Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 16, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CAVM | ||
Entity Registrant Name | CAVIUM, INC. | ||
Entity Central Index Key | 1,175,609 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 57,299,071 | ||
Entity Public Float | $ 3.7 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 134,646 | $ 131,718 |
Accounts receivable, net of allowances of $1,468 and $1,142, respectively | 68,742 | 48,199 |
Inventories | 47,009 | 51,922 |
Prepaid expenses and other current assets | 10,231 | 9,130 |
Total current assets | 260,628 | 240,969 |
Property and equipment, net | 64,677 | 56,963 |
Intangible assets, net | 35,492 | 37,644 |
Goodwill | 71,478 | 71,478 |
Other assets | 1,718 | 1,806 |
Total assets | 433,993 | 408,860 |
Current liabilities: | ||
Accounts payable | 27,489 | 26,447 |
Other accrued expenses and other current liabilities | 9,443 | 7,782 |
Deferred revenue | 6,316 | 6,285 |
Capital lease and technology license obligations | 20,608 | 23,002 |
Total current liabilities | 63,856 | 63,516 |
Capital lease and technology license obligations, net of current portion | 9,858 | 22,894 |
Deferred tax liability | 3,417 | 2,836 |
Other non-current liabilities | 2,962 | 2,931 |
Total liabilities | $ 80,093 | $ 92,177 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Preferred stock, par value $0.001: 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, par value $0.001: 200,000,000 shares authorized; 56,259,252 and 54,458,288 shares issued and outstanding, respectively | $ 56 | $ 54 |
Additional paid-in capital | 543,256 | 488,981 |
Accumulated deficit | (189,412) | (172,352) |
Total stockholders' equity | 353,900 | 316,683 |
Total liabilities and stockholders' equity | $ 433,993 | $ 408,860 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 1,468 | $ 1,142 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 56,259,252 | 54,458,288 |
Common stock, shares outstanding | 56,259,252 | 54,458,288 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||||||||||
Net revenue | $ 100,942 | $ 105,063 | $ 104,961 | $ 101,778 | $ 101,223 | $ 97,833 | $ 90,681 | $ 83,241 | $ 412,744 | $ 372,978 | $ 303,993 |
Cost of revenue | 34,092 | 36,203 | 37,673 | 35,799 | 38,402 | 35,710 | 33,897 | 30,350 | 143,767 | 138,359 | 114,679 |
Gross profit | 66,850 | 68,860 | 67,288 | 65,979 | 62,821 | 62,123 | 56,784 | 52,891 | 268,977 | 234,619 | 189,314 |
Operating expenses: | |||||||||||
Research and development | 47,764 | 45,367 | 52,225 | 58,422 | 55,108 | 40,459 | 38,834 | 37,289 | 203,778 | 171,690 | 134,596 |
Sales, general and administrative | 19,397 | 18,522 | 20,336 | 20,671 | 19,314 | 18,141 | 17,017 | 15,932 | 78,926 | 70,404 | 64,088 |
Total operating expenses | 67,161 | 63,889 | 72,561 | 79,093 | 74,422 | 58,600 | 55,851 | 53,221 | 282,704 | 242,094 | 198,684 |
Loss from operations | (311) | 4,971 | (5,273) | (13,114) | (11,601) | 3,523 | 933 | (330) | (13,727) | (7,475) | (9,370) |
Other expense, net: | |||||||||||
Interest expense | (227) | (216) | (388) | (410) | (293) | (387) | (333) | (459) | (1,241) | (1,472) | (1,502) |
Change in estimated fair value of notes payable and other | (103) | (13,927) | (858) | (14,888) | |||||||
Other, net | (138) | (173) | (33) | (66) | (313) | (116) | (53) | 135 | (410) | (347) | (879) |
Total other expense, net | (365) | (389) | (421) | (476) | (606) | (606) | (14,313) | (1,182) | (1,651) | (16,707) | (2,381) |
Loss before income taxes | (676) | 4,582 | (5,694) | (13,590) | (12,207) | 2,917 | (13,380) | (1,512) | (15,378) | (24,182) | (11,751) |
Provision for income taxes | 354 | 366 | 661 | 301 | 268 | 811 | 311 | 243 | 1,682 | 1,633 | 1,937 |
Net loss | (1,030) | 4,216 | (6,355) | (13,891) | (12,475) | 2,106 | (13,691) | (1,755) | (17,060) | (25,815) | (13,688) |
Net loss attributable to non-controlling interest | (444) | (3,327) | (2,647) | (4,102) | (10,520) | (10,723) | |||||
Net loss attributable to the Company | $ (1,030) | $ 4,216 | $ (6,355) | $ (13,891) | $ (12,031) | $ 5,433 | $ (11,044) | $ 2,347 | $ (17,060) | $ (15,295) | $ (2,965) |
Earnings per share attributable to the Company: | |||||||||||
Net loss per common share, basic | $ (0.02) | $ 0.08 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Shares used in computing basic net loss per common share | 55,589 | 53,451 | 51,596 | ||||||||
Net loss per common share, diluted | $ (0.02) | $ 0.07 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Shares used in computing diluted net loss per common share | 55,589 | 53,451 | 51,596 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Non-controlling Interest |
Beginning Balance at Dec. 31, 2012 | $ 243,062 | $ 51 | $ 398,133 | $ (154,092) | $ (1,030) |
Beginning Balance, Shares at Dec. 31, 2012 | 50,630,991 | ||||
Common stock issued in connection with exercises of stock options | 10,827 | $ 1 | 10,826 | ||
Common stock issued in connection with exercises of stock options, Shares | 723,047 | ||||
Common stock issued in connection with vesting of restricted stock units | 1 | $ 1 | |||
Common stock issued in connection with vesting of restricted stock units, Shares | 867,213 | ||||
Stock-based compensation | 34,629 | 34,629 | |||
Net loss | (13,688) | (2,965) | (10,723) | ||
Ending Balance at Dec. 31, 2013 | 274,831 | $ 53 | 443,588 | (157,057) | (11,753) |
Ending Balance, Shares at Dec. 31, 2013 | 52,221,251 | ||||
Common stock issued in connection with exercises of stock options | 15,211 | $ 1 | 15,210 | ||
Common stock issued in connection with exercises of stock options, Shares | 1,082,914 | ||||
Common stock issued in connection with vesting of restricted stock units, Shares | 1,154,123 | ||||
Stock-based compensation | 52,456 | 52,456 | |||
Settlement of non-controlling interest | (22,273) | 22,273 | |||
Net loss | (25,815) | (15,295) | $ (10,520) | ||
Ending Balance at Dec. 31, 2014 | 316,683 | $ 54 | 488,981 | (172,352) | |
Ending Balance, Shares at Dec. 31, 2014 | 54,458,288 | ||||
Common stock issued in connection with exercises of stock options | 9,608 | $ 1 | 9,607 | ||
Common stock issued in connection with exercises of stock options, Shares | 685,439 | ||||
Common stock issued in connection with vesting of restricted stock units | 1 | $ 1 | |||
Common stock issued in connection with vesting of restricted stock units, Shares | 1,115,525 | ||||
Stock-based compensation | 48,298 | 48,298 | |||
Payments to common shareholders of Xpliant | (3,630) | (3,630) | |||
Net loss | (17,060) | (17,060) | |||
Ending Balance at Dec. 31, 2015 | $ 353,900 | $ 56 | $ 543,256 | $ (189,412) | |
Ending Balance, Shares at Dec. 31, 2015 | 56,259,252 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net loss | $ (17,060) | $ (25,815) | $ (13,688) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Stock-based compensation expense | 48,297 | 52,459 | 34,598 |
Depreciation and amortization | 42,442 | 34,087 | 40,993 |
Deferred income taxes | 663 | 385 | 743 |
Change in estimated fair value of notes payable and other | 14,888 | ||
Gain on sale of held for sale assets | (747) | ||
(Gain) loss on disposal of property and equipment | 129 | (115) | 71 |
Gain on disposition of certain consumer product assets | (400) | (1,000) | (1,000) |
Changes in assets and liabilities: | |||
Accounts receivable, net | (20,543) | (4,563) | (10,069) |
Inventories | 4,914 | (6,157) | 788 |
Prepaid expenses and other current assets | (2,101) | (1,589) | (1,321) |
Other assets | (9) | (433) | 42 |
Accounts payable | (220) | 2,056 | 7,685 |
Deferred revenue | 31 | (2,384) | (4,275) |
Accrued expenses and other current and non-current liabilities | 1,706 | (1,205) | 2,014 |
Net cash provided by operating activities | 57,849 | 60,614 | 55,834 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (35,826) | (17,994) | (8,806) |
Purchases of intangible assets | (6,440) | (6,919) | (3,833) |
Cash payment to common shareholders of Xpliant | (3,630) | ||
Proceeds received from sale of held for sale assets | 3,350 | ||
Proceeds received from disposition of certain consumer product assets | 400 | 1,000 | 1,000 |
Sale (purchase) of short-term investment | 1,000 | (1,000) | |
Net cash used in investing activities | (44,496) | (24,913) | (8,289) |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock upon exercise of options | 9,609 | 15,211 | 10,827 |
Principal payment of capital lease and technology license obligations | (20,034) | (18,557) | (15,893) |
Proceeds from notes payable and other from non-controlling interest | 1,400 | 9,500 | |
Payment of notes payable and other to non-controlling interest | (29,800) | (1,000) | |
Net cash provided by (used in) financing activities | (10,425) | (31,746) | 3,434 |
Net increase in cash and cash equivalents | 2,928 | 3,955 | 50,979 |
Cash and cash equivalents, beginning of period | 131,718 | 127,763 | 76,784 |
Cash and cash equivalents, end of period | 134,646 | 131,718 | 127,763 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 1,273 | 1,812 | 1,242 |
Cash paid for taxes | 958 | 1,133 | 1,335 |
Unpaid capital expenditures included in accounts payable and other accrued expenses and other current liabilities | |||
Supplemental disclosures of cash flows from investing and financing activities: | |||
Property and equipment and intangible assets acquired | 2,335 | 1,188 | 264 |
Unpaid capital expenditures included in capital lease and technology license obligations | |||
Supplemental disclosures of cash flows from investing and financing activities: | |||
Property and equipment and intangible assets acquired | $ 4,157 | $ 30,443 | $ 5,860 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Significant Accounting Policies | 1. Organization and Significant Accounting Policies Organization Cavium, Inc., (the “Company”), was incorporated in the state of California on November 21, 2000 and was reincorporated in the state of Delaware effective February 6, 2007. The Company designs, develops and markets semiconductor processors for intelligent and secure networks. Basis of Consolidation The consolidated financial statements include the accounts of Cavium, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Prior to the closing of the acquisition of Xpliant, Inc. (“Xpliant”) in April 2015 as discussed in Note 5 of Notes to Consolidated Financial Statements, the Company accounted for Xpliant as a variable interest entity, or VIE. Under the accounting principles generally accepted in the United States of America, or US GAAP, a VIE is required to be consolidated by its primary beneficiary. The primary beneficiary is the party that absorbs a majority of the VIE’s anticipated losses and/or a majority of the expected returns. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in its consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. Revenue Recognition The Company primarily derives its revenue from sales of semiconductor products to original contract manufacturers, or OEM, or through OEM’s contract manufacturers or distributors. To a lesser extent, the Company also derive revenue from licensing software and related maintenance and support and from professional service arrangements. The Company recognizes revenue when (i) persuasive evidence of a binding arrangement exists; (ii) delivery has occurred or service has been rendered; (iii) the price is deemed fixed or determinable and free of contingencies and significant uncertainties; and (iv) collectibility is reasonably assured. The Company records a reduction in revenue for provision for estimated sales returns in the same period the related revenues are recorded. These estimates are based on historical patterns of return, analysis of credit memo data and other known factors at the time. Revenue is recognized upon shipment to distributors with limited rights of returns and price protection if the Company concludes that it can reasonably estimate the credit for returns and price adjustments issuable. The Company records an estimated allowance, at the time of shipment, based on the Company’s historical patterns of returns and pricing credit of sales recognized upon shipment. Credits issued to distributors or other customers have historically not been material. The inventory at these distributors at the end of the period may fluctuate from time to time mainly due to the OEM production ramps and/or new customer demands. Software arrangements typically include time-based licenses for 12 months with related support. The Company does not sell support separately, therefore, revenue from software arrangements is recognized ratably over the support period. The software arrangement may also include professional services, and these services may be purchased separately. Professional services engagements are billed on either a fixed-fee or time-and-materials basis. For fixed-fee arrangements, professional services revenue is recognized under the proportional performance method, with the associated costs included in cost of revenue. The Company estimates the proportional performance of the arrangements based on an analysis of progress toward completion. The Company periodically evaluates the actual status of each project to ensure that the estimates to complete each contract remain accurate, and a loss is recognized when the total estimated project cost exceeds project revenue. If the amount billed exceeds the amount of revenue recognized, the excess amount is recorded as deferred revenue. Revenue recognized in any period is dependent on progress toward completion of projects in progress. To the extent we are unable to estimate the proportional performance, revenue is recognized on a completed performance basis. Revenue for time-and-materials engagements is recognized as the effort is incurred. Accounting for Stock-Based Compensation The Company applies the fair value recognition provisions of stock-based compensation. The Company recognizes the fair value of the awards on a straight-line basis over its vesting periods. The Company estimates the grant date fair value of stock options using the Black-Scholes option valuation model. The Black-Scholes option-pricing model used to determine the fair value of stock options requires various subjective assumptions, including expected volatility, expected term and the risk-free interest rates. The stock price volatility assumption is estimated using the Company’s historical stock price volatility. The Company uses the simplified method as permitted by the provisions on stock-based compensation to estimate the expected term since it has no sufficient history of weighted average period from the date of grant to exercise, cancellation, or expiration. The risk free interest rate is based on the implied yield currently available on U.S. Treasury securities with an equivalent remaining term. For all restricted stock unit, or RSU, grants other than RSU grants with market condition, the fair value of the RSU grant is based on the market price of the Company’s common stock on the date of grant. For performance-based RSU grants, the Company evaluates the probability of achieving the milestones for each of the outstanding performance-based RSU grants at each reporting period and updates the related stock-based compensation expense. The fair value of market-based RSUs is determined using the Monte Carlo simulation method which takes into account multiple input variables that determine the probability of satisfying the market conditions stipulated in the award. This method requires the input of assumptions, including the expected volatility of the Company’s common stock, and a risk-free interest rate, similar to assumptions used in determining the fair value of the stock option grants discussed above. The grant date fair value of RSUs, less estimated forfeitures, is recorded on a straight-line basis, over the vesting period. Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets, including those related to tax loss carryforwards and credits, and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded to reduce deferred tax assets when management cannot conclude that it is more-likely-than-not that the net deferred tax asset will be recovered. The valuation allowance is determined by assessing both positive and negative evidence to determine whether it is more-likely-than-not that deferred tax assets are recoverable; such assessment is required on a jurisdiction-by-jurisdiction basis. The Company recognizes uncertain tax positions when it meets a more-likely-than-not threshold. The Company recognizes potential accrued interest and penalties related to unrecognized tax benefits as income tax expense. Business Combinations The Company accounts for business combinations using the purchase method of accounting. The Company determines the recognition of intangible assets based on the following criteria: (i) the intangible asset arises from contractual or other rights; or (ii) the intangible is separable or divisible from the acquired entity and capable of being sold, transferred, licensed, returned or exchanged. In accordance with the guidance provided under business combinations, the Company allocates the purchase price of business combinations to the tangible assets, liabilities and intangible assets acquired, including in-process research and development, or IPR&D, based on their estimated fair values. The excess purchase price over those fair values is recorded as goodwill. The Company’s valuation assumption of acquired net assets requires significant estimates, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets includes future expected cash flows from customer contracts, customer lists, and distribution agreements and acquired developed technologies, expected costs to develop IPR&D into commercially viable products, estimated cash flows from projects when completed and discount rates. The Company estimates the fair value based upon assumptions the Company believes to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Other estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. Acquisition-related costs, including advisory, legal, accounting, valuation and other costs, are expensed in the periods in which the costs are incurred. The results of operations of acquired businesses are included in the consolidated financial statements from the acquisition date. Valuation of Goodwill and intangible assets Goodwill is measured as the excess of the cost of an acquisition over the sum of the amounts assigned to tangible and identifiable intangible assets and liabilities assumed. The Company evaluates goodwill for impairment at its single reporting unit level at least on an annual basis in the fourth quarter of the calendar year or whenever events and changes in circumstances suggest that the carrying amount may not be recoverable from its estimated future cash flow. The Company performs a qualitative assessment to determine if any events have occurred or circumstances exist that would indicate that it is more-likely-than-not that a goodwill impairment exists. If any indicators exist based on the qualitative analysis that it is more-likely-than-not that a goodwill impairment exists, the quantitative test is required. Otherwise, no further testing is required. The Company reviews long-lived assets, including property and equipment and intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets (or asset group) may not be fully recoverable. Whenever events or changes in circumstances suggest that the carrying amount of long-lived assets may not be recoverable, the Company estimates the future cash flows expected to be generated by the assets (or asset group) from its use or eventual disposition. If the sum of the expected future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Significant management judgment is required in the grouping of long-lived assets and forecasts of future operating results that are used in the discounted cash flow method of valuation. Inventories Inventories consist of work-in-process and finished goods. Inventories not related to an acquisition are stated at the lower of cost (determined using the first-in, first-out method), or market value (estimated net realizable value). Inventories from acquisitions are stated at fair value at the date of acquisition. The Company writes down excess and obsolete inventory based on its age and forecasted demand, generally over a 12 month period, which includes estimates taking into consideration the Company’s outlook on uncertain events such as market and economic conditions, technology changes, new product introductions and changes in strategic direction. Actual demand may differ from forecasted demand and such differences may have a material effect on recorded inventory values. Inventory write-downs are not reversed until the related inventories have been sold or scrapped. Property and Equipment Property and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of estimated useful lives or unexpired lease term. Additions and improvements that increase the value or extend the life of an asset are capitalized. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is credited or charged to income. Ordinary repairs and maintenance costs are expensed as incurred. Estimated Software, design tools, computer and other equipment 1 to 5 years Test equipment and mask costs 1 to 3 years Furniture, office equipment and leasehold improvements 1 to 5 years The Company capitalizes the cost of fabrication masks that are reasonably expected to be used during production manufacturing. Such amounts are included within property and equipment and are depreciated over a period of 12 to 24 months and recorded as a component of cost of revenue. If the Company does not reasonably expect to use the fabrication mask during production manufacturing, the related mask costs are expensed to research and development in the period in which the costs are incurred. The Company leases certain design tools under capital lease and certain financing arrangements which are included in property and equipment. The Company also capitalizes acquired internally used software in property and equipment. Subsequent additions, modifications or upgrades to internally used software are capitalized to the extent it provides additional usage or functionality. Cash and Cash Equivalents The Company considers all highly liquid investments with an original or remaining maturity of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents consist of an investment in a money market fund. Allowance for Doubtful Accounts The Company reviews its allowance for doubtful accounts by assessing individual accounts receivable over a specific age and amount. The Company’s allowance for doubtful accounts were not significant as of December 31, 2015 and 2014. Concentration of Risk The Company’s products are currently manufactured, assembled and tested by third-party contractors in Asia. There are no long-term agreements with any of these contractors. A significant disruption in the operations of one or more of these contractors would impact the production of the Company’s products for a substantial period of time, which could have a material adverse effect on the Company’s business, financial condition and results of operations. Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable. The Company deposits cash with credit worthy financial institutions. The Company has not experienced any losses on its deposits of cash. Management believes that the financial institutions are reputable and, accordingly, minimal credit risk exists. The Company’s cash equivalents are invested in a money market fund. The Company follows an established investment policy and set of guidelines to monitor, manage and limit the Company’s exposure to interest rate and credit risk. The policy sets forth credit quality standards and limits the Company’s exposure to any one issuer, as well as the maximum exposure to various asset classes. A majority of the Company’s accounts receivable are derived from customers headquartered in the United States. The Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no collateral from its customers. The Company provides an allowance for doubtful accounts receivable based upon the expected collectability of accounts receivable. Summarized below are individual customers whose accounts receivable balances were 10% or higher of the consolidated gross receivable: As of December 31, 2015 2014 Percentage of gross accounts receivable Customer A 16% 12% Customer B 20% 21% Customer C * 11% * Represents less than 10% of the gross accounts receivable for the respective period end. OEM Customers B, D and E together accounted for 42.9% and 44.4% of the Company’s net revenue in 2015 and 2014, respectively. OEM Customer D accounted for 18.6% of the Company’s net revenue in 2013. No other customer accounted for more than 10% of the Company’s net revenue in 2015, 2014 and 2013. Deferred revenue The Company records deferred revenue for customer billings and advance payments received from customers before the performance obligations have been completed and/or services have been performed for products and/or service related agreements. The Company had a distribution agreement with a distributor which was accounted as a sell-through distributor. The distribution agreement was terminated effective May 2014. The Company recorded deferred revenue, net of deferred costs on shipments to this sell-through distributor. Warranty Accrual The Company’s products are generally subject to a one-year warranty period. The Company provides for the estimated future costs of replacement upon shipment of the product as cost of revenue. The warranty accrual is estimated based on cost of historical claims compared to associated historical product cost. Research and Development Research and development costs are expensed as incurred and primarily include personnel costs, prototype expenses, which include the cost of fabrication mask costs not reasonably expected to be used in production manufacturing, and allocated facilities costs as well as depreciation of equipment used in research and development. Advertising The Company expenses advertising costs as incurred. Advertising expenses were $2.5 million, $1.8 million and $1.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. Operating Leases The Company recognizes rent expense on a straight-line basis over the term of the lease. The difference between rent expense and rent paid is recorded as deferred rent in accrued expenses and other current and non-current liabilities on the consolidated balance sheets. Other Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in equity that are not the result of transactions with stockholders. There were no components of comprehensive income (loss) which were excluded from the net income (loss) for the years ended December 31, 2015, 2014 and 2013, and, therefore, no separate statement of comprehensive income (loss) has been presented. Foreign Currency Remeasurement The Company uses the United States dollar as the functional currency for its subsidiaries. Assets and liabilities denominated in non-U.S. dollars are remeasured into U.S. dollars at end-of-period exchange rates for monetary assets and liabilities, and historical exchange rates for nonmonetary assets and liabilities. Net revenue and expenses are remeasured at average exchange rates in effect during each period, except for those revenue, cost of sales and expenses related to the nonmonetary assets and liabilities, which are remeasured at historical exchange rates. The aggregate foreign exchange gains and losses, which are included in other, net in the consolidated statements of operations were not material for the years ended December 31, 2015, 2014 and 2013. Recent Accounting Pronouncements In November 2015, the Financial Accounting Standards Board, or FASB, issued guidance to simplify the presentation of deferred income taxes. The amendments in this update require that deferred tax assets and liabilities be classified as non-current in a classified statement of financial position. The amendments in this update will apply to all entities that present a classified statement of financial position. The current requirement that deferred tax assets and liabilities of a tax paying component of an entity be offset and presented as a single amount is not affected by the amendments to this update. T he amendments to this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted as of the beginning of an interim or annual reporting period. The Company adopted this guidance as of December 31, 2015. This guidance did not have a material impact on the Company’s consolidated financial statements. In September 2015, the FASB issued an update to the business combinations standards simplifying the accounting for measurement-period adjustments. The amendments in this update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The update is effective for interim and annual periods beginning after December 15, 2015. The amendments in this update should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this update with earlier application permitted for financial statements that have not been issued. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. In July 2015, the FASB issued guidance to simplify the measurement of inventory. The updated standard more closely aligns the measurement of inventory with that of International Financial Reporting Standards and amends the measurement standard from lower of cost or market to lower of cost or net realizable value. The new guidance is effective for fiscal years beginning after December 15, 2016, including interim periods during the annual period and requires a prospective approach to adoption. Early adoption is permitted. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. In May 2014, the FASB issued a new guidance on the recognition of revenue from contracts with customers, which includes a single set of rules and criteria for revenue recognition to be used across all industries. The new revenue guidance’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. To accomplish this objective, the guidance requires five basic steps: identify the contract with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when or as the entity satisfies a performance obligation. In August 2015, the FASB issued an update to defer the effective date by one year. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods during the annual period. Early adoption is allowed for annual reporting periods beginning after December 15, 2016. Different transition methods are available - full retrospective method and a modified retrospective (cumulative effect) approach. The Company has not selected the transition method and is currently evaluating the impact of the adoption of this guidance on its consolidated financial statements. |
Net Loss Per Common Share
Net Loss Per Common Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | 2. Net Loss Per Common Share The Company calculates basic net income (loss) per common share by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of common and potentially dilutive common shares outstanding during the reporting period. Potentially dilutive securities are composed of incremental common shares issuable upon the exercise of stock options and restricted stock units. The following table sets forth the computation of net loss per share: Year Ended December 31, 2015 2014 2013 (in thousands, except per share data) Net loss attributable to the Company $ (17,060 ) $ (15,295 ) $ (2,965 ) Weighted average common shares outstanding - basic 55,589 53,451 51,596 Dilutive effect of employee stock plans - - - Weighted average common shares outstanding - diluted 55,589 53,451 51,596 Net loss per common share, basic $ (0.31 ) $ (0.29 ) $ (0.06 ) Net loss per common share, diluted $ (0.31 ) $ (0.29 ) $ (0.06 ) The following outstanding options and restricted stock units were excluded from the computation of diluted net loss per common share for the periods presented because including them would have had an anti-dilutive effect: Year Ended December 31, 2015 2014 2013 (in thousands) Options to purchase common stock 2,028 2,626 3,552 Restricted stock units 2,194 2,465 1,776 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The Company’s financial assets and liabilities measured at fair value on a recurring basis include cash equivalents. Fair value is defined as the price that would be received from selling an asset and paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-tiered fair value hierarchy is established as basis for considering the above assumptions and determining the inputs used in the valuation methodologies in measuring fair values. The three levels of inputs are defined as follows: Level 1 – Unadjusted quoted market prices for identical assets or liabilities in active markets that the Company has the ability to access. Level 2 – Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets. Level 3 – Valuations based on models where significant inputs are not observable. The unobservable inputs reflect the Company’s own assumptions about the assumptions that market participants would use. At December 31, 2015 and 2014, the Company’s cash equivalents comprised of an investment in a money market fund. In accordance with the guidance for fair value measurements and disclosures, the Company determined the fair value hierarchy of its money market fund and short-term bank deposit as Level 1, which approximated $102.2 million and $93.2 million as of December 31, 2015 and 2014, respectively. The carrying amount of the Company’s accounts receivable, accounts payable and accrued expenses approximate fair value due to their short term maturities. See Note 5 of Notes to Consolidated Financial Statements for discussions about using Level 3 fair value hierarchy measurements. There are no other financial assets and liabilities, except those disclosed in Note 5 of Notes to Consolidated financial statements that require Level 2 or Level 3 fair value hierarchy measurements and disclosures. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Inventories As of December 31, 2015 2014 (in thousands) Work-in-process $ 33,701 $ 37,207 Finished goods 13,308 14,715 $ 47,009 $ 51,922 Property and equipment, net As of December 31, 2015 2014 (in thousands) Test equipment and mask costs $ 71,021 $ 50,591 Software, design tools, computer and other equipment 62,331 53,686 Furniture, office equipment and leasehold improvements 5,755 2,500 139,107 106,777 Less: accumulated depreciation and amortization (74,430 ) (49,814 ) $ 64,677 $ 56,963 Depreciation and amortization expense was $32.9 million, $19.5 million and $17.7 million for the years ended December 31, 2015, 2014 and 2013, respectively. Certain fully depreciated property and equipment have been eliminated from both the gross and accumulated amount. The Company has capitalized $8.9 million, $5.9 million and $3.6 million of mask costs for the years ended December 31, 2015, 2014 and 2013, respectively. For the years ended December 31, 2015, 2014 and 2013, total amortization expense from masks was $4.9 million, $2.6 million and $4.5 million, respectively. Total mask cost, net of accumulated depreciation at December 31, 2015 and 2014 was $9.6 million and $5.6 million, respectively. The Company leases certain design tools and test equipment under capital lease and certain financing arrangements which are included in property and equipment, which total cost, net of accumulated amortization amounted to $25.3 million and $35.8 million at December 31, 2015 and 2014, respectively. Amortization expense related to assets recorded under capital lease and certain financing agreements was $14.7 million, $9.5 million and $6.5 million for the years ended December 31, 2015, 2014 and 2013, respectively. Other accrued expenses and other current liabilities As of December 31, 2015 2014 (in thousands) Accrued compensation and related benefits $ 4,485 $ 4,855 Professional fees 1,018 1,029 Accrued royalties 761 638 Manufacturing rights payable (Note 12) 1,875 - Income tax payable 541 451 Other 763 809 $ 9,443 $ 7,782 Warranty Accrual The following table presents a rollforward of the warranty liability, which is included within other accrued expenses and other current liabilities above: Year Ended December 31, 2015 2014 2013 (in thousands) Beginning balance $ 227 $ 167 $ 440 Accruals and adjustments 459 679 206 Settlements (350 ) (619 ) (479 ) Ending balance $ 336 $ 227 $ 167 Deferred revenue As of December 31, 2015 2014 (in thousands) Services/support and maintenance $ 5,531 $ 5,769 Software license/subscription 785 516 $ 6,316 $ 6,285 |
Business Combination and Divest
Business Combination and Divestitures | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Business Combination and Divestitures | 5. Business Combination and Divestitures Xpliant, Inc. Pursuant to the Agreement and Plan of Merger and Reorganization (“the Merger Agreement”) between the Company and Xpliant, Inc., a final closing occurred on April 29, 2015 as discussed in detail below. Between May 2012 and March 2015, the Company entered into several note purchase agreements and promissory notes with Xpliant to provide cash advances. Xpliant was a Delaware incorporated and privately held company, engaged in the design and development of next generation software defined network switch chips. Prior to the closing of the merger pursuant to the Merger Agreement between the Company and Xpliant, the Company concluded that Xpliant was a VIE as the Company was Xpliant’s primary beneficiary due to the Company’s involvement with Xpliant and the Company’s purchase option to acquire Xpliant. As such, the Company has included the accounts of Xpliant in the consolidated financial statements. The Company had made total cash advances of $85.8 million, consisting of $10.0 million under nine convertible notes which, as amended, matured on August 31, 2014 and $75.8 million under several promissory notes which originally mature between April 2015 and March 2016. All promissory notes were cancelled on July 31, 2015. The convertible notes and promissory notes bore an annual interest rate of 6%. In addition to the funding received by Xpliant from the Company, between May 2012 and January 2014, certain third party investors (“non-controlling interest”) made cash advances of $13.0 million under several convertible notes which, as amended, matured on August 31, 2014 and $2.9 million under a convertible security. All of the convertible notes bore interest at a rate of 6%, payable at maturity. Two of the convertible notes held by a third party investor with a principal amount of $1.0 million matured and were paid by Xpliant in December 2013. Pursuant to the convertible notes, in the event Xpliant closed a corporate transaction, as defined in the convertible notes, the holders of the convertible notes were entitled to receive two times the outstanding principal plus any unpaid accrued interest. The convertible security had the same features as the convertible notes, with the exception of the requirement for repayment, interest and maturity. For accounting purposes, the Company determined that the convertible security had derivative features and determined that the fair value of the derivative features of the convertible security at the issuance date was approximately the same as the principal amount. All of the convertible notes and the derivative feature of convertible security were classified as Level 3 liability and were all remeasured and presented at fair value in the consolidated financial statements at each reporting period. Pursuant to the option to acquire Xpliant, in June 2014, the Company provided notice to Xpliant of its decision to exercise the purchase option. Therefore, the convertible notes and derivative features of convertible security were valued to two times its principal amount at its maturity date. As such, the Company recorded the change in estimated fair value of notes payable and other of $14.9 million in the consolidated statement of operations in 2014. Pursuant to the Merger Agreement between the Company and Xpliant as discussed in detail below, in October 2014, a portion of the cash advances made by the Company to Xpliant were used to settle all outstanding convertible notes, related accrued interest and convertible security held by non-controlling interest. On July 30, 2014, the Company entered into the Merger Agreement, which was amended on October 8, 2014 and March 31, 2015 with Xpliant. Under the terms of the Merger Agreement, as amended, the Company paid approximately $3.6 million in total cash consideration in exchange for all outstanding securities held by Xpliant’s stockholders. Pursuant to the Merger Agreement, as amended, a first closing occurred on March 31, 2015 and the Company paid $2.5 million to Xpliant’s stockholders with respect to approximately 70% of the Xpliant stock outstanding and a second and final closing occurred on April 29, 2015 and the Company paid $1.1 million to Xpliant’s stockholders with respect to the then remaining approximately 30% of the Xpliant stock outstanding. Based on the substance of the transaction, the Company recorded the payments of cash consideration to Xpliant stockholders as a decrease to the Company’s additional paid-in capital within stockholders’ equity. Pursuant to the Merger Agreement and in connection with the transaction contemplated by the Merger Agreement, in October 2014, a portion of the cash advances made by the Company to Xpliant were used to settle all outstanding convertible notes, related accrued interest and the convertible security held by non-controlling interest of $30.8 million. Additionally, $1.7 million was used to make cash payments to the employees of Xpliant that were hired by the Company. Further, per the Merger Agreement, in October 2014, the Company issued RSU’s of approximately 193,000 shares with a fair value of $8.7 million based on the Company’s closing stock price at the grant date to the employees of Xpliant that were hired by the Company. Prior to the closing of the merger pursuant to the Merger Agreement and the settlement of the outstanding convertible notes and convertible security to non-controlling interest, the net loss of Xpliant was allocated to the Company and to the non-controlling interest based on the outstanding cash advances provided to Xpliant at each reporting period. Disposition of Certain Consumer Product Assets In September 2012, the Company completed the sale of certain consumer product assets to a third party company. Under an asset purchase agreement, the Company agreed to transfer certain assets such as property and equipment and intangible assets to the third party company for an aggregate cash consideration of $2.4 million, payable in installments starting from January 10, 2013 through January 10, 2015. The Company determined that the payment terms were not fixed and determinable and as such the Company treated this transaction as disposition of assets and recognized the future payments as a credit to sales, general and administrative expenses when the payments became due. The carrying value of the assets related to the sale of $2.7 million was recognized as a loss on disposition of certain consumer product assets within sales, general and administrative expenses in 2012. The Company received total installment cash consideration of $0.4 million, $1.0 million and $1.0 million for the years ended December 31, 2015, 2014 and 2013, respectively, which was recognized as a credit within sales, general and administrative expenses. Sale of Held for Sale Assets In January 2013, the Company completed the sale of certain assets to a third-party company. Under the asset purchase agreement, the Company agreed to transfer certain assets for an aggregate cash consideration of $3.3 million and the carrying value of the assets held for sale was approximately $2.6 million. The difference between the sale consideration and the carrying value of the assets held for sale of $0.7 million was recognized as a gain on sale of held for sale assets within sales, general and administrative expenses. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 6. Goodwill and Intangible Assets, Net Goodwill Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. The carrying value of goodwill as of December 31, 2015 was $71.5 million, unchanged from the balance at December 31, 2014. The Company reviews goodwill for impairment annually at the beginning of its fourth calendar quarter or whenever events or changes in circumstances that would more-likely-than-not reduce the fair value of a reporting unit below its carrying amount. The Company has one reporting unit. As such, the Company performed a qualitative assessment of the goodwill at the Company level as a whole and concluded that it was more-likely-than-not that goodwill is not impaired. In assessing the qualitative factors, the Company considered among others these key factors: (i) changes in the industry and competitive environment; (ii) market capitalization; (iii) stock price; and (iv) overall financial performance. Intangible assets, net As of December 31, 2015 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Technology licenses $ 70,521 $ (35,625 ) $ 34,896 6.10 Existing and core technology - product 41,711 (41,115 ) 596 0.99 Customer contracts and relationships 2,215 (2,215 ) - - Trade name 2,296 (2,296 ) - - Total amortizable intangible assets $ 116,743 $ (81,251 ) $ 35,492 6.01 As of December 31, 2014 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Technology licenses $ 64,002 $ (28,247 ) $ 35,755 7.07 Existing and core technology - product 42,085 (40,264 ) 1,821 1.39 Customer contracts and relationships 8,991 (8,965 ) 26 0.83 Trade name 2,296 (2,254 ) 42 0.17 Order backlog 640 (640 ) - - Total amortizable intangible assets $ 118,014 $ (80,370 ) $ 37,644 6.79 Amortization expense was $9.6 million, $14.6 million and $23.3 million for the years ended December 31, 2015, 2014 and 2013, respectively. The amortization expense for the year ended December 31, 2013 includes the effect of the change in the estimated useful lives of certain consumer product related intangible assets amounting to $6.2 million , or $0.12 earnings per share attributable to the Company. Certain fully amortized intangible assets have been eliminated from both the gross and accumulated amount. The estimated future amortization expense of amortizable intangible assets is as follows (in thousands): 2016 $ 8,643 2017 6,626 2018 5,001 2019 4,092 2020 3,751 2021 and thereafter 7,379 $ 35,492 |
Restructuring Accrual
Restructuring Accrual | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Accrual | 7. Restructuring Accrual In connection with a workforce reduction during the years ended December 31, 2014 and 2013, the Company incurred and paid $1.4 million and $1.4 million, respectively, related to severance and other related benefits. In addition, in 2014, the Company recorded restructuring accrual of $0.2 million related to the unused portion of a leased facility in Beijing China, which lease expired in December 2014. There were no outstanding accrued restructuring payables as of December 31, 2015 and 2014, respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | 8. Stockholders’ Equity Common and Preferred Stock As of December 31, 2015 and 2014, the Company is authorized to issue 200,000,000 shares of $0.001 par value common stock and 10,000,000 shares of $0.001 par value preferred stock. The Company is authorized to issue preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption and liquidation preferences. As of December 31, 2015 and 2014, no shares of preferred stock were outstanding. 2007 Stock Incentive Plan Upon completion of its IPO in May 2007, the Company adopted the 2007 Stock Incentive Plan, the 2007 Plan, which reserved 5,000,000 shares of the Company’s common stock. The number of shares of the common stock reserved for issuance will be increased annually on January 1 st 2001 Stock Incentive Plan The Company’s 2001 Stock Incentive Plan, the 2001 Plan, expired as of December 31, 2011, thus there were no outstanding shares reserved for issuance. Options granted under the 2001 Plan were either incentive stock options or non-statutory stock options as determined by the Company’s board of directors. Options granted under the 2001 Plan vested at the rate specified by the plan administrator, typically with 1/8th of the shares vesting six months after the date of grant and 1/48th of the shares vesting monthly thereafter over the next three and one half years to four and one half years. The term of option expire ten years from the date of grant. Under the Company’s 2001 Plan, certain employees have the right to early-exercise unvested stock options, subject to rights held by the Company to repurchase unvested shares in the event of voluntary or involuntary termination. For options granted prior to March 2005, the Company has the right to repurchase any such shares at the shares’ original purchase price. For options granted after March 2005, the Company has the right to repurchase such shares at the lower of market value or the original purchase price. No outstanding unvested shares of common stock as of December 31, 2015 and 2014. Stock Options Detail related to stock option activity is as follows: Number of Options Outstanding Weighted Average Exercise Price Balance as of December 31, 2012 4,197,704 $ 16.83 Options granted 242,375 37.15 Options exercised (723,047 ) 14.95 Options cancelled and forfeited (164,816 ) 34.36 Balance as of December 31, 2013 3,552,216 17.79 Options granted 165,000 38.78 Options exercised (1,082,914 ) 14.05 Options cancelled and forfeited (8,042 ) 28.46 Balance as of December 31, 2014 2,626,260 20.62 Options granted 87,178 64.70 Options exercised (685,439 ) 14.02 Options cancelled and forfeited - - Balance as of December 31, 2015 2,027,999 24.75 The aggregate intrinsic value for options exercised during the years ended December 31, 2015, 2014 and 2013, were $37.4 million, $36.2 million and $16.0 million, respectively, representing the difference between the closing price of the Company’s common stock at the date of exercise and the exercise price paid. The following table summarizes information about stock options outstanding as of December 31, 2015: Outstanding Options Exercisable Options Exercise Prices Number of Shares Weighted Average Remaining Contractual Term Weighted Average Exercise Price Number of shares Weighted Average Exercise Price Aggregate Intrinsic Value $3.04 - $3.04 362,584 0.22 $ 3.04 362,584 $ 3.04 $5.42 - $8.52 14,126 1.01 7.35 14,126 7.35 $10.32 - $10.32 344,668 0.10 10.32 344,668 10.32 $13.50 - $24.16 312,675 0.90 22.44 312,675 22.44 $24.99 - $35.73 304,702 2.93 32.31 296,346 32.21 $37.63 - $37.63 409,961 3.20 37.42 342,967 37.38 $37.83 - $62.86 267,283 5.03 46.03 112,724 40.66 $76.38 - $76.38 12,000 6.46 76.38 6,000 76.38 $3.04 - $76.38 2,027,999 1.99 $ 24.75 1,792,090 $ 21.87 $ 83,200,687 Exercisable 1,792,090 1.58 $ 21.87 $ 78,633,864 Vested and expected to vest 2,009,482 1.96 $ 24.53 $ 82,880,538 The aggregate intrinsic value for options outstanding at December 31, 2015, represents the difference between the weighted average exercise price and the closing price of the Company’s common stock at December 31, 2015, as reported on The NASDAQ Global Market, for all in the money options outstanding. The fair value of each option grant for the years ended December 31, 2015, 2014 and 2013 were estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions below. Year Ended December 31, 2015 2014 2013 Risk-free interest rate 1.34% to 1.41% 1.26% to 1.47% 0.32% to 1.04% Expected life 3.77 to 4.58 years 3.77 to 4.53 years 3.77 to 4.53 years Dividend yield 0% 0% 0% Volatility 41.0% to 43.0% 43.8% to 45.1% 45.8% to 49.6% The estimated weighted-average grant date fair value of options granted for the years ended December 31, 2015, 2014 and 2013 was $23.79 per share, 14.63 per share and 14.91 per share, respectively. As of December 31, 2015, there was $3.4 million of unrecognized compensation costs, net of estimated forfeitures, related to stock options granted under the Company’s 2007 Equity Incentive Plan and 2001 Stock Incentive Plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.07 years. Restricted Stock Units The Company began issuing RSUs in 2007. Shares are issued on the date the restricted stock units vest, and the fair value of the underlying stock on the dates of grant is recognized as stock-based compensation over a three or four-year vesting period. A summary of the activity of restricted stock for the related periods are presented below : Number of Shares Weighted-Average Grant Date Fair Value Per Share Balance as of December 31, 2012 1,823,563 $ 33.17 Granted 1,119,570 36.32 Issued and released (867,213 ) 32.46 Cancelled and forfeited (299,750 ) 32.29 Balance as of December 31, 2013 1,776,170 35.64 Granted 1,970,094 41.32 Issued and released (1,154,123 ) 37.55 Cancelled and forfeited (127,394 ) 37.05 Balance as of December 31, 2014 2,464,747 39.21 Granted 955,592 61.82 Issued and released (1,115,525 ) 40.94 Cancelled and forfeited (110,746 ) 45.82 Balance as of December 31, 2015 2,194,068 47.85 The total intrinsic value of the RSUs outstanding as of December 31, 2015 was $144.2 million, representing the closing price of the Company’s stock on December 31, 2015, multiplied by the number of non-vested RSUs expected to vest as of December 31, 2015. Included in the RSU grants in the year ended December 31, 2015 are one-year and two-year performance-based RSU’s granted in February 2015. The Company determined that the fair value of these performance RSU’s were $2.1 million and $0.7 million, respectively. Based on the Company’s evaluation of the probability of achieving the milestones as of December 31, 2015, no stock-based compensation was recorded related to these performance-based RSU’s. The Company continues to evaluate the probability of achieving the milestone of the outstanding performance-based RSU grants at each reporting period and updates the recognition of related stock-based compensation expense. Also included in the RSU grants in the year ended December 31, 2015 in the table above is a four-year vesting market-based RSU granted in February 2015. This market-based RSU will vest if: (i) the average closing price of the Company’s common stock over a period of 30 consecutive trading days is equal to or greater than the price per share set by the Board; and (ii) the recipient remains in continuous service with the Company through such vesting period. The Company determined that the grant date fair value of this market-based RSU was $1.5 million and recorded the related stock-based compensation expense for the year ended December 31, 2015. In October 2014, the Company granted RSU’s in connection with the Xpliant Merger Agreement. See Note 5 of Notes to Consolidated Financial Statements for related discussions. As of December 31, 2015, there was $79.0 million of unrecognized compensation costs, net of estimated forfeitures related to RSUs granted under the Company’s 2007 Equity Incentive Plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.32 years. Stock-Based Compensation The following table presents the detail of stock-based compensation expense amounts included in the consolidated statements of operations for each of the periods presented: Year Ended December 31, 2015 2014 2013 (in thousands) Cost of revenue $ 765 $ 954 $ 951 Research and development 29,085 32,328 18,577 Sales, general and administrative 18,447 19,177 15,070 $ 48,297 $ 52,459 $ 34,598 The total stock-based compensation cost capitalized as part of inventory as of December 31, 2015 and 2014 was not material. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The following table presents the provision for income taxes and the effective tax rates: Year Ended December 31, 2015 2014 2013 (in thousands) Loss before income taxes $ (15,378 ) $ (24,182 ) $ (11,751 ) Provision for income taxes 1,682 1,633 1,937 Effective tax rate (10.9 )% (6.8 )% (16.5 )% The provision for income taxes for the years ended December 31, 2015 and 2014 was primarily related to earnings in foreign jurisdictions. The provision for income taxes for the year ended December 31, 2013 was primarily related to foreign tax rate differential and increase in indefinite-lived intangible related deferred tax liability. The domestic and foreign components of loss before income tax expense were as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Domestic $ (37,109 ) $ (42,318 ) $ (20,066 ) Foreign 21,731 18,136 8,315 $ (15,378 ) $ (24,182 ) $ (11,751 ) The provision for income taxes consists of the following: Year Ended December 31, 2015 2014 2013 (in thousands) Current tax provision (benefit) Domestic $ (15 ) $ 19 $ 10 Foreign 1,034 1,230 1,123 1,019 1,249 1,133 Deferred tax provision (benefit) Domestic 564 627 713 Foreign 99 (243 ) 91 663 384 804 Provision for income taxes $ 1,682 $ 1,633 $ 1,937 The Company’s effective tax rate differs from the United States federal statutory rate as follows: Year Ended December 31, 2015 2014 2013 Income tax at statutory rate 35.0 % 35.0 % 35.0 % Stock compensation costs (13.1 ) 5.6 1.8 Other (0.1 ) 0.6 1.5 Convertible securities - (4.2 ) - State taxes, net of federal benefit (0.1 ) (0.4 ) (1.6 ) Foreign income inclusion in the U.S. (4.9 ) (0.5 ) (3.8 ) Research and development credits 42.6 24.2 48.0 Foreign tax rate differential 41.5 19.6 46.7 Change in valuation allowance (111.8 ) (86.7 ) (144.1 ) Total (10.9 )% (6.8 )% (16.5 )% The research and development credit, which had previously expired on December 31, 2014, was reinstated as part of the Protecting Americans from Tax Hikes Act of 2015, enacted on December 18, 2015. This legislation retroactively reinstated and permanently extended the research and development credit. There is no income tax provision impact as the Company has full valuation allowance against its related deferred tax assets. On July 27, 2015, the U.S. Tax Court in Altera Corp. v. Commissioner, 145 T.C. No. 3 (2015) issued an opinion with respect to Altera’s litigation with the Internal Revenue Service, concerning the treatment of stock-based compensation expense in an inter-company cost sharing arrangement. In ruling in favor of Altera, the Tax Court invalidated the portion of the Treasury regulations requiring the inclusion of stock-based compensation expense in such inter-company cost-sharing arrangements. Accordingly, the Company adjusted its inter-company arrangement to reflect the recent ruling. On an ongoing basis, stock-based compensation will be excluded from intercompany charges. The tax effects of the temporary differences that give rise to deferred tax assets and liabilities are as follows: As of December 31, 2015 2014 (in thousands) Deferred tax assets: Tax credits $ 47,113 $ 38,354 Net operating loss carryforwards 40,325 44,975 Capitalized research and development 18,093 4,652 Intangible assets 6,374 3,881 Depreciation and amortization 1,970 1,355 Stock compensation 10,813 9,893 Other 2,845 2,832 Gross deferred tax assets 127,533 105,942 Less: valuation allowance (127,328 ) (105,638 ) Net deferred tax assets 205 304 Deferred tax liabilities: Intangible assets (3,400 ) (2,836 ) Net deferred tax liabilities $ (3,195 ) $ (2,532 ) Reported As Deferred tax assets, non-current $ 222 $ 318 Deferred tax liabilities, current - (14 ) Deferred tax liabilities, non-current (3,417 ) (2,836 ) Net deferred tax liabilities $ (3,195 ) $ (2,532 ) As of December 31, 2015, the Company had total net operating loss carryforwards for federal and states of California and Massachusetts income tax purposes of $371.1 million and $200.1 million, respectively. If not utilized, these federal and state net operating loss carryforwards will expire beginning in 2020 and 2016, respectively. The federal and states of California and Massachusetts net operating loss carryforwards include excess windfall deductions of $214.3 million and $130.5 million, The Company is tracking the portion of its deferred tax assets attributable to stock option benefits in a separate memo account pursuant to the accounting guidance for stock-based compensation. Therefore, these amounts are no longer included in the Company’s gross or net deferred tax assets. Pursuant to the guidance for stock-based compensation, the stock option benefits of approximately $83.1 million will be recorded within stockholders’ equity when it reduces cash taxes payable. The Company uses the “with and without” approach in determining when excess tax benefits have been realized, and the Company considers the direct effects of stock option deductions to calculate excess tax As of December 31, 2015, the Company also had federal and state research and development tax credit carryforwards of approximately $40.7 million and $36.2 million, respectively. The federal and state tax credit carryforwards will expire commencing 2020 and 2016, respectively, except for the California research tax credits which carry forward indefinitely. The Company also has various federal tax credits of approximately $0.9 million The Company’s net deferred tax assets relate predominantly to its U.S. tax jurisdiction. A full valuation allowance against the Company federal and state net deferred tax assets has been in place since 2012. The Company periodically evaluates the realizability of its net deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on the Company's ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets. The Company weighed both positive and negative evidence and determined that there is a continued need for a valuation allowance as the Company is in a cumulative loss position over the previous three years, which is considered significant negative evidence. As such, the Company has not changed its judgment regarding the need for a full valuation allowance on its federal and state deferred tax assets as of December 31, 2014 and 2015. Until such time, consumption of tax attributes to offset profits will reduce the overall level of deferred tax assets subject to valuation allowance. Should the Company determine that it would be able to realize its remaining deferred tax assets in the foreseeable future, an adjustment to its remaining deferred tax assets would cause a material increase to net income in the period such determination is made. The Company reviews whether the utilization of its net operating losses and research credits are subject to an annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Utilization of these carryforwards is restricted and results in some amount expiring prior to benefiting the Company. The deferred tax assets shown above have been adjusted to reflect these expiring carryforwards. Undistributed earnings of the Company’s foreign subsidiaries of approximately $38.3 million and $4.5 million as of December 31, 2015 and 2014, respectively, are considered to be indefinitely reinvested and, accordingly, no provisions for federal and state income taxes have been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, the Company would be subject to both United States income taxes (subject to an adjustment for foreign tax credits) and The following table summarizes the activity related to the unrecognized tax benefits: Year Ended December 31, 2015 2014 2013 (in thousands) Balance at beginning of the year $ 16,270 $ 14,625 $ 12,749 Gross increases (decreases) related to prior year's tax positions 398 199 (526 ) Gross increases related to current year's tax positions 3,138 1,446 2,402 Releases related to prior year's tax positions (97 ) - - Balance at the end of the year $ 19,709 $ 16,270 $ 14,625 Included in the unrecognized tax benefits at December 31, 2015 is $1.0 million that, if recognized, would reduce the Company’s annual effective tax rate after considering the valuation allowance. The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company has immaterial accrued potential penalties and interest during the year ended December 31, 2015, 2014 and 2013 Beginning in 2011, the Company is operating under tax incentives in Singapore, which are effective through February 2020. The tax incentives are conditional upon the Company meeting certain employment, revenue, and investment thresholds. The Company realized benefits from the reduced tax rate for the periods presented as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Provision for Singapore entity at statutory tax rate of 17% $ 811 $ 719 $ 615 Provision for (benefit from) Singapore entity in the consolidated statement of operations 310 303 (209 ) Benefit from preferential tax rate differential (501 ) (416 ) (824 ) Impact of tax benefits per basic and diluted share $ (0.01 ) $ (0.01 ) $ (0.02 ) The Company’s major tax jurisdictions are the United States federal government, the states of California and Massachusetts, Japan, India, China and Singapore. The Company files income tax returns in the United States federal jurisdiction, the states of California and Massachusetts, various other states, and foreign jurisdictions in which it has a subsidiary or branch operations. The United States federal corporation income tax returns beginning with the 2000 tax year remain subject to examination by the Internal Revenue Service, or IRS. The California corporation income tax returns beginning with the 2000 tax year remain subject to examination by the California Franchise Tax Board. As of December 31, 2015, there are no on-going tax audits in the major tax jurisdictions other than India. The India tax audit is for the tax years 2011, 2012 and 2013. The Company does not expect any material tax adjustments from either of these audits. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plan | 10. Retirement Plan The Company has established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code. This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. The Company matches 50% of the employees’ annual contribution up to two thousand dollars per employee. The Company contributions to the plan may be made at the discretion of the Company’s board of directors. For the years ended December 31, 2015, 2014 and 2013, the Company’s defined contribution expense was $1.1 million, $1.0 million and $0.8 million, respectively. In connection with local foreign laws, the Company is required to have a tenured-based defined benefit plan for its employees in Korea and India. The Company’s tenured-based payout liability is calculated based on the salary of each employee multiplied by the years of such employee’s employment, and is reflected on the Company’s consolidated balance sheets in other non-current liabilities on an accrual basis. The total liability from such defined benefit plan amounted to $0.4 million and $0.5 million as of December 31, 2015 and 2014, respectively. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | 11. Segment and Geographic Information Operating segments are based on components of the Company that engage in business activity that earn revenue and incur expenses and (a) whose operating results are regularly reviewed by the Company’s chief operating decision maker, or CODM, to make decisions about resource allocation and performance and (b) for which discrete financial information is available. The Company manages and operates as one operating segment. The Company’s net revenue consists primarily of sale of semiconductor products and to a lesser extent also derives revenue from licensing software and related maintenance and support. The revenue from these sources is classified by the Company as product revenue. The Company also generates revenue from professional service arrangements which is categorized as service revenue. The total service revenue is less than 10% of the Company’s total net revenue for the years ended December 31, 2015, 2014 and 2013. The Company categorizes its net revenue in two different markets, (i) the enterprise network, data center and access and service provider markets; and (ii) broadband and consumer markets. The net revenue by markets for the periods indicated was as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Enterprise network, data center and access and service provider markets $ 377,809 $ 341,056 $ 259,860 Broadband and consumer markets 34,935 31,922 44,133 $ 412,744 $ 372,978 $ 303,993 The following table is based on the geographic location of the original equipment manufacturers, the contract manufacturers or the distributors who purchased the Company’s products. For sales to the distributors, their geographic location may be different from the geographic locations of the ultimate end customers. Net revenue by geography for the periods indicated were as follows: Year Ended December 31, 2015 2014 2013 (in thousands) United States $ 128,431 $ 111,997 $ 90,537 China 100,980 93,045 77,965 Mexico 34,452 27,184 22,572 Korea 28,578 28,665 30,003 Taiwan 34,533 29,229 26,023 Finland 38,283 44,976 17,767 Germany 13,272 10,335 5,947 Other countries 34,215 27,547 33,179 Total $ 412,744 $ 372,978 $ 303,993 The following table sets forth the tangible long lived assets, which consist of property and equipment, net by geographic regions: As of December 31, 2015 2014 (in thousands) United States $ 52,547 $ 49,856 All other countries 12,130 7,107 Total $ 64,677 $ 56,963 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies The Company is not currently a party to any legal proceedings, the outcome of which, if determined adversely to the Company, would have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company. The Company leases its facilities under non-cancelable operating leases, which contain renewal options and escalation clauses, and expire on various dates ending in October 2022. The capital lease and technology license obligations include future cash payments payable primarily for license agreements with various outside vendors. For license agreements which qualify under capital lease and where installment payments extend beyond one year, the present value of the future installment payments are capitalized and included as part of intangible assets or property and equipment which is amortized over the estimated useful lives of the related licenses. Minimum commitments under non-cancelable operating leases and capital lease and technology license obligations as of December 31, 2015 are as follows: Capital lease and technology license obligations Operating leases Total (in thousands) 2016 $ 21,766 $ 9,012 $ 30,778 2017 8,795 8,781 17,576 2018 1,075 8,947 10,022 2019 - 8,847 8,847 2020 - 8,966 8,966 2021 thereafter - 14,169 14,169 $ 31,636 $ 58,722 $ 90,358 Less: Interest component (3.75% annual rate) 1,170 Present value of minimum lease payment 30,466 Current portion of the obligations $ 20,608 Long-term portion of obligations $ 9,858 Rent expense incurred under operating leases was $8.0 million, $6.4 million and $5.1 million for the years ended December 31, 2015, 2014 and 2013, respectively. In October 2014, the Company entered into a new purchase agreement with a third party vendor for $28.5 million, payable in installments that mature in August 2017 in exchange for certain design tools. In July 2015, the Company signed a purchase agreement with a third party vendor to acquire certain core software licenses amounting to $4.3 million, payable in 12 equal quarterly installments. In addition, the Company agreed to purchase additional combinations of core software licenses under a flexible spending program totaling $6.0 million for two years, with a minimum annual spend as specified in the agreement. On March 30, 2015, Xpliant exercised its option to purchase the manufacturing rights to accelerate the takeover of manufacturing, and to relieve Xpliant from any further obligation to purchase product quantities from Xpliant’s application specific integrated circuit, or ASIC, vendor. In consideration for this, Xpliant agreed to pay a $7.5 million manufacturing rights licensing fee and a per-unit royalty fee for certain ASIC products sold to certain customers for a limited time. The manufacturing rights licensing fee is payable in 4 equal quarterly payments, with the first installment payment due on April 29, 2015 and each of the subsequent three installment payments being due on the first day of the following calendar quarter. The royalty shall be payable within 30 days after the end of each calendar quarter following the sale. Considering the terms of the purchase of the manufacturing rights, the Company recorded the full amount of the manufacturing rights licensing fee within research and development expense on the consolidated statement of operations and the related liability was recorded within other accrued expenses and other current liabilities on the consolidated balance sheets. During 2015, the Company paid the first, second and third installments due. On January 30, 2015, the Company submitted an initial notification of a voluntary self-disclosure to the U.S. Department of Commerce, Bureau of Industry and Security, or BIS. The notification reported the Company’s discovery that hardware and software, with encryption functionality, may have been exported without the required BIS export license. With the assistance of outside counsel, the Company conducted a review of past export transactions during the past five years, and on July 17, 2015, the Company reported its findings in a full voluntary self-disclosure to BIS. The findings reported that the Company exported certain encryption hardware and software to fifteen government end-users in the People’s Republic of China, Taiwan, Hong Kong, Singapore, India and South Korea, as well as one party on BIS' entity list, without the required BIS export license. The aggregate billings for the reported exports were approximately $0.5 million. The disclosure also addressed the Company’s remedial and corrective actions. BIS is reviewing the Company’s voluntary self-disclosure and the Company is cooperating fully with BIS. Violations of the export control laws may result in civil, administrative or criminal fines or penalties, loss of export privileges, debarment or a combination of these penalties. At this time the Company is unable to determine the outcome of the government’s investigation or its possible effect on the Company. |
Selected Quarterly Consolidated
Selected Quarterly Consolidated Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Consolidated Financial Data (Unaudited) | Selected Quarterly Consolidated Financial Data (Unaudited) The following table sets forth the Company’s unaudited consolidated statements of operations data for each of the quarters in the periods ended December 31, 2015 and 2014. The quarterly data have been prepared on the same basis as the audited consolidated financial statements. This should be read together with the consolidated financial statements and related notes included elsewhere in this Annual Report. Quarter Ended 2015 2014 December 31 September 30 June 30 March 31 December 31 September 30 June 30 March 31 (in thousands, except per share data) Net revenue $ 100,942 $ 105,063 $ 104,961 $ 101,778 $ 101,223 $ 97,833 $ 90,681 $ 83,241 Cost of revenue 34,092 36,203 37,673 35,799 38,402 35,710 33,897 30,350 Gross profit 66,850 68,860 67,288 65,979 62,821 62,123 56,784 52,891 Operating expenses: Research and development 47,764 45,367 52,225 58,422 55,108 40,459 38,834 37,289 Sales, general and administrative 19,397 18,522 20,336 20,671 19,314 18,141 17,017 15,932 Total operating expenses 67,161 63,889 72,561 79,093 74,422 58,600 55,851 53,221 Income (loss) from operations (311 ) 4,971 (5,273 ) (13,114 ) (11,601 ) 3,523 933 (330 ) Other expense, net: Interest expense (227 ) (216 ) (388 ) (410 ) (293 ) (387 ) (333 ) (459 ) Change in estimated fair value of notes payable and other - - - - - (103 ) (13,927 ) (858 ) Other, net (138 ) (173 ) (33 ) (66 ) (313 ) (116 ) (53 ) 135 Total other expense, net (365 ) (389 ) (421 ) (476 ) (606 ) (606 ) (14,313 ) (1,182 ) Income (loss) before income taxes (676 ) 4,582 (5,694 ) (13,590 ) (12,207 ) 2,917 (13,380 ) (1,512 ) Provision for income taxes 354 366 661 301 268 811 311 243 Net income (loss) (1,030 ) 4,216 (6,355 ) (13,891 ) (12,475 ) 2,106 (13,691 ) (1,755 ) Net loss attributable to non-controlling interest - - - - (444 ) (3,327 ) (2,647 ) (4,102 ) Net income (loss) attributable to the Company $ (1,030 ) $ 4,216 $ (6,355 ) $ (13,891 ) $ (12,031 ) $ 5,433 $ (11,044 ) $ 2,347 Earnings per share attributable to the Company: Net income (loss) per common share, basic $ (0.02 ) $ 0.08 $ (0.11 ) $ (0.25 ) $ (0.22 ) $ 0.10 $ (0.21 ) $ 0.04 Net income (loss) per common share, diluted $ (0.02 ) $ 0.07 $ (0.11 ) $ (0.25 ) $ (0.22 ) $ 0.10 $ (0.21 ) $ 0.04 (1) Research and development expense for the quarter ended March 31, 2015 included a charge of $7.5 million related to a manufacturing rights licensing fee due to a third party vendor. (2) Research and development expense and sales, general and administrative expenses for the quarter ended December 31, 2014 include stock-based compensation expense and related taxes of $8.8 million and $1.1 million, respectively, pursuant to the merger agreement with Xpliant. (3) A charge related to the change in estimated fair value of convertible notes and derivative feature of convertible security held by non-controlling interest for the quarters ended March 31, June 30 and September 30, 2014. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation And Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Schedule II - Valuation and Qualifying Accounts Balance at beginning of period Additions Deductions Balance at end of period (in thousands) Year ended December 31, 2015 Allowance for doubtful accounts $ 24 $ - $ - $ 24 Allowance for customer returns 1,118 4,513 (4,187 ) 1,444 Income tax valuation allowance 105,638 21,690 - 127,328 Year ended December 31, 2014 Allowance for doubtful accounts $ 24 $ 1 $ (1 ) $ 24 Allowance for customer returns 909 3,716 (3,507 ) 1,118 Income tax valuation allowance 79,928 25,710 - 105,638 Year ended December 31, 2013 Allowance for doubtful accounts $ 24 $ 3 $ (3 ) $ 24 Allowance for customer returns 967 2,752 (2,810 ) 909 Income tax valuation allowance 59,736 20,192 - 79,928 All other schedules are omitted because they are inapplicable or the requested information is shown in the consolidated financial statements of the registrant or related notes thereto. |
Organization and Significant 21
Organization and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | Organization Cavium, Inc., (the “Company”), was incorporated in the state of California on November 21, 2000 and was reincorporated in the state of Delaware effective February 6, 2007. The Company designs, develops and markets semiconductor processors for intelligent and secure networks. |
Basis of Consolidation | Basis of Consolidation The consolidated financial statements include the accounts of Cavium, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Prior to the closing of the acquisition of Xpliant, Inc. (“Xpliant”) in April 2015 as discussed in Note 5 of Notes to Consolidated Financial Statements, the Company accounted for Xpliant as a variable interest entity, or VIE. Under the accounting principles generally accepted in the United States of America, or US GAAP, a VIE is required to be consolidated by its primary beneficiary. The primary beneficiary is the party that absorbs a majority of the VIE’s anticipated losses and/or a majority of the expected returns. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in its consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition The Company primarily derives its revenue from sales of semiconductor products to original contract manufacturers, or OEM, or through OEM’s contract manufacturers or distributors. To a lesser extent, the Company also derive revenue from licensing software and related maintenance and support and from professional service arrangements. The Company recognizes revenue when (i) persuasive evidence of a binding arrangement exists; (ii) delivery has occurred or service has been rendered; (iii) the price is deemed fixed or determinable and free of contingencies and significant uncertainties; and (iv) collectibility is reasonably assured. The Company records a reduction in revenue for provision for estimated sales returns in the same period the related revenues are recorded. These estimates are based on historical patterns of return, analysis of credit memo data and other known factors at the time. Revenue is recognized upon shipment to distributors with limited rights of returns and price protection if the Company concludes that it can reasonably estimate the credit for returns and price adjustments issuable. The Company records an estimated allowance, at the time of shipment, based on the Company’s historical patterns of returns and pricing credit of sales recognized upon shipment. Credits issued to distributors or other customers have historically not been material. The inventory at these distributors at the end of the period may fluctuate from time to time mainly due to the OEM production ramps and/or new customer demands. Software arrangements typically include time-based licenses for 12 months with related support. The Company does not sell support separately, therefore, revenue from software arrangements is recognized ratably over the support period. The software arrangement may also include professional services, and these services may be purchased separately. Professional services engagements are billed on either a fixed-fee or time-and-materials basis. For fixed-fee arrangements, professional services revenue is recognized under the proportional performance method, with the associated costs included in cost of revenue. The Company estimates the proportional performance of the arrangements based on an analysis of progress toward completion. The Company periodically evaluates the actual status of each project to ensure that the estimates to complete each contract remain accurate, and a loss is recognized when the total estimated project cost exceeds project revenue. If the amount billed exceeds the amount of revenue recognized, the excess amount is recorded as deferred revenue. Revenue recognized in any period is dependent on progress toward completion of projects in progress. To the extent we are unable to estimate the proportional performance, revenue is recognized on a completed performance basis. Revenue for time-and-materials engagements is recognized as the effort is incurred. |
Accounting for Stock-Based Compensation | Accounting for Stock-Based Compensation The Company applies the fair value recognition provisions of stock-based compensation. The Company recognizes the fair value of the awards on a straight-line basis over its vesting periods. The Company estimates the grant date fair value of stock options using the Black-Scholes option valuation model. The Black-Scholes option-pricing model used to determine the fair value of stock options requires various subjective assumptions, including expected volatility, expected term and the risk-free interest rates. The stock price volatility assumption is estimated using the Company’s historical stock price volatility. The Company uses the simplified method as permitted by the provisions on stock-based compensation to estimate the expected term since it has no sufficient history of weighted average period from the date of grant to exercise, cancellation, or expiration. The risk free interest rate is based on the implied yield currently available on U.S. Treasury securities with an equivalent remaining term. For all restricted stock unit, or RSU, grants other than RSU grants with market condition, the fair value of the RSU grant is based on the market price of the Company’s common stock on the date of grant. For performance-based RSU grants, the Company evaluates the probability of achieving the milestones for each of the outstanding performance-based RSU grants at each reporting period and updates the related stock-based compensation expense. The fair value of market-based RSUs is determined using the Monte Carlo simulation method which takes into account multiple input variables that determine the probability of satisfying the market conditions stipulated in the award. This method requires the input of assumptions, including the expected volatility of the Company’s common stock, and a risk-free interest rate, similar to assumptions used in determining the fair value of the stock option grants discussed above. The grant date fair value of RSUs, less estimated forfeitures, is recorded on a straight-line basis, over the vesting period. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets, including those related to tax loss carryforwards and credits, and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded to reduce deferred tax assets when management cannot conclude that it is more-likely-than-not that the net deferred tax asset will be recovered. The valuation allowance is determined by assessing both positive and negative evidence to determine whether it is more-likely-than-not that deferred tax assets are recoverable; such assessment is required on a jurisdiction-by-jurisdiction basis. The Company recognizes uncertain tax positions when it meets a more-likely-than-not threshold. The Company recognizes potential accrued interest and penalties related to unrecognized tax benefits as income tax expense. |
Business Combinations | Business Combinations The Company accounts for business combinations using the purchase method of accounting. The Company determines the recognition of intangible assets based on the following criteria: (i) the intangible asset arises from contractual or other rights; or (ii) the intangible is separable or divisible from the acquired entity and capable of being sold, transferred, licensed, returned or exchanged. In accordance with the guidance provided under business combinations, the Company allocates the purchase price of business combinations to the tangible assets, liabilities and intangible assets acquired, including in-process research and development, or IPR&D, based on their estimated fair values. The excess purchase price over those fair values is recorded as goodwill. The Company’s valuation assumption of acquired net assets requires significant estimates, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets includes future expected cash flows from customer contracts, customer lists, and distribution agreements and acquired developed technologies, expected costs to develop IPR&D into commercially viable products, estimated cash flows from projects when completed and discount rates. The Company estimates the fair value based upon assumptions the Company believes to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Other estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. Acquisition-related costs, including advisory, legal, accounting, valuation and other costs, are expensed in the periods in which the costs are incurred. The results of operations of acquired businesses are included in the consolidated financial statements from the acquisition date. |
Valuation of Goodwill and Intangible Assets | Valuation of Goodwill and intangible assets Goodwill is measured as the excess of the cost of an acquisition over the sum of the amounts assigned to tangible and identifiable intangible assets and liabilities assumed. The Company evaluates goodwill for impairment at its single reporting unit level at least on an annual basis in the fourth quarter of the calendar year or whenever events and changes in circumstances suggest that the carrying amount may not be recoverable from its estimated future cash flow. The Company performs a qualitative assessment to determine if any events have occurred or circumstances exist that would indicate that it is more-likely-than-not that a goodwill impairment exists. If any indicators exist based on the qualitative analysis that it is more-likely-than-not that a goodwill impairment exists, the quantitative test is required. Otherwise, no further testing is required. The Company reviews long-lived assets, including property and equipment and intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets (or asset group) may not be fully recoverable. Whenever events or changes in circumstances suggest that the carrying amount of long-lived assets may not be recoverable, the Company estimates the future cash flows expected to be generated by the assets (or asset group) from its use or eventual disposition. If the sum of the expected future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Significant management judgment is required in the grouping of long-lived assets and forecasts of future operating results that are used in the discounted cash flow method of valuation. |
Inventories | Inventories Inventories consist of work-in-process and finished goods. Inventories not related to an acquisition are stated at the lower of cost (determined using the first-in, first-out method), or market value (estimated net realizable value). Inventories from acquisitions are stated at fair value at the date of acquisition. The Company writes down excess and obsolete inventory based on its age and forecasted demand, generally over a 12 month period, which includes estimates taking into consideration the Company’s outlook on uncertain events such as market and economic conditions, technology changes, new product introductions and changes in strategic direction. Actual demand may differ from forecasted demand and such differences may have a material effect on recorded inventory values. Inventory write-downs are not reversed until the related inventories have been sold or scrapped. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of estimated useful lives or unexpired lease term. Additions and improvements that increase the value or extend the life of an asset are capitalized. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is credited or charged to income. Ordinary repairs and maintenance costs are expensed as incurred. Estimated Software, design tools, computer and other equipment 1 to 5 years Test equipment and mask costs 1 to 3 years Furniture, office equipment and leasehold improvements 1 to 5 years The Company capitalizes the cost of fabrication masks that are reasonably expected to be used during production manufacturing. Such amounts are included within property and equipment and are depreciated over a period of 12 to 24 months and recorded as a component of cost of revenue. If the Company does not reasonably expect to use the fabrication mask during production manufacturing, the related mask costs are expensed to research and development in the period in which the costs are incurred. The Company leases certain design tools under capital lease and certain financing arrangements which are included in property and equipment. The Company also capitalizes acquired internally used software in property and equipment. Subsequent additions, modifications or upgrades to internally used software are capitalized to the extent it provides additional usage or functionality. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original or remaining maturity of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents consist of an investment in a money market fund. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company reviews its allowance for doubtful accounts by assessing individual accounts receivable over a specific age and amount. The Company’s allowance for doubtful accounts were not significant as of December 31, 2015 and 2014. |
Concentration of Risk | Concentration of Risk The Company’s products are currently manufactured, assembled and tested by third-party contractors in Asia. There are no long-term agreements with any of these contractors. A significant disruption in the operations of one or more of these contractors would impact the production of the Company’s products for a substantial period of time, which could have a material adverse effect on the Company’s business, financial condition and results of operations. Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable. The Company deposits cash with credit worthy financial institutions. The Company has not experienced any losses on its deposits of cash. Management believes that the financial institutions are reputable and, accordingly, minimal credit risk exists. The Company’s cash equivalents are invested in a money market fund. The Company follows an established investment policy and set of guidelines to monitor, manage and limit the Company’s exposure to interest rate and credit risk. The policy sets forth credit quality standards and limits the Company’s exposure to any one issuer, as well as the maximum exposure to various asset classes. A majority of the Company’s accounts receivable are derived from customers headquartered in the United States. The Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no collateral from its customers. The Company provides an allowance for doubtful accounts receivable based upon the expected collectability of accounts receivable. Summarized below are individual customers whose accounts receivable balances were 10% or higher of the consolidated gross receivable: As of December 31, 2015 2014 Percentage of gross accounts receivable Customer A 16% 12% Customer B 20% 21% Customer C * 11% * Represents less than 10% of the gross accounts receivable for the respective period end. OEM Customers B, D and E together accounted for 42.9% and 44.4% of the Company’s net revenue in 2015 and 2014, respectively. OEM Customer D accounted for 18.6% of the Company’s net revenue in 2013. No other customer accounted for more than 10% of the Company’s net revenue in 2015, 2014 and 2013. |
Deferred Revenue | Deferred revenue The Company records deferred revenue for customer billings and advance payments received from customers before the performance obligations have been completed and/or services have been performed for products and/or service related agreements. The Company had a distribution agreement with a distributor which was accounted as a sell-through distributor. The distribution agreement was terminated effective May 2014. The Company recorded deferred revenue, net of deferred costs on shipments to this sell-through distributor. |
Warranty Accrual | Warranty Accrual The Company’s products are generally subject to a one-year warranty period. The Company provides for the estimated future costs of replacement upon shipment of the product as cost of revenue. The warranty accrual is estimated based on cost of historical claims compared to associated historical product cost. |
Research and Development | Research and Development Research and development costs are expensed as incurred and primarily include personnel costs, prototype expenses, which include the cost of fabrication mask costs not reasonably expected to be used in production manufacturing, and allocated facilities costs as well as depreciation of equipment used in research and development. |
Advertising | Advertising The Company expenses advertising costs as incurred. Advertising expenses were $2.5 million, $1.8 million and $1.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Operating Leases | Operating Leases The Company recognizes rent expense on a straight-line basis over the term of the lease. The difference between rent expense and rent paid is recorded as deferred rent in accrued expenses and other current and non-current liabilities on the consolidated balance sheets. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in equity that are not the result of transactions with stockholders. There were no components of comprehensive income (loss) which were excluded from the net income (loss) for the years ended December 31, 2015, 2014 and 2013, and, therefore, no separate statement of comprehensive income (loss) has been presented. |
Foreign Currency Remeasurement | Foreign Currency Remeasurement The Company uses the United States dollar as the functional currency for its subsidiaries. Assets and liabilities denominated in non-U.S. dollars are remeasured into U.S. dollars at end-of-period exchange rates for monetary assets and liabilities, and historical exchange rates for nonmonetary assets and liabilities. Net revenue and expenses are remeasured at average exchange rates in effect during each period, except for those revenue, cost of sales and expenses related to the nonmonetary assets and liabilities, which are remeasured at historical exchange rates. The aggregate foreign exchange gains and losses, which are included in other, net in the consolidated statements of operations were not material for the years ended December 31, 2015, 2014 and 2013. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2015, the Financial Accounting Standards Board, or FASB, issued guidance to simplify the presentation of deferred income taxes. The amendments in this update require that deferred tax assets and liabilities be classified as non-current in a classified statement of financial position. The amendments in this update will apply to all entities that present a classified statement of financial position. The current requirement that deferred tax assets and liabilities of a tax paying component of an entity be offset and presented as a single amount is not affected by the amendments to this update. T he amendments to this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted as of the beginning of an interim or annual reporting period. The Company adopted this guidance as of December 31, 2015. This guidance did not have a material impact on the Company’s consolidated financial statements. In September 2015, the FASB issued an update to the business combinations standards simplifying the accounting for measurement-period adjustments. The amendments in this update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The update is effective for interim and annual periods beginning after December 15, 2015. The amendments in this update should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this update with earlier application permitted for financial statements that have not been issued. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. In July 2015, the FASB issued guidance to simplify the measurement of inventory. The updated standard more closely aligns the measurement of inventory with that of International Financial Reporting Standards and amends the measurement standard from lower of cost or market to lower of cost or net realizable value. The new guidance is effective for fiscal years beginning after December 15, 2016, including interim periods during the annual period and requires a prospective approach to adoption. Early adoption is permitted. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. In May 2014, the FASB issued a new guidance on the recognition of revenue from contracts with customers, which includes a single set of rules and criteria for revenue recognition to be used across all industries. The new revenue guidance’s core principle is built on the contract between a vendor and a customer for the provision of goods and services. It attempts to depict the exchange of rights and obligations between the parties in the pattern of revenue recognition based on the consideration to which the vendor is entitled. To accomplish this objective, the guidance requires five basic steps: identify the contract with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when or as the entity satisfies a performance obligation. In August 2015, the FASB issued an update to defer the effective date by one year. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods during the annual period. Early adoption is allowed for annual reporting periods beginning after December 15, 2016. Different transition methods are available - full retrospective method and a modified retrospective (cumulative effect) approach. The Company has not selected the transition method and is currently evaluating the impact of the adoption of this guidance on its consolidated financial statements. |
Organization and Significant 22
Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Property and Equipment Estimated Useful Lives | Estimated Software, design tools, computer and other equipment 1 to 5 years Test equipment and mask costs 1 to 3 years Furniture, office equipment and leasehold improvements 1 to 5 years |
Percentage of Gross Accounts Receivable | Summarized below are individual customers whose accounts receivable balances were 10% or higher of the consolidated gross receivable: As of December 31, 2015 2014 Percentage of gross accounts receivable Customer A 16% 12% Customer B 20% 21% Customer C * 11% * Represents less than 10% of the gross accounts receivable for the respective period end. |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss Per Common Share | The following table sets forth the computation of net loss per share: Year Ended December 31, 2015 2014 2013 (in thousands, except per share data) Net loss attributable to the Company $ (17,060 ) $ (15,295 ) $ (2,965 ) Weighted average common shares outstanding - basic 55,589 53,451 51,596 Dilutive effect of employee stock plans - - - Weighted average common shares outstanding - diluted 55,589 53,451 51,596 Net loss per common share, basic $ (0.31 ) $ (0.29 ) $ (0.06 ) Net loss per common share, diluted $ (0.31 ) $ (0.29 ) $ (0.06 ) |
Summary of Outstanding Options and Restricted Stock Units Excluded from Computation of Diluted Net Loss Per Common Share | The following outstanding options and restricted stock units were excluded from the computation of diluted net loss per common share for the periods presented because including them would have had an anti-dilutive effect: Year Ended December 31, 2015 2014 2013 (in thousands) Options to purchase common stock 2,028 2,626 3,552 Restricted stock units 2,194 2,465 1,776 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Inventories | Inventories As of December 31, 2015 2014 (in thousands) Work-in-process $ 33,701 $ 37,207 Finished goods 13,308 14,715 $ 47,009 $ 51,922 |
Property and Equipment, Net | Property and equipment, net As of December 31, 2015 2014 (in thousands) Test equipment and mask costs $ 71,021 $ 50,591 Software, design tools, computer and other equipment 62,331 53,686 Furniture, office equipment and leasehold improvements 5,755 2,500 139,107 106,777 Less: accumulated depreciation and amortization (74,430 ) (49,814 ) $ 64,677 $ 56,963 |
Other Accrued Expenses And Other Current Liabilities | Other accrued expenses and other current liabilities As of December 31, 2015 2014 (in thousands) Accrued compensation and related benefits $ 4,485 $ 4,855 Professional fees 1,018 1,029 Accrued royalties 761 638 Manufacturing rights payable (Note 12) 1,875 - Income tax payable 541 451 Other 763 809 $ 9,443 $ 7,782 |
Warranty Accrual | The following table presents a rollforward of the warranty liability, which is included within other accrued expenses and other current liabilities above: Year Ended December 31, 2015 2014 2013 (in thousands) Beginning balance $ 227 $ 167 $ 440 Accruals and adjustments 459 679 206 Settlements (350 ) (619 ) (479 ) Ending balance $ 336 $ 227 $ 167 |
Deferred Revenue | Deferred revenue As of December 31, 2015 2014 (in thousands) Services/support and maintenance $ 5,531 $ 5,769 Software license/subscription 785 516 $ 6,316 $ 6,285 |
Goodwill and Intangible Asset25
Goodwill and Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible assets, net As of December 31, 2015 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Technology licenses $ 70,521 $ (35,625 ) $ 34,896 6.10 Existing and core technology - product 41,711 (41,115 ) 596 0.99 Customer contracts and relationships 2,215 (2,215 ) - - Trade name 2,296 (2,296 ) - - Total amortizable intangible assets $ 116,743 $ (81,251 ) $ 35,492 6.01 As of December 31, 2014 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Technology licenses $ 64,002 $ (28,247 ) $ 35,755 7.07 Existing and core technology - product 42,085 (40,264 ) 1,821 1.39 Customer contracts and relationships 8,991 (8,965 ) 26 0.83 Trade name 2,296 (2,254 ) 42 0.17 Order backlog 640 (640 ) - - Total amortizable intangible assets $ 118,014 $ (80,370 ) $ 37,644 6.79 |
Estimated Future Amortization Expense From Amortizable Intangible Assets | The estimated future amortization expense of amortizable intangible assets is as follows (in thousands): 2016 $ 8,643 2017 6,626 2018 5,001 2019 4,092 2020 3,751 2021 and thereafter 7,379 $ 35,492 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders Equity Note [Abstract] | |
Summary of Stock Options Granted and Outstanding | Detail related to stock option activity is as follows: Number of Options Outstanding Weighted Average Exercise Price Balance as of December 31, 2012 4,197,704 $ 16.83 Options granted 242,375 37.15 Options exercised (723,047 ) 14.95 Options cancelled and forfeited (164,816 ) 34.36 Balance as of December 31, 2013 3,552,216 17.79 Options granted 165,000 38.78 Options exercised (1,082,914 ) 14.05 Options cancelled and forfeited (8,042 ) 28.46 Balance as of December 31, 2014 2,626,260 20.62 Options granted 87,178 64.70 Options exercised (685,439 ) 14.02 Options cancelled and forfeited - - Balance as of December 31, 2015 2,027,999 24.75 |
Summary Of Stock Options Outstanding | The following table summarizes information about stock options outstanding as of December 31, 2015: Outstanding Options Exercisable Options Exercise Prices Number of Shares Weighted Average Remaining Contractual Term Weighted Average Exercise Price Number of shares Weighted Average Exercise Price Aggregate Intrinsic Value $3.04 - $3.04 362,584 0.22 $ 3.04 362,584 $ 3.04 $5.42 - $8.52 14,126 1.01 7.35 14,126 7.35 $10.32 - $10.32 344,668 0.10 10.32 344,668 10.32 $13.50 - $24.16 312,675 0.90 22.44 312,675 22.44 $24.99 - $35.73 304,702 2.93 32.31 296,346 32.21 $37.63 - $37.63 409,961 3.20 37.42 342,967 37.38 $37.83 - $62.86 267,283 5.03 46.03 112,724 40.66 $76.38 - $76.38 12,000 6.46 76.38 6,000 76.38 $3.04 - $76.38 2,027,999 1.99 $ 24.75 1,792,090 $ 21.87 $ 83,200,687 Exercisable 1,792,090 1.58 $ 21.87 $ 78,633,864 Vested and expected to vest 2,009,482 1.96 $ 24.53 $ 82,880,538 |
Assumptions Of Fair Value Of Employee Option Grant Using Black-Scholes Option - Pricing Model | The fair value of each option grant for the years ended December 31, 2015, 2014 and 2013 were estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions below. Year Ended December 31, 2015 2014 2013 Risk-free interest rate 1.34% to 1.41% 1.26% to 1.47% 0.32% to 1.04% Expected life 3.77 to 4.58 years 3.77 to 4.53 years 3.77 to 4.53 years Dividend yield 0% 0% 0% Volatility 41.0% to 43.0% 43.8% to 45.1% 45.8% to 49.6% |
Summary of Activity of Restricted Stock | A summary of the activity of restricted stock for the related periods are presented below : Number of Shares Weighted-Average Grant Date Fair Value Per Share Balance as of December 31, 2012 1,823,563 $ 33.17 Granted 1,119,570 36.32 Issued and released (867,213 ) 32.46 Cancelled and forfeited (299,750 ) 32.29 Balance as of December 31, 2013 1,776,170 35.64 Granted 1,970,094 41.32 Issued and released (1,154,123 ) 37.55 Cancelled and forfeited (127,394 ) 37.05 Balance as of December 31, 2014 2,464,747 39.21 Granted 955,592 61.82 Issued and released (1,115,525 ) 40.94 Cancelled and forfeited (110,746 ) 45.82 Balance as of December 31, 2015 2,194,068 47.85 |
Detail of Stock-Based Compensation Expense | The following table presents the detail of stock-based compensation expense amounts included in the consolidated statements of operations for each of the periods presented: Year Ended December 31, 2015 2014 2013 (in thousands) Cost of revenue $ 765 $ 954 $ 951 Research and development 29,085 32,328 18,577 Sales, general and administrative 18,447 19,177 15,070 $ 48,297 $ 52,459 $ 34,598 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes and Effective Tax Rates | The following table presents the provision for income taxes and the effective tax rates: Year Ended December 31, 2015 2014 2013 (in thousands) Loss before income taxes $ (15,378 ) $ (24,182 ) $ (11,751 ) Provision for income taxes 1,682 1,633 1,937 Effective tax rate (10.9 )% (6.8 )% (16.5 )% |
Components of Domestic and Foreign Loss Before Income Tax Expense | The domestic and foreign components of loss before income tax expense were as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Domestic $ (37,109 ) $ (42,318 ) $ (20,066 ) Foreign 21,731 18,136 8,315 $ (15,378 ) $ (24,182 ) $ (11,751 ) |
Schedule of Income Tax Expense | The provision for income taxes consists of the following: Year Ended December 31, 2015 2014 2013 (in thousands) Current tax provision (benefit) Domestic $ (15 ) $ 19 $ 10 Foreign 1,034 1,230 1,123 1,019 1,249 1,133 Deferred tax provision (benefit) Domestic 564 627 713 Foreign 99 (243 ) 91 663 384 804 Provision for income taxes $ 1,682 $ 1,633 $ 1,937 |
Schedule of Effective Tax Rate Differs from United States Federal Statutory Rate | The Company’s effective tax rate differs from the United States federal statutory rate as follows: Year Ended December 31, 2015 2014 2013 Income tax at statutory rate 35.0 % 35.0 % 35.0 % Stock compensation costs (13.1 ) 5.6 1.8 Other (0.1 ) 0.6 1.5 Convertible securities - (4.2 ) - State taxes, net of federal benefit (0.1 ) (0.4 ) (1.6 ) Foreign income inclusion in the U.S. (4.9 ) (0.5 ) (3.8 ) Research and development credits 42.6 24.2 48.0 Foreign tax rate differential 41.5 19.6 46.7 Change in valuation allowance (111.8 ) (86.7 ) (144.1 ) Total (10.9 )% (6.8 )% (16.5 )% |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of the temporary differences that give rise to deferred tax assets and liabilities are as follows: As of December 31, 2015 2014 (in thousands) Deferred tax assets: Tax credits $ 47,113 $ 38,354 Net operating loss carryforwards 40,325 44,975 Capitalized research and development 18,093 4,652 Intangible assets 6,374 3,881 Depreciation and amortization 1,970 1,355 Stock compensation 10,813 9,893 Other 2,845 2,832 Gross deferred tax assets 127,533 105,942 Less: valuation allowance (127,328 ) (105,638 ) Net deferred tax assets 205 304 Deferred tax liabilities: Intangible assets (3,400 ) (2,836 ) Net deferred tax liabilities $ (3,195 ) $ (2,532 ) Reported As Deferred tax assets, non-current $ 222 $ 318 Deferred tax liabilities, current - (14 ) Deferred tax liabilities, non-current (3,417 ) (2,836 ) Net deferred tax liabilities $ (3,195 ) $ (2,532 ) |
Summary of Activity Related to Unrecognized Tax Benefits | The following table summarizes the activity related to the unrecognized tax benefits: Year Ended December 31, 2015 2014 2013 (in thousands) Balance at beginning of the year $ 16,270 $ 14,625 $ 12,749 Gross increases (decreases) related to prior year's tax positions 398 199 (526 ) Gross increases related to current year's tax positions 3,138 1,446 2,402 Releases related to prior year's tax positions (97 ) - - Balance at the end of the year $ 19,709 $ 16,270 $ 14,625 |
Tax Benefit from Preferential Tax Rate Differential | Beginning in 2011, the Company is operating under tax incentives in Singapore, which are effective through February 2020. The tax incentives are conditional upon the Company meeting certain employment, revenue, and investment thresholds. The Company realized benefits from the reduced tax rate for the periods presented as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Provision for Singapore entity at statutory tax rate of 17% $ 811 $ 719 $ 615 Provision for (benefit from) Singapore entity in the consolidated statement of operations 310 303 (209 ) Benefit from preferential tax rate differential (501 ) (416 ) (824 ) Impact of tax benefits per basic and diluted share $ (0.01 ) $ (0.01 ) $ (0.02 ) |
Segment and Geographic Inform28
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Net Revenue by Markets | The net revenue by markets for the periods indicated was as follows: Year Ended December 31, 2015 2014 2013 (in thousands) Enterprise network, data center and access and service provider markets $ 377,809 $ 341,056 $ 259,860 Broadband and consumer markets 34,935 31,922 44,133 $ 412,744 $ 372,978 $ 303,993 |
Net Revenue by Geography | Net revenue by geography for the periods indicated were as follows: Year Ended December 31, 2015 2014 2013 (in thousands) United States $ 128,431 $ 111,997 $ 90,537 China 100,980 93,045 77,965 Mexico 34,452 27,184 22,572 Korea 28,578 28,665 30,003 Taiwan 34,533 29,229 26,023 Finland 38,283 44,976 17,767 Germany 13,272 10,335 5,947 Other countries 34,215 27,547 33,179 Total $ 412,744 $ 372,978 $ 303,993 |
Tangible Long Lived Assets | The following table sets forth the tangible long lived assets, which consist of property and equipment, net by geographic regions: As of December 31, 2015 2014 (in thousands) United States $ 52,547 $ 49,856 All other countries 12,130 7,107 Total $ 64,677 $ 56,963 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Commitments Under Non-Cancelable Operating Leases and Capital Lease and Technology License Obligations | Minimum commitments under non-cancelable operating leases and capital lease and technology license obligations as of December 31, 2015 are as follows: Capital lease and technology license obligations Operating leases Total (in thousands) 2016 $ 21,766 $ 9,012 $ 30,778 2017 8,795 8,781 17,576 2018 1,075 8,947 10,022 2019 - 8,847 8,847 2020 - 8,966 8,966 2021 thereafter - 14,169 14,169 $ 31,636 $ 58,722 $ 90,358 Less: Interest component (3.75% annual rate) 1,170 Present value of minimum lease payment 30,466 Current portion of the obligations $ 20,608 Long-term portion of obligations $ 9,858 |
Selected Quarterly Consolidat30
Selected Quarterly Consolidated Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Consolidated Financial Data | The following table sets forth the Company’s unaudited consolidated statements of operations data for each of the quarters in the periods ended December 31, 2015 and 2014. The quarterly data have been prepared on the same basis as the audited consolidated financial statements. This should be read together with the consolidated financial statements and related notes included elsewhere in this Annual Report. Quarter Ended 2015 2014 December 31 September 30 June 30 March 31 December 31 September 30 June 30 March 31 (in thousands, except per share data) Net revenue $ 100,942 $ 105,063 $ 104,961 $ 101,778 $ 101,223 $ 97,833 $ 90,681 $ 83,241 Cost of revenue 34,092 36,203 37,673 35,799 38,402 35,710 33,897 30,350 Gross profit 66,850 68,860 67,288 65,979 62,821 62,123 56,784 52,891 Operating expenses: Research and development 47,764 45,367 52,225 58,422 55,108 40,459 38,834 37,289 Sales, general and administrative 19,397 18,522 20,336 20,671 19,314 18,141 17,017 15,932 Total operating expenses 67,161 63,889 72,561 79,093 74,422 58,600 55,851 53,221 Income (loss) from operations (311 ) 4,971 (5,273 ) (13,114 ) (11,601 ) 3,523 933 (330 ) Other expense, net: Interest expense (227 ) (216 ) (388 ) (410 ) (293 ) (387 ) (333 ) (459 ) Change in estimated fair value of notes payable and other - - - - - (103 ) (13,927 ) (858 ) Other, net (138 ) (173 ) (33 ) (66 ) (313 ) (116 ) (53 ) 135 Total other expense, net (365 ) (389 ) (421 ) (476 ) (606 ) (606 ) (14,313 ) (1,182 ) Income (loss) before income taxes (676 ) 4,582 (5,694 ) (13,590 ) (12,207 ) 2,917 (13,380 ) (1,512 ) Provision for income taxes 354 366 661 301 268 811 311 243 Net income (loss) (1,030 ) 4,216 (6,355 ) (13,891 ) (12,475 ) 2,106 (13,691 ) (1,755 ) Net loss attributable to non-controlling interest - - - - (444 ) (3,327 ) (2,647 ) (4,102 ) Net income (loss) attributable to the Company $ (1,030 ) $ 4,216 $ (6,355 ) $ (13,891 ) $ (12,031 ) $ 5,433 $ (11,044 ) $ 2,347 Earnings per share attributable to the Company: Net income (loss) per common share, basic $ (0.02 ) $ 0.08 $ (0.11 ) $ (0.25 ) $ (0.22 ) $ 0.10 $ (0.21 ) $ 0.04 Net income (loss) per common share, diluted $ (0.02 ) $ 0.07 $ (0.11 ) $ (0.25 ) $ (0.22 ) $ 0.10 $ (0.21 ) $ 0.04 (1) Research and development expense for the quarter ended March 31, 2015 included a charge of $7.5 million related to a manufacturing rights licensing fee due to a third party vendor. (2) Research and development expense and sales, general and administrative expenses for the quarter ended December 31, 2014 include stock-based compensation expense and related taxes of $8.8 million and $1.1 million, respectively, pursuant to the merger agreement with Xpliant. (3) A charge related to the change in estimated fair value of convertible notes and derivative feature of convertible security held by non-controlling interest for the quarters ended March 31, June 30 and September 30, 2014. |
Organization and Significant 31
Organization and Significant Accounting Policies (Schedule of Property and Equipment Estimated Useful Lives) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 12 months |
Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 24 months |
Software, Design Tools, Computer and Other Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 1 year |
Software, Design Tools, Computer and Other Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 5 years |
Test Equipment and Mask Costs | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 1 year |
Test Equipment and Mask Costs | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 3 years |
Furniture, Office Equipment and Leasehold Improvements | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 1 year |
Furniture, Office Equipment and Leasehold Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated Useful Lives, years | 5 years |
Organization and Significant 32
Organization and Significant Accounting Policies (Narrative) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Organization And Significant Accounting Policies [Line Items] | |||
Warranty period | 1 year | ||
Advertising expenses | $ 2.5 | $ 1.8 | $ 1.4 |
Sales Revenue, Net | Customer Concentration Risk | Original Equipment Manufacturers | |||
Organization And Significant Accounting Policies [Line Items] | |||
Percentage of total net revenue | 42.90% | 44.40% | |
Sales Revenue, Net | Customer Concentration Risk | Customer D | |||
Organization And Significant Accounting Policies [Line Items] | |||
Percentage of total net revenue | 18.60% | ||
Minimum | |||
Organization And Significant Accounting Policies [Line Items] | |||
Depreciation period | 12 months | ||
Maximum | |||
Organization And Significant Accounting Policies [Line Items] | |||
Depreciation period | 24 months |
Organization and Significant 33
Organization and Significant Accounting Policies (Percentage of Gross Accounts Receivable) (Detail) - Accounts Receivable - Customer Concentration Risk | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Customer A | ||
Accounts Receivable [Line Items] | ||
Percentage of gross accounts receivable | 16.00% | 12.00% |
Customer B | ||
Accounts Receivable [Line Items] | ||
Percentage of gross accounts receivable | 20.00% | 21.00% |
Customer C | ||
Accounts Receivable [Line Items] | ||
Percentage of gross accounts receivable | 11.00% |
Net Loss Per Common Share (Basi
Net Loss Per Common Share (Basic and Diluted Net Loss Per Common Share) (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss attributable to the Company | $ (1,030) | $ 4,216 | $ (6,355) | $ (13,891) | $ (12,031) | $ 5,433 | $ (11,044) | $ 2,347 | $ (17,060) | $ (15,295) | $ (2,965) |
Weighted average common shares outstanding - basic | 55,589 | 53,451 | 51,596 | ||||||||
Weighted average common shares outstanding - diluted | 55,589 | 53,451 | 51,596 | ||||||||
Net loss per common share, basic | $ (0.02) | $ 0.08 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Net loss per common share, diluted | $ (0.02) | $ 0.07 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Net Loss Per Common Share (Summ
Net Loss Per Common Share (Summary of Outstanding Options and Restricted Stock Units Excluded from Computation of Diluted Net Loss Per Common Share) (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Options To Purchase Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from the computation of diluted net income (loss) per common share | 2,028 | 2,626 | 3,552 |
Restricted Stock Units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from the computation of diluted net income (loss) per common share | 2,194 | 2,465 | 1,776 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Detail) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Money Market Funds And Short Term Bank Deposits | Fair Value, Inputs, Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 102.2 | $ 93.2 |
Balance Sheet Components (Inven
Balance Sheet Components (Inventories) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Net [Abstract] | ||
Work-in-process | $ 33,701 | $ 37,207 |
Finished goods | 13,308 | 14,715 |
Inventories | $ 47,009 | $ 51,922 |
Balance Sheet Components (Prope
Balance Sheet Components (Property and Equipment, Net) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 139,107 | $ 106,777 |
Less: accumulated depreciation and amortization | (74,430) | (49,814) |
Property and equipment, net | 64,677 | 56,963 |
Test Equipment and Mask Costs | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 71,021 | 50,591 |
Software, Design Tools, Computer and Other Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 62,331 | 53,686 |
Furniture, Office Equipment and Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 5,755 | $ 2,500 |
Balance Sheet Components (Narra
Balance Sheet Components (Narrative) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property Plant And Equipment [Line Items] | |||
Depreciation and amortization expense | $ 32,900 | $ 19,500 | $ 17,700 |
Depreciation and amortization | 42,442 | 34,087 | 40,993 |
Property and equipment, net | 64,677 | 56,963 | |
Property and Equipment Under Capital Lease and Certain Financing Arrangements | |||
Property Plant And Equipment [Line Items] | |||
Capital lease and certain financing arrangements | 25,300 | 35,800 | |
Amortization expense related to assets under capital lease and certain financing arrangements | 14,700 | 9,500 | 6,500 |
Masks | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, additions | 8,900 | 5,900 | 3,600 |
Depreciation and amortization | 4,900 | 2,600 | $ 4,500 |
Property and equipment, net | $ 9,600 | $ 5,600 |
Balance Sheet Components (Other
Balance Sheet Components (Other Accrued Expenses and Other Current Liabilities) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued compensation and related benefits | $ 4,485 | $ 4,855 |
Professional fees | 1,018 | 1,029 |
Accrued royalties | 761 | 638 |
Manufacturing rights payable (Note 12) | 1,875 | |
Income tax payable | 541 | 451 |
Other | 763 | 809 |
Accrued expenses and other current liabilities | $ 9,443 | $ 7,782 |
Balance Sheet Components (Warra
Balance Sheet Components (Warranty Accrual) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Product Warranty Accrual, Balance Sheet Classification [Abstract] | |||
Beginning balance | $ 227 | $ 167 | $ 440 |
Accruals and adjustments | 459 | 679 | 206 |
Settlements | (350) | (619) | (479) |
Ending balance | $ 336 | $ 227 | $ 167 |
Balance Sheet Components (Defer
Balance Sheet Components (Deferred Revenue) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 6,316 | $ 6,285 |
Service / Support and Maintenance | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | 5,531 | 5,769 |
Software License / Subscription | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 785 | $ 516 |
Business Combination and Dive43
Business Combination and Divestitures (Narrative) (Detail) - USD ($) $ in Thousands | Apr. 29, 2015 | Oct. 31, 2014 | Jan. 31, 2013 | Sep. 30, 2012 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2014 | Dec. 31, 2014 | Oct. 08, 2014 |
Business Acquisition [Line Items] | |||||||||||||||
Convertible note to third party investor paid by Variable Interest Entity | $ 29,800 | $ 1,000 | |||||||||||||
Change in estimated fair value of notes payable and other | $ 103 | $ 13,927 | $ 858 | 14,888 | |||||||||||
Settlement to common shareholders of an acquired entity | $ 3,630 | ||||||||||||||
Proceeds received from disposition of certain consumer product assets | $ 3,300 | $ 2,400 | 400 | 1,000 | 1,000 | ||||||||||
Gain (loss) on disposition of certain consumer product assets | $ 400 | 1,000 | 1,000 | $ (2,700) | |||||||||||
Net book value of assets held for sale | $ 2,600 | ||||||||||||||
Gain on sale of held for sale assets | 747 | ||||||||||||||
Xpliant, Inc | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash advances in exchange for notes | $ 85,800 | ||||||||||||||
Change in estimated fair value of notes payable and other | $ 14,900 | ||||||||||||||
Xpliant, Inc | Nine Convertible Notes Receivable | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash advances in exchange for notes | 10,000 | ||||||||||||||
Interest rate on notes receivable | 6.00% | ||||||||||||||
Convertible notes receivable maturity date | Aug. 31, 2014 | ||||||||||||||
Xpliant, Inc | Promissory Notes | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash advances in exchange for notes | $ 75,800 | ||||||||||||||
Promissory note, cancellation date | Jul. 31, 2015 | ||||||||||||||
Xpliant, Inc | Promissory Notes | Minimum | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Promissory note, maturity date | Apr. 30, 2015 | ||||||||||||||
Xpliant, Inc | Promissory Notes | Maximum | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Promissory note, maturity date | Mar. 31, 2016 | ||||||||||||||
Xpliant, Inc | Several Convertible Note Receivable | Non-controlling Interest | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Interest rate on notes receivable | 6.00% | ||||||||||||||
Convertible notes receivable maturity date | Aug. 31, 2014 | ||||||||||||||
Cash advances in exchange for notes | $ 13,000 | ||||||||||||||
Notes payable and other | $ 2,900 | ||||||||||||||
Convertible note to third party investor paid by Variable Interest Entity | $ 1,000 | ||||||||||||||
Xpliant | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Settlement to common shareholders of an acquired entity | $ 1,100 | $ 2,500 | |||||||||||||
Original transaction agreement amended date | Oct. 8, 2014 | ||||||||||||||
Original transaction agreement second amended date | Mar. 31, 2015 | ||||||||||||||
Business combination agreement date | Jul. 30, 2014 | ||||||||||||||
Percentage of outstanding securities settled in amendment agreement | 30.00% | 70.00% | |||||||||||||
Cash consideration to settle the non-controlling interest convertible notes and convertible security holder | $ 30,800 | ||||||||||||||
Cash bonus to employees | $ 1,700 | ||||||||||||||
Share issued under merger agreement | 193,000 | ||||||||||||||
Fair value of shares issued under merger agreement | $ 8,700 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets, Net (Narrative) (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)Reporting_unit | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)$ / shares | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 71,478 | $ 71,478 | |
Number of reporting units | Reporting_unit | 1 | ||
Amortization expense | $ 9,600 | $ 14,600 | $ 23,300 |
Amortization expense due to change in estimated useful lives | $ 6,200 | ||
Earnings per share attributable to the company | $ / shares | $ 0.12 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets, Net (Intangible Assets, Net) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 116,743 | $ 118,014 |
Finite-lived intangible assets, Accumulated Amortization | (81,251) | (80,370) |
Finite-lived intangible assets, Net | $ 35,492 | $ 37,644 |
Weighted average remaining amortization period (years) | 6 years 4 days | 6 years 9 months 15 days |
Technology licenses | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 70,521 | $ 64,002 |
Finite-lived intangible assets, Accumulated Amortization | (35,625) | (28,247) |
Finite-lived intangible assets, Net | $ 34,896 | $ 35,755 |
Weighted average remaining amortization period (years) | 6 years 1 month 6 days | 7 years 26 days |
Existing and core technology - product | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 41,711 | $ 42,085 |
Finite-lived intangible assets, Accumulated Amortization | (41,115) | (40,264) |
Finite-lived intangible assets, Net | $ 596 | $ 1,821 |
Weighted average remaining amortization period (years) | 11 months 27 days | 1 year 4 months 21 days |
Customer contracts and relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 2,215 | $ 8,991 |
Finite-lived intangible assets, Accumulated Amortization | (2,215) | (8,965) |
Finite-lived intangible assets, Net | $ 26 | |
Weighted average remaining amortization period (years) | 9 months 29 days | |
Trade name | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 2,296 | $ 2,296 |
Finite-lived intangible assets, Accumulated Amortization | $ (2,296) | (2,254) |
Finite-lived intangible assets, Net | $ 42 | |
Weighted average remaining amortization period (years) | 2 months 1 day | |
Order backlog | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 640 | |
Finite-lived intangible assets, Accumulated Amortization | $ (640) |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets, Net (Estimated Future Amortization Expense from Amortizable Intangible Assets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2,016 | $ 8,643 | |
2,017 | 6,626 | |
2,018 | 5,001 | |
2,019 | 4,092 | |
2,020 | 3,751 | |
2021 and thereafter | 7,379 | |
Finite-lived intangible assets, Net | $ 35,492 | $ 37,644 |
Restructuring Accrual (Narrativ
Restructuring Accrual (Narrative) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost And Reserve [Line Items] | |||
Lease expiration period | Oct. 1, 2022 | ||
Accrued restructuring related payables | $ 0 | $ 0 | |
Severance And Other Benefits | |||
Restructuring Cost And Reserve [Line Items] | |||
Additional restructuring accrual | 1,400,000 | $ 1,400,000 | |
Excess Facility Related Cost | |||
Restructuring Cost And Reserve [Line Items] | |||
Additional restructuring accrual | $ 200,000 | ||
Lease expiration period | Dec. 31, 2014 |
Stockholders Equity (Narrative)
Stockholders Equity (Narrative) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock, shares authorized | 200,000,000 | 200,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |
Preferred stock, par value | $ 0.001 | $ 0.001 | |
Preferred stock, shares outstanding | 0 | 0 | |
Unvested shares (Outstanding) | 0 | 0 | |
Aggregate intrinsic value | $ 37,400,000 | $ 36,200,000 | $ 16,000,000 |
Stock-based compensation expense | $ 48,297,000 | $ 52,459,000 | $ 34,598,000 |
2007 Stock Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
The annual maximum increase of stock reserve for issuance | 5,000,000 | ||
Common stock, shares reserved for issuance increase annually, number of years | 10 years | ||
Common stock, shares reserved for issuance, start date | Jan. 1, 2008 | ||
Common stock, shares reserved for issuance, end date | Jan. 1, 2017 | ||
Common stock, shares reserved for issuance increase annually, percentage | 5.00% | ||
The maximum number of shares that may be issued pursuant to the exercise of incentive stock options | 10,000,000 | ||
Shares reserved for issuance | 10,106,853 | ||
Number of shares granted | 16,122,851 | ||
Stock incentive plan shares vesting six months after the date of grant | 12.50% | ||
Stock incentive plan shares vesting monthly after six months | 2.08% | ||
Compensation expense vesting period (in years) | 3 years 6 months | ||
2007 Stock Incentive Plan | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock incentive plan term of awards expiration period | 7 years | ||
2007 Stock Incentive Plan | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock incentive plan term of awards expiration period | 10 years | ||
2007 Stock Incentive Plan | Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 4 years | ||
2001 Stock Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock incentive plan shares vesting six months after the date of grant | 12.50% | ||
Stock incentive plan shares vesting monthly after six months | 2.08% | ||
Stock incentive plan term of awards expiration period | 10 years | ||
Common Stock, shares reserved for issuance | 0 | ||
2001 Stock Incentive Plan | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 3 years 6 months | ||
2001 Stock Incentive Plan | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 4 years 6 months | ||
Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Estimated weighted-average grant date fair value of options granted | $ 23.79 | $ 14.63 | $ 14.91 |
Unrecognized compensation cost, net of estimated forfeitures | $ 3,400,000 | ||
Unrecognized compensation cost expected to be recognized over weighted average period (in years) | 2 years 26 days | ||
Restricted Stock Units (RSUs) | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized compensation cost, net of estimated forfeitures | $ 79,000,000 | ||
Unrecognized compensation cost expected to be recognized over weighted average period (in years) | 2 years 3 months 26 days | ||
Total intrinsic value of the RSU's issued at period end | $ 144,200,000 | ||
Restricted Stock Units (RSUs) | One-Year Performance Officers | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 1 year | ||
RSU's granted | $ 2,100,000 | ||
Stock-based compensation expense | $ 0 | ||
Restricted Stock Units (RSUs) | Two-Year Performance | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 2 years | ||
RSU's granted | $ 700,000 | ||
Restricted Stock Units (RSUs) | Four-Year Performance | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Compensation expense vesting period (in years) | 4 years | ||
Number of consecutive trading period | 30 days | ||
Market-Performance Based RSU's | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
RSU's granted | $ 1,500,000 |
Stockholders Equity (Summary of
Stockholders Equity (Summary of Stock Options Granted and Outstanding) (Detail) - 2007 Equity Incentive Plan and 2001 Stock Incentive Plan - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Options Outstanding, Beginning balance | 2,626,260 | 3,552,216 | 4,197,704 |
Number of Options Outstanding, Options granted | 87,178 | 165,000 | 242,375 |
Number of Options Outstanding, Options exercised | (685,439) | (1,082,914) | (723,047) |
Number of Options Outstanding, Options cancelled and forfeited | (8,042) | (164,816) | |
Number of Options Outstanding, Ending balance | 2,027,999 | 2,626,260 | 3,552,216 |
Weighted Average Exercise Price, Beginning balance | $ 20.62 | $ 17.79 | $ 16.83 |
Weighted Average Exercise Price, Options granted | 64.70 | 38.78 | 37.15 |
Weighted Average Exercise Price, Options exercised | 14.02 | 14.05 | 14.95 |
Weighted Average Exercise Price, Options cancelled and forfeited | 28.46 | 34.36 | |
Weighted Average Exercise Price, Ending balance | $ 24.75 | $ 20.62 | $ 17.79 |
Stockholders Equity (Summary 50
Stockholders Equity (Summary Of Stock Options Outstanding) (Detail) | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercisable Options, Number of Shares | shares | 1,792,090 |
Exercisable Options, Weighted Average Exercise Price | $ 21.87 |
Exercisable, Weighted Average Remaining Contractual Term | 1 year 6 months 29 days |
Exercisable, Aggregate Intrinsic Value | $ | $ 78,633,864 |
Outstanding Options, Vested and expected to vest, Number of Shares | shares | 2,009,482 |
Outstanding Options, Vested and expected to vest, Weighted Average Remaining Contractual Term | 1 year 11 months 16 days |
Outstanding Options, Vested and expected to vest, Weighted Average Exercise price | $ 24.53 |
Vested and expected to vest, Aggregate Intrinsic Value | $ | $ 82,880,538 |
3.04 - 3.04 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | $ 3.04 |
Exercise Prices, upper range limit | $ 3.04 |
Outstanding Options, Number of Shares | shares | 362,584 |
Outstanding Options, Weighted Average Remaining Contractual Term | 2 months 19 days |
Outstanding Options, Weighted Average Exercise Price | $ 3.04 |
Exercisable Options, Number of Shares | shares | 362,584 |
Exercisable Options, Weighted Average Exercise Price | $ 3.04 |
5.42 - 8.52 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 5.42 |
Exercise Prices, upper range limit | $ 8.52 |
Outstanding Options, Number of Shares | shares | 14,126 |
Outstanding Options, Weighted Average Remaining Contractual Term | 1 year 4 days |
Outstanding Options, Weighted Average Exercise Price | $ 7.35 |
Exercisable Options, Number of Shares | shares | 14,126 |
Exercisable Options, Weighted Average Exercise Price | $ 7.35 |
10.32 - 10.32 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 10.32 |
Exercise Prices, upper range limit | $ 10.32 |
Outstanding Options, Number of Shares | shares | 344,668 |
Outstanding Options, Weighted Average Remaining Contractual Term | 1 month 6 days |
Outstanding Options, Weighted Average Exercise Price | $ 10.32 |
Exercisable Options, Number of Shares | shares | 344,668 |
Exercisable Options, Weighted Average Exercise Price | $ 10.32 |
13.50 - 24.16 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 13.50 |
Exercise Prices, upper range limit | $ 24.16 |
Outstanding Options, Number of Shares | shares | 312,675 |
Outstanding Options, Weighted Average Remaining Contractual Term | 10 months 24 days |
Outstanding Options, Weighted Average Exercise Price | $ 22.44 |
Exercisable Options, Number of Shares | shares | 312,675 |
Exercisable Options, Weighted Average Exercise Price | $ 22.44 |
24.99 - 35.73 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 24.99 |
Exercise Prices, upper range limit | $ 35.73 |
Outstanding Options, Number of Shares | shares | 304,702 |
Outstanding Options, Weighted Average Remaining Contractual Term | 2 years 11 months 5 days |
Outstanding Options, Weighted Average Exercise Price | $ 32.31 |
Exercisable Options, Number of Shares | shares | 296,346 |
Exercisable Options, Weighted Average Exercise Price | $ 32.21 |
37.63 - 37.63 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 37.63 |
Exercise Prices, upper range limit | $ 37.63 |
Outstanding Options, Number of Shares | shares | 409,961 |
Outstanding Options, Weighted Average Remaining Contractual Term | 3 years 2 months 12 days |
Outstanding Options, Weighted Average Exercise Price | $ 37.42 |
Exercisable Options, Number of Shares | shares | 342,967 |
Exercisable Options, Weighted Average Exercise Price | $ 37.38 |
37.83 - 62.86 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 37.83 |
Exercise Prices, upper range limit | $ 62.86 |
Outstanding Options, Number of Shares | shares | 267,283 |
Outstanding Options, Weighted Average Remaining Contractual Term | 5 years 11 days |
Outstanding Options, Weighted Average Exercise Price | $ 46.03 |
Exercisable Options, Number of Shares | shares | 112,724 |
Exercisable Options, Weighted Average Exercise Price | $ 40.66 |
76.38 - 76.38 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 76.38 |
Exercise Prices, upper range limit | $ 76.38 |
Outstanding Options, Number of Shares | shares | 12,000 |
Outstanding Options, Weighted Average Remaining Contractual Term | 6 years 5 months 16 days |
Outstanding Options, Weighted Average Exercise Price | $ 76.38 |
Exercisable Options, Number of Shares | shares | 6,000 |
Exercisable Options, Weighted Average Exercise Price | $ 76.38 |
3.04 - 76.38 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Prices, lower range limit | 3.04 |
Exercise Prices, upper range limit | $ 76.38 |
Outstanding Options, Number of Shares | shares | 2,027,999 |
Outstanding Options, Weighted Average Remaining Contractual Term | 1 year 11 months 27 days |
Outstanding Options, Weighted Average Exercise Price | $ 24.75 |
Exercisable Options, Number of Shares | shares | 1,792,090 |
Exercisable Options, Weighted Average Exercise Price | $ 21.87 |
Aggregate Intrinsic Value | $ | $ 83,200,687 |
Stockholders Equity (Assumption
Stockholders Equity (Assumptions of Fair Value of Employee Option Grant Using Black-Scholes Option Pricing Model) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 1.34% | 1.26% | 0.32% |
Expected life | 3 years 9 months 7 days | 3 years 9 months 7 days | 3 years 9 months 7 days |
Volatility | 41.00% | 43.80% | 45.80% |
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 1.41% | 1.47% | 1.04% |
Expected life | 4 years 6 months 29 days | 4 years 6 months 11 days | 4 years 6 months 11 days |
Volatility | 43.00% | 45.10% | 49.60% |
Stockholders Equity (Summary 52
Stockholders Equity (Summary of Activity of Restricted Stock) (Detail) - 2007 Stock Incentive Plan - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares, Beginning balance | 2,464,747 | 1,776,170 | 1,823,563 |
Number of Shares, Granted | 955,592 | 1,970,094 | 1,119,570 |
Number of Shares, Issued and released | (1,115,525) | (1,154,123) | (867,213) |
Number of Shares, Cancelled and forfeited | (110,746) | (127,394) | (299,750) |
Number of Shares, Ending balance | 2,194,068 | 2,464,747 | 1,776,170 |
Weighted-Average Grant Date Fair Value Per Share, Beginning balance | $ 39.21 | $ 35.64 | $ 33.17 |
Weighted-Average Grant Date Fair Value Per Share, Granted | 61.82 | 41.32 | 36.32 |
Weighted-Average Grant Date Fair Value Per Share, Issued and released | 40.94 | 37.55 | 32.46 |
Weighted-Average Grant Date Fair Value Per Share, Cancelled and forfeited | 45.82 | 37.05 | 32.29 |
Weighted-Average Grant Date Fair Value Per Share, Ending balance | $ 47.85 | $ 39.21 | $ 35.64 |
Stockholders Equity (Detail of
Stockholders Equity (Detail of Stock-Based Compensation Expense) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 48,297 | $ 52,459 | $ 34,598 |
Cost of revenue | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense | 765 | 954 | 951 |
Research and development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense | 29,085 | 32,328 | 18,577 |
Sales, general and administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 18,447 | $ 19,177 | $ 15,070 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes and Effective Tax Rates) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Loss before income taxes | $ (676) | $ 4,582 | $ (5,694) | $ (13,590) | $ (12,207) | $ 2,917 | $ (13,380) | $ (1,512) | $ (15,378) | $ (24,182) | $ (11,751) |
Provision for income taxes | $ 354 | $ 366 | $ 661 | $ 301 | $ 268 | $ 811 | $ 311 | $ 243 | $ 1,682 | $ 1,633 | $ 1,937 |
Effective tax rate | (10.90%) | (6.80%) | (16.50%) |
Income Taxes (Components of Dom
Income Taxes (Components of Domestic and Foreign Loss Before Income Tax Expense) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ (37,109) | $ (42,318) | $ (20,066) | ||||||||
Foreign | 21,731 | 18,136 | 8,315 | ||||||||
Loss before income taxes | $ (676) | $ 4,582 | $ (5,694) | $ (13,590) | $ (12,207) | $ 2,917 | $ (13,380) | $ (1,512) | $ (15,378) | $ (24,182) | $ (11,751) |
Income Taxes (Schedule of Incom
Income Taxes (Schedule of Income Tax Expense) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Current tax provision (benefit), Domestic | $ (15) | $ 19 | $ 10 | ||||||||
Current tax provision (benefit), Foreign | 1,034 | 1,230 | 1,123 | ||||||||
Current tax provision (benefit), total | 1,019 | 1,249 | 1,133 | ||||||||
Deferred tax provision (benefit), Domestic | 564 | 627 | 713 | ||||||||
Deferred tax provision (benefit), Foreign | 99 | (243) | 91 | ||||||||
Deferred tax provision (benefit), total | 663 | 384 | 804 | ||||||||
Provision for (benefit from) income taxes | $ 354 | $ 366 | $ 661 | $ 301 | $ 268 | $ 811 | $ 311 | $ 243 | $ 1,682 | $ 1,633 | $ 1,937 |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Tax Rate Differs from United States Federal Statutory Rate) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Income tax at statutory rate | 35.00% | 35.00% | 35.00% |
Stock compensation costs | (13.10%) | 5.60% | 1.80% |
Other | (0.10%) | 0.60% | 1.50% |
Convertible securities | (4.20%) | ||
State taxes, net of federal benefit | (0.10%) | (0.40%) | (1.60%) |
Foreign income inclusion in the U.S. | (4.90%) | (0.50%) | (3.80%) |
Research and development credits | 42.60% | 24.20% | 48.00% |
Foreign tax rate differential | 41.50% | 19.60% | 46.70% |
Change in valuation allowance | (111.80%) | (86.70%) | (144.10%) |
Effective tax rate | (10.90%) | (6.80%) | (16.50%) |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Deferred tax assets, Tax credits | $ 47,113 | $ 38,354 |
Deferred tax assets, Net operating loss carryforwards | 40,325 | 44,975 |
Deferred tax assets, Capitalized research and development | 18,093 | 4,652 |
Deferred tax assets, Intangible assets | 6,374 | 3,881 |
Deferred tax assets, Depreciation and amortization | 1,970 | 1,355 |
Deferred tax assets, Stock compensation | 10,813 | 9,893 |
Deferred tax assets, Other | 2,845 | 2,832 |
Gross deferred tax assets | 127,533 | 105,942 |
Less: valuation allowance | (127,328) | (105,638) |
Net deferred tax assets | 205 | 304 |
Deferred tax liabilities, Intangible assets | (3,400) | (2,836) |
Net deferred tax liabilities | (3,195) | (2,532) |
Deferred tax assets, non-current | 222 | 318 |
Deferred tax liabilities, current | (14) | |
Deferred tax liabilities, non-current | $ (3,417) | $ (2,836) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Line Items] | ||
Stock-based compensation, stock option benefits recorded to equity | $ 83.1 | |
Tax credit carryforwards, various miscellaneous | 0.9 | |
Undistributed earnings of foreign subsidiary | 38.3 | $ 4.5 |
Unrecognized tax benefit that would impact effective tax rate | $ 1 | |
California Franchise Tax Board | ||
Income Tax Disclosure [Line Items] | ||
Tax year open to examination | 2,000 | |
Tax Year 2011 | ||
Income Tax Disclosure [Line Items] | ||
Tax audit year | 2,011 | |
Tax Year 2012 | ||
Income Tax Disclosure [Line Items] | ||
Tax audit year | 2,012 | |
Tax Year 2013 | ||
Income Tax Disclosure [Line Items] | ||
Tax audit year | 2,013 | |
Federal | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 371.1 | |
Net operating loss carryforwards, expire year | Jan. 1, 2020 | |
Tax credit carryforwards, research and development | $ 40.7 | |
Tax credit carryforwards, expire year | Jan. 1, 2020 | |
Federal | Internal Revenue Service | ||
Income Tax Disclosure [Line Items] | ||
Tax year open to examination | 2,000 | |
State | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 200.1 | |
Net operating loss carryforwards, expire year | Jan. 1, 2016 | |
Tax credit carryforwards, research and development | $ 36.2 | |
Tax credit carryforwards, expire year | Jan. 1, 2016 | |
Excess windfall deduction | Federal | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 214.3 | |
Excess windfall deduction | State | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 130.5 |
Income Taxes (Summary of Activi
Income Taxes (Summary of Activity Related to Unrecognized Tax Benefits) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of the year | $ 16,270 | $ 14,625 | $ 12,749 |
Gross increases (decreases) related to prior year's tax positions | 398 | 199 | (526) |
Gross increases related to current year's tax positions | 3,138 | 1,446 | 2,402 |
Releases related to prior year's tax positions | (97) | ||
Balance at the end of the year | $ 19,709 | $ 16,270 | $ 14,625 |
Income Taxes (Benefits from the
Income Taxes (Benefits from the Reduced Tax Rate) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Line Items] | |||||||||||
Provision for (benefit from) Singapore entity in the consolidated statement of operations | $ 354 | $ 366 | $ 661 | $ 301 | $ 268 | $ 811 | $ 311 | $ 243 | $ 1,682 | $ 1,633 | $ 1,937 |
SINGAPORE | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Provision for Singapore entity at statutory tax rate of 17% | 811 | 719 | 615 | ||||||||
Provision for (benefit from) Singapore entity in the consolidated statement of operations | 310 | 303 | (209) | ||||||||
Benefit from preferential tax rate differential | $ (501) | $ (416) | $ (824) | ||||||||
Impact of tax benefits per basic and diluted share | $ (0.01) | $ (0.01) | $ (0.02) |
Income Taxes (Benefits from t62
Income Taxes (Benefits from the Reduced Tax Rate (Parenthetical)) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Line Items] | |||
Income tax at statutory rate | 35.00% | 35.00% | 35.00% |
SINGAPORE | |||
Income Tax Disclosure [Line Items] | |||
Income tax at statutory rate | 17.00% |
Retirement Plan (Narrative) (De
Retirement Plan (Narrative) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation And Retirement Disclosure [Abstract] | |||
Matching contribution by employer percentage | 50.00% | ||
Employer defined contribution on per employee | $ 2,000 | ||
Defined contribution (401K match) for the period | 1,100,000 | $ 1,000,000 | $ 800,000 |
Non-current liabilities on defined benefit plan | $ 400,000 | $ 500,000 |
Segment and Geographic Inform64
Segment and Geographic Information - (Narrative) (Detail) | 12 Months Ended |
Dec. 31, 2015SegmentMarket | |
Segment Reporting [Abstract] | |
Number of operating segments | Segment | 1 |
Number of markets | Market | 2 |
Segment and Geographic Inform65
Segment and Geographic Information (Net Revenue by Markets) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | $ 100,942 | $ 105,063 | $ 104,961 | $ 101,778 | $ 101,223 | $ 97,833 | $ 90,681 | $ 83,241 | $ 412,744 | $ 372,978 | $ 303,993 |
Enterprise Network, Data Center and Access and Service Provider Markets | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 377,809 | 341,056 | 259,860 | ||||||||
Broadband and Consumer Markets | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | $ 34,935 | $ 31,922 | $ 44,133 |
Segment and Geographic Inform66
Segment and Geographic Information (Net Revenue by Geography) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | $ 100,942 | $ 105,063 | $ 104,961 | $ 101,778 | $ 101,223 | $ 97,833 | $ 90,681 | $ 83,241 | $ 412,744 | $ 372,978 | $ 303,993 |
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 128,431 | 111,997 | 90,537 | ||||||||
China | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 100,980 | 93,045 | 77,965 | ||||||||
Mexico | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 34,452 | 27,184 | 22,572 | ||||||||
Korea | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 28,578 | 28,665 | 30,003 | ||||||||
Taiwan | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 34,533 | 29,229 | 26,023 | ||||||||
Finland | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 38,283 | 44,976 | 17,767 | ||||||||
Germany | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | 13,272 | 10,335 | 5,947 | ||||||||
Other Countries | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenue | $ 34,215 | $ 27,547 | $ 33,179 |
Segment and Geographic Inform67
Segment and Geographic Information (Tangible Long Lived Assets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 64,677 | $ 56,963 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 52,547 | 49,856 |
All Other Countries | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 12,130 | $ 7,107 |
Commitments and Contingencies68
Commitments and Contingencies (Narrative) (Detail) $ in Millions | Jan. 30, 2015USD ($) | Jul. 31, 2015USD ($)Installments | Oct. 31, 2014USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Mar. 30, 2015Installments |
Disclosure Commitments And Contingencies Narrative Detail [Line Items] | ||||||||
Lease expiration period | Oct. 1, 2022 | |||||||
Operating leases, rent expense | $ 8 | $ 6.4 | $ 5.1 | |||||
Aggregate billings for the reported exports under exposure | $ 0.5 | |||||||
Xpliant, Inc | ||||||||
Disclosure Commitments And Contingencies Narrative Detail [Line Items] | ||||||||
Number of equal installments | Installments | 4 | |||||||
Manufacturing rights licensing fee | $ 7.5 | |||||||
License fee periodic payment description | The manufacturing rights licensing fee is payable in 4 equal quarterly payments, with the first installment payment due on April 29, 2015 and each of the subsequent three installment payments being due on the first day of the following calendar quarter. | |||||||
Royalty fee periodic payment description | The royalty shall be payable within 30 days after the end of each calendar quarter following the sale. | |||||||
Capital Lease | ||||||||
Disclosure Commitments And Contingencies Narrative Detail [Line Items] | ||||||||
Lease expiration period | Aug. 31, 2017 | |||||||
Long-term purchase commitment, amount | $ 28.5 | |||||||
Purchase agreement description | Company entered into a new purchase agreement with a third party vendor for $28.5 million, payable in installments that mature in August 2017 in exchange for certain design tools. | |||||||
Software License Acquisition | ||||||||
Disclosure Commitments And Contingencies Narrative Detail [Line Items] | ||||||||
Long-term purchase commitment, amount | $ 4.3 | |||||||
Number of equal installments | Installments | 12 | |||||||
Software License Acquisition | Flexible Spending Program | ||||||||
Disclosure Commitments And Contingencies Narrative Detail [Line Items] | ||||||||
Long-term purchase commitment, amount | $ 6 | |||||||
Settlement agreement payment frequency installment period | 2 years |
Commitments and Contingencies69
Commitments and Contingencies (Minimum Commitments Under Non-Cancelable Operating Leases and Capital Lease and Technology License Obligations) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Total capital lease, technology license and operating lease obligations | ||
Current portion of the obligations | $ 20,608 | $ 23,002 |
Long-term portion of obligations | 9,858 | $ 22,894 |
Total | 90,358 | |
2,016 | 30,778 | |
2,017 | 17,576 | |
2,018 | 10,022 | |
2,019 | 8,847 | |
2,020 | 8,966 | |
2021 thereafter | 14,169 | |
Unpaid capital expenditures included in capital lease and technology license obligations | ||
Total capital lease, technology license and operating lease obligations | ||
2,016 | 21,766 | |
2,017 | 8,795 | |
2,018 | 1,075 | |
Total | 31,636 | |
Less: Interest component (3.75% annual rate) | 1,170 | |
Present value of minimum lease payment | 30,466 | |
Operating Leases | ||
Total capital lease, technology license and operating lease obligations | ||
2,016 | 9,012 | |
2,017 | 8,781 | |
2,018 | 8,947 | |
2,019 | 8,847 | |
2,020 | 8,966 | |
2021 thereafter | 14,169 | |
Total | $ 58,722 |
Commitments and Contingencies70
Commitments and Contingencies (Minimum Commitments Under Non-Cancelable Operating Leases and Capital Lease and Technology License Obligations) (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Unpaid capital expenditures included in capital lease and technology license obligations | |
Total capital lease, technology license and operating lease obligations | |
Interest component | 3.75% |
Selected Quarterly Consolidat71
Selected Quarterly Consolidated Financial Data (Unaudited) (Selected Quarterly Consolidated Financial Data) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenue | $ 100,942 | $ 105,063 | $ 104,961 | $ 101,778 | $ 101,223 | $ 97,833 | $ 90,681 | $ 83,241 | $ 412,744 | $ 372,978 | $ 303,993 |
Cost of revenue | 34,092 | 36,203 | 37,673 | 35,799 | 38,402 | 35,710 | 33,897 | 30,350 | 143,767 | 138,359 | 114,679 |
Gross profit | 66,850 | 68,860 | 67,288 | 65,979 | 62,821 | 62,123 | 56,784 | 52,891 | 268,977 | 234,619 | 189,314 |
Research and development | 47,764 | 45,367 | 52,225 | 58,422 | 55,108 | 40,459 | 38,834 | 37,289 | 203,778 | 171,690 | 134,596 |
Sales, general and administrative | 19,397 | 18,522 | 20,336 | 20,671 | 19,314 | 18,141 | 17,017 | 15,932 | 78,926 | 70,404 | 64,088 |
Total operating expenses | 67,161 | 63,889 | 72,561 | 79,093 | 74,422 | 58,600 | 55,851 | 53,221 | 282,704 | 242,094 | 198,684 |
Loss from operations | (311) | 4,971 | (5,273) | (13,114) | (11,601) | 3,523 | 933 | (330) | (13,727) | (7,475) | (9,370) |
Interest expense | (227) | (216) | (388) | (410) | (293) | (387) | (333) | (459) | (1,241) | (1,472) | (1,502) |
Change in estimated fair value of notes payable and other | (103) | (13,927) | (858) | (14,888) | |||||||
Other, net | (138) | (173) | (33) | (66) | (313) | (116) | (53) | 135 | (410) | (347) | (879) |
Total other expense, net | (365) | (389) | (421) | (476) | (606) | (606) | (14,313) | (1,182) | (1,651) | (16,707) | (2,381) |
Loss before income taxes | (676) | 4,582 | (5,694) | (13,590) | (12,207) | 2,917 | (13,380) | (1,512) | (15,378) | (24,182) | (11,751) |
Provision for income taxes | 354 | 366 | 661 | 301 | 268 | 811 | 311 | 243 | 1,682 | 1,633 | 1,937 |
Net loss | (1,030) | 4,216 | (6,355) | (13,891) | (12,475) | 2,106 | (13,691) | (1,755) | (17,060) | (25,815) | (13,688) |
Net loss attributable to non-controlling interest | (444) | (3,327) | (2,647) | (4,102) | (10,520) | (10,723) | |||||
Net loss attributable to the Company | $ (1,030) | $ 4,216 | $ (6,355) | $ (13,891) | $ (12,031) | $ 5,433 | $ (11,044) | $ 2,347 | $ (17,060) | $ (15,295) | $ (2,965) |
Net income (loss) per common share, basic | $ (0.02) | $ 0.08 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Net income (loss) per common share, diluted | $ (0.02) | $ 0.07 | $ (0.11) | $ (0.25) | $ (0.22) | $ 0.10 | $ (0.21) | $ 0.04 | $ (0.31) | $ (0.29) | $ (0.06) |
Selected Quarterly Consolidat72
Selected Quarterly Consolidated Financial Data (Unaudited) (Selected Quarterly Consolidated Financial Data) (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Effect Of Fourth Quarter Events [Line Items] | |||||
Stock-based compensation expense | $ 48,297 | $ 52,459 | $ 34,598 | ||
Xpliant, Inc | |||||
Effect Of Fourth Quarter Events [Line Items] | |||||
Manufacturing rights licensing fee | $ 7,500 | ||||
Research and development | |||||
Effect Of Fourth Quarter Events [Line Items] | |||||
Stock-based compensation expense | 29,085 | 32,328 | 18,577 | ||
Research and development | Xpliant, Inc | |||||
Effect Of Fourth Quarter Events [Line Items] | |||||
Manufacturing rights licensing fee | $ 7,500 | ||||
Stock-based compensation expense | $ 8,800 | ||||
Sales, general and administrative | |||||
Effect Of Fourth Quarter Events [Line Items] | |||||
Stock-based compensation expense | $ 18,447 | $ 19,177 | $ 15,070 | ||
Sales, general and administrative | Xpliant, Inc | |||||
Effect Of Fourth Quarter Events [Line Items] | |||||
Stock-based compensation expense | $ 1,100 |
Valuation and Qualifying Acco73
Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | $ 24 | $ 24 | $ 24 |
Additions | 1 | 3 | |
Deductions | (1) | (3) | |
Balance at end of period | 24 | 24 | 24 |
Allowance for Customer Returns | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 1,118 | 909 | 967 |
Additions | 4,513 | 3,716 | 2,752 |
Deductions | (4,187) | (3,507) | (2,810) |
Balance at end of period | 1,444 | 1,118 | 909 |
Income Tax Valuation Allowance | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 105,638 | 79,928 | 59,736 |
Additions | 21,690 | 25,710 | 20,192 |
Balance at end of period | $ 127,328 | $ 105,638 | $ 79,928 |