average common share equivalents of Class A Stock that were excluded from the diluted net income per share calculations during the periods presented because their effect would have been anti-dilutive (shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Anti-dilutive securities: Employee stock options 9 140 17 202 Restricted stock units 181 2,968 311 4,696 Total 190 3,108 328 4,898 |
Cash, Cash Equivalents, Restric
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments | 9 Months Ended |
Oct. 29, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments | Cash, Cash Equivalents, Restricted Cash and Short-Term Investments Cash and Cash Equivalents Cash and cash equivalents totaled $12.5 billion and $4.7 billion as of October 29, 2021 and January 29, 2021, respectively. Cash equivalents were $11.8 billion as of October 29, 2021 and consisted of money-market funds of $11.7 billion and time deposits of $63 million. Cash equivalents were $3.8 billion as of January 29, 2021 and consisted of money-market funds of $3.7 billion and time deposits of $102 million. Subsequent to the third quarter of fiscal 2022, VMware’s cash and cash equivalents balance as of October 29, 2021 was used to fund a portion of the special dividend in connection with the Spin-Off from Dell. Refer to Note O for more information regarding the Spin-Off. Restricted Cash The following table provides a reconciliation of the Company’s cash and cash equivalents, and current and non-current portion of restricted cash reported on the condensed consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash as of the periods presented (table in millions): October 29, January 29, 2021 2021 Cash and cash equivalents $ 12,500 $ 4,692 Restricted cash within other current assets 47 56 Restricted cash within other assets 6 22 Total cash, cash equivalents and restricted cash $ 12,553 $ 4,770 Amounts included in restricted cash primarily relate to certain employee-related benefits, as well as amounts related to installment payments to certain employees as part of acquisitions, subject to the achievement of specified future employment conditions. Short-Term Investments Short-term investments totaled $33 million and $23 million as of October 29, 2021 and January 29, 2021 , respectively, and consisted of marketable equity securities. Short-term investments as of October 29, 2021 consisted of marketable equity securities that were previously subject to a certain sale restriction and therefore were classified as other assets on the condensed consolidated balance sheet as of January 29, 2021 . Refer to Note J for more information regarding the Company’s marketable equity securities. |
Debt
Debt | 9 Months Ended |
Oct. 29, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Unsecured Senior Notes On August 2, 2021, VMware issued five series of unsecured senior notes pursuant to a public debt offering (the “2021 Senior Notes”). The proceeds from the 2021 Senior Notes were $5.9 billion, net of debt discount of $11 million and debt issuance costs of $47 million. The proceeds from the 2021 Senior Notes were used to fund a portion of the special dividend in connection with the Spin-Off. Refer to Note O for more information regarding the Spin-Off. VMware also has unsecured senior notes issued on April 7, 2020 (the “2020 Senior Notes”) and on August 21, 2017 (the “2017 Senior Notes", collectively with the 2020 Senior Notes and 2021 Senior Notes, the “Senior Notes”). The carrying value of the Senior Notes as of the periods presented was as follows (amounts in millions): October 29, January 29, Effective Interest Rate 2021 2021 2017 Senior Notes: 2.95% Senior Note Due August 21, 2022 $ 1,500 $ 1,500 3.17% 3.90% Senior Note Due August 21, 2027 1,250 1,250 4.05% 2020 Senior Notes: 4.50% Senior Note Due May 15, 2025 750 750 4.70% 4.65% Senior Note Due May 15, 2027 500 500 4.80% 4.70% Senior Note Due May 15, 2030 750 750 4.86% 2021 Senior Notes: 0.60% Senior Note Due August 15, 2023 1,000 — 0.95% 1.00% Senior Note Due August 15, 2024 1,250 — 1.23% 1.40% Senior Note Due August 15, 2026 1,500 — 1.61% 1.80% Senior Note Due August 15, 2028 750 — 2.01% 2.20% Senior Note Due August 15, 2031 1,500 — 2.32% Total principal amount 10,750 4,750 Less: unamortized discount (16) (7) Less: unamortized debt issuance costs (66) (26) Net carrying amount included in long-term debt 10,668 4,717 Current portion of long-term debt 1,498 — Long-term debt $ 9,170 $ 4,717 Interest on the 2021 Senior Notes is payable semiannually in arrears, on February 15 and August 15 of each year, commencing on February 15, 2022. Interest on the 2020 Senior Notes is payable semiannually in arrears, on May 15 and November 15 of each year, beginning November 15, 2020. The interest rate on the 2020 Senior Notes is subject to adjustment based on certain rating events. Interest on the 2017 Senior Notes is payable semiannually in arrears, on February 21 and August 21 of each year. Interest expense was $72 million and $169 million during the three and nine months ended October 29, 2021, respectively, and $48 million and $135 million during the three and nine months ended October 30, 2020, respectively. Interest expense, which included amortization of discount and issuance costs, was recognized on the condensed consolidated statements of income. The discount and issuance costs are amortized over the term of the Senior Notes on a straight-line basis, which approximates the effective interest method. The Senior Notes are redeemable in whole at any time or in part from time to time at VMware’s option and may be subject to a make-whole premium. In addition, upon the occurrence of certain change-of-control triggering events and certain downgrades of the ratings on the Senior Notes, VMware may be required to repurchase the notes at a repurchase price equal to 101% of the aggregate principal plus any accrued and unpaid interest on the date of repurchase. The Senior Notes rank equally in right of payment with VMware’s other unsecured and unsubordinated indebtedness and contain restrictive covenants that, in certain circumstances, limit VMware’s ability to create certain liens, to enter into certain sale and leaseback transactions and to consolidate, merge, sell or otherwise dispose of all or substantially all of VMware’s assets. The future principal payments for the Senior Notes as of October 29, 2021 were as follows (amounts in millions): Remainder of 2022 $ — 2023 1,500 2024 1,000 2025 1,250 2026 750 Thereafter 6,250 Total $ 10,750 Revolving Credit Facility On September 2, 2021, VMware entered into an unsecured credit agreement establishing a revolving credit facility with a syndicate of lenders that provides the Company with a borrowing capacity of up to $1.5 billion for general corporate purposes (the “2021 Revolving Credit Facility”). The 2021 Revolving Credit Facility replaced the Company’s existing $1.0 billion r evolving credit facility that was undrawn. Commitments under the 2021 Revolving Credit Facility are available for a period of five years , which may be extended, subject to the satisfaction of certain conditions, by up to two one-year periods. A s of October 29, 2021, there was no outstanding borrowing under the 2021 Revolving Credit Facility. The credit agreement contains certain representations, warranties and covenants. Commitment fees, interest rates and other terms of borrowing under the 2021 Revolving Credit Facility may vary based on VMware’s external credit ratings. The amount incurred in connection with the ongoing commitment fee, which is payable quarterly in arrears, was not significant duri ng the three months ended October 29, 2021 . Senior Unsecured Term Loan Facility On September 2, 2021, VMware received commitments from financial institutions for a three-year senior unsecured term loan facility and a five-year senior unsecured term loan facility that would provide the Company with an aggregate borrowing capacity of up to $4.0 billion. The Company may borrow once up to the aggregate borrowing capacity of $4.0 billion. The term loan facilities contain certain representations, warranties and covenants. On November 1, 2021, the Company drew down an aggregate of $4.0 billion with a weighted average interest rate of 0.90%. The drawdown was used to fund a portion of the special dividend in connection with the Spin-Off from Dell. Refer to Note O for more information regarding the Spin-Off. Refer to Note C for disclosure regarding the note payable to Dell. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 29, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis Certain financial assets and liabilities are measured at fair value on a recurring basis. VMware determines fair value using the following hierarchy: • Level 1 - Quoted prices in active markets for identical assets or liabilities; • Level 2 - Inputs other than Level 1 inputs 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. VMware did not have any significant assets or liabilities that were classified as Level 3 of the fair value hierarchy for the periods presented, and there have been no transfers between fair value measurement levels during the periods presented. The following tables set forth the fair value hierarchy of VMware’s cash equivalents and short-term investments that were required to be measured at fair value as of the periods presented (tables in millions): October 29, 2021 Level 1 Level 2 Total Cash equivalents: Money-market funds $ 11,748 $ — $ 11,748 Time deposits (1) — 63 63 Total cash equivalents $ 11,748 $ 63 $ 11,811 Short-term investments: Marketable equity securities $ 33 $ — $ 33 Total short-term investments $ 33 $ — $ 33 January 29, 2021 Level 1 Level 2 Total Cash equivalents: Money-market funds $ 3,738 $ — $ 3,738 Time deposits (1) — 102 102 Total cash equivalents $ 3,738 $ 102 $ 3,840 Short-term investments: Marketable equity securities $ 23 $ — $ 23 Total short-term investments $ 23 $ — $ 23 (1) Time deposits were valued at amortized cost, which approximated fair value. The note payable to Dell and the Senior Notes were not recorded at fair value. The fair value of the note payable to Dell was $276 million as of January 29, 2021. VMware repaid the outstanding balance of $270 million on the note payable to Dell during the three months ended October 29, 2021. The fair value of the Senior Notes was approximately $11.1 billion and $5.3 billion as of October 29, 2021 and January 29, 2021, respectively. Refer to Note I for more information regarding the Company’s recent offering of the 2021 Senior Notes. Fair value for the note payable to Dell and the Senior Notes was estimated primarily based on observable market interest rates (Level 2 inputs). VMware offers a deferred compensation plan for eligible employees, which allows participants to defer payment for part or all of their compensation. There is no net impact to the condensed consolidated statements of income since changes in the fair value of the assets offset changes in the fair value of the liabilities. As such, assets and liabilities associated with this plan have not been included in the above tables. Assets associated with this plan were the same as the liabilities at $176 million and $140 million as of October 29, 2021 and January 29, 2021, respectively, and were included in other assets on the condensed consolidated balance sheets. Liabilities associated with this plan were included in accrued expenses and other of $17 million and in other liabilities of $159 million on the condensed consolidated balance sheet a s of October 29, 2021. Liabilities associated with this plan of $140 million were included in other liabilities on the condensed consolidated balance sheet a s of January 29, 2021. Equity Securities With a Readily Determinable Fair Value VMware’s equity securities include an investment in a company that completed its initial public offering during the third quarter of fiscal 2021. The fair value of the investment is based on quoted prices for identical assets in an active market (Level 1). As of January 29, 2021, this investment had a fair value of $162 million, of which $139 million was included in other assets on the condensed consolidated balance sheet due to a certain sale restriction and $23 million was included in short-term investments as they were unrestricted and available for sale. The sale restriction lapsed for the remaining shares during the three months ended April 30, 2021 . As of October 29, 2021, the fair value of the investment was $33 million and was included in short-term investments on the condensed consolidated balance sheet. The carrying value at the time of sale for the investments sold during the three and nine months ended October 29, 2021 was $38 million and $75 million, respectively. Unrealized losses recognized on the investment still held as of October 29, 2021 were $11 million and $30 million during the three and nine months ended October 29, 2021, respectively. An unrealized gain of $189 million was recognized during each of the three and nine months ended October 30, 2020 to adjust the investment to its fair value. A discrete tax expense of $62 million related to the book and tax basis difference on the investment was also recognized during each of the three and nine months ended October 30, 2020. A ll gains and losses, whether realized or unrealized, are recognized in other income (expense), net on the condensed consolidated statements of income. Equity Securities Without a Readily Determinable Fair Value VMware’s equity securities also include investments in privately held companies, which do not have a readily determinable fair value. As of October 29, 2021 and January 29, 2021, investments in privately held companies, which consisted primarily of equity securities, had a carrying value of $165 million and $129 million, respectively, and were included in other assets on the condensed consolidated balance sheets. Unrealized gains recognized on securities still held as of October 29, 2021 were $21 million and $32 million during the three and nine months ended October 29, 2021, respectively. Unrealized losses recognized during each of the three and nine months ended October 30, 2020 were $15 million . A |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 9 Months Ended |
Oct. 29, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging Activities VMware conducts business on a global basis in multiple foreign currencies, subjecting the Company to foreign currency risk. To mitigate a portion of this risk, VMware utilizes hedging contracts as described below, which potentially expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the agreements. VMware manages counterparty risk by seeking counterparties of high credit quality and by monitoring credit ratings, credit spreads and other relevant public information about its counterparties. VMware does not, and does not intend to, use derivative instruments for trading or speculative purposes. Cash Flow Hedges To mitigate its exposure to foreign currency fluctuations resulting from certain operating expenses denominated in certain foreign currencies, VMware enters into forward contracts that are designated as cash flow hedging instruments as the accounting criteria for such designation are met. Therefore, the effective portion of gains or losses resulting from changes in the fair value of these instruments is initially reported in accumulated other comprehensive loss on the condensed consolidated balance sheets and is subsequently reclassified to the related operating expense line item on the condensed consolidated statements of income in the same period that the underlying expenses are incurred. During the three and nine months ended October 29, 2021 and October 30, 2020 , the effective portion of gains or losses reclassified to the condensed consolidated statements of income was not significant. Interest charges or forward points on VMware’s forward contracts were excluded from the assessment of hedge effectiveness and were recorded to the related operating expense line item on the condensed consolidated statements of income in the same period that the interest charges are incurred. These forward contracts have contractual maturities of twelve months or less, and as of October 29, 2021 and January 29, 2021, outstanding forward contracts had a total notional value of $132 million and $486 million, respectively. The notional value represents the gross amount of foreign currency that will be bought or sold upon maturity of the forward contract. The fair value of these forward contracts was not significant as of October 29, 2021 and January 29, 2021. During the three and nine months ended October 29, 2021 and October 30, 2020 , all cash flow hedges were considered effective. Forward Contracts Not Designated as Hedges VMware has established a program that utilizes forward contracts to offset the foreign currency risk associated with net outstanding monetary asset and liability positions. These forward contracts are not designated as hedging instruments under applicable accounting guidance, and therefore all changes in the fair value of the forward contracts are reported in other income (expense), net on the condensed consolidated statements of income. These forward contracts generally have a contractual maturity of one month, and as of October 29, 2021 and January 29, 2021, outstanding forward contracts had a total notional value of $687 million and $1.2 billion, respectively. The notional value represents the gross amount of foreign currency that will be bought or sold upon maturity of the forward contract. The fair value of these forward contracts was not significant as of October 29, 2021 and January 29, 2021. Gains related to the settlement of forward contracts were $11 million and $27 million during the three and nine months ended October 29, 2021, respectively. L osses related to the settlement of forward contracts were not significant and $34 million during the three and nine months ended October 30, 2020, respectively . Gains and losses are recorded in other income (expense), net on the condensed consolidated statements of income. The combined gains and losses related to the settlement of forward contracts and the underlying foreign currency denominated assets and liabilities were not significant during the three and nine months ended October 29, 2021. The combined gains and losses related to the settlement of forward contracts and the underlying foreign currency denominated assets and liabilities were not significant during the three months ended October 30, 2020 and resulted in net gains of $14 million during the nine months ended October 30, 2020 . Net gains and losses are recorded in other income (expense), net on the condensed consolidated statements of income. |
Leases
Leases | 9 Months Ended |
Oct. 29, 2021 | |
Leases [Abstract] | |
Leases | Leases VMware has operating and finance leases primarily related to office facilities and equipment, which have remaining lease terms of one month to 25 years. The components of lease expense during the periods presented were as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Operating lease expense $ 48 $ 47 $ 144 $ 137 Finance lease expense: Amortization of right-of-use (“ROU”) assets 2 2 5 5 Interest on lease liabilities — — 1 1 Total finance lease expense 2 2 6 6 Short-term lease expense — 1 1 2 Variable lease expense 8 7 23 22 Total lease expense $ 58 $ 57 $ 174 $ 167 From time to time, VMware enters into lease arrangements with Dell. Lease expense incurred for arrangements with Dell was not significant during the periods presented. The Company subleases certain leased office space to third parties when it determines there is excess leased capacity. Sublease income was not significant during each of the three months ended October 29, 2021 and October 30, 2020 and was $16 million and $15 million, respectively, during the nine months ended October 29, 2021 and October 30, 2020. Supplemental cash flow information related to operating and finance leases during the periods presented was as follows (table in millions): Nine Months Ended October 29, October 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 129 $ 124 Operating cash flows from finance leases 1 1 Financing cash flows from finance leases 3 3 ROU assets obtained in exchange for lease liabilities: Operating leases $ 124 $ 256 Finance leases — 1 Supplemental balance sheet information related to operating and finance leases as of the periods presented was as follows (table in millions): October 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 1,000 $ 48 Lease liabilities, current (2) $ 127 $ 5 Lease liabilities, non-current (3) 885 45 Total lease liabilities $ 1,012 $ 50 January 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 997 $ 53 Lease liabilities, current (2) $ 109 $ 5 Lease liabilities, non-current (3) 891 50 Total lease liabilities $ 1,000 $ 55 (1) ROU assets for operating leases are included in other assets property and equipment, net (2) Current lease liabilities are included primarily in accrued expenses and other (3) Non-current operating lease liabilities are presented as operating lease liabilities on the condensed consolidated balance sheets. Non-current finance lease liabilities are included in other liabilities Lease term and discount rate related to operating and finance leases as of the periods presented were as follows: October 29, January 29, 2021 2021 Weighted-average remaining lease term (in years) Operating leases 12.1 12.6 Finance leases 7.5 8.3 Weighted-average discount rate Operating leases 3.3 % 3.5 % Finance leases 2.9 % 2.9 % The following represents VMware’s future minimum lease payments under non-cancellable operating and finance leases as of October 29, 2021 (table in millions): Operating Leases Finance Leases Remainder of 2022 $ 32 $ 2 2023 177 7 2024 153 7 2025 121 6 2026 107 7 Thereafter 690 27 Total future minimum lease payments 1,280 56 Less: Imputed interest (268) (6) Total lease liabilities (1) $ 1,012 $ 50 (1) Total lease liabilities as of October 29, 2021 excluded legally binding lease payments for leases signed but not yet commenced of $62 million. |
Leases | Leases VMware has operating and finance leases primarily related to office facilities and equipment, which have remaining lease terms of one month to 25 years. The components of lease expense during the periods presented were as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Operating lease expense $ 48 $ 47 $ 144 $ 137 Finance lease expense: Amortization of right-of-use (“ROU”) assets 2 2 5 5 Interest on lease liabilities — — 1 1 Total finance lease expense 2 2 6 6 Short-term lease expense — 1 1 2 Variable lease expense 8 7 23 22 Total lease expense $ 58 $ 57 $ 174 $ 167 From time to time, VMware enters into lease arrangements with Dell. Lease expense incurred for arrangements with Dell was not significant during the periods presented. The Company subleases certain leased office space to third parties when it determines there is excess leased capacity. Sublease income was not significant during each of the three months ended October 29, 2021 and October 30, 2020 and was $16 million and $15 million, respectively, during the nine months ended October 29, 2021 and October 30, 2020. Supplemental cash flow information related to operating and finance leases during the periods presented was as follows (table in millions): Nine Months Ended October 29, October 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 129 $ 124 Operating cash flows from finance leases 1 1 Financing cash flows from finance leases 3 3 ROU assets obtained in exchange for lease liabilities: Operating leases $ 124 $ 256 Finance leases — 1 Supplemental balance sheet information related to operating and finance leases as of the periods presented was as follows (table in millions): October 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 1,000 $ 48 Lease liabilities, current (2) $ 127 $ 5 Lease liabilities, non-current (3) 885 45 Total lease liabilities $ 1,012 $ 50 January 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 997 $ 53 Lease liabilities, current (2) $ 109 $ 5 Lease liabilities, non-current (3) 891 50 Total lease liabilities $ 1,000 $ 55 (1) ROU assets for operating leases are included in other assets property and equipment, net (2) Current lease liabilities are included primarily in accrued expenses and other (3) Non-current operating lease liabilities are presented as operating lease liabilities on the condensed consolidated balance sheets. Non-current finance lease liabilities are included in other liabilities Lease term and discount rate related to operating and finance leases as of the periods presented were as follows: October 29, January 29, 2021 2021 Weighted-average remaining lease term (in years) Operating leases 12.1 12.6 Finance leases 7.5 8.3 Weighted-average discount rate Operating leases 3.3 % 3.5 % Finance leases 2.9 % 2.9 % The following represents VMware’s future minimum lease payments under non-cancellable operating and finance leases as of October 29, 2021 (table in millions): Operating Leases Finance Leases Remainder of 2022 $ 32 $ 2 2023 177 7 2024 153 7 2025 121 6 2026 107 7 Thereafter 690 27 Total future minimum lease payments 1,280 56 Less: Imputed interest (268) (6) Total lease liabilities (1) $ 1,012 $ 50 (1) Total lease liabilities as of October 29, 2021 excluded legally binding lease payments for leases signed but not yet commenced of $62 million. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Oct. 29, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity VMware Stock Repurchases VMware purchases stock from time to time in open market transactions, subject to market conditions. The timing of any repurchases and the actual number of shares repurchased will depend on a variety of factors, including VMware’s stock price, cash requirements for operations and business combinations, corporate, legal and regulatory requirements and other market and economic conditions. VMware is not obligated to purchase any shares under its stock repurchase programs. Purchases may be discontinued at any time VMware believes additional purchases are not warranted. From time to time, VMware also purchases stock in private transactions, such as those with Dell. All shares repurchased under VMware’s stock repurchase programs are retired. During May 2019, VMware’s board of directors authorized the repurchase of up to $1.5 billion of Class A Stock through January 29, 2021. During July 2020, VMware’s board of directors extended authorization of the existing stock repurchase program through January 28, 2022 and authorized the repurchase of up to an additional $1.0 billion of Class A Stock through January 28, 2022. On October 7, 2021, VMware authorized the termination of the existing stock repurchase program, under which $183 million remained authorized and unpurchased as of October 29, 2021 and authorized a new repurchase program of up to $2.0 billion of Class A Stock through the end of fiscal 2024, in each case, effective upon the consummation of the Spin-Off from Dell on November 1, 2021. Refer to Note O for more information regarding the Spin-Off. The following table summarizes stock repurchase activity during the periods presented (aggregate purchase price in millions, shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Aggregate purchase price $ 143 $ 255 $ 872 $ 566 Class A Stock repurchased 956 1,770 5,699 4,229 Weighted-average price per share $ 149.61 $ 144.28 $ 153.07 $ 133.83 VMware Restricted Stock VMware’s restricted stock primarily consists of RSU awards granted to employees. The value of an RSU grant is based on VMware’s stock price on the date of the grant. The shares underlying the RSU awards are not issued until the RSUs vest. Upon vesting, each RSU converts into one share of VMware’s Class A Stock. VMware’s restricted stock also includes PSU awards granted to certain VMware executives and employees. PSU awards have performance conditions and, in certain cases, a time-based or market-based vesting component. Upon vesting, PSU awards convert into VMware’s Class A Stock at various ratios ranging from 0.4 to 2.0 shares per PSU, depending upon the degree of achievement of the performance or market-based target designated by each award. If minimum performance thresholds are not achieved, then no shares are issued. The following table summarizes restricted stock activity since January 29, 2021 (units in thousands): Number of Units Weighted-Average Grant Date Fair Value Outstanding, January 29, 2021 17,790 $ 147.46 Granted 8,733 149.10 Vested (5,258) 139.67 Forfeited (2,796) 149.00 Outstanding, October 29, 2021 18,469 149.64 The aggregate vesting date fair value of VMware’s restricted stock that vested during the nine months ended October 29, 2021 was $822 million. As of October 29, 2021, restricted stock representing 18.5 million shares of VMware’s Class A Stock were outstanding, with an aggregate intrinsic value of $2.8 billion based on VMware’s closing stock price as of October 29, 2021. Net Excess Tax Benefits Net excess tax benefits recognized in connection with stock-based awards are included in income tax provision on the condensed consolidated statements of income. Net excess tax benefits recognized during the three and nine months ended October 29, 2021 were not material and $19 million, respectively, and were not material and $32 million during the three and nine months ended October 30, 2020, respectively. Accumulated Other Comprehensive Loss The changes in components of accumulated other comprehensive loss during the periods presented were as follows (tables in millions): Unrealized Gain (Loss) on Foreign Currency Translation Adjustments Total Balance, January 29, 2021 $ (1) $ (4) $ (5) Unrealized gains (losses), net of tax provision (benefit) of $—, $—, and $— 1 — 1 Amounts reclassified from accumulated other comprehensive loss to the condensed consolidated statements of income, net of tax (provision) benefit of $—, $—, and $— 1 — 1 Other comprehensive income (loss), net 2 — 2 Balance, October 29, 2021 $ 1 $ (4) $ (3) Unrealized Gain (Loss) on Foreign Currency Translation Adjustments Total Balance, January 31, 2020 $ — $ (4) $ (4) Unrealized gains (losses), net of tax provision (benefit) of $—, $—, and $— (1) — (1) Other comprehensive income (loss), net (1) — (1) Balance, October 30, 2020 $ (1) $ (4) $ (5) The effective portion of gains or losses resulting from changes in the fair value of forward contracts designated as cash flow hedging instruments is reclassified to its related operating expense line item on the condensed consolidated statements of income in the same period that the underlying expenses are incurred. The amounts recorded to the related operating expense |
Segment Information
Segment Information | 9 Months Ended |
Oct. 29, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information VMware operates in one reportable operating segment; thus, all required financial segment information is included in the condensed consolidated financial statements. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker in order to allocate resources and assess performance. VMware’s chief operating decision maker allocates resources and assesses performance based upon discrete financial information at the consolidated level. Revenue by type during the periods presented was as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Revenue: License $ 710 $ 639 $ 2,093 $ 2,019 Subscription and SaaS 820 676 2,336 1,880 Total license and subscription and SaaS 1,530 1,315 4,429 3,899 Services: Software maintenance 1,354 1,282 4,011 3,797 Professional services 304 267 880 777 Total services 1,658 1,549 4,891 4,574 Total revenue $ 3,188 $ 2,864 $ 9,320 $ 8,473 Revenue by geographic area during the periods presented was as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 United States $ 1,582 $ 1,466 $ 4,587 $ 4,268 International 1,606 1,398 4,733 4,205 Total $ 3,188 $ 2,864 $ 9,320 $ 8,473 Revenue by geographic area is based on the ship-to addresses of VMware’s customers. No individual country other than the U.S. accounted for 10% or more of revenue during the three and nine months ended October 29, 2021 and October 30, 2020. Long-lived assets by geographic area, which primarily include property and equipment, net, as of the periods presented were as follows (table in millions): October 29, January 29, 2021 2021 United States $ 864 $ 864 International 245 241 Total $ 1,109 $ 1,105 As of October 29, 2021, the U.S. accounted for approximately 80% of these assets. No individual country other than the U.S. accounted for 10% or more of these assets as of October 29, 2021. As of January 29, 2021, the U.S. and India accounted for approximately 80% and 10% of these assets, respectively. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Oct. 29, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On April 14, 2021, VMware and Dell entered into the Separation Agreement, pursuant to which, subject to the satisfaction of all closing conditions, Dell would distribute the shares of Class A Stock and Class B Stock (collectively, the “Common Stock”) owned by its wholly owned subsidiaries, to the holders of shares of Dell as of a record date determined pursuant to the Separation Agreement on a pro rata basis. On November 1, 2021, VMware’s Spin-Off from Dell was completed, and, in accordance with the Separation Agreement, upon the satisfaction of all conditions and immediately prior to the Spin-Off, VMware paid an $11.5 billion cash dividend, pro rata, to each of the holders of Common Stock, including Dell (the “Special Dividend”), as of the Record Date. Based upon the number of shares of Common Stock held by Dell as of the Record Date, approximately $9.3 billion in cash was paid to Dell. VMware funded the Special Dividend in part through the $10.0 billion of indebtedness incurred during fiscal 2022, including $6.0 billion in 2021 Senior Notes that VMware issued in August 2021 and $4.0 billion in aggregate drawdowns on its senior unsecured term loan facilities on November 1, 2021. Automatically as a result of the Spin-Off, each share of Class B Stock converted into one fully paid and non-assessable share of Class A Stock. As a result of the Spin-Off, entities affiliated with Michael Dell, VMware’s Chairman of the Board, and who also serves as chairman and chief executive officer of Dell (the “MSD Stockholders”), and entities affiliated with Silver Lake Partners (the “SLP Stockholders”), of which Egon Durban, a VMware director, is a managing partner, became owners of direct interests in VMware representing 40.3% and 10.0%, respectively, of VMware’s outstanding stock, based on the shares outstanding as of November 26, 2021. Due to the MSD Stockholders’ and SLP Stockholders’ direct ownership in both VMware and Dell, and Mr. Dell’s executive position with Dell, transactions with Dell will continue to be considered related party transactions following the Spin-Off. Stock awards that were outstanding at the time of the Special Dividend were adjusted pursuant to existing anti-dilution provisions in the Company’s stock plan documents that provide for equitable adjustments to be determined by VMware’s Compensation Committee in the event of an extraordinary cash dividend. A conversion ratio based on the per share dividend amount and VMware’s closing stock price on November 1, 2021 was used to adjust the stock awards outstanding at the time of the Special Dividend. The anti-dilution adjustments to awards proportionately increased the number of outstanding restricted stock units and stock options and reduced the exercise prices of outstanding stock options by a conversion ratio of 1.2191, resulting in an increase of 4.2 million restricted stock units and stock options. The adjustments did not result in incremental stock-based compensation expense as the anti-dilutive adjustments were required by the Company’s equity incentive plan. Prior to the Spin-Off, VMware’s financial results were included in the Dell consolidated tax return for U.S. federal income tax purposes, but VMware’s income tax provision or benefit was calculated primarily as though VMware was a separate taxpayer, with certain transactions between VMware and Dell being assessed using consolidated tax return rules. As a result of the Spin-Off, VMware is no longer a member of the Dell consolidated tax group and the Company’s U.S. federal income tax will be reported separately from that of the Dell consolidated tax group. VMware and Dell have agreed to indemnify one another, pursuant to the Tax Matters Agreement, for certain tax liabilities relating to periods prior to the Spin-Off and adjustments to these amounts recognized in future periods will be recorded in other income (expense), net on the condensed consolidated statements of income. Additionally, VMware and Dell have agreed to pay one another for VMware’s tax benefits received from the use of certain tax attributes in any pre-Spin-Off period from a post-Spin-Off period. Due to the timing of the Spin-Off and the complexity in determining the income tax provision and related impact to tax assets and liabilities as a result of leaving the Dell consolidated group, which will also require adjustments to VMware’s tax assets and liabilities, the Company cannot reasonably estimate the impact to the tax provision in its consolidated financial statements for the fiscal year ended January 28, 2022 at this time. |
Overview and Basis of Present_2
Overview and Basis of Presentation (Policies) | 9 Months Ended |
Oct. 29, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments and accruals, for a fair statement of VMware’s condensed consolidated results of operations, financial position and cash flows for the periods presented. Results of operations are not necessarily indicative of the results that may be expected for the full fiscal year 2022. Certain information and footnote disclosures typically included in annual consolidated financial statements have been condensed or omitted. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in VMware’s Annual Report on Form 10-K filed on March 26, 2021. Effective September 7, 2016, Dell Technologies Inc. (“Dell”) (formerly Denali Holding Inc.) acquired EMC Corporation (“EMC”), VMware’s then-parent company, including EMC’s majority control of VMware. As of October 29, 2021 (the “Record Date”), Dell controlled 80.5% of VMware’s outstanding common stock and 97.4% of the combined voting power of VMware’s outstanding common stock, including 31 million shares of VMware’s Class A common stock (“Class A Stock”) and all of VMware’s Class B convertible common stock (“Class B Stock”). On November 1, 2021, VMware’s spin-off from Dell (the “Spin-Off”) was completed, and VMware paid an $11.5 billion special dividend, pro rata, to each of the holders of Class A and Class B Stock (including Dell) as of the Record Date. As VMware was a majority-owned and controlled subsidiary of Dell through October 29, 2021, its results of operations and financial position were consolidated with Dell’s financial statements. Refer to Note O for more information regarding the Spin-Off. Management believes the assumptions underlying the condensed consolidated financial statements are reasonable. However, the amounts recorded for VMware’s related party transactions with Dell and its consolidated subsidiaries may not be considered arm’s length with an unrelated third party. Therefore, the condensed consolidated financial statements included herein may not necessarily reflect the results of operations, financial position and cash flows had VMware engaged in such transactions with an unrelated third party during all periods presented. Accordingly, VMware’s historical financial information is not necessarily indicative of what the Company’s results of operations, financial position and cash flows will be in the future, if and when VMware contracts at arm’s length with unrelated third parties for products and services the Company receives from and provides to Dell. |
Principles of Consolidation | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of VMware and subsidiaries in which VMware has a controlling financial interest. All intercompany transactions and account balances between VMware and its subsidiaries have been eliminated in consolidation. Transactions with Dell and its consolidated subsidiaries are generally settled in cash and are classified on the condensed consolidated statements of cash flows based upon the nature of the underlying transaction. |
Use of Accounting Estimates | Use of Accounting EstimatesThe preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent liabilities at the date of the financial statements. Estimates are used for, but not limited to, trade receivable valuation, marketing development funds, expected period of benefit for deferred commissions, useful lives assigned to fixed assets and intangible assets, valuation of goodwill and definite-lived intangibles, income taxes, stock-based compensation and contingencies. Actual results could differ from those estimates. To the extent the Company’s actual results differ materially from those estimates and assumptions, VMware’s future financial statements could be affected. |
Recently Adopted Accounting Standards and New Accounting Pronouncements | Recently Adopted Accounting Standards Effective January 30, 2021, VMware adopted, on a modified retrospective basis, Accounting Standards Update (“ASU”) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. This update simplifies the accounting for convertible instruments and contracts in an entity’s own equity and amends the diluted earnings per share guidance for greater consistency within the standard. The standard did not have an impact on the Company’s condensed consolidated financial statements except for the calculation of the year-to-date weighted-average diluted share count, which did not have a material impact on the Company’s diluted net income per share for the nine months ended October 29, 2021. Effective January 30, 2021, VMware adopted ASU No. 2019-12, Income Taxes (Topic 740), simplifying the accounting for income taxes. The standard did not have a material impact on the Company’s condensed consolidated financial statements. New Accounting Pronouncement In October 2021, the Financial Accounting Standard Board issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This update requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by an acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. The new standard is effective for interim and annual periods beginning after December 15, 2022, but may be early adopted. The adoption of the ASU will be applied prospectively to business combinations occurring on or after the effective date of the ASU. If the new standard is early adopted in an interim period, it should be applied retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and prospectively to all business combinations that occur on or after the date of initial application. VMware plans to early adopt this standard during the fourth quarter of fiscal 2022. The standard did not have an impact on business combinations occurring during the nine months ended October 29, 2021. |
Derivatives and Hedging Activities | VMware conducts business on a global basis in multiple foreign currencies, subjecting the Company to foreign currency risk. To mitigate a portion of this risk, VMware utilizes hedging contracts as described below, which potentially expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the agreements. VMware manages counterparty risk by seeking counterparties of high credit quality and by monitoring credit ratings, credit spreads and other relevant public information about its counterparties. VMware does not, and does not intend to, use derivative instruments for trading or speculative purposes. |
Revenue, Unearned Revenue and_2
Revenue, Unearned Revenue and Remaining Performance Obligations (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Unearned Revenue | Unearned revenue as of the periods presented consisted of the following (table in millions): October 29, January 29, 2021 2021 Unearned license revenue $ 17 $ 15 Unearned subscription and SaaS revenue 2,238 1,998 Unearned software maintenance revenue 6,773 7,092 Unearned professional services revenue 1,205 1,209 Total unearned revenue $ 10,233 $ 10,314 |
Related Parties (Tables)
Related Parties (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Information about VMware’s revenue and receipts, and unearned revenue from such arrangements, for the periods presented consisted of the following (table in millions): Revenue and Receipts Unearned Revenue Three Months Ended Nine Months Ended As of October 29, October 30, October 29, October 30, October 29, January 29, 2021 2020 2021 2020 2021 2021 Reseller revenue $ 1,183 $ 927 $ 3,380 $ 2,738 $ 5,008 $ 4,952 Internal-use revenue 17 16 43 50 25 45 Information about VMware’s payments for such arrangements during the periods presented consisted of the following (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Purchases and leases of products and purchases of services (1) $ 57 $ 49 $ 164 $ 138 Dell subsidiary support and administrative costs 8 12 32 54 (1) Amount includes indirect taxes that were remitted to Dell during the periods presented . Amounts due to and from related parties, net as of the periods presented consisted of the following (table in millions): October 29, January 29, 2021 2021 Due from related parties, current $ 748 $ 1,558 Due to related parties, current (1) 88 120 Due from related parties, net, current $ 660 $ 1,438 (1) Includes an immaterial |
Definite-Lived Intangible Ass_2
Definite-Lived Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | As of the periods presented, definite-lived intangible assets consisted of the following (amounts in tables in millions): October 29, 2021 Weighted-Average Useful Lives Gross Carrying Amount Accumulated Amortization Net Book Value Purchased technology 5.3 $ 940 $ (568) $ 372 Customer relationships and customer lists 11.5 721 (351) 370 Trademarks and tradenames 7.7 131 (92) 39 Total definite-lived intangible assets $ 1,792 $ (1,011) $ 781 January 29, 2021 Weighted-Average Useful Lives Gross Carrying Amount Accumulated Amortization Net Book Value Purchased technology 5.3 $ 948 $ (462) $ 486 Customer relationships and customer lists 11.4 727 (281) 446 Trademarks and tradenames 7.6 132 (78) 54 Other 2.0 21 (14) 7 Total definite-lived intangible assets $ 1,828 $ (835) $ 993 |
Schedule of Future Amortization Expense | Based on intangible assets recorded as of October 29, 2021 and assuming no subsequent additions, dispositions or impairment of underlying assets, the remaining estimated annual amortization expense over the next five fiscal years and thereafter is expected to be as follows (table in millions): Remainder of 2022 $ 74 2023 252 2024 200 2025 107 2026 67 Thereafter 81 Total $ 781 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Earnings Per Share [Abstract] | |
Computations of Basic and Diluted Net Income per Share | The following table sets forth the computations of basic and diluted net income per share during the periods presented (table in millions, except per share amounts and shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Net income $ 398 $ 434 $ 1,234 $ 1,267 Weighted-average shares, basic for Classes A and B 419,456 420,857 419,309 419,758 Effect of other dilutive securities 2,307 2,543 2,892 3,335 Weighted-average shares, diluted for Classes A and B 421,763 423,400 422,201 423,093 Net income per weighted-average share, basic for Classes A and B $ 0.95 $ 1.03 $ 2.94 $ 3.02 Net income per weighted-average share, diluted for Classes A and B $ 0.94 $ 1.02 $ 2.92 $ 3.00 |
Antidilutive Securities Excluded from Computation of Net Income per Share | The following table sets forth the weighted-average common share equivalents of Class A Stock that were excluded from the diluted net income per share calculations during the periods presented because their effect would have been anti-dilutive (shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Anti-dilutive securities: Employee stock options 9 140 17 202 Restricted stock units 181 2,968 311 4,696 Total 190 3,108 328 4,898 |
Cash, Cash Equivalents, Restr_2
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash and Cash Equivalents, Restricted Cash | The following table provides a reconciliation of the Company’s cash and cash equivalents, and current and non-current portion of restricted cash reported on the condensed consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash as of the periods presented (table in millions): October 29, January 29, 2021 2021 Cash and cash equivalents $ 12,500 $ 4,692 Restricted cash within other current assets 47 56 Restricted cash within other assets 6 22 Total cash, cash equivalents and restricted cash $ 12,553 $ 4,770 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | The carrying value of the Senior Notes as of the periods presented was as follows (amounts in millions): October 29, January 29, Effective Interest Rate 2021 2021 2017 Senior Notes: 2.95% Senior Note Due August 21, 2022 $ 1,500 $ 1,500 3.17% 3.90% Senior Note Due August 21, 2027 1,250 1,250 4.05% 2020 Senior Notes: 4.50% Senior Note Due May 15, 2025 750 750 4.70% 4.65% Senior Note Due May 15, 2027 500 500 4.80% 4.70% Senior Note Due May 15, 2030 750 750 4.86% 2021 Senior Notes: 0.60% Senior Note Due August 15, 2023 1,000 — 0.95% 1.00% Senior Note Due August 15, 2024 1,250 — 1.23% 1.40% Senior Note Due August 15, 2026 1,500 — 1.61% 1.80% Senior Note Due August 15, 2028 750 — 2.01% 2.20% Senior Note Due August 15, 2031 1,500 — 2.32% Total principal amount 10,750 4,750 Less: unamortized discount (16) (7) Less: unamortized debt issuance costs (66) (26) Net carrying amount included in long-term debt 10,668 4,717 Current portion of long-term debt 1,498 — Long-term debt $ 9,170 $ 4,717 |
Schedule of Maturities of Long-term Debt | The future principal payments for the Senior Notes as of October 29, 2021 were as follows (amounts in millions): Remainder of 2022 $ — 2023 1,500 2024 1,000 2025 1,250 2026 750 Thereafter 6,250 Total $ 10,750 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Hierarchy | The following tables set forth the fair value hierarchy of VMware’s cash equivalents and short-term investments that were required to be measured at fair value as of the periods presented (tables in millions): October 29, 2021 Level 1 Level 2 Total Cash equivalents: Money-market funds $ 11,748 $ — $ 11,748 Time deposits (1) — 63 63 Total cash equivalents $ 11,748 $ 63 $ 11,811 Short-term investments: Marketable equity securities $ 33 $ — $ 33 Total short-term investments $ 33 $ — $ 33 January 29, 2021 Level 1 Level 2 Total Cash equivalents: Money-market funds $ 3,738 $ — $ 3,738 Time deposits (1) — 102 102 Total cash equivalents $ 3,738 $ 102 $ 3,840 Short-term investments: Marketable equity securities $ 23 $ — $ 23 Total short-term investments $ 23 $ — $ 23 (1) |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Leases [Abstract] | |
Lease Cost, Cash Flow, Term and Discount Rate | The components of lease expense during the periods presented were as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Operating lease expense $ 48 $ 47 $ 144 $ 137 Finance lease expense: Amortization of right-of-use (“ROU”) assets 2 2 5 5 Interest on lease liabilities — — 1 1 Total finance lease expense 2 2 6 6 Short-term lease expense — 1 1 2 Variable lease expense 8 7 23 22 Total lease expense $ 58 $ 57 $ 174 $ 167 Supplemental cash flow information related to operating and finance leases during the periods presented was as follows (table in millions): Nine Months Ended October 29, October 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 129 $ 124 Operating cash flows from finance leases 1 1 Financing cash flows from finance leases 3 3 ROU assets obtained in exchange for lease liabilities: Operating leases $ 124 $ 256 Finance leases — 1 Lease term and discount rate related to operating and finance leases as of the periods presented were as follows: October 29, January 29, 2021 2021 Weighted-average remaining lease term (in years) Operating leases 12.1 12.6 Finance leases 7.5 8.3 Weighted-average discount rate Operating leases 3.3 % 3.5 % Finance leases 2.9 % 2.9 % |
Lease Assets and Liabilities | Supplemental balance sheet information related to operating and finance leases as of the periods presented was as follows (table in millions): October 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 1,000 $ 48 Lease liabilities, current (2) $ 127 $ 5 Lease liabilities, non-current (3) 885 45 Total lease liabilities $ 1,012 $ 50 January 29, 2021 Operating Leases Finance Leases ROU assets, non-current (1) $ 997 $ 53 Lease liabilities, current (2) $ 109 $ 5 Lease liabilities, non-current (3) 891 50 Total lease liabilities $ 1,000 $ 55 (1) ROU assets for operating leases are included in other assets property and equipment, net (2) Current lease liabilities are included primarily in accrued expenses and other (3) Non-current operating lease liabilities are presented as operating lease liabilities on the condensed consolidated balance sheets. Non-current finance lease liabilities are included in other liabilities |
Operating Lease Liability Maturity | The following represents VMware’s future minimum lease payments under non-cancellable operating and finance leases as of October 29, 2021 (table in millions): Operating Leases Finance Leases Remainder of 2022 $ 32 $ 2 2023 177 7 2024 153 7 2025 121 6 2026 107 7 Thereafter 690 27 Total future minimum lease payments 1,280 56 Less: Imputed interest (268) (6) Total lease liabilities (1) $ 1,012 $ 50 (1) Total lease liabilities as of October 29, 2021 excluded legally binding lease payments for leases signed but not yet commenced of $62 million. |
Finance Lease Liability Maturity | The following represents VMware’s future minimum lease payments under non-cancellable operating and finance leases as of October 29, 2021 (table in millions): Operating Leases Finance Leases Remainder of 2022 $ 32 $ 2 2023 177 7 2024 153 7 2025 121 6 2026 107 7 Thereafter 690 27 Total future minimum lease payments 1,280 56 Less: Imputed interest (268) (6) Total lease liabilities (1) $ 1,012 $ 50 (1) Total lease liabilities as of October 29, 2021 excluded legally binding lease payments for leases signed but not yet commenced of $62 million. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stock Repurchase Program | The following table summarizes stock repurchase activity during the periods presented (aggregate purchase price in millions, shares in thousands): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Aggregate purchase price $ 143 $ 255 $ 872 $ 566 Class A Stock repurchased 956 1,770 5,699 4,229 Weighted-average price per share $ 149.61 $ 144.28 $ 153.07 $ 133.83 |
Summary of Restricted Stock Activity | The following table summarizes restricted stock activity since January 29, 2021 (units in thousands): Number of Units Weighted-Average Grant Date Fair Value Outstanding, January 29, 2021 17,790 $ 147.46 Granted 8,733 149.10 Vested (5,258) 139.67 Forfeited (2,796) 149.00 Outstanding, October 29, 2021 18,469 149.64 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in components of accumulated other comprehensive loss during the periods presented were as follows (tables in millions): Unrealized Gain (Loss) on Foreign Currency Translation Adjustments Total Balance, January 29, 2021 $ (1) $ (4) $ (5) Unrealized gains (losses), net of tax provision (benefit) of $—, $—, and $— 1 — 1 Amounts reclassified from accumulated other comprehensive loss to the condensed consolidated statements of income, net of tax (provision) benefit of $—, $—, and $— 1 — 1 Other comprehensive income (loss), net 2 — 2 Balance, October 29, 2021 $ 1 $ (4) $ (3) Unrealized Gain (Loss) on Foreign Currency Translation Adjustments Total Balance, January 31, 2020 $ — $ (4) $ (4) Unrealized gains (losses), net of tax provision (benefit) of $—, $—, and $— (1) — (1) Other comprehensive income (loss), net (1) — (1) Balance, October 30, 2020 $ (1) $ (4) $ (5) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Type | Revenue by type during the periods presented was as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 Revenue: License $ 710 $ 639 $ 2,093 $ 2,019 Subscription and SaaS 820 676 2,336 1,880 Total license and subscription and SaaS 1,530 1,315 4,429 3,899 Services: Software maintenance 1,354 1,282 4,011 3,797 Professional services 304 267 880 777 Total services 1,658 1,549 4,891 4,574 Total revenue $ 3,188 $ 2,864 $ 9,320 $ 8,473 |
Schedule of Revenue by Geographic Area | Revenue by geographic area during the periods presented was as follows (table in millions): Three Months Ended Nine Months Ended October 29, October 30, October 29, October 30, 2021 2020 2021 2020 United States $ 1,582 $ 1,466 $ 4,587 $ 4,268 International 1,606 1,398 4,733 4,205 Total $ 3,188 $ 2,864 $ 9,320 $ 8,473 |
Schedule of Long-Lived Assets by Geographic Area | Long-lived assets by geographic area, which primarily include property and equipment, net, as of the periods presented were as follows (table in millions): October 29, January 29, 2021 2021 United States $ 864 $ 864 International 245 241 Total $ 1,109 $ 1,105 |
Overview and Basis of Present_3
Overview and Basis of Presentation (Details) - USD ($) shares in Millions, $ in Billions | Nov. 01, 2021 | Oct. 29, 2021 |
Subsequent Event | ||
Overview and Basis of Presentation [Line Items] | ||
Payment for special dividend | $ 11.5 | |
Dell Technologies Inc. | Subsequent Event | ||
Overview and Basis of Presentation [Line Items] | ||
Payment for special dividend | $ 9.3 | |
VMware | Dell Technologies Inc. | ||
Overview and Basis of Presentation [Line Items] | ||
Outstanding ownership percentage of VMware controlled by Dell | 80.50% | |
Combined voting power of outstanding stock (as a percentage) | 97.40% | |
VMware | Dell Technologies Inc. | Class A Common Stock | ||
Overview and Basis of Presentation [Line Items] | ||
VMware's outstanding common stock controlled by Dell (in shares) | 31 |
Revenue, Unearned Revenue and_3
Revenue, Unearned Revenue and Remaining Performance Obligations (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Revenue from Contract with Customer [Abstract] | |||||
Contract assets | $ 50 | $ 50 | $ 43 | ||
Customer deposits included in accrued expenses and other | 322 | 322 | 294 | ||
Customer deposits included in other liabilities | 151 | 151 | 163 | ||
Deferred commissions, current | 12 | 12 | 31 | ||
Deferred commissions, non-current | 1,200 | 1,200 | $ 1,100 | ||
Amortization of deferred commissions | 130 | $ 113 | $ 383 | $ 319 | |
Remaining weighted average contractual duration | 2 years | ||||
Current period billings | 2,000 | $ 6,000 | |||
Revenue recognized from amounts previously classified as unearned revenue | $ 2,100 | $ 1,900 | $ 6,100 | $ 5,500 |
Revenue, Unearned Revenue and_4
Revenue, Unearned Revenue and Remaining Performance Obligations (Summary of Unearned Revenue) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Disaggregation of Revenue [Line Items] | ||
Unearned revenue | $ 10,233 | $ 10,314 |
Unearned license revenue | ||
Disaggregation of Revenue [Line Items] | ||
Unearned revenue | 17 | 15 |
Unearned subscription and SaaS revenue | ||
Disaggregation of Revenue [Line Items] | ||
Unearned revenue | 2,238 | 1,998 |
Unearned software maintenance revenue | ||
Disaggregation of Revenue [Line Items] | ||
Unearned revenue | 6,773 | 7,092 |
Unearned professional services revenue | ||
Disaggregation of Revenue [Line Items] | ||
Unearned revenue | $ 1,205 | $ 1,209 |
Revenue, Unearned Revenue and_5
Revenue, Unearned Revenue and Remaining Performance Obligations (Remaining Performance Obligations) (Details) - USD ($) $ in Billions | Oct. 29, 2021 | Jan. 29, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Remaining performance obligation | $ 11.1 | $ 11.3 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-30 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation percentage | 55.00% | |
Remaining performance obligation period | 12 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-30 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation percentage | 56.00% | |
Remaining performance obligation period | 12 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-30 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation period | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation period |
Related Parties (Transactions w
Related Parties (Transactions with Dell) (Details) | Nov. 01, 2021 | Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 |
Subsequent Event | |||||
Related Party Transaction [Line Items] | |||||
Commercial framework agreement, term | 5 years | ||||
Commercial framework agreement, renewal term | 1 year | ||||
Dell acting as OEM | Customer Concentration Risk | |||||
Related Party Transaction [Line Items] | |||||
Percentage of revenues | 5.00% | 4.00% | 5.00% | 4.00% | |
Dell | OEM Revenue | Customer Concentration Risk | |||||
Related Party Transaction [Line Items] | |||||
Percentage of revenues | 13.00% | 13.00% | 13.00% | 12.00% | |
Majority Shareholder | Dell | Revenue Benchmark | Customer Concentration Risk | |||||
Related Party Transaction [Line Items] | |||||
Concentration risk, percentage | 38.00% | 33.00% | 37.00% | 33.00% |
Related Parties (Schedule of Re
Related Parties (Schedule of Related Party Transactions) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Related Party Transaction [Line Items] | |||||
Unearned Revenue | $ 10,233 | $ 10,233 | $ 10,314 | ||
Dell | |||||
Related Party Transaction [Line Items] | |||||
Customer deposits | 225 | 225 | 214 | ||
Dell | Reseller revenue | |||||
Related Party Transaction [Line Items] | |||||
Revenue and Receipts | 1,183 | $ 927 | 3,380 | $ 2,738 | |
Unearned Revenue | 5,008 | 5,008 | 4,952 | ||
Dell | Internal-use revenue | |||||
Related Party Transaction [Line Items] | |||||
Revenue and Receipts | 17 | 16 | 43 | 50 | |
Unearned Revenue | 25 | 25 | $ 45 | ||
Dell | Purchases and leases of products and purchases of services | |||||
Related Party Transaction [Line Items] | |||||
Related party costs | 57 | 49 | 164 | 138 | |
Dell | Dell subsidiary support and administrative costs | |||||
Related Party Transaction [Line Items] | |||||
Related party costs | $ 8 | $ 12 | $ 32 | $ 54 |
Related Parties (Dell Financial
Related Parties (Dell Financial Services) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Dell | Financial Services | |||
Related Party Transaction [Line Items] | |||
Financing fees | $ 12 | $ 20 | $ 43 |
Related Parties (Tax Agreements
Related Parties (Tax Agreements with Dell) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Related Party Transaction [Line Items] | |||||
Amount due from tax sharing arrangement | $ (45) | ||||
Transition tax, payment period | 4 years | ||||
Dell | Tax sharing agreement | |||||
Related Party Transaction [Line Items] | |||||
Payments made to Dell | $ 10 | $ 54 | $ 96 | 221 | |
Proceeds from tax refunds | 45 | ||||
Amount due from tax sharing arrangement | $ 45 | ||||
Due to related parties | $ 443 | $ 443 | $ 451 |
Related Parties (Pivotal Tax Sh
Related Parties (Pivotal Tax Sharing Agreement with Dell) (Details) - Dell - Tax sharing agreement - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Related Party Transaction [Line Items] | ||||
Cash paid for taxes, net | $ 45,000,000 | |||
Pivotal | ||||
Related Party Transaction [Line Items] | ||||
Cash paid for taxes, net | $ 0 | $ 0 | $ 0 | $ 0 |
Related Parties (Due To_From Re
Related Parties (Due To/From Related Parties, Net) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Jan. 29, 2021 | |
Related Party Transaction [Line Items] | ||
Cash settlement period | 60 days | |
Dell | ||
Related Party Transaction [Line Items] | ||
Due from related parties, current | $ 748 | $ 1,558 |
Due to related parties, current | 88 | 120 |
Due from related parties, net, current | $ 660 | $ 1,438 |
Related Parties (Note Payable t
Related Parties (Note Payable to Dell) (Details) - USD ($) | 3 Months Ended | |
Oct. 29, 2021 | Jan. 29, 2021 | |
Related Party Transaction [Line Items] | ||
Repayment of note payable to Dell | $ 270,000,000 | |
Dell | Note, December 2022 | Notes payable | ||
Related Party Transaction [Line Items] | ||
Repayment of note payable to Dell | $ 270,000,000 | |
Dell | Notes payable | Note, December 2022 | ||
Related Party Transaction [Line Items] | ||
Principal amount | $ 270,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jun. 23, 2020USD ($) | Mar. 05, 2020stockholdershares | Jan. 24, 2020USD ($)patent | Oct. 22, 2019patent | Aug. 20, 2019patent | Apr. 25, 2019trademarkpatent | Jan. 29, 2021USD ($) | Oct. 29, 2021patent | Jan. 31, 2020USD ($) |
Appraisal Action | |||||||||
Loss Contingencies [Line Items] | |||||||||
Number of petitioners | stockholder | 2 | ||||||||
Aggregate number of shares seeking a judicial determination of fair value | shares | 10,000,100 | ||||||||
Amount paid to the petitioners | $ | $ 91 | ||||||||
Cirba Inc. Vs. VMware | |||||||||
Loss Contingencies [Line Items] | |||||||||
Patent infringement claims | 2 | ||||||||
Trademark infringement claims | trademark | 3 | ||||||||
Number of patents allegedly infringed upon | 4 | 4 | |||||||
Number of patents willfully infringed upon | 2 | ||||||||
Damages awarded | $ | $ 237 | ||||||||
Accrued loss contingency | $ | $ 237 | ||||||||
Number of patents granted with reexamination | 2 | ||||||||
Number of patents instituted | 1 | ||||||||
Derecognition of estimated loss accrual | $ | $ 237 |
Definite-Lived Intangible Ass_3
Definite-Lived Intangible Assets, Net (Intangible Assets Detail) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 1,792 | $ 1,792 | $ 1,828 | ||
Accumulated Amortization | (1,011) | (1,011) | (835) | ||
Net Book Value | 781 | 781 | 993 | ||
Amortization expense | 75 | $ 83 | 228 | $ 244 | |
Purchased technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 940 | 940 | 948 | ||
Accumulated Amortization | (568) | (568) | (462) | ||
Net Book Value | 372 | $ 372 | $ 486 | ||
Purchased technology | Weighted Average | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Useful Lives (in years) | 5 years 3 months 18 days | 5 years 3 months 18 days | |||
Customer relationships and customer lists | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 721 | $ 721 | $ 727 | ||
Accumulated Amortization | (351) | (351) | (281) | ||
Net Book Value | 370 | $ 370 | $ 446 | ||
Customer relationships and customer lists | Weighted Average | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Useful Lives (in years) | 11 years 6 months | 11 years 4 months 24 days | |||
Trademarks and tradenames | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 131 | $ 131 | $ 132 | ||
Accumulated Amortization | (92) | (92) | (78) | ||
Net Book Value | $ 39 | $ 39 | $ 54 | ||
Trademarks and tradenames | Weighted Average | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Useful Lives (in years) | 7 years 8 months 12 days | 7 years 7 months 6 days | |||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 21 | ||||
Accumulated Amortization | (14) | ||||
Net Book Value | $ 7 | ||||
Other | Weighted Average | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Useful Lives (in years) | 2 years |
Definite-Lived Intangible Ass_4
Definite-Lived Intangible Assets, Net (Amortization of Intangible Assets) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2022 | $ 74 | |
2023 | 252 | |
2024 | 200 | |
2025 | 107 | |
2026 | 67 | |
Thereafter | 81 | |
Net Book Value | $ 781 | $ 993 |
Realignment (Details)
Realignment (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($)position | Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | ||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 330 | ||||
Realignment | [1] | $ 0 | $ 44 | $ 1 | $ 47 |
Severance-related costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Realignment | 44 | 47 | |||
Severance payments | $ 24 | $ 24 | |||
[1] | Includes stock-based compensation as follows: Cost of license revenue — — 1 1 Cost of subscription and SaaS revenue 5 4 16 13 Cost of services revenue 21 25 70 74 Research and development 125 140 402 397 Sales and marketing 74 85 227 243 General and administrative 33 50 97 141 |
Net Income Per Share (Computati
Net Income Per Share (Computations of Basic and Diluted Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 398 | $ 434 | $ 1,234 | $ 1,267 |
Weighted-average shares, basic for Classes A and B (in shares) | 419,456 | 420,857 | 419,309 | 419,758 |
Effect of other dilutive securities (in shares) | 2,307 | 2,543 | 2,892 | 3,335 |
Weighted-average shares, diluted for Classes A and B (in shares) | 421,763 | 423,400 | 422,201 | 423,093 |
Net income per weighted-average share, basic for Classes A and B (in USD per share) | $ 0.95 | $ 1.03 | $ 2.94 | $ 3.02 |
Net income per weighted-average share, diluted for Classes A and B (in USD per share) | $ 0.94 | $ 1.02 | $ 2.92 | $ 3 |
Net Income Per Share (Anti-Dilu
Net Income Per Share (Anti-Dilutive Shares Excluded From Net Income) (Details) - Class A Common Stock - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities, amount (in shares) | 190 | 3,108 | 328 | 4,898 |
Employee stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities, amount (in shares) | 9 | 140 | 17 | 202 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities, amount (in shares) | 181 | 2,968 | 311 | 4,696 |
Cash, Cash Equivalents, Restr_3
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments (Cash and Cash Equivalents) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Cash equivalents: | ||
Cash and cash equivalents | $ 12,500 | $ 4,692 |
Cash equivalents | 11,800 | 3,800 |
Money-market funds | ||
Cash equivalents: | ||
Cash equivalents | 11,700 | 3,700 |
Time deposits | ||
Cash equivalents: | ||
Cash equivalents | $ 63 | $ 102 |
Cash, Cash Equivalents, Restr_4
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments (Restricted Cash) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 | Oct. 30, 2020 | Jan. 31, 2020 |
Investments, Debt and Equity Securities [Abstract] | ||||
Cash and cash equivalents | $ 12,500 | $ 4,692 | ||
Restricted cash within other current assets | 47 | 56 | ||
Restricted cash within other assets | 6 | 22 | ||
Total cash, cash equivalents and restricted cash | $ 12,553 | $ 4,770 | $ 3,991 | $ 3,031 |
Cash, Cash Equivalents, Restr_5
Cash, Cash Equivalents, Restricted Cash and Short-Term Investments (Short-Term Investments) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Investments, Debt and Equity Securities [Abstract] | ||
Short-term investments | $ 33 | $ 23 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | Nov. 01, 2021USD ($) | Sep. 02, 2021USD ($)extension | Aug. 02, 2021USD ($)debt_instrument | Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | Jan. 29, 2021USD ($) | Sep. 12, 2017USD ($) |
Debt Instrument [Line Items] | |||||||||
Net proceeds from issuance of long-term debt | $ 5,944,000,000 | $ 1,979,000,000 | |||||||
Interest expense | $ 74,000,000 | $ 52,000,000 | 173,000,000 | 156,000,000 | |||||
Long-term debt | 9,170,000,000 | 9,170,000,000 | $ 4,717,000,000 | ||||||
Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility, maximum borrowing capacity | $ 1,500,000,000 | $ 1,000,000,000 | |||||||
VMW Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Term loan maximum borrowing capacity | $ 4,000,000,000 | ||||||||
VMW Term Loan | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from debt issuance | $ 4,000,000,000 | ||||||||
Weighted average interest rate | 0.90% | ||||||||
VMW Term Loan | 3-Year Senior Unsecured Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt term | 3 years | ||||||||
VMW Term Loan | 5-Year Senior Unsecured Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt term | 5 years | ||||||||
Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount | 16,000,000 | 16,000,000 | 7,000,000 | ||||||
Interest expense | 72,000,000 | $ 48,000,000 | $ 169,000,000 | $ 135,000,000 | |||||
Repurchase price as percent of principal | 101.00% | ||||||||
Long-term debt | 10,668,000,000 | $ 10,668,000,000 | $ 4,717,000,000 | ||||||
Senior Notes | 2021 Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Number of debt instruments | debt_instrument | 5 | ||||||||
Net proceeds from issuance of long-term debt | $ 5,900,000,000 | ||||||||
Debt discount | 11,000,000 | ||||||||
Debt issuance costs | $ 47,000,000 | ||||||||
Line of Credit | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt term | 5 years | ||||||||
Number of extensions | extension | 2 | ||||||||
Extension period | 1 year | ||||||||
Long-term debt | $ 0 | $ 0 |
Debt (Carrying Value of Senior
Debt (Carrying Value of Senior Notes) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 10,000 | |
Net carrying amount included in long-term debt | 9,170 | $ 4,717 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt | 10,750 | 4,750 |
Less: unamortized discount | (16) | (7) |
Less: unamortized debt issuance costs | (66) | (26) |
Net carrying amount included in long-term debt | 10,668 | 4,717 |
Current portion of long-term debt | 1,498 | 0 |
Long-term debt | $ 9,170 | 4,717 |
Senior Notes | 2.95% Senior Note Due August 21, 2022 | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.95% | |
Long-term debt | $ 1,500 | 1,500 |
Effective Interest Rate | 3.17% | |
Senior Notes | 3.90% Senior Note Due August 21, 2027 | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.90% | |
Long-term debt | $ 1,250 | 1,250 |
Effective Interest Rate | 4.05% | |
Senior Notes | 4.50% Senior Note Due May 15, 2025 | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.50% | |
Long-term debt | $ 750 | 750 |
Effective Interest Rate | 4.70% | |
Senior Notes | 4.65% Senior Note Due May 15, 2027 | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.65% | |
Long-term debt | $ 500 | 500 |
Effective Interest Rate | 4.80% | |
Senior Notes | 4.70% Senior Note Due May 15, 2030 | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.70% | |
Long-term debt | $ 750 | 750 |
Effective Interest Rate | 4.86% | |
Senior Notes | 0.60% Senior Note Due August 15, 2023 | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.60% | |
Long-term debt | $ 1,000 | 0 |
Effective Interest Rate | 0.95% | |
Senior Notes | 1.00% Senior Note Due August 15, 2024 | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.00% | |
Long-term debt | $ 1,250 | 0 |
Effective Interest Rate | 1.23% | |
Senior Notes | 1.40% Senior Note Due August 15, 2026 | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.40% | |
Long-term debt | $ 1,500 | 0 |
Effective Interest Rate | 1.61% | |
Senior Notes | 1.80% Senior Note Due August 15, 2028 | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.80% | |
Long-term debt | $ 750 | 0 |
Effective Interest Rate | 2.01% | |
Senior Notes | 2.20% Senior Note Due August 15, 2031 | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.20% | |
Long-term debt | $ 1,500 | $ 0 |
Effective Interest Rate | 2.32% |
Debt (Future principal payments
Debt (Future principal payments) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Debt Instrument [Line Items] | ||
Total | $ 10,000 | |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Remainder of 2022 | 0 | |
2023 | 1,500 | |
2024 | 1,000 | |
2025 | 1,250 | |
2026 | 750 | |
Thereafter | 6,250 | |
Total | $ 10,750 | $ 4,750 |
Fair Value Measurements (Fair V
Fair Value Measurements (Fair Value Hierarchy) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | $ 33 | $ 23 |
Short-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 33 | 23 |
Level 1 | Short-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 33 | 23 |
Level 2 | Short-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Cash equivalents | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 11,811 | 3,840 |
Cash equivalents | Level 1 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 11,748 | 3,738 |
Cash equivalents | Level 2 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 63 | 102 |
Money-market funds | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 11,748 | 3,738 |
Money-market funds | Level 1 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 11,748 | 3,738 |
Money-market funds | Level 2 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Time deposits | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 63 | 102 |
Time deposits | Level 1 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Time deposits | Level 2 | Cash and Cash Equivalents | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 63 | $ 102 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Repayment of note payable to Dell | $ 270 | ||||
Deferred compensation plan assets | 176 | $ 176 | $ 140 | ||
Plan liabilities in accrued expenses and other | 17 | 17 | |||
Plan liabilities in other liabilities | 159 | 159 | 140 | ||
Investment at fair value | 162 | ||||
Investment at fair value included in other assets | 139 | ||||
Investment at fair value included in short-term investments | 33 | 33 | 23 | ||
Investment in equity securities sold | 38 | 75 | |||
Unrealized loss on investments | (11) | (30) | |||
Unrealized gain on adjustment of investments to fair value | $ 189 | $ 189 | |||
Discrete tax impact on investment | 62 | 62 | |||
Securities without readily determinable fair value | 165 | 165 | 129 | ||
Unrealized gain on equity securities without a readily determinable fair value | 21 | 32 | |||
Unrealized loss on equity securities without a readily determinable fair value | $ 15 | $ 15 | |||
Level 2 | Senior Notes | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value of debt | $ 11,100 | $ 11,100 | |||
Level 2 | Notes Payable | Dell | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value of debt | 276 | ||||
Level 2 | Senior Notes | Senior Notes | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value of debt | $ 5,300 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Derivative [Line Items] | ||||
Gain (loss) on forward contracts not designated as hedging instruments | $ 11 | $ 27 | $ (34) | |
Combined gain (loss) on settlement of forward contracts and the underlying foreign currency denominated assets and liabilities | $ 14 | |||
Foreign Exchange Forward | Not Designated As Hedging Instrument | ||||
Derivative [Line Items] | ||||
Forward contract maturity | 1 month | |||
Notional amount | 687 | $ 687 | $ 1,200 | |
Cash Flow Hedging | Foreign Exchange Forward | Designated As Hedging Instrument | ||||
Derivative [Line Items] | ||||
Notional amount | $ 132 | $ 132 | $ 486 | |
Cash Flow Hedging | Foreign Exchange Forward | Designated As Hedging Instrument | Maximum | ||||
Derivative [Line Items] | ||||
Forward contract maturity | 12 months |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Lessee, Lease, Description [Line Items] | ||
Sublease income | $ 16 | $ 15 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Term of lease contract | 1 month | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Term of lease contract | 25 years |
Leases (Lease Cost) (Details)
Leases (Lease Cost) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease expense | $ 48 | $ 47 | $ 144 | $ 137 |
Finance lease expense: | ||||
Amortization of right-of-use (“ROU”) assets | 2 | 2 | 5 | 5 |
Interest on lease liabilities | 0 | 0 | 1 | 1 |
Total finance lease expense | 2 | 2 | 6 | 6 |
Short-term lease expense | 0 | 1 | 1 | 2 |
Variable lease expense | 8 | 7 | 23 | 22 |
Total lease expense | $ 58 | $ 57 | $ 174 | $ 167 |
Leases (Lease Cash Flow) (Detai
Leases (Lease Cash Flow) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 129 | $ 124 |
Operating cash flows from finance leases | 1 | 1 |
Financing cash flows from finance leases | 3 | 3 |
ROU assets obtained in exchange for lease liabilities: | ||
Operating leases | 124 | 256 |
Finance leases | $ 0 | $ 1 |
Leases (Lease Assets and Liabil
Leases (Lease Assets and Liabilities) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Operating Leases | ||
ROU assets, non-current | $ 1,000 | $ 997 |
Lease liabilities, current | 127 | 109 |
Lease liabilities, non-current | 885 | 891 |
Total lease liabilities | $ 1,012 | $ 1,000 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets | Other assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other | Accrued expenses and other |
Finance Leases | ||
ROU assets, non-current | $ 48 | $ 53 |
Lease liabilities, current | 5 | 5 |
Lease liabilities, non-current | 45 | 50 |
Total lease liabilities | $ 50 | $ 55 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other liabilities | Other liabilities |
Leases (Lease Term and Discount
Leases (Lease Term and Discount Rate) (Details) | Oct. 29, 2021 | Jan. 29, 2021 |
Weighted-average remaining lease term (in years) | ||
Operating leases | 12 years 1 month 6 days | 12 years 7 months 6 days |
Finance leases | 7 years 6 months | 8 years 3 months 18 days |
Weighted-average discount rate | ||
Operating leases | 3.30% | 3.50% |
Finance leases | 2.90% | 2.90% |
Leases (Lease Liability Maturit
Leases (Lease Liability Maturity) (Details) - USD ($) $ in Millions | Oct. 29, 2021 | Jan. 29, 2021 |
Operating Leases | ||
Remainder of 2022 | $ 32 | |
2023 | 177 | |
2024 | 153 | |
2025 | 121 | |
2026 | 107 | |
Thereafter | 690 | |
Total future minimum lease payments | 1,280 | |
Less: Imputed interest | (268) | |
Total lease liabilities | 1,012 | $ 1,000 |
Finance Leases | ||
Remainder of 2022 | 2 | |
2023 | 7 | |
2024 | 7 | |
2025 | 6 | |
2026 | 7 | |
Thereafter | 27 | |
Total future minimum lease payments | 56 | |
Less: Imputed interest | (6) | |
Total lease liabilities | 50 | $ 55 |
Legally binding minimum lease payments for leases signed but not yet commenced | $ 62 |
Stockholders' Equity (Stock Rep
Stockholders' Equity (Stock Repurchase Program) (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | 9 Months Ended | |||||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Oct. 07, 2021 | Jul. 15, 2020 | May 29, 2019 | |
Class of Stock [Line Items] | |||||||
Aggregate purchase price | $ 143,000,000 | $ 255,000,000 | $ 872,000,000 | $ 566,000,000 | |||
Class A Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Authorized repurchase amount under stock repurchase program | $ 2,000,000,000 | $ 1,000,000,000 | $ 1,500,000,000 | ||||
Remaining authorized repurchase amount | 183,000,000 | 183,000,000 | |||||
Aggregate purchase price | $ 143,000,000 | $ 255,000,000 | $ 872,000,000 | $ 566,000,000 | |||
Class A common stock repurchased (in shares) | 956 | 1,770 | 5,699 | 4,229 | |||
Weighted-average price per share (in USD per share) | $ 149.61 | $ 144.28 | $ 153.07 | $ 133.83 |
Stockholders' Equity (Summary o
Stockholders' Equity (Summary of Restricted Stock Activity) (Details) - Class A Common Stock $ / shares in Units, $ in Millions | 9 Months Ended |
Oct. 29, 2021USD ($)$ / sharesshares | |
RSU | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock unit conversion into common stock (in shares) | 1 |
PSU | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Conversion ratio | 0.4 |
PSU | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Conversion ratio | 2 |
Restricted stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Fair value of restricted stock-based awards, vested | $ | $ 822 |
Aggregate intrinsic value, nonvested | $ | $ 2,800 |
Number of Units | |
Outstanding (in shares) | 18,500,000 |
Restricted stock | VMware RSUs | |
Number of Units | |
Outstanding (in shares) | 17,790,000 |
Granted (in shares) | 8,733,000 |
Vested (in shares) | (5,258,000) |
Forfeited (in shares) | (2,796,000) |
Outstanding (in shares) | 18,469,000 |
Weighted-Average Grant Date Fair Value | |
Outstanding, weighted-average grant date fair value (in USD per share) | $ / shares | $ 147.46 |
Granted, weighted-average grant date fair value (in USD per share) | $ / shares | 149.10 |
Vested, weighted-average grant date fair value (in USD per share) | $ / shares | 139.67 |
Forfeited, weighted-average grant date fair value (in USD per share) | $ / shares | 149 |
Outstanding, weighted-average grant date fair value (in USD per share) | $ / shares | $ 149.64 |
Stockholders' Equity (Net Exces
Stockholders' Equity (Net Excess Tax Benefits) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Stockholders' Equity Note [Abstract] | ||
Net excess tax benefits | $ 19 | $ 32 |
Stockholders' Equity (Accumulat
Stockholders' Equity (Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance | $ 9,051 | $ 7,009 |
Other comprehensive income (loss), before reclassifications, net of tax | 1 | (1) |
Amounts reclassified from accumulated other comprehensive loss to the condensed consolidated statements of income, net of tax (provision) benefit of $—, $—, and $— | 1 | |
Total other comprehensive income (loss) | 2 | (1) |
Balance | 10,225 | 8,476 |
Tax (provision) benefit on amounts reclassified from accumulated other comprehensive income | 0 | |
Tax provision (benefit) before reclassifications | 0 | |
Total | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance | (5) | (4) |
Balance | (3) | (5) |
Unrealized Gain (Loss) on Forward Contracts | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance | (1) | 0 |
Other comprehensive income (loss), before reclassifications, net of tax | 1 | (1) |
Amounts reclassified from accumulated other comprehensive loss to the condensed consolidated statements of income, net of tax (provision) benefit of $—, $—, and $— | 1 | |
Total other comprehensive income (loss) | 2 | (1) |
Balance | 1 | (1) |
Tax (provision) benefit on amounts reclassified from accumulated other comprehensive income | 0 | |
Tax provision (benefit) before reclassifications | 0 | |
Foreign Currency Translation Adjustments | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance | (4) | (4) |
Other comprehensive income (loss), before reclassifications, net of tax | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss to the condensed consolidated statements of income, net of tax (provision) benefit of $—, $—, and $— | 0 | |
Total other comprehensive income (loss) | 0 | 0 |
Balance | (4) | (4) |
Tax (provision) benefit on amounts reclassified from accumulated other comprehensive income | $ 0 | |
Tax provision (benefit) before reclassifications | $ 0 |
Segment Information (Schedule o
Segment Information (Schedule of Revenue by Type) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | Oct. 29, 2021USD ($)segment | Oct. 30, 2020USD ($) | ||
Segment Reporting [Abstract] | |||||
Number of reportable segments | segment | 1 | ||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | [1] | $ 3,188 | $ 2,864 | $ 9,320 | $ 8,473 |
Total license and subscription and SaaS | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | 1,530 | 1,315 | 4,429 | 3,899 | |
License | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | [1] | 710 | 639 | 2,093 | 2,019 |
Subscription and SaaS | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | [1] | 820 | 676 | 2,336 | 1,880 |
Total services | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | [1] | 1,658 | 1,549 | 4,891 | 4,574 |
Software maintenance | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | 1,354 | 1,282 | 4,011 | 3,797 | |
Professional services | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue | $ 304 | $ 267 | $ 880 | $ 777 | |
[1] | Includes related party revenue as follows (refer to Note C): License $ 335 $ 289 $ 996 $ 976 Subscription and SaaS 221 136 589 373 Services 644 518 1,838 1,439 |
Segment Information (Schedule_2
Segment Information (Schedule of Revenue by Geographic Area) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | ||
Revenues From External Customers And Long-Lived Assets [Line Items] | |||||
Revenue | [1] | $ 3,188 | $ 2,864 | $ 9,320 | $ 8,473 |
United States | |||||
Revenues From External Customers And Long-Lived Assets [Line Items] | |||||
Revenue | 1,582 | 1,466 | 4,587 | 4,268 | |
International | |||||
Revenues From External Customers And Long-Lived Assets [Line Items] | |||||
Revenue | $ 1,606 | $ 1,398 | $ 4,733 | $ 4,205 | |
[1] | Includes related party revenue as follows (refer to Note C): License $ 335 $ 289 $ 996 $ 976 Subscription and SaaS 221 136 589 373 Services 644 518 1,838 1,439 |
Segment Information (Schedule_3
Segment Information (Schedule of Long-Lived Assets by Geographic Area) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Oct. 29, 2021 | Jan. 29, 2021 | |
Revenues From External Customers And Long-Lived Assets [Line Items] | ||
Long-lived assets by geographic area | $ 1,109 | $ 1,105 |
United States | ||
Revenues From External Customers And Long-Lived Assets [Line Items] | ||
Long-lived assets by geographic area | $ 864 | $ 864 |
United States | Assets Benchmark | Geographic Concentration Risk | ||
Revenues From External Customers And Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 80.00% | 80.00% |
International | ||
Revenues From External Customers And Long-Lived Assets [Line Items] | ||
Long-lived assets by geographic area | $ 245 | $ 241 |
India | Assets Benchmark | Geographic Concentration Risk | ||
Revenues From External Customers And Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 10.00% |
Subsequent Event (Details)
Subsequent Event (Details) shares in Millions, $ in Millions | Nov. 01, 2021USD ($)shares | Nov. 26, 2021 | Oct. 29, 2021USD ($) | Aug. 02, 2021USD ($) | Jan. 29, 2021USD ($) |
Subsequent Event [Line Items] | |||||
Long-term debt | $ 10,000 | ||||
Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Long-term debt | $ 10,750 | $ 4,750 | |||
Senior Notes | 2021 Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Long-term debt | $ 6,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Payment for special dividend | $ 11,500 | ||||
Conversion ratio | 1.2191 | ||||
Number of shares authorized, anti-dilution adjustment (in shares) | shares | 4.2 | ||||
Subsequent Event | SLP Stockholders | Director | |||||
Subsequent Event [Line Items] | |||||
Ownership percentage | 10.00% | ||||
Subsequent Event | VMW Term Loan | |||||
Subsequent Event [Line Items] | |||||
Long-term debt | $ 4,000 | ||||
Subsequent Event | Dell | |||||
Subsequent Event [Line Items] | |||||
Payment for special dividend | $ 9,300 | ||||
Subsequent Event | MSD Stockholders | Board of Directors Chairman | |||||
Subsequent Event [Line Items] | |||||
Ownership percentage | 40.30% |