Cavium (CAVM) 10-Q 1 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 25, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Trading Symbol	CAVM
Entity Registrant Name	CAVIUM, INC.
Entity Central Index Key	1,175,609
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		67,881,144

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 132,409	$ 221,439
Accounts receivable, net of allowances of $2,077 and $4,130, respectively	136,510	125,728
Inventories	100,467	119,692
Prepaid expenses and other current assets	22,461	22,259
Total current assets	391,847	489,118
Property and equipment, net	152,690	150,862
Intangible assets, net	740,004	764,885
Goodwill	241,067	241,067
Other assets	5,559	4,599
Total assets	1,531,167	1,650,531
Current liabilities:
Accounts payable	68,772	65,456
Accrued expenses and other current liabilities	54,704	64,967
Deferred revenue	8,213	8,412
Current portion of long-term debt	3,249	3,865
Capital lease and technology license obligations	21,402	25,535
Total current liabilities	156,340	168,235
Long-term debt	593,880	675,414
Capital lease and technology license obligations, net of current portion	24,929	27,878
Deferred tax liability	19,314	18,774
Other non-current liabilities	17,735	18,386
Total liabilities	812,198	908,687
Commitments and contingencies (Note 11)
Stockholders' equity
Common stock, par value $0.001: 200,000,000 shares authorized; 67,881,144 and 67,181,634 shares issued and outstanding, respectively	68	67
Additional paid-in capital	1,106,649	1,079,043
Accumulated deficit	(388,016)	(336,621)
Accumulated other comprehensive income (loss)	268	(645)
Total stockholders' equity	718,969	741,844
Total liabilities and stockholders' equity	$ 1,531,167	$ 1,650,531

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement Of Financial Position [Abstract]
Allowances for accounts receivable	$ 2,077	$ 4,130
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	67,881,144	67,181,634
Common stock, shares outstanding	67,881,144	67,181,634

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Statement [Abstract]
Net revenue	$ 229,577	$ 101,882
Cost of revenue	137,454	33,866
Gross profit	92,123	68,016
Operating expenses:
Research and development	90,713	50,455
Sales, general and administrative	40,397	20,925
Total operating expenses	131,110	71,380
Loss from operations	(38,987)	(3,364)
Other income (expense), net:
Interest expense	(10,124)	(208)
Other, net	(133)	14
Total other expense, net	(10,257)	(194)
Loss before income taxes	(49,244)	(3,558)
Provision for income taxes	1,279	275
Net loss	$ (50,523)	$ (3,833)
Earnings per share:
Net loss per common share, basic	$ (0.75)	$ (0.07)
Shares used in computing basic net loss per common share	67,640	56,932
Net loss per common share, diluted	$ (0.75)	$ (0.07)
Shares used in computing diluted net loss per common share	67,640	56,932

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (50,523)	$ (3,833)
Foreign currency translation adjustments	913
Comprehensive loss	$ (49,610)	$ (3,833)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities:
Net loss	$ (50,523)	$ (3,833)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation expense	23,795	13,393
Depreciation and amortization	52,237	11,384
Deferred income taxes	531	365
Amortization of deferred debt financing costs	3,849
Loss on disposal of property and equipment	109
Changes in assets and liabilities:
Accounts receivable, net	(10,782)	(10,852)
Inventories	19,323	(1,024)
Prepaid expenses, other current and non-current assets	(3,332)	1,982
Accounts payable	(1,481)	(5,489)
Deferred revenue	(199)	109
Accrued expenses, other current and non-current liabilities	(8,412)	(1,173)
Net cash provided by operating activities	25,115	4,862
Cash flows from investing activities:
Purchases of property and equipment	(18,111)	(5,026)
Purchases of intangible assets	(3,094)	(3,731)
Net cash used in investing activities	(21,205)	(8,757)
Cash flows from financing activities:
Proceeds from issuance of common stock upon exercise of options	2,843	5,126
Principal payment of capital lease and technology license obligations	(9,783)	(6,248)
Principal payment of debt	(86,000)
Net cash used in financing activities	(92,940)	(1,122)
Net decrease in cash and cash equivalents	(89,030)	(5,017)
Cash and cash equivalents, beginning of period	221,439	134,646
Cash and cash equivalents, end of period	132,409	129,629
Unpaid capital expenditures included in accounts payable and other accrued expenses and other current liabilities
Supplemental disclosure of cash flows from investing and financing activities:
Property and equipment and intangible assets acquired	10,776	$ 5,932
Unpaid capital expenditures included in capital lease and technology license obligations
Supplemental disclosure of cash flows from investing and financing activities:
Property and equipment and intangible assets acquired	$ 2,701

Organization and Basis of Prese

Organization and Basis of Presentation	3 Months Ended
	Mar. 31, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Organization and Basis of Presentation	1. Organization and Basis of Presentation Organization Cavium, Inc., (the “Company”), was incorporated in the state of California in November 2000 and was reincorporated in the state of Delaware in February 2007. The Company designs, develops and markets semiconductor processors that enable intelligent processing for wired and wireless infrastructure and cloud for networking, communications, storage and security applications. On August 16, 2016, the Company completed the acquisition of QLogic Corporation (“QLogic”). The QLogic products consist primarily of connectivity products including adapters and application-specific integrated circuits (ASICs) that facilitate the rapid transfer of data and enable efficient resource sharing between servers, networks and storage. The QLogic products are based primarily on Fibre Channel and Ethernet technologies and are used in conjunction with storage networks, data networks and converged networks. See Note 2 for further discussion regarding the Company’s acquisition of QLogic. Basis of Presentation The condensed consolidated financial statements include the accounts of Cavium, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America, or US GAAP, and pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC. Accordingly, they do not include all of the information and footnotes required by US GAAP for annual financial statements. For further information, these financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K (File No. 001-33435) for the year ended December 31, 2016 filed with the SEC on February 28, 2017. The condensed consolidated financial statements contain all normal recurring adjustments that, in the opinion of management, are necessary to state fairly the Company’s condensed consolidated financial position as of March 31, 2017, and the condensed consolidated results of its operations for the three months ended March 31, 2017 and 2016, and condensed consolidated statements of cash flows for the three months ended March 31, 2017 and 2016. The results of operations for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the full year. The condensed consolidated balance sheet as of December 31, 2016 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by US GAAP. Significant Accounting Policies The Company’s significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. There had been no changes to these accounting policies except for the recently adopted accounting guidance on stock-based compensation as discussed below. Recently Adopted Accounting Standard Effective January 1, 2017, the Company adopted the updated guidance on stock-based compensation issued by the Financial Accounting Standards Board, or FASB, in March 2016. Under the new guidance, all excess tax benefits and tax deficiencies will be recognized in the income statement as they occur. This replaced the previous guidance, which requires tax benefits that exceed compensation cost (windfalls) to be recognized in equity. It also eliminates the need to maintain a “windfall pool,” and removes the requirement to delay recognizing a windfall until it reduces current taxes payable. Upon adoption of this new guidance, in the first quarter of 2017, the Company recognized deferred tax assets of $101.7 million for the excess tax benefits that arose directly from tax deductions related to equity compensation greater than the amounts recognized for financial reporting and also recognized an increase of an equal amount in the valuation allowance against those deferred tax assets. Under the amended guidance, companies will be able to make an accounting policy election to either continue to estimate forfeitures or account for forfeitures as they occur. Upon adoption, the Company elected to account for forfeitures when they occur, on a modified retrospective basis. The new guidance also changed the cash flow presentation of excess tax benefits, classifying them as operating inflows, consistent with other cash flows related to income taxes. Further, following the adoption of this updated guidance, there will be additional dilutive effects in earnings per share calculations because there will no longer be excess tax benefits recognized in additional paid in capital. The adoption of this updated guidance did not have a material impact on the Company’s consolidated financial statements. Update to Recently Issued Accounting Standards Not Yet Effective The FASB issued accounting standard updates that create a single source of revenue guidance under U.S. GAAP for all companies, in all industries, effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. T he Company intends to adopt this standard effective January 1, 2018 using the modified retrospective approach. While the Company is still finalizing its analysis to quantify the adoption impact of the provisions of the new standard, the Company does not expect it to have a material impact on its consolidated financial statements. As the Company continues its assessment of the impact of the new guidance on its various arrangements with customers and finalizes its evaluation of any changes to its accounting policies and disclosures, the Company may identify additional areas of impact as well as revise the results of its preliminary assessment. In January 2017, the FASB issued an update to the guidance to simplify the measurement of goodwill by eliminating the Step 2 impairment test. The update is effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, though early adoption is permitted. The Company is currently assessing the impact of this new guidance. In November 2016, the FASB issued an update to the guidance on statement of cash flows - restricted cash presentation. This standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively. Upon adoption, the Company will present its statement of cash flows in accordance with this updated guidance. In October 2016, the FASB issued an update to the guidance on income taxes. This new guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This new guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements have not been issued or made available for issuance. The Company is currently evaluating the adoption date and the impact, if any, adoption will have on its financial position and results of operations. In August 2016, the FASB issued new guidance on cash flow classification of certain cash receipts and cash payments. This new guidance is effective for fiscal years beginning after December 15, 2017, including interim periods during the annual period and require adoption on a retrospective basis unless it is impracticable to apply, in which case it would be required to apply the amendments prospectively as of the earliest date practicable. Early adoption is permitted. The Company will present its statement of cash flows in accordance with this guidance subsequent to adoption. In February 2016, the FASB issued updated guidance on leases which requires a lessee to recognize the assets and lease liabilities on the balance sheet for certain leases classified as operating leases under previous GAAP. This updated guidance is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. Although the Company is currently evaluating the impact this new guidance will have on its consolidated financial statements and related disclosures, the Company expects that most of its operating lease commitments will be subject to the new standard and will be recognized as operating lease liabilities and right-of-use assets upon adoption. In January 2016, the FASB issued updated guidance on Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments in this updated guidance are effective for annual and interim periods beginning after December 15, 2017. Early adoption is not permitted. The adoption of this updated guidance is not expected to have a material effect on the Company’s consolidated financial statements and related disclosures.

Business Combination

Business Combination	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Business Combination	2. Business Combination QLogic Corporation On August 16, 2016, pursuant to the terms of an Agreement and Plan of Merger dated June 15, 2016, by and among the Company, Quasar Acquisition Corp. (a wholly owned subsidiary of the Company) and QLogic (the “QLogic merger agreement”), the Company acquired all outstanding shares of common stock of QLogic (the “QLogic shares”) pursuant to an exchange offer for a total acquisition consideration of $1,379.5 million consisting of $938.9 million in cash and $440.6 million in equity, followed by a merger. The Company allocated the acquisition consideration to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The purchase price allocation presented below is preliminary, primarily with respect to tax contingency matters. The Company continues to reevaluate the items with any adjustments to its preliminary estimates being recognized as goodwill provided that it is within the measurement period (which will not exceed 12 months from the acquisition date). Any such revisions or changes to the preliminary purchase price allocation may be material. There was no change in the preliminary purchase price allocation during the three months ended March 31, 2017 from the amounts reported in the Company’s December 31, 2016 Annual Report on Form 10-K. The preliminary purchase price allocation is as follows (in thousands): Cash and cash equivalents $ 365,065 Marketable securities 375 Accounts receivable 65,576 Inventories 63,300 Prepaid expense and other current assets 8,274 Property and equipment 81,890 Intangible assets 721,700 Other assets 1,559 Goodwill 169,589 Accounts payable (41,776 ) Accrued expense and other current liabilities (21,884 ) Deferred revenue (603 ) Deferred tax liability (17,237 ) Other non-current liabilities (16,335 ) Total acquisition consideration $ 1,379,493 The valuation of identifiable intangible assets and their estimated useful lives are as follows: ​ Preliminary Estimated Asset Fair Value Weighted Average Useful Life (Years) (in thousands, except for useful life) Existing and core technology $ 578,400 6 In process research and development ("IPR&D") 78,900 n/a Customer relationships 51,100 10 Tradename and trademark 13,300 5 ​ $ 721,700 The IPR&D consists of two projects relating to the development of process technologies to manufacture next generation Fibre Channel and Ethernet products. The projects are estimated to be completed in fiscal years 2017 and 2019 for the related Ethernet and Fibre Channel products, respectively. The IPR&D are accounted for as an indefinite-lived intangible asset until the underlying projects are completed or abandoned. The IPR&D will not be amortized until the completion of the related products which is determined by when the underlying projects reached technological feasibility. Upon completion, the IPR&D will be amortized over its estimated useful life; useful lives for IPR&D are expected to range between 5 to 6 years. Goodwill recorded in the QLogic acquisition is not expected to be deductible for tax purposes. Supplemental Pro Forma Information The supplemental pro forma financial information presented below is for illustrative purposes only and is not necessarily indicative of the financial operations or results of operations that would have been realized if the acquisition had been completed on the date indicated, does not reflect synergies that might have been achieved, nor is it indicative of future operating results or financial position. The pro forma adjustments are based upon currently available information and certain assumptions the Company believe are reasonable under the circumstances. The following supplemental pro forma financial information summarizes the results of operations for the period presented, as if the acquisition was completed on January 1, 2015. The supplemental pro forma information reports actual operating results, adjusted to include the pro forma effect of certain fair value adjustments for acquired items, such as the amortization of identifiable intangible assets and depreciation of property and equipment. It also includes pro forma adjustments for share-based compensation expense related to replacement equity awards, interest expense on debt and amortization of deferred financing costs. The supplemental pro forma financial information for the periods presented is as follows (in thousands, except per share data): ​ Three Months Ended March 31, 2016 Pro forma net revenue $ 221,306 Pro forma net loss (13,032 ) Pro forma net loss per share, basic $ (0.20 ) Pro forma net loss per share, diluted (0.20 )

Net Loss Per Common Share

Net Loss Per Common Share	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Net Loss Per Common Share	3. 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: Three Months Ended March 31, 2017 2016 (in thousands) Options to purchase common stock 1,232 1,472 Restricted stock units 4,367 2,947

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value Measurements	4. Fair Value Measurements As of March 31, 2017 and December 31, 2016, 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 as Level 1, which approximated $13.9 million and $61.4 million as of March 31, 2017 and December 31, 2016, respectively. The carrying amount of the Company’s accounts receivable, accounts payable and accrued expenses and other current liabilities approximate fair value due to their short term maturities. There are no other financial assets and liabilities, except those disclosed in Note 10 of Notes to Condensed Consolidated Financial Statements that require Level 2 or Level 3 fair value hierarchy measurements and disclosures.

Balance Sheet Components

Balance Sheet Components	3 Months Ended
	Mar. 31, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Balance Sheet Components	5. Balance Sheet Components Inventories As of March 31, 2017 As of December 31, 2016 (in thousands) Work-in-process $ 67,333 $ 61,363 Finished goods 33,134 58,329 $ 100,467 $ 119,692 Property and equipment, net As of March 31, 2017 As of December 31, 2016 (in thousands) Test equipment and mask costs $ 150,449 $ 138,633 Software, design tools, computer and other equipment 92,641 87,648 Furniture, office equipment and leasehold improvements 15,660 12,927 Construction in progress 7,904 4,767 266,654 243,975 Less: accumulated depreciation and amortization (113,964 ) (93,113 ) $ 152,690 $ 150,862 Depreciation and amortization expense was $20.8 million and $9.0 million for the three months ended March 31, 2017 and 2016, respectively. The Company leases certain design tools under financing arrangements which are included in property and equipment. The total cost, net of accumulated amortization amounted to $44.7 million and $46.3 million at March 31, 2017 and December 31, 2016, respectively. Amortization expense related to assets recorded under financing arrangements was $4.3 million and $3.7 million for the three months ended March 31, 2017 and 2016, respectively. Accrued expenses and other current liabilities As of March 31, 2017 As of December 31, 2016 (in thousands) Accrued compensation and related benefits $ 20,111 $ 18,197 Deferred research and development costs 19,547 25,370 Other 15,046 21,400 $ 54,704 $ 64,967 Assets written-down The Company decided to rationalize certain product lines in March 2017. As a result, the Company wrote-down certain assets during the three months ended March 31, 2017 totaling $21.5 million which was recorded in the condensed consolidated statements of operations within cost of revenue of $20.5 million, research and development expense of $0.4 million and sales, general and administrative expense of $0.6 million. The assets written-down included inventories of $16.4 million, property and equipment of $4.5 million, and intangibles and other assets of $0.6 million.

Intangible Assets, Net

Intangible Assets, Net	3 Months Ended
	Mar. 31, 2017
Intangible Assets Net Excluding Goodwill [Abstract]
Intangible Assets, Net	6. Intangible Assets, Net As of March 31, 2017 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Existing and core technology - product $ 620,110 $ (101,961 ) $ 518,149 5.38 Technology licenses 137,215 (53,803 ) 83,412 4.46 Customer contracts and relationships 53,315 (5,409 ) 47,906 9.37 Trade name 15,596 (3,959 ) 11,637 4.38 Total amortizable intangible assets $ 826,236 $ (165,132 ) $ 661,104 4.94 IPR&D 78,900 - 78,900 Total intangible assets $ 905,136 $ (165,132 ) $ 740,004 As of December 31, 2016 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Existing and core technology - product $ 620,110 $ (78,017 ) $ 542,093 5.63 Technology licenses 130,676 (48,225 ) 82,451 4.68 Customer contracts and relationships 53,315 (4,161 ) 49,154 9.62 Trade name 15,596 (3,309 ) 12,287 4.63 Total amortizable intangible assets $ 819,697 $ (133,712 ) $ 685,985 5.18 IPR&D 78,900 - 78,900 Total intangible assets $ 898,597 $ (133,712 ) $ 764,885 Amortization expense was $31.4 million and $2.4 million for the three months ended March 31, 2017 and 2016, respectively. The following table presents the estimated future amortization expense of amortizable intangible assets as of March 31, 2017 (in thousands): 2017 $ 95,052 2018 125,289 2019 122,799 2020 117,875 2021 110,252 2022 and thereafter 89,837 $ 661,104

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2017
Stockholders Equity Note [Abstract]
Stockholders' Equity	7 . Stockholders’ Equity Equity Incentive Plans The following table summarizes the stock option activity for the three months ended March 31, 2017: Number of Options Outstanding Weighted Average Exercise Price Balance as of December 31, 2016 1,193,989 39.68 Options granted 145,099 65.80 Options exercised (102,677 ) 27.69 Options cancelled and forfeited (4,012 ) 8.60 Balance as of March 31, 2017 1,232,399 43.86 The estimated weighted-average grant date fair value of options granted for the three months ended March 31, 2017 and 2016 was $25.93 per share and $18.65 per share, respectively. The fair value of each option grant for the three months ended March 31, 2017 and 2016 were estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions below. Three Months Ended March 31, 2017 2016 Risk-free interest rate 1.89% 1.11% Expected life 5.31 years 4.96 years Dividend yield 0% 0% Volatility 40.84% 42.51% As of March 31, 2017, there was $7.3 million of unrecognized compensation costs related to stock options granted. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.99 years. The following table summarizes the restricted stock unit award, or RSU, activity for the three months ended March 31, 2017: Number of Shares Weighted- Average Grant Date Fair Value Per Share Balance as of December 31, 2016 4,119,319 51.98 Granted 882,295 65.41 Vested (596,833 ) 48.64 Cancelled and forfeited (38,111 ) 54.80 Balance as of March 31, 2017 4,366,670 55.13 Included in the RSU grants in the table above was one-year performance-based RSUs granted in February 2017. The Company determined that the fair value of these performance-based RSUs was $3.6 million. The Company recorded the related stock-based compensation expense based on its evaluation of the probability of achieving the milestones of all of the outstanding performance-based RSUs as of March 31, 2017. At each reporting period, the Company evaluates the probability of achieving the milestone of each of the outstanding performance-based RSUs and updates the recognition of related stock-based compensation expense. The Company also granted a three-year vesting market-based RSU in February 2017 with grant date fair value of $3.1 million. This market-based RSU will vest if: (i) during the performance period, the Company’s total stockholder return is equal to or greater than that of the industry index set by the Compensation Committee of the Board of Directors; and (ii) the recipient remains in continuous service with the Company through such vesting period. The fair value of the market-based RSU was determined by management 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 Company recorded the related stock-based compensation expense for the three months ended March 31, 2017 related to this grant. As of March 31, 2017, there was $215.9 million of unrecognized compensation costs related to RSUs granted. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.65 years. Stock-Based Compensation The following table presents the detail of stock-based compensation expense amounts included in the condensed consolidated statement of operations for each of the periods presented: Three 2017 2016 (in thousands) Cost of revenue $ 681 $ 183 Research and development 15,066 8,014 Sales, general and administrative 8,048 5,196 $ 23,795 $ 13,393 The total stock-based compensation cost capitalized as part of inventory as of March 31, 2017 and December 31, 2016 was not material.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	8. Income Taxes The quarterly provision for (benefit from) income taxes is based on applying the estimated annual effective tax rate to the year to date pre-tax income (loss), plus any discrete items. The Company updates its estimate of its annual effective tax rate at the end of each quarterly period. The estimate takes into account annual forecasted income (loss) before income taxes, the geographic mix of income (loss) before income taxes and any significant permanent tax items. The following table presents the provision for income taxes and the effective tax rates for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 (in thousands) Loss before income taxes $ (49,244 ) $ (3,558 ) Provision for income taxes 1,279 275 Effective tax rate (2.6 )% (7.7 )% The provision for income taxes for the three months ended March 31, 2017 and 2016 were primarily related to earnings in foreign jurisdictions. The difference between the provision for income taxes that would be derived by applying the statutory rate to the Company’s loss before income taxes and the provision for income taxes recorded for the three months ended March 31, 2017 and 2016 were primarily attributable to the difference in foreign tax rates and an increase in deferred tax liability related to the indefinite lived intangible assets. The Company’s net deferred tax assets relate predominantly to its United States tax jurisdiction. A full valuation allowance against the Company’s 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 on its federal and state deferred tax assets as of March 31, 2017 and December 31, 2016.

Segment and Geographic Informat

Segment and Geographic Information	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Segment and Geographic Information	9. Segment and Geographic Information The Company manages and operates as one reportable segment. The Company categorizes its net revenue in the following different markets: Three Months Ended March 31, 2017 2016 (in thousands) Enterprise, service provider, broadband and consumer markets $ 177,888 $ 78,211 Datacenter market 51,689 23,671 $ 229,577 $ 101,882 Revenues by geographic area are presented based upon the ship-to 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 revenues by geographic area are as follows: Three Months Ended March 31, 2017 2016 (in thousands) United States $ 65,907 $ 33,466 China 50,890 23,733 Finland 12,438 16,563 Other countries 100,342 28,120 Total $ 229,577 $ 101,882 The following table sets forth tangible long lived assets, which consist of property and equipment, net by geographic regions: As of March 31, 2017 As of December 31, 2016 (in thousands) United States $ 114,197 $ 115,328 All other countries 38,493 35,534 Total $ 152,690 $ 150,862

Debt

Debt	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debt	10. Debt On August 16, 2016, the Company entered into a Credit Agreement with JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent and collateral agent, the other agents party thereto and the lenders referred to therein (collectively, the “Lenders”). The Lenders provided (i) a $700.0 million six year term B loan facility (the “Initial Term B Loan Facility”) and (ii) a $50.0 million interim term loan facility (the “Interim Term Loan Facility”, (i) and (ii) together, the “Term Facility”) to finance the acquisition of QLogic and pay fees and expenses of such acquisition. The outstanding debt under the Term Facility are collateralized by a lien on substantially all of the Company’s assets. The Initial Term B Loan Facility will mature on August 16, 2022 and requires quarterly principal payments commencing on December 31, 2016 equal to 0.25% of the aggregate original principal amount, with the balance payable at maturity (in each case subject to adjustment for prepayments). In January 2017, the Company made payments totaling $86.0 million towards the outstanding principal balance of the Initial Term B Loan Facility and recorded $2.5 million of amortization of the debt financing costs associated with these principal payments. On March 20, 2017, the Company entered into an amendment to its Credit Agreement. The amendment provides for among other things, a reduction of the interest rate margin on the Company’s outstanding Initial Term B Loan Facility by 0.75% per annum, substantially all of which was treated as a debt modification. As such, the Company wrote-off an immaterial amount of the deferred financing costs associated with the extinguished portion of the debt and continues to amortize the remaining unamortized deferred financing costs over the remaining term of the Initial Term B Loan Facility. As of March 31, 2017 and December 31, 2016, the carrying value of the Term Facility approximates the fair value. The Company classified this under Level 2 fair value measurement hierarchy as the borrowings are not actively traded and have variable interest structure based upon market rates currently available to the Company for debt with similar terms and maturities. The following table summarizes the outstanding borrowings from the Initial Term B Loan Facility as of the periods presented: As of March 31, 2017 As of December 31, 2016 (in thousands) Principal outstanding $ 612,250 $ 698,250 Unamortized deferred financing costs (15,121 ) (18,971 ) Principal outstanding, net of unamortized deferred financing costs $ 597,129 $ 679,279 Current portion of long-term debt $ 3,249 $ 3,865 Long-term debt $ 593,880 $ 675,414 For the three months ended March 31, 2017, the Company recognized contractual interest expense and amortization of deferred financing costs of $5.9 million and $3.8 million, respectively. As of March 31, 2017, the Company is in compliance with the covenants specified in the Credit Agreement.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. 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 condensed consolidated financial position, condensed results of operations or condensed 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 2027. On January 31, 2017, the Company entered into a lease agreement to lease approximately 116,000 sq. ft. in a building located adjacent to the Company’s corporate headquarter in San Jose, California. The lease term is through July 2027 and the Company expects to occupy the building beginning October 2017. On March 24, 2017, the Company entered into an amendment to the lease agreement dated November 18, 2016 for a building located in Irvine, California to extend the lease term through October 2027. Rent expense incurred under operating leases was $4.3 million and $2.4 million for the three months ended March 31, 2017 and 2016 The Company also has non-cancellable software and maintenance commitments which are generally billed on a quarterly basis. These commitments are included in the operating leases. Minimum commitments under non-cancelable operating and capital lease agreements as of March 31, 2017 are as follows: Capital lease and technology license obligations Operating leases Total (in thousands) Remainder of 2017 $ 17,894 $ 12,391 $ 30,285 2018 19,307 17,420 36,727 2019 10,941 18,185 29,126 2020 - 17,868 17,868 2021 - 16,867 16,867 2022 thereafter - 51,805 51,805 $ 48,142 $ 134,536 $ 182,678 Less: Interest component (3.75% annual rate) 1,811 Present value of minimum lease payment 46,331 Current portion of the obligations $ 21,402 Long-term portion of obligations $ 24,929

Organization and Basis of Pre18

Organization and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Organization	Organization Cavium, Inc., (the “Company”), was incorporated in the state of California in November 2000 and was reincorporated in the state of Delaware in February 2007. The Company designs, develops and markets semiconductor processors that enable intelligent processing for wired and wireless infrastructure and cloud for networking, communications, storage and security applications. On August 16, 2016, the Company completed the acquisition of QLogic Corporation (“QLogic”). The QLogic products consist primarily of connectivity products including adapters and application-specific integrated circuits (ASICs) that facilitate the rapid transfer of data and enable efficient resource sharing between servers, networks and storage. The QLogic products are based primarily on Fibre Channel and Ethernet technologies and are used in conjunction with storage networks, data networks and converged networks. See Note 2 for further discussion regarding the Company’s acquisition of QLogic.
Basis of Presentation	Basis of Presentation The condensed consolidated financial statements include the accounts of Cavium, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America, or US GAAP, and pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC. Accordingly, they do not include all of the information and footnotes required by US GAAP for annual financial statements. For further information, these financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K (File No. 001-33435) for the year ended December 31, 2016 filed with the SEC on February 28, 2017. The condensed consolidated financial statements contain all normal recurring adjustments that, in the opinion of management, are necessary to state fairly the Company’s condensed consolidated financial position as of March 31, 2017, and the condensed consolidated results of its operations for the three months ended March 31, 2017 and 2016, and condensed consolidated statements of cash flows for the three months ended March 31, 2017 and 2016. The results of operations for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the full year. The condensed consolidated balance sheet as of December 31, 2016 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by US GAAP.
Significant Accounting Policies	Significant Accounting Policies The Company’s significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. There had been no changes to these accounting policies except for the recently adopted accounting guidance on stock-based compensation as discussed below.
Recently Adopted Accounting Standard	Recently Adopted Accounting Standard Effective January 1, 2017, the Company adopted the updated guidance on stock-based compensation issued by the Financial Accounting Standards Board, or FASB, in March 2016. Under the new guidance, all excess tax benefits and tax deficiencies will be recognized in the income statement as they occur. This replaced the previous guidance, which requires tax benefits that exceed compensation cost (windfalls) to be recognized in equity. It also eliminates the need to maintain a “windfall pool,” and removes the requirement to delay recognizing a windfall until it reduces current taxes payable. Upon adoption of this new guidance, in the first quarter of 2017, the Company recognized deferred tax assets of $101.7 million for the excess tax benefits that arose directly from tax deductions related to equity compensation greater than the amounts recognized for financial reporting and also recognized an increase of an equal amount in the valuation allowance against those deferred tax assets. Under the amended guidance, companies will be able to make an accounting policy election to either continue to estimate forfeitures or account for forfeitures as they occur. Upon adoption, the Company elected to account for forfeitures when they occur, on a modified retrospective basis. The new guidance also changed the cash flow presentation of excess tax benefits, classifying them as operating inflows, consistent with other cash flows related to income taxes. Further, following the adoption of this updated guidance, there will be additional dilutive effects in earnings per share calculations because there will no longer be excess tax benefits recognized in additional paid in capital. The adoption of this updated guidance did not have a material impact on the Company’s consolidated financial statements.
Update to Recently Issued Accounting Standards Not Yet Effective	Update to Recently Issued Accounting Standards Not Yet Effective The FASB issued accounting standard updates that create a single source of revenue guidance under U.S. GAAP for all companies, in all industries, effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. T he Company intends to adopt this standard effective January 1, 2018 using the modified retrospective approach. While the Company is still finalizing its analysis to quantify the adoption impact of the provisions of the new standard, the Company does not expect it to have a material impact on its consolidated financial statements. As the Company continues its assessment of the impact of the new guidance on its various arrangements with customers and finalizes its evaluation of any changes to its accounting policies and disclosures, the Company may identify additional areas of impact as well as revise the results of its preliminary assessment. In January 2017, the FASB issued an update to the guidance to simplify the measurement of goodwill by eliminating the Step 2 impairment test. The update is effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, though early adoption is permitted. The Company is currently assessing the impact of this new guidance. In November 2016, the FASB issued an update to the guidance on statement of cash flows - restricted cash presentation. This standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively. Upon adoption, the Company will present its statement of cash flows in accordance with this updated guidance. In October 2016, the FASB issued an update to the guidance on income taxes. This new guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. This new guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements have not been issued or made available for issuance. The Company is currently evaluating the adoption date and the impact, if any, adoption will have on its financial position and results of operations. In August 2016, the FASB issued new guidance on cash flow classification of certain cash receipts and cash payments. This new guidance is effective for fiscal years beginning after December 15, 2017, including interim periods during the annual period and require adoption on a retrospective basis unless it is impracticable to apply, in which case it would be required to apply the amendments prospectively as of the earliest date practicable. Early adoption is permitted. The Company will present its statement of cash flows in accordance with this guidance subsequent to adoption. In February 2016, the FASB issued updated guidance on leases which requires a lessee to recognize the assets and lease liabilities on the balance sheet for certain leases classified as operating leases under previous GAAP. This updated guidance is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. Although the Company is currently evaluating the impact this new guidance will have on its consolidated financial statements and related disclosures, the Company expects that most of its operating lease commitments will be subject to the new standard and will be recognized as operating lease liabilities and right-of-use assets upon adoption. In January 2016, the FASB issued updated guidance on Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments in this updated guidance are effective for annual and interim periods beginning after December 15, 2017. Early adoption is not permitted. The adoption of this updated guidance is not expected to have a material effect on the Company’s consolidated financial statements and related disclosures.

Business Combination (Tables)

Business Combination (Tables)	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Summary of Preliminary Purchase Price Allocation	The preliminary purchase price allocation is as follows (in thousands): Cash and cash equivalents $ 365,065 Marketable securities 375 Accounts receivable 65,576 Inventories 63,300 Prepaid expense and other current assets 8,274 Property and equipment 81,890 Intangible assets 721,700 Other assets 1,559 Goodwill 169,589 Accounts payable (41,776 ) Accrued expense and other current liabilities (21,884 ) Deferred revenue (603 ) Deferred tax liability (17,237 ) Other non-current liabilities (16,335 ) Total acquisition consideration $ 1,379,493
Valuation of Identifiable Intangible Assets and Estimated Useful Lives	The valuation of identifiable intangible assets and their estimated useful lives are as follows: ​ Preliminary Estimated Asset Fair Value Weighted Average Useful Life (Years) (in thousands, except for useful life) Existing and core technology $ 578,400 6 In process research and development ("IPR&D") 78,900 n/a Customer relationships 51,100 10 Tradename and trademark 13,300 5 ​ $ 721,700
Supplemental Pro forma Financial Information	The supplemental pro forma financial information for the periods presented is as follows (in thousands, except per share data): ​ Three Months Ended March 31, 2016 Pro forma net revenue $ 221,306 Pro forma net loss (13,032 ) Pro forma net loss per share, basic $ (0.20 ) Pro forma net loss per share, diluted (0.20 )

Net Loss Per Common Share (Tabl

Net Loss Per Common Share (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
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: Three Months Ended March 31, 2017 2016 (in thousands) Options to purchase common stock 1,232 1,472 Restricted stock units 4,367 2,947

Balance Sheet Components (Table

Balance Sheet Components (Tables)	3 Months Ended
	Mar. 31, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Inventories	Inventories As of March 31, 2017 As of December 31, 2016 (in thousands) Work-in-process $ 67,333 $ 61,363 Finished goods 33,134 58,329 $ 100,467 $ 119,692
Property and Equipment, Net	Property and equipment, net As of March 31, 2017 As of December 31, 2016 (in thousands) Test equipment and mask costs $ 150,449 $ 138,633 Software, design tools, computer and other equipment 92,641 87,648 Furniture, office equipment and leasehold improvements 15,660 12,927 Construction in progress 7,904 4,767 266,654 243,975 Less: accumulated depreciation and amortization (113,964 ) (93,113 ) $ 152,690 $ 150,862
Accrued Expenses And Other Current Liabilities	Accrued expenses and other current liabilities As of March 31, 2017 As of December 31, 2016 (in thousands) Accrued compensation and related benefits $ 20,111 $ 18,197 Deferred research and development costs 19,547 25,370 Other 15,046 21,400 $ 54,704 $ 64,967

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	3 Months Ended
	Mar. 31, 2017
Intangible Assets Net Excluding Goodwill [Abstract]
Intangible Assets, Net	As of March 31, 2017 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Existing and core technology - product $ 620,110 $ (101,961 ) $ 518,149 5.38 Technology licenses 137,215 (53,803 ) 83,412 4.46 Customer contracts and relationships 53,315 (5,409 ) 47,906 9.37 Trade name 15,596 (3,959 ) 11,637 4.38 Total amortizable intangible assets $ 826,236 $ (165,132 ) $ 661,104 4.94 IPR&D 78,900 - 78,900 Total intangible assets $ 905,136 $ (165,132 ) $ 740,004 As of December 31, 2016 Gross Accumulated Amortization Net Weighted average remaining amortization period (years) (in thousands) Existing and core technology - product $ 620,110 $ (78,017 ) $ 542,093 5.63 Technology licenses 130,676 (48,225 ) 82,451 4.68 Customer contracts and relationships 53,315 (4,161 ) 49,154 9.62 Trade name 15,596 (3,309 ) 12,287 4.63 Total amortizable intangible assets $ 819,697 $ (133,712 ) $ 685,985 5.18 IPR&D 78,900 - 78,900 Total intangible assets $ 898,597 $ (133,712 ) $ 764,885
Estimated Future Amortization Expense From Amortizable Intangible Assets	The following table presents the estimated future amortization expense of amortizable intangible assets as of March 31, 2017 (in thousands): 2017 $ 95,052 2018 125,289 2019 122,799 2020 117,875 2021 110,252 2022 and thereafter 89,837 $ 661,104

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2017
Stockholders Equity Note [Abstract]
Summary of Stock Options Activity	The following table summarizes the stock option activity for the three months ended March 31, 2017: Number of Options Outstanding Weighted Average Exercise Price Balance as of December 31, 2016 1,193,989 39.68 Options granted 145,099 65.80 Options exercised (102,677 ) 27.69 Options cancelled and forfeited (4,012 ) 8.60 Balance as of March 31, 2017 1,232,399 43.86
Assumptions Of Fair Value Of Employee Option Grant Using Black-Scholes Option - Pricing Model	The fair value of each option grant for the three months ended March 31, 2017 and 2016 were estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions below. Three Months Ended March 31, 2017 2016 Risk-free interest rate 1.89% 1.11% Expected life 5.31 years 4.96 years Dividend yield 0% 0% Volatility 40.84% 42.51%
Summary of Restricted Stock Unit Award or RSU Activity	The following table summarizes the restricted stock unit award, or RSU, activity for the three months ended March 31, 2017: Number of Shares Weighted- Average Grant Date Fair Value Per Share Balance as of December 31, 2016 4,119,319 51.98 Granted 882,295 65.41 Vested (596,833 ) 48.64 Cancelled and forfeited (38,111 ) 54.80 Balance as of March 31, 2017 4,366,670 55.13
Detail of Stock-Based Compensation Expense	The following table presents the detail of stock-based compensation expense amounts included in the condensed consolidated statement of operations for each of the periods presented: Three 2017 2016 (in thousands) Cost of revenue $ 681 $ 183 Research and development 15,066 8,014 Sales, general and administrative 8,048 5,196 $ 23,795 $ 13,393

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Provision for (Benefit from) Income Taxes and Effective Tax Rates	The following table presents the provision for income taxes and the effective tax rates for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 (in thousands) Loss before income taxes $ (49,244 ) $ (3,558 ) Provision for income taxes 1,279 275 Effective tax rate (2.6 )% (7.7 )%

Segment and Geographic Inform25

Segment and Geographic Information (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Net Revenue in Two Different Markets	The Company categorizes its net revenue in the following different markets: Three Months Ended March 31, 2017 2016 (in thousands) Enterprise, service provider, broadband and consumer markets $ 177,888 $ 78,211 Datacenter market 51,689 23,671 $ 229,577 $ 101,882
Net Revenues by Geographic Area	Net revenues by geographic area are as follows: Three Months Ended March 31, 2017 2016 (in thousands) United States $ 65,907 $ 33,466 China 50,890 23,733 Finland 12,438 16,563 Other countries 100,342 28,120 Total $ 229,577 $ 101,882
Tangible Long Lived Assets	The following table sets forth tangible long lived assets, which consist of property and equipment, net by geographic regions: As of March 31, 2017 As of December 31, 2016 (in thousands) United States $ 114,197 $ 115,328 All other countries 38,493 35,534 Total $ 152,690 $ 150,862

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Summary of Outstanding Borrowings from Initial Term B Loan Facility	The following table summarizes the outstanding borrowings from the Initial Term B Loan Facility as of the periods presented: As of March 31, 2017 As of December 31, 2016 (in thousands) Principal outstanding $ 612,250 $ 698,250 Unamortized deferred financing costs (15,121 ) (18,971 ) Principal outstanding, net of unamortized deferred financing costs $ 597,129 $ 679,279 Current portion of long-term debt $ 3,249 $ 3,865 Long-term debt $ 593,880 $ 675,414

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2017
Commitments And Contingencies Disclosure [Abstract]
Minimum Commitments Under Non-Cancelable Operating and Capital Lease Agreements	Minimum commitments under non-cancelable operating and capital lease agreements as of March 31, 2017 are as follows: Capital lease and technology license obligations Operating leases Total (in thousands) Remainder of 2017 $ 17,894 $ 12,391 $ 30,285 2018 19,307 17,420 36,727 2019 10,941 18,185 29,126 2020 - 17,868 17,868 2021 - 16,867 16,867 2022 thereafter - 51,805 51,805 $ 48,142 $ 134,536 $ 182,678 Less: Interest component (3.75% annual rate) 1,811 Present value of minimum lease payment 46,331 Current portion of the obligations $ 21,402 Long-term portion of obligations $ 24,929

Organization and Basis of Pre28

Organization and Basis of Presentation (Narrative) (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2017USD ($)
Accounting Standards Update 2016-09
Organization And Basis Of Presentation [Line Items]
Excess tax benefit from share based compensation	$ 101.7
QLogic Corporation
Organization And Basis Of Presentation [Line Items]
Business combination completion date	Aug. 16, 2016

Business Combination (Narrative

Business Combination (Narrative) (Detail) - QLogic Corporation $ in Millions	Aug. 16, 2016USD ($)Project	Mar. 31, 2017
Business Acquisition [Line Items]
Business combination agreement date		Jun. 15, 2016
Total acquisition consideration	$ 1,379.5
Cash consideration	938.9
Equity consideration	$ 440.6
Number of IPR&D projects acquired | Project	2
Fibre Channel Products
Business Acquisition [Line Items]
IPR&D projects estimated to be completed, fiscal year	2,019
Ethernet Products
Business Acquisition [Line Items]
IPR&D projects estimated to be completed, fiscal year	2,017
Minimum | IPR&D
Business Acquisition [Line Items]
Estimated useful life (years) upon completion of IPR&D projects	5 years
Maximum | IPR&D
Business Acquisition [Line Items]
Estimated useful life (years) upon completion of IPR&D projects	6 years

Business Combination (Summary o

Business Combination (Summary of Preliminary Purchase Price Allocation) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Aug. 16, 2016
Business Acquisition [Line Items]
Goodwill	$ 241,067	$ 241,067
QLogic Corporation
Business Acquisition [Line Items]
Cash and cash equivalents			$ 365,065
Marketable securities			375
Accounts receivable			65,576
Inventories			63,300
Prepaid expense and other current assets			8,274
Property and equipment			81,890
Intangible assets			721,700
Other assets			1,559
Goodwill			169,589
Accounts payable			(41,776)
Accrued expense and other current liabilities			(21,884)
Deferred revenue			(603)
Deferred tax liability			(17,237)
Other non-current liabilities			(16,335)
Total acquisition consideration			$ 1,379,493

Business Combination (Valuation

Business Combination (Valuation of Identifiable Intangible Assets and Estimated Useful Lives) (Detail) - QLogic Corporation $ in Thousands	Aug. 16, 2016USD ($)
Finite And Indefinite Lived Intangible Assets Acquired Through Business Combination [Line Items]
Preliminary Estimated Asset Fair Value	$ 721,700
Existing and Core Technology
Finite And Indefinite Lived Intangible Assets Acquired Through Business Combination [Line Items]
Preliminary Estimated Asset Fair Value	$ 578,400
Weighted Average Useful Life (Years)	6 years
Customer Relationships
Finite And Indefinite Lived Intangible Assets Acquired Through Business Combination [Line Items]
Preliminary Estimated Asset Fair Value	$ 51,100
Weighted Average Useful Life (Years)	10 years
Tradename and Trademark
Finite And Indefinite Lived Intangible Assets Acquired Through Business Combination [Line Items]
Preliminary Estimated Asset Fair Value	$ 13,300
Weighted Average Useful Life (Years)	5 years
In Process Research and Development ("IPR&D")
Finite And Indefinite Lived Intangible Assets Acquired Through Business Combination [Line Items]
Preliminary Estimated Asset Fair Value	$ 78,900

Business Combination (Supplemen

Business Combination (Supplemental Pro forma Financial Information) (Detail) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)$ / shares
Business Acquisition Pro Forma Information [Abstract]
Pro forma net revenue | $	$ 221,306
Pro forma net loss | $	$ (13,032)
Pro forma net loss per share, basic | $ / shares	$ (0.20)
Pro forma net loss per share, diluted | $ / shares	$ (0.20)

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	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
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	1,232	1,472
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	4,367	2,947

Fair Value Measurements (Narrat

Fair Value Measurements (Narrative) (Detail) - USD ($) $ in Millions	Mar. 31, 2017	Dec. 31, 2016
Money Market Funds | Fair Value, Inputs, Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	$ 13.9	$ 61.4

Balance Sheet Components (Inven

Balance Sheet Components (Inventories) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Inventory Net [Abstract]
Work-in-process	$ 67,333	$ 61,363
Finished goods	33,134	58,329
Inventories	$ 100,467	$ 119,692

Balance Sheet Components (Prope

Balance Sheet Components (Property and Equipment, Net) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 266,654	$ 243,975
Less: accumulated depreciation and amortization	(113,964)	(93,113)
Property and equipment, net	152,690	150,862
Test Equipment and Mask Costs
Property Plant And Equipment [Line Items]
Property and equipment, gross	150,449	138,633
Software, Design Tools, Computer and Other Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	92,641	87,648
Furniture, Office Equipment and Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	15,660	12,927
Construction in Progress
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 7,904	$ 4,767

Balance Sheet Components (Narra

Balance Sheet Components (Narrative) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Property Plant And Equipment [Line Items]
Depreciation and amortization expense	$ 20,800	$ 9,000
Assets written-down	21,500
Inventories written-down	16,428
Property and equipment written-down	4,500
Intangibles and other assets written-down	600
Cost of revenue
Property Plant And Equipment [Line Items]
Assets written-down	20,500
Research and development
Property Plant And Equipment [Line Items]
Assets written-down	400
Sales, general and administrative
Property Plant And Equipment [Line Items]
Assets written-down	600
Property and Equipment Under Financing Arrangements
Property Plant And Equipment [Line Items]
Leases under financing arrangements	44,700		$ 46,300
Amortization expense related to assets under financing arrangements	$ 4,300	$ 3,700

Balance Sheet Components (Accru

Balance Sheet Components (Accrued Expenses and Other Current Liabilities) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accrued compensation and related benefits	$ 20,111	$ 18,197
Deferred research and development costs	19,547	25,370
Other	15,046	21,400
Accrued expenses and other current liabilities	$ 54,704	$ 64,967

Intangible Assets, Net (Intangi

Intangible Assets, Net (Intangible Assets, Net) (Detail) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross	$ 826,236	$ 819,697
Finite-lived intangible assets, Accumulated Amortization	(165,132)	(133,712)
Finite-lived intangible assets, Net	$ 661,104	$ 685,985
Weighted average remaining amortization period (years)	4 years 11 months 9 days	5 years 2 months 5 days
Intangible assets, Gross	$ 905,136	$ 898,597
Intangible assets, Net	740,004	764,885
IPR&D
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	78,900	78,900
Existing and core technology - product
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross	620,110	620,110
Finite-lived intangible assets, Accumulated Amortization	(101,961)	(78,017)
Finite-lived intangible assets, Net	$ 518,149	$ 542,093
Weighted average remaining amortization period (years)	5 years 4 months 17 days	5 years 7 months 17 days
Technology licenses
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross	$ 137,215	$ 130,676
Finite-lived intangible assets, Accumulated Amortization	(53,803)	(48,225)
Finite-lived intangible assets, Net	$ 83,412	$ 82,451
Weighted average remaining amortization period (years)	4 years 5 months 16 days	4 years 8 months 5 days
Customer contracts and relationships
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross	$ 53,315	$ 53,315
Finite-lived intangible assets, Accumulated Amortization	(5,409)	(4,161)
Finite-lived intangible assets, Net	$ 47,906	$ 49,154
Weighted average remaining amortization period (years)	9 years 4 months 13 days	9 years 7 months 13 days
Trade name
Finite Lived And Indefinite Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross	$ 15,596	$ 15,596
Finite-lived intangible assets, Accumulated Amortization	(3,959)	(3,309)
Finite-lived intangible assets, Net	$ 11,637	$ 12,287
Weighted average remaining amortization period (years)	4 years 4 months 17 days	4 years 7 months 17 days

Intangible Assets, Net (Narrati

Intangible Assets, Net (Narrative) (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Intangible Assets Net Excluding Goodwill [Abstract]
Amortization expense	$ 31.4	$ 2.4

Intangible Assets, Net (Estimat

Intangible Assets, Net (Estimated Future Amortization Expense from Amortizable Intangible Assets) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Intangible Assets Net Excluding Goodwill [Abstract]
2,017	$ 95,052
2,018	125,289
2,019	122,799
2,020	117,875
2,021	110,252
2022 and thereafter	89,837
Finite-lived intangible assets, Net	$ 661,104	$ 685,985

Stockholders' Equity (Summary o

Stockholders' Equity (Summary of Stock Option Activity) (Detail)	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of Options Outstanding, Beginning balance | shares	1,193,989
Number of Options Outstanding, Options granted | shares	145,099
Number of Options Outstanding, Options exercised | shares	(102,677)
Number of Options Outstanding, Options cancelled and forfeited | shares	(4,012)
Number of Options Outstanding, Ending balance | shares	1,232,399
Weighted Average Exercise Price, Beginning balance | $ / shares	$ 39.68
Weighted Average Exercise Price, Options granted | $ / shares	65.80
Weighted Average Exercise Price, Options exercised | $ / shares	27.69
Weighted Average Exercise Price, Options cancelled and forfeited | $ / shares	8.60
Weighted Average Exercise Price, Ending balance | $ / shares	$ 43.86

Stockholders' Equity (Narrative

Stockholders' Equity (Narrative) (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Employee Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Estimated weighted-average grant date fair value of options granted	$ 25.93	$ 18.65
Unrecognized compensation cost	$ 7.3
Unrecognized compensation cost expected to be recognized over weighted average period (in years)	2 years 11 months 27 days
Restricted Stock Units (RSUs)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost	$ 215.9
Unrecognized compensation cost expected to be recognized over weighted average period (in years)	2 years 7 months 24 days
Restricted Stock Units (RSUs) | One-Year Performance Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSU's granted	$ 3.6
Compensation expense vesting period (in years)	1 year
Market-Performance Based RSU's | Three-Year Performance
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSU's granted	$ 3.1
Compensation expense vesting period (in years)	3 years

Stockholders' Equity (Assumptio

Stockholders' Equity (Assumptions of Fair Value of Employee Option Grant Using Black-Scholes Option Pricing Model) (Detail)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Risk-free interest rate	1.89%	1.11%
Expected life	5 years 3 months 22 days	4 years 11 months 16 days
Dividend yield	0.00%	0.00%
Volatility	40.84%	42.51%

Stockholders' Equity (Summary45

Stockholders' Equity (Summary of Restricted Stock Unit Award or RSU Activity) (Detail)	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of Shares, Beginning balance | shares	4,119,319
Number of Shares, Granted | shares	882,295
Number of Shares, Vested | shares	(596,833)
Number of Shares, Cancelled and forfeited | shares	(38,111)
Number of Shares, Ending balance | shares	4,366,670
Weighted-Average Grant Date Fair Value Per Share, Beginning balance | $ / shares	$ 51.98
Weighted-Average Grant Date Fair Value Per Share, Granted | $ / shares	65.41
Weighted-Average Grant Date Fair Value Per Share, Vested | $ / shares	48.64
Weighted-Average Grant Date Fair Value Per Share, Cancelled and forfeited | $ / shares	54.80
Weighted-Average Grant Date Fair Value Per Share, Ending balance | $ / shares	$ 55.13

Stockholders' Equity (Detail of

Stockholders' Equity (Detail of Stock-Based Compensation Expense) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 23,795	$ 13,393
Cost of revenue
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	681	183
Research and development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	15,066	8,014
Sales, general and administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 8,048	$ 5,196

Income Taxes (Provision for (Be

Income Taxes (Provision for (Benefit from) Income Taxes and Effective Tax Rates) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Loss before income taxes	$ (49,244)	$ (3,558)
Provision for income taxes	$ 1,279	$ 275
Effective tax rate	(2.60%)	(7.70%)

Segment and Geographic Inform48

Segment and Geographic Information - (Narrative) (Detail)	3 Months Ended
	Mar. 31, 2017Segment
Segment Reporting [Abstract]
Number of operating segments	1

Segment and Geographic Inform49

Segment and Geographic Information (Net Revenue in Two Different Markets) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Segment Reporting Information [Line Items]
Net revenue	$ 229,577	$ 101,882
Enterprise, Service Provider, Broadband and Consumer Markets
Segment Reporting Information [Line Items]
Net revenue	177,888	78,211
Datacenter Market
Segment Reporting Information [Line Items]
Net revenue	$ 51,689	$ 23,671

Segment and Geographic Inform50

Segment and Geographic Information (Net Revenues by Geographic Area) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Segment Reporting Information [Line Items]
Net revenues	$ 229,577	$ 101,882
United States
Segment Reporting Information [Line Items]
Net revenues	65,907	33,466
China
Segment Reporting Information [Line Items]
Net revenues	50,890	23,733
Finland
Segment Reporting Information [Line Items]
Net revenues	12,438	16,563
Other Countries
Segment Reporting Information [Line Items]
Net revenues	$ 100,342	$ 28,120

Segment and Geographic Inform51

Segment and Geographic Information (Tangible Long Lived Assets) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Segment Reporting Information [Line Items]
Property and equipment, net	$ 152,690	$ 150,862
United States
Segment Reporting Information [Line Items]
Property and equipment, net	114,197	115,328
All Other Countries
Segment Reporting Information [Line Items]
Property and equipment, net	$ 38,493	$ 35,534

Debt (Narrative) (Detail)

Debt (Narrative) (Detail) - USD ($) $ in Thousands	Mar. 20, 2017	Jan. 31, 2017	Mar. 31, 2017	Dec. 31, 2016	Aug. 16, 2016
Debt Instrument [Line Items]
Amortization of deferred debt financing costs			$ 3,849
Debt instrument, covenant compliance			As of March 31, 2017, the Company is in compliance with the covenants specified in the Credit Agreement.
Initial Term B Loan Facility
Debt Instrument [Line Items]
Term of loan facility			6 years
Outstanding debt under term facility			$ 612,250	$ 698,250
Convertible notes receivable maturity date			Aug. 16, 2022
Principal payment commencing date			Dec. 31, 2016
The minimum percentage quarterly principal payments			0.25%
Debt instrument, frequency of principal payment			Quarterly
Debt instrument, payment of outstanding principal balance		$ 86,000
Amortization of deferred debt financing costs		$ 2,500
Debt instrument, reduction of interest on margin rate	0.75%
Term Facility
Debt Instrument [Line Items]
Amortization of deferred debt financing costs			$ 3,800
Contractual interest expense			$ 5,900
JPMorgan Chase Bank, N.A.
Debt Instrument [Line Items]
Line of Credit Facility, initiation date			Aug. 16, 2016
JPMorgan Chase Bank, N.A. | Initial Term B Loan Facility
Debt Instrument [Line Items]
Outstanding debt under term facility					$ 700,000
JPMorgan Chase Bank, N.A. | Interim Term Loan Facility
Debt Instrument [Line Items]
Outstanding debt under term facility					$ 50,000

Debt (Summary of Outstanding Bo

Debt (Summary of Outstanding Borrowings from Initial Term B Loan Facility) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Current portion of long-term debt	$ 3,249	$ 3,865
Long-term debt	593,880	675,414
Initial Term B Loan Facility
Debt Instrument [Line Items]
Principal outstanding	612,250	698,250
Unamortized deferred financing costs	(15,121)	(18,971)
Principal outstanding, net of unamortized deferred financing costs	597,129	679,279
Current portion of long-term debt	3,249	3,865
Long-term debt	$ 593,880	$ 675,414

Commitments and Contingencies54

Commitments and Contingencies (Narrative) (Detail) $ in Millions	Mar. 24, 2017	Jan. 31, 2017ft²	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)
Disclosure Commitments And Contingencies Narrative Detail [Line Items]
Lease expiration period			Oct. 31, 2027
Operating leases, rent expense | $			$ 4.3	$ 2.4
San Jose, California
Disclosure Commitments And Contingencies Narrative Detail [Line Items]
Lease expiration period		Jul. 31, 2027
Leased area | ft²		116,000
Lease agreement commencement date		Oct. 31, 2017
Irvine, California
Disclosure Commitments And Contingencies Narrative Detail [Line Items]
Lease expiration period	Oct. 31, 2027
Lease agreement commencement date	Nov. 18, 2016

Commitments and Contingencies55

Commitments and Contingencies (Minimum Commitments Under Non-Cancelable Operating and Capital Lease Agreements) (Detail) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Total capital lease, technology license and operating lease obligations
Current portion of the obligations	$ 21,402	$ 25,535
Long-term portion of obligations	24,929	$ 27,878
Remainder of 2017	30,285
2,018	36,727
2,019	29,126
2,020	17,868
2,021	16,867
2022 thereafter	51,805
Total	182,678
Capital Lease and Technology License Obligations
Total capital lease, technology license and operating lease obligations
Remainder of 2017	17,894
2,018	19,307
2,019	10,941
Total	48,142
Less: Interest component (3.75% annual rate)	1,811
Present value of minimum lease payment	46,331
Operating Leases
Total capital lease, technology license and operating lease obligations
Remainder of 2017	12,391
2,018	17,420
2,019	18,185
2,020	17,868
2,021	16,867
2022 thereafter	51,805
Total	$ 134,536

Commitments and Contingencies56

Commitments and Contingencies (Minimum Commitments Under Non-Cancelable Operating and Capital Lease Agreements) (Parenthetical) (Detail)	3 Months Ended
	Mar. 31, 2017
Capital Lease and Technology License Obligations
Total capital lease, technology license and operating lease obligations
Interest rate	3.75%