Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Sep. 28, 2018 | Nov. 09, 2018 | Mar. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 28, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | MACOM Technology Solutions Holdings, Inc. | ||
Entity Central Index Key | 1,493,594 | ||
Current Fiscal Year End Date | --09-28 | ||
Entity Well-known Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Share Outstanding | 65,192,357 | ||
Entity Public Float | $ 0.7 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 94,676 | $ 130,104 |
Short-term investments | 98,221 | 84,121 |
Accounts receivable (less allowances of $6,795 and $9,410, respectively) | 97,375 | 136,096 |
Inventories | 122,837 | 136,074 |
Income tax receivable | 17,601 | 18,493 |
Assets held for sale | 4,840 | 35,571 |
Prepaid and other current assets | 23,311 | 22,438 |
Total current assets | 458,861 | 562,897 |
Property, plant and equipment, net | 149,923 | 131,019 |
Goodwill | 314,076 | 313,765 |
Intangible assets, net | 512,785 | 621,092 |
Deferred income taxes | 2,272 | 948 |
Other investments | 31,094 | 0 |
Other long-term assets | 13,484 | 7,402 |
Total assets | 1,482,495 | 1,637,123 |
Current liabilities: | ||
Current portion of lease payable | 467 | 815 |
Current portion long-term debt | 6,885 | 6,885 |
Accounts payable | 41,951 | 47,038 |
Accrued liabilities | 49,945 | 58,243 |
Liabilities held for sale | 0 | 2,144 |
Deferred revenue | 7,757 | 1,994 |
Total current liabilities | 107,005 | 117,119 |
Lease payable, less current portion | 29,023 | 17,275 |
Long-term debt, less current portion | 658,372 | 661,471 |
Warrant liability | 13,129 | 40,775 |
Other long-term liabilities | 5,902 | 7,937 |
Deferred income taxes | 389 | 15,172 |
Total liabilities | 813,820 | 859,749 |
Stockholders' equity: | ||
Preferred stock, $0.001 par value, 10,000 shares authorized, no shares issued | 0 | 0 |
Common stock, $0.001 par value, 300,000 shares authorized; 65,202 and 64,279 shares issued and 65,179 and 64,256 shares outstanding as of September 28, 2018 and September 29, 2017, respectively, of which 6 and 0 shares, respectively, are subject to forfeiture | 65 | 64 |
Treasury Stock, at cost, 23 shares as of both September 28, 2018 and September 29, 2017 | (330) | (330) |
Accumulated other comprehensive income | 2,188 | 2,977 |
Additional paid-in capital | 1,074,728 | 1,041,644 |
Accumulated deficit | (407,976) | (266,981) |
Total stockholders' equity | 668,675 | 777,374 |
Total liabilities and stockholders' equity | $ 1,482,495 | $ 1,637,123 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 6,795 | $ 9,410 |
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 65,202,000 | 64,279,000 |
Common stock, outstanding (in shares) | 65,179,000 | 64,256,000 |
Common stock, subject to forfeiture (in shares) | 6,100 | 200 |
Treasury stock (in shares) | 23,000 | 23,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | |||
Revenue | $ 570,398 | $ 698,772 | $ 544,338 |
Cost of revenue | 324,692 | 371,888 | 262,729 |
Gross profit | 245,706 | 326,884 | 281,609 |
Operating expenses: | |||
Research and development | 177,713 | 147,986 | 107,698 |
Selling, general and administrative | 161,673 | 187,886 | 145,433 |
Impairment charges | 6,575 | 4,352 | 11,765 |
Restructuring charges | 6,265 | 2,744 | 3,465 |
Total operating expenses | 352,226 | 342,968 | 268,361 |
(Loss) income from operations | (106,520) | (16,084) | 13,248 |
Other (expense) income: | |||
Warrant liability gain (expense) | 27,646 | (2,522) | (16,431) |
Interest expense, net | (31,338) | (28,855) | (18,427) |
Other (expense) income | (45,023) | (2,044) | 39 |
Total other expense, net | (48,715) | (33,421) | (34,819) |
Loss before income taxes | (155,235) | (49,505) | (21,571) |
Income tax (benefit) expense | (21,473) | 100,911 | (17,983) |
Loss from continuing operations | (133,762) | (150,416) | (3,588) |
(Loss) income from discontinued operations | (6,215) | (19,077) | 5,022 |
Net (loss) income | $ (139,977) | $ (169,493) | $ 1,434 |
Basic (loss) income per share: | |||
Income (loss) from continuing operations (in USD per share) | $ (2.07) | $ (2.48) | $ (0.07) |
Income (loss) from discontinued operations (in USD per share) | (0.10) | (0.31) | 0.09 |
(Loss) income per share-basic (in USD per share) | (2.16) | (2.79) | 0.03 |
Diluted (loss) income per share: | |||
Income (loss) from continuing operations (in USD per share) | (2.47) | (2.48) | (0.07) |
(Loss) income from discontinued operations (in USD per share) | (0.10) | (0.31) | 0.09 |
(Loss) income per share-diluted (in USD per share) | $ (2.57) | $ (2.79) | $ 0.03 |
Shares used: | |||
Basic (in shares) | 64,741 | 60,704 | 53,364 |
Diluted (in shares) | 65,311 | 60,704 | 53,364 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (139,977) | $ (169,493) | $ 1,434 |
Unrealized loss on short-term investments, net of tax | (287) | (63) | (2) |
Foreign currency translation (loss) gain, net of tax | (502) | (5,999) | 11,320 |
Other comprehensive (loss) income, net of tax | (789) | (6,062) | 11,318 |
Total comprehensive (loss) income | $ (140,766) | $ (175,555) | $ 12,752 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Additional Paid-In Capital | Accumulated Deficit |
Beginning balance at Oct. 02, 2015 | $ 424,533 | $ 53 | $ (330) | $ (2,279) | $ 526,011 | $ (98,922) |
Balance (in shares) at Oct. 02, 2015 | 52,958 | |||||
Treasury stock (in shares) at Oct. 02, 2015 | (23) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock option exercises | 1,253 | 1,253 | ||||
Stock option exercise (in shares) | 130 | |||||
Vesting of restricted common stock and units | 1 | $ 1 | ||||
Vesting of restricted common stock and units (in shares) | 750 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 4,207 | 4,207 | ||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 154 | |||||
Shares repurchased for tax withholdings on restricted stock awards | (9,995) | $ 0 | (9,995) | |||
Shares repurchased for tax withholdings on restricted stock awards (in shares) | (283) | |||||
Share-based compensation | 26,954 | 26,954 | ||||
Excess tax benefits | 3,079 | 3,079 | ||||
Other comprehensive income, net of tax | 11,318 | 11,318 | ||||
Net (loss) income | 1,434 | 1,434 | ||||
Ending balance at Sep. 30, 2016 | 462,784 | $ 54 | $ (330) | 9,039 | 551,509 | (97,488) |
Balance (in shares) at Sep. 30, 2016 | 53,709 | |||||
Treasury stock (in shares) at Sep. 30, 2016 | (23) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock option exercises | 3,117 | 3,117 | ||||
Stock option exercise (in shares) | 234 | |||||
Vesting of restricted common stock and units | 0 | $ 0 | ||||
Vesting of restricted common stock and units (in shares) | 984 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 5,164 | 5,164 | ||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 145 | |||||
Shares repurchased for tax withholdings on restricted stock awards | (18,534) | (18,534) | ||||
Shares repurchased for tax withholdings on restricted stock awards (in shares) | (382) | |||||
Share-based compensation | 36,335 | 36,335 | ||||
Stock Issued During Period, Value, Acquisitions | 465,082 | $ 10 | 465,072 | |||
Equity issuance costs | (1,019) | (1,019) | ||||
Stock Issued During Period, Shares, Acquisitions | 9,589 | |||||
Other comprehensive income, net of tax | (6,062) | (6,062) | ||||
Net (loss) income | (169,493) | (169,493) | ||||
Ending balance at Sep. 29, 2017 | $ 777,374 | $ 64 | $ (330) | 2,977 | 1,041,644 | (266,981) |
Balance (in shares) at Sep. 29, 2017 | 64,279 | |||||
Treasury stock (in shares) at Sep. 29, 2017 | 23 | (23) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock option exercises | $ 76 | $ 0 | 76 | |||
Stock option exercise (in shares) | 27 | 27 | ||||
Vesting of restricted common stock and units | $ 1 | $ 1 | ||||
Vesting of restricted common stock and units (in shares) | 906 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 6,881 | 6,881 | ||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 306 | |||||
Shares repurchased for tax withholdings on restricted stock awards | (6,828) | $ 0 | (6,828) | |||
Shares repurchased for tax withholdings on restricted stock awards (in shares) | (316) | |||||
Share-based compensation | 31,937 | 31,937 | ||||
Other comprehensive income, net of tax | (789) | (789) | ||||
Net (loss) income | (139,977) | (139,977) | ||||
Ending balance at Sep. 28, 2018 | $ 668,675 | $ 65 | $ (330) | $ 2,188 | 1,074,728 | (407,976) |
Balance (in shares) at Sep. 28, 2018 | 65,202 | |||||
Treasury stock (in shares) at Sep. 28, 2018 | 23 | (23) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 0 | $ 1,018 | $ (1,018) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net (loss) income | $ (139,977) | $ (169,493) | $ 1,434 |
Adjustments to reconcile net (loss) income to net cash from operating activities: | |||
Depreciation and intangible amortization | 112,383 | 92,998 | 70,591 |
Share-based compensation | 31,937 | 36,335 | 26,954 |
Warrant liability (gain) expense | (27,646) | 2,522 | 16,431 |
Acquired inventory step-up amortization | 224 | 44,022 | 2,061 |
Deferred financing costs amortization and write offs | 4,587 | 3,373 | 1,717 |
Acquisition prepaid compensation amortization | 0 | 506 | 4,457 |
Loss on extinguishment of debt | 0 | 0 | 0 |
Loss (gain) from disposition of business | 34,343 | (25,520) | (7,500) |
Deferred income taxes | (16,528) | 92,171 | (9,936) |
Impairment related charges | 9,143 | 4,352 | 12,955 |
Loss on minority equity investment | 10,406 | 0 | 0 |
Changes in assets held for sale from discontinued operations | (6,644) | 218 | 0 |
Other adjustments, net | 1,463 | 2,400 | 1,083 |
Change in operating assets and liabilities: | |||
Accounts receivable | 38,679 | (15,754) | (17,209) |
Inventories | (2,166) | (4,094) | (24,708) |
Prepaid expenses and other assets | (10,585) | 1,126 | (2,412) |
Accounts payable | (2,609) | 3,449 | (1,075) |
Accrued and other liabilities | 2,347 | (15,176) | 10,862 |
Income taxes | (3,064) | 7,615 | (6,473) |
Net cash from operating activities | 36,293 | 61,050 | 79,232 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Acquisition of businesses, net | (1,000) | (270,008) | (85,517) |
Purchases of property and equipment | (53,044) | (32,804) | (31,326) |
Sale of assets | 1,274 | 215 | 0 |
Proceeds from sales and maturities of short-term investments | 100,375 | 44,555 | 51,573 |
Purchases of short-term investments | (114,461) | (105,048) | (36,316) |
Purchases of other investments and intellectual property | (5,000) | 0 | (777) |
Proceeds associated with divested business and discontinued operations | 4,737 | 25,520 | 7,500 |
Net cash used in investing activities | (67,119) | (337,570) | (94,863) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from notes payable | 0 | 96,558 | 247,625 |
Payments of financing costs | 505 | 9,077 | 0 |
Proceeds from stock option exercises and employee stock purchases | 6,957 | 8,281 | 5,460 |
Payments on notes payable | (6,885) | (4,747) | (4,138) |
Payments of capital leases and assumed debt | (713) | (1,137) | (9,938) |
Repurchase of common stock | (6,828) | (18,534) | (9,995) |
Proceeds from corporate facility financing obligation | 4,000 | 0 | 0 |
Other adjustments, net | (477) | 2,309 | (1,660) |
Net cash (used in) from financing activities | (4,451) | 73,653 | 227,354 |
Foreign currency effect on cash | (151) | (6) | (1,058) |
NET CHANGE IN CASH AND CASH EQUIVALENTS | (35,428) | (202,873) | 210,665 |
CASH AND CASH EQUIVALENTS — Beginning of year | 130,104 | 332,977 | 122,312 |
CASH AND CASH EQUIVALENTS — End of year | 94,676 | 130,104 | 332,977 |
Supplemental disclosure of non-cash activities | |||
Equity interests issued and issuable | $ 0 | $ 465,082 | $ 0 |
Description of Business
Description of Business | 12 Months Ended |
Sep. 28, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | DESCRIPTION OF BUSINESS MACOM Technology Solutions Holdings, Inc. (the Company) was incorporated in Delaware on March 25, 2009. We are a leading provider of high-performance analog semiconductor solutions that enable next-generation Internet applications, the cloud connected apps economy, and the modern, networked battlefield across the radio frequency (RF), microwave, millimeterwave and lightwave spectrum. We design, develop, manufacture and have manufactured differentiated, high-value products for customers who demand high performance, quality and reliability. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 28, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation, Basis of Presentation and Reclassification —We have one reportable segment, semiconductors and modules. The accompanying consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. Certain prior period financial statement amounts, such as deferred revenue and cash flow line item presentation have been adjusted to conform to currently reported presentations . All intercompany balances and transactions have been eliminated in consolidation. We have a 52- or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2018 , 2017 and 2016 included 52 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we typically include the extra week arising in our fiscal years in the first quarter. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ from these estimates and assumptions. Divested Businesses and Discontinued Operations— In the first quarter of fiscal year 2018, we divested AppliedMicro's compute business (the Compute business). In the third quarter of fiscal year 2018, we divested our Japan-based long-range optical subassembly business (the LR4 business). The operating results of the LR4 business have been reflected in our continuing operations up through the May 10, 2018 sale date with the $34.3 million loss on disposal recorded as other expense. The operating results of the Compute business are reflected in discontinued operations. See Note 21 - Divested Business and Discontinued Operations for additional information. Foreign Currency Translation and Remeasurement —Our consolidated financial statements are presented in U.S. dollars. While the majority of our foreign operations use the U.S. dollar as the functional currency, the financial statements of our foreign operations for which the functional currency is not the U.S. dollar are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates (for assets and liabilities) and at average exchange rates (for revenue and expenses). The unrealized translation gains and losses on the net investment in these foreign operations are accumulated as a component of other comprehensive (loss) income. The financial statements of our foreign operations where the functional currency is the U.S. dollar, but where the underlying transactions are transacted in a different currency, are remeasured at the exchange rate in effect at the balance sheet date with respect to monetary assets and liabilities. Nonmonetary assets and liabilities, such as inventories and property and equipment and related statements of operations accounts, such as cost of revenue and depreciation, are remeasured at historical exchange rates. Revenue and expenses, other than cost of revenue, amortization and depreciation, are translated at the average exchange rate for the period in which the transaction occurred. The net gains and losses on foreign currency remeasurement are reflected in selling, general and administrative expense in the accompanying consolidated statements of operations. Net foreign exchange transaction gains and losses for all periods presented were not material. Cash and Cash Equivalents —Cash equivalents are primarily composed of short-term, highly-liquid instruments with an original maturity of three months or less and consist primarily of money market funds. Investments — Short-term investments: We classify our short-term investments as available-for-sale. Our investments classified as available-for-sale are recorded at fair value based upon third party pricing at period end. Unrealized gains and losses that are deemed temporary in nature are recorded in accumulated other comprehensive income and loss as a separate component of stockholders’ equity. A decline in the fair value of any security below cost that is deemed other than temporary results in a charge to earnings and the corresponding establishment of a new cost basis for the security. Premiums and discounts are amortized (accreted) over the life of the related security as an adjustment to its yield. Dividend and interest income are recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of investments sold. Other investments: We use the equity method to account for investments in companies if the investment provides us with the ability to exercise significant influence over operating and financial policies of the investee. Our proportionate share of the net income (loss) resulting from these investments are reported within the Other (expense) income line in our Consolidated Statements of Operations. The carrying value of our equity method investments is reported in Other investments in our Consolidated Balance Sheets. Other investments that are not controlled, and over which we do not have the ability to exercise significant influence, are accounted for under the cost method and reported in Other investments in our Consolidated Balance Sheets. Our equity method investments are reported at cost and adjusted each period for our share of the investee’s income or loss and dividends paid, if any, while cost method investments are carried at cost. The entities do not have a readily determinable fair value and are periodically evaluated for impairment. An impairment loss would be recorded whenever a decline in value of an investment below its carrying amount is determined to be other than temporary. Refer to Note 4 - Investments, for additional information. Inventories —Inventories are stated at the lower of cost or net realizable value. We use a combination of standard cost and moving weighted-average cost methodologies to determine the cost basis for our inventories, approximating a first-in, first-out basis. The standard cost of finished goods and work-in-process inventory is composed of material, labor and manufacturing overhead, which approximates actual cost. In addition to stating inventory at the lower of cost or net realizable value, we also evaluate inventory each reporting period for excess quantities and obsolescence, establishing reserves when necessary based upon historical experience, assessment of economic conditions and expected demand. Once recorded, these reserves are considered permanent adjustments to the carrying value of inventory. Property and Equipment —Property and equipment are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major improvements that significantly extend the useful life of the assets are capitalized as additions to property and equipment. Property and equipment are depreciated or amortized using the straight-line method over the following estimated useful lives: Asset Classification Estimated Useful Life In Years Buildings and improvements 20 – 40 Capital lease assets 5 - 20 Machinery and equipment 2 – 7 Computer equipment and software 2 – 5 Furniture and fixtures 7 – 10 Leasehold improvements Shorter of useful life or term of lease Goodwill and Indefinite-Lived Intangible Assets —We have goodwill and certain intangible assets with indefinite lives which are not subject to amortization; these are reviewed for impairment annually as of the end of our August fiscal month end and more frequently if events or changes in circumstances indicate that the assets may be impaired. For our assessment of goodwill impairment, we compare the carrying value of the reporting unit to the fair value of the Company. For our assessment of in-service indefinite-lived assets we compare the carrying value of the asset to the estimated fair value of the asset. For indefinite-lived assets not in service, such as in-process research and development, we perform both qualitative and quantitative assessments using an assumption of "more likely than not" to determine if there are any impairment indicators. If impairment exists, a loss is recorded to write down the value of the assets to their implied fair values. During the fiscal year ended September 29, 2017, we recorded impairment charges of $4.4 million related to indefinite-lived intangible assets. S ee Note 16 - Intangible Assets , for further detail of these impairment charges. There were no significant expenses related to abandoned in-process research and development projects in any other period presented. Impairment of Long-Lived Assets —Long-lived assets include property and equipment and definite-lived intangible assets subject to amortization. We evaluate long-lived assets for recoverability when events or changes in circumstances indicate that their carrying amounts may not be recoverable. Circumstances which could trigger a review include, but are not limited to, significant decreases in the market price of the asset or asset group, significant adverse changes in the business climate or legal factors, the accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset, current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset and a current expectation that the asset will more likely than not, be sold or disposed of significantly before the end of its previously estimated useful life. In evaluating a long-lived asset for recoverability, we estimate the undiscounted cash flows expected to result from our use and eventual disposition of the asset. If the sum of the expected undiscounted cash flows is less than the carrying amount of the asset, an impairment loss, equal to the excess of the carrying amount over the fair value of the asset, is recognized. In fiscal year 2018, we recorded impairment charges of $6.6 million , including $4.6 million related to property and equipment and $2.0 million related to other assets designated for future use with Zhongxing Telecommunications Equipment Corporation (ZTE), as a result of the Bureau of Industry and Security (BIS) denial order on April 15, 2018. In fiscal year 2016 we recorded impairment charges of $ 13.8 million related to our strategic decision to exit a product line and end programs associated with our GaN-on Silicon Carbide (GaN-on-SiC) license and technology transfer. There were no impairments of long-lived assets in fiscal year 2017. Intangible assets related to in-process research and development acquired are not amortized until the underlying asset begins revenue-generating activity, at which time it is amortized over its estimated useful life. Intangibles related to abandoned in-process research and development projects are expensed in the period the project is abandoned. Other Intangible Assets —Our other intangible assets, including acquired technology and customer relationships, are definite-lived assets and are subject to amortization. We amortize definite-lived assets over their estimated useful lives, which range from five to fourteen years, generally based on the pattern over which we expect to receive the economic benefit from these assets. Revenue Recognition —We recognize revenue when: (i) persuasive evidence of an arrangement exists; (ii) delivery or services have been rendered; (iii) the price is fixed or determinable; and (iv) collectability is reasonably assured. We recognize revenue with the transfer of title and risk of loss and provide for reserves for returns and other allowances. We generally do not provide customers other than distributors the right to return product, with the exception of warranty related matters. Shipping and handling fees billed to customers are recorded as revenue while the related costs are classified as a component cost of revenue. We provide warranties for certain products and accrue the estimated costs of warranty claims in the period the related revenue is recorded. Product warranties generally have terms of 12 months and cover nonconformance with specifications and defects in material or workmanship. For sales to distributors, our warranty generally begins when the product is resold by the distributor. The liability is based on estimated costs to fulfill customer product warranty obligations and utilizes historical product failure rates. Should actual warranty obligations differ from estimates, revisions to the warranty liability may be required. We have agreements with some distribution customers for various programs, including compensation, volume-based pricing, obsolete inventory, new products and stock rotation. Sales to these distribution customers, as well as the existence of compensation programs, are in accordance with terms set forth in written agreements with these distribution customers. In general, credits allowed under these programs are capped based upon individual distributor agreements. We record charges associated with these programs as a reduction of revenue at the time of sale with a corresponding adjustment to accounts receivable based upon historical activity. Our policy is to use a 12 months rolling historical experience rate and an estimated general reserve percentage in order to estimate the necessary allowance to be recorded. We record deferred revenue when payments are received or due in advance of our performance under a contract, which is then recognized as revenue once the performance obligations are satisfied. Research and Development Costs —Costs incurred in the research and development of products are expensed as incurred. Income Taxes —Deferred tax assets and liabilities are recognized based on temporary differences between the financial reporting and income tax bases of assets and liabilities, using rates anticipated to be in effect when such temporary differences reverse. A valuation allowance against net deferred tax assets is required if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. We provide reserves for potential payments of tax to various tax authorities related to uncertain tax positions and other issues. Reserves are based on a determination of whether and how much of a tax benefit is taken by us in our tax filings or positions that are more likely than not to be realized following an examination by taxing authorities. We recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a “more-likely-than-not” threshold, the amount recognized in the financial statements is the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. Potential interest and penalties associated with such uncertain tax positions are recorded as a component of income tax expense. Earnings Per Share —Basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of common shares outstanding during the period, excluding the dilutive effect of common stock equivalents. Diluted net (loss) income per share reflects the dilutive effect of common stock equivalents, such as stock options, warrants and restricted stock units, using the treasury stock method. Fair Value Measurements —Financial assets and liabilities are measured at fair value. Fair value is an exit price, representing the amount that would be received from the sale of an asset or paid to transfer a liability at the measurement date under current market conditions in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we group financial assets and liabilities in a three-tier fair value hierarchy, according to the inputs used in measuring fair value as follows: Level 1—observable inputs such as quoted prices in active markets for identical assets and liabilities; Level 2—inputs other than quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical assets and liabilities in markets that are not active and model-based valuation techniques for which significant assumptions are observable in active markets; and, Level 3—unobservable inputs for which there is little or no market data, requiring us to develop our own assumptions for model-based valuation techniques. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Money market funds are actively traded and consist of highly liquid investments with original maturities of 90 days or less. They are measured at their net asset value and classified as Level 1. Corporate and agency bonds and commercial paper are categorized as Level 2 assets except where sufficient quoted prices exist in active markets, in which case such securities are categorized as Level 1 assets. These securities are valued using third-party pricing services. These services may use, for example, model-based pricing methods that utilize observable market data as inputs. We generally use quoted prices for recent trading activity of assets with similar characteristics to the debt security or bond being valued. The securities and bonds priced using such methods are generally classified as Level 2. Broker dealer bids or quotes on securities with similar characteristics may also be used. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short-term nature of these assets and liabilities. Contingent Consideration —We estimate and record at the acquisition date, the fair value of contingent consideration making up part of the purchase price consideration for acquisitions. Additionally, at each reporting period, we estimate the change in the fair value of contingent consideration and any change in fair value is recognized in the consolidated statements of operations. We estimate the fair value of contingent consideration by discounting the associated expected cash flows, using a probability-weighted, discounted cash flow model. The estimate of the fair value of contingent consideration requires subjective assumptions to be made regarding future operating results, discount rates and probabilities assigned to various potential operating result scenarios. Share-Based Compensation —We account for all share-based compensation arrangements using the fair value method. We recognize compensation expense over the requisite service period of the award, which is generally the vesting period, using the straight-line method for service-based awards and the accelerated method for performance-based awards, and providing that the minimum amount of compensation recorded is equal to the vested portion of the award. We record the expense in the consolidated statements of operations in the same manner in which the award recipients’ salary costs are classified. For restricted stock awards with service conditions we use the closing stock price on the date of grant to estimate the fair value of the awards. We use the Black-Scholes option-pricing model to estimate the fair value of stock options with service and performance conditions, inclusive of assumptions for risk-free interest rates, dividends, expected terms and estimated volatility. We use the Monte Carlo Simulation analysis to estimate the fair value of stock options with market conditions, inclusive of assumptions for risk free interest rates, expected term, expected volatility and the target price. We derive the risk-free interest rate assumption from the U.S. Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to the expected term of the award being valued. We base the assumed dividend yield on its expectation of not paying dividends in the foreseeable future. We calculate the weighted-average expected term of the options using the simplified method, which is a method of applying a formula that uses the vesting term and the contractual term to compute the expected term of a stock option. The decision to use the simplified method is based on a lack of relevant historical data, due to our limited operating experience. In addition, we calculate our estimated volatility using our historical stock price volatility data. In fiscal year 2018 we adopted Accounting Standards Update (ASU) 2016-09, Compensation - Stock Compensation (ASU 2016-09), and upon adoption we elected to account for forfeitures when they occur. Prior to the adoption of ASU 2016-09 the accounting for share-based compensation required forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differed from those estimates. See the Recent Accounting Pronouncements section below for additional detail on the adoption of ASU 2016-09. Share-based awards that are settled in cash are recorded as liabilities. The measurement of the liability and compensation cost for these awards is based on the fair value of the award, and is recorded in operating income over the award’s vesting period. Changes in our payment obligation prior to the settlement date of a stock-based award are recorded as compensation expense in operating income in the period of the change. The final payment amount for such awards is established on the date of the exercise of the award by the employee. Guarantees and Indemnification Obligations —We enter into agreements in the ordinary course of business with, among others, customers, distributors and original equipment manufacturers (OEM). Most of these agreements require us to indemnify the other party against third-party claims alleging that a Company product infringes a patent and/or copyright. Certain agreements in which we grant limited licenses to Company intellectual property require us to indemnify the other party against third-party claims alleging that the use of the licensed intellectual property infringes a third-party's intellectual property. Certain of these agreements require us to indemnify the other party against certain claims relating to property damage, personal injury or the acts or omissions, its employees, agents or representatives. In addition, from time to time, we have made certain guarantees in the form of warranties regarding the performance of Company products to customers. We have agreements with certain vendors, creditors, lessors and service providers pursuant to which we have agreed to indemnify the other party for specified matters, such as acts and omissions, its employees, agents or representatives. We have procurement or license agreements with respect to technology used in our products and agreements in which we obtain rights to a product from an OEM. Under some of these agreements, we have agreed to indemnify the supplier for certain claims that may be brought against such party with respect to our acts or omissions relating to the supplied products or technologies. Our certificate of incorporation and agreements with certain of our directors and officers and certain of our subsidiaries’ directors and officers provide them indemnification rights, to the extent legally permissible, against liabilities incurred by them in connection with legal actions in which they may become involved by reason of their service as a director or officer. As a matter of practice, we have maintained director and officer liability insurance coverage, including coverage for directors and officers of acquired companies. We have not experienced any losses related to these indemnification obligations in any period presented and no claims with respect thereto were outstanding as of September 28, 2018 and September 29, 2017 . We do not expect significant claims related to these indemnification obligations and, consequently, have concluded that the fair value of these obligations is negligible. No liabilities related to indemnification liabilities have been established. Recent Accounting Pronouncements — Pronouncements Adopted in Fiscal Year 2018 In March 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-09, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities. We adopted this ASU as of September 30, 2017. Prior to ASU 2016-09, the accounting for share-based compensation required forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. ASU 2016-09 allows an entity to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. ASU 2016-09 requires an entity that elects to account for forfeitures when they occur to apply the accounting change on a modified retrospective basis as a cumulative-effect adjustment to retained earnings as of the date of adoption. We elected to account for forfeitures when they occur, and recorded a $1.0 million cumulative-effect adjustment to beginning retained earnings as of September 30, 2017. We did not record any adjustments to retained earnings for the tax effect of the adoption of ASU 2016-09 as we have a full valuation allowance position against our U.S. deferred tax asset. ASU 2016-09 requires all excess tax benefits and tax deficiencies to be recorded in the consolidated income statement on a prospective basis when the awards vest or are settled. Due to our full U.S. valuation allowance, ASU 2016-09 had no impact to our tax expense for fiscal year 2018. Pronouncements for Adoption in Subsequent Periods In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). In March, April, May and December 2016, the FASB issued additional guidance related to Topic 606. The new standard superseded nearly all existing revenue recognition guidance. Under Topic 606, an entity is required to recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. Topic 606 defines a five-step process in order to achieve this core principle, which may require the use of judgment and estimates, and also requires expanded qualitative and quantitative disclosures relating to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, including significant judgments and estimates used. The new standard also defines accounting for certain costs related to origination and fulfillment of contracts with customers, including whether such costs should be capitalized. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach where the new standard is applied in the financial statements starting with the year of adoption. Under both approaches, cumulative impact of the adoption is reflected as an adjustment to retained earnings (accumulated deficit) as of the earliest date presented in accordance with the new standard. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date , which delayed the effective date of the new standard from January 1, 2017 to January 1, 2018. We plan to implement the new guidance as of September 29, 2018, the beginning of our next fiscal year, using the modified retrospective approach, applied to those contracts that were not completed as of that date. We developed a project plan for the implementation of the guidance, including a review of our revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition and costs to obtain or fulfill the contracts. We have completed our assessment of the impacts of the standard, including any impacts from issued amendments, and have determined that the cumulative effect of the adoption of this new standard is not material. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . This update makes amendments to the guidance in U.S. GAAP on the classification and measurement of financial instruments. The new standard significantly revises an entity's accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. We do not expect the updated standard to have a material impact on our consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . In September 2017 and January and July of 2018, the FASB issued additional guidance related to Topic 842. The new standard increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Certain qualitative and quantitative disclosures are required, as well as a retrospective recognition and measurement of impacted leases. The new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures and we anticipate that this new guidance will materially impact our financial statements as we have a significant number of operating leases. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments . This update amends the guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP; however, this update will require that credit losses be presented as an allowance rather than as a write-down. ASU 2016-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments . This update addresses debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inv |
Acquisitions
Acquisitions | 12 Months Ended |
Sep. 28, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS Acquisition of Applied Micro Circuits Corporation— On January 26, 2017, we completed the acquisition of Applied Micro Circuits Corporation (AppliedMicro), a global provider of silicon solutions for next-generation cloud infrastructure and Cloud Data Centers, as well as connectivity products for edge, metro and long-haul communications equipment (the AppliedMicro Acquisition). We acquired AppliedMicro in order to expand our business in enterprise and Cloud Data Center applications. In connection with the AppliedMicro Acquisition, we acquired all of the outstanding common stock of AppliedMicro for total consideration of $695.4 million , which included cash paid of $287.1 million , less $56.8 million of cash acquired, and equity issued at a fair value of $465.1 million . In conjunction with the equity issued, we granted vested out-of-the-money stock options and unvested restricted stock units to replace outstanding vested out-of-the-money stock options and unvested restricted stock units of AppliedMicro. The total fair value of granted vested out-of-money stock options and unvested restricted stock units was $14.5 million , of which $9.3 million was attributable to pre-combination service and was included in the total consideration transferred. We funded the AppliedMicro Acquisition with cash on hand and short-term investments. There were no transaction costs for the fiscal year ended September 28, 2018, and during the fiscal year ended September 29, 2017, we recorded transaction costs of $11.9 million . We recorded transaction costs related to the acquisition in selling, general and administrative expense, except for $1.0 million related to equity issuance costs that were recorded to additional paid-in capital. The AppliedMicro Acquisition was accounted for as a stock purchase and the operations of AppliedMicro have been included in our consolidated financial statements since the date of acquisition. We recognized the AppliedMicro assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for AppliedMicro has been allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, none of which will be tax deductible. In connection with the acquisition of AppliedMicro, we entered into a plan to divest a portion of AppliedMicro's business specifically related to its compute business (the "Compute business"). The divestiture of the Compute business was completed on October 27, 2017. See Note 21 - Divested Business and Discontinued Operations for further details of the divestiture. The following table summarizes the total estimated acquisition consideration (in thousands): Cash consideration paid to AppliedMicro common stockholders $ 287,060 Common stock issued (9,544,125 shares of our common stock at $47.53 per share) 453,632 Equity consideration for vested "in-the-money" stock options and unvested restricted stock units 2,143 Fair value of the replacement equity awards attributable to pre-acquisition service 9,307 Total consideration paid, less cash acquired $ 752,142 We finalized the purchase accounting during the fiscal quarter ended December 29, 2017. The final purchase price allocation is as follows (in thousands): As Reported Allocation Adjustments Final Allocation September 29, 2017 Current assets $ 70,434 $ (553 ) $ 69,881 Intangible assets 412,848 — 412,848 Assets held for sale 40,944 — 40,944 Other assets 9,800 — 9,800 Total assets acquired 534,026 (553 ) 533,473 Liabilities held for sale 4,444 — 4,444 Other liabilities 17,627 651 18,278 Total liabilities assumed 22,071 651 22,722 Net assets acquired 511,955 (1,204 ) 510,751 Consideration: Cash paid upon closing 230,298 — 230,298 Common stock issued 455,775 — 455,775 Equity instruments issued 9,307 — 9,307 Total consideration $ 695,380 $ — $ 695,380 Goodwill $ 183,425 $ 1,204 $ 184,629 The components of the acquired intangible assets were as follows (in thousands): Included In Assets Held For Sale Included In Retained Business Useful Lives (Years) Developed technology $ 9,600 $ 78,448 7 years Customer relationships — 334,400 14 years $ 9,600 $ 412,848 The overall weighted-average life of the identified intangible assets acquired in the AppliedMicro Acquisition is estimated to be 12.7 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. The following is a summary of AppliedMicro revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 29, 2017 (in thousands): Amount Revenue $ 110,117 Loss from continuing operations (27,222 ) Loss from discontinued operations (44,599 ) The pro forma statements of operations data for the fiscal year ended September 29, 2017, below, gives effect to the AppliedMicro Acquisition, described above, as if it had occurred at October 2, 2015. These amounts have been calculated after applying our accounting policies and adjusting the results of AppliedMicro to reflect: transaction costs, retention compensation expense, the impact of the step-up to the value of acquired inventory, as well as the additional intangible amortization that would have been charged assuming the fair value adjustments had been applied and incurred since October 2, 2015. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 29, 2017 September 30, 2016 Revenue $ 755,728 $ 707,299 Loss from continuing operations (104,828 ) (53,613 ) Loss from discontinued operations (43,734 ) (72,730 ) Acquisition of Assets of Picometrix LLC— On August 9, 2017, we completed the acquisition of certain assets of Picometrix LLC (Picometrix), a supplier of optical-to-electrical converters for Cloud Data Center infrastructure (the Picometrix Acquisition). We acquired Picometrix in order to expand our business in enterprise and Cloud Data Center applications. The purchase consideration was $33.5 million , comprised of an upfront cash payment of $29.5 million , and $4.0 million placed in escrow for potential satisfaction of certain indemnification obligations that may arise from the closing date through December 15, 2018. For the fiscal year ended September 28, 2018, we recorded no transaction costs. For the fiscal year ended September 29, 2017, we recorded transaction costs of $0.2 million in selling, general and administrative expense. The Picometrix Acquisition was accounted for as an asset purchase business acquisition, and the operations of Picometrix have been included in our consolidated financial statements since the date of acquisition. We recognized the Picometrix assets acquired based upon the fair value of such assets measured as of the date of acquisition. The aggregate purchase price for the Picometrix assets has been allocated to the tangible and identifiable intangible assets acquired based on their estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of the acquired assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, all of which will be tax deductible. We finalized the purchase accounting during the fiscal quarter ended June 29, 2018. The final purchase price allocation is as follows (in thousands): As Reported Allocation Adjustments Final Allocation September 29, 2017 Current assets $ 7,375 $ (1,088 ) $ 6,287 Intangible assets 19,000 — 19,000 Other assets 3,301 (81 ) 3,220 Total assets acquired 29,676 (1,169 ) 28,507 Current liabilities 2,169 142 2,311 Other liabilities 190 275 465 Total liabilities assumed 2,359 417 2,776 Net assets acquired 27,317 (1,586 ) 25,731 Consideration: Cash paid upon closing, net of cash acquired 33,500 — 33,500 Goodwill $ 6,183 $ 1,586 $ 7,769 The pro forma financial information for fiscal year 2017, including revenue and net income, is immaterial, and has not been separately presented. Other Acquisitions — On July 31, 2017, we completed the acquisition of certain assets of Antario Technologies, Inc. (Antario) a privately-held company based in Taiwan and in California. The total cash consideration was approximately $5.8 million , of which $4.8 million was paid upon closing, and approximately $1.0 million was withheld for potential satisfaction of certain indemnification obligations that may arise from the closing date through July 31, 2018. We finalized the purchase accounting during the fiscal quarter ended December 29, 2017, which resulted in goodwill of $1.6 million and intangible assets, including acquired technology and customer relationships, of $4.1 million . The Antario transaction was accounted for as an asset purchase business combination and the operations have been included in our consolidated financial statements since the acquisition date. Pro forma financial disclosures are not presented herein as the financial results of Antario are considered immaterial. On May 26, 2017, we completed the acquisition of Triple Play Communications Corporation (TPC) a privately-held company based in Melbourne, Florida. The total cash consideration was approximately $2.6 million , of which $2.2 million was paid upon closing, and approximately $0.4 million was withheld for potential satisfaction of certain indemnification obligations from the closing date through November 23, 2018. We finalized the purchase accounting during the fiscal quarter ended December 29, 2017, which resulted in goodwill of $3.7 million and intangible assets, including customer relationships, of $0.2 million . TPC was accounted for as a stock purchase business combination and the operations have been included in our consolidated financial statements since the acquisition date. Pro forma financial disclosures are not presented herein as the financial results of TPC are considered immaterial. Acquisition of FiBest Limited — On December 9, 2015, we completed the acquisition of FiBest Limited (FiBest) a Japan-based merchant market component supplier of optical sub-assemblies (FiBest Acquisition). We acquired FiBest to expand our position in optical networking components. In connection with the FiBest Acquisition, all of the outstanding equity interests (including outstanding options) of FiBest were exchanged for aggregate consideration of $ 59.1 million including cash of $ 47.5 million and assumed debt of $ 11.6 million . We funded the FiBest Acquisition with cash on-hand. There were no transaction costs recorded for the fiscal year ended September 29, 2017. For the fiscal year ended September 30, 2016, we recorded transaction costs of $2.7 million as selling, general and administrative expense related to this acquisition. The FiBest Acquisition was accounted for as a stock purchase business combination and the operations of FiBest have been included in our consolidated financial statements since the date of acquisition. We recognized the FiBest assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for FiBest is being allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, none of which will be tax deductible. The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Final Allocation Current assets $ 10,445 Intangible assets 45,650 Other assets 3,317 Total assets acquired 59,412 Debt 11,627 Deferred income taxes 11,552 Other liabilities 4,294 Total liabilities assumed 27,473 Net assets acquired 31,939 Consideration: Cash paid upon closing, net of cash acquired 47,517 Goodwill $ 15,578 The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 9,400 7 Customer relationships 36,250 10 $ 45,650 The overall weighted-average life of the identified intangible assets acquired in the FiBest Acquisition is estimated to be 9.4 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. The following is a summary of FiBest revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 30, 2016 (in thousands): Amount Revenue $ 30,540 Loss before income taxes (4,616 ) Unaudited Supplemental Pro Forma Data— The pro forma statements of operations data for the fiscal year ended September 30, 2016 and October 2, 2015 below give effect to the FiBest Acquisition, described above, as if it had occurred at October 4, 2014. These amounts have been calculated after applying our accounting policies and adjusting the results of FiBest to reflect; transaction costs, retention compensation expense, the impact of the step-up to the value of acquired inventory, as well as the additional intangible amortization that would have been charged assuming the fair value adjustments had been applied and incurred since October 4, 2014. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 30, 2016 Revenue $ 551,964 Net (loss) income (3,324 ) Acquisition of Aeroflex/Metelics Inc. — On December 14, 2015, we acquired Aeroflex/Metelics, Inc. (Metelics), a diode supplier for aggregate cash consideration of $37.1 million , subject to customary working capital and other adjustments (Metelics Acquisition). We acquired Metelics to expand our diode business. We funded the acquisition with cash on hand. The Metelics Acquisition was accounted for as a stock purchase business combination and the operations of Metelics have been included in our consolidated financial statements since the date of acquisition. For the fiscal year ended September 29, 2017, there were no transaction costs recorded related to this acquisition. For the fiscal year ended September 30, 2016, we recorded transaction costs of $0.5 million as selling, general and administrative expenses related to this acquisition. We recognized the Metelics assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for Metelics is being allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, which will be tax deductible due to a 338(h)(10) election. We finalized our allocation of purchase price during the fiscal quarter ended December 30, 2016. The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Final Allocation Current assets $ 12,614 Intangible assets 20,900 Other assets 3,089 Total assets acquired 36,603 Other liabilities 7,201 Total liabilities assumed 7,201 Net assets acquired 29,402 Consideration: Cash paid upon closing, net of cash acquired 37,125 Goodwill $ 7,723 The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 1,000 7 Customer relationships 19,900 10 $ 20,900 The overall weighted-average life of the identified intangible assets acquired in the Metelics Acquisition is estimated to be 9.9 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. The following is a summary of Metelics revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 30, 2016 (in thousands): Amount Revenue $ 33,552 Income before income taxes 3,372 Unaudited Supplemental Pro Forma Data— The pro forma statements of operations data for the fiscal year ended September 30, 2016, below, give effect to the Metelics Acquisition, described above, as if it had occurred at October 4, 2014. These amounts have been calculated after applying our accounting policies and adjusting the results of Metelics to reflect the transaction costs, the impact of the step-up to the value of acquired inventory, as well as, the additional intangible amortization that would have been charged assuming the fair value adjustments had been applied and incurred since October 4, 2014. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 30, 2016 Revenue $ 553,174 Net income 1,183 |
Investments
Investments | 12 Months Ended |
Sep. 28, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | . INVESTMENTS All investments are short-term in nature and are invested in corporate bonds, commercial paper and agency bonds, and are classified as available-for-sale. The amortized cost, gross unrealized holding gains or losses and fair value of our available-for-sale investments by major investments type as of September 28, 2018 and September 29, 2017 are summarized in the tables below (in thousands): September 28, 2018 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 28,731 $ — $ (460 ) $ 28,271 Commercial paper 69,966 — (16 ) 69,950 Total investments $ 98,697 $ — $ (476 ) $ 98,221 September 29, 2017 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 26,366 $ 10 $ (166 ) $ 26,210 Commercial paper 57,943 4 (36 ) 57,911 Total investments $ 84,309 $ 14 $ (202 ) $ 84,121 The contractual maturities of available-for-sale investments were as follows (in thousands): September 28, 2018 Less than 1 year $ 70,200 Over 1 year 28,021 Total investments $ 98,221 Available-for-sale investments are reported at fair value and as such, their associated unrealized gains and losses are reported as a separate component of stockholders’ equity within accumulated other comprehensive income (loss). We have determined that the gross unrealized losses on available for sale securities at September 28, 2018 and September 29, 2017 are temporary in nature. We review our investments to identify and evaluate investments that have indications of possible impairment. The techniques used to measure the fair value of our investments are described in Note 5 - Fair Value . Factors considered in determining whether a loss is temporary include the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. Substantially all of our fixed income securities are rated investment grade or better. We received proceeds from sales of available-for-sale securities of $100.4 million and $44.6 million during the fiscal years 2018 and 2017 , respectively. Such sales resulted in gross realized losses of $0.3 million and $0.1 million during the fiscal years ended September 28, 2018 and September 29, 2017 , respectively, which have been recorded within other (expense) income. Other Investments — As of September 28, 2018 , we held two no n-marketable equity investments classified as other long-term investments. One of these is a minority investment in a preferred stock ownership of a privately held manufacturing corporation with preferred liquidation rights over other equity shares. This investment had a value of $5.0 million at the date of purchase and approximates the then current fair value. Since we do not have the ability to exercise significant influence or control over the investee we account for this investment at cost, which we evaluate for impairment at each balance sheet date and through September 28, 2018 no impairment has been recorded for this investment. In addition, we have a minority investment of less than 20.0% of the outstanding equity of a privately held limited liability corporation (Compute). This investment was acquired in conjunction with the divestiture of the Compute business during the fiscal quarter ended December 29, 2017, had an initial value of $36.5 million and is accounted for using the equity method. We have no obligation to provide further funding to Compute. This investment value is updated quarterly based on our proportionate share of the losses or earnings of Compute utilizing the equity method. During fiscal year 2018 , we recorded a $10.4 million loss associated with this investment as other expense in our consolidated statements of operations. As of September 28, 2018 , the carrying value of this investment is $26.1 million . |
Fair Value
Fair Value | 12 Months Ended |
Sep. 28, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value | FAIR VALUE We group our financial assets and liabilities measured at fair value on a recurring basis in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets) or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data. Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by us. Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis We measure certain assets and liabilities at fair value on a recurring basis such as our financial instruments. There have been no transfers between Level 1, 2 or 3 assets or liabilities during the fiscal year ended September 28, 2018 . Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): September 28, 2018 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 253 $ 253 $ — $ — Commercial paper 69,950 — 69,950 — Corporate bonds 28,271 — 28,271 — Total assets measured at fair value $ 98,474 $ 253 $ 98,221 $ — Liabilities Contingent consideration $ 585 $ — $ — $ 585 Common stock warrant liability 13,129 — — 13,129 Total liabilities measured at fair value $ 13,714 $ — $ — $ 13,714 September 29, 2017 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 36 $ 36 $ — $ — Commercial paper 57,911 — 57,911 — Corporate bonds 26,210 — 26,210 — Total assets measured at fair value $ 84,157 $ 36 $ 84,121 $ — Liabilities Contingent consideration $ 1,679 $ — $ — $ 1,679 Warrant liability 40,775 — — 40,775 Total liabilities measured at fair value $ 42,454 $ — $ — $ 42,454 The quantitative information utilized in the fair value calculation of our Level 3 liabilities are as follows: Liabilities Valuation Technique Unobservable Input September 28, 2018 September 29, 2017 Contingent consideration Discounted cash flow Discount rate 9.2% 9.2% Probability of achievement 90% 70% - 100% Timing of cash flows 1 month 2 - 8 months Warrant liability Black-Scholes model Volatility 60.7% 44.9% Discount rate 2.81% 1.62% Expected life 2.2 years 3.2 years Exercise price $14.05 $14.05 Stock price $20.60 $44.61 Dividend rate —% —% The fair values of the contingent consideration liabilities were estimated based upon a risk-adjusted present value of the probability-weighted expected payments by us. Specifically, we considered base, upside and downside scenarios for the operating metrics upon which the contingent payments are to be based. Probabilities were assigned to each scenario and the probability-weighted payments were discounted to present value using risk-adjusted discount rates. The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): Fiscal Year 2018 September 29, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 28, Contingent consideration $ 1,679 $ (394 ) $ — $ (700 ) $ — $ 585 Warrant liability $ 40,775 $ (27,646 ) $ — $ — $ — $ 13,129 Fiscal Year 2017 September 30, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 29, Contingent consideration $ 848 $ 180 $ 1,701 $ (1,050 ) $ — $ 1,679 Warrant liability $ 38,253 $ 2,522 $ — $ — $ — $ 40,775 Fiscal Year 2016 October 2, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 30, Contingent consideration $ 1,150 $ 98 $ — $ (400 ) $ — $ 848 Warrant liability $ 21,822 $ 16,431 $ — $ — $ — $ 38,253 |
Accounts Receivables Allowances
Accounts Receivables Allowances | 12 Months Ended |
Sep. 28, 2018 | |
Receivables [Abstract] | |
Accounts Receivables Allowances | ACCOUNTS RECEIVABLES ALLOWANCES Summarized below is the activity in our accounts receivable allowances including compensation credits and doubtful accounts as follows (in thousands): Fiscal Year 2018 2017 2016 Balance - beginning of year $ 9,410 $ 3,279 $ 5,745 Provision, net 15,465 29,512 10,453 Charge-offs (18,080 ) (23,381 ) (12,919 ) Balance - end of year $ 6,795 $ 9,410 $ 3,279 The balances at the end of fiscal years 2018 , 2017 and 2016 are comprised primarily of compensation credits of $6.3 million , $8.9 million and $3.0 million , respectively, and allowances for doubtful accounts of $0.2 million for fiscal year 2018 , $0.3 million for fiscal year 2017 and $0.2 million for fiscal year 2016 . |
Inventories
Inventories | 12 Months Ended |
Sep. 28, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following (in thousands): September 28, 2018 September 29, 2017 Raw materials $ 71,408 $ 78,999 Work-in-process 13,466 13,962 Finished goods 37,963 43,113 Total $ 122,837 $ 136,074 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 28, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consist of the following (in thousands): September 28, September 29, Construction in process 49,661 22,195 Machinery and equipment 174,638 160,955 Leasehold improvements 14,984 13,809 Furniture and fixtures 2,306 2,078 Capital lease assets 19,380 20,410 Computer equipment and software 17,317 16,539 Total property and equipment 278,286 235,986 Less accumulated depreciation and amortization (128,363 ) (104,967 ) Property and equipment — net $ 149,923 $ 131,019 In fiscal years 2018 and 2017 capital lease assets includes $17.1 million and $16.9 million , respectively, of assets related to our corporate facility lease obligation, with the remaining balance primarily related to leased equipment. Depreciation and amortization expense related to property and equipment for fiscal years 2018 , 2017 and 2016 was $ 30.7 million , $27.3 million and $20.4 million , respectively. Accumulated depreciation on capital lease assets for fiscal years 2018 and 2017 was $3.2 million and $2.3 million , respectively. |
Debt
Debt | 12 Months Ended |
Sep. 28, 2018 | |
Debt Disclosure [Abstract] | |
Debt | DEBT As of September 28, 2018 , we are party to a credit agreement dated as of May 8, 2014 with a syndicate of lenders and Goldman Sachs Bank USA (Goldman Sachs), as administrative agent (as amended on February 13, 2015, August 31, 2016, March 10, 2017, May 19, 2017, May 2, 2018 and May 9, 2018, the “Credit Agreement”). As of September 28, 2018 , the Credit Agreement consisted of term loans with an original principal amount of $700.0 million (Term Loans) and a revolving credit facility with an aggregate borrowing capacity of $160.0 million (Revolving Facility). The Revolving Facility will mature in November 2021 and the Term Loans will mature in May 2024 and bear interest at: (i) for LIBOR loans for any interest period, a rate per annum equal to the LIBOR rate as determined by the administrative agent, plus an applicable margin of 2.25% ; and (ii) for base rate loans, a rate per annum equal to the greater of (a) the prime rate quoted in the print edition of the Wall Street Journal, Money Rates Section, (b) the federal funds rate plus one-half of 1.00% and (c) the LIBOR rate applicable to a one-month interest period plus 1.00% (but, in each case, not less than 1.00% ), plus an applicable margin of 1.25% . All principal amounts outstanding and interest rate information as of September 28, 2018 , for the Credit Agreement were as follows (in thousands, except rate data): Principal Outstanding LIBOR Rate Margin Effective Interest Rate Term loans $679,856 2.24% 2.25% 4.49% On May 2, 2018, we entered into an amendment to our Credit Agreement (the “May 2nd Amendment”) with the lenders party thereto and Goldman Sachs, as the administrative agent. The amendment extended the maturity of $130.0 million of borrowing availability under our existing Revolving Facility until November 2021, with the remaining $30.0 million of borrowing availability maturing in May 2019. Prior to the amendment, the entire $160.0 million of the Revolving Facility borrowing availability was scheduled to mature in May 2019. On May 9, 2018, we entered into another amendment to our Credit Agreement (the “May 9th Amendment”, together with the May 2nd Amendment, the "May 2018 Amendments") with the lenders party thereto and Goldman Sachs, as the administrative agent. The amendment extended the maturity of the remaining $30.0 million of commitments comprising the aggregate $160.0 million of borrowing availability under our existing Revolving Facility until November 2021. We incurred $0.5 million in connection with the May 2018 Amendments, which were recorded as deferred financing costs and are being amortized over the life of the Revolving Facility as interest expense. As of September 28, 2018 , approximately $10.9 million of deferred financing costs remain unamortized, of which $10.0 million related to the Term Loans is recorded as a direct reduction of the recognized debt liabilities in our accompanying consolidated balance sheet, and $0.9 million related to the Revolving Facility is recorded in other long-term assets in our accompanying consolidated balance sheet. The Term Loans are secured by a first priority lien on substantially all of our assets and provide that we must comply with certain financial and non-financial covenants. The Term Loans are payable in quarterly principal installments of approximately $1.7 million on the last business day of each calendar quarter, with the remainder due on the maturity date. In the event that we divest a business, the net cash proceeds of the divestment are generally required, subject to certain exceptions, to be applied to repayment of outstanding Term Loans except to the extent we reinvest such proceeds in assets useful for our business within 18 months of receiving the proceeds. If we enter into a binding agreement to reinvest such proceeds within 18 months of receiving them, we have until the later of 18 months following our receipt of the proceeds and 6 months following the date of such agreement to complete the reinvestment. As of September 28, 2018 , we had $160.0 million of borrowing capacity under our Revolving Facility. As of September 28, 2018 , the following remained outstanding on the Term Loans: Principal balance $ 679,856 Unamortized discount (4,625 ) Unamortized deferred financing costs (9,974 ) Total term loans 665,257 Current portion 6,885 Long-term, less current portion $ 658,372 As of September 28, 2018 , the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): 2019 $ 6,885 2020 6,885 2021 6,885 2022 6,885 2023 6,885 Thereafter 645,431 Total $ 679,856 The fair value of the Term Loans was estimated to be approximately $689.2 million and $696.2 million as of September 28, 2018 and September 29, 2017 , respectively, and was determined using Level 2 inputs, including a quoted interest rate from a bank. |
Capital Lease and Financing Obl
Capital Lease and Financing Obligations (Notes) | 12 Months Ended |
Sep. 28, 2018 | |
Capital Lease and Financing Obligations [Abstract] | |
Capital Leases in Financial Statements of Lessee Disclosure | 10. CAPITAL LEASE AND FINANCING OBLIGATIONS Corporate Facility Financing Obligation On May 26, 2016, we entered into a Purchase and Sale Agreement (Purchase and Sale Agreement) with Calare Properties, Inc., a Delaware corporation (together with its affiliates, the Buyer), for the sale and subsequent leaseback of our corporate headquarters, located at 100 Chelmsford Street, Lowell, Massachusetts. The transactions contemplated by the Purchase Agreement closed on December 28, 2016, at which time we also entered into three lease agreements with the Buyer including: (1) a 20 -year leaseback of the facility located at 100 Chelmsford Street (the 100 Chelmsford Lease), (2) a 20 -year build-to-suit lease arrangement for the construction and subsequent lease back of a new facility to be located at 144 Chelmsford Street (the 144 Chelmsford Lease), and (3) a 14 -year building lease renewal of an adjacent facility at 121 Hale Street (the 121 Hale Lease, and together with the 100 Chelmsford Lease and the 144 Chelmsford Lease, the Leases). Because the transactions contemplated by the Purchase and Sale Agreement and the related Leases were negotiated and consummated at the same time and in contemplation of one another to achieve the same commercial objective, the transactions are accounted for by us as a single unit of accounting. In addition, the Leases were determined to represent a failed sale-leaseback due to our continuing involvement in the properties in the form of non-recourse financing. As a result, the Leases are accounted for under the financing method and we will be deemed the accounting owner under the arrangement, including the assets to be constructed under the 144 Chelmsford Lease. We will continue to recognize the existing building and improvements sold under the Purchase and Sale Agreement, capitalize the 121 Hale Street building as well as the assets constructed under the Leases, and depreciate the assets over the shorter of their estimated useful lives or the lease terms. The sale proceeds from the Purchase and Sale Agreement of $8.2 million (which includes $4.2 million in cash and $4.0 million in construction allowances) and the fair value of the 121 Hale Street building of $4.0 million were recognized as a financing obligation, which is included in lease payable on our consolidated balance sheet, and are being amortized over the 20 -year lease term based on the minimum lease payments required under the Leases and our incremental borrowing rate. Future construction costs funded by the Buyer under the 144 Chelmsford Lease will be recognized as additional financing obligations on our consolidated balance sheet as incurred, and will be amortized over the 20 -year lease term based on the minimum lease payments required under the Leases and our incremental borrowing rate when the building is placed into service. As a result of the failed sale-leaseback accounting, we calculated a lease obligation based on the future minimum lease payments discounted at 7.2% as of September 28, 2018 . The discount rate represents the estimated incremental borrowing rate over the lease term of 20 years. The minimum lease payments are recorded as interest expense and in part as a payment of principal reducing the lease obligation. The real property assets in the transaction remain on the consolidated balance sheets and continue to be depreciated over their remaining useful lives. As of September 28, 2018 and September 29, 2017 , approximately $28.3 million and $15.8 million , respectively, of the lease obligation was outstanding associated with the Leases, of which $16.3 million and $3.6 million , respectively, was associated with the 144 Chelmsford Lease that had not yet been placed in service. Additionally, we have capital equipment lease obligations, of which approximately $1.2 million and $2.3 million were outstanding as of September 28, 2018 and September 29, 2017 , respectively. As of September 28, 2018 , future minimum payments under capital lease obligations related to all of our in service Leases were as follows (in thousands): Fiscal year ending: Amount 2019 $ 2,797 2020 2,760 2021 2,686 2022 2,547 2023 2,563 Thereafter 42,247 Total minimum capital lease payments $ 55,600 Less amount representing interest (27,786 ) Present value of net minimum capital lease payments $ 27,814 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 28, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Operating Leases —We have non-cancelable operating lease agreements for office, research and development and manufacturing space in the United States and foreign locations. We also have operating leases for certain equipment and services in the United States and foreign jurisdictions. These lease agreements expire at various dates through 2026 , and certain agreements contain provisions for extension at substantially the same terms as currently in effect. Lease escalation clauses, rent abatements and/or concessions, such as rent holidays and landlord or tenant incentives or allowances, are typically included in the determination of straight-line rent expense over the lease term. Future minimum lease payments for the next five fiscal years as of September 28, 2018 , are as follows (in thousands): 2019 $ 10,068 2020 7,527 2021 5,442 2022 3,766 2023 3,356 Thereafter 4,663 Total minimum lease payments $ 34,822 Rent expense incurred under non-cancelable operating leases was $9.5 million , $10.9 million and $7.0 million in fiscal years 2018 , 2017 and 2016 , respectively. Asset Retirement Obligations —We are obligated under certain facility leases to restore those facilities to the condition in which we or our predecessors first occupied the facilities. We are required to remove leasehold improvements and equipment installed in these facilities prior to termination of the leases. As of the end of fiscal years 2018 , 2017 and 2016 , the estimated costs for the removal of these assets are recorded as asset retirement obligations in other long-term liabilities were $1.8 million , $2.3 million and $4.3 million , respectively. Unused Letter of Credit —As of September 28, 2018 , we had outstanding unused letters of credit from a bank aggregating to $0.4 million . Purchase Commitments —As of September 28, 2018 , we had outstanding non-cancelable purchase commitments aggregating to $ 1.8 million pursuant to inventory supply arrangements. Litigation —From time to time we may be subject to commercial disputes, employment issues, claims by other companies in the industry that we have infringed their intellectual property rights and other similar claims and litigations. Any such claims may lead to future litigation and material damages and defense costs. Other than as set forth below, we were not involved in any material pending legal proceedings during the year ended September 28, 2018 . GaN Lawsuit Against Infineon —On April 26, 2016, we and our wholly-owned subsidiary Nitronex, LLC brought suit against Infineon Technologies Americas Corporation ("Infineon Americas") and Infineon Technologies AG ("Infineon AG" and collectively, with Infineon Americas, "Infineon") in the Federal District Court for the Central District of California, seeking injunctive relief, monetary damages, and specific performance of certain contractual obligations. The suit arose out of agreements relating to GaN-on-Silicon patents that were executed in 2010 by Nitronex Corporation (acquired by us in 2014) and International Rectifier Corporation (acquired by Infineon AG in 2015). We asserted claims for breach of contract, breach of the covenant of good faith and fair dealing, declaratory judgment of contractual rights, declaratory judgment of non-infringement of patents, and, against Infineon AG only, intentional interference with contract and unfair competition, and Infineon Americas asserted contract and patent infringement counterclaims. In an order dated October 31, 2016, the district court granted us a preliminary injunction against Infineon, which then issued on December 7, 2016 and was modified on March 6, 2017. The preliminary injunction declared, among other things, that a licensing agreement between us and Infineon that Infineon had purported to terminate is still in effect. On January 29, 2018, the Federal Circuit affirmed the district court’s decision to enter a preliminary injunction declaring the license agreement to still be in effect, although it reversed other aspects of the district court’s decision. The parties entered into a settlement agreement in October 2018 pursuant to which all claims and counterclaims in the litigation were dismissed by the district court on November 1, 2018 and the patents in dispute were assigned back to MACOM, among other terms. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Sep. 28, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS We established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended (Section 401(k)) on October 1, 2009 (401(k) Plan). The 401(k) Plan follows a calendar year, covers substantially all U.S. employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pretax basis, subject to legal limitations. Our contributions to the plan may be made at the discretion of the board of directors. During the fiscal year ended September 28, 2018 , we contributed $2.7 million to our 401(k) Plan for calendar year 2017 . As of September 28, 2018 there were no contributions made by us to the 401 (k) Plan for calendar year 2018 . During the fiscal year ended September 29, 2017 , we contributed $2.4 million to our 401(k) Plan for calendar year 2016 . During the fiscal year ended September 30, 2016 , we contributed $1.9 million to our 401(k) Plan for calendar year 2015 . Our employees located in foreign jurisdictions meeting minimum age and service requirements participate in defined contribution plans whereby participants may defer a portion of their annual compensation on a pretax basis, subject to legal limitations. Company contributions to these plans are discretionary and vary per region. We expensed contributions of $1.2 million , $1.3 million and $1.1 million for fiscal years 2018 , 2017 and 2016 , respectively. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Sep. 28, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES Accrued liabilities consist of the following (in thousands): September 28, September 29, Compensation and benefits $ 22,935 $ 32,505 Distribution costs 10,670 5,777 Product warranty 5,756 3,672 Professional fees 1,875 2,140 Rent and utilities 1,660 1,257 Contingent consideration 585 1,679 Income taxes payable 415 4,184 Purchase price holdback 375 1,000 Restructuring costs 89 627 Other 5,585 5,402 Total $ 49,945 $ 58,243 |
Restructurings
Restructurings | 12 Months Ended |
Sep. 28, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructurings | RESTRUCTURINGS We have periodically implemented restructuring actions in connection with broader plans to reduce staffing, reduce our internal manufacturing footprint and generally reduce operating costs. The restructuring expenses are primarily comprised of direct and incremental costs related to headcount reductions including severance and outplacement fees for the terminated employees, as well as facility closure costs. During the fiscal quarter ended September 28, 2018, we commenced a plan to exit certain production and product lines including exiting our production facility located in Ithaca, New York. We did not incur any restructuring costs during fiscal year 2018 associated with these plans. We expect to complete these restructuring activities during fiscal year 2019, and incur restructuring costs ranging from approximately $5.3 million and $6.7 million , of which approximately $1.5 million to $1.9 million are one time termination costs, $1.0 million to $1.3 million are contract termination costs and $2.8 million to $3.5 million are asset acceleration expense. Approximately $2.5 million to $3.2 million of these costs are expected to be future cash expenditures. During the fiscal quarter ended December 29, 2017, we initiated plans to restructure our facility in Long Beach, California and to close our facilities in Belfast, the United Kingdom and Sydney, Australia, which represents the majority of our fiscal year 2018 restructuring expenses. As of June 29, 2018, the operations from the Long Beach facility have been consolidated into our other California locations in order to achieve operational synergies. The Belfast and Sydney facilities have been closed as we have discontinued certain product development activities that were performed in those locations. We do not expect to incur any additional restructuring costs associated with these facilities. In fiscal years 2017 and 2016 the restructuring expenses are primarily comprised of direct and incremental costs related to headcount reductions including severance and outplacement fees for the terminated employees. These actions were in connection with broader plans to reduce staffing, reduce our internal manufacturing footprint and, generally, reduce operating costs. The following is a summary of the restructuring charges incurred for the periods presented (in thousands): Fiscal Years 2018 2017 2016 Employee related expenses $ 2,789 $ 2,744 $ 3,465 Facility related expenses 3,476 — — Total restructuring expenses $ 6,265 $ 2,744 $ 3,465 The following is a summary of the costs incurred and remaining balances included in accrued expenses related to restructuring actions taken (in thousands): Fiscal Years 2018 2017 2016 Balance - beginning of year $ 627 $ 3,104 $ 943 Expense 6,265 2,744 3,465 Charges paid/settled (6,803 ) (5,221 ) (1,304 ) Balance - end of year $ 89 $ 627 $ 3,104 The restructuring expenses recorded to date are expected to be paid through the remainder of calendar year 2018 . We expect to incur additional restructuring costs in the range of approximately $5.3 million and $6.7 million during fiscal year 2019 as we complete restructuring actions primarily associated with facility consolidations. |
Product Warranties
Product Warranties | 12 Months Ended |
Sep. 28, 2018 | |
Guarantees [Abstract] | |
Product Warranties | PRODUCT WARRANTIES We establish a product warranty liability at the time of revenue recognition. Product warranties generally have terms of 12 months and cover nonconformance with specifications and defects in material or workmanship. For sales to distributors, our warranty generally begins when the product is resold by the distributor. The liability is based on estimated costs to fulfill customer product warranty obligations and utilizes historical product failure rates. Should actual warranty obligations differ from estimates, revisions to the warranty liability may be required. Product warranty liability activity is as follows (in thousands): Fiscal Years 2018 2017 2016 Balance — beginning of year $ 3,672 $ 1,039 $ 656 (Divested)/acquired (49 ) 952 413 Provisions/(expense) 1,865 1,737 (30 ) Direct charges/(payments) 268 (56 ) — Balance — end of year $ 5,756 $ 3,672 $ 1,039 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Sep. 28, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | INTANGIBLE ASSETS Amortization expense related to intangible assets is as follows (in thousands): Fiscal Years 2018 2017 2016 Cost of revenue $ 33,429 $ 30,286 $ 26,615 Selling, general and administrative 48,265 35,456 23,640 Total $ 81,694 $ 65,742 $ 50,255 Intangible assets consist of the following (in thousands): September 28, September 29, Acquired technology $ 251,673 $ 251,655 Customer relationships 518,234 556,648 Trade name 3,400 3,400 Total 773,307 811,703 Less accumulated amortization (260,522 ) (190,611 ) Intangible assets — net $ 512,785 $ 621,092 A summary of the activity in intangible assets and goodwill follows (in thousands): Intangible Assets Total Intangibles Acquired Customer In-Process Research and Development Trade Name Total Goodwill Balance at September 30, 2016 $ 384,471 $ 165,397 $ 207,674 $ 8,000 $ 3,400 $ 120,024 Acquired 436,181 83,518 352,663 — — 195,145 Placed in service — 3,648 — (3,648 ) — — Fair value adjustment — — — — — 220 Currency translation adjustments (4,597 ) (908 ) (3,689 ) — — (1,624 ) Impairments of intangible assets (4,352 ) — — (4,352 ) — — Balance at September 29, 2017 811,703 251,655 556,648 — 3,400 313,765 Allocation to divested business (39,285 ) — (39,285 ) — — (2,560 ) Fair value adjustment — — — — — 2,790 Currency translation adjustments 889 18 871 — — 81 Balance at September 28, 2018 $ 773,307 $ 251,673 $ 518,234 $ — $ 3,400 $ 314,076 As of September 28, 2018 , our estimated amortization of our intangible assets in future fiscal years, was as follows (in thousands): 2019 2020 2021 2022 2023 Thereafter Amortization expense $ 83,749 81,669 74,061 61,830 51,466 156,610 Our trade name is an indefinite-lived intangible asset. During development, in-process research and development (IPR&D) is not subject to amortization and is tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test consists of both a qualitative and quantitative assessment using an assumption of ‘more likely than not’ to determine if there were any impairment indicators. If impairment exists, a loss is recognized in an amount equal to that excess. Once an IPR&D project is complete, it becomes a definite long-lived intangible asset and is evaluated for impairment in accordance with our policy for long-lived assets. During the fourth quarter of fiscal year 2017, we completed the last IPR&D project and placed the acquired technology into service. Prior to placing the technology into service we performed an impairment assessment, at which time we determined that the value of the technology was impaired by $4.4 million , which was expensed in the fiscal fourth quarter of 2017. The remaining $3.6 million was placed in service as acquired technology. Accumulated amortization for the acquired technology and customer relationships was $140.0 million and $120.5 million , respectively, as of September 28, 2018 , and $ 106.8 million and $ 83.9 million, respectively, as of September 29, 2017 . During the second quarter of fiscal year 2016, we made a strategic decision to exit the product line and end programs associated with our GaN-on-SiC license and technology transfer to focus on development of our GaN-on-Si efforts. As a result of this strategic decision, we determined that the intangible assets and contractual commitments under the long-term technology licensing and transfer agreement signed in July 2013, as well as certain dedicated fixed assets and inventory, would no longer have any future benefit. The associated charges incurred during the fiscal year 2016 were $ 13.8 million , which included a write-off of $ 10.1 million of intangible assets, $ 0.6 million of property and equipment, $ 1.1 million of contractual commitments and $ 2.0 million of inventory. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 28, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Deferred income taxes reflect the net effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and amounts used for income tax purposes. The components of our deferred tax assets and liabilities are as follows (in thousands): September 28, September 29, Deferred tax assets (liabilities): Federal and foreign net operating losses and credits $ 321,982 $ 396,871 Intangible assets (94,929 ) (180,544 ) Property and equipment (6,293 ) (1,045 ) Other non-current deferred tax assets 13,850 20,756 Deferred compensation 3,810 9,291 Deferred gain 6,575 14,853 Valuation allowance (243,112 ) (274,406 ) Total deferred tax (liability) asset $ 1,883 $ (14,224 ) Included in the above table are the attributes of our Japan jurisdiction which is in a net liability position of $0.1 million and $ 8.8 million relating primarily to intangible assets for fiscal years 2018 and 2017, respectively. As of September 28, 2018 , we had $1,149.2 million of gross federal net operating loss (NOL) carryforwards consisting of $772.7 million relating to the AppliedMicro Acquisition, $158.9 million relating to the Mindspeed Acquisition, $26.2 million relating to the BinOptics Acquisition and $180.8 million relating to losses generated by MACOM. The federal NOL carryforwards will expire at various dates through 2037. The reported net operating loss carryforward includes any limitation under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, which applies to an ownership change as defined under Section 382. During the fourth quarter of fiscal year 2016, we identified and corrected a prior period error where we understated our income tax benefit during 2013 through 2015. This was a result of the incorrect recording of intercompany pretax income among a few of our operating entities and due to the fact that these entities had different statutory tax rates. The out-of-period correction resulted in a $ 3.9 million increase in income tax benefit in the fiscal year ended September 30, 2016 of which $ 1.7 million , $ 1.0 million and $ 1.2 million related to the prior fiscal years 2015, 2014 and 2013, respectively. The domestic and foreign income (loss) from continuing operations before taxes were as follows (in thousands): Fiscal Years 2018 2017 2016 United States $ (145,851 ) $ (111,432 ) $ (46,593 ) Foreign (9,384 ) 61,927 25,022 (Loss) income from operations before income taxes $ (155,235 ) $ (49,505 ) $ (21,571 ) The components of the provision (benefit) for income taxes are as follows (in thousands): Fiscal Years 2018 2017 2016 Current: Federal $ (6,876 ) $ 100 $ (5,861 ) State (160 ) 225 (766 ) Foreign 1,642 7,307 906 Current provision (benefit) (5,394 ) 7,632 (5,721 ) Deferred: Federal 75,428 (42,637 ) (8,163 ) State (15,526 ) (4,037 ) (502 ) Foreign (24,652 ) (466 ) (2,603 ) Change in valuation allowance (51,329 ) 140,419 (994 ) Deferred provision (benefit) (16,079 ) 93,279 (12,262 ) Total provision (benefit) $ (21,473 ) $ 100,911 $ (17,983 ) We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making this determination, we consider available positive and negative evidence and factors that may impact the valuation of our deferred tax asset including results of recent operations, future reversals of existing taxable temporary differences, projected future taxable income, and tax-planning strategies. A significant piece of objective negative evidence evaluated was the cumulative U.S. loss incurred over the three-year period ended September 28, 2018 which we believe limited our ability to consider other subjective evidence, such as our projections for future growth. Certain transaction and integration related expenses incurred in the U.S., associated primarily with the AppliedMicro Acquisition during the three months ended March 31, 2017, resulted for the first time in significant negative objective evidence in the form of adjusted cumulative losses in the U.S. over the past three-year period. This resulted in our determination that there was not sufficient objectively verifiable positive evidence to offset this negative objective evidence and we concluded that a full valuation allowance totaling $93.5 million was required for our U.S. deferred tax assets as of September 29, 2017. In addition, a full valuation allowance was established against the U.S. deferred tax assets acquired in connection with the AppliedMicro Acquisition. The $243.1 million of valuation allowance as of September 28, 2018 relates primarily to federal and state NOLs, tax credit carryforwards and a partial valuation allowance on tax credits in Canada of $13.6 million whose recovery is not considered more likely than not. The $274.4 million of valuation allowance as of September 29, 2017 related primarily to federal and state NOL and tax credit carryforwards assumed in the AppliedMicro Acquisition along with an establishment of a full valuation allowance against the Company’s U.S. deferred tax assets whose recovery is not considered more likely than not. The change during the fiscal year ended September 28, 2018 of $31.3 million primarily relates to the decrease of our deferred tax assets resulting from the lower U.S. federal tax rate, partially offset by a valuation allowance on state NOLs and tax credits in Canada. Our effective tax rates differ from the federal and statutory rate as follows: Fiscal Years 2018 2017 2016 Federal statutory rate 24.5% 35.0% 35.0% Foreign rate differential 5.1 31.9 40.1 State taxes net of federal benefit 0.8 0.2 1.0 Warrant liabilities 4.4 (1.8) (26.7) Change in valuation allowance 34.0 (270.0) 3.0 Research and development credits 9.0 12.8 16.9 Correction of prior period — — 18.3 Provision to return adjustments 8.3 (4.0) 3.5 Nondeductible compensation expense 1.4 (4.1) (9.2) Nondeductible legal fees 0.9 (3.9) (1.8) 2017 tax reform (73.7) — — Other permanent differences (0.9) 0.1 3.3 Effective income tax rate 13.8% (203.8)% 83.4% For fiscal years 2018 , 2017 and 2016 , the effective tax rates to calculate the tax benefit on $155.2 million , $49.5 million and $21.6 million , respectively, of pre-tax loss from continuing operations were 13.8% , (203.8)% and 83.4% , respectively. The effective income tax rate for fiscal years 2018 , 2017 and 2016 were primarily impacted by a lower income tax rate in many foreign jurisdictions in which our foreign subsidiaries operate, research and development tax credits, and fair market value adjustment of warranty liabilities. For fiscal year 2018 and 2017, effective tax rates were also impacted by the valuation allowance. For fiscal year 2018, the effective tax rate was impacted by the Tax Act. For fiscal year 2017, the effective tax rate was impacted by an establishment of a full valuation allowance against our U.S. deferred tax assets. For fiscal year 2016, the effective tax rate impacted by a retroactive enactment of the R&D tax credit from fiscal years 2015. All earnings of foreign subsidiaries are considered indefinitely reinvested for the periods presented. A one-time deemed repatriation of gross foreign earnings and profits totaling $202.0 million will result in approximately $101.5 million in U.S. taxable income for the year ended September 28, 2018 with Grand Cayman and Ireland accounting for $70.0 million and $30.3 million , respectively. Due to the fact that we are in a full U.S. valuation allowance, this one-time deemed repatriation will have no impact on our tax expense. We also expect our current period taxable loss to fully offset this one-time deemed repatriation of taxable income resulting in no additional cash tax payments. Undistributed earnings of all foreign subsidiaries as of September 28, 2018 , subsequent to the one-time deemed repatriation, aggregated $23.6 million , with Ireland and Grand Cayman accounting for $5.1 million and $15.7 million , respectively. It is not practicable to determine the U.S. federal, state and foreign withholding deferred tax liabilities associated with such foreign earnings. Activity related to unrecognized tax benefits is as follows (in thousands): Amount Balance - September 30, 2016 (1,670 ) Additions based on tax positions — Reductions based on tax positions — Balance - September 29, 2017 $ (1,670 ) Additions based on tax positions — Reductions based on tax positions 1,370 Balance at September 28, 2018 $ (300 ) The balance of the unrecognized tax benefit as of September 28, 2018 , is included in other long-term liabilities in the accompanying consolidated balance sheets. The entire balance of unrecognized tax benefits, if recognized, will reduce income tax expense. It is our policy to recognize any interest and penalties accrued related to unrecognized tax benefits in income tax expense. During fiscal year 2018 , we did not make any payment of interest and penalties. There was nothing accrued in the consolidated balance sheets for the payment of interest and penalties at September 28, 2018 , as the remaining unrecognized tax benefits would only serve to reduce our current federal and state NOL carryforwards, if ultimately recognized. A summary of the fiscal tax years that remain subject to examination, as of September 28, 2018 , for the Company’s significant tax jurisdictions are: Jurisdiction Tax Years Subject to Examination United States—federal 2015 - forward United States—various states 2014 - forward Ireland 2016 - forward Generally, we are no longer subject to federal income tax examinations for years before 2015, except to the extent of loss and tax credit carryforwards from those years. On December 22, 2017, the U.S. Congress enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to: • reducing the highest marginal U.S. federal corporate income tax rate from 35% in the period ending December 29, 2017 to 21%, effective January 1, 2018; • requiring companies to become liable for a one-time deemed repatriation transition tax (Transition Tax) based on previously untaxed accumulated and current earnings and profits (E&P) of certain foreign subsidiaries for our fiscal year ending September 28, 2018; • generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries that will apply to our fiscal year beginning September 29, 2018; • requiring the inclusion of certain income such as Global Intangible Low Taxed Income (GILTI) earned by controlled foreign corporations (CFCs) in our U.S. federal taxable income that would apply to our fiscal year beginning September 29, 2018; • eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized that will apply to our fiscal year beginning September 29, 2018; • repealing the performance-based compensation exception to the section 162(m) $1.0 million deduction limitation and revising the definition of a covered employee for our fiscal year beginning September 29, 2018; • creating the base erosion anti-abuse tax, a new minimum tax that will apply to our fiscal year beginning September 29, 2018; • creating a new limitation on deductible interest expense that will apply to our fiscal year beginning September 29, 2018; • limiting the degree to which net operating losses can be utilized against taxable income that would apply to losses created beginning with our fiscal year beginning September 29, 2018; • changing rules related to the ability to apply net operating losses against later or earlier tax years that applies to losses created beginning with our fiscal year beginning September 30, 2017; and • an increase in the allowable deduction for costs to acquire qualified property placed into service after September 27, 2017. Our financial results for the fiscal year ended September 28, 2018 includes a non-cash reduction in income tax expense of approximately $2.6 million resulting from the re-measurement of our U.S. deferred tax liabilities to reflect the new 21% U.S. federal tax rate. Due to changes in the net operating loss carryforward rules, we also reduced our deferred tax liability by $5.7 million resulting in a reduction to income tax expense of $5.7 million . To determine the amount of the Transition Tax, we must determine, in addition to other factors, the amount of E&P of the relevant subsidiaries as well as the amount of non-U.S. income taxes paid on such earnings. We were able to make a reasonable estimate of the Transition Tax and have determined that we expect to have sufficient taxable losses during the current year to reduce any cash tax payments associated with the one-time repatriation of E&P down to zero. We are continuing to analyze additional information to more precisely compute the amount of the Transition Tax. The Tax Act creates a new requirement that certain income such as GILTI earned by CFCs must be included in the gross income of the CFCs’ U.S. shareholder. GILTI is the excess of the shareholder's net CFC tested income over the net deemed tangible income return, which is currently defined as the excess of (1) 10 percent of the aggregate of the U.S. shareholder’s pro rata share of the qualified business asset investment of each CFC with respect to which it is a U.S. shareholder over (2) the amount of certain interest expense taken into account in the determination of net CFC-tested income. The Company also assessed whether its valuation allowance analyses are affected by various aspects of the Tax Act (e.g., the Transition Tax, GILTI inclusions and new categories of foreign tax credits). The changes included in the Tax Act are broad and complex. Although we are not able to finalize our evaluation of the impact of the Tax Act at this time due to uncertainties related to any future legislative or regulatory actions related to the Tax Act and availability of information needed to perform the final calculations, we do believe that a full valuation allowance continues to be required. However, we will continue to evaluate the impact the Tax Act may have on our financial statements including the impact on our full valuation allowance against our U.S. deferred tax assets and any impact this would have on our tax expense. The SEC has issued Staff Accounting Bulletin No. 118 that would allow for a measurement period of up to one year after the enactment date of the Tax Act to finalize the application of Accounting Standards Codification Topic 740, Income Taxes. We currently anticipate finalizing and recording any resulting adjustments within one year after the enactment date. |
Share - Based Compensation Plan
Share - Based Compensation Plans | 12 Months Ended |
Sep. 28, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share - Based Compensation Plans | SHARE-BASED COMPENSATION PLANS Stock Plans We have three equity incentive plans: the Amended and Restated 2009 Omnibus Stock Plan (2009 Plan), the 2012 Omnibus Incentive Plan, as amended (2012 Plan) and the 2012 Employee Stock Purchase Plan, as amended and restated (ESPP). Upon the closing of our initial public offering, all shares that were reserved under the 2009 Plan but not awarded were assumed by the 2012 Plan. No additional awards will be made under the 2009 Plan. Under the 2012 Plan, we have the ability to issue incentive stock options (ISOs), nonqualified stock options (NQs), stock appreciation rights, restricted stock (RSAs), restricted stock units (RSUs), performance-based stock units (PRSUs) and other equity-based awards to employees, directors and outside consultants. The ISOs and NQs must be granted at a price per share not less than the fair value of our common stock on the date of grant. Options granted to date primarily vest based on certain market-based and performance-based criteria as described below. Certain of the share-based awards granted and outstanding as of September 28, 2018 , are subject to accelerated vesting upon a sale of the Company or similar changes in control. Options granted generally have a term of four to seven years. As of September 28, 2018 , we had 14.1 million shares available for future issuance under the 2012 Plan and 3.2 million shares available for issuance under our ESPP. The financial impact of any modifications to share-based awards during the periods presented was not material. Outside of the three equity plans described above, we also grant incentive stock units (ISUs) liability awards to certain of our international employees which typically vest over four years and for which the fair value is determined by our underlying stock price, which are settled in cash upon vesting. As of September 28, 2018 , we had 191,620 ISU awards outstanding with a fair value of $1.9 million recorded as an accrued compensation liability. As of September 29, 2017 , we had 203,293 ISU awards outstanding with a fair value of $4.4 million recorded as an accrued compensation liability. During fiscal year 2018, 68,813 ISU awards were settled with a fair value of $1.4 million . We recorded a gain for these ISU awards of $1.1 million in fiscal year 2018 , primarily as a result of declines in our stock price, and we recorded expense of $3.9 million and $4.0 million in fiscal years 2017 and 2016 , respectively. Share-Based Compensation The following table shows a summary of share-based compensation expense included in the Consolidated Statement of Operations during the periods presented (in thousands): Fiscal Years 2018 2017 2016 Cost of revenue $ 3,869 $ 3,189 $ 2,150 Research and development 13,448 10,565 6,568 Selling, general and administrative 14,620 22,581 18,236 Total $ 31,937 $ 36,335 $ 26,954 Amounts presented above include share-based compensation expense of $0.8 million for fiscal year 2017, which is recorded as discontinued operations related to employees of our Compute business. As of September 28, 2018 , the total unrecognized compensation costs related to outstanding stock options, restricted stock awards and units including awards with time-based and performance-based vesting was $51.3 million , which we expect to recognize over a weighted-average period of 2.4 years . Stock Options A summary of stock option activity for fiscal year 2018 is as follows (in thousands, except per share amounts and contractual term): Number of Shares Weighted-Average Exercise Price per Share Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding - September 29, 2017 1,177 $ 31.61 Granted 405 36.58 Exercised (27 ) 2.87 Forfeited, canceled or expired (147 ) 46.29 Options outstanding - September 28, 2018 1,408 $ 32.05 4.93 $ 1,850 Options vested and expected to vest - September 28, 2018 1,408 $ 32.05 4.93 $ 1,850 Options exercisable - September 28, 2018 343 $ 19.08 3.77 $ 1,850 Aggregate intrinsic value represents the difference between our closing stock price on September 28, 2018 , and the exercise price of outstanding, in-the-money options. The total intrinsic value of options exercised was $0.9 million , $8.9 million and $3.7 million for fiscal years 2018 , 2017 and 2016 , respectively. Stock Options with Time-based Vesting Criteria In November 2017, we granted 10,924 incentive stock options and 69,076 non-qualified stock options with a total grant date fair value of $17.55 per share, or $1.4 million . These stock options are valued using a Black-Scholes model, using a volatility rate of 45.7% , a risk-free rate of 2.21% , a strike price of $36.61 and an expected term of 6.5 years . Share-based compensation expense is recognized on a straight-line basis over the service period of approximately 4.5 years . If the required service period is not met for these options, then the share-based compensation expense would be reversed. Stock Options with Performance-based Vesting Criteria We granted approximately 5,000 non-qualified stock options in 2016 with an aggregate fair value of $0.1 million on the date of grant. These stock options will vest and become exercisable if service conditions are met and certain performance criteria are met or exceeded in any period of four consecutive fiscal quarters completed during the term of the options based on pre-established revenue and gross margin targets. We used a Black-Scholes option pricing model to estimate the fair value on the date of grant of $10.54 per option. The fair value of stock options is calculated using valuation assumptions, including volatility, the Company’s stock price, expected term of the option, risk-free interest rate and expected dividends. The stock options have a term of seven years, assuming continued employment with or services to the Company, and have a weighted average exercise price of $ 39.50 and equal to the closing price of the Company’s common stock on the date of grant. The weighted average Black-Scholes input assumptions used for calculating the fair value of these performance-based stock options are as follows: Fiscal Years 2016 Risk-free interest rate 1.15 % Expected term (years) 4.0 Expected volatility 31.8 % Expected dividends — % Stock Options with Market-based Vesting Criteria We grant non-qualified stock options that are subject to vesting only upon the market price of our underlying public stock closing above a certain price target within seven years of the date of grant. Share-based compensation expense is recognized regardless of the number of awards that are earned based on the market condition and is recognized on a straight-line basis over the estimated service period of approximately three years. If the required service period is not met for these options, then the share-based compensation expense would be reversed. In the event that our common stock achieves the target price per share based on a 30 -day trailing average prior to the end of the estimated service period, any remaining unamortized compensation cost will be recognized. Stock options granted for fiscal years 2018 , 2017 and 2016 were 325,000 , 320,000 , and 300,000 , respectively, at weighted average grant date fair values of $15.52 , $13.18 and $11.65 per share, or $5.0 million , $4.3 million and $3.5 million , respectively. These non-qualified stock options with market based vesting conditions were valued using a Monte Carlo simulation model. The weighted average Monte Carlo input assumptions used for calculating the fair value of these market-based stock options are as follows: Fiscal Years 2018 2017 2016 Risk-free interest rate 2.3 % 1.9 % 2.1 % Expected term (years) 3.4 7.0 7.0 Expected volatility 45.8 % 32.3 % 36.5 % Target price $98.99 $67.39 $64.22 Restricted Stock Awards and Units A summary of restricted stock awards and units activity for fiscal year 2018 is as follows (in thousands): Number of Shares Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value Issued and unvested - September 29, 2017 1,907 $ 39.20 $ 85,093 Granted 1,145 26.68 Vested (906 ) 35.24 Forfeited, canceled or expired (274 ) 34.56 Issued and unvested shares - September 28, 2018 1,872 34.15 $ 38,452 As of September 28, 2018 , the aggregate intrinsic value of vested and expected to vest restricted stock units including time-based and performance-based units was $37.1 million for fiscal year 2018 . The total fair value of restricted stock awards and units vested was $19.7 million , $51.2 million and $26.5 million for the fiscal years 2018 , 2017 and 2016 , respectively. In addition to RSUs, we also issue PRSUs with specific performance vesting criteria. These PRSUs have both a service and performance-based vesting condition and awards are divided into three equal tranches and vest based on achieving certain adjusted earnings per share growth metrics. The service condition requires participants to be employed on May 15th of the following year once the performance condition has been met. Depending on the actual performance achieved, a participant may earn between 0% to 300% of the targeted shares for each tranche, which is determined based on a straight-line interpolation applied for the achievement between the specified performance ranges. As of September 28, 2018 , no performance condition targets had been met for awards with future service conditions. We granted 84,753 PRSUs during fiscal year 2018 . The amount of incremental PRSU awards that could ultimately vest if all performance criteria are achieved would be 413,916 shares assuming a maximum of 300% of the targeted shares. Employee Stock Purchase Plan The ESPP allows eligible employees to purchase shares of our common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. In administering the ESPP, the board of directors has limited discretion to set the length of the offering periods thereunder. As of September 28, 2018 , total unrecognized compensation cost related to the ESPP was not material. In fiscal years 2018 , 2017 and 2016 , 305,851 , 146,149 and 154,187 , respectively, of shares of common stock were issued under the ESPP. The 2012 Plan contains an “evergreen” provision, pursuant to which the number of shares of common stock available for issuance under the 2012 Plan can be increased on the first day of each fiscal year by the lesser of (a) 4.0% of outstanding common stock on a fully diluted basis as of the end of the immediately preceding fiscal year, (b) 1.9 million shares of common stock and (c) a lesser amount determined by the board of directors; provided, however, that any shares from any increases in previous years that are not actually issued will continue to be available for issuance under the 2012 Plan. The ESPP also contains an “evergreen” provision, pursuant to which the number of shares of common stock available for issuance under the ESPP can be increased on the first day of each fiscal year by the lesser of (a) 1.25% of outstanding common stock on a fully diluted basis as of the end of the immediately preceding fiscal year, (b) 550,000 shares of common stock and (c) a lesser amount determined by the board of directors; provided, however, that any shares from any increases in previous years that are not actually issued will continue to be available for issuance under the ESPP. In fiscal year 2018 , pursuant to the evergreen provisions, the number of shares of common stock available for issuance under the 2012 Plan and the ESPP were increased by 1.9 million shares and 550,000 shares, respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 28, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY We have authorized 10 million shares of $0.001 par value preferred stock and 300 million shares of $0.001 par value common stock as of September 28, 2018 and September 29, 2017 . The outstanding shares of common stock as of September 28, 2018 and September 29, 2017 , presented in the accompanying consolidated statements of stockholders’ equity, exclude 6,100 and 200 unvested shares of restricted stock awards, respectively, issued as compensation to employees that were subject to forfeiture. Common Stock Warrants —In March 2012, we issued warrants to purchase 1,281,358 shares of common stock for $14.05 per share. The warrants expire December 21, 2020 , or earlier as per the terms of the agreement, including immediately following consummation of a sale of all or substantially all assets or capital stock or other equity securities, including by merger, consolidation, recapitalization or similar transactions. We do not currently have sufficient registered and available shares to immediately satisfy a request for registration, if such a request were made. As of September 28, 2018 , no exercise of the warrants had occurred and no request had been made to register the warrants or any underlying securities for resale by the holders. We are recording the estimated fair values of the warrants as a long-term liability in the accompanying consolidated financial statements with changes in the estimated fair value being recorded in the accompanying statements of operations. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Sep. 28, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | RELATED-PARTY TRANSACTIONS Cadence Design Systems, Inc. (Cadence) provides us with certain engineering licenses on an ongoing basis. Geoffrey Ribar, who joined our board of directors on March 22, 2017, served as an officer of Cadence through September 30, 2017 and served as a Senior Advisor to Cadence until March 31, 2018. During fiscal year 2018, we made payments of $4.1 million to Cadence prior to March 31, 2018. During fiscal year 2017, we made payments of $6.3 million subsequent to Mr. Ribar joining our board of directors. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Sep. 28, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS Divested Business On May 10, 2018, we completed the sale and transfer of certain assets associated with our Japan-based long-range optical subassembly business (the LR4 business), pursuant to an Asset Purchase and Intellectual Property License Agreement, dated April 30, 2018 (the LR4 Agreement). The LR4 Agreement provided that the buyer would pay us $5.0 million within 30 days following the closing of the transactions contemplated by the LR4 Agreement, provide us with the opportunity to supply components, and would pay us further amounts to be determined for inventory and fixed assets within 60 days of receipt of required government approvals. As of September 28, 2018, we have received $5.0 million of consideration and expect additional consideration before the end of calendar 2018 of $12.2 million , net of tax, of which $7.4 million has been recorded as other current assets and $4.8 million has been recorded as assets held for sale as they had not been transferred to the buyer as of September 28, 2018. As a result of the transaction, during fiscal year 2018 we recorded a loss on disposal of $34.3 million associated with LR4 business as other expense, comprised of expected proceeds of $17.2 million , subject to receipt of required government approvals, less the carrying value of assets sold, primarily including customer relationship intangible assets of $27.7 million , inventory of $13.7 million , fixed assets of $7.6 million and goodwill of $2.6 million . The transaction did not meet the criteria of discontinued operations. We also entered into a Transition Services Agreement (the LR4 TSA) with the buyer, pursuant to which we agreed to incur up to $2.0 million of operating expenses for certain ongoing administrative services to support the buyer for up to six months after the closing of the transaction. During fiscal year 2018, we have incurred $2.0 million of expenses associated with the LR4 TSA which were recorded as general and administrative expenses. Discontinued Operations On October 27, 2017, we entered into a purchase agreement to sell the Compute business. In consideration for the transfer and sale of the Compute business, we received an equity interest in the buyer valued at approximately $36.5 million , representing the carrying value of the assets divested and representing less than 20.0% of the buyer's total outstanding equity. The operations of the Compute business were accounted for as discontinued operations through the date of divestiture. We also entered into a transition services agreement (the Compute TSA), pursuant to which we agreed to perform certain primarily general and administrative functions on the buyer's behalf during a migration period and for which we are reimbursed for costs incurred. During the fiscal year 2018 , we received $3.6 million of reimbursements under the Compute TSA, which was recorded as a reduction of our general and administrative expenses. In August of fiscal year 2015, we sold our Automotive business, as the Automotive business was not consistent with our long-term strategic vision from both a growth and profitability perspective. Additionally, we entered into a Consulting Agreement with the buyer pursuant to which we were to provide the buyer with certain non-design advisory services for a period of two years following the closing of the transaction for up to $15.0 million , from which we have recorded $7.5 million as other income during both fiscal years 2017 and 2016. No income was recognized during fiscal year 2018. During fiscal year 2017, we received $18.0 million , the full amount of the indemnification escrow. The accompanying consolidated statement of operations includes the following operating results related to these discontinued operations (in thousands): Fiscal Years 2018 2017 2016 Revenue (1) $ — $ 660 $ — Cost of revenue (1) (596 ) 2,252 — Gross (loss) profit 596 (1,592 ) — Operating expenses: Research and development (1) 5,251 29,167 — Selling, general and administrative (1) 1,560 13,840 — Total operating expenses 6,811 43,007 — (Loss) income from discontinued operations (1) (6,215 ) (44,599 ) — Other income (2) — 7,500 7,500 Gain on sale (2) — 18,022 308 (Loss) income before income taxes (6,215 ) (19,077 ) 7,808 Income tax provision (benefit) — — 2,786 (Loss) income from discontinued operations (6,215 ) (19,077 ) 5,022 Cash flow from Operating Activities (1) (10,734 ) (42,776 ) — Cash flow from Investing Activities (2) — 25,522 7,500 (1) Amounts are associated with the Compute business. (2) Amounts are associated with the Automotive business. For the fiscal year ended September 29, 2017, we recorded assets held for sale of $35.6 million , which included inventory and other assets of $1.3 million , property and equipment of $7.8 million , goodwill and intangibles of $28.4 million , as well as a $2.0 million provision for disposition costs. During the same period, liabilities held for sale amounted to $2.1 million . |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Sep. 28, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following table set forth the computation for basic and diluted net income (loss) per share of common stock (in thousands, except per share data): Fiscal Years 2018 2017 2016 Numerator: Loss from continuing operations $ (133,762 ) $ (150,416 ) $ (3,588 ) (Loss) income from discontinued operations (6,215 ) (19,077 ) 5,022 Net (loss) income (139,977 ) (169,493 ) 1,434 Warrant liability gain (27,646 ) — — Net (loss) income attributable to common stockholders $ (167,623 ) $ (169,493 ) $ 1,434 Denominator: Weighted average common shares outstanding-basic 64,741 60,704 53,364 Dilutive effect of warrants 570 — — Weighted average common shares outstanding-diluted 65,311 60,704 53,364 Common stock earnings per share-basic: Continuing operations $ (2.07 ) $ (2.48 ) $ (0.07 ) Discontinued operations (0.10 ) (0.31 ) 0.09 Net common stock earnings per share-basic $ (2.16 ) $ (2.79 ) $ 0.03 Common stock earnings per share-diluted: Continuing operations $ (2.47 ) $ (2.48 ) $ (0.07 ) Discontinued operations (0.10 ) (0.31 ) 0.09 Net common stock earnings per share-diluted $ (2.57 ) $ (2.79 ) $ 0.03 As of September 28, 2018 , we had warrants outstanding which were reported as a liability on the consolidated balance sheet. During fiscal year 2018 , we recorded a $27.6 million gain associated with adjusting the fair value of the warrants, in the consolidated statements of operations primarily as a result of declines in our stock price. When calculating earnings per share we are required to adjust for the dilutive effect of outstanding common stock equivalents, including adjustment to the numerator for the dilutive effect of contracts that must be settled in common stock. During the fiscal year ended September 28, 2018 , we adjusted the numerator to exclude the warrant gain of $27.6 million and the denominator by the incremental shares of 569,667 under the treasury stock method. For the fiscal year 2018 , the table above excludes the effects of 375,940 shares of potential shares of common stock issuable upon exercise of stock options, restricted stock and restricted stock units as the inclusion would be antidilutive. The table also excludes the effects of 1,877,401 and 1,855,049 shares for fiscal years 2017 and 2016 , respectively, of potential shares of common stock issuable upon exercise of stock options, restricted stock, restricted stock units and warrants as the inclusion would be antidilutive. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Sep. 28, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION As of September 28, 2018 and September 29, 2017 , we had $4.0 million and $ 7.6 million , respectively, in unpaid amounts related to purchases of property and equipment included in accounts payable and accrued liabilities. These amounts have been excluded from the payments for purchases of property and equipment in the accompanying consolidated statements of cash flows until paid. In January 2017, we issued common stock with a fair value of $465.1 million in connection with the AppliedMicro Acquisition. This was accounted for as a non-cash transaction as no shares were purchased or sold as part of the transaction. During fiscal years 2018 and 2017 , we capitalized $18.4 million and $3.6 million , respectively, of net construction costs relating to the 144 Chelmsford Street facility, of which $12.7 million and $3.6 million , respectively, were accounted for as a non-cash transaction as the costs were paid by the developer. During fiscal year 2018, we divested the Compute business with net assets valued at approximately $36.5 million in exchange for a $36.5 million equity interest in Compute. During fiscal year 2018 , we recorded $10.4 million of losses associated with this investment based on our proportionate share of the losses of Compute. The following is supplemental cash flow information regarding non-cash investing and financing activities (in thousands): Fiscal Years 2018 2017 2016 Cash paid for interest $ 29,698 $ 30,529 $ 16,335 Cash paid (refunded) for income taxes $ 3,559 $ (3,161 ) $ (373 ) |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Sep. 28, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The components of accumulated other comprehensive income (loss), net of income taxes, are as follows: Foreign Currency Items Other Items Total Balance - September 30, 2016 $ 9,138 $ (99 ) $ 9,039 Foreign currency translation, net of tax (5,999 ) — (5,999 ) Unrealized gain/loss on short-term investments, net of tax — (63 ) (63 ) Balance - September 29, 2017 3,139 (162 ) 2,977 Foreign currency translation, net of tax (502 ) — (502 ) Unrealized gain/loss on short-term investments, net of tax — (287 ) (287 ) Balance at September 28, 2018 $ 2,637 $ (449 ) $ 2,188 |
Geographic and Significant Cust
Geographic and Significant Customer Information | 12 Months Ended |
Sep. 28, 2018 | |
Segment Reporting [Abstract] | |
Geographic and Significant Customer Information | GEOGRAPHIC AND SIGNIFICANT CUSTOMER INFORMATION We have one reportable operating segment that designs, develops, manufactures and markets semiconductors and modules. The determination of the number of reportable operating segments is based on the chief operating decision maker’s use of financial information for the purposes of assessing performance and making operating decisions. In evaluating financial performance and making operating decisions, the chief operating decision maker primarily uses consolidated revenue, gross profit and operating income (loss). Information about our operations in different geographic regions, based upon customer locations, is presented below (in thousands): Fiscal Years Revenue by Geographic Region 2018 2017 2016 United States $ 272,951 $ 265,038 $ 155,998 China 159,763 206,136 201,911 Asia Pacific, excluding China (1) 79,581 170,826 144,872 Other Countries (2) 58,103 56,772 41,557 Total $ 570,398 $ 698,772 $ 544,338 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia, New Zealand, the Philippines and Vietnam. (2) No international country or region represented greater than 10% of the total revenue as of the dates presented, other than China and the Asia-Pacific region as presented above. As of September 28, September 29, Long-Lived Assets by Geographic Region United States $ 122,888 $ 101,044 Asia Pacific (1) 24,702 24,945 Other Countries (2) 2,333 5,030 Total $ 149,923 $ 131,019 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Malaysia, the Philippines, Vietnam and China. (2) No international country or region represented greater than 10% of the total net long-lived assets as of the dates presented, other than the Asia-Pacific region as presented above. The following is a summary of customer concentrations as a percentage of total sales and accounts receivable as of and for the periods presented: Fiscal Years Revenue 2018 2017 2016 Customer A 13 % 11 % 11 % Customer B 6 % 10 % 15 % Customer C 2 % 6 % 12 % September 28, September 29, Accounts Receivable Customer A 19 % 13 % Customer D 26 % 14 % No other customer represented more than 10% of revenue or accounts receivable in the periods presented in the accompanying consolidated financial statements. In fiscal years 2018 , 2017 and 2016 , our top ten customers represented an aggregate of 57% , 52% and 62% of total revenue, respectively. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Sep. 28, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | QUARTERLY FINANCIAL DATA (UNAUDITED) (In thousands, except per share data) First Quarter Second Quarter Third Quarter Fourth Quarter Fiscal Year Fiscal Year 2018 Revenue $ 130,925 $ 150,414 $ 137,872 $ 151,187 $ 570,398 Gross profit 60,954 65,601 48,169 70,982 245,706 Loss from continuing operations (16,970 ) (15,466 ) (85,210 ) (16,116 ) (133,762 ) Loss from discontinued operations (1) (5,599 ) (18 ) (220 ) (378 ) (6,215 ) Per share data (2) Loss from continuing operations, basic $ (0.26 ) $ (0.24 ) $ (1.31 ) $ (0.25 ) $ (2.07 ) Loss from discontinued operations, basic $ (0.09 ) $ 0.00 $ 0.00 $ (0.01 ) $ (0.10 ) Per share data (2) (3) Loss from continuing operations, diluted $ (0.49 ) $ (0.50 ) $ (1.31 ) $ (0.29 ) $ (2.47 ) Loss from discontinued operations, diluted $ (0.09 ) $ 0.00 $ 0.00 $ (0.01 ) $ (0.10 ) Fiscal Year 2017 Revenue $ 151,752 $ 186,084 $ 194,555 $ 166,381 $ 698,772 Gross profit 78,495 68,864 92,629 86,896 326,884 Loss from continuing operations (2,171 ) (134,267 ) (13,977 ) (1 ) (150,416 ) Income (loss) from discontinued operations (1) 1,206 4,136 (13,700 ) (10,719 ) (19,077 ) Per share data (2) Loss from continuing operations, basic $ (0.04 ) $ (2.21 ) $ (0.22 ) $ 0.00 $ (2.48 ) Income (loss) from discontinued operations, basic $ 0.02 $ 0.07 $ (0.21 ) $ (0.17 ) $ (0.31 ) Per share data (2) (3) Loss from continuing operations, diluted $ (0.04 ) $ (2.21 ) $ (0.22 ) $ (0.21 ) $ (2.48 ) Income (loss) from discontinued operations, diluted $ 0.02 $ 0.07 $ (0.21 ) $ (0.16 ) $ (0.31 ) ____________ (1) During the second quarter of fiscal year 2017, we announced a plan to divest the Compute business of AppliedMicro, and have included the results of the Compute business as discontinued operations in each subsequent quarter. (2) Earnings per share calculations for each of the quarters are based on the weighted average number of shares outstanding and included common stock equivalents in each period. Therefore, the sums of the quarters do not necessarily equal the full year earnings per share. (3) Diluted (loss) income per share for the fiscal first, second and fourth quarters of 2018 and the fiscal fourth quarter 2017 excluded $14.6 million , $17.0 million , $2.8 million and $14.0 million , respectively, related to warrant liability gain. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 28, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation, Basis of Presentation and Reclassification | Principles of Consolidation, Basis of Presentation and Reclassification —We have one reportable segment, semiconductors and modules. The accompanying consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. Certain prior period financial statement amounts, such as deferred revenue and cash flow line item presentation have been adjusted to conform to currently reported presentations . All intercompany balances and transactions have been eliminated in consolidation. We have a 52- or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2018 , 2017 and 2016 included 52 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we typically include the extra week arising in our fiscal years in the first quarter. |
Use of Estimates | Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ from these estimates and assumptions. |
Discontinued Operations | Discontinued Operations— In the first quarter of fiscal year 2018, we divested AppliedMicro's compute business (the Compute business). In the third quarter of fiscal year 2018, we divested our Japan-based long-range optical subassembly business (the LR4 business). The operating results of the LR4 business have been reflected in our continuing operations up through the May 10, 2018 sale date with the $34.3 million loss on disposal recorded as other expense. The operating results of the Compute business are reflected in discontinued operations. |
Foreign Currency Translation and Remeasurement | Foreign Currency Translation and Remeasurement —Our consolidated financial statements are presented in U.S. dollars. While the majority of our foreign operations use the U.S. dollar as the functional currency, the financial statements of our foreign operations for which the functional currency is not the U.S. dollar are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates (for assets and liabilities) and at average exchange rates (for revenue and expenses). The unrealized translation gains and losses on the net investment in these foreign operations are accumulated as a component of other comprehensive (loss) income. The financial statements of our foreign operations where the functional currency is the U.S. dollar, but where the underlying transactions are transacted in a different currency, are remeasured at the exchange rate in effect at the balance sheet date with respect to monetary assets and liabilities. Nonmonetary assets and liabilities, such as inventories and property and equipment and related statements of operations accounts, such as cost of revenue and depreciation, are remeasured at historical exchange rates. Revenue and expenses, other than cost of revenue, amortization and depreciation, are translated at the average exchange rate for the period in which the transaction occurred. The net gains and losses on foreign currency remeasurement are reflected in selling, general and administrative expense in the accompanying consolidated statements of operations. Net foreign exchange transaction gains and losses for all periods presented were not material. |
Cash and Cash Equivalents | Cash and Cash Equivalents —Cash equivalents are primarily composed of short-term, highly-liquid instruments with an original maturity of three months or less and consist primarily of money market funds. |
Investments | Investments — Short-term investments: We classify our short-term investments as available-for-sale. Our investments classified as available-for-sale are recorded at fair value based upon third party pricing at period end. Unrealized gains and losses that are deemed temporary in nature are recorded in accumulated other comprehensive income and loss as a separate component of stockholders’ equity. A decline in the fair value of any security below cost that is deemed other than temporary results in a charge to earnings and the corresponding establishment of a new cost basis for the security. Premiums and discounts are amortized (accreted) over the life of the related security as an adjustment to its yield. Dividend and interest income are recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of investments sold. |
Inventories | Inventories —Inventories are stated at the lower of cost or net realizable value. We use a combination of standard cost and moving weighted-average cost methodologies to determine the cost basis for our inventories, approximating a first-in, first-out basis. The standard cost of finished goods and work-in-process inventory is composed of material, labor and manufacturing overhead, which approximates actual cost. In addition to stating inventory at the lower of cost or net realizable value, we also evaluate inventory each reporting period for excess quantities and obsolescence, establishing reserves when necessary based upon historical experience, assessment of economic conditions and expected demand. Once recorded, these reserves are considered permanent adjustments to the carrying value of inventory. |
Property and Equipment | Property and Equipment —Property and equipment are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major improvements that significantly extend the useful life of the assets are capitalized as additions to property and equipment. Property and equipment are depreciated or amortized using the straight-line method over the following estimated useful lives: Asset Classification Estimated Useful Life In Years Buildings and improvements 20 – 40 Capital lease assets 5 - 20 Machinery and equipment 2 – 7 Computer equipment and software 2 – 5 Furniture and fixtures 7 – 10 Leasehold improvements Shorter of useful life or term of lease |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets —We have goodwill and certain intangible assets with indefinite lives which are not subject to amortization; these are reviewed for impairment annually as of the end of our August fiscal month end and more frequently if events or changes in circumstances indicate that the assets may be impaired. For our assessment of goodwill impairment, we compare the carrying value of the reporting unit to the fair value of the Company. For our assessment of in-service indefinite-lived assets we compare the carrying value of the asset to the estimated fair value of the asset. For indefinite-lived assets not in service, such as in-process research and development, we perform both qualitative and quantitative assessments using an assumption of "more likely than not" to determine if there are any impairment indicators. If impairment exists, a loss is recorded to write down the value of the assets to their implied fair values. During the fiscal year ended September 29, 2017, we recorded impairment charges of $4.4 million related to indefinite-lived intangible assets. S ee Note 16 - Intangible Assets , for further detail of these impairment charges. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets —Long-lived assets include property and equipment and definite-lived intangible assets subject to amortization. We evaluate long-lived assets for recoverability when events or changes in circumstances indicate that their carrying amounts may not be recoverable. Circumstances which could trigger a review include, but are not limited to, significant decreases in the market price of the asset or asset group, significant adverse changes in the business climate or legal factors, the accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset, current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset and a current expectation that the asset will more likely than not, be sold or disposed of significantly before the end of its previously estimated useful life. In evaluating a long-lived asset for recoverability, we estimate the undiscounted cash flows expected to result from our use and eventual disposition of the asset. If the sum of the expected undiscounted cash flows is less than the carrying amount of the asset, an impairment loss, equal to the excess of the carrying amount over the fair value of the asset, is recognized. In fiscal year 2018, we recorded impairment charges of $6.6 million , including $4.6 million related to property and equipment and $2.0 million related to other assets designated for future use with Zhongxing Telecommunications Equipment Corporation (ZTE), as a result of the Bureau of Industry and Security (BIS) denial order on April 15, 2018. In fiscal year 2016 we recorded impairment charges of $ 13.8 million related to our strategic decision to exit a product line and end programs associated with our GaN-on Silicon Carbide (GaN-on-SiC) license and technology transfer. There were no impairments of long-lived assets in fiscal year 2017. Intangible assets related to in-process research and development acquired are not amortized until the underlying asset begins revenue-generating activity, at which time it is amortized over its estimated useful life. Intangibles related to abandoned in-process research and development projects are expensed in the period the project is abandoned. |
Other Intangible Assets | Other Intangible Assets —Our other intangible assets, including acquired technology and customer relationships, are definite-lived assets and are subject to amortization. We amortize definite-lived assets over their estimated useful lives, which range from five to fourteen years, generally based on the pattern over which we expect to receive the economic benefit from these assets. |
Revenue Recognition | Revenue Recognition —We recognize revenue when: (i) persuasive evidence of an arrangement exists; (ii) delivery or services have been rendered; (iii) the price is fixed or determinable; and (iv) collectability is reasonably assured. We recognize revenue with the transfer of title and risk of loss and provide for reserves for returns and other allowances. We generally do not provide customers other than distributors the right to return product, with the exception of warranty related matters. Shipping and handling fees billed to customers are recorded as revenue while the related costs are classified as a component cost of revenue. We provide warranties for certain products and accrue the estimated costs of warranty claims in the period the related revenue is recorded. Product warranties generally have terms of 12 months and cover nonconformance with specifications and defects in material or workmanship. For sales to distributors, our warranty generally begins when the product is resold by the distributor. The liability is based on estimated costs to fulfill customer product warranty obligations and utilizes historical product failure rates. Should actual warranty obligations differ from estimates, revisions to the warranty liability may be required. We have agreements with some distribution customers for various programs, including compensation, volume-based pricing, obsolete inventory, new products and stock rotation. Sales to these distribution customers, as well as the existence of compensation programs, are in accordance with terms set forth in written agreements with these distribution customers. In general, credits allowed under these programs are capped based upon individual distributor agreements. We record charges associated with these programs as a reduction of revenue at the time of sale with a corresponding adjustment to accounts receivable based upon historical activity. Our policy is to use a 12 months rolling historical experience rate and an estimated general reserve percentage in order to estimate the necessary allowance to be recorded. |
Research and Development Costs | Research and Development Costs —Costs incurred in the research and development of products are expensed as incurred. |
Income Taxes | Income Taxes — |
Earnings Per Share | Earnings Per Share —Basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of common shares outstanding during the period, excluding the dilutive effect of common stock equivalents. Diluted net (loss) income per share reflects the dilutive effect of common stock equivalents, such as stock options, warrants and restricted stock units, using the treasury stock method. |
Fair Value Measurements | Fair Value Measurements —Financial assets and liabilities are measured at fair value. Fair value is an exit price, representing the amount that would be received from the sale of an asset or paid to transfer a liability at the measurement date under current market conditions in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, we group financial assets and liabilities in a three-tier fair value hierarchy, according to the inputs used in measuring fair value as follows: Level 1—observable inputs such as quoted prices in active markets for identical assets and liabilities; Level 2—inputs other than quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical assets and liabilities in markets that are not active and model-based valuation techniques for which significant assumptions are observable in active markets; and, Level 3—unobservable inputs for which there is little or no market data, requiring us to develop our own assumptions for model-based valuation techniques. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Money market funds are actively traded and consist of highly liquid investments with original maturities of 90 days or less. They are measured at their net asset value and classified as Level 1. Corporate and agency bonds and commercial paper are categorized as Level 2 assets except where sufficient quoted prices exist in active markets, in which case such securities are categorized as Level 1 assets. These securities are valued using third-party pricing services. These services may use, for example, model-based pricing methods that utilize observable market data as inputs. We generally use quoted prices for recent trading activity of assets with similar characteristics to the debt security or bond being valued. The securities and bonds priced using such methods are generally classified as Level 2. Broker dealer bids or quotes on securities with similar characteristics may also be used. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short-term nature of these assets and liabilities. |
Contingent Consideration | Contingent Consideration —We estimate and record at the acquisition date, the fair value of contingent consideration making up part of the purchase price consideration for acquisitions. Additionally, at each reporting period, we estimate the change in the fair value of contingent consideration and any change in fair value is recognized in the consolidated statements of operations. We estimate the fair value of contingent consideration by discounting the associated expected cash flows, using a probability-weighted, discounted cash flow model. The estimate of the fair value of contingent consideration requires subjective assumptions to be made regarding future operating results, discount rates and probabilities assigned to various potential operating result scenarios. |
Share-Based Compensation | Share-Based Compensation —We account for all share-based compensation arrangements using the fair value method. We recognize compensation expense over the requisite service period of the award, which is generally the vesting period, using the straight-line method for service-based awards and the accelerated method for performance-based awards, and providing that the minimum amount of compensation recorded is equal to the vested portion of the award. We record the expense in the consolidated statements of operations in the same manner in which the award recipients’ salary costs are classified. For restricted stock awards with service conditions we use the closing stock price on the date of grant to estimate the fair value of the awards. We use the Black-Scholes option-pricing model to estimate the fair value of stock options with service and performance conditions, inclusive of assumptions for risk-free interest rates, dividends, expected terms and estimated volatility. We use the Monte Carlo Simulation analysis to estimate the fair value of stock options with market conditions, inclusive of assumptions for risk free interest rates, expected term, expected volatility and the target price. We derive the risk-free interest rate assumption from the U.S. Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to the expected term of the award being valued. We base the assumed dividend yield on its expectation of not paying dividends in the foreseeable future. We calculate the weighted-average expected term of the options using the simplified method, which is a method of applying a formula that uses the vesting term and the contractual term to compute the expected term of a stock option. The decision to use the simplified method is based on a lack of relevant historical data, due to our limited operating experience. In addition, we calculate our estimated volatility using our historical stock price volatility data. In fiscal year 2018 we adopted Accounting Standards Update (ASU) 2016-09, Compensation - Stock Compensation (ASU 2016-09), and upon adoption we elected to account for forfeitures when they occur. Prior to the adoption of ASU 2016-09 the accounting for share-based compensation required forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differed from those estimates. See the Recent Accounting Pronouncements section below for additional detail on the adoption of ASU 2016-09. Share-based awards that are settled in cash are recorded as liabilities. The measurement of the liability and compensation cost for these awards is based on the fair value of the award, and is recorded in operating income over the award’s vesting period. Changes in our payment obligation prior to the settlement date of a stock-based award are recorded as compensation expense in operating income in the period of the change. The final payment amount for such awards is established on the date of the exercise of the award by the employee. |
Guarantees and Indemnification Obligations | Guarantees and Indemnification Obligations —We enter into agreements in the ordinary course of business with, among others, customers, distributors and original equipment manufacturers (OEM). Most of these agreements require us to indemnify the other party against third-party claims alleging that a Company product infringes a patent and/or copyright. Certain agreements in which we grant limited licenses to Company intellectual property require us to indemnify the other party against third-party claims alleging that the use of the licensed intellectual property infringes a third-party's intellectual property. Certain of these agreements require us to indemnify the other party against certain claims relating to property damage, personal injury or the acts or omissions, its employees, agents or representatives. In addition, from time to time, we have made certain guarantees in the form of warranties regarding the performance of Company products to customers. We have agreements with certain vendors, creditors, lessors and service providers pursuant to which we have agreed to indemnify the other party for specified matters, such as acts and omissions, its employees, agents or representatives. We have procurement or license agreements with respect to technology used in our products and agreements in which we obtain rights to a product from an OEM. Under some of these agreements, we have agreed to indemnify the supplier for certain claims that may be brought against such party with respect to our acts or omissions relating to the supplied products or technologies. Our certificate of incorporation and agreements with certain of our directors and officers and certain of our subsidiaries’ directors and officers provide them indemnification rights, to the extent legally permissible, against liabilities incurred by them in connection with legal actions in which they may become involved by reason of their service as a director or officer. As a matter of practice, we have maintained director and officer liability insurance coverage, including coverage for directors and officers of acquired companies. We have not experienced any losses related to these indemnification obligations in any period presented and no claims with respect thereto were outstanding as of September 28, 2018 and September 29, 2017 . We do not expect significant claims related to these indemnification obligations and, consequently, have concluded that the fair value of these obligations is negligible. No liabilities related to indemnification liabilities have been established. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements — Pronouncements Adopted in Fiscal Year 2018 In March 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-09, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities. We adopted this ASU as of September 30, 2017. Prior to ASU 2016-09, the accounting for share-based compensation required forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. ASU 2016-09 allows an entity to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. ASU 2016-09 requires an entity that elects to account for forfeitures when they occur to apply the accounting change on a modified retrospective basis as a cumulative-effect adjustment to retained earnings as of the date of adoption. We elected to account for forfeitures when they occur, and recorded a $1.0 million cumulative-effect adjustment to beginning retained earnings as of September 30, 2017. We did not record any adjustments to retained earnings for the tax effect of the adoption of ASU 2016-09 as we have a full valuation allowance position against our U.S. deferred tax asset. ASU 2016-09 requires all excess tax benefits and tax deficiencies to be recorded in the consolidated income statement on a prospective basis when the awards vest or are settled. Due to our full U.S. valuation allowance, ASU 2016-09 had no impact to our tax expense for fiscal year 2018. Pronouncements for Adoption in Subsequent Periods In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). In March, April, May and December 2016, the FASB issued additional guidance related to Topic 606. The new standard superseded nearly all existing revenue recognition guidance. Under Topic 606, an entity is required to recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. Topic 606 defines a five-step process in order to achieve this core principle, which may require the use of judgment and estimates, and also requires expanded qualitative and quantitative disclosures relating to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, including significant judgments and estimates used. The new standard also defines accounting for certain costs related to origination and fulfillment of contracts with customers, including whether such costs should be capitalized. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach where the new standard is applied in the financial statements starting with the year of adoption. Under both approaches, cumulative impact of the adoption is reflected as an adjustment to retained earnings (accumulated deficit) as of the earliest date presented in accordance with the new standard. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date , which delayed the effective date of the new standard from January 1, 2017 to January 1, 2018. We plan to implement the new guidance as of September 29, 2018, the beginning of our next fiscal year, using the modified retrospective approach, applied to those contracts that were not completed as of that date. We developed a project plan for the implementation of the guidance, including a review of our revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition and costs to obtain or fulfill the contracts. We have completed our assessment of the impacts of the standard, including any impacts from issued amendments, and have determined that the cumulative effect of the adoption of this new standard is not material. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . This update makes amendments to the guidance in U.S. GAAP on the classification and measurement of financial instruments. The new standard significantly revises an entity's accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. We do not expect the updated standard to have a material impact on our consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . In September 2017 and January and July of 2018, the FASB issued additional guidance related to Topic 842. The new standard increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Certain qualitative and quantitative disclosures are required, as well as a retrospective recognition and measurement of impacted leases. The new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures and we anticipate that this new guidance will materially impact our financial statements as we have a significant number of operating leases. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments . This update amends the guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP; however, this update will require that credit losses be presented as an allowance rather than as a write-down. ASU 2016-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments . This update addresses debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory . This update amends the guidance on recognizing the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendment eliminates the exception for an intra entity transfer of an asset other than inventory. ASU 2016-16 is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. We are evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Life | Property and equipment are depreciated or amortized using the straight-line method over the following estimated useful lives: Asset Classification Estimated Useful Life In Years Buildings and improvements 20 – 40 Capital lease assets 5 - 20 Machinery and equipment 2 – 7 Computer equipment and software 2 – 5 Furniture and fixtures 7 – 10 Leasehold improvements Shorter of useful life or term of lease |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the total estimated acquisition consideration (in thousands): Cash consideration paid to AppliedMicro common stockholders $ 287,060 Common stock issued (9,544,125 shares of our common stock at $47.53 per share) 453,632 Equity consideration for vested "in-the-money" stock options and unvested restricted stock units 2,143 Fair value of the replacement equity awards attributable to pre-acquisition service 9,307 Total consideration paid, less cash acquired $ 752,142 |
Allocation of Purchase Price | The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Final Allocation Current assets $ 12,614 Intangible assets 20,900 Other assets 3,089 Total assets acquired 36,603 Other liabilities 7,201 Total liabilities assumed 7,201 Net assets acquired 29,402 Consideration: Cash paid upon closing, net of cash acquired 37,125 Goodwill $ 7,723 The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Final Allocation Current assets $ 10,445 Intangible assets 45,650 Other assets 3,317 Total assets acquired 59,412 Debt 11,627 Deferred income taxes 11,552 Other liabilities 4,294 Total liabilities assumed 27,473 Net assets acquired 31,939 Consideration: Cash paid upon closing, net of cash acquired 47,517 Goodwill $ 15,578 We finalized the purchase accounting during the fiscal quarter ended June 29, 2018. The final purchase price allocation is as follows (in thousands): As Reported Allocation Adjustments Final Allocation September 29, 2017 Current assets $ 7,375 $ (1,088 ) $ 6,287 Intangible assets 19,000 — 19,000 Other assets 3,301 (81 ) 3,220 Total assets acquired 29,676 (1,169 ) 28,507 Current liabilities 2,169 142 2,311 Other liabilities 190 275 465 Total liabilities assumed 2,359 417 2,776 Net assets acquired 27,317 (1,586 ) 25,731 Consideration: Cash paid upon closing, net of cash acquired 33,500 — 33,500 Goodwill $ 6,183 $ 1,586 $ 7,769 We finalized the purchase accounting during the fiscal quarter ended December 29, 2017. The final purchase price allocation is as follows (in thousands): As Reported Allocation Adjustments Final Allocation September 29, 2017 Current assets $ 70,434 $ (553 ) $ 69,881 Intangible assets 412,848 — 412,848 Assets held for sale 40,944 — 40,944 Other assets 9,800 — 9,800 Total assets acquired 534,026 (553 ) 533,473 Liabilities held for sale 4,444 — 4,444 Other liabilities 17,627 651 18,278 Total liabilities assumed 22,071 651 22,722 Net assets acquired 511,955 (1,204 ) 510,751 Consideration: Cash paid upon closing 230,298 — 230,298 Common stock issued 455,775 — 455,775 Equity instruments issued 9,307 — 9,307 Total consideration $ 695,380 $ — $ 695,380 Goodwill $ 183,425 $ 1,204 $ 184,629 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 1,000 7 Customer relationships 19,900 10 $ 20,900 The components of the acquired intangible assets were as follows (in thousands): Included In Assets Held For Sale Included In Retained Business Useful Lives (Years) Developed technology $ 9,600 $ 78,448 7 years Customer relationships — 334,400 14 years $ 9,600 $ 412,848 The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 9,400 7 Customer relationships 36,250 10 $ 45,650 |
Summary of Unaudited Supplemental Pro Forma Data | This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 30, 2016 Revenue $ 551,964 Net (loss) income (3,324 ) This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 30, 2016 Revenue $ 553,174 Net income 1,183 The following is a summary of FiBest revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 30, 2016 (in thousands): Amount Revenue $ 30,540 Loss before income taxes (4,616 ) The following is a summary of AppliedMicro revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 29, 2017 (in thousands): Amount Revenue $ 110,117 Loss from continuing operations (27,222 ) Loss from discontinued operations (44,599 ) This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Fiscal Year Ended September 29, 2017 September 30, 2016 Revenue $ 755,728 $ 707,299 Loss from continuing operations (104,828 ) (53,613 ) Loss from discontinued operations (43,734 ) (72,730 ) The following is a summary of Metelics revenue and earnings included in our accompanying consolidated statements of operations for the fiscal year ended September 30, 2016 (in thousands): Amount Revenue $ 33,552 Income before income taxes 3,372 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available for Sale Investments | The amortized cost, gross unrealized holding gains or losses and fair value of our available-for-sale investments by major investments type as of September 28, 2018 and September 29, 2017 are summarized in the tables below (in thousands): September 28, 2018 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 28,731 $ — $ (460 ) $ 28,271 Commercial paper 69,966 — (16 ) 69,950 Total investments $ 98,697 $ — $ (476 ) $ 98,221 September 29, 2017 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 26,366 $ 10 $ (166 ) $ 26,210 Commercial paper 57,943 4 (36 ) 57,911 Total investments $ 84,309 $ 14 $ (202 ) $ 84,121 |
Summary of Contractual Maturities of Investments | The contractual maturities of available-for-sale investments were as follows (in thousands): September 28, 2018 Less than 1 year $ 70,200 Over 1 year 28,021 Total investments $ 98,221 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): September 28, 2018 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 253 $ 253 $ — $ — Commercial paper 69,950 — 69,950 — Corporate bonds 28,271 — 28,271 — Total assets measured at fair value $ 98,474 $ 253 $ 98,221 $ — Liabilities Contingent consideration $ 585 $ — $ — $ 585 Common stock warrant liability 13,129 — — 13,129 Total liabilities measured at fair value $ 13,714 $ — $ — $ 13,714 September 29, 2017 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 36 $ 36 $ — $ — Commercial paper 57,911 — 57,911 — Corporate bonds 26,210 — 26,210 — Total assets measured at fair value $ 84,157 $ 36 $ 84,121 $ — Liabilities Contingent consideration $ 1,679 $ — $ — $ 1,679 Warrant liability 40,775 — — 40,775 Total liabilities measured at fair value $ 42,454 $ — $ — $ 42,454 |
Quantitative Information Used in Fair Value Calculation of Level 3 Liabilities | The quantitative information utilized in the fair value calculation of our Level 3 liabilities are as follows: Liabilities Valuation Technique Unobservable Input September 28, 2018 September 29, 2017 Contingent consideration Discounted cash flow Discount rate 9.2% 9.2% Probability of achievement 90% 70% - 100% Timing of cash flows 1 month 2 - 8 months Warrant liability Black-Scholes model Volatility 60.7% 44.9% Discount rate 2.81% 1.62% Expected life 2.2 years 3.2 years Exercise price $14.05 $14.05 Stock price $20.60 $44.61 Dividend rate —% —% |
Changes in Assets with Inputs Classified within Level 3 of Fair Value | The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): Fiscal Year 2018 September 29, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 28, Contingent consideration $ 1,679 $ (394 ) $ — $ (700 ) $ — $ 585 Warrant liability $ 40,775 $ (27,646 ) $ — $ — $ — $ 13,129 Fiscal Year 2017 September 30, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 29, Contingent consideration $ 848 $ 180 $ 1,701 $ (1,050 ) $ — $ 1,679 Warrant liability $ 38,253 $ 2,522 $ — $ — $ — $ 40,775 Fiscal Year 2016 October 2, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 30, Contingent consideration $ 1,150 $ 98 $ — $ (400 ) $ — $ 848 Warrant liability $ 21,822 $ 16,431 $ — $ — $ — $ 38,253 |
Changes in Liabilities with Inputs Classified within Level 3 of Fair Value | The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): Fiscal Year 2018 September 29, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 28, Contingent consideration $ 1,679 $ (394 ) $ — $ (700 ) $ — $ 585 Warrant liability $ 40,775 $ (27,646 ) $ — $ — $ — $ 13,129 Fiscal Year 2017 September 30, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 29, Contingent consideration $ 848 $ 180 $ 1,701 $ (1,050 ) $ — $ 1,679 Warrant liability $ 38,253 $ 2,522 $ — $ — $ — $ 40,775 Fiscal Year 2016 October 2, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 September 30, Contingent consideration $ 1,150 $ 98 $ — $ (400 ) $ — $ 848 Warrant liability $ 21,822 $ 16,431 $ — $ — $ — $ 38,253 |
Accounts Receivables Allowanc_2
Accounts Receivables Allowances (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Receivables [Abstract] | |
Rollforward of Accounts Receivable Allowances | Summarized below is the activity in our accounts receivable allowances including compensation credits and doubtful accounts as follows (in thousands): Fiscal Year 2018 2017 2016 Balance - beginning of year $ 9,410 $ 3,279 $ 5,745 Provision, net 15,465 29,512 10,453 Charge-offs (18,080 ) (23,381 ) (12,919 ) Balance - end of year $ 6,795 $ 9,410 $ 3,279 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories consist of the following (in thousands): September 28, 2018 September 29, 2017 Raw materials $ 71,408 $ 78,999 Work-in-process 13,466 13,962 Finished goods 37,963 43,113 Total $ 122,837 $ 136,074 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | Property, plant and equipment consist of the following (in thousands): September 28, September 29, Construction in process 49,661 22,195 Machinery and equipment 174,638 160,955 Leasehold improvements 14,984 13,809 Furniture and fixtures 2,306 2,078 Capital lease assets 19,380 20,410 Computer equipment and software 17,317 16,539 Total property and equipment 278,286 235,986 Less accumulated depreciation and amortization (128,363 ) (104,967 ) Property and equipment — net $ 149,923 $ 131,019 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | All principal amounts outstanding and interest rate information as of September 28, 2018 , for the Credit Agreement were as follows (in thousands, except rate data): Principal Outstanding LIBOR Rate Margin Effective Interest Rate Term loans $679,856 2.24% 2.25% 4.49% |
Schedule of Remained Outstanding on Term Loans | As of September 28, 2018 , the following remained outstanding on the Term Loans: Principal balance $ 679,856 Unamortized discount (4,625 ) Unamortized deferred financing costs (9,974 ) Total term loans 665,257 Current portion 6,885 Long-term, less current portion $ 658,372 |
Schedule of Minimum Principal Payments under Term Loans | As of September 28, 2018 , the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): 2019 $ 6,885 2020 6,885 2021 6,885 2022 6,885 2023 6,885 Thereafter 645,431 Total $ 679,856 |
Capital Lease and Financing O_2
Capital Lease and Financing Obligations (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Capital Lease and Financing Obligations [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases | As of September 28, 2018 , future minimum payments under capital lease obligations related to all of our in service Leases were as follows (in thousands): Fiscal year ending: Amount 2019 $ 2,797 2020 2,760 2021 2,686 2022 2,547 2023 2,563 Thereafter 42,247 Total minimum capital lease payments $ 55,600 Less amount representing interest (27,786 ) Present value of net minimum capital lease payments $ 27,814 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Future minimum lease payments for the next five fiscal years as of September 28, 2018 , are as follows (in thousands): 2019 $ 10,068 2020 7,527 2021 5,442 2022 3,766 2023 3,356 Thereafter 4,663 Total minimum lease payments $ 34,822 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): September 28, September 29, Compensation and benefits $ 22,935 $ 32,505 Distribution costs 10,670 5,777 Product warranty 5,756 3,672 Professional fees 1,875 2,140 Rent and utilities 1,660 1,257 Contingent consideration 585 1,679 Income taxes payable 415 4,184 Purchase price holdback 375 1,000 Restructuring costs 89 627 Other 5,585 5,402 Total $ 49,945 $ 58,243 |
Restructurings (Tables)
Restructurings (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Restructuring and Related Activities [Abstract] | |
Summary of Costs Related to Restructuring Actions | The following is a summary of the costs incurred and remaining balances included in accrued expenses related to restructuring actions taken (in thousands): Fiscal Years 2018 2017 2016 Balance - beginning of year $ 627 $ 3,104 $ 943 Expense 6,265 2,744 3,465 Charges paid/settled (6,803 ) (5,221 ) (1,304 ) Balance - end of year $ 89 $ 627 $ 3,104 |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Guarantees [Abstract] | |
Schedule of Product Warranty Liability Activity | Product warranty liability activity is as follows (in thousands): Fiscal Years 2018 2017 2016 Balance — beginning of year $ 3,672 $ 1,039 $ 656 (Divested)/acquired (49 ) 952 413 Provisions/(expense) 1,865 1,737 (30 ) Direct charges/(payments) 268 (56 ) — Balance — end of year $ 5,756 $ 3,672 $ 1,039 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Amortization Expense Related to Amortizable Intangible Assets | Amortization expense related to intangible assets is as follows (in thousands): Fiscal Years 2018 2017 2016 Cost of revenue $ 33,429 $ 30,286 $ 26,615 Selling, general and administrative 48,265 35,456 23,640 Total $ 81,694 $ 65,742 $ 50,255 |
Summary of Intangible Assets | Intangible assets consist of the following (in thousands): September 28, September 29, Acquired technology $ 251,673 $ 251,655 Customer relationships 518,234 556,648 Trade name 3,400 3,400 Total 773,307 811,703 Less accumulated amortization (260,522 ) (190,611 ) Intangible assets — net $ 512,785 $ 621,092 |
Summary of Activity in Intangible Assets and Goodwill | A summary of the activity in intangible assets and goodwill follows (in thousands): Intangible Assets Total Intangibles Acquired Customer In-Process Research and Development Trade Name Total Goodwill Balance at September 30, 2016 $ 384,471 $ 165,397 $ 207,674 $ 8,000 $ 3,400 $ 120,024 Acquired 436,181 83,518 352,663 — — 195,145 Placed in service — 3,648 — (3,648 ) — — Fair value adjustment — — — — — 220 Currency translation adjustments (4,597 ) (908 ) (3,689 ) — — (1,624 ) Impairments of intangible assets (4,352 ) — — (4,352 ) — — Balance at September 29, 2017 811,703 251,655 556,648 — 3,400 313,765 Allocation to divested business (39,285 ) — (39,285 ) — — (2,560 ) Fair value adjustment — — — — — 2,790 Currency translation adjustments 889 18 871 — — 81 Balance at September 28, 2018 $ 773,307 $ 251,673 $ 518,234 $ — $ 3,400 $ 314,076 |
Summary of Estimated Amortization of Intangible Assets in Future Fiscal Years | As of September 28, 2018 , our estimated amortization of our intangible assets in future fiscal years, was as follows (in thousands): 2019 2020 2021 2022 2023 Thereafter Amortization expense $ 83,749 81,669 74,061 61,830 51,466 156,610 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of Deferred Tax Assets and Liabilities | The components of our deferred tax assets and liabilities are as follows (in thousands): September 28, September 29, Deferred tax assets (liabilities): Federal and foreign net operating losses and credits $ 321,982 $ 396,871 Intangible assets (94,929 ) (180,544 ) Property and equipment (6,293 ) (1,045 ) Other non-current deferred tax assets 13,850 20,756 Deferred compensation 3,810 9,291 Deferred gain 6,575 14,853 Valuation allowance (243,112 ) (274,406 ) Total deferred tax (liability) asset $ 1,883 $ (14,224 ) |
Summary of Domestic and Foreign Income (Loss) from Continuing Operations Before Taxes | The domestic and foreign income (loss) from continuing operations before taxes were as follows (in thousands): Fiscal Years 2018 2017 2016 United States $ (145,851 ) $ (111,432 ) $ (46,593 ) Foreign (9,384 ) 61,927 25,022 (Loss) income from operations before income taxes $ (155,235 ) $ (49,505 ) $ (21,571 ) |
Components of Provision (Benefit) for Income Taxes | The components of the provision (benefit) for income taxes are as follows (in thousands): Fiscal Years 2018 2017 2016 Current: Federal $ (6,876 ) $ 100 $ (5,861 ) State (160 ) 225 (766 ) Foreign 1,642 7,307 906 Current provision (benefit) (5,394 ) 7,632 (5,721 ) Deferred: Federal 75,428 (42,637 ) (8,163 ) State (15,526 ) (4,037 ) (502 ) Foreign (24,652 ) (466 ) (2,603 ) Change in valuation allowance (51,329 ) 140,419 (994 ) Deferred provision (benefit) (16,079 ) 93,279 (12,262 ) Total provision (benefit) $ (21,473 ) $ 100,911 $ (17,983 ) |
Reconciliation of Effective Tax Rates | Our effective tax rates differ from the federal and statutory rate as follows: Fiscal Years 2018 2017 2016 Federal statutory rate 24.5% 35.0% 35.0% Foreign rate differential 5.1 31.9 40.1 State taxes net of federal benefit 0.8 0.2 1.0 Warrant liabilities 4.4 (1.8) (26.7) Change in valuation allowance 34.0 (270.0) 3.0 Research and development credits 9.0 12.8 16.9 Correction of prior period — — 18.3 Provision to return adjustments 8.3 (4.0) 3.5 Nondeductible compensation expense 1.4 (4.1) (9.2) Nondeductible legal fees 0.9 (3.9) (1.8) 2017 tax reform (73.7) — — Other permanent differences (0.9) 0.1 3.3 Effective income tax rate 13.8% (203.8)% 83.4% |
Activity Related to Unrecognized Tax Benefits | Activity related to unrecognized tax benefits is as follows (in thousands): Amount Balance - September 30, 2016 (1,670 ) Additions based on tax positions — Reductions based on tax positions — Balance - September 29, 2017 $ (1,670 ) Additions based on tax positions — Reductions based on tax positions 1,370 Balance at September 28, 2018 $ (300 ) |
Summary of Fiscal Tax Years Examination by Jurisdictions | A summary of the fiscal tax years that remain subject to examination, as of September 28, 2018 , for the Company’s significant tax jurisdictions are: Jurisdiction Tax Years Subject to Examination United States—federal 2015 - forward United States—various states 2014 - forward Ireland 2016 - forward |
Share - Based Compensation Pl_2
Share - Based Compensation Plans (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Nonemployees | The following table shows a summary of share-based compensation expense included in the Consolidated Statement of Operations during the periods presented (in thousands): Fiscal Years 2018 2017 2016 Cost of revenue $ 3,869 $ 3,189 $ 2,150 Research and development 13,448 10,565 6,568 Selling, general and administrative 14,620 22,581 18,236 Total $ 31,937 $ 36,335 $ 26,954 |
Summary of Stock Option Activity | A summary of stock option activity for fiscal year 2018 is as follows (in thousands, except per share amounts and contractual term): Number of Shares Weighted-Average Exercise Price per Share Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding - September 29, 2017 1,177 $ 31.61 Granted 405 36.58 Exercised (27 ) 2.87 Forfeited, canceled or expired (147 ) 46.29 Options outstanding - September 28, 2018 1,408 $ 32.05 4.93 $ 1,850 Options vested and expected to vest - September 28, 2018 1,408 $ 32.05 4.93 $ 1,850 Options exercisable - September 28, 2018 343 $ 19.08 3.77 $ 1,850 |
Weighted Average Assumptions used for Calculating Fair Value of Stock Options Granted | The weighted average Black-Scholes input assumptions used for calculating the fair value of these performance-based stock options are as follows: Fiscal Years 2016 Risk-free interest rate 1.15 % Expected term (years) 4.0 Expected volatility 31.8 % Expected dividends — % The weighted average Monte Carlo input assumptions used for calculating the fair value of these market-based stock options are as follows: Fiscal Years 2018 2017 2016 Risk-free interest rate 2.3 % 1.9 % 2.1 % Expected term (years) 3.4 7.0 7.0 Expected volatility 45.8 % 32.3 % 36.5 % Target price $98.99 $67.39 $64.22 |
Summary of Restricted Stock Awards and Unit Activity | A summary of restricted stock awards and units activity for fiscal year 2018 is as follows (in thousands): Number of Shares Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value Issued and unvested - September 29, 2017 1,907 $ 39.20 $ 85,093 Granted 1,145 26.68 Vested (906 ) 35.24 Forfeited, canceled or expired (274 ) 34.56 Issued and unvested shares - September 28, 2018 1,872 34.15 $ 38,452 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Operating Results Related to Divested Businesses | The accompanying consolidated statement of operations includes the following operating results related to these discontinued operations (in thousands): Fiscal Years 2018 2017 2016 Revenue (1) $ — $ 660 $ — Cost of revenue (1) (596 ) 2,252 — Gross (loss) profit 596 (1,592 ) — Operating expenses: Research and development (1) 5,251 29,167 — Selling, general and administrative (1) 1,560 13,840 — Total operating expenses 6,811 43,007 — (Loss) income from discontinued operations (1) (6,215 ) (44,599 ) — Other income (2) — 7,500 7,500 Gain on sale (2) — 18,022 308 (Loss) income before income taxes (6,215 ) (19,077 ) 7,808 Income tax provision (benefit) — — 2,786 (Loss) income from discontinued operations (6,215 ) (19,077 ) 5,022 Cash flow from Operating Activities (1) (10,734 ) (42,776 ) — Cash flow from Investing Activities (2) — 25,522 7,500 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Earnings Per Share [Abstract] | |
Computation for Basic and Diluted Net Income (Loss) Per Share of Common Stock | The following table set forth the computation for basic and diluted net income (loss) per share of common stock (in thousands, except per share data): Fiscal Years 2018 2017 2016 Numerator: Loss from continuing operations $ (133,762 ) $ (150,416 ) $ (3,588 ) (Loss) income from discontinued operations (6,215 ) (19,077 ) 5,022 Net (loss) income (139,977 ) (169,493 ) 1,434 Warrant liability gain (27,646 ) — — Net (loss) income attributable to common stockholders $ (167,623 ) $ (169,493 ) $ 1,434 Denominator: Weighted average common shares outstanding-basic 64,741 60,704 53,364 Dilutive effect of warrants 570 — — Weighted average common shares outstanding-diluted 65,311 60,704 53,364 Common stock earnings per share-basic: Continuing operations $ (2.07 ) $ (2.48 ) $ (0.07 ) Discontinued operations (0.10 ) (0.31 ) 0.09 Net common stock earnings per share-basic $ (2.16 ) $ (2.79 ) $ 0.03 Common stock earnings per share-diluted: Continuing operations $ (2.47 ) $ (2.48 ) $ (0.07 ) Discontinued operations (0.10 ) (0.31 ) 0.09 Net common stock earnings per share-diluted $ (2.57 ) $ (2.79 ) $ 0.03 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information Regarding Noncash Investing and Financing Activities | The following is supplemental cash flow information regarding non-cash investing and financing activities (in thousands): Fiscal Years 2018 2017 2016 Cash paid for interest $ 29,698 $ 30,529 $ 16,335 Cash paid (refunded) for income taxes $ 3,559 $ (3,161 ) $ (373 ) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Equity [Abstract] | |
Summary of Accumulated Other Comprehensive Income, Net of Income Taxes | The components of accumulated other comprehensive income (loss), net of income taxes, are as follows: Foreign Currency Items Other Items Total Balance - September 30, 2016 $ 9,138 $ (99 ) $ 9,039 Foreign currency translation, net of tax (5,999 ) — (5,999 ) Unrealized gain/loss on short-term investments, net of tax — (63 ) (63 ) Balance - September 29, 2017 3,139 (162 ) 2,977 Foreign currency translation, net of tax (502 ) — (502 ) Unrealized gain/loss on short-term investments, net of tax — (287 ) (287 ) Balance at September 28, 2018 $ 2,637 $ (449 ) $ 2,188 |
Geographic and Significant Cu_2
Geographic and Significant Customer Information (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Segment Reporting [Abstract] | |
Summary of Different Geographic Regions | Information about our operations in different geographic regions, based upon customer locations, is presented below (in thousands): Fiscal Years Revenue by Geographic Region 2018 2017 2016 United States $ 272,951 $ 265,038 $ 155,998 China 159,763 206,136 201,911 Asia Pacific, excluding China (1) 79,581 170,826 144,872 Other Countries (2) 58,103 56,772 41,557 Total $ 570,398 $ 698,772 $ 544,338 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia, New Zealand, the Philippines and Vietnam. (2) No international country or region represented greater than 10% of the total revenue as of the dates presented, other than China and the Asia-Pacific region as presented above. As of September 28, September 29, Long-Lived Assets by Geographic Region United States $ 122,888 $ 101,044 Asia Pacific (1) 24,702 24,945 Other Countries (2) 2,333 5,030 Total $ 149,923 $ 131,019 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Malaysia, the Philippines, Vietnam and China. (2) No international country or region represented greater than 10% of the total net long-lived assets as of the dates presented, other than the Asia-Pacific region as presented above. |
Summary of Customer Concentrations as Percentage of Total Sales and Accounts Receivable | The following is a summary of customer concentrations as a percentage of total sales and accounts receivable as of and for the periods presented: Fiscal Years Revenue 2018 2017 2016 Customer A 13 % 11 % 11 % Customer B 6 % 10 % 15 % Customer C 2 % 6 % 12 % September 28, September 29, Accounts Receivable Customer A 19 % 13 % Customer D 26 % 14 % |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Sep. 28, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | (In thousands, except per share data) First Quarter Second Quarter Third Quarter Fourth Quarter Fiscal Year Fiscal Year 2018 Revenue $ 130,925 $ 150,414 $ 137,872 $ 151,187 $ 570,398 Gross profit 60,954 65,601 48,169 70,982 245,706 Loss from continuing operations (16,970 ) (15,466 ) (85,210 ) (16,116 ) (133,762 ) Loss from discontinued operations (1) (5,599 ) (18 ) (220 ) (378 ) (6,215 ) Per share data (2) Loss from continuing operations, basic $ (0.26 ) $ (0.24 ) $ (1.31 ) $ (0.25 ) $ (2.07 ) Loss from discontinued operations, basic $ (0.09 ) $ 0.00 $ 0.00 $ (0.01 ) $ (0.10 ) Per share data (2) (3) Loss from continuing operations, diluted $ (0.49 ) $ (0.50 ) $ (1.31 ) $ (0.29 ) $ (2.47 ) Loss from discontinued operations, diluted $ (0.09 ) $ 0.00 $ 0.00 $ (0.01 ) $ (0.10 ) Fiscal Year 2017 Revenue $ 151,752 $ 186,084 $ 194,555 $ 166,381 $ 698,772 Gross profit 78,495 68,864 92,629 86,896 326,884 Loss from continuing operations (2,171 ) (134,267 ) (13,977 ) (1 ) (150,416 ) Income (loss) from discontinued operations (1) 1,206 4,136 (13,700 ) (10,719 ) (19,077 ) Per share data (2) Loss from continuing operations, basic $ (0.04 ) $ (2.21 ) $ (0.22 ) $ 0.00 $ (2.48 ) Income (loss) from discontinued operations, basic $ 0.02 $ 0.07 $ (0.21 ) $ (0.17 ) $ (0.31 ) Per share data (2) (3) Loss from continuing operations, diluted $ (0.04 ) $ (2.21 ) $ (0.22 ) $ (0.21 ) $ (2.48 ) Income (loss) from discontinued operations, diluted $ 0.02 $ 0.07 $ (0.21 ) $ (0.16 ) $ (0.31 ) ____________ (1) During the second quarter of fiscal year 2017, we announced a plan to divest the Compute business of AppliedMicro, and have included the results of the Compute business as discontinued operations in each subsequent quarter. (2) Earnings per share calculations for each of the quarters are based on the weighted average number of shares outstanding and included common stock equivalents in each period. Therefore, the sums of the quarters do not necessarily equal the full year earnings per share. (3) Diluted (loss) income per share for the fiscal first, second and fourth quarters of 2018 and the fiscal fourth quarter 2017 excluded $14.6 million , $17.0 million , $2.8 million and $14.0 million , respectively, related to warrant liability gain |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 30, 2018USD ($) | Sep. 29, 2017USD ($) | Jul. 01, 2016USD ($) | Sep. 28, 2018USD ($)segment | Sep. 29, 2017USD ($) | Sep. 30, 2016USD ($) | |
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Number of reportable operating segments | segment | 1 | |||||
Impairments of intangible assets | $ (4,352) | |||||
Impairment related charges | $ 13,800 | $ 9,143 | 4,352 | $ 12,955 | ||
Term of product warranties | 12 months | |||||
Change in estimate, rolling average period | 12 months | |||||
Minimum | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Definite-lived intangible asset useful life | 5 years | |||||
Maximum | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Definite-lived intangible asset useful life | 14 years | |||||
Accounting Standards Update 2016-09 | Accumulated Deficit | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Cumulative effect of change on equity | $ 1,000 | |||||
Disposal Group, Not Discontinued Operations | LR4 | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Gain (loss) on disposal | $ 34,300 | |||||
Operating Expense | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Impairment related charges | $ 6,600 | |||||
Operating Expense | Fixed Assets | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Impairment related charges | 4,600 | |||||
Operating Expense | Accounts Receivable | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Impairment related charges | $ 2,000 | |||||
In-process research and development | ||||||
Description Of Business And Basis Of Presentation [Line Items] | ||||||
Impairments of intangible assets | $ (4,400) | $ (4,352) |
Summary of Significant Accoun_5
Summary of Significant Accounting policies - Schedule of Estimated Useful Life (Detail) | 12 Months Ended |
Sep. 28, 2018 | |
Minimum | Buildings and improvements | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 20 years |
Minimum | Capital lease assets | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 5 years |
Minimum | Machinery and equipment | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 2 years |
Minimum | Computer equipment and software | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 2 years |
Minimum | Furniture and fixtures | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 7 years |
Maximum | Buildings and improvements | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 40 years |
Maximum | Capital lease assets | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 20 years |
Maximum | Machinery and equipment | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 7 years |
Maximum | Computer equipment and software | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 5 years |
Maximum | Furniture and fixtures | |
Property Plant And Equipment Estimated Useful Lives [Line Items] | |
Estimated Useful Life In Years | 10 years |
Acquisitons - Additional Inform
Acquisitons - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 09, 2017 | Jul. 31, 2017 | May 26, 2017 | Jan. 26, 2017 | Dec. 14, 2015 | Dec. 09, 2015 | Dec. 29, 2017 | Jun. 29, 2018 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | Dec. 30, 2016 |
Business Acquisition [Line Items] | ||||||||||||
Equity interests issued and issuable | $ 465,100 | $ 0 | $ 465,082 | $ 0 | ||||||||
Purchase price holdback | 375 | 1,000 | ||||||||||
Goodwill | 314,076 | 313,765 | ||||||||||
Contingent consideration | 585 | 1,679 | ||||||||||
Aggregate cash consideration | 1,000 | 270,008 | 85,517 | |||||||||
Applied Micro Circuits Corporation | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | 695,400 | 695,380 | ||||||||||
Cash paid | 287,100 | |||||||||||
Cash acquired from acquisition | 56,800 | |||||||||||
Equity interests issued and issuable | 465,100 | |||||||||||
Equity interests issued and issuable | 453,632 | |||||||||||
Transaction costs | $ 0 | 11,900 | ||||||||||
Weighted average life of identified intangible assets acquired | 12 years 8 months 12 days | |||||||||||
Payments to acquire businesses | 287,060 | |||||||||||
Goodwill | $ 184,629 | |||||||||||
Intangible assets | 412,848 | |||||||||||
Aggregate cash consideration | 230,298 | |||||||||||
Debt assumed | 4,444 | |||||||||||
Applied Micro Circuits Corporation | Equity Issuance Costs | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Transaction costs | 1,000 | |||||||||||
Applied Micro Circuits Corporation | Adjustment | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | 0 | |||||||||||
Goodwill | 1,204 | |||||||||||
Intangible assets | 0 | |||||||||||
Aggregate cash consideration | 0 | |||||||||||
Debt assumed | 0 | |||||||||||
Picometrix | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | $ 29,500 | |||||||||||
Transaction costs | 0 | 200 | ||||||||||
Payments to acquire businesses | 33,500 | $ 33,500 | 33,500 | |||||||||
Indemnification assets | $ 4,000 | |||||||||||
Goodwill | 7,769 | 6,183 | ||||||||||
Intangible assets | $ 19,000 | 19,000 | ||||||||||
Picometrix | Adjustment | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Payments to acquire businesses | 0 | |||||||||||
Goodwill | 1,586 | |||||||||||
Intangible assets | $ 0 | |||||||||||
FiBest Limited | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | $ 59,100 | |||||||||||
Weighted average life of identified intangible assets acquired | 9 years 4 months 24 days | |||||||||||
Goodwill | $ 15,578 | |||||||||||
Intangible assets | 45,650 | |||||||||||
Aggregate cash consideration | 47,500 | $ 47,517 | ||||||||||
Debt assumed | $ 11,600 | 11,627 | ||||||||||
FiBest Limited | Selling, general and administrative | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Transaction costs | 0 | $ 2,700 | ||||||||||
Aeroflex/Metelics Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Weighted average life of identified intangible assets acquired | 9 years 10 months 24 days | |||||||||||
Goodwill | 7,723 | |||||||||||
Intangible assets | $ 20,900 | |||||||||||
Aggregate cash consideration | $ 37,100 | $ 37,125 | ||||||||||
Aeroflex/Metelics Inc. | Selling, general and administrative | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Transaction costs | $ 0 | $ 500 | ||||||||||
Antario | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | $ 4,800 | |||||||||||
Payments to acquire businesses | 5,800 | |||||||||||
Purchase price holdback | $ 1,000 | |||||||||||
Goodwill | 1,600 | |||||||||||
Intangible assets | 4,100 | |||||||||||
Triple Play Communications | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate consideration | $ 2,200 | |||||||||||
Payments to acquire businesses | 2,600 | |||||||||||
Goodwill | 3,700 | |||||||||||
Intangible assets | 200 | |||||||||||
Contingent consideration | $ 400 | |||||||||||
Employee Stock Options And Restricted Stock | Applied Micro Circuits Corporation | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Equity interest issued or issuable value assigned | 14,500 | |||||||||||
Equity interests issued and issuable | $ 9,300 | 9,307 | ||||||||||
Employee Stock Options And Restricted Stock | Applied Micro Circuits Corporation | Adjustment | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Equity interests issued and issuable | $ 0 |
Acquisitions - Schedule of Aggr
Acquisitions - Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ / shares in Units, $ in Thousands | Aug. 09, 2017 | Jan. 26, 2017 | Dec. 14, 2015 | Dec. 09, 2015 | Dec. 29, 2017 | Jun. 29, 2018 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | Dec. 30, 2016 |
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | $ 1,000 | $ 270,008 | $ 85,517 | |||||||
Goodwill | 314,076 | 313,765 | ||||||||
Equity interests issued and issuable | $ 465,100 | 0 | 465,082 | $ 0 | ||||||
Applied Micro Circuits Corporation | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to acquire businesses | 287,060 | |||||||||
Current assets | 69,881 | |||||||||
Intangible assets | 412,848 | |||||||||
Assets held for sale | 40,944 | |||||||||
Other assets | 9,800 | |||||||||
Total assets acquired | 533,473 | |||||||||
Liabilities assumed: | ||||||||||
Debt | 4,444 | |||||||||
Other liabilities | 18,278 | |||||||||
Total liabilities assumed | 22,722 | |||||||||
Net assets acquired | 510,751 | |||||||||
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | 230,298 | |||||||||
Goodwill | 184,629 | |||||||||
Equity interests issued and issuable | 453,632 | |||||||||
Equity consideration for vested in-the-money stock options and unvested restricted stock units | 2,143 | |||||||||
Fair value of the replacement equity awards attributable to pre-acquisition service | 9,307 | |||||||||
Total consideration | 695,400 | 695,380 | ||||||||
Total consideration paid, less cash acquired | $ 752,142 | |||||||||
Equity interest issued (in shares) | 9,544,125 | |||||||||
Share price (in USD per share) | $ 47.53 | |||||||||
Applied Micro Circuits Corporation | Preliminary Allocation as of September 30, 2016 | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Current assets | 70,434 | |||||||||
Intangible assets | 412,848 | |||||||||
Assets held for sale | 40,944 | |||||||||
Other assets | 9,800 | |||||||||
Total assets acquired | 534,026 | |||||||||
Liabilities assumed: | ||||||||||
Debt | 4,444 | |||||||||
Other liabilities | 17,627 | |||||||||
Total liabilities assumed | 22,071 | |||||||||
Net assets acquired | 511,955 | |||||||||
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | 230,298 | |||||||||
Goodwill | 183,425 | |||||||||
Total consideration | 695,380 | |||||||||
Applied Micro Circuits Corporation | Allocation Adjustments | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Current assets | (553) | |||||||||
Intangible assets | 0 | |||||||||
Assets held for sale | 0 | |||||||||
Other assets | 0 | |||||||||
Total assets acquired | (553) | |||||||||
Liabilities assumed: | ||||||||||
Debt | 0 | |||||||||
Other liabilities | 651 | |||||||||
Total liabilities assumed | 651 | |||||||||
Net assets acquired | (1,204) | |||||||||
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | 0 | |||||||||
Goodwill | 1,204 | |||||||||
Total consideration | 0 | |||||||||
Aeroflex/Metelics Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Current assets | $ 12,614 | |||||||||
Intangible assets | 20,900 | |||||||||
Other assets | 3,089 | |||||||||
Total assets acquired | 36,603 | |||||||||
Liabilities assumed: | ||||||||||
Other liabilities | 7,201 | |||||||||
Total liabilities assumed | 7,201 | |||||||||
Net assets acquired | 29,402 | |||||||||
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | $ 37,100 | $ 37,125 | ||||||||
Goodwill | 7,723 | |||||||||
FiBest Limited | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Current assets | 10,445 | |||||||||
Intangible assets | 45,650 | |||||||||
Other assets | 3,317 | |||||||||
Total assets acquired | 59,412 | |||||||||
Liabilities assumed: | ||||||||||
Debt | $ 11,600 | 11,627 | ||||||||
Deferred income taxes | 11,552 | |||||||||
Other liabilities | 4,294 | |||||||||
Total liabilities assumed | 27,473 | |||||||||
Net assets acquired | 31,939 | |||||||||
Consideration: | ||||||||||
Cash paid upon closing, net of cash acquired | 47,500 | $ 47,517 | ||||||||
Goodwill | $ 15,578 | |||||||||
Total consideration | $ 59,100 | |||||||||
Picometrix | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to acquire businesses | $ 33,500 | $ 33,500 | 33,500 | |||||||
Current assets | 6,287 | 7,375 | ||||||||
Intangible assets | 19,000 | 19,000 | ||||||||
Other assets | 3,220 | 3,301 | ||||||||
Total assets acquired | 28,507 | 29,676 | ||||||||
Liabilities assumed: | ||||||||||
Current liabilities | 2,311 | 2,169 | ||||||||
Other liabilities | 465 | 190 | ||||||||
Total liabilities assumed | 2,776 | 2,359 | ||||||||
Net assets acquired | 25,731 | 27,317 | ||||||||
Consideration: | ||||||||||
Goodwill | $ 7,769 | 6,183 | ||||||||
Total consideration | $ 29,500 | |||||||||
Picometrix | Allocation Adjustments | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Payments to acquire businesses | 0 | |||||||||
Current assets | (1,088) | |||||||||
Intangible assets | 0 | |||||||||
Other assets | (81) | |||||||||
Total assets acquired | (1,169) | |||||||||
Liabilities assumed: | ||||||||||
Current liabilities | 142 | |||||||||
Other liabilities | 275 | |||||||||
Total liabilities assumed | 417 | |||||||||
Net assets acquired | (1,586) | |||||||||
Consideration: | ||||||||||
Goodwill | 1,586 | |||||||||
Common Stock | Applied Micro Circuits Corporation | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | 455,775 | |||||||||
Common Stock | Applied Micro Circuits Corporation | Preliminary Allocation as of September 30, 2016 | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | 455,775 | |||||||||
Common Stock | Applied Micro Circuits Corporation | Allocation Adjustments | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | 0 | |||||||||
Employee Stock Options And Restricted Stock | Applied Micro Circuits Corporation | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | $ 9,300 | 9,307 | ||||||||
Employee Stock Options And Restricted Stock | Applied Micro Circuits Corporation | Preliminary Allocation as of September 30, 2016 | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | $ 9,307 | |||||||||
Employee Stock Options And Restricted Stock | Applied Micro Circuits Corporation | Allocation Adjustments | ||||||||||
Consideration: | ||||||||||
Equity interests issued and issuable | $ 0 |
Acquisitions - Components of Ac
Acquisitions - Components of Acquired Intangible Assets on a Preliminary Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 436,181 | |
Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | 83,518 | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 352,663 | |
Applied Micro Circuits Corporation | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 412,848 | |
Applied Micro Circuits Corporation | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 78,448 | |
Acquired intangible assets, Useful Lives (Years) | 7 years | |
Applied Micro Circuits Corporation | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 334,400 | |
Acquired intangible assets, Useful Lives (Years) | 14 years | |
FiBest Limited | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 45,650 | |
FiBest Limited | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 9,400 | |
Acquired intangible assets, Useful Lives (Years) | 7 years | |
FiBest Limited | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 36,250 | |
Acquired intangible assets, Useful Lives (Years) | 10 years | |
Aeroflex/Metelics Inc. | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 20,900 | |
Aeroflex/Metelics Inc. | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 1,000 | |
Acquired intangible assets, Useful Lives (Years) | 7 years | |
Aeroflex/Metelics Inc. | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 19,900 | |
Acquired intangible assets, Useful Lives (Years) | 10 years | |
Discontinued Operations, Held-for-sale [Member] | Applied Micro Circuits Corporation | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 9,600 | |
Discontinued Operations, Held-for-sale [Member] | Applied Micro Circuits Corporation | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | 9,600 | |
Discontinued Operations, Held-for-sale [Member] | Applied Micro Circuits Corporation | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 0 |
Acquisitions - Summary of Reven
Acquisitions - Summary of Revenue and Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Business Acquisition [Line Items] | |||||||||||
(Loss) income from discontinued operations | $ (378) | $ (220) | $ (18) | $ (5,599) | $ (10,719) | $ (13,700) | $ 4,136 | $ 1,206 | $ (6,215) | $ (19,077) | $ 5,022 |
Applied Micro Circuits Corporation | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | 110,117 | ||||||||||
Income (loss) before income taxes | (27,222) | ||||||||||
(Loss) income from discontinued operations | (44,599) | ||||||||||
FiBest Limited | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | 30,540 | ||||||||||
Income (loss) before income taxes | $ (4,616) | ||||||||||
Aeroflex/Metelics Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | 33,552 | ||||||||||
Income (loss) before income taxes | $ 3,372 |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Supplemental Pro Forma Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 29, 2017 | Sep. 30, 2016 | |
Applied Micro Circuits Corporation | ||
Business Acquisition [Line Items] | ||
Revenue | $ 755,728 | $ 707,299 |
Net (loss) income | (104,828) | (53,613) |
Loss from discontinued operations | (43,734) | (72,730) |
FiBest Limited | ||
Business Acquisition [Line Items] | ||
Revenue | 551,964 | |
Net (loss) income | $ (3,324) | |
Aeroflex/Metelics Inc. | ||
Business Acquisition [Line Items] | ||
Revenue | 553,174 | |
Net (loss) income | $ 1,183 |
Investments - Summary of Availa
Investments - Summary of Available for Sale Investments (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 98,697 | $ 84,309 |
Gross Unrealized Holding Gains | 0 | 14 |
Gross Unrealized Holding Losses | (476) | (202) |
Aggregate Fair Value | 98,221 | 84,121 |
Corporate bonds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 28,731 | 26,366 |
Gross Unrealized Holding Gains | 0 | 10 |
Gross Unrealized Holding Losses | (460) | (166) |
Aggregate Fair Value | 28,271 | 26,210 |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 69,966 | 57,943 |
Gross Unrealized Holding Gains | 0 | 4 |
Gross Unrealized Holding Losses | (16) | (36) |
Aggregate Fair Value | $ 69,950 | $ 57,911 |
Investments - Summary of Contra
Investments - Summary of Contractual Maturities of Investments (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Investments, Debt and Equity Securities [Abstract] | ||
Less than 1 year | $ 70,200 | |
Over 1 year | 28,021 | |
Total investments | $ 98,221 | $ 84,121 |
Investments - Additional Inform
Investments - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018USD ($)investment | Sep. 29, 2017USD ($) | Sep. 30, 2016USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |||
Proceeds from sales of available-for-sale securities | $ 100,400 | $ 44,600 | |
Gross realized losses on available-for-sale securities | $ 300 | 100 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Number of equity investments | investment | 2 | ||
Loss on minority equity investment | $ 10,406 | $ 0 | $ 0 |
Preferred Stock | Privately Held Manufacturing Company | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments | $ 5,000 | ||
Equity Securities | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Minority investment (as a percent) | 20.00% | ||
Equity Securities | Compute | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments | $ 36,500 | ||
Minority investment (as a percent) | 20.00% | ||
Initial value | $ 36,500 | ||
Loss on minority equity investment | 10,400 | ||
Carrying value | $ 26,100 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 98,474 | $ 84,157 |
Total liabilities measured at fair value | 13,714 | 42,454 |
Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 585 | 1,679 |
Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 13,129 | 40,775 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 28,271 | 26,210 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 253 | 36 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 69,950 | 57,911 |
Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 253 | 36 |
Total liabilities measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 253 | 36 |
Active Markets for Identical Assets (Level 1) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 98,221 | 84,121 |
Total liabilities measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 28,271 | 26,210 |
Observable Inputs (Level 2) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 69,950 | 57,911 |
Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 13,714 | 42,454 |
Unobservable Inputs (Level 3) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 585 | 1,679 |
Unobservable Inputs (Level 3) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 13,129 | 40,775 |
Unobservable Inputs (Level 3) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 | $ 0 |
Fair Value - Quantitative Infor
Fair Value - Quantitative Information Used in Fair Value Calculation of Level 3 Liabilities (Details) - $ / shares | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 7.20% | |
Unobservable Inputs (Level 3) | Discounted cash flow | Fair Value, Measurements, Recurring | Contingent consideration | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 9.20% | 9.20% |
Probability of achievement | 90.00% | |
Expected term | 1 month | |
Unobservable Inputs (Level 3) | Discounted cash flow | Fair Value, Measurements, Recurring | Contingent consideration | Minimum | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Probability of achievement | 70.00% | |
Expected term | 2 months | |
Unobservable Inputs (Level 3) | Discounted cash flow | Fair Value, Measurements, Recurring | Contingent consideration | Maximum | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Probability of achievement | 100.00% | |
Expected term | 8 months | |
Unobservable Inputs (Level 3) | Black-Scholes model | Fair Value, Measurements, Recurring | Common stock warrant liability | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 2.81% | 1.62% |
Expected term | 2 years 2 months 23 days | 3 years 2 months 23 days |
Volatility | 60.70% | 44.90% |
Exercise price (in USD per share) | $ 14.05 | $ 14.05 |
Share price (in USD per share) | $ 20.60 | $ 44.61 |
Dividend rate | 0.00% | 0.00% |
Fair Value - Changes in Assets
Fair Value - Changes in Assets and Liabilities with Inputs Classified within Level 3 of Fair Value (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Contingent consideration | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | $ 1,679 | $ 848 | $ 1,150 |
Net Realized/Unrealized Losses (Gains) Included in Earnings | (394) | 180 | (98) |
Purchases and Issuances | 0 | 1,701 | 0 |
Sales and Settlements | (700) | (1,050) | (400) |
Transfers in and/or (out) of Level 3 | 0 | 0 | 0 |
Ending balance | 585 | 1,679 | 848 |
Warrant liability | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 40,775 | 38,253 | 21,822 |
Net Realized/Unrealized Losses (Gains) Included in Earnings | (27,646) | 2,522 | (16,431) |
Purchases and Issuances | 0 | 0 | 0 |
Sales and Settlements | 0 | 0 | 0 |
Transfers in and/or (out) of Level 3 | 0 | 0 | 0 |
Ending balance | $ 13,129 | $ 40,775 | $ 38,253 |
Accounts Receivables Allowanc_3
Accounts Receivables Allowances- Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance - beginning of year | $ 9,410 | $ 3,279 | $ 5,745 |
Provision, net | 15,465 | 29,512 | 10,453 |
Charge-offs | (18,080) | (23,381) | (12,919) |
Balance - end of year | 6,795 | 9,410 | 3,279 |
Compensation Credits and Customer Returns Allowance | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance - beginning of year | 8,900 | 3,000 | |
Balance - end of year | 6,300 | 8,900 | 3,000 |
Allowance for Doubtful Accounts | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance - beginning of year | 300 | 200 | |
Balance - end of year | $ 200 | $ 300 | $ 200 |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 71,408 | $ 78,999 |
Work-in-process | 13,466 | 13,962 |
Finished goods | 37,963 | 43,113 |
Total | $ 122,837 | $ 136,074 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 278,286 | $ 235,986 | |
Less accumulated depreciation and amortization | (128,363) | (104,967) | |
Property and equipment — net | 149,923 | 131,019 | |
Construction in process | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 49,661 | 22,195 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 174,638 | 160,955 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 14,984 | 13,809 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 2,306 | 2,078 | |
Capital lease assets | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 19,380 | 20,410 | |
Less accumulated depreciation and amortization | (3,200) | (2,300) | $ (1,600) |
Computer equipment and software | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 17,317 | $ 16,539 |
Property Plant and Equipment _2
Property Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 278,286 | $ 235,986 | |
Depreciation and amortization expense | 30,700 | 27,300 | $ 20,400 |
Accumulated depreciation | 128,363 | 104,967 | |
Capital lease assets | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 19,380 | 20,410 | |
Accumulated depreciation | 3,200 | 2,300 | $ 1,600 |
Corporate Facility Leases | Capital lease assets | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 17,100 | $ 16,900 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Sep. 28, 2018 | May 09, 2018 | May 02, 2018 | Sep. 29, 2017 | |
Debt Instrument [Line Items] | ||||
Debt instrument face amount | $ 700,000,000 | |||
Unamortized deferred financing costs | 10,900,000 | |||
Term Loans | ||||
Debt Instrument [Line Items] | ||||
Unamortized deferred financing costs | 9,974,000 | |||
Quarterly principal installments | $ 1,700,000 | |||
Maximum period for reinvestment of business divestiture proceeds | 18 months | |||
Maximum period for completion of reinvestment of business divestiture proceeds | 6 months | |||
Estimated fair value of term loans | $ 689,200,000 | $ 696,200,000 | ||
Term Loans | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.24% | |||
Term Loans | One Month LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
Term Loans | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.50% | |||
Term Loans | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.25% | |||
Term Loans | Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.25% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Unamortized deferred financing costs | $ 900,000 | |||
Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 160,000,000 | |||
Remaining borrowing capacity | $ 160,000,000 | |||
May 2018 Amendments | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs | $ 500,000 | |||
Extended Maturity | Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 30,000,000 | $ 130,000,000 | ||
Maximum borrowing capacity, maturity date not extended | $ 30,000,000 |
Debt Debt - Schedule of Long-Te
Debt Debt - Schedule of Long-Term Debt Instruments (Details) - Term Loans $ in Thousands | 12 Months Ended |
Sep. 28, 2018USD ($) | |
Debt Instrument [Line Items] | |
Principal balance | $ 679,856 |
Line of credit effective interest rate | 4.49% |
London Interbank Offered Rate (LIBOR) | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.24% |
Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.25% |
Debt - Schedule of Remained Out
Debt - Schedule of Remained Outstanding on Term Loans (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ (10,900) | |
Current portion | 6,885 | $ 6,885 |
Long-term, less current portion | 658,372 | $ 661,471 |
Term Loans | ||
Debt Instrument [Line Items] | ||
Principal balance | 679,856 | |
Unamortized discount | (4,625) | |
Unamortized deferred financing costs | (9,974) | |
Total term loans | 665,257 | |
Current portion | 6,885 | |
Long-term, less current portion | $ 658,372 |
Debt - Schedule of Minimum Prin
Debt - Schedule of Minimum Principal Payments under Term Loans (Detail) - Term Loans $ in Thousands | Sep. 28, 2018USD ($) |
Debt Instrument [Line Items] | |
2,019 | $ 6,885 |
2,020 | 6,885 |
2,021 | 6,885 |
2,022 | 6,885 |
2,023 | 6,885 |
Thereafter | 645,431 |
Total | $ 679,856 |
Capital Lease and Financing O_3
Capital Lease and Financing Obligations (Details) - USD ($) $ in Thousands | Dec. 28, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Capital Leased Assets [Line Items] | ||||
Proceeds from corporate facility financing | $ 4,000 | $ 0 | $ 0 | |
Discount rate | 7.20% | |||
100 Chelmsford Street | ||||
Capital Leased Assets [Line Items] | ||||
Lease term | 20 years | |||
Financing obligations associated with leased facility | $ 8,200 | |||
Proceeds from corporate facility financing | 4,200 | |||
Construction allowances | $ 4,000 | |||
144 Chelmsford Street Lease | ||||
Capital Leased Assets [Line Items] | ||||
Lease term | 20 years | |||
Capital lease obligations incurred | $ 16,300 | 3,600 | ||
121 Hale Street | ||||
Capital Leased Assets [Line Items] | ||||
Lease term | 14 years | |||
Financing obligations associated with leased facility | $ 4,000 | |||
Corporate Facility Leases | ||||
Capital Leased Assets [Line Items] | ||||
Lease term | 20 years | |||
Financing obligations associated with leased facility | 28,300 | 15,800 | ||
FiBest and Bin Optics | ||||
Capital Leased Assets [Line Items] | ||||
Financing obligations associated with leased facility | $ 1,200 | $ 2,300 |
Capital Lease and Financing O_4
Capital Lease and Financing Obligations Future Minimum Lease Payments (Details) $ in Thousands | Sep. 28, 2018USD ($) |
Capital Lease and Financing Obligations [Abstract] | |
2,019 | $ 2,797 |
2,020 | 2,760 |
2,021 | 2,686 |
2,022 | 2,547 |
2,023 | 2,563 |
Thereafter | 42,247 |
Total minimum capital lease payments | 55,600 |
Less amount representing interest | (27,786) |
Present value of net minimum capital lease payments | $ 27,814 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Domestic Plan | Calender Year 2017 | |||
Employee Benefit Plan [Line Items] | |||
Discretionary matching contribution | $ 2,700,000 | $ 2,400,000 | |
Domestic Plan | Calender Year 2018 | |||
Employee Benefit Plan [Line Items] | |||
Discretionary matching contribution | 0 | ||
Domestic Plan | Calender Year 2016 | |||
Employee Benefit Plan [Line Items] | |||
Discretionary matching contribution | $ 1,900,000 | ||
Foreign Plan | |||
Employee Benefit Plan [Line Items] | |||
Discretionary matching contribution | $ 1,200,000 | $ 1,300,000 | $ 1,100,000 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Detail) $ in Thousands | Sep. 28, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,019 | $ 10,068 |
2,020 | 7,527 |
2,021 | 5,442 |
2,022 | 3,766 |
2,023 | 3,356 |
Thereafter | 4,663 |
Total minimum lease payments | $ 34,822 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Sep. 28, 2018 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Loss Contingencies [Line Items] | ||||
Rent expenses | $ 9.5 | $ 10.9 | $ 7 | |
Asset retirement obligation | $ 1.8 | 1.8 | $ 2.3 | $ 4.3 |
Outstanding non-cancelable purchase commitments | 1.8 | |||
Letter of Credit | ||||
Loss Contingencies [Line Items] | ||||
Outstanding unused letters of credit | $ 0.4 | $ 0.4 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Other Liabilities Disclosure [Abstract] | ||
Compensation and benefits | $ 22,935 | $ 32,505 |
Distribution costs | 10,670 | 5,777 |
Product warranty | 5,756 | 3,672 |
Professional fees | 1,875 | 2,140 |
Rent and utilities | 1,660 | 1,257 |
Contingent consideration | 585 | 1,679 |
Income taxes payable | 415 | 4,184 |
Purchase price holdback | 375 | 1,000 |
Restructuring costs | 89 | 627 |
Other | 5,585 | 5,402 |
Total | $ 49,945 | $ 58,243 |
Restructurings- Additional Deta
Restructurings- Additional Details (Details) - Ithaca, New York Production Closure $ in Millions | Sep. 28, 2018USD ($) |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | $ 5.3 |
Expected future cash expenditures | 2.5 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 6.7 |
Expected future cash expenditures | 3.2 |
One-time Termination Benefits | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 1.5 |
One-time Termination Benefits | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 1.9 |
Contract Termination | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 1 |
Contract Termination | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 1.3 |
Asset Acceleration Costs | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | 2.8 |
Asset Acceleration Costs | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Expected remaining restructuring costs | $ 3.5 |
Restructurings Restructurings -
Restructurings Restructurings - Restructuring and Related Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Incurred Cost | $ 6,265 | $ 2,744 | $ 3,465 |
Employee related costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Incurred Cost | 2,789 | 2,744 | 3,465 |
Facility related expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Incurred Cost | $ 3,476 | $ 0 | $ 0 |
Restructurings - Summary of Cos
Restructurings - Summary of Costs Related to Restructuring Actions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 627 | $ 3,104 | $ 943 |
Expense | 6,265 | 2,744 | 3,465 |
Charges paid/settled | (6,803) | (5,221) | (1,304) |
Ending balance | $ 89 | $ 627 | $ 3,104 |
Product Warranties - Additional
Product Warranties - Additional Information (Detail) | 12 Months Ended |
Sep. 28, 2018 | |
Guarantees [Abstract] | |
Term of product warranties | 12 months |
Product Warranties - Schedule o
Product Warranties - Schedule of Product Warranty Liability Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Balance — beginning of year | $ 3,672 | $ 1,039 | $ 656 |
(Divested)/acquired | (49) | 952 | 413 |
Provisions/(expense) | 1,865 | 1,737 | (30) |
Direct charges/(payments) | (268) | 56 | 0 |
Balance — end of year | $ 5,756 | $ 3,672 | $ 1,039 |
Intangible Assets - Summary of
Intangible Assets - Summary of Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total | $ 81,694 | $ 65,742 | $ 50,255 |
Cost of revenue | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total | 33,429 | 30,286 | 26,615 |
Selling, general and administrative | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total | $ 48,265 | $ 35,456 | $ 23,640 |
Intangible Assets - Summary o_2
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 773,307 | $ 811,703 |
Less accumulated amortization | (260,522) | (190,611) |
Intangible assets — net | 512,785 | 621,092 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 3,400 | 3,400 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 251,673 | 251,655 |
Less accumulated amortization | (140,000) | (106,800) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 518,234 | 556,648 |
Less accumulated amortization | $ (120,500) | $ (83,900) |
Intangible Assets - Summary o_3
Intangible Assets - Summary of Activity in Intangible Assets and Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 29, 2017 | Sep. 28, 2018 | Sep. 29, 2017 | |
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | $ 811,703 | $ 384,471 | |
Acquired | 436,181 | ||
Placed in service | 0 | ||
Fair value adjustment | 0 | 0 | |
Currency translation adjustments | 889 | (4,597) | |
Impairments of intangible assets | (4,352) | ||
Ending balance | $ 811,703 | 773,307 | 811,703 |
In-process research and development | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | 0 | 8,000 | |
Acquired | 0 | ||
Placed in service | (3,648) | ||
Fair value adjustment | 0 | 0 | |
Currency translation adjustments | 0 | 0 | |
Impairments of intangible assets | (4,400) | (4,352) | |
Ending balance | 0 | 0 | 0 |
Trade name | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | 3,400 | 3,400 | |
Acquired | 0 | ||
Placed in service | 0 | ||
Fair value adjustment | 0 | 0 | |
Currency translation adjustments | 0 | 0 | |
Impairments of intangible assets | 0 | ||
Ending balance | 3,400 | 3,400 | 3,400 |
Total Goodwill | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | 313,765 | 120,024 | |
Acquired | 195,145 | ||
Placed in service | 0 | ||
Fair value adjustment | 2,790 | 220 | |
Currency translation adjustments | 81 | (1,624) | |
Impairments of intangible assets | 0 | ||
Ending balance | 313,765 | 314,076 | 313,765 |
Acquired technology | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | 251,655 | 165,397 | |
Acquired | 83,518 | ||
Placed in service | 3,600 | 3,648 | |
Fair value adjustment | 0 | 0 | |
Currency translation adjustments | 18 | (908) | |
Impairments of intangible assets | 0 | ||
Ending balance | 251,655 | 251,673 | 251,655 |
Customer relationships | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Beginning balance | 556,648 | 207,674 | |
Acquired | 352,663 | ||
Placed in service | 0 | ||
Fair value adjustment | 0 | 0 | |
Currency translation adjustments | 871 | (3,689) | |
Impairments of intangible assets | 0 | ||
Ending balance | $ 556,648 | 518,234 | $ 556,648 |
LR4 | Disposal Group, Not Discontinued Operations | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Increase (decrease) in intangible assets | (39,285) | ||
Increase (decrease) in goodwill | (2,560) | ||
LR4 | Disposal Group, Not Discontinued Operations | In-process research and development | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Increase (decrease) in finite lived intangible assets | 0 | ||
LR4 | Disposal Group, Not Discontinued Operations | Trade name | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Increase (decrease) to indefinite lived intangible assets | 0 | ||
LR4 | Disposal Group, Not Discontinued Operations | Acquired technology | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Increase (decrease) in finite lived intangible assets | 0 | ||
LR4 | Disposal Group, Not Discontinued Operations | Customer relationships | |||
Goodwill and Intangible Assets [Roll Forward] | |||
Increase (decrease) in finite lived intangible assets | $ (39,285) |
Intangible Assets - Summary o_4
Intangible Assets - Summary of Estimated Amortization of Intangible Assets (Detail) $ in Thousands | Sep. 28, 2018USD ($) |
Amortization expense | |
2,019 | $ 83,749 |
2,020 | 81,669 |
2,021 | 74,061 |
2,022 | 61,830 |
2,023 | 51,466 |
Thereafter | $ 156,610 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 29, 2017 | Jul. 01, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Impairments of intangible assets | $ (4,352) | ||||
Placed in service | 0 | ||||
Accumulated amortization | $ 190,611 | $ 260,522 | 190,611 | ||
Impairment charges | $ 13,800 | 9,143 | 4,352 | $ 12,955 | |
Impairment charges | 6,575 | 4,352 | $ 11,765 | ||
Inventory impairment charges | 2,000 | ||||
Intangible Assets | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment charges | 10,100 | ||||
Fixed Assets | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment charges | 600 | ||||
Contractual Commitments | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment charges | $ 1,100 | ||||
Acquired technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairments of intangible assets | 0 | ||||
Placed in service | 3,600 | 3,648 | |||
Accumulated amortization | 106,800 | 140,000 | 106,800 | ||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairments of intangible assets | 0 | ||||
Placed in service | 0 | ||||
Accumulated amortization | 83,900 | $ 120,500 | 83,900 | ||
In-process research and development | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairments of intangible assets | $ (4,400) | (4,352) | |||
Placed in service | $ (3,648) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 28, 2018 | Sep. 29, 2017 |
Deferred tax assets (liabilities): | ||
Federal and foreign net operating losses and credits | $ 321,982 | $ 396,871 |
Intangible assets | (94,929) | (180,544) |
Property and equipment | (6,293) | (1,045) |
Other non-current deferred tax assets | 13,850 | 20,756 |
Deferred compensation | 3,810 | 9,291 |
Deferred gain | 6,575 | 14,853 |
Valuation allowance | (243,112) | (274,406) |
Total deferred tax (liability) asset | $ 1,883 | |
Total deferred tax (liability) asset | $ 14,224 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Income Taxes [Line Items] | |||
Deferred tax liability | $ 14,224 | ||
Income tax (benefit) expense | $ (21,473) | 100,911 | $ (17,983) |
Reserve related to future rebates and returns | 93,500 | ||
Valuation allowance amount | 243,100 | 274,400 | |
Valuation allowance change | (51,329) | 140,419 | (994) |
Income (loss) from operations before income taxes | $ (155,235) | $ (49,505) | $ (21,571) |
Effective income tax rate | 13.80% | (203.80%) | 83.40% |
Foreign earnings repatriated | $ 202,000 | ||
Taxable foreign income | 101,500 | ||
Undistributed earnings | 23,600 | ||
Remeasurement of deferred taxes | 2,600 | ||
Provisional income tax benefit due to change in net operating loss carryforward rules | 5,700 | ||
Out of Period Adjustment | |||
Income Taxes [Line Items] | |||
Income tax (benefit) expense | 3,900 | ||
Japan | |||
Income Taxes [Line Items] | |||
Deferred tax liability | 100 | $ 8,800 | |
CANADA | |||
Income Taxes [Line Items] | |||
Valuation allowance amount | 13,600 | ||
United States | |||
Income Taxes [Line Items] | |||
Valuation allowance change | (31,300) | ||
Ireland | |||
Income Taxes [Line Items] | |||
Foreign earnings repatriated | 30,300 | ||
Undistributed earnings | 5,100 | ||
Grand Cayman | |||
Income Taxes [Line Items] | |||
Foreign earnings repatriated | 70,000 | ||
Undistributed earnings | 15,700 | ||
Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 1,149,200 | ||
Applied Micro Circuits Corporation | Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 772,700 | ||
Mindspeed Wireless Business | Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 158,900 | ||
BinOptics Corporation | Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 26,200 | ||
Tax Year 2015 | Out of Period Adjustment | |||
Income Taxes [Line Items] | |||
Income tax (benefit) expense | 1,700 | ||
Tax Year 2014 | Out of Period Adjustment | |||
Income Taxes [Line Items] | |||
Income tax (benefit) expense | 1,000 | ||
Tax Year 2013 | Out of Period Adjustment | |||
Income Taxes [Line Items] | |||
Income tax (benefit) expense | 1,200 | ||
MACOM | Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | $ 180,800 |
Income Taxes - Summary of Domes
Income Taxes - Summary of Domestic and Foreign Income (Loss) from Continuing Operations Before Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (145,851) | $ (111,432) | $ (46,593) |
Foreign | (9,384) | 61,927 | 25,022 |
(Loss) income from operations before income taxes | $ (155,235) | $ (49,505) | $ (21,571) |
Income Taxes - Components of Pr
Income Taxes - Components of Provision (Benefit) for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Current: | |||
Federal | $ (6,876) | $ 100 | $ (5,861) |
State | (160) | 225 | (766) |
Foreign | 1,642 | 7,307 | 906 |
Current provision (benefit) | (5,394) | 7,632 | (5,721) |
Deferred: | |||
Federal | 75,428 | (42,637) | (8,163) |
State | (15,526) | (4,037) | (502) |
Foreign | (24,652) | (466) | (2,603) |
Change in valuation allowance | (51,329) | 140,419 | (994) |
Deferred provision (benefit) | (16,079) | 93,279 | (12,262) |
Total provision (benefit) | $ (21,473) | $ 100,911 | $ (17,983) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Tax Rates (Detail) | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 24.50% | 35.00% | 35.00% |
Foreign rate differential | 5.10% | 31.90% | 40.10% |
State taxes net of federal benefit | 0.80% | 0.20% | 1.00% |
Warrant liabilities | 4.40% | (1.80%) | (26.70%) |
Change in valuation allowance | 34.00% | (270.00%) | 3.00% |
Research and development credits | 9.00% | 12.80% | 16.90% |
Correction of prior period | 0.00% | 0.00% | 18.30% |
Provision to return adjustments | 8.30% | (4.00%) | 3.50% |
Nondeductible compensation expense | 1.40% | (4.10%) | (9.20%) |
Nondeductible legal fees | 0.90% | (3.90%) | (1.80%) |
2017 tax reform | (73.70%) | 0.00% | 0.00% |
Other permanent differences | (0.90%) | 0.10% | 3.30% |
Effective income tax rate | 13.80% | (203.80%) | 83.40% |
Income Taxes - Activity Related
Income Taxes - Activity Related to Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ (1,670) | $ (1,670) |
Additions based on tax positions | 0 | 0 |
Reductions based on tax positions | 1,370 | 0 |
Ending balance | $ (300) | $ (1,670) |
Share-Based Compensation Plans
Share-Based Compensation Plans - Additional Information (Detail) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | 24 Months Ended | ||
Nov. 30, 2017USD ($)$ / sharesshares | Sep. 28, 2018USD ($)trancheplan$ / sharesshares | Sep. 29, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of equity incentive plans | plan | 3 | ||||
Number of shares available for future issuance (in shares) | 14,100,000 | ||||
Compensation and benefits | $ | $ 22,935 | $ 32,505 | |||
Share-based compensation expense | $ | (31,937) | (36,335) | $ (26,954) | ||
Unrecognized compensation costs | $ | $ 51,300 | ||||
Weighted average period for recognition of unrecognized compensation costs | 2 years 4 months 24 days | ||||
Intrinsic value of options recognized | $ | $ 900 | $ 8,900 | 3,700 | ||
Options granted (in shares) | 405,000 | ||||
Exercise price of options (in USD per share) | $ / shares | $ 36.58 | ||||
Common stock, issued (in shares) | 65,202,000 | 64,279,000 | |||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares available for grant (in shares) | 3,200,000 | ||||
Incentive Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 4 years | ||||
ISU awards outstanding (in shares) | 191,620 | 203,293 | |||
Compensation and benefits | $ | $ 1,900 | $ 4,400 | |||
ISU awards exercised (in shares) | 68,813 | ||||
Share-based compensation expense | $ | $ (1,100) | $ (3,900) | $ (4,000) | ||
Total fair value of restricted stock awards and units vesting | $ | $ 1,400 | ||||
Incentive Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 10,924 | ||||
Stock Options with Performance-based Vesting Criteria | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award term | 7 years | ||||
Options granted (in shares) | 5,000 | ||||
Grant date fair value of options (in USD per share) | $ / shares | $ 10.54 | ||||
Options, aggregate grant date fair value | $ | $ 100 | ||||
Expected volatility | 31.80% | ||||
Exercise price of options (in USD per share) | $ / shares | $ 39.50 | ||||
Risk-free interest rate | 1.15% | ||||
Expected term (years) | 4 years | ||||
Stock Options with Market-based Vesting Criteria | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award term | 7 years | ||||
Weighted average period for recognition of unrecognized compensation costs | 3 years | ||||
Options granted (in shares) | 325,000 | 320,000 | 300,000 | ||
Grant date fair value of options (in USD per share) | $ / shares | $ 15.52 | $ 13.18 | $ 11.65 | ||
Options, aggregate grant date fair value | $ | $ 5,000 | $ 4,300 | $ 3,500 | ||
Expected volatility | 45.80% | 32.30% | 36.50% | ||
Risk-free interest rate | 2.30% | 1.90% | 2.10% | ||
Expected term (years) | 3 years 5 months 1 day | 7 years | 7 years | ||
Non Qualified Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (in shares) | 69,076 | ||||
Measurement period for target price per share for recognition of remaining unamortized compensation cost | 30 days | ||||
Incentive And Nonqualified Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average period for recognition of unrecognized compensation costs | 4 years 6 months | ||||
Grant date fair value of options (in USD per share) | $ / shares | $ 17.55 | ||||
Options, aggregate grant date fair value | $ | $ 1,400 | ||||
Expected volatility | 45.70% | ||||
Risk-free interest rate | 2.21% | ||||
Exercise Price (in USD per share) | $ / shares | $ 36.61 | ||||
Expected term (years) | 6 years 6 months | ||||
Restricted Stock Awards and Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 1,145,000 | ||||
Total fair value of restricted stock awards and units vesting | $ | $ 19,700 | $ 51,200 | $ 26,500 | ||
RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate intrinsic value of vesting restricted stock units | $ | $ 37,100 | ||||
PRSU awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 84,753 | ||||
Number of tranches | tranche | 3 | ||||
Employee Stock | Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum ESPP payroll deductions | 15.00% | ||||
Common stock, issued (in shares) | 305,851 | 146,149 | 154,187 | 154,187 | |
Maximum percentage annual increase of share available for future issuance | 1.25% | ||||
Annual increase of share available for future issuance (in shares) | 550,000 | ||||
Employee Stock | 2012 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum percentage annual increase of share available for future issuance | 4.00% | ||||
Annual increase of share available for future issuance (in shares) | 1,900,000 | ||||
Compute Business | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ (800) | ||||
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award term | 4 years | ||||
Minimum | PRSU awards | Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 0.00% | ||||
Minimum | PRSU awards | Tranche Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 0.00% | ||||
Minimum | PRSU awards | Tranche Three | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 0.00% | ||||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award term | 7 years | ||||
Maximum | PRSU awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 300.00% | ||||
Incremental PRSU that could vest if all performance criteria are achieved | 413,916 | ||||
Maximum | PRSU awards | Tranche Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 300.00% | ||||
Maximum | PRSU awards | Tranche Three | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Earnings percentage of targeted shares | 300.00% | ||||
Maximum | Employee Stock | Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Annual increase of share available for future issuance (in shares) | 550,000 | ||||
Maximum | Employee Stock | 2012 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Annual increase of share available for future issuance (in shares) | 1,900,000 |
Share-Based Compensation Plan_2
Share-Based Compensation Plans - Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Non-Employees (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 31,937 | $ 36,335 | $ 26,954 |
Cost of revenue | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 3,869 | 3,189 | 2,150 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 13,448 | 10,565 | 6,568 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 14,620 | $ 22,581 | $ 18,236 |
Share-Based Compensation Plan_3
Share-Based Compensation Plans - Summary of Stock Option Activity (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Sep. 28, 2018USD ($)$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 1,177 |
Granted (in shares) | shares | 405 |
Exercised (in shares) | shares | (27) |
Forfeited, canceled or expired (in shares) | shares | (147) |
Ending balance (in shares) | shares | 1,408 |
Weighted-Average Exercise Price per Share | |
Beginning balance (in USD per share) | $ / shares | $ 31.61 |
Granted (in USD per share) | $ / shares | 36.58 |
Exercised (in USD per share) | $ / shares | 2.87 |
Forfeited, canceled or expired (in USD per share) | $ / shares | 46.29 |
Ending balance (in USD per share) | $ / shares | $ 32.05 |
Options Outstanding, Additional Disclosures | |
Weighted-Average Remaining Contractual Term (in Years) | 4 years 11 months 5 days |
Aggregate Intrinsic Value | $ | $ 1,850 |
Options Vested and Expected to Vest | |
Number of shares (in shares) | shares | 1,408 |
Weighted-Average Exercise Price Per Share (in USD per share) | $ / shares | $ 32.05 |
Weighted-Average Remaining Contractual Term (in Years) | 4 years 11 months 5 days |
Aggregate Intrinsic Value | $ | $ 1,850 |
Options Exercisable | |
Number of Shares (in shares) | shares | 343 |
Weighted-Average Exercise Price per Share (in USD per share) | $ / shares | $ 19.08 |
Weighted-Average Remaining Contractual Term (in Years) | 3 years 9 months 7 days |
Aggregate Intrinsic Value | $ | $ 1,850 |
Share-Based Compensation Plan_4
Share-Based Compensation Plans - Weighted Average Assumptions used for Calculating Fair Value of Stock Options Granted (Detail) - $ / shares | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Stock Options with Market-based Vesting Criteria | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.30% | 1.90% | 2.10% |
Expected term (years) | 3 years 5 months 1 day | 7 years | 7 years |
Expected volatility | 45.80% | 32.30% | 36.50% |
Target price per share of common stock for recognition of unrecognized compensation cost (in USD per share) | $ 98.99 | $ 67.39 | $ 64.22 |
Stock Options with Performance-based Vesting Criteria | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.15% | ||
Expected term (years) | 4 years | ||
Expected volatility | 31.80% | ||
Expected dividends | 0.00% |
Share-Based Compensation Plan_5
Share-Based Compensation Plans - Summary of Restricted Stock Awards and Units Activity (Detail) - Restricted Stock Awards and Units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
Number of Shares | ||
Beginning balance- unvested (in shares) | 1,907 | |
Granted (in shares) | 1,145 | |
Vested (in shares) | (906) | |
Forfeited, canceled or expired (in shares) | (274) | |
Ending balance- unvested (in shares) | 1,872 | |
Weighted-Average Grant Date Fair Value | ||
Beginning balance- unvested (in USD per share) | $ 39.20 | |
Granted (in USD per share) | 26.68 | |
Vested (in USD per share) | 35.24 | |
Forfeited, canceled or expired (in USD per share) | 34.56 | |
Ending balance- unvested (in USD per share) | $ 34.15 | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ 38,452 | $ 85,093 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | Sep. 28, 2018 | Sep. 29, 2017 | Mar. 31, 2012 |
Class of Warrant or Right [Line Items] | |||
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 | |
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 | |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 | |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 | |
Common stock, subject to forfeiture (in shares) | 6,100 | 200 | |
Common stock warrants price per share (in USD per share) | $ 14.05 | ||
Common Stock | |||
Class of Warrant or Right [Line Items] | |||
Common stock warrants (in shares) | 1,281,358 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
Cadence | Public Company with a Common Director | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | $ 4.1 | $ 6.3 |
Discontinued Operations - Dives
Discontinued Operations - Divested Business (Details) - USD ($) $ in Thousands | May 10, 2018 | Nov. 14, 2018 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sale of assets | $ 1,274 | $ 215 | $ 0 | ||
LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sale of assets | $ 5,000 | 5,000 | |||
Gain (loss) on disposal | 34,300 | ||||
Inventory | 13,700 | ||||
Property, plant and equipment | 7,600 | ||||
Goodwill | 2,600 | ||||
Transition services expense | 2,000 | ||||
Scenario, Forecast | LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Additional consideration expected to be received | $ 12,200 | ||||
Cash consideration on sale of business | $ 17,200 | ||||
Other Current Assets | LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Additional consideration expected to be received | 7,400 | ||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Additional consideration expected to be received | 4,800 | ||||
Customer relationships | LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Intangible assets | 27,700 | ||||
Maximum | LR4 | Disposal Group, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Transition service agreement liability | $ 2,000 |
Discontinued Operations - Addit
Discontinued Operations - Additional information (Detail) - USD ($) | Aug. 17, 2015 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Assets held for sale | $ 4,840,000 | $ 35,571,000 | ||
Inventory and other current assets | 1,300,000 | |||
Property and equipment | 7,800,000 | |||
Goodwill and intangible assets | 28,400,000 | |||
Provision for disposal costs | 2,000,000 | |||
Liabilities held for sale | 0 | 2,144,000 | ||
Compute Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash consideration on sale of business | 36,500,000 | |||
Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Other income | 0 | 7,500,000 | $ 7,500,000 | |
Gain on sale | 0 | 18,022,000 | $ 308,000 | |
Discontinued Operations, Disposed of by Sale | Automotive Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on sale | $ 18,000,000 | |||
Discontinued Operations, Disposed of by Sale | Consulting Agreement | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Non-design advisory services period | 2 years | |||
Discontinued Operations, Disposed of by Sale | Consulting Agreement | Maximum | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash consideration on sale of business | $ 15,000,000 | |||
Consulting Agreement | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Other income | $ 0 | |||
Equity Securities | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Minority investment (as a percent) | 20.00% | |||
Equity Securities | Compute | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Investments | $ 36,500,000 | |||
Minority investment (as a percent) | 20.00% | |||
Selling, general and administrative | Disposal Group, Not Discontinued Operations | Compute | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Transition services agreement reimbursements | $ 3,600,000 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Operating Results Through Dates of Divestiture Related to Divested Businesses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Operating expenses: | |||||||||||
(Loss) income from discontinued operations | $ (378) | $ (220) | $ (18) | $ (5,599) | $ (10,719) | $ (13,700) | $ 4,136 | $ 1,206 | $ (6,215) | $ (19,077) | $ 5,022 |
Cash flow from Investing Activities (2) | 4,737 | 25,520 | 7,500 | ||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Revenue (1) | 0 | 660 | 0 | ||||||||
Cost of revenue (1) | (596) | 2,252 | 0 | ||||||||
Gross (loss) profit | 596 | (1,592) | 0 | ||||||||
Operating expenses: | |||||||||||
Research and development (1) | 5,251 | 29,167 | 0 | ||||||||
Selling, general and administrative (1) | 1,560 | 13,840 | 0 | ||||||||
Total operating expenses | 6,811 | 43,007 | 0 | ||||||||
(Loss) income from discontinued operations (1) | (6,215) | (44,599) | 0 | ||||||||
Other income (2) | 0 | 7,500 | 7,500 | ||||||||
Gain on sale (2) | 0 | 18,022 | 308 | ||||||||
(Loss) income before income taxes | (6,215) | (19,077) | 7,808 | ||||||||
Income tax provision (benefit) | 0 | 0 | 2,786 | ||||||||
(Loss) income from discontinued operations | (6,215) | (19,077) | 5,022 | ||||||||
Cash flow from Operating Activities (1) | (10,734) | (42,776) | 0 | ||||||||
Cash flow from Investing Activities (2) | $ 0 | $ 25,522 | $ 7,500 |
Earnings Per Share - Computatio
Earnings Per Share - Computation for Basic and Diluted Net Income (Loss) Per Share of Common Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Numerator: | |||||||||||
Loss from continuing operations | $ (16,116) | $ (85,210) | $ (15,466) | $ (16,970) | $ (1) | $ (13,977) | $ (134,267) | $ (2,171) | $ (133,762) | $ (150,416) | $ (3,588) |
(Loss) income from discontinued operations | $ (378) | $ (220) | $ (18) | $ (5,599) | $ (10,719) | $ (13,700) | $ 4,136 | $ 1,206 | (6,215) | (19,077) | 5,022 |
Net (loss) income | (139,977) | (169,493) | 1,434 | ||||||||
Warrant liability gain | (27,646) | 0 | 0 | ||||||||
Net (loss) income attributable to common stockholders | $ (167,623) | $ (169,493) | $ 1,434 | ||||||||
Denominator: | |||||||||||
Weighted average common shares outstanding-basic (in shares) | 64,741,000 | 60,704,000 | 53,364,000 | ||||||||
Dilutive effect of warrants (in shares) | 569,667 | 0 | 0 | ||||||||
Weighted average common shares outstanding-diluted (in shares) | 65,311,000 | 60,704,000 | 53,364,000 | ||||||||
Basic (loss) income per share: | |||||||||||
Continuing operations (in USD per share) | $ (0.25) | $ (1.31) | $ (0.24) | $ (0.26) | $ 0 | $ (0.22) | $ (2.21) | $ (0.04) | $ (2.07) | $ (2.48) | $ (0.07) |
Discontinued operations (in USD per share) | (0.10) | (0.31) | 0.09 | ||||||||
(Loss) income per share-basic (in USD per share) | (2.16) | (2.79) | 0.03 | ||||||||
Diluted (loss) income per share: | |||||||||||
Continuing operations (in USD per share) | $ (0.29) | $ (1.31) | $ (0.50) | $ (0.49) | $ (0.21) | $ (0.22) | $ (2.21) | $ (0.04) | (2.47) | (2.48) | (0.07) |
Discontinued operations (in USD per share) | (0.10) | (0.31) | 0.09 | ||||||||
(Loss) income per share-diluted (in USD per share) | $ (2.57) | $ (2.79) | $ 0.03 |
Earnings Per Share - Common Equ
Earnings Per Share - Common Equivalent Shares Excluded from Calculation from Net Income Per Share (Detail) - shares | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |||
Dilutive effect of warrants (in shares) | 569,667 | 0 | 0 |
Antidilutive securities excluded from earnings per share (in shares) | 375,940 | 1,877,401 | 1,855,049 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 26, 2017 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||||
Unpaid amounts related to purchase of assets | $ 4,000 | $ 7,600 | ||
Equity interests issued and issuable | $ 465,100 | 0 | 465,082 | $ 0 |
Fixed assets acquired | 18,400 | 3,600 | ||
Loss on minority equity investment | 10,406 | 0 | $ 0 | |
Equity Securities | Compute | ||||
Business Acquisition [Line Items] | ||||
Investments | 36,500 | |||
Loss on minority equity investment | 10,400 | |||
Compute Business | ||||
Business Acquisition [Line Items] | ||||
Cash consideration on sale of business | 36,500 | |||
Developer Funded | ||||
Business Acquisition [Line Items] | ||||
Fixed assets acquired | $ 12,700 | $ 3,600 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information Regarding Noncash Investing and Financing Activities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |||
Cash paid for interest | $ 29,698 | $ 30,529 | $ 16,335 |
Cash paid (refunded) for income taxes | $ 3,559 | $ (3,161) | $ (373) |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Summary of Accumulated Other Comprehensive Income, Net of Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 28, 2018 | Sep. 29, 2017 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 777,374 | $ 462,784 |
Ending balance | 668,675 | 777,374 |
Foreign currency translation, net of tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 3,139 | 9,138 |
Other comprehensive income | (502) | (5,999) |
Ending balance | 2,637 | 3,139 |
Other Items | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (162) | (99) |
Ending balance | (449) | (162) |
Total | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 2,977 | 9,039 |
Ending balance | 2,188 | 2,977 |
Unrealized gain/loss on short-term investments, net of tax | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income | $ (287) | $ (63) |
Geographic and Significant Cu_3
Geographic and Significant Customer Information - Summary of Different Geographic Regions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 151,187 | $ 137,872 | $ 150,414 | $ 130,925 | $ 166,381 | $ 194,555 | $ 186,084 | $ 151,752 | $ 570,398 | $ 698,772 | $ 544,338 |
Long-lived assets | 149,923 | 131,019 | 149,923 | 131,019 | |||||||
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 272,951 | 265,038 | 155,998 | ||||||||
Long-lived assets | 122,888 | 101,044 | 122,888 | 101,044 | |||||||
China | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 159,763 | 206,136 | 201,911 | ||||||||
Asia Pacific, excluding China | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 79,581 | 170,826 | 144,872 | ||||||||
Long-lived assets | 24,702 | 24,945 | 24,702 | 24,945 | |||||||
Other Countries | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 58,103 | 56,772 | $ 41,557 | ||||||||
Long-lived assets | $ 2,333 | $ 5,030 | $ 2,333 | $ 5,030 |
Geographic and Significant Cu_4
Geographic and Significant Customer Information - Summary of Customer Concentrations as Percentage of Total Sales and Accounts Receivable (Detail) - Customer Concentration Risk | 12 Months Ended | ||
Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Total Sales | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 57.00% | 52.00% | 62.00% |
Total Sales | Customer A | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 13.00% | 11.00% | 11.00% |
Total Sales | Customer B | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 6.00% | 10.00% | 15.00% |
Total Sales | Customer C | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 2.00% | 6.00% | 12.00% |
Accounts Receivable | Customer A | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 19.00% | 13.00% | |
Accounts Receivable | Customer D | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 26.00% | 14.00% |
Geographic and Significant Cu_5
Geographic and Significant Customer Information - Additional Information (Detail) | 12 Months Ended | ||
Sep. 28, 2018segmentcustomer | Sep. 29, 2017customer | Sep. 30, 2016customer | |
Segment Reporting Information [Line Items] | |||
Number of reportable operating segments | segment | 1 | ||
Total Revenue | Customer Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Number of major customers | customer | 10 | 10 | 10 |
Concentration risk, percentage | 57.00% | 52.00% | 62.00% |
Quarterly Financial Data - Sche
Quarterly Financial Data - Schedule of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 28, 2018 | Sep. 29, 2017 | Sep. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 151,187 | $ 137,872 | $ 150,414 | $ 130,925 | $ 166,381 | $ 194,555 | $ 186,084 | $ 151,752 | $ 570,398 | $ 698,772 | $ 544,338 |
Gross profit | 70,982 | 48,169 | 65,601 | 60,954 | 86,896 | 92,629 | 68,864 | 78,495 | 245,706 | 326,884 | 281,609 |
Loss from continuing operations | (16,116) | (85,210) | (15,466) | (16,970) | (1) | (13,977) | (134,267) | (2,171) | (133,762) | (150,416) | (3,588) |
(Loss) income from discontinued operations | $ (378) | $ (220) | $ (18) | $ (5,599) | $ (10,719) | $ (13,700) | $ 4,136 | $ 1,206 | $ (6,215) | $ (19,077) | $ 5,022 |
Per share data | |||||||||||
Income (loss) from continuing operations (in USD per share) | $ (0.25) | $ (1.31) | $ (0.24) | $ (0.26) | $ 0 | $ (0.22) | $ (2.21) | $ (0.04) | $ (2.07) | $ (2.48) | $ (0.07) |
Income (loss) from discontinued operations (in USD per share) | (0.01) | 0 | 0 | (0.09) | (0.17) | (0.21) | 0.07 | 0.02 | (0.10) | (0.31) | 0.09 |
Per share data | |||||||||||
Income (loss) from continuing operations (in USD per share) | (0.29) | (1.31) | (0.50) | (0.49) | (0.21) | (0.22) | (2.21) | (0.04) | (2.47) | (2.48) | (0.07) |
Income (loss) from discontinued operations (in USD per share) | $ (0.01) | $ 0 | $ 0 | $ (0.09) | $ (0.16) | $ (0.21) | $ 0.07 | $ 0.02 | $ (0.10) | $ (0.31) | $ 0.09 |
Warrant liability gain | $ (2,800) | $ (17,000) | $ (14,600) | $ (14,000) |