Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Apr. 01, 2017 | May 15, 2017 | Oct. 01, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Qorvo, Inc. | ||
Entity Central Index Key | 1,604,778 | ||
Document Type | 10-K | ||
Document Period End Date | Apr. 1, 2017 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | Q4 | ||
Current Fiscal Year End Date | --04-01 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 7,053,238,711 | ||
Entity Common Stock, Shares Outstanding | 127,097,218 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 | |
Current assets: | |||
Cash and cash equivalents (Notes 1 & 3) | $ 545,463 | $ 425,881 | |
Short-term investments (Notes 1 & 3) | 0 | 186,808 | |
Accounts receivable, less allowance of $58 and $143 as of April 1, 2017 and April 2, 2016, respectively | 357,948 | 316,356 | |
Inventories (Notes 1 & 4) | 430,454 | 427,551 | |
Prepaid expenses | 36,229 | 63,850 | |
Other receivables (Note 1) | 65,247 | 47,380 | |
Other current assets (Notes 1 & 9) | 26,264 | 41,384 | |
Total current assets | 1,461,605 | 1,509,210 | |
Property and equipment, net (Notes 1 & 5) | 1,391,932 | 1,046,888 | |
Goodwill (Notes 1, 6 & 7) | [1] | 2,173,914 | 2,135,697 |
Intangible assets, net (Notes 1, 6 & 7) | 1,400,563 | 1,812,515 | |
Long-term investments (Notes 1 & 3) | 35,494 | 26,050 | |
Other non-current assets (Notes 9 & 12) | 58,815 | 66,459 | |
Total assets | 6,522,323 | 6,596,819 | |
Current liabilities: | |||
Accounts payable | 216,246 | 205,364 | |
Accrued liabilities (Notes 1, 9, 10, & 11) | 170,584 | 137,889 | |
Other current liabilities (Note 12) | 31,998 | 30,548 | |
Total current liabilities | 418,828 | 373,801 | |
Long-term debt (Note 8) | 989,154 | 988,130 | |
Deferred tax liabilities (Note 12) | 131,511 | 152,160 | |
Other long-term liabilities (Notes 9, 10, 11 & 12) | 86,108 | 83,056 | |
Total liabilities | 1,625,601 | 1,597,147 | |
Commitments and contingent liabilities (Note 10) | |||
Stockholders’ equity: | |||
Preferred stock, $.0001 par value; 5,000 shares authorized; no shares issued and outstanding | 0 | 0 | |
Common stock and additional paid-in capital, $.0001 par value; 405,000 shares authorized; 126,464 and 127,386 shares issued and outstanding at April 1, 2017 and April 2, 2016, respectively | 5,357,394 | 5,442,613 | |
Accumulated other comprehensive loss, net of tax | (4,306) | (3,133) | |
Accumulated deficit | (456,366) | (439,808) | |
Total stockholders’ equity | 4,896,722 | 4,999,672 | |
Total liabilities and stockholders’ equity | $ 6,522,323 | $ 6,596,819 | |
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 58 | $ 143 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 405,000,000 | 405,000,000 |
Common stock, shares issued | 126,464,000 | 127,386,000 |
Common stock, shares outstanding | 126,464,000 | 127,386,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |||||||||
Income Statement [Abstract] | |||||||||||||||||||
Revenue | $ 642,992 | $ 826,347 | $ 864,698 | $ 698,537 | $ 608,069 | $ 620,681 | $ 708,335 | $ 673,641 | $ 3,032,574 | $ 2,610,726 | $ 1,710,966 | ||||||||
Cost of goods sold (Note 7) | 1,897,062 | 1,561,173 | 1,021,658 | ||||||||||||||||
Gross profit | 231,596 | 310,642 | 316,799 | 276,475 | 254,200 | 230,988 | 284,848 | 279,517 | 1,135,512 | 1,049,553 | 689,308 | ||||||||
Operating expenses: | |||||||||||||||||||
Research and development | 470,836 | 448,763 | 257,494 | ||||||||||||||||
Selling, general and administrative | 545,588 | 534,099 | 249,886 | ||||||||||||||||
Other operating expense (Notes 6 & 11) | 31,029 | 54,723 | 59,462 | ||||||||||||||||
Total operating expenses | 1,047,453 | 1,037,585 | 566,842 | ||||||||||||||||
Income from operations | 88,059 | 11,968 | 122,466 | ||||||||||||||||
Interest expense (Note 8) | (13,100) | (13,800) | (14,900) | (14,500) | (13,900) | (6,700) | (58,879) | (23,316) | (1,421) | ||||||||||
Interest income | 1,212 | 2,068 | 450 | ||||||||||||||||
Other (expense) income | (3,087) | 6,418 | (254) | ||||||||||||||||
Income (loss) before income taxes | 27,305 | (2,862) | 121,241 | ||||||||||||||||
Income tax (expense) benefit (Note 12) | 93,200 | (123,200) | (21,500) | (13,800) | (43,863) | (25,983) | 75,062 | ||||||||||||
Net (loss) income | $ 55,908 | [1],[2],[3],[4] | $ (78,638) | [1],[3],[4],[5] | $ 11,847 | [1],[3],[4] | $ (5,675) | [1],[3],[4] | $ (24,202) | [1],[3],[4],[6] | $ (11,127) | [1],[3],[4] | $ 4,448 | [3],[4],[7] | $ 2,036 | [3],[4] | $ (16,558) | $ (28,845) | $ 196,303 |
Net (loss) income per share (Note 13): | |||||||||||||||||||
Basic | $ 0.44 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.17 | ||||||||
Diluted | $ 0.43 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.11 | ||||||||
Weighted average shares of common stock outstanding (Note 13): | |||||||||||||||||||
Basic | 127,121 | 141,937 | 90,477 | ||||||||||||||||
Diluted | 127,121 | 141,937 | 93,211 | ||||||||||||||||
[1] | In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million, $14.9 million, $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017, respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016, respectively (Note 8). | ||||||||||||||||||
[2] | Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[3] | The Company recorded integration related expenses of $5.3 million, $5.0 million, $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017, respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million, $5.6 million, $5.0 million, and $5.5 million in the first, second, third and fourth quarters of fiscal 2016, respectively, associated with the Business Combination (Note 6). | ||||||||||||||||||
[4] | The Company recorded restructuring expenses of $0.8 million, $0.5 million, $0.4 million, and $0.4 million in the first, second, third and fourth quarters of fiscal 2017, respectively. The Company recorded restructuring expenses of $2.9 million, $3.8 million, $3.0 million, and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). | ||||||||||||||||||
[5] | Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[6] | Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). | ||||||||||||||||||
[7] | Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (16,558) | $ (28,845) | $ 196,303 |
Other comprehensive (loss) income: | |||
Unrealized gain on marketable securities, net of tax | 53 | 742 | 3,920 |
Change in pension liability, net of tax | (339) | 1,153 | (2,894) |
Foreign currency translation adjustment, including intra-entity foreign currency transactions that are of a long-term-investment nature | (1,014) | (89) | (392) |
Reclassification adjustments, net of tax: | |||
Recognized gain on marketable securities | 0 | (4,994) | 0 |
Amortization of pension actuarial loss | 127 | 179 | 27 |
Other comprehensive (loss) income | (1,173) | (3,009) | 661 |
Total comprehensive (loss) income | $ (17,731) | $ (31,854) | $ 196,964 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit |
Beginning Balance at Mar. 29, 2014 | $ 676,351 | $ 1,284,402 | $ (785) | $ (607,266) |
Beginning Balance, Shares at Mar. 29, 2014 | 71,215 | |||
Net (loss) income | $ 196,303 | 0 | 0 | 196,303 |
Other comprehensive income (loss) | 661 | 0 | 661 | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes | $ 5,167 | 5,167 | 0 | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes, Shares | 3,199 | |||
Issuance of common stock for Business Combination | $ 5,254,367 | 5,254,367 | 0 | 0 |
Issuance of common stock for Business Combination, Shares | 75,306 | |||
Issuance of common stock in connection with employee stock purchase plan | $ 2,730 | 2,730 | 0 | 0 |
Issuance of common stock in connection with employee stock purchase plan, Shares | 98 | |||
Tax benefit from exercised stock options | $ 9,834 | 9,834 | 0 | 0 |
Repurchase of common stock, including transaction costs | $ (50,874) | (50,874) | 0 | 0 |
Repurchase of common stock, including transaction costs, Shares | (759) | |||
Stock-based compensation expense | $ 78,621 | 78,621 | 0 | 0 |
Ending Balance at Mar. 28, 2015 | $ 6,173,160 | 6,584,247 | (124) | (410,963) |
Ending Balance, Shares at Mar. 28, 2015 | 149,059 | |||
Net (loss) income | $ (28,845) | 0 | 0 | (28,845) |
Other comprehensive income (loss) | (3,009) | 0 | (3,009) | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes | $ 4,406 | 4,406 | 0 | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes, Shares | 2,156 | |||
Issuance of common stock in connection with employee stock purchase plan | $ 17,967 | 17,967 | 0 | 0 |
Issuance of common stock in connection with employee stock purchase plan, Shares | 429 | |||
Tax benefit from exercised stock options | $ 636 | 636 | 0 | 0 |
Repurchase of common stock, including transaction costs | $ (1,300,009) | (1,300,009) | 0 | 0 |
Repurchase of common stock, including transaction costs, Shares | (24,258) | |||
Stock-based compensation expense | $ 135,366 | 135,366 | 0 | 0 |
Ending Balance at Apr. 02, 2016 | $ 4,999,672 | 5,442,613 | (3,133) | (439,808) |
Ending Balance, Shares at Apr. 02, 2016 | 127,386 | |||
Net (loss) income | $ (16,558) | 0 | 0 | (16,558) |
Other comprehensive income (loss) | (1,173) | 0 | (1,173) | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes | $ 16,832 | 16,832 | 0 | 0 |
Exercise of stock options and vesting of restricted stock units, net of shares withheld for employee taxes, Shares | 2,484 | |||
Issuance of common stock in connection with employee stock purchase plan | $ 25,640 | 25,640 | 0 | 0 |
Issuance of common stock in connection with employee stock purchase plan, Shares | 678 | |||
Tax deficiency from exercised stock options | $ (56) | (56) | 0 | 0 |
Repurchase of common stock, including transaction costs | $ (209,357) | (209,357) | 0 | 0 |
Repurchase of common stock, including transaction costs, Shares | (4,084) | |||
Stock-based compensation expense | $ 81,722 | 81,722 | 0 | 0 |
Ending Balance at Apr. 01, 2017 | $ 4,896,722 | $ 5,357,394 | $ (4,306) | $ (456,366) |
Ending Balance, Shares at Apr. 01, 2017 | 126,464 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (16,558) | $ (28,845) | $ 196,303 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation | 209,825 | 180,362 | 74,239 |
Intangible assets amortization (Note 7) | 494,752 | 494,589 | 142,749 |
Non-cash interest expense and amortization of debt issuance costs | 1,709 | 112 | 843 |
Excess tax benefit from exercises of stock options | (65) | (935) | (13,993) |
Deferred income taxes | (28,027) | (12,189) | (109,970) |
Foreign currency adjustments | (36) | 1,705 | (242) |
Loss (income) on investments and other assets, net | 5,478 | (4,705) | 8,986 |
Stock-based compensation expense | 88,845 | 139,516 | 64,941 |
Changes in operating assets and liabilities: | |||
Accounts receivable, net | (36,873) | 36,682 | (30,369) |
Inventories | (6,442) | (84,116) | 10,423 |
Prepaid expenses and other current and non-current assets | 20,285 | (28,871) | (26,384) |
Accounts payable | (1,035) | (461) | (30,107) |
Accrued liabilities | 26,866 | 3,862 | (3,884) |
Income tax payable/(recoverable) | 13,414 | 4,300 | 12,704 |
Other assets and liabilities | 4,682 | (13,079) | 9,385 |
Net cash provided by operating activities | 776,820 | 687,927 | 305,624 |
Investing activities: | |||
Purchase of available-for-sale securities | (469) | (340,527) | (387,734) |
Proceeds from maturities of available-for-sale securities | 186,793 | 390,009 | 261,185 |
Purchase of business, net of cash acquired (Note 6) | (118,133) | 0 | 224,324 |
Purchase of property and equipment | (552,702) | (315,624) | (169,862) |
Other investing | (5,976) | (12,572) | 8,145 |
Net cash used in investing activities | (490,487) | (278,714) | (63,942) |
Financing activities: | |||
Proceeds from debt issuances | 0 | 1,175,000 | 0 |
Payment of debt | 0 | (175,000) | (87,503) |
Excess tax benefit from exercises of stock options | 65 | 935 | 13,993 |
Debt issuance costs | 0 | (13,588) | (36) |
Proceeds from the issuance of common stock | 59,148 | 51,875 | 46,072 |
Repurchase of common stock, including transaction costs | (209,357) | (1,300,009) | (50,874) |
Tax withholding paid on behalf of employees for restricted stock units | (15,516) | (22,168) | (34,250) |
Other financing | 14 | 103 | (300) |
Net cash used in financing activities | (165,646) | (282,852) | (112,898) |
Effect of exchange rate changes on cash | (1,105) | (294) | (868) |
Net increase in cash and cash equivalents | 119,582 | 126,067 | 127,916 |
Cash and cash equivalents at the beginning of the period | 425,881 | 299,814 | 171,898 |
Cash and cash equivalents at the end of the period | 545,463 | 425,881 | 299,814 |
Supplemental disclosure of cash flow information: | |||
Cash paid during the year for interest | 71,171 | 2,164 | 930 |
Cash paid during the year for income taxes | 52,656 | 34,942 | 34,590 |
Non-cash investing and financing information: | |||
Capital expenditure adjustments included in liabilities | 75,340 | 33,548 | 9,346 |
Fair value of equity consideration related to Business Combination (Note 6) | $ 0 | $ 0 | $ 5,254,367 |
The Company and Its Significant
The Company and Its Significant Accounting Policies | 12 Months Ended |
Apr. 01, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND ITS SIGNIFICANT ACCOUNTING POLICIES | THE COMPANY AND ITS SIGNIFICANT ACCOUNTING POLICIES On February 22, 2014, RF Micro Devices, Inc. ("RFMD" and referred to herein as the "Company" prior to January 1, 2015) and TriQuint Semiconductor, Inc. ("TriQuint") entered into an Agreement and Plan of Merger and Reorganization (as subsequently amended on July 15, 2014, the "Merger Agreement") providing for the business combination of RFMD and TriQuint (the "Business Combination") under a new holding company named Qorvo, Inc. (formerly named Rocky Holding, Inc.) ("Qorvo" and referred to herein as the "Company" as of and following January 1, 2015). The stockholders of both RFMD and TriQuint approved the Merger Agreement at each company's special meeting of stockholders on September 5, 2014. During the third quarter of fiscal 2015, all necessary regulatory approvals were received to complete the Business Combination. The Business Combination closed on January 1, 2015 (fourth quarter of fiscal 2015). For financial reporting and accounting purposes, RFMD was the acquirer of TriQuint. The results presented in the Consolidated Financial Statements and Notes to the Consolidated Financial Statements reflect those of RFMD prior to the completion of the Business Combination on January 1, 2015 and those of Qorvo subsequent to the completion of the Business Combination. The Company is a product and technology leader at the forefront of the growing global demand for always-on broadband connectivity. The Company combines a broad portfolio of radio frequency (“RF”) solutions, highly differentiated semiconductor technologies, deep systems-level expertise and scale manufacturing to supply a diverse group of customers in expanding markets, including smartphones and other mobile devices, defense and aerospace, WiFi customer premises equipment, cellular base stations, optical networks, automotive connectivity, and smart home applications. Within these markets, the Company's products enable a broad range of leading-edge applications - from very-high-power wired and wireless infrastructure solutions to ultra-low-power smart home solutions. The Company's products and technologies help transform how people around the world access their data, transact commerce, and interact with their communities. The Company’s design and manufacturing expertise covers many semiconductor process technologies, which it sources both internally and through external suppliers. The Company’s primary wafer fabrication facilities are located in Texas, Florida, North Carolina and Oregon and its primary assembly and test facilities are located in China, Costa Rica, Germany and Texas. The Company operates design, sales and manufacturing facilities throughout Asia, Europe and North America. Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain items in the fiscal 2016 financial statements have been reclassified to conform to the fiscal 2017 presentation. The results of operations, assets and liabilities associated with the Business Combination have been included in the Company's financial statements from the acquisition date of January 1, 2015 (see Note 6). Accounting Periods The Company uses a 52- or 53-week fiscal year ending on the Saturday closest to March 31 of each year. The most recent three fiscal years ended on April 1, 2017 , April 2, 2016 , and March 28, 2015 . Fiscal years 2017 and 2015 were 52-week years and fiscal year 2016 was a 53-week year. Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The actual results that the Company experiences may differ materially from its estimates. The Company makes estimates for the returns reserve, rebates, allowance for doubtful accounts, inventory valuation including reserves, warranty reserves, income tax valuation, current and deferred income taxes, uncertain tax positions, non-marketable equity investments, other-than-temporary impairments of investments, goodwill, long-lived assets and other financial statement amounts on a regular basis and makes adjustments based on historical experiences and expected future conditions. Accounting estimates require difficult and subjective judgments and actual results may differ from the Company’s estimates. Cash and Cash Equivalents Cash and cash equivalents consist of demand deposit accounts, money market funds, and other temporary, highly-liquid investments with original maturities of three months or less when purchased. Investments Investments available-for-sale at April 1, 2017 consisted of auction rate securities ("ARS"). Investments available-for-sale at April 2, 2016 consisted of U.S. government/agency securities, corporate debt and ARS. Available-for-sale investments with an original maturity date greater than approximately three months and less than one year are classified as current investments. Available-for-sale investments with an original maturity date exceeding one year are classified as long-term. Available-for-sale securities are carried at fair value with the unrealized gains and losses, net of tax, reported in “Other comprehensive (loss) income.” The cost of securities sold is based on the specific identification method and any realized gain or loss is included in “Other (expense) income.” The cost of available-for-sale securities is adjusted for premiums and discounts, with the amortization or accretion of such amounts included as a portion of interest. The Company assesses individual investments for impairment quarterly. Investments are impaired when the fair value is less than the amortized cost. If an investment is impaired, the Company evaluates whether the impairment is other-than-temporary. A debt investment impairment is considered other-than-temporary if (i) the Company intends to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of the entire amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security (a credit loss). Other-than-temporary declines in the Company's debt securities are recognized as a loss in the statement of operations if due to credit loss; all other losses on debt securities are recorded in "Other comprehensive (loss) income." The previous amortized cost basis less the other-than-temporary impairment becomes the new cost basis and is not adjusted for subsequent recoveries in fair value. Inventories Inventories are stated at the lower of cost or market based on standard costs, which approximate actual average costs. The Company’s business is subject to the risk of technological and design changes. The Company evaluates inventory levels quarterly against sales forecasts on a product family basis to evaluate its overall inventory risk. Reserves are adjusted to reflect inventory values in excess of forecasted sales and management's analysis and assessment of overall inventory risk. In the event the Company sells inventory that had been covered by a specific inventory reserve, the sale is recorded at the actual selling price and the related cost of goods sold is recorded at the full inventory cost, net of the reserve. Abnormal production levels are charged to the income statement in the period incurred rather than as a portion of inventory cost. Product Warranty The Company generally sells products with a limited warranty on product quality. The Company accrues for known warranty issues if a loss is probable and can be reasonably estimated, and accrues for estimated incurred but unidentified issues based on historical activity. The accrual and the related expense for known product warranty issues were not significant during the periods presented. Due to product testing and the short time typically between product shipment and the detection and correction of product failures and the historical rate of losses, the accrual and related expense for estimated incurred but unidentified issues was not significant during the periods presented. Other Receivables The Company records miscellaneous non-product receivables that are collectible within 12 months in “Other receivables,” such as value-added tax receivables ( $55.4 million as of April 1, 2017 and $37.3 million as of April 2, 2016 , which are reported on a net basis), precious metal reclaims submitted for payment and other miscellaneous items. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the assets, ranging from one year to thirty-nine years . The Company’s assets acquired under capital leases and leasehold improvements are amortized over the lesser of the asset life or lease term (which is reasonably assured) and included in depreciation. The Company performs a review if facts and circumstances indicate that the carrying amount of assets may not be recoverable or that useful lives have changed from the original estimate. The Company assesses the recoverability of the assets held for use by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. If the Company determines that the useful lives have changed from the original estimate, the net book value of the assets is depreciated over the remaining period of the new useful lives. The Company identifies property and equipment as “held for sale” based on the current expectation that, more likely than not, an asset or asset group will be sold or otherwise disposed. Once assets are classified to the held for sale category, depreciation ceases and the assets are recorded at the lesser of their carrying value or their fair market value less costs to sell. The Company capitalizes the portion of the interest expense related to certain assets that are not ready for their intended use and this amount is depreciated over the estimated useful lives of the qualified assets. The Company additionally records capital-related government grants earned as a reduction to property and equipment and depreciates such grants over the estimated useful lives of the associated assets. Goodwill and Intangible Assets Goodwill is recorded when the purchase price paid for a business exceeds the estimated fair value of the net identified tangible and intangible assets acquired. Intangibles are recorded when such assets are acquired by purchase or license. The value of the Company's intangibles, including goodwill, could be impacted by future adverse changes such as: (i) any future declines in the Company's operating results; (ii) a decline in the value of technology company stocks, including the value of the Company's common stock; (iii) a prolonged or more significant slowdown in the worldwide economy or the semiconductor industry; or (iv) failure to meet the performance projections included in the Company's forecasts of future operating results. The Company accounts for goodwill and indefinite-lived intangible assets in accordance with the Financial Accounting Standards Board's ("FASB") guidance, which requires annual testing for impairment or whenever events or circumstances make it more likely than not that an impairment may have occurred. The Company performs its annual impairment tests on the first day of the fourth quarter in each fiscal year. Indefinite-lived intangible assets consists of in-process research and development ("IPRD"). The Company has the option to perform a qualitative assessment (commonly referred to as "step zero") to determine whether further quantitative analysis for impairment of goodwill or indefinite-lived intangible assets is necessary. In performing step zero for its impairment test, the Company is required to make assumptions and judgments, including the following: the evaluation of macroeconomic conditions as related to the Company's business; industry and market trends; and the overall future financial performance of the Company's reporting units and future opportunities in the markets in which they operate. The Company also considers recent fair value calculations of its indefinite-lived intangible assets and reporting units as well as cost factors such as changes in raw materials, labor or other costs. If the step zero analysis indicates that it is more likely than not that the fair value of a reporting unit or indefinite-lived asset is less than its respective carrying value including goodwill, then the Company would perform an additional quantitative analysis. For goodwill, this involves a two-step process. The first step compares the fair value of the reporting unit, including its goodwill, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, then the second step of the process is performed to determine the amount of impairment. The second step compares the implied fair value of the reporting unit's goodwill to the carrying value of the goodwill. An impairment charge is recognized for the amount the carrying value of the reporting unit's goodwill exceeds its implied fair value. For indefinite-lived intangible assets, the quantitative analysis compares the carrying value of the asset to its fair value and an impairment charge is recognized for the amount its carrying value exceeds its fair value. Determining the fair value of reporting units, indefinite-lived intangible assets and implied fair value of a reporting unit's goodwill is reliant upon estimated future revenues, profitability and cash flows and consideration of market factors. Assumptions, judgments and estimates are complex, subjective and can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors such as changes in the Company's business strategy or its internal forecasts. Although the Company believes the assumptions, judgments and estimates it has made have been reasonable and appropriate, different assumptions, judgments and estimates could materially affect its results of operations. Goodwill Goodwill is allocated to the Company's reporting units based on the expected benefit from the synergies of the business combinations generating the underlying goodwill. As of April 1, 2017 , the Company's goodwill balance of $2,173.9 million is allocated between its Mobile Products ("MP") and Infrastructure and Defense Products ("IDP") reporting units. In fiscal 2017 , the Company completed a qualitative assessment of the fair value of its reporting units and concluded that goodwill was not impaired. For fiscal 2016 , although there were no indicators of impairment, the Company opted to bypass the qualitative assessment and proceeded to perform fair value assessments of its reporting units (the first step of the quantitative impairment analysis) as the fair value of the reporting units had changed (due to the Business Combination) since the last time the Company performed a quantitative analysis. The quantitative assessments performed reaffirmed that there were no indicators of impairment for fiscal 2016. In performing these quantitative assessments, consistent with its historical approach, the Company used both the income and market approaches to estimate the fair value of its reporting units. The income approach involves discounting future estimated cash flows. The sum of the reporting unit cash flow projections was compared to the Company's market capitalization in a discounted cash flow framework to calculate an overall implied internal rate of return (or discount rate) for the Company. The Company's market capitalization was adjusted to a control basis assuming a reasonable control premium, which resulted in an implied discount rate. This implied discount rate serves as a baseline for estimating the specific discount rate for each reporting unit. The discount rate used is the value-weighted average of the Company's estimated cost of equity and debt (“cost of capital”) derived using both known and estimated customary market metrics. The Company's weighted average cost of capital is adjusted for each reporting unit to reflect a risk factor, if necessary, for each reporting unit. The Company performs sensitivity tests with respect to growth rates and discount rates used in the income approach. The Company believes the income approach is appropriate because it provides a fair value estimate based upon the respective reporting unit’s expected long-term operations and cash flow performance. The Company considered historical rates and current market conditions when determining the discount and growth rates used in its analysis. For fiscal 2016 , the material assumptions used for the income approach were eight years of projected net cash flows and a long-term growth rate of 3% for both the MP and IDP reporting units. A discount rate of 15% and 16% was used for the MP and IDP reporting units, respectively. In applying the market approach, valuation multiples are derived from historical and projected operating data of selected guideline companies, which are evaluated and adjusted, if necessary, based on the strengths and weaknesses of the reporting unit relative to the selected guideline companies. The valuation multiples are then applied to the appropriate historical and/or projected operating data of the reporting unit to arrive at an indication of fair value. The Company believes the market approach is appropriate because it provides a fair value using multiples from companies with operations and economic characteristics similar to its reporting units. The Company weighted the results of the income approach and the results of the market approach at 50% each and for the MP and IDP reporting units, concluded that the fair value of the reporting units was determined to be substantially in excess of the carrying value, and as such, no further analysis was warranted. Under the income approach described above, the following indicates the sensitivity of key assumptions utilized in the assessment. A one percentage point decrease in the discount rate would have increased the fair value of the MP and IDP reporting units by approximately $660.0 million and $140.0 million , respectively, while a one percentage point increase in the discount rate would have decreased the fair value of the MP and IDP reporting units by approximately $560.0 million and $110.0 million , respectively. A one percentage point decrease in the long-term growth rate would have decreased the fair value of the MP and IDP reporting units by approximately $290.0 million and $50.0 million , respectively, while a one percentage point increase in the long-term growth rate would have increased the fair value of the MP and IDP reporting units by approximately $340.0 million and $70.0 million , respectively. In fiscal year 2015, the Company performed a qualitative assessment of its reporting units and as a result of this analysis, determined that there were no indicators of impairment and no further quantitative impairment test was deemed necessary. Intangible Assets with Indefinite Lives In fiscal 2015, as a result of the Business Combination, the Company recorded IPRD of $470.0 million . IPRD was recorded at fair value as of the date of acquisition as an indefinite-lived intangible asset until t he completion or abandonment of the associated research and development ("R&D") efforts or impairment. The fair value of the acquired IPRD was determined based on an income approach using the "excess earnings method," which estimated the value of the intangible assets by discounting the future projected earnings of the asset to present value as of the valuation date. Upon completion of development, acquired IPRD assets are transferred to finite-lived intangible assets and amortized over their useful lives. During fiscal years 2017 and 2016 , the Company completed and transferred into developed technology approximately $220.0 million and $203.0 million , respectively, of IPRD. The Company performed a qualitative assessment of the remaining IPRD during fiscal 2017 and concluded that IPRD was not impaired. Intangible Assets with Definite Lives Intangible assets are recorded when such assets are acquired by purchase or license. Finite-lived intangible assets consist primarily of technology licenses, customer relationships, developed technology, a wafer supply agreement, trade names and backlog resulting from business combinations and are subject to amortization. Technology licenses are recorded at cost and are amortized on a straight-line basis over the lesser of the estimated useful life of the technology or the term of the license agreement, ranging from approximately five to eight years. The fair value of customer relationships acquired during fiscal years 2013, 2015 and 2017 was determined based on an income approach using the “with and without method," in which the value of the asset is determined by the difference in discounted cash flows of the profitability of the Company "with" the asset and the profitability of the Company "without" the asset. Customer relationships are amortized on a straight-line basis over the estimated useful life, ranging from three to ten years. The fair value of developed technology acquired during fiscal years 2013, 2015 and 2017 was determined based on an income approach using the "excess earnings method," which estimated the value of the intangible assets by discounting the future projected earnings of the asset to present value as of the valuation date. Developed technology is amortized on a straight-line basis over the estimated useful life, ranging from three to six years. The fair value of the wafer supply agreement was determined using the incremental income method, which is a discounted cash flow method within the income approach. Under this method, the fair value was estimated by discounting to present value the additional savings from expense reductions in operations at a discount rate to reflect the risk inherent in the wafer supply agreement as well as any tax benefits. The wafer supply agreement was amortized on a units of use activity method over its useful life of approximately four years and was fully amortized as of April 2, 2016. The fair value of trade names acquired in fiscal years 2015 and 2017 was determined based on an income approach using the "relief from royalty method," in which the value of the asset is determined by discounting the future projected cash flows generated from the trade name's estimated royalties. Trade names are amortized on a straight-line basis over the estimated useful life of two to three years. The fair value of backlog acquired in fiscal 2015 was determined based on an income approach using the "excess earnings method" and was fully amortized as of April 2, 2016. The Company regularly reviews identified intangible assets to determine if facts and circumstances indicate that the useful lives have changed from the original estimate or that the carrying amount of the assets may not be recoverable. If such facts and circumstances exist, the Company assesses the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets and occur in the period in which the impairment determination was made. Accrued Liabilities The "Accrued liabilities" balance as of April 1, 2017 and April 2, 2016 includes accrued compensation and benefits of $98.7 million and $76.3 million , respectively, and interest payable of $23.2 million and $25.5 million , respectively. Revenue Recognition The Company's net revenue is generated principally from sales of semiconductor products. The Company recognizes revenue from product sales when the fundamental criteria are met, such as the time at which the title and risk and rewards of product ownership are transferred to the customer, price and terms are fixed or determinable, no significant vendor obligation exists and collection of the resulting receivable is reasonably assured. Sales of products are generally made through either the Company's sales force, manufacturers' representatives or through a distribution network. Revenue from the majority of the Company's products is recognized upon shipment of the product to the customer from a Company-owned or third-party location. Some revenue is recognized upon receipt of the shipment by the customer. The Company has limited rebate programs offering price protection to certain distributors. These rebates represent less than 7% of net revenue and can be reasonably estimated based on specific criteria included in the rebate agreements and other known factors at the time. The Company reduces revenue and records reserves for product returns and allowances for price protection, stock rotation, and scrap allowance based on historical experience or specific identification depending on the contractual terms of the arrangement. The Company also recognizes a portion of its net revenue through other agreements such as non-recurring engineering fees, contracts for R&D work, royalty income, intellectual property ("IP") revenue, and service revenue. These agreements are collectively less than 1% of consolidated revenue on an annual basis. Revenue from these agreements is recognized when the service is completed or upon certain milestones, as provided for in the agreements. Revenue from certain contracts is recognized on the percentage of completion method based on the costs incurred to date and the total contract amount, plus the contractual fee. If these contracts experience cost overruns, the percentage of completion method is used to determine revenue recognition. Revenue from fixed price contracts is recognized when the required deliverable is satisfied. Royalty income is recognized based on a percentage of sales of the relevant product reported by licensees during the period. The Company additionally licenses or sells its rights to use portions of its IP portfolio, which includes certain patent rights useful in the manufacture and sales of certain products. IP revenue recognition is dependent on the terms of each agreement. The Company will recognize IP revenue (i) upon delivery of the IP and (ii) if the Company has no substantive future obligation to perform under the arrangement. The Company will defer recognition of IP revenue where future performance obligations are required to earn the revenue or the revenue is not guaranteed. Revenue from services is recognized during the period that the service is performed. Accounts receivable are recorded for all revenue items listed above and do not bear interest. The Company evaluates the collectability of accounts receivable based on a combination of factors. In cases where the Company is aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, industry and geographic concentrations, the current business environment and the Company’s historical experience. The Company's terms and conditions do not give its customers a right of return associated with the original sale of its products. However, the Company will authorize sales returns under certain circumstances, which include perceived quality problems, courtesy returns and like-kind exchanges. The Company evaluates its estimate of returns by analyzing all types of returns and the timing of such returns in relation to the original sale. Reserves are adjusted to reflect changes in the estimated returns versus the original sale of product. Shipping and Handling Cost The Company recognizes amounts billed to a customer in a sale transaction related to shipping and handling as revenue. The costs incurred by the Company for shipping and handling are classified as cost of goods sold in the Consolidated Statements of Operations. Research and Development The Company charges all R&D costs to expense as incurred. Precious Metals Reclaim The Company uses historical experience to estimate the amount of reclaim on precious metals used in manufacturing at the end of each period and states the reclaim value at the lower of average cost or market. The estimated value to be received from precious metal reclaim is included in "Other current assets" and reclaims submitted for payment are included in "Other receivables" in the Consolidated Balance Sheets. Income Taxes The Company accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the temporary differences between the financial reporting and tax basis of assets and liabilities and for tax carryforwards. Deferred tax assets and liabilities for each tax jurisdiction are measured using the enacted statutory tax rates in effect for the years in which the differences are expected to reverse. A valuation allowance is provided against deferred tax assets to the extent the Company determines it is more likely than not (a likelihood of more than 50 percent ) that some portion or all of its deferred tax assets will not be realized. A minimum recognition threshold is required to be met before the Company recognizes the benefit of an income tax position in its financial statements. The Company’s policy is to recognize accrued interest and penalties, if incurred, on any unrecognized tax benefits as a component of income tax expense. It is the Company’s current intent and policy to invest the earnings of foreign subsidiaries indefinitely outside the U.S. Accordingly, the Company does not record a deferred tax liability for U.S. income taxes on unremitted foreign earnings. Stock-Based Compensation Under FASB ASC 718, “Compensation – Stock Compensation," stock-based compensation cost is measured at the grant date based on the estimated fair value of the award using an option pricing model for stock options (Black-Scholes) and market price for restricted stock units, and is recognized as expense over the employee's requisite service period. As of April 1, 2017 , total remaining unearned compensation cost related to unvested restricted stock units and options was $70.5 million , which will be amortized over the weighted-average remaining service period of approximately 1.2 years . Foreign Currency Translation The financial statements of foreign subsidiaries have been translated into U.S. dollars in accordance with FASB ASC 830, “ Foreign Currency Matters. ” The functional currency for most of the Company’s international operations is the U.S. dollar. The functional currency for the remainder of the Company’s foreign subsidiaries is the local currency. Assets and liabilities denominated in foreign currencies are translated using the exchange rates on the balance sheet dates. Revenues and expenses are translated using the average exchange rates throughout the year. Translation adjustments are shown separately as a component of “Accumulated other comprehensive loss” within “Stockholders’ equity” in the Consolidated Balance Sheets. Foreign currency transaction gains or losses (transactions denominated in a currency other than the functional currency) are reported in “Other income (expense)” in the Consolidated Statements of Operations. Recent Accounting Pronouncements Accounting Pronouncements Not Yet Effective In January 2017, the FASB issued Accounting Standards Update ("ASU") 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment." The new guidance simplifies the subsequent measurement of goodwill by eliminating the second step from the quantitative goodwill impairment test. The Company will continue to have the option to perform a qualita |
Concentrations of Credit Risk
Concentrations of Credit Risk | 12 Months Ended |
Apr. 01, 2017 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS OF CREDIT RISK | CONCENTRATIONS OF CREDIT RISK The Company’s principal financial instrument subject to potential concentration of credit risk is accounts receivable, which is unsecured. The Company provides an allowance for doubtful accounts equal to estimated losses expected to be incurred in the collection of accounts receivable. The Company has adopted credit policies and standards intended to accommodate industry growth and inherent risk and it believes that credit risks are moderated by the financial stability of its major customers, conservative payment terms and the Company’s strict credit policies. Revenue from significant customers, those representing 10% or more of total revenue for the respective periods, are summarized as follows: Fiscal Year 2017 2016 2015 Apple Inc. ("Apple") 34% 37% 32% Huawei Technologies Co., Ltd. ("Huawei") 11% 12% 7% Samsung Electronics, Co., Ltd. ("Samsung") 7% 7% 14% The Company provided its products to Apple through sales to multiple contract manufacturers. These customers primarily purchase cellular RF and WiFi solutions offered by the Company's MP segment for a variety of mobile devices, including smartphones, notebook computers, wearables, tablets and cellular-based applications for the IoT. In fiscal 2017, Huawei was the largest customer for the Company's IDP segment. Accounts receivable related to these customers (which includes multiple contract manufacturers) accounted for 48% , 51% , and 50% of the Company's total net accounts receivable balance as of April 1, 2017 , April 2, 2016 and March 28, 2015 , respectively. |
Investments and Fair Value Meas
Investments and Fair Value Measurements | 12 Months Ended |
Apr. 01, 2017 | |
Investments and Fair Value Measurements [Abstract] | |
INVESTMENTS AND FAIR VALUE MEASUREMENTS | INVESTMENTS AND FAIR VALUE OF FINANCIAL INSTRUMENTS Investments The following is a summary of cash equivalents and available-for-sale securities as of April 1, 2017 and April 2, 2016 (in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value April 1, 2017 Auction rate securities $ 2,150 $ — $ (429 ) $ 1,721 Money market funds 14 — — 14 $ 2,164 $ — $ (429 ) $ 1,735 April 2, 2016 U.S. government/agency securities $ 149,874 $ 19 $ (1 ) $ 149,892 Auction rate securities 2,150 — (350 ) 1,800 Corporate debt 45,510 — — 45,510 Money market funds 146,779 — — 146,779 $ 344,313 $ 19 $ (351 ) $ 343,981 The estimated fair value of available-for-sale securities was based on the prevailing market values on April 1, 2017 and April 2, 2016 . The Company determines the cost of an investment sold based on the specific identification method. There were no gross realized gains and insignificant gross realized losses recognized on available-for-sale securities for fiscal 2017 . There were $10.0 million of gross realized gains and insignificant gross realized losses recognized on available-for-sale securities for fiscal 2016 . There were no unrealized losses on available-for-sale investments in a continuous loss position for fewer than 12 months as of April 1, 2017 , and as of April 2, 2016 , such unrealized losses were insignificant. Unrealized losses on available-for-sale investments in a continuous loss position for 12 months or greater were $0.4 million as of April 1, 2017 and April 2, 2016 . The aggregate amount of available-for-sale securities in an unrealized loss position at April 1, 2017 was $1.7 million with $0.4 million in unrealized losses. The aggregate amount of available-for-sale securities in an unrealized loss position at April 2, 2016 was $55.6 million with $0.4 million in unrealized losses. The expected maturity distribution of cash equivalents and available-for-sale debt securities is as follows (in thousands): April 1, 2017 April 2, 2016 Cost Estimated Fair Value Cost Estimated Fair Value Due in less than one year $ 14 $ 14 $ 342,163 $ 342,181 Due after ten years 2,150 1,721 2,150 1,800 Total investments in debt securities $ 2,164 $ 1,735 $ 344,313 $ 343,981 Other Investments On August 4, 2015, the Company invested $25.0 million to acquire shares of Series F Preferred Stock of Cavendish Kinetics Limited, a private limited company incorporated in England and Wales. This investment was accounted for as a cost method investment and classified in "Long-term investments" in the Consolidated Balance Sheet. Fair Value of Financial Instruments Marketable securities are measured at fair value and recorded in "Cash and cash equivalents," "Short-term investments" and "Long-term investments" in the Consolidated Balance Sheets, and the related unrealized gains and losses are included in "Accumulated other comprehensive loss," a component of stockholders’ equity, net of tax. Recurring Fair Value Measurements The fair value of the financial assets measured at fair value on a recurring basis was determined using the following levels of inputs as of April 1, 2017 and April 2, 2016 (in thousands): Total Quoted Prices In Active Markets For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) April 1, 2017 Assets Cash and cash equivalents: Money market funds $ 14 $ 14 $ — Total cash and cash equivalents 14 14 — Available-for-sale securities: Auction rate securities (1) 1,721 — 1,721 Total available-for-sale securities 1,721 — 1,721 Invested funds in deferred compensation plan (3) 10,237 10,237 — Total assets measured at fair value $ 11,972 $ 10,251 $ 1,721 Liabilities Deferred compensation plan obligation (3) $ 10,237 $ 10,237 $ — Total liabilities measured at fair value $ 10,237 $ 10,237 $ — April 2, 2016 Assets Cash and cash equivalents: Money market funds $ 146,779 $ 146,779 $ — Total cash and cash equivalents 146,779 146,779 — Available for-sale securities: U.S. government/agency securities 149,892 149,892 — Auction rate securities (1) 1,800 — 1,800 Corporate debt (2) 45,510 — 45,510 Total available-for-sale securities 197,202 149,892 47,310 Invested funds in deferred compensation plan (3) 6,468 6,468 — Total assets measured at fair value $ 350,449 $ 303,139 $ 47,310 Liabilities Deferred compensation plan obligation (3) $ 6,468 $ 6,468 $ — Total liabilities measured at fair value $ 6,468 $ 6,468 $ — (1) ARS are debt instruments with interest rates that reset through periodic short-term auctions. The Company's Level 2 ARS are valued based on quoted prices for identical or similar instruments in markets that are not active. (2) Corporate debt includes corporate bonds and commercial paper which are valued using observable market prices for identical securities that are traded in less active markets. (3) The non-qualified deferred compensation plan provides eligible employees and members of the Board of Directors with the opportunity to defer a specified percentage of their cash compensation. The Company includes the asset deferred by the participants in the “Other current assets” and “Other non-current assets” line items of its Consolidated Balance Sheets and the Company's obligation to deliver the deferred compensation in the "Other current liabilities" and “Other long-term liabilities” line items of its Consolidated Balance Sheets. As of April 1, 2017 and April 2, 2016 , the Company did not have any Level 3 assets or liabilities. Nonrecurring Fair Value Measurements The Company's non-financial assets, such as intangible assets and property and equipment, are measured at fair value when there is an indicator of impairment, and recorded at fair value only when an impairment charge is recognized. Other Fair Value Disclosures The carrying values of cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair values because of the relatively short-term maturities of these instruments. See Note 8 for the fair value of the Company's long-term debt. |
Inventories
Inventories | 12 Months Ended |
Apr. 01, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES The components of inventories, net of reserves, are as follows (in thousands): April 1, 2017 April 2, 2016 Raw materials $ 92,282 $ 89,928 Work in process 198,339 228,626 Finished goods 139,833 108,997 Total inventories $ 430,454 $ 427,551 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Apr. 01, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT The components of property and equipment, are as follows (in thousands): April 1, 2017 April 2, 2016 Land $ 25,025 $ 25,255 Building and leasehold improvements 384,784 337,875 Machinery and equipment 1,565,233 1,188,310 Furniture and fixtures 14,482 13,884 Computer equipment and software 79,689 51,641 2,069,213 1,616,965 Less accumulated depreciation (981,328 ) (751,898 ) 1,087,885 865,067 Construction in progress 304,047 181,821 Total property and equipment, net $ 1,391,932 $ 1,046,888 |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Apr. 01, 2017 | |
BUSINESS ACQUISITION DISCLOSURE [Abstract] | |
BUSINESS ACQUISITIONS | BUSINESS ACQUISITIONS Acquisition of GreenPeak Technologies, B.V. On April 29, 2016, the Company completed the acquisition of GreenPeak Technologies, B.V. ("GreenPeak"), a leader in ultra-low power, short RF communication technology. The acquisition expanded the Company's offerings to include integrated RF solutions and systems-on-a-chip ("SoCs") for the connected home. The Company acquired 100% of the outstanding equity securities of GreenPeak for a purchase price of $118.1 million , net of cash acquired of $0.7 million . The total purchase price was allocated to GreenPeak's assets and liabilities based upon fair values as determined by the Company and resulted in goodwill of $38.2 million . The measurement period (up to one year from the acquisition date pursuant to ASC Topic 805 "Business Combinations" ) will conclude during the first quarter of fiscal 2018. Business Combination between RFMD and TriQuint Effective January 1, 2015, pursuant to the Merger Agreement, RFMD and TriQuint completed a strategic combination of their respective businesses through the “merger of equals” Business Combination. Based on an evaluation of the provisions of FASB ASC Topic 805, “ Business Combinations ,” RFMD was determined to be the acquirer for accounting purposes. Under FASB ASC Topic 805, RFMD was treated as having acquired TriQuint in an all-stock transaction for an estimated total purchase price of approximately $5,254.4 million . The calculation of the total purchase price was based on the outstanding shares of TriQuint common stock as of the acquisition date multiplied by the exchange ratio of 1.6749 , and the resulting shares were then adjusted by the one-for-four reverse stock split and multiplied by the Qorvo split-adjusted share price of $66.36 on the date of acquisition. The purchase price also included the fair value of replacement equity awards attributable to service prior to the closing of the Business Combination, which was estimated based on the ratio of the service period rendered as of the acquisition date to the total service period. The initial allocation to goodwill of $2,036.7 million represented the excess of the purchase price over the fair value of assets acquired and liabilities assumed, which amount was allocated to the Company's MP operating segment ( $1,745.5 million ) and IDP operating segment ( $291.2 million ). During the measurement period (which was concluded during the third quarter of fiscal 2016), adjustments of $3.8 million and $1.1 million were made to reduce goodwill and increase property and equipment and deferred taxes, respectively. Goodwill recognized from the Business Combination is not deductible for income tax purposes. TriQuint's results of operations (revenue of $259.5 million and a net loss of $132.5 million ) were included in the Company’s fiscal 2015 Consolidated Statements of Operations for the period of January 1, 2015 through March 28, 2015. The net loss includes adjustments for amortization expense of the acquired intangible assets, inventory step-up, stock-based compensation related to the Business Combination and restructuring expenses. During fiscal years 2017 , 2016 and 2015, the Company incurred integration costs of approximately $16.9 million , $26.5 million , and $31.3 million , respectively, associated with the Business Combination. During fiscal years 2017 , 2016 and 2015, the Company incurred restructuring costs of approximately $2.0 million , $10.1 million , and $10.9 million , respectively, associated with the Business Combination. In addition, during fiscal 2015, the Company incurred acquisition costs of $12.2 million associated with the Business Combination. The acquisition, integration and restructuring costs are being expensed as incurred and are presented in the Consolidated Statements of Operations as "Other operating expense." See Note 11 for further information on the restructuring. Pro forma financial information (unaudited) The following unaudited pro forma consolidated financial information for fiscal 2015 assumes that the Business Combination was completed as of March 29, 2014 (in thousands, except per share data): 2015 Revenue $ 2,556,045 Net income 30,447 Basic net income per share $ 0.21 Diluted net income per share $ 0.20 Pro forma revenue includes adjustments for the purchases by RFMD of various products from TriQuint. These results are not intended to be a projection of future results and do not reflect the actual revenue that might have been achieved by Qorvo. Pro forma net income includes adjustments for amortization expense of acquired intangible assets, stock-based compensation, acquisition-related costs, and an adjustment for income taxes. These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the revenue or operating results that would have been achieved had the acquisition actually taken place as of March 29, 2014. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Apr. 01, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill for fiscal years 2016 and 2017 , are as follows (in thousands): Mobile Products Infrastructure and Defense Products Total Balance as of March 28, 2015 (1) $ 1,755,693 384,893 $ 2,140,586 Measurement period adjustments from Business Combination (Note 6) (4,190 ) (699 ) (4,889 ) Balance as of April 2, 2016 (1) 1,751,503 384,194 2,135,697 GreenPeak acquisition (Note 6) — 38,217 38,217 Balance as of April 1, 2017 (1) $ 1,751,503 $ 422,411 $ 2,173,914 (1) The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million . Goodwill is allocated to the reporting units that are expected to benefit from the synergies of the business combinations generating the underlying goodwill. The following summarizes information regarding the gross carrying amounts and accumulated amortization of intangibles assets (in thousands): April 1, 2017 April 2, 2016 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Intangible Assets: Customer relationships $ 1,272,725 $ 656,688 $ 1,267,103 $ 377,357 Developed technology 1,209,335 481,441 915,163 277,736 Backlog 65,000 65,000 65,000 65,000 Trade names 29,353 21,912 29,000 12,083 Wafer supply agreement 20,443 20,443 20,443 20,443 Technology licenses 13,346 11,711 12,446 11,021 Non-compete agreement 1,026 470 — — IPRD 47,000 N/A 267,000 N/A Total $ 2,658,228 $ 1,257,665 $ 2,576,155 $ 763,640 The GreenPeak acquisition resulted in an increase in intangible assets of $82.1 million . The more significant intangible assets acquired were developed technology of $74.2 million (which is being amortized over 7 years) and customer relationships of $5.6 million (which is being amortized over 3 years). As a result of the Business Combination, intangible assets increased by $2,394.0 million . The following summarizes the related amortization expense recognized and its geography in the Consolidated Statements of Operations (in thousands): 2017 2016 2015 Cost of goods sold $ 190,792 $ 199,257 $ 49,583 Selling, general and administrative 283,000 283,000 70,750 Total $ 473,792 $ 482,257 $ 120,333 The IPRD acquired in the Business Combination of $470.0 million relates to the MP operating segment ( $350.0 million ) and the IDP operating segment ( $120.0 million ), and encompasses a broad technology portfolio of product innovations in RF applications for MP and IDP products. These technologies include a variety of semiconductor processes in GaAs and GaN for power and switching applications and surface acoustic wave ("SAW") and bulk acoustic wave ("BAW") structures for filter applications. Included in IPRD are continuous improvements in the process for design and manufacturing as well as innovation in fundamental research areas such as materials, simulation and modeling, circuit design, device packaging and test. During fiscal 2016, $203.0 million of IPRD assets were completed, transferred to finite-lived intangible assets, and are being amortized over their useful lives of 4 to 6 years . During fiscal 2017 , $220.0 million of IPRD assets were completed, transferred to finite-lived intangible assets, and are being amortized over their useful lives of 4 years. As of April 1, 2017 , the IPRD remaining for the MP operating segment totaled approximately $37.0 million , all of which was completed and transferred to finite-lived intangible assets in April 2017. As of April 1, 2017 , the IPRD remaining for the IDP operating segment totaled approximately $10.0 million and is expected to be completed during fiscal 2019 with remaining costs to complete of approximately $2.0 million to $3.0 million . The remaining IPRD asset is classified as an indefinite lived intangible asset that is not currently subject to amortization but is reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying value of such asset may not be recoverable. The IPRD asset will be subject to amortization upon completion of its respective research and at the start of commercialization. The fair value assigned to the IPRD asset was determined using the income approach based on estimates and judgments regarding risks inherent in the development process, including the likelihood of achieving technological success and market acceptance. If the IPRD is abandoned, the acquired technology attributable to the efforts will be expensed in the Consolidated Statements of Operations. Total intangible assets amortization expense was $494.8 million , $494.6 million and $142.7 million in fiscal years 2017 , 2016 and 2015 , respectively. The following table provides the Company's estimated amortization expense for intangible assets based on current amortization periods for the periods indicated (in thousands): Fiscal Year Estimated Amortization Expense 2018 $ 540,954 2019 455,451 2020 206,986 2021 155,525 2022 26,849 |
Debt
Debt | 12 Months Ended |
Apr. 01, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt as of April 1, 2017 and April 2, 2016 is as follows (in thousands): April 1, 2017 April 2, 2016 6.75% Senior Notes due 2023 $ 450,000 $ 450,000 7.00% Senior Notes due 2025 550,000 550,000 Less unamortized issuance costs (10,846 ) (11,870 ) Total long-term debt $ 989,154 $ 988,130 Senior Notes On November 19, 2015, the Company completed an offering of $450.0 million aggregate principal amount of its 6.75% senior notes due December 1, 2023 (the “2023 Notes”) and $550.0 million aggregate principal amount of its 7.00% senior notes due December 1, 2025 (the “2025 Notes” and, together with the 2023 Notes, the “Notes”). The Notes were sold in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States pursuant to Regulation S under the Securities Act. The Notes were issued pursuant to an indenture, dated as of November 19, 2015 (the “Indenture”), by and among the Company, the Company’s domestic subsidiaries that guarantee the Company’s obligations under its revolving credit facility, as guarantors (the “Guarantors”), and MUFG Union Bank, N.A., as trustee. The Company used the net proceeds of the offering of the Notes for general corporate purposes, including share repurchases and merger and acquisition activity. Interest is payable on the 2023 Notes at a rate of 6.75% per annum and on the 2025 Notes at a rate of 7.00% per annum. During fiscal 2017 , the Company recognized $69.9 million of interest expense related to the Notes which was offset by $13.6 million of interest capitalized to property and equipment. During fiscal 2016 , the Company recognized $25.8 million of interest expense related to the Notes, which was offset by $5.2 million of interest capitalized to property and equipment. Interest on both series of Notes is payable semi-annually on June 1 and December 1 of each year, and commenced on June 1, 2016. Interest paid on the Notes during fiscal 2017 was $71.2 million . At any time prior to December 1, 2018, the Company may redeem all or part of the 2023 Notes, at a redemption price equal to their principal amount, plus a “make whole” premium as of the redemption date, and accrued and unpaid interest. In addition, at any time prior to December 1, 2018, the Company may redeem up to 35% of the original aggregate principal amount of the 2023 Notes with the proceeds of one or more equity offerings, at a redemption price equal to 106.75% , plus accrued and unpaid interest. Furthermore, at any time on or after December 1, 2018, the Company may redeem the 2023 Notes, in whole or in part, at once or over time, at the specified redemption prices set forth in the Indenture plus accrued and unpaid interest thereon to the redemption date (subject to the rights of holders of record on the relevant record date to receive interest due on the relevant interest payment date). At any time prior to December 1, 2020, the Company may redeem all or part of the 2025 Notes, at a redemption price equal to their principal amount, plus a “make whole” premium as of the redemption date, and accrued and unpaid interest. In addition, at any time prior to December 1, 2018, the Company may redeem up to 35% of the original aggregate principal amount of the 2025 Notes with the proceeds of one or more equity offerings, at a redemption price equal to 107.00% , plus accrued and unpaid interest. Furthermore, at any time on or after December 1, 2020, the Company may redeem the 2025 Notes, in whole or in part, at once or over time, at the specified redemption prices set forth in the Indenture plus accrued and unpaid interest thereon to the redemption date (subject to the rights of holders of record on the relevant record date to receive interest due on the relevant interest payment date). The Indenture contains customary events of default, including payment default, failure to provide certain notices and certain provisions related to bankruptcy events. The Indenture also contains customary negative covenants. In connection with the offering of the Notes, the Company agreed to provide the holders of the Notes with an opportunity to exchange the Notes for registered notes having terms substantially identical to the Notes. On September 19, 2016, the Company completed an exchange offer, in which all of the 2023 Notes and substantially all of the 2025 Notes were exchanged for new notes that have been registered under the Securities Act. The 2023 Notes and the 2025 Notes are traded over the counter and their fair values as of April 1, 2017 of $489.4 million and $607.8 million , respectively (compared to carrying values of $450.0 million and $550.0 million , respectively) were estimated based upon the values of their last trade at the end of the period. The fair values of the 2023 Notes and the 2025 Notes were $465.8 million and $581.6 million , respectively, as of April 2, 2016 . Credit Agreement On April 7, 2015, the Company and the Guarantors entered into a five-year unsecured senior credit facility with Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”), swing line lender, and L/C issuer, and a syndicate of lenders (the “Credit Agreement”). The Credit Agreement includes a $300.0 million revolving credit facility, which includes a $25.0 million sublimit for the issuance of standby letters of credit and a $10.0 million sublimit for swing line loans. The Company may request, at any time and from time to time, that the revolving credit facility be increased by an amount not to exceed $150.0 million . The revolving credit facility is available to finance working capital, capital expenditures and other corporate purposes. The Company’s obligations under the Credit Agreement are jointly and severally guaranteed by the Guarantors. During fiscal 2017 , there were no borrowings under the revolving credit facility. The Company had no outstanding amounts under the Credit Agreement as of April 1, 2017 and April 2, 2016 . At the Company's option, loans under the Credit Agreement will bear interest at (i) the Applicable Rate (as defined in the Credit Agreement) plus the Eurodollar Rate (as defined in the Credit Agreement) or (ii) the Applicable Rate plus a rate equal to the highest of (a) the federal funds rate plus 0.50% , (b) the prime rate of the Administrative Agent, or (c) the Eurodollar Base Rate plus 1.0% (the “Base Rate”). All swing line loans will bear interest at a rate equal to the Applicable Rate plus the Base Rate. The Eurodollar Base Rate is the rate per annum equal to the London Interbank Offered Rate, as published by Bloomberg, for dollar deposits for interest periods of one, two, three or six months, as selected by the Company. The Applicable Rate for Eurodollar Rate loans ranges from 1.50% per annum to 2.00% per annum. The Applicable Rate for Base Rate loans ranges from 0.50% per annum to 1.00% per annum. Interest for Eurodollar Rate loans will be payable at the end of each applicable interest period or at three-month intervals, if such interest period exceeds three months. Interest for Base Rate loans will be payable quarterly in arrears. The Company will pay a letter of credit fee equal to the Applicable Rate multiplied by the daily amount available to be drawn under any letter of credit, a fronting fee, and any customary documentary and processing charges for any letter of credit issued under the Credit Agreement. The Credit Agreement contains various conditions, covenants and representations with which the Company must be in compliance in order to borrow funds and to avoid an event of default, including financial covenants that the Company must maintain. On November 12, 2015, the Credit Agreement was amended to increase the size of certain of the negative covenant baskets and the threshold for certain negative covenant incurrence-based permissions and to raise the consolidated leverage ratio test from 2.50 to 1.00 to 3.00 to 1.00 as of the end of any fiscal quarter. The Company must also maintain a consolidated interest coverage ratio of not less than 3.00 to 1.00 as of the end of any fiscal quarter. As of April 1, 2017 , the Company was in compliance with all of these covenants. The Credit Agreement also contains customary events of default, and the occurrence of an event of default will increase the applicable rate of interest by 2.00% and could result in the termination of commitments under the revolving credit facility, the declaration that all outstanding loans are due and payable in whole or in part and the requirement of cash collateral deposits in respect of outstanding letters of credit. Outstanding amounts are due in full on the maturity date of April 7, 2020 (with amounts borrowed under the swing line option due in full no later than ten business days after such loan is made). |
Retirement Benefit Plans
Retirement Benefit Plans | 12 Months Ended |
Apr. 01, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
RETIREMENT BENEFIT PLANS | RETIREMENT BENEFIT PLANS Defined Contribution Plans The Company offers tax-beneficial retirement contribution plans to eligible employees in the U.S and certain other countries. Eligible employees in certain countries outside of the U.S. are eligible to participate in stakeholder or national pension plans with differing eligibility and contributory requirements based on local and national regulations. U.S. employees are eligible to participate in the Company's fully qualified 401(k) plan immediately upon hire. An employee may invest pretax earnings in the 401(k) plan up to the maximum legal limits (as defined by Federal regulations). Employer contributions to the 401(k) plan are made at the discretion of the Company’s Board of Directors. Employees are immediately vested in their own contributions as well as employer matching contributions. In total, the Company contributed $11.5 million , $11.7 million and $6.5 million to its domestic and foreign defined contribution plans during fiscal years 2017 , 2016 and 2015 , respectively. Defined Benefit Pension Plans As a result of the Business Combination, the Company maintains two qualified defined benefit pension plans for its subsidiaries located in Germany. One of the plans is funded through a self-paid reinsurance program with $3.3 million and $3.4 million of assets valued as of April 1, 2017 and April 2, 2016 , respectively. Assets of the funded plan are included in "Other non-current assets" in the Consolidated Balance Sheets. The net periodic benefit obligations of both plans was $11.4 million and $11.3 million as of April 1, 2017 and April 2, 2016 , respectively, which is included in “Accrued liabilities” and “Other long-term liabilities” in the Consolidated Balance Sheets. The assumptions used in calculating the benefit obligations for the plans are dependent on the local economic conditions and were measured as of April 1, 2017 and April 2, 2016 . The net periodic benefit costs were approximately $0.6 million , $0.8 million and $0.4 million for fiscal years 2017 , 2016 and 2015 , respectively. Non-Qualified Deferred Compensation Plan Certain employees and members of the Board of Directors are eligible to participate in the Company's Non-Qualified Deferred Compensation Plan (the "NDCP"), which was assumed, amended and restated by Qorvo on January 1, 2015 as a result of the Business Combination. The NDCP provides eligible participants the opportunity to defer and invest a specified percentage of their cash compensation. The NDCP is a non-qualified plan that is maintained in a rabbi trust. The amount of compensation to be deferred by each participant is based on their own elections and is adjusted for any investment changes that the participant directs. The deferred compensation obligation and the fair value of the investments held in the rabbi trust were $10.2 million and $6.5 million as of April 1, 2017 and April 2, 2016 , respectively. The current portion of the deferred compensation obligation and fair value of the assets held in the rabbi trust were $0.7 million and $0.5 million as of April 1, 2017 and April 2, 2016 , respectively, and are included in "Other current assets" and "Accrued liabilities" in the Consolidated Balance Sheets. The non-current portion of the deferred compensation obligation and fair value of the assets held in the rabbi trust were $9.5 million and $6.0 million as of April 1, 2017 and April 2, 2016 , respectively, and are included in "Other non-current assets" and "Other long-term liabilities" in the Consolidated Balance Sheets. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Apr. 01, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | COMMITMENTS AND CONTINGENT LIABILITIES The Company leases certain of its corporate, wafer fabrication and other facilities from multiple third-party real estate developers. The remaining terms of these operating leases range from less than one year to 11 years . Several of these leases have renewal options of up to two , ten -year periods and several also include standard inflation escalation terms. Several of these leases also include rent escalation, rent holidays, and leasehold improvement incentives which are recognized to expense on a straight-line basis. The amortization period of leasehold improvements made either at the inception of the lease or during the lease term is amortized over the lesser of the remaining life of the lease term (including renewals that are reasonably assured) or the useful life of the asset. The Company also leases various machinery and equipment and office equipment under non-cancelable operating leases. The remaining terms of these operating leases range from less than one year to approximately three years. As of April 1, 2017 , the total future minimum lease payments related to facility and equipment operating leases is approximately $63.5 million . Minimum future lease payments under non-cancelable operating leases as of April 1, 2017 , are as follows (in thousands): Fiscal Year 2018 $ 13,720 2019 10,802 2020 8,036 2021 7,439 2022 6,193 Thereafter 17,266 Total minimum payment $ 63,456 Rent expense under operating leases, including facilities and equipment, was approximately $14.8 million , $14.2 million , and $12.1 million for fiscal years 2017 , 2016 and 2015 , respectively. Legal Matters The Company accrues a liability for legal contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the Company's views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company's accrued liabilities would be recorded in the period in which such determination is made. The Company is involved in various legal proceedings and claims that have arisen in the ordinary course of its business that have not been fully adjudicated. These actions, when finally concluded and determined, will not, in the opinion of management, have a material adverse effect upon the Company’s consolidated financial position or results of operations. |
Restructuring
Restructuring | 12 Months Ended |
Apr. 01, 2017 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | RESTRUCTURING During fiscal years 2017 , 2016 and 2015 , the Company recorded restructuring expenses (including employee termination benefits, stock-based compensation and ongoing expenses related to exited leased facilities) in "Other operating expense" of approximately $2.1 million , $10.2 million and $12.4 million respectively, primarily as a result of the Business Combination (see Note 6). As of April 1, 2017 and April 2, 2016 , restructuring obligations relating to employee termination benefits totaled $1.6 million and are included in “Accrued liabilities” in the Consolidated Balance Sheets. As of April 1, 2017 and April 2, 2016 , restructuring obligations relating to lease obligations totaled $2.1 million and $2.5 million , respectively, and are included in "Other long-term liabilities" in the Consolidated Balance Sheets. |
Income Taxes
Income Taxes | 12 Months Ended |
Apr. 01, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income (loss) before income taxes consists of the following components (in thousands): Fiscal Year 2017 2016 2015 United States $ 2,439 $ (35,923 ) $ 127,281 Foreign 24,866 33,061 (6,040 ) Total $ 27,305 $ (2,862 ) $ 121,241 The components of the income tax provision are as follows (in thousands): Fiscal Year 2017 2016 2015 Current (expense) benefit: Federal $ (23,835 ) $ (4,285 ) $ (15,862 ) State (476 ) (541 ) (2,871 ) Foreign (47,579 ) (33,346 ) (16,175 ) (71,890 ) (38,172 ) (34,908 ) Deferred benefit (expense): Federal $ 2,762 $ 27,794 $ 100,884 State (1) 3,659 (31,229 ) 3,928 Foreign 21,606 15,624 5,158 28,027 12,189 109,970 Total $ (43,863 ) $ (25,983 ) $ 75,062 (1) In fiscal 2016 , the state deferred tax expense included a $31.0 million income tax expense related to an increase in the valuation allowance for the deferred tax asset related to state net operating losses and tax credits. A reconciliation of the (provision for) or benefit from income taxes to income tax (expense) or benefit computed by applying the statutory federal income tax rate to pre-tax income (loss) for fiscal years 2017 , 2016 and 2015 is as follows (dollars in thousands): Fiscal Year 2017 2016 2015 Amount Percentage Amount Percentage Amount Percentage Income tax (expense) benefit at statutory federal rate $ (9,557 ) 35.00 % $ 1,002 35.00 % $ (42,434 ) 35.00 % (Increase) decrease resulting from: State benefit (provision), net of federal (provision) benefit (662 ) 2.42 (1,320 ) (46.14 ) (6,710 ) 5.53 Tax credits 15,352 (56.22 ) 15,459 540.21 3,538 (2.92 ) Effect of changes in income tax rate applied to net deferred tax assets 1,163 (4.26 ) (2,716 ) (94.92 ) (20 ) 0.02 Foreign tax rate difference (11,298 ) 41.38 4,114 143.77 (13,342 ) 11.00 Foreign permanent differences (8,432 ) 30.88 (1,700 ) (59.40 ) — — Change in valuation allowance 1,363 (4.99 ) (25,120 ) (877.84 ) 135,812 (112.02 ) Stock-based compensation (3,228 ) 11.82 (5,362 ) (187.37 ) (1,309 ) 1.08 Tax reserve adjustments (21,789 ) 79.80 (8,699 ) (303.99 ) (3,928 ) 3.24 Deemed dividend (6,989 ) 25.60 (3,984 ) (139.21 ) (2,751 ) 2.27 Domestic production activities deduction — — — — 2,620 (2.16 ) Other income tax (expense) benefit 214 (0.79 ) 2,343 81.89 3,586 (2.95 ) $ (43,863 ) 160.64 % $ (25,983 ) (908.00 )% $ 75,062 (61.91 )% Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the basis used for income tax purposes. The deferred income tax assets and liabilities are measured in each taxing jurisdiction using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Significant components of the Company’s net deferred income taxes are as follows (in thousands): Fiscal Year 2017 2016 Deferred income tax assets: Inventory reserve $ 15,599 $ 19,588 Equity compensation 83,333 93,340 Accumulated depreciation/basis difference — 11,512 Net operating loss carry-forwards 40,575 52,050 Research and other credits 92,793 85,782 Employee benefits 13,247 12,659 Other deferred assets 23,355 19,876 Total deferred income tax assets 268,902 294,807 Valuation allowance (33,104 ) (34,682 ) Total deferred income tax assets, net of valuation allowance $ 235,798 $ 260,125 Deferred income tax liabilities: Amortization and purchase accounting basis difference $ (258,422 ) $ (322,578 ) Accumulated depreciation/basis difference (91,337 ) (70,140 ) Deferred gain — (1,227 ) Total deferred income tax liabilities (349,759 ) (393,945 ) Net deferred income tax liabilities $ (113,961 ) $ (133,820 ) Amounts included in the Consolidated Balance Sheets: Non-current assets 17,550 18,340 Non-current liabilities (131,511 ) (152,160 ) Net deferred income tax liabilities $ (113,961 ) $ (133,820 ) The Company has recorded a $33.1 million and a $34.7 million valuation allowance against the U.S. deferred tax assets and deferred tax assets at foreign subsidiaries as of April 1, 2017 and April 2, 2016 , respectively. These valuation allowances were established based upon management's opinion that it is more likely than not (a likelihood of more than 50 percent) that the benefit of these deferred tax assets may not be realized. Realization is dependent upon generating future income in the taxing jurisdictions in which the operating loss carryovers, credit carryovers, depreciable tax basis and other tax deferred assets exist. Management reevaluates the ability to realize the benefit of the deferred tax assets of the Company on a quarterly basis. The valuation allowance against deferred tax assets decreased by $1.6 million in fiscal 2017 . The decrease was comprised of a $5.2 million decrease in the valuation allowance for foreign deferred tax assets primarily resulting from the removal of the valuation allowance at a China manufacturing subsidiary as management has determined it is more likely than not that the related deferred tax assets will be realized. This decrease was offset by a $2.8 million increase in the valuation allowance for federal deferred tax assets for foreign tax credits and state deferred tax assets for net operating losses and tax credits and a $0.8 million increase for deferred tax assets for net operating losses at other foreign subsidiaries. At the end of fiscal 2017, a $0.8 million valuation allowance remained against deferred tax assets at other foreign subsidiaries and a $32.3 million valuation allowance remained against domestic deferred tax assets as management has determined it is more likely than not that the related deferred tax assets will not be realized. During fiscal 2017 the China manufacturing subsidiary, which operates as a cost plus manufacturer for another Qorvo subsidiary, exited its start-up operational phase and generated sufficient income to substantially offset the losses earned in prior years. The balance of the cumulative pre-tax book loss is expected to be offset by income in the first half of fiscal 2018 as production at the assembly and test facility continues to increase as the Company continues to reduce its dependence on outside assembly and test subcontractors. After evaluating the positive and negative evidence, management determined that it was more likely than not that the deferred tax assets of this China manufacturing subsidiary would be realized and a valuation allowance would not be provided as of the end of fiscal 2017. The valuation allowance against deferred tax assets increased by $20.9 million in fiscal 2016 . The increase was comprised of a $20.2 million increase in the valuation allowance for state deferred tax assets for net operating losses and tax credits, a $5.0 million increase in the valuation allowance for foreign net operating loss deferred tax assets, and a $4.3 million decrease in the valuation allowance related to a deferred tax asset recorded in the initial purchase price accounting for the Business Combination. The Business Combination adjustment related to a deferred tax asset which was recorded during fiscal 2015 in the initial purchase price accounting with a full valuation allowance, but which deferred tax asset was determined in fiscal 2016 to not exist as of the acquisition date. Accordingly, in fiscal 2016, that deferred tax asset was removed along with the offsetting deferred tax asset valuation allowance. At the end of fiscal 2016, a $5.2 million valuation allowance remained against foreign deferred tax assets and a $29.5 million valuation allowance remained against domestic deferred tax assets as management has determined it is more likely than not that the related deferred tax assets will not be realized, effectively increasing the domestic net deferred tax liabilities. During fiscal 2016, North Carolina enacted legislation to reduce the corporate income tax rate from 5% to 4% and phase-in over a three-year period a move to a single sales factor apportionment methodology. In addition, the Company underwent operational changes to leverage existing resources and capabilities of its Singapore subsidiary and consolidate operations and responsibilities associated with its foreign back-end manufacturing operations and foreign customers in that Singapore subsidiary. Together these changes result in a significant decrease in the amount of future taxable income expected to be allocated to North Carolina and other states in which the net operating loss and tax credit carryovers existed. As a result, it was no longer more likely than not that the deferred tax assets related to those state net operating loss and tax credit carryovers for which a valuation allowance was being provided will be used before they expire. The deferred tax asset for foreign net operating losses primarily relates to the China subsidiary which owns the internal assembly and test facility that became operational during fiscal 2016 and had incurred losses since inception. The valuation allowance against deferred tax assets decreased by $129.5 million in fiscal 2015 . The decrease was comprised of $135.7 million related to domestic deferred tax assets for which realization became more likely than not with the increase in domestic deferred tax liabilities related to domestic amortizable intangible assets arising in connection with the Business Combination and other changes in the net deferred tax assets for foreign subsidiaries during the fiscal year, offset by an increase of $6.2 million related to deferred tax assets acquired in the Business Combination that were not more likely than not of being realized. As of the end of fiscal 2015, a $0.2 million valuation allowance remained against foreign deferred tax assets and a $13.6 million valuation allowance remained against domestic deferred tax assets as it was more likely than not that the related deferred tax assets would not be realized, effectively increasing the domestic net deferred tax liabilities. As of April 1, 2017 , the Company had federal loss carryovers of approximately $202.6 million that expire in fiscal years 2020 to 2036 if unused and state losses of approximately $209.3 million that expire in fiscal years 2018 to 2036 if unused. Federal research credits of $104.8 million , federal foreign tax credits of $5.0 million , and state credits of $57.4 million may expire in fiscal years 2018 to 2037 , 2018 to 2027 , and 2018 to 2032 , respectively. Federal alternative minimum tax credits of $3.2 million will carry forward indefinitely. Foreign losses in China of approximately $3.3 million and in the Netherlands of approximately $55.4 million expire in fiscal 2021 and fiscal years 2018 to 2026 , respectively. Included in the amounts above are certain net operating losses and other tax attribute assets acquired in conjunction with acquisitions in the current and prior years. The utilization of acquired domestic assets is subject to certain annual limitations as required under Internal Revenue Code Section 382 and similar state income tax provisions. The Company has continued to expand its operations and increase its investments in numerous international jurisdictions. These activities expose the Company to taxation in multiple foreign jurisdictions. It is management's opinion that current and future undistributed foreign earnings will be permanently reinvested. Accordingly, no provision for U.S. federal and state income taxes has been made thereon. It is not practical to estimate the additional tax that would be incurred, if any, if the permanently reinvested earnings were repatriated. At April 1, 2017 , the Company has not provided U.S. taxes on approximately $993.0 million of undistributed earnings of foreign subsidiaries that have been indefinitely reinvested outside the U.S. In the Business Combination, the Company acquired foreign subsidiaries with tax holiday agreements in Costa Rica and Singapore. These tax holiday agreements have varying rates and expire in March 2024 and December 2021, respectively. In February 2017, Singapore enacted legislation that will exclude from the Company's existing Development and Expansion Incentive grant the benefit of the reduced tax rate for intellectual property income earned after June 30, 2021. Incentives from these countries are subject to the Company meeting certain employment and investment requirements. Income tax expense decreased by $2.7 million (approximately $0.02 per basic and diluted share impact) in fiscal 2017 and $8.3 million (approximately $0.06 per basic and diluted share impact) in fiscal 2016 as a result of these agreements. The Company’s gross unrecognized tax benefits totaled $90.6 million as of April 1, 2017 , $69.1 million as of April 2, 2016 , and $59.4 million as of March 28, 2015 . Of these amounts, $84.4 million (net of federal benefit of state taxes), $64.2 million (net of federal benefit of state taxes), and $55.0 million (net of federal benefit of state taxes) as of April 1, 2017 , April 2, 2016 , and March 28, 2015 , respectively, represent the amounts of unrecognized tax benefits that, if recognized, would impact the effective tax rate in each of the fiscal years. A reconciliation of fiscal 2015 through fiscal 2017 beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands): Fiscal Year 2017 2016 2015 Beginning balance $ 69,052 $ 59,397 $ 39,423 Additions based on positions related to current year 20,036 9,374 1,246 Additions for tax positions in prior years 1,878 2,723 23,986 Reductions for tax positions in prior years (29 ) (1,973 ) (5,258 ) Expiration of statute of limitations (322 ) (469 ) — Ending balance $ 90,615 $ 69,052 $ 59,397 Of the fiscal 2015 additions to tax positions in prior years, $17.1 million was assumed by the Company in the Business Combination and relates to positions taken on tax returns for pre-acquisition periods. It is the Company’s policy to recognize interest and penalties related to uncertain tax positions as a component of income tax expense. During fiscal years 2017 , 2016 and 2015 , the Company recognized $2.1 million , $1.6 million , and $1.2 million , respectively, of interest and penalties related to uncertain tax positions. Accrued interest and penalties related to unrecognized tax benefits totaled $7.1 million , $5.0 million , and $3.4 million as of April 1, 2017 , April 2, 2016 and March 28, 2015 , respectively. The unrecognized tax benefits of $90.6 million and accrued interest and penalties of $7.1 million at the end of fiscal 2017 are recorded on the balance sheet as a $16.6 million long-term liability, with the balance reducing the carrying value of the gross deferred tax assets. Within the next 12 months , the Company believes it is reasonably possible that only a minimal amount of gross unrecognized tax benefits will be reduced as a result of reductions for tax positions taken in prior years where the only uncertainty was related to the timing of the tax deduction. Income taxes payable of $31.7 million and $29.9 million as of April 1, 2017 and April 2, 2016 , respectively, are included in "Other current liabilities" in the Consolidated Balance Sheets. RFMD's and TriQuint's federal, North Carolina, and California tax returns for fiscal 2014 and calendar 2013, respectively, and subsequent tax years remain open for examination. The federal tax return for the short period ended January 1, 2015 for RFMD is currently under examination by the Internal Revenue Service and the Singapore tax return for calendar year 2012 is currently under examination by the Singapore tax authorities. The Company's China subsidiary in Beijing received notice in April 2017 for an audit of its calendar year 2013 through 2015 tax returns. An examination by the German taxing authorities of the returns for calendar years 2013 through 2015 was completed during fiscal 2017 with minimal adjustments and returns for subsequent fiscal tax years remain open for examination. The other material jurisdiction that is subject to examination by tax authorities is the U.K. (fiscal 2016 through present). Tax attributes (including net operating loss and credit carryovers) arising in earlier fiscal years remain open to adjustment. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 12 Months Ended |
Apr. 01, 2017 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET (LOSS) INCOME PER SHARE Pursuant to the terms of the Merger Agreement, effective January 1, 2015, the Company effected a one-for-four reverse stock split of the Company's issued and outstanding shares of common stock. In accordance with Staff Accounting Bulletin Topic 4.C, all share and per share information contained in the accompanying Consolidated Financial Statements, Notes to the Consolidated Financial Statements and Management's Discussion and Analysis of Financial Condition and Results of Operation (included in Item 7 of this report) have been retroactively adjusted to reflect the reverse stock split for all periods presented. See Note 6 for a further discussion of the Business Combination. The following table sets forth the computation of basic and diluted net (loss) income per share (in thousands, except per share data): For Fiscal Year 2017 2016 2015 Numerator: Numerator for basic and diluted net (loss) income per share — net (loss) income available to common stockholders $ (16,558 ) $ (28,845 ) $ 196,303 Denominator: Denominator for basic net (loss) income per share — weighted average shares 127,121 141,937 90,477 Effect of dilutive securities: Stock-based awards — — 2,734 Denominator for diluted net (loss) income per share — adjusted weighted average shares and assumed conversions 127,121 141,937 93,211 Basic net (loss) income per share $ (0.13 ) $ (0.20 ) $ 2.17 Diluted net (loss) income per share $ (0.13 ) $ (0.20 ) $ 2.11 In the computation of diluted net loss per share for fiscal years 2017 and 2016 , approximately 4.8 million shares and 5.0 million shares, respectively, were excluded because the effect of their inclusion would have been anti-dilutive. In the computation of diluted net income per share for fiscal 2015 , less than 0.1 million shares were excluded because the exercise price of the options was greater than the average market price of the underlying common stock and the effect of their inclusion would have been anti-dilutive. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Apr. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Summary of Stock Option Plans 2003 Stock Incentive Plan - RF Micro Devices, Inc. The 2003 Stock Incentive Plan (the "2003 Plan") was approved by the Company's stockholders on July 22, 2003, and the Company was permitted to grant stock options and other types of equity incentive awards, such as stock appreciation rights, restricted stock awards, performance shares and performance units, under the 2003 Plan. No further awards can be granted under this plan. 2006 Directors’ Stock Option Plan - RF Micro Devices, Inc. At the Company’s 2006 annual meeting of stockholders, stockholders of the Company adopted the 2006 Directors’ Stock Option Plan, which replaced the Non-Employee Directors’ Stock Option Plan and reserved an additional 0.3 million shares of common stock for issuance to non-employee directors. Under the terms of this plan, non-employee directors were entitled to receive options to acquire shares of common stock. No further awards can be granted under this plan. 1996 Stock Incentive Program - TriQuint Semiconductor, Inc. Effective upon the closing of the Business Combination, the Company assumed the TriQuint, Inc. 1996 Stock Incentive Program (the “TriQuint 1996 Stock Incentive Program”), originally adopted by TriQuint. The TriQuint 1996 Stock Incentive Program provided for the grant of incentive and non-qualified stock options to officers, outside directors and other employees of TriQuint or any parent or subsidiary. The TriQuint 1996 Stock Incentive Program was amended in 2002 to provide that options granted thereunder must have an exercise price per share no less than 100% of the fair market value of the share price on the grant date. In 2005, the TriQuint 1996 Stock Incentive Program was further amended to extend the term of the program to 2015 and permit the award of restricted stock, restricted stock units, stock appreciation rights, performance shares and performance units in addition to the grant of stock options. In addition, the amendment provided specific performance criteria that the plan administrator may use to establish performance objectives. The terms of each grant under the TriQuint 1996 Stock Incentive Program could not exceed ten years . No further awards can be granted under this program. 2008 Inducement Award Plan- TriQuint Semiconductor, Inc. Effective upon the closing of the Business Combination, the Company assumed the sponsorship of the TriQuint, Inc. 2008 Inducement Award Plan (the “TriQuint 2008 Inducement Award Plan”), originally adopted by TriQuint. The TriQuint 2008 Inducement Award Plan provided for the grant of nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights and other stock or cash awards to employees of TriQuint or any parent or subsidiary. The options granted thereunder were required to have an exercise price per share no less than 100% of the fair market value per share on the date of grant. The terms of each grant under the plan could not exceed ten years . No further awards can be granted under this plan. 2009 and 2012 Incentive Plans - TriQuint Semiconductor, Inc. Effective upon the closing of the Business Combination, the Company assumed the TriQuint, Inc. 2009 Incentive Plan and TriQuint, Inc. 2012 Incentive Plan (the “TriQuint Incentive Plans”), originally adopted by TriQuint. The TriQuint Incentive Plans provided for the grant of stock options, restricted stock units, stock appreciation rights and other stock or cash awards to employees, officers, directors, consultants, agents, advisors and independent contractors of TriQuint and its subsidiaries and affiliates. The options granted thereunder were required to have an exercise price per share no less than 100% of the fair market value per share on the date of grant. The terms of each grant under the TriQuint Incentive Plans could not exceed ten years . No further awards can be granted under these plans. 2012 Stock Incentive Plan - Qorvo, Inc. The Company currently grants stock options and restricted stock units to employees and directors under the 2012 Stock Incentive Plan (the "2012 Plan"), which was approved by the Company's stockholders on August 16, 2012 and assumed by the Company in connection with the Business Combination. Under the 2012 Plan, the Company is permitted to grant stock options and other types of equity incentive awards, such as stock appreciation rights, restricted stock awards, performance shares and performance units. The maximum number of shares issuable under the 2012 Plan may not exceed the sum of (a) 4.3 million shares, plus (b) any shares of common stock (i) remaining available for issuance as of the effective date of the 2012 Plan under the Company's prior plans and (ii) subject to an award granted under a prior plan, which awards are forfeited, canceled, terminated, expire or lapse for any reason. As of April 1, 2017 , 3.9 million shares were available for issuance under the 2012 Plan. The aggregate number of shares subject to performance-based restricted stock units awarded for fiscal 2017 under the 2012 Plan was 0.2 million shares. 2013 Incentive Plan - Qorvo, Inc. Effective upon the closing of the Business Combination, the Company assumed the TriQuint, Inc. 2013 Incentive Plan (the “TriQuint 2013 Incentive Plan”), originally adopted by TriQuint, allowing Qorvo to issue awards under this plan. The TriQuint 2013 Incentive Plan replaces the TriQuint 2012 Incentive Plan and provides for the grant of stock options, restricted stock units, stock appreciation rights and other stock or cash awards to employees, officers, directors, consultants, agents, advisors and independent contractors of TriQuint and its subsidiaries and affiliates who were such prior to the Business Combination or who become employed by the Company or its affiliates after the closing of the Business Combination. Former employees, officers and directors of RFMD are not eligible for awards under the TriQuint 2013 Incentive Plan. The options granted thereunder must have an exercise price per share no less than 100% of the fair market value per share on the date of grant. The terms of each grant under the TriQuint 2013 Incentive Plan may not exceed ten years . As of April 1, 2017 , 2.9 million shares were available for issuance under the TriQuint 2013 Incentive Plan. 2015 Inducement Stock Plan - Qorvo, Inc. The 2015 Inducement Stock Plan (the "2015 Inducement Plan") provides for the grant of equity awards to persons as a material inducement to become employees of the Company or its affiliates. The plan provides for the grant of stock options, restricted stock units, stock appreciation rights and other stock-based awards. The maximum number of shares issuable under the 2015 Inducement Plan may not exceed the sum of (a) 0.3 million shares, plus (b) any shares of common stock (i) remaining available for issuance as of the effective date of the 2015 Inducement Stock Plan under the TriQuint 2008 Inducement Award Plan and (ii) subject to an award granted under the TriQuint 2008 Inducement Award Plan, which awards are forfeited, canceled, terminated, expire or lapse for any reason. No awards were made under the 2015 Inducement Plan in fiscal years 2017, 2016 or 2015. Employee Stock Purchase Plan - Qorvo, Inc. Effective upon closing of the Business Combination, the Company assumed the TriQuint Employee Stock Purchase Plan ("ESPP"), which is intended to qualify as an “employee stock purchase plan” under Section 423 of the Internal Revenue Code. All regular full-time employees of the Company (including officers) and all other employees who meet the eligibility requirements of the plan may participate in the ESPP. The ESPP provides eligible employees an opportunity to acquire the Company’s common stock at 85.0% of the lower of the closing price per share of the Company’s common stock on the first or last day of each six -month purchase period. At April 1, 2017 , 5.1 million shares were available for future issuance under this plan. The Company makes no cash contributions to the ESPP, but bears the expenses of its administration. The Company issued 0.7 million , 0.4 million and 0.1 million shares under the ESPP in fiscal years 2017 , 2016 and 2015 , respectively. For fiscal years 2017 , 2016 and 2015 , the primary stock-based awards and their general terms and conditions are as follows: Stock options are granted to employees with an exercise price equal to the market price of the Company’s stock at the date of grant, generally vest over a four -year period from the grant date, and generally expire 10 years from the grant date. Restricted stock units granted by the Company in fiscal years 2017 , 2016 and 2015 are either service-based, performance and service-based, or based on total stockholder return. Service-based restricted stock units generally vest over a four -year period from the grant date. Performance and service-based restricted stock units are earned based on Company performance of stated metrics generally during the fiscal year and, if earned, vest one-half when earned and the balance over two years. Restricted stock units based on total stockholder return are earned based upon total stockholder return of the Company in comparison to the total stockholder return of a benchmark index and can be earned over one -, two - and three -year performance periods. Under the 2012 Plan for fiscal 2015, stock options granted to non-employee directors (other than initial options, as described below) had an exercise price equal to the fair market value of the Company’s stock at the date of grant, vested immediately upon grant and expire 10 years from the grant date. In fiscal 2017, each non-employee director was eligible to receive an annual grant of restricted stock units. The options and restricted stock units granted to certain officers of the Company generally will, in the event of the officer's termination other than for cause and subject to the officer executing certain agreements in favor of the Company, continue to vest pursuant to the same vesting schedule as if the officer had remained an employee of the Company and as a result, these awards are expensed at grant date. In fiscal 2017 , stock-based compensation of $21.0 million was recognized upon the grant of 0.4 million restricted share units to certain officers of the Company. Stock-Based Compensation Under ASC 718, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award using an option pricing model for stock options (Black-Scholes) and market price for restricted stock units, and is recognized as expense over the employee's requisite service period. ASC 718 covers a wide range of stock-based compensation arrangements including stock options, restricted share plans, performance-based awards, share appreciation rights and employee stock purchase plans. Total pre-tax stock-based compensation expense recognized in the Consolidated Statements of Operations was $88.8 million for fiscal 2017 , net of expense capitalized into inventory. For fiscal years 2016 and 2015 , the total pre-tax stock-based compensation expense recognized was $139.5 million and $64.9 million , respectively, net of expense capitalized into inventory. A summary of activity of the Company’s director and employee stock option plans follows: Shares Weighted- Weighted-Average Remaining Contractual Term (in years) Aggregate Outstanding as of April 2, 2016 6,134 $ 18.93 Granted 0 $ 0.00 Exercised (1,915) $ 16.91 Canceled (34) $ 33.26 Forfeited (8) $ 30.26 Outstanding as of April 1, 2017 4,177 $ 19.72 4.36 $ 204,035 Vested and expected to vest as of April 1, 2017 4,176 $ 19.71 4.36 $ 204,012 Options exercisable as of April 1, 2017 3,960 $ 19.00 4.33 $ 196,233 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value, based upon the Company’s closing stock price of $68.56 as of March 31, 2017 (the last business day prior to the fiscal year end on April 1, 2017 ), that would have been received by the option holders had all option holders with in-the-money options exercised their options as of that date. As of April 1, 2017 , total remaining unearned compensation cost related to unvested option awards was $3.2 million , which will be amortized over the weighted-average remaining service period of approximately 0.8 years. The fair value of each option award is estimated on the date of grant using a Black-Scholes option-pricing model based on the assumptions noted in the following tables: Fiscal Year 2017 2016 2015 Expected volatility N/A 42.8 % 40.6 % Expected dividend yield N/A 0.0 % 0.0 % Expected term (in years) N/A 5.7 5.6 Risk-free interest rate N/A 1.6 % 1.7 % Weighted-average grant-date fair value of options granted during the period N/A $ 32.62 $ 22.49 The total intrinsic value of options exercised during fiscal 2017 , was $81.0 million . For fiscal years 2016 and 2015 , the total intrinsic value of options exercised was $74.9 million and $83.7 million , respectively. Cash received from the exercise of stock options and from participation in the employee stock purchase plan (excluding accrued unremitted employee funds) was approximately $58.0 million for fiscal 2017 and is reflected in cash flows from financing activities in the Consolidated Statements of Cash Flows. The Company settles employee stock options with newly issued shares of the Company's common stock. The Company used the implied volatility of market-traded options on the Company’s common stock for the expected volatility assumption input to the Black-Scholes option-pricing model, consistent with the guidance in ASC 718. The selection of implied volatility data to estimate expected volatility was based upon the availability of actively-traded options on the Company’s common stock and the Company’s assessment that implied volatility is more representative of future common stock price trends than historical volatility. The dividend yield assumption is based on the Company’s history and expectation of future dividend payouts and may be subject to change in the future. The Company has never paid a dividend. The expected life of employee stock options represents the weighted-average period that the stock options are expected to remain outstanding. The Company’s method of calculating the expected term of an option is based on the assumption that all outstanding options will be exercised at the midpoint of the current date and full contractual term, combined with the average life of all options that have been exercised or canceled. The Company believes that this method provides a better estimate of the future expected life based on analysis of historical exercise behavioral data. The risk-free interest rate assumption is based upon observed interest rates appropriate for the terms of the Company’s employee stock options. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Based upon historical pre-vesting forfeiture experience, the Company assumed an annualized forfeiture rate of 1.6% for both stock options and restricted stock units. The following activity has occurred with respect to restricted stock unit awards: Shares Weighted-Average Balance at April 2, 2016 2,095 $ 47.09 Granted 1,223 52.80 Vested (857) 37.59 Forfeited (86) 53.10 Balance at April 1, 2017 2,375 $ 53.00 As of April 1, 2017 , total remaining unearned compensation cost related to unvested restricted stock units was $67.3 million , which will be amortized over the weighted-average remaining service period of approximately 1.3 years . The total fair value of restricted stock units that vested during fiscal 2017 was $46.1 million , based upon the fair market value of the Company’s common stock on the vesting date. For fiscal years 2016 and 2015 , the total fair value of restricted stock units that vested was $60.2 million and $93.5 million , respectively. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Apr. 01, 2017 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Stock Repurchase On February 5, 2015, the Company announced that its Board of Directors authorized the repurchase of up to $200.0 million of the Company's outstanding common stock from time to time on the open market or in privately negotiated transactions. On August 11, 2015, the Company announced completion of this program. On August 11, 2015, the Company announced that its Board of Directors authorized the repurchase of up to $400.0 million of the Company's outstanding common stock from time to time on the open market or in privately negotiated transactions. On September 10, 2015, the Company announced the completion of this program. On November 5, 2015, the Company announced that its Board of Directors authorized a share repurchase program to repurchase up to $1.0 billion of the Company's outstanding common stock through November 4, 2016. On February 16, 2016, as part of the $1.0 billion share repurchase program, the Company entered into variable maturity accelerated share repurchase ("ASR") agreements (a $250.0 million collared agreement and a $250.0 million uncollared agreement) with Bank of America, N.A. For the upfront payment of $500.0 million , the Company received 3.1 million shares of its common stock under the collared agreement (representing 50% of the shares the Company would have repurchased assuming an average share price of $40.78 ) and 4.9 million shares of the Company's common stock under the uncollared agreement (representing 80% of the shares the Company would have repurchased assuming an average share price of $40.78 ). On March 10, 2016, the Company received an additional 2.0 million shares of its common stock under the collared agreement. Final settlements of the ASR agreements were completed during the first quarter of fiscal 2017 with 0.4 million shares received resulting in a total of 10.4 million shares of the Company's common stock repurchased under the ASR agreements. The shares were retired in the periods they were delivered, and the upfront payment was accounted for as a reduction to stockholders' equity in the Consolidated Balance Sheet in the period the payment was made. The Company reflected each ASR as a repurchase of common stock in the period delivered for purposes of calculating earnings per share. On November 3, 2016, the Company announced that its Board of Directors authorized a share repurchase program to repurchase up to $500.0 million of the Company's outstanding stock. Under this program, share repurchases will be made in accordance with applicable securities laws on the open market or in privately negotiated transactions. The extent to which the Company repurchases its shares, the number of shares and the timing of any repurchases will depend on general market conditions, regulatory requirements, alternative investment opportunities and other considerations. The program does not require the Company to repurchase a minimum number of shares and does not have a fixed term, and may be modified, suspended or terminated at any time without prior notice. This new program includes approximately $150.0 million authorized on the $1.0 billion repurchase program that expired November 4, 2016. The Company repurchased 4.1 million shares (inclusive of the 0.4 million shares received under the ASR agreement), 24.3 million shares (inclusive of 10.0 million shares received under the ASR agreement) and 0.8 million shares of its common stock during fiscal years 2017, 2016 and 2015, respectively, at an aggregate cost of $209.4 million , $1,300.0 million and $50.9 million , respectively, in accordance with the share repurchase programs described above. As of April 1, 2017 , $382.0 million remains available for future repurchases under our current share repurchase program. In connection with the Business Combination, each share of RFMD common stock was converted into the right to receive 0.25 of a share of Qorvo common stock plus cash in lieu of fractional shares, and each share of TriQuint common stock was converted into the right to receive 0.4187 of a share of Qorvo common stock plus cash in lieu of fractional shares. Approximately 13,160 fractional shares were repurchased for $0.9 million . Common Stock Reserved For Future Issuance At April 1, 2017 , the Company had reserved a total of approximately 18.7 million of its authorized 405.0 million shares of common stock for future issuance as follows (in thousands): Outstanding stock options under formal directors’ and employees’ stock option plans 4,177 Possible future issuance under Company stock incentive plans 6,989 Employee stock purchase plan 5,135 Restricted stock-based units granted 2,375 Total shares reserved 18,676 |
Operating Segment and Geographi
Operating Segment and Geographical Information | 12 Months Ended |
Apr. 01, 2017 | |
Segment Reporting [Abstract] | |
OPERATING SEGMENT AND GEOGRAPHIC INFORMATION | OPERATING SEGMENT AND GEOGRAPHIC INFORMATION The Company's operating segments as of April 1, 2017 are MP and IDP based on the organizational structure and information reviewed by the Company's Chief Executive Officer, who is the Company's chief operating decision maker ("CODM"), and these segments are managed separately based on the end markets and applications they support. The CODM allocates resources and assesses the performance of each operating segment primarily based on non-GAAP operating income (loss) and non-GAAP operating income (loss) as a percentage of revenue. MP supplies cellular RF and WiFi solutions into a variety of mobile devices, including smartphones, notebook computers, wearables, tablets, and cellular-based applications for the IoT. Mobile device manufacturers and mobile network operators are adopting new technologies to address the growing demand for data-intensive, increasingly cloud-based, distributed applications and for mobile devices with smaller form factors, improved signal quality, less heat and longer talk and standby times. New wireless communications standards are being deployed to utilize available spectrum more efficiently. Carrier aggregation is being implemented, primarily in the downlink, to support wider bandwidths, increase data rates and improve network performance. These trends increase the complexity of smartphones, require more RF content and place a premium on performance, integration, systems-level expertise, and product and technology portfolio breadth, all of which are MP strengths. MP offers a comprehensive product portfolio of BAW and SAW filters, power amplifiers ("PAs"), low noise amplifiers ("LNAs"), switches, multimode multi-band PAs and transmit modules, RF power management integrated circuits, diversity receive modules, antenna switch modules, antenna tuning and control solutions, modules incorporating PAs and duplexers and modules incorporating switches, PAs and duplexers. IDP is a leading global supplier of RF solutions with a diverse portfolio of solutions that "connect and protect," spanning communications, network infrastructure and defense applications. These applications include high performance defense systems such as radar, electronic warfare and communication systems, WiFi customer premises equipment for home and work, high speed connectivity in Long-Term Evolution and 5G base stations, cloud connectivity via data center communications and telecom transport, automotive connectivity and smart home solutions. IDP products include high power GaAs and GaN PAs, LNAs, switches, CMOS SoC solutions, premium BAW and SAW filter solutions and various multi-chip and hybrid assemblies. The “All other” category includes operating expenses such as stock-based compensation, amortization of intangible assets, acquisition and integration related costs, acquired inventory step-up and revaluation, intellectual property rights ("IPR") litigation settlement (costs), restructuring and disposal costs, start-up costs, gain (loss) on assets and other miscellaneous corporate overhead expenses that the Company does not allocate to its reportable segments because these expenses are not included in the segment operating performance measures evaluated by the Company’s CODM. The CODM does not evaluate operating segments using discrete asset information. The Company’s operating segments do not record intercompany revenue. The Company does not allocate gains and losses from equity investments, interest and other income, or taxes to operating segments. Except as discussed above regarding the “All other” category, the Company’s accounting policies for segment reporting are the same as for the Company as a whole. The following tables present details of the Company’s reportable segments and a reconciliation of the “All other” category (in thousands): Fiscal Year 2017 2016 2015 Revenue: MP $ 2,384,041 $ 2,083,334 $ 1,395,035 IDP 644,653 523,512 313,274 All other (1) 3,880 3,880 2,657 Total revenue $ 3,032,574 $ 2,610,726 $ 1,710,966 Income from operations: MP $ 554,001 $ 591,751 $ 404,382 IDP 152,539 108,370 72,262 All other (618,481 ) (688,153 ) (354,178 ) Income from operations $ 88,059 $ 11,968 $ 122,466 Interest expense $ (58,879 ) $ (23,316 ) $ (1,421 ) Interest income 1,212 2,068 450 Other (expense) income (3,087 ) 6,418 (254 ) Income (loss) before income taxes $ 27,305 $ (2,862 ) $ 121,241 (1) "All other" revenue relates to royalty income that is not allocated to MP or IDP. Fiscal Year 2017 2016 2015 Reconciliation of “All other” category: Stock-based compensation expense $ (88,845 ) $ (139,516 ) $ (64,941 ) Amortization of intangible assets (494,387 ) (494,589 ) (142,749 ) Acquired inventory step-up and revaluation (1,517 ) — (72,850 ) Acquisition and integration related costs (25,391 ) (26,503 ) (41,539 ) Restructuring and disposal costs (1,696 ) (4,235 ) (14,175 ) IPR litigation settlement (costs) 4,337 (1,205 ) (8,263 ) Start-up costs (9,694 ) (14,110 ) (1,698 ) Other expenses (including (gain) loss on assets and other miscellaneous corporate overhead) (1,288 ) (7,995 ) (7,963 ) Loss from operations for “All other” $ (618,481 ) $ (688,153 ) $ (354,178 ) The consolidated financial statements include revenue to customers by geographic region that are summarized as follows (in thousands): Fiscal Year 2017 2016 2015 Revenue: United States $ 467,031 $ 306,328 $ 315,775 International 2,565,543 2,304,398 1,395,191 Fiscal Year 2017 2016 2015 Revenue: United States 15% 12% 18% Asia 81 83 75 Europe 3 4 6 Other 1 1 1 Sales, for geographic disclosure purposes, are based on the “sold to” address of the customer. The “sold to” address is not always an accurate representation of the location of final consumption of the Company’s components. Of the Company’s total revenue for fiscal 2017 , approximately 62% ( $1,866.0 million ) was from customers in China and 13% ( $398.4 million ) from customers in Taiwan. Of the Company’s total revenue for fiscal years 2016 and 2015 , approximately 61% ( $1,601.0 million ) and 49% ( $841.0 million ), respectively, was from customers in China and 14% ( $365.1 million ) and 19% ( $332.5 million ), respectively, was from customers in Taiwan. The consolidated financial statements include the following long-lived tangible asset amounts related to operations of the Company by geographic region (in thousands): April 1, 2017 April 2, 2016 March 28, 2015 Long-lived tangible assets: United States $ 1,082,754 $ 816,882 $ 697,305 China 244,728 183,836 126,509 Other countries 64,450 46,170 59,557 |
Consolidating Financial Informa
Consolidating Financial Information | 12 Months Ended |
Apr. 01, 2017 | |
Consolidating Financial Information [Abstract] | |
Consolidating Financial Information | CONDENSED CONSOLIDATING FINANCIAL INFORMATION In accordance with the indenture dated as of November 19, 2015, governing the Company's $450.0 million aggregate principal amount of its 6.75% senior notes due December 1, 2023 and $550.0 million aggregate principal amount of its 7.00% senior notes due December 1, 2025, certain of the Company's subsidiaries have guaranteed the Company's obligations under these Notes. The Notes are fully and unconditionally guaranteed on a joint and several basis by each Guarantor, each of which is 100% owned, directly or indirectly, by Qorvo, Inc. A Guarantor can be released in certain customary circumstances. The following presents the condensed consolidating financial information separately for: (i) Parent Company, the issuer of the guaranteed obligations; (ii) Guarantor subsidiaries, on a combined basis, as specified in the indenture; (iii) Non-guarantor subsidiaries, on a combined basis; (iv) Consolidating entries and eliminations representing adjustments to (a) eliminate intercompany transactions between or among Parent Company, the guarantor subsidiaries and the non-guarantor subsidiaries, (b) eliminate intercompany profit in inventory, (c) eliminate the investments in the Company’s subsidiaries and (d) record consolidating entries; and (v) The Company, on a consolidated basis. Each entity in the condensed consolidating financial information follows the same accounting policies as described in the consolidated financial statements, except for the use by the Parent Company and guarantor subsidiaries of the equity method of accounting to reflect ownership interests in subsidiaries that are eliminated upon consolidation. The financial information may not necessarily be indicative of the financial position, results of operations, comprehensive (loss) income, and cash flows, had the Parent Company, guarantor or non-guarantor subsidiaries operated as independent entities. The Company has made certain immaterial corrections to the prior period Condensed Consolidating Balance Sheet and Statement of Operations and Comprehensive (Loss) Income. An adjustment to goodwill between the guarantor and non-guarantor subsidiaries of $750.2 million has been presented within the Condensed Consolidating Balance Sheet as of April 2, 2016 to properly reflect the pushdown of goodwill to the non-guarantor subsidiaries. An adjustment to investment in subsidiaries for the guarantor subsidiaries of $942.5 million has been presented within the Condensed Consolidating Balance Sheet as of April 2, 2016 and an adjustment to income (loss) in subsidiaries and net income (loss)of $13.6 million and $(1.3) million has been presented in the Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income for the years ended April 2, 2016 and March 28, 2015, respectively, to properly reflect the equity method accounting for the guarantor subsidiaries’ ownership interests in non-guarantor subsidiaries. These immaterial corrections relate solely to presentation between the Company and its subsidiaries and only impact the financial statements included in this footnote. These corrections do not affect the Company’s consolidated financial statements. Condensed Consolidating Balance Sheet April 1, 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 226,186 $ 319,277 $ — $ 545,463 Accounts receivable, less allowance — 57,874 300,074 — 357,948 Intercompany accounts and note receivable — 392,075 36,603 (428,678 ) — Inventories — 131,225 322,559 (23,330 ) 430,454 Prepaid expenses — 29,032 7,197 — 36,229 Other receivables — 7,239 58,008 — 65,247 Other current assets — 25,534 730 — 26,264 Total current assets — 869,165 1,044,448 (452,008 ) 1,461,605 Property and equipment, net — 1,078,761 314,910 (1,739 ) 1,391,932 Goodwill — 1,121,941 1,051,973 — 2,173,914 Intangible assets, net — 599,618 800,945 — 1,400,563 Long-term investments — 25,971 9,523 — 35,494 Long-term intercompany accounts and notes receivable — 447,613 138,398 (586,011 ) — Investment in subsidiaries 6,142,568 2,596,172 — (8,738,740 ) — Other non-current assets 820 33,249 24,746 — 58,815 Total assets $ 6,143,388 $ 6,772,490 $ 3,384,943 $ (9,778,498 ) $ 6,522,323 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ — $ 111,799 $ 104,447 $ — $ 216,246 Intercompany accounts and notes payable — 36,603 392,075 (428,678 ) — Accrued liabilities 23,150 111,700 35,734 — 170,584 Other current liabilities — 55 31,943 — 31,998 Total current liabilities 23,150 260,157 564,199 (428,678 ) 418,828 Long-term debt 989,154 — — — 989,154 Deferred tax liabilities (83,333 ) 171,284 43,560 — 131,511 Long-term intercompany accounts and notes payable 317,695 138,398 129,918 (586,011 ) — Other long-term liabilities — 35,014 51,094 — 86,108 Total liabilities 1,246,666 604,853 788,771 (1,014,689 ) 1,625,601 Total stockholders’ equity 4,896,722 6,167,637 2,596,172 (8,763,809 ) 4,896,722 Total liabilities and stockholders’ equity $ 6,143,388 $ 6,772,490 $ 3,384,943 $ (9,778,498 ) $ 6,522,323 Condensed Consolidating Balance Sheet April 2, 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 220,633 $ 205,248 $ — $ 425,881 Short-term investments — 186,808 — — 186,808 Accounts receivable, less allowance — 203,488 112,868 — 316,356 Intercompany accounts and notes receivable — 532,508 404,330 (936,838 ) — Inventories — 186,627 325,346 (84,422 ) 427,551 Prepaid expenses — 56,151 7,699 — 63,850 Other receivables — 37,033 10,347 — 47,380 Other current assets — 40,866 518 — 41,384 Total current assets — 1,464,114 1,066,356 (1,021,260 ) 1,509,210 Property and equipment, net — 807,586 239,495 (193 ) 1,046,888 Goodwill — 1,118,642 1,017,055 — 2,135,697 Intangible assets, net — 786,314 1,026,201 — 1,812,515 Long-term investments — 26,050 — — 26,050 Long-term intercompany accounts and notes receivable — 564,397 267,823 (832,220 ) — Investment in subsidiaries 6,151,120 2,588,302 — (8,739,422 ) — Other non-current assets 1,091 39,478 25,890 — 66,459 Total assets $ 6,152,211 $ 7,394,883 $ 3,642,820 $ (10,593,095 ) $ 6,596,819 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ — $ 141,792 $ 66,508 $ (2,936 ) $ 205,364 Intercompany accounts and notes payable — 404,330 532,508 (936,838 ) — Accrued liabilities 25,445 93,609 18,835 — 137,889 Other current liabilities — 20,122 10,426 — 30,548 Total current liabilities 25,445 659,853 628,277 (939,774 ) 373,801 Long-term debt 988,130 — — — 988,130 Deferred tax liabilities (93,340 ) 195,462 50,038 — 152,160 Long-term intercompany accounts and notes payable 232,303 267,823 332,094 (832,220 ) — Other long-term liabilities — 39,288 43,768 — 83,056 Total liabilities 1,152,538 1,162,426 1,054,177 (1,771,994 ) 1,597,147 Total stockholders’ equity 4,999,673 6,232,457 2,588,643 (8,821,101 ) 4,999,672 Total liabilities and stockholders’ equity $ 6,152,211 $ 7,394,883 $ 3,642,820 $ (10,593,095 ) $ 6,596,819 Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Fiscal Year 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 1,316,576 $ 2,918,865 $ (1,202,867 ) 3,032,574 Cost of goods sold — 979,190 2,023,715 (1,105,843 ) 1,897,062 Gross profit — 337,386 895,150 (97,024 ) 1,135,512 Operating expenses: Research and development 35,379 40,918 416,869 (22,330 ) 470,836 Selling, general and administrative 53,465 253,531 370,812 (132,220 ) 545,588 Other operating expense — 16,065 8,409 6,555 31,029 Total operating expenses 88,844 310,514 796,090 (147,995 ) 1,047,453 Income (loss) from operations (88,844 ) 26,872 99,060 50,971 88,059 Interest expense (57,344 ) (2,619 ) (3,129 ) 4,213 (58,879 ) Interest income — 4,457 759 (4,004 ) 1,212 Other (expense) income — 426 (1,999 ) (1,514 ) (3,087 ) Income (loss) before income taxes (146,188 ) 29,136 94,691 49,666 27,305 Income tax (expense) benefit 46,003 (63,893 ) (25,973 ) — (43,863 ) Income in subsidiaries 83,627 68,718 — (152,345 ) — Net (loss) income $ (16,558 ) $ 33,961 $ 68,718 $ (102,679 ) $ (16,558 ) Comprehensive (loss) income $ (17,731 ) $ 34,014 $ 67,492 $ (101,506 ) $ (17,731 ) Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Fiscal Year 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 2,212,062 $ 2,762,150 $ (2,363,486 ) 2,610,726 Cost of goods sold — 1,778,336 2,060,702 (2,277,865 ) 1,561,173 Gross profit — 433,726 701,448 (85,621 ) 1,049,553 Operating expenses: Research and development 67,158 106,560 304,219 (29,174 ) 448,763 Selling, general and administrative 72,358 151,814 360,593 (50,666 ) 534,099 Other operating expense — 50,928 2,447 1,348 54,723 Total operating expenses 139,516 309,302 667,259 (78,492 ) 1,037,585 Income (loss) from operations (139,516 ) 124,424 34,189 (7,129 ) 11,968 Interest expense (21,895 ) (2,419 ) (3,029 ) 4,027 (23,316 ) Interest income — 2,650 3,003 (3,585 ) 2,068 Other income (expense) — 5,467 (298 ) 1,249 6,418 (Loss) income before income taxes (161,411 ) 130,122 33,865 (5,438 ) (2,862 ) Income tax (expense) benefit 44,014 (49,751 ) (20,246 ) — (25,983 ) Income in subsidiaries 88,552 13,619 — (102,171 ) — Net (loss) income $ (28,845 ) $ 93,990 $ 13,619 $ (107,609 ) $ (28,845 ) Comprehensive (loss) income $ (31,854 ) $ 89,738 $ 14,862 $ (104,600 ) $ (31,854 ) Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Fiscal Year 2015 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 2,523,495 $ 1,408,913 $ (2,221,442 ) 1,710,966 Cost of goods sold — 1,910,297 1,260,814 (2,149,453 ) 1,021,658 Gross profit — 613,198 148,099 (71,989 ) 689,308 Operating expenses: Research and development 18,335 202,337 45,751 (8,929 ) 257,494 Selling, general and administrative 23,776 160,538 90,055 (24,483 ) 249,886 Other operating expense — 55,774 3,475 213 59,462 Total operating expenses 42,111 418,649 139,281 (33,199 ) 566,842 Income (loss) from operations (42,111 ) 194,549 8,818 (38,790 ) 122,466 Interest expense — (2,770 ) (1,583 ) 2,932 (1,421 ) Interest income — 1,009 2,281 (2,840 ) 450 Other (expense) income — (906 ) 694 (42 ) (254 ) Income (loss) before income taxes (42,111 ) 191,882 10,210 (38,740 ) 121,241 Income tax benefit (expense) 13,350 73,268 (11,556 ) — 75,062 Income (loss) in subsidiaries 35,243 (1,346 ) — (33,894 ) — Net income (loss) $ 6,482 $ 263,804 $ (1,346 ) $ (72,634 ) $ 196,303 Comprehensive income (loss) $ 6,482 $ 267,724 $ (4,605 ) $ (72,637 ) $ 196,964 Condensed Consolidating Statement of Cash Flows Fiscal Year 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 165,660 $ 175,988 $ 435,172 $ — $ 776,820 Investing activities: Purchase of available-for-sale securities — (469 ) — — (469 ) Proceeds from maturities of available-for-sale securities — 186,793 — — 186,793 Purchase of a business, net of cash acquired — — (118,133 ) — (118,133 ) Purchase of property and equipment — (424,175 ) (128,527 ) — (552,702 ) Other investing activities — 3,924 (9,900 ) — (5,976 ) Net transactions with related parties — 61,891 — (61,891 ) — Net cash used in investing activities — (172,036 ) (256,560 ) (61,891 ) (490,487 ) Financing activities: Excess tax benefit from exercises of stock options 65 — — — 65 Proceeds from the issuance of common stock 59,148 — — — 59,148 Repurchase of common stock, including transaction costs (209,357 ) — — — (209,357 ) Tax withholding paid on behalf of employees for restricted stock units (15,516 ) — — — (15,516 ) Other financing activities — 14 — — 14 Net transactions with related parties — 1,587 (63,478 ) 61,891 — Net cash (used in) provided by financing activities (165,660 ) 1,601 (63,478 ) 61,891 (165,646 ) Effect of exchange rate changes on cash — — (1,105 ) — (1,105 ) Net increase (decrease) in cash and cash equivalents — 5,553 114,029 — 119,582 Cash and cash equivalents at the beginning of the period — 220,633 205,248 — 425,881 Cash and cash equivalents at the end of the period $ — $ 226,186 $ 319,277 $ — $ 545,463 Condensed Consolidating Statement of Cash Flows Fiscal Year 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 282,955 $ 273,171 $ 131,801 $ — $ 687,927 Investing activities: Purchase of available-for-sale securities — (340,527 ) — — (340,527 ) Proceeds from maturities and sales of available-for-sale securities — 390,009 — — 390,009 Purchase of property and equipment — (244,817 ) (70,807 ) — (315,624 ) Other investing activities — (12,830 ) 258 — (12,572 ) Net cash used in investing activities — (208,165 ) (70,549 ) — (278,714 ) Financing activities: Proceeds from debt issuances 1,175,000 — — — 1,175,000 Payment of debt (175,000 ) — — — (175,000 ) Excess tax benefit from exercises of stock options 935 — — — 935 Debt issuance costs (13,588 ) — — — (13,588 ) Proceeds from the issuance of common stock 51,875 — — — 51,875 Repurchase of common stock, including transaction costs (1,300,009 ) — — — (1,300,009 ) Tax withholding paid on behalf of employees for restricted stock units (22,168 ) — — — (22,168 ) Other financing activities — 103 — — 103 Net transactions with related parties — 1,192 (1,192 ) — — Net cash (used in) provided by financing activities (282,955 ) 1,295 (1,192 ) — (282,852 ) Effect of exchange rate changes on cash — — (294 ) — (294 ) Net increase in cash and cash equivalents — 66,301 59,766 — 126,067 Cash and cash equivalents at the beginning of the period — 154,332 145,482 — 299,814 Cash and cash equivalents at the end of the period $ — $ 220,633 $ 205,248 $ — $ 425,881 Condensed Consolidating Statements of Cash Flows Fiscal Year 2015 (in thousands) Parent Company Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 25,059 $ 187,786 $ 92,779 $ — $ 305,624 Investing activities: Purchase of available-for-sale securities — (370,734 ) (17,000 ) — (387,734 ) Proceeds from maturities of available-for-sale securities — 234,185 27,000 — 261,185 Purchase of business, net of cash acquired — 165,665 58,659 — 224,324 Purchase of property and equipment — (116,868 ) (52,994 ) — (169,862 ) Other investing — 8,489 (344 ) — 8,145 Net cash (used in) provided by investing activities — (79,263 ) 15,321 — (63,942 ) Financing activities: Payment of debt — (87,503 ) — — (87,503 ) Excess tax benefit from exercises of stock options 13,993 — — — 13,993 Debt issuance cost — (36 ) — — (36 ) Proceeds from the issuance of common stock 46,072 — — — 46,072 Repurchase of common stock, including transaction costs (50,874 ) — — — (50,874 ) Tax withholding paid on behalf of employees for restricted stock units (34,250 ) — — — (34,250 ) Other financing — (300 ) — — (300 ) Net transactions with related parties — 1,376 (1,376 ) — — Net cash used in financing activities (25,059 ) (86,463 ) (1,376 ) — (112,898 ) Effect of exchange rate changes on cash — — (868 ) — (868 ) Net increase in cash and cash equivalents — 22,060 105,856 — 127,916 Cash and cash equivalents at the beginning of the period — 132,272 39,626 — 171,898 Cash and cash equivalents at the end of the period $ — $ 154,332 $ 145,482 $ — $ 299,814 |
Quarterly Financial Summary (Un
Quarterly Financial Summary (Unaudited) | 12 Months Ended |
Apr. 01, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL SUMMARY (UNAUDITED) | QUARTERLY FINANCIAL SUMMARY (UNAUDITED): Fiscal 2017 Quarter (in thousands, except per share data) First Second Third Fourth Revenue $ 698,537 $ 864,698 $ 826,347 $ 642,992 Gross profit 276,475 316,799 310,642 231,596 Net (loss) income (5,675 ) (1),(2),(3) 11,847 (1),(2),(3) (78,638 ) (1),(2),(3),(4) 55,908 (1),(2),(3),(5) Net (loss) income per share: Basic $ (0.04 ) $ 0.09 $ (0.62 ) $ 0.44 Diluted $ (0.04 ) $ 0.09 $ (0.62 ) $ 0.43 Fiscal 2016 Quarter (in thousands, except per share data) First Second Third Fourth Revenue $ 673,641 $ 708,335 $ 620,681 $ 608,069 Gross profit 279,517 284,848 230,988 254,200 Net income (loss) 2,036 (1),(2) 4,448 (1),(2),(6) (11,127 ) (1),(2),(3) (24,202 ) (1),(2),(3),(7) Net income (loss) per share: Basic $ 0.01 $ 0.03 $ (0.08 ) $ (0.18 ) Diluted $ 0.01 $ 0.03 $ (0.08 ) $ (0.18 ) 1. The Company recorded integration related expenses of $5.3 million , $5.0 million , $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017 , respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million , $5.6 million , $5.0 million , and $5.5 million in the first, second, third and fourth quarters of fiscal 2016 , respectively, associated with the Business Combination (Note 6). 2. The Company recorded restructuring expenses of $0.8 million , $0.5 million , $0.4 million , and $0.4 million in the first, second, third and fourth quarters of fiscal 2017 , respectively. The Company recorded restructuring expenses of $2.9 million , $3.8 million , $3.0 million , and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). 3. In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million , $14.9 million , $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017 , respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016 , respectively (Note 8). 4. Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). 5. Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). 6. Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). 7. Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). The Company uses a 52- or 53-week fiscal year ending on the Saturday closest to March 31 of each year. The first fiscal quarter of each year ends on the Saturday closest to June 30, the second fiscal quarter of each year ends on the Saturday closest to September 30 and the third fiscal quarter of each year ends on the Saturday closest to December 31. Each quarter of fiscal 2017 contained a comparable number of weeks (13 weeks). Fiscal year 2016 was a 53-week fiscal year, with the second quarter of fiscal 2016 having an extra week (14 weeks). |
The Company and Its Significa26
The Company and Its Significant Accounting Policies (Policies) | 12 Months Ended |
Apr. 01, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Accrued Liabilities [Policy Text Block] | Accrued Liabilities The "Accrued liabilities" balance as of April 1, 2017 and April 2, 2016 includes accrued compensation and benefits of $98.7 million and $76.3 million , respectively, and interest payable of $23.2 million and $25.5 million , respectively. |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain items in the fiscal 2016 financial statements have been reclassified to conform to the fiscal 2017 presentation. The results of operations, assets and liabilities associated with the Business Combination have been included in the Company's financial statements from the acquisition date of January 1, 2015 (see Note 6). |
Accounting Periods | Accounting Periods The Company uses a 52- or 53-week fiscal year ending on the Saturday closest to March 31 of each year. The most recent three fiscal years ended on April 1, 2017 , April 2, 2016 , and March 28, 2015 . Fiscal years 2017 and 2015 were 52-week years and fiscal year 2016 was a 53-week year. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The actual results that the Company experiences may differ materially from its estimates. The Company makes estimates for the returns reserve, rebates, allowance for doubtful accounts, inventory valuation including reserves, warranty reserves, income tax valuation, current and deferred income taxes, uncertain tax positions, non-marketable equity investments, other-than-temporary impairments of investments, goodwill, long-lived assets and other financial statement amounts on a regular basis and makes adjustments based on historical experiences and expected future conditions. Accounting estimates require difficult and subjective judgments and actual results may differ from the Company’s estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of demand deposit accounts, money market funds, and other temporary, highly-liquid investments with original maturities of three months or less when purchased. |
Investments | Investments Investments available-for-sale at April 1, 2017 consisted of auction rate securities ("ARS"). Investments available-for-sale at April 2, 2016 consisted of U.S. government/agency securities, corporate debt and ARS. Available-for-sale investments with an original maturity date greater than approximately three months and less than one year are classified as current investments. Available-for-sale investments with an original maturity date exceeding one year are classified as long-term. Available-for-sale securities are carried at fair value with the unrealized gains and losses, net of tax, reported in “Other comprehensive (loss) income.” The cost of securities sold is based on the specific identification method and any realized gain or loss is included in “Other (expense) income.” The cost of available-for-sale securities is adjusted for premiums and discounts, with the amortization or accretion of such amounts included as a portion of interest. The Company assesses individual investments for impairment quarterly. Investments are impaired when the fair value is less than the amortized cost. If an investment is impaired, the Company evaluates whether the impairment is other-than-temporary. A debt investment impairment is considered other-than-temporary if (i) the Company intends to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of the entire amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security (a credit loss). Other-than-temporary declines in the Company's debt securities are recognized as a loss in the statement of operations if due to credit loss; all other losses on debt securities are recorded in "Other comprehensive (loss) income." The previous amortized cost basis less the other-than-temporary impairment becomes the new cost basis and is not adjusted for subsequent recoveries in fair value. |
Inventories | Inventories Inventories are stated at the lower of cost or market based on standard costs, which approximate actual average costs. The Company’s business is subject to the risk of technological and design changes. The Company evaluates inventory levels quarterly against sales forecasts on a product family basis to evaluate its overall inventory risk. Reserves are adjusted to reflect inventory values in excess of forecasted sales and management's analysis and assessment of overall inventory risk. In the event the Company sells inventory that had been covered by a specific inventory reserve, the sale is recorded at the actual selling price and the related cost of goods sold is recorded at the full inventory cost, net of the reserve. Abnormal production levels are charged to the income statement in the period incurred rather than as a portion of inventory cost. |
Product Warranty | Product Warranty The Company generally sells products with a limited warranty on product quality. The Company accrues for known warranty issues if a loss is probable and can be reasonably estimated, and accrues for estimated incurred but unidentified issues based on historical activity. The accrual and the related expense for known product warranty issues were not significant during the periods presented. Due to product testing and the short time typically between product shipment and the detection and correction of product failures and the historical rate of losses, the accrual and related expense for estimated incurred but unidentified issues was not significant during the periods presented. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation of property and equipment is computed using the straight-line method over the estimated useful lives of the assets, ranging from one year to thirty-nine years . The Company’s assets acquired under capital leases and leasehold improvements are amortized over the lesser of the asset life or lease term (which is reasonably assured) and included in depreciation. The Company performs a review if facts and circumstances indicate that the carrying amount of assets may not be recoverable or that useful lives have changed from the original estimate. The Company assesses the recoverability of the assets held for use by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. If the Company determines that the useful lives have changed from the original estimate, the net book value of the assets is depreciated over the remaining period of the new useful lives. The Company identifies property and equipment as “held for sale” based on the current expectation that, more likely than not, an asset or asset group will be sold or otherwise disposed. Once assets are classified to the held for sale category, depreciation ceases and the assets are recorded at the lesser of their carrying value or their fair market value less costs to sell. The Company capitalizes the portion of the interest expense related to certain assets that are not ready for their intended use and this amount is depreciated over the estimated useful lives of the qualified assets. The Company additionally records capital-related government grants earned as a reduction to property and equipment and depreciates such grants over the estimated useful lives of the associated assets. |
Other Receivables | Other Receivables The Company records miscellaneous non-product receivables that are collectible within 12 months in “Other receivables,” such as value-added tax receivables ( $55.4 million as of April 1, 2017 and $37.3 million as of April 2, 2016 , which are reported on a net basis), precious metal reclaims submitted for payment and other miscellaneous items. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is recorded when the purchase price paid for a business exceeds the estimated fair value of the net identified tangible and intangible assets acquired. Intangibles are recorded when such assets are acquired by purchase or license. The value of the Company's intangibles, including goodwill, could be impacted by future adverse changes such as: (i) any future declines in the Company's operating results; (ii) a decline in the value of technology company stocks, including the value of the Company's common stock; (iii) a prolonged or more significant slowdown in the worldwide economy or the semiconductor industry; or (iv) failure to meet the performance projections included in the Company's forecasts of future operating results. The Company accounts for goodwill and indefinite-lived intangible assets in accordance with the Financial Accounting Standards Board's ("FASB") guidance, which requires annual testing for impairment or whenever events or circumstances make it more likely than not that an impairment may have occurred. The Company performs its annual impairment tests on the first day of the fourth quarter in each fiscal year. Indefinite-lived intangible assets consists of in-process research and development ("IPRD"). The Company has the option to perform a qualitative assessment (commonly referred to as "step zero") to determine whether further quantitative analysis for impairment of goodwill or indefinite-lived intangible assets is necessary. In performing step zero for its impairment test, the Company is required to make assumptions and judgments, including the following: the evaluation of macroeconomic conditions as related to the Company's business; industry and market trends; and the overall future financial performance of the Company's reporting units and future opportunities in the markets in which they operate. The Company also considers recent fair value calculations of its indefinite-lived intangible assets and reporting units as well as cost factors such as changes in raw materials, labor or other costs. If the step zero analysis indicates that it is more likely than not that the fair value of a reporting unit or indefinite-lived asset is less than its respective carrying value including goodwill, then the Company would perform an additional quantitative analysis. For goodwill, this involves a two-step process. The first step compares the fair value of the reporting unit, including its goodwill, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, then the second step of the process is performed to determine the amount of impairment. The second step compares the implied fair value of the reporting unit's goodwill to the carrying value of the goodwill. An impairment charge is recognized for the amount the carrying value of the reporting unit's goodwill exceeds its implied fair value. For indefinite-lived intangible assets, the quantitative analysis compares the carrying value of the asset to its fair value and an impairment charge is recognized for the amount its carrying value exceeds its fair value. Determining the fair value of reporting units, indefinite-lived intangible assets and implied fair value of a reporting unit's goodwill is reliant upon estimated future revenues, profitability and cash flows and consideration of market factors. Assumptions, judgments and estimates are complex, subjective and can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors such as changes in the Company's business strategy or its internal forecasts. Although the Company believes the assumptions, judgments and estimates it has made have been reasonable and appropriate, different assumptions, judgments and estimates could materially affect its results of operations. Goodwill Goodwill is allocated to the Company's reporting units based on the expected benefit from the synergies of the business combinations generating the underlying goodwill. As of April 1, 2017 , the Company's goodwill balance of $2,173.9 million is allocated between its Mobile Products ("MP") and Infrastructure and Defense Products ("IDP") reporting units. In fiscal 2017 , the Company completed a qualitative assessment of the fair value of its reporting units and concluded that goodwill was not impaired. For fiscal 2016 , although there were no indicators of impairment, the Company opted to bypass the qualitative assessment and proceeded to perform fair value assessments of its reporting units (the first step of the quantitative impairment analysis) as the fair value of the reporting units had changed (due to the Business Combination) since the last time the Company performed a quantitative analysis. The quantitative assessments performed reaffirmed that there were no indicators of impairment for fiscal 2016. In performing these quantitative assessments, consistent with its historical approach, the Company used both the income and market approaches to estimate the fair value of its reporting units. The income approach involves discounting future estimated cash flows. The sum of the reporting unit cash flow projections was compared to the Company's market capitalization in a discounted cash flow framework to calculate an overall implied internal rate of return (or discount rate) for the Company. The Company's market capitalization was adjusted to a control basis assuming a reasonable control premium, which resulted in an implied discount rate. This implied discount rate serves as a baseline for estimating the specific discount rate for each reporting unit. The discount rate used is the value-weighted average of the Company's estimated cost of equity and debt (“cost of capital”) derived using both known and estimated customary market metrics. The Company's weighted average cost of capital is adjusted for each reporting unit to reflect a risk factor, if necessary, for each reporting unit. The Company performs sensitivity tests with respect to growth rates and discount rates used in the income approach. The Company believes the income approach is appropriate because it provides a fair value estimate based upon the respective reporting unit’s expected long-term operations and cash flow performance. The Company considered historical rates and current market conditions when determining the discount and growth rates used in its analysis. For fiscal 2016 , the material assumptions used for the income approach were eight years of projected net cash flows and a long-term growth rate of 3% for both the MP and IDP reporting units. A discount rate of 15% and 16% was used for the MP and IDP reporting units, respectively. In applying the market approach, valuation multiples are derived from historical and projected operating data of selected guideline companies, which are evaluated and adjusted, if necessary, based on the strengths and weaknesses of the reporting unit relative to the selected guideline companies. The valuation multiples are then applied to the appropriate historical and/or projected operating data of the reporting unit to arrive at an indication of fair value. The Company believes the market approach is appropriate because it provides a fair value using multiples from companies with operations and economic characteristics similar to its reporting units. The Company weighted the results of the income approach and the results of the market approach at 50% each and for the MP and IDP reporting units, concluded that the fair value of the reporting units was determined to be substantially in excess of the carrying value, and as such, no further analysis was warranted. Under the income approach described above, the following indicates the sensitivity of key assumptions utilized in the assessment. A one percentage point decrease in the discount rate would have increased the fair value of the MP and IDP reporting units by approximately $660.0 million and $140.0 million , respectively, while a one percentage point increase in the discount rate would have decreased the fair value of the MP and IDP reporting units by approximately $560.0 million and $110.0 million , respectively. A one percentage point decrease in the long-term growth rate would have decreased the fair value of the MP and IDP reporting units by approximately $290.0 million and $50.0 million , respectively, while a one percentage point increase in the long-term growth rate would have increased the fair value of the MP and IDP reporting units by approximately $340.0 million and $70.0 million , respectively. In fiscal year 2015, the Company performed a qualitative assessment of its reporting units and as a result of this analysis, determined that there were no indicators of impairment and no further quantitative impairment test was deemed necessary. Intangible Assets with Indefinite Lives In fiscal 2015, as a result of the Business Combination, the Company recorded IPRD of $470.0 million . IPRD was recorded at fair value as of the date of acquisition as an indefinite-lived intangible asset until t he completion or abandonment of the associated research and development ("R&D") efforts or impairment. The fair value of the acquired IPRD was determined based on an income approach using the "excess earnings method," which estimated the value of the intangible assets by discounting the future projected earnings of the asset to present value as of the valuation date. Upon completion of development, acquired IPRD assets are transferred to finite-lived intangible assets and amortized over their useful lives. During fiscal years 2017 and 2016 , the Company completed and transferred into developed technology approximately $220.0 million and $203.0 million , respectively, of IPRD. The Company performed a qualitative assessment of the remaining IPRD during fiscal 2017 and concluded that IPRD was not impaired. Intangible Assets with Definite Lives Intangible assets are recorded when such assets are acquired by purchase or license. Finite-lived intangible assets consist primarily of technology licenses, customer relationships, developed technology, a wafer supply agreement, trade names and backlog resulting from business combinations and are subject to amortization. Technology licenses are recorded at cost and are amortized on a straight-line basis over the lesser of the estimated useful life of the technology or the term of the license agreement, ranging from approximately five to eight years. The fair value of customer relationships acquired during fiscal years 2013, 2015 and 2017 was determined based on an income approach using the “with and without method," in which the value of the asset is determined by the difference in discounted cash flows of the profitability of the Company "with" the asset and the profitability of the Company "without" the asset. Customer relationships are amortized on a straight-line basis over the estimated useful life, ranging from three to ten years. The fair value of developed technology acquired during fiscal years 2013, 2015 and 2017 was determined based on an income approach using the "excess earnings method," which estimated the value of the intangible assets by discounting the future projected earnings of the asset to present value as of the valuation date. Developed technology is amortized on a straight-line basis over the estimated useful life, ranging from three to six years. The fair value of the wafer supply agreement was determined using the incremental income method, which is a discounted cash flow method within the income approach. Under this method, the fair value was estimated by discounting to present value the additional savings from expense reductions in operations at a discount rate to reflect the risk inherent in the wafer supply agreement as well as any tax benefits. The wafer supply agreement was amortized on a units of use activity method over its useful life of approximately four years and was fully amortized as of April 2, 2016. The fair value of trade names acquired in fiscal years 2015 and 2017 was determined based on an income approach using the "relief from royalty method," in which the value of the asset is determined by discounting the future projected cash flows generated from the trade name's estimated royalties. Trade names are amortized on a straight-line basis over the estimated useful life of two to three years. The fair value of backlog acquired in fiscal 2015 was determined based on an income approach using the "excess earnings method" and was fully amortized as of April 2, 2016. The Company regularly reviews identified intangible assets to determine if facts and circumstances indicate that the useful lives have changed from the original estimate or that the carrying amount of the assets may not be recoverable. If such facts and circumstances exist, the Company assesses the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets and occur in the period in which the impairment determination was made. |
Revenue Recognition | Revenue Recognition The Company's net revenue is generated principally from sales of semiconductor products. The Company recognizes revenue from product sales when the fundamental criteria are met, such as the time at which the title and risk and rewards of product ownership are transferred to the customer, price and terms are fixed or determinable, no significant vendor obligation exists and collection of the resulting receivable is reasonably assured. Sales of products are generally made through either the Company's sales force, manufacturers' representatives or through a distribution network. Revenue from the majority of the Company's products is recognized upon shipment of the product to the customer from a Company-owned or third-party location. Some revenue is recognized upon receipt of the shipment by the customer. The Company has limited rebate programs offering price protection to certain distributors. These rebates represent less than 7% of net revenue and can be reasonably estimated based on specific criteria included in the rebate agreements and other known factors at the time. The Company reduces revenue and records reserves for product returns and allowances for price protection, stock rotation, and scrap allowance based on historical experience or specific identification depending on the contractual terms of the arrangement. The Company also recognizes a portion of its net revenue through other agreements such as non-recurring engineering fees, contracts for R&D work, royalty income, intellectual property ("IP") revenue, and service revenue. These agreements are collectively less than 1% of consolidated revenue on an annual basis. Revenue from these agreements is recognized when the service is completed or upon certain milestones, as provided for in the agreements. Revenue from certain contracts is recognized on the percentage of completion method based on the costs incurred to date and the total contract amount, plus the contractual fee. If these contracts experience cost overruns, the percentage of completion method is used to determine revenue recognition. Revenue from fixed price contracts is recognized when the required deliverable is satisfied. Royalty income is recognized based on a percentage of sales of the relevant product reported by licensees during the period. The Company additionally licenses or sells its rights to use portions of its IP portfolio, which includes certain patent rights useful in the manufacture and sales of certain products. IP revenue recognition is dependent on the terms of each agreement. The Company will recognize IP revenue (i) upon delivery of the IP and (ii) if the Company has no substantive future obligation to perform under the arrangement. The Company will defer recognition of IP revenue where future performance obligations are required to earn the revenue or the revenue is not guaranteed. Revenue from services is recognized during the period that the service is performed. Accounts receivable are recorded for all revenue items listed above and do not bear interest. The Company evaluates the collectability of accounts receivable based on a combination of factors. In cases where the Company is aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, industry and geographic concentrations, the current business environment and the Company’s historical experience. The Company's terms and conditions do not give its customers a right of return associated with the original sale of its products. However, the Company will authorize sales returns under certain circumstances, which include perceived quality problems, courtesy returns and like-kind exchanges. The Company evaluates its estimate of returns by analyzing all types of returns and the timing of such returns in relation to the original sale. Reserves are adjusted to reflect changes in the estimated returns versus the original sale of product. |
Shipping and Handling Cost | Shipping and Handling Cost The Company recognizes amounts billed to a customer in a sale transaction related to shipping and handling as revenue. The costs incurred by the Company for shipping and handling are classified as cost of goods sold in the Consolidated Statements of Operations. |
Research and Development | Research and Development The Company charges all R&D costs to expense as incurred. |
Precious Metals Reclaim | Precious Metals Reclaim The Company uses historical experience to estimate the amount of reclaim on precious metals used in manufacturing at the end of each period and states the reclaim value at the lower of average cost or market. The estimated value to be received from precious metal reclaim is included in "Other current assets" and reclaims submitted for payment are included in "Other receivables" in the Consolidated Balance Sheets. |
Income Taxes | Income Taxes The Company accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the temporary differences between the financial reporting and tax basis of assets and liabilities and for tax carryforwards. Deferred tax assets and liabilities for each tax jurisdiction are measured using the enacted statutory tax rates in effect for the years in which the differences are expected to reverse. A valuation allowance is provided against deferred tax assets to the extent the Company determines it is more likely than not (a likelihood of more than 50 percent ) that some portion or all of its deferred tax assets will not be realized. A minimum recognition threshold is required to be met before the Company recognizes the benefit of an income tax position in its financial statements. The Company’s policy is to recognize accrued interest and penalties, if incurred, on any unrecognized tax benefits as a component of income tax expense. It is the Company’s current intent and policy to invest the earnings of foreign subsidiaries indefinitely outside the U.S. Accordingly, the Company does not record a deferred tax liability for U.S. income taxes on unremitted foreign earnings. |
Stock-Based Compensation | Stock-Based Compensation Under FASB ASC 718, “Compensation – Stock Compensation," stock-based compensation cost is measured at the grant date based on the estimated fair value of the award using an option pricing model for stock options (Black-Scholes) and market price for restricted stock units, and is recognized as expense over the employee's requisite service period. As of April 1, 2017 , total remaining unearned compensation cost related to unvested restricted stock units and options was $70.5 million , which will be amortized over the weighted-average remaining service period of approximately 1.2 years . |
Foreign Currency Translation | Foreign Currency Translation The financial statements of foreign subsidiaries have been translated into U.S. dollars in accordance with FASB ASC 830, “ Foreign Currency Matters. ” The functional currency for most of the Company’s international operations is the U.S. dollar. The functional currency for the remainder of the Company’s foreign subsidiaries is the local currency. Assets and liabilities denominated in foreign currencies are translated using the exchange rates on the balance sheet dates. Revenues and expenses are translated using the average exchange rates throughout the year. Translation adjustments are shown separately as a component of “Accumulated other comprehensive loss” within “Stockholders’ equity” in the Consolidated Balance Sheets. Foreign currency transaction gains or losses (transactions denominated in a currency other than the functional currency) are reported in “Other income (expense)” in the Consolidated Statements of Operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncements Not Yet Effective In January 2017, the FASB issued Accounting Standards Update ("ASU") 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment." The new guidance simplifies the subsequent measurement of goodwill by eliminating the second step from the quantitative goodwill impairment test. The Company will continue to have the option to perform a qualitative assessment to determine if a quantitative goodwill impairment test is necessary. The new standard will become effective for the Company beginning in fiscal 2021 with early adoption permitted. The Company does not believe it will have a significant impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business." The new guidance clarifies the definition of a business and provides further guidance for evaluating whether a transaction will be accounted for as an acquisition of an asset or a business. The new standard will become effective for the Company beginning in the first quarter of fiscal 2019 with early adoption permitted. The update should be applied prospectively. The Company does not believe it will have a significant impact on its consolidated financial statements. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force)." The new guidance requires the inclusion of restricted cash along with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The new standard will become effective for the Company beginning in the first quarter of fiscal 2019 with early adoption permitted. The Company does not believe it will have a significant impact on its consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740), Intra-Entity Transfers of Assets Other Than Inventory ," which requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. The new standard will become effective for the Company in the first quarter of fiscal 2019 with early adoption permitted. The Company is currently evaluating the effects this new guidance will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the FASB’s Emerging Issues Task Force)." The new guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The new standard will become effective for the Company beginning in the first quarter of fiscal 2019 with early adoption permitted. The Company does not believe it will have a significant impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The new guidance requires entities to use a current lifetime expected credit loss methodology to measure impairments of certain financial instruments. It also modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. The new standard will become effective for the Company beginning in the first quarter of fiscal 2021 with early adoption permitted. The Company does not believe it will have a significant impact on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting." The new guidance will simplify certain aspects of accounting for share-based payment transactions, including income tax consequences, forfeitures, classification of awards on the balance sheet and presentation on the statement of cash flows. The new standard will become effective for the Company beginning in the first quarter of fiscal 2018. Upon adoption, the Company expects to recognize a cumulative-effect adjustment to reduce the Company's accumulated deficit and plans to continue its existing practice of estimating expected forfeitures in determining compensation cost. The Company does not believe adoption will have a significant impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)." The new guidance requires lessees to recognize a right-of-use asset and a lease liability for all leases with a term longer than 12 months, including those previously described as operating leases. Consistent with current U.S. GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will primarily depend on its classification as a finance or operating lease. The new guidance will become effective for the Company in the first quarter of fiscal 2020. The Company expects the valuation of the right-of-use assets and lease liabilities, for leases previously described as operating leases, to be the present value of its forecasted future lease commitments. The Company is continuing to assess the overall impacts of the new standard, including the discount rate to be applied in these valuations. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities." This new standard will affect the accounting for equity investments, financial liabilities measured under the fair value option and presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the assessment of valuation allowances when recognizing deferred tax assets related to unrealized losses on available-for-sale debt securities. The new standard is effective for the Company beginning in the first quarter of fiscal 2019. The Company does not believe it will have a significant impact on its consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory." The new guidance changes the measurement principle for inventory from the lower of cost or market to the lower of cost and net realizable value. ASU 2015-11 defines net realizable value as the estimated selling price in the ordinary course of business less reasonably predictable costs to completion, transportation, or disposal. The Company will adopt the provisions of this standard in the first quarter of fiscal 2018 and does not believe adoption will have a significant impact on its consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, " Revenue from Contracts with Customers (Topic 606) ," with several amendments subsequently issued. This new standard provides an updated framework for revenue recognition, resulting in a single revenue model to be applied by reporting companies under U.S. GAAP. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additional disclosures will be required regarding the nature, amount, timing and uncertainty of cash flows. The new guidance will become effective for the Company in the first quarter of fiscal 2019 and permits the use of either a retrospective approach or a modified retrospective approach, whereby the cumulative effect of adoption is recognized at the date of initial application. The Company has established a cross-functional team to assess the potential impact of the new revenue standard and its assessment will be completed during fiscal 2018. The Company's assessment process consists of reviewing its current accounting policies and practices to identify potential differences that may result from applying the requirements of the new standard to its revenue contracts and identifying appropriate changes to its business processes, systems and controls to support revenue recognition and disclosure requirements under the new standard. The Company currently anticipates adopting the standard using the modified retrospective approach. Accounting Pronouncements Recently Adopted In April 2015, the FASB issued ASU 2015-05 , "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement " which provides additional guidance to customers about whether a cloud computing arrangement includes a software license. Under this guidance, if a cloud computing arrangement contains a software license, customers should account for the license element of the arrangement in a manner consistent with the acquisition of other software licenses. If the arrangement does not contain a software license, customers should account for the arrangement as a service contract. The Company adopted the provisions of this standard in the first quarter of fiscal 2017, and there was no impact on its consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement Period Adjustments." This standard requires an acquirer in a business combination to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The effect on earnings of changes in depreciation, amortization or other income effects, as a result of the change in provisional amounts, are to be included in the same period’s financial statements, calculated as if the accounting had been completed at the acquisition date. The amendments in this update became effective for the Company beginning in the first quarter of fiscal 2017 and will be applied prospectively to adjustments to provisional amounts that occur in the future. |
Concentrations of Credit Risk (
Concentrations of Credit Risk (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Risks and Uncertainties [Abstract] | |
Revenue from significant customers | Revenue from significant customers, those representing 10% or more of total revenue for the respective periods, are summarized as follows: Fiscal Year 2017 2016 2015 Apple Inc. ("Apple") 34% 37% 32% Huawei Technologies Co., Ltd. ("Huawei") 11% 12% 7% Samsung Electronics, Co., Ltd. ("Samsung") 7% 7% 14% |
Investments and Fair Value Me28
Investments and Fair Value Measurements (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Schedule of Cash equivalents and available-for-sale securities | |
Cash equivalents and available-for-sale securities | The following is a summary of cash equivalents and available-for-sale securities as of April 1, 2017 and April 2, 2016 (in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value April 1, 2017 Auction rate securities $ 2,150 $ — $ (429 ) $ 1,721 Money market funds 14 — — 14 $ 2,164 $ — $ (429 ) $ 1,735 April 2, 2016 U.S. government/agency securities $ 149,874 $ 19 $ (1 ) $ 149,892 Auction rate securities 2,150 — (350 ) 1,800 Corporate debt 45,510 — — 45,510 Money market funds 146,779 — — 146,779 $ 344,313 $ 19 $ (351 ) $ 343,981 |
Expected maturity distribution of cash equivalents and available-for-sale debt securities | The expected maturity distribution of cash equivalents and available-for-sale debt securities is as follows (in thousands): April 1, 2017 April 2, 2016 Cost Estimated Fair Value Cost Estimated Fair Value Due in less than one year $ 14 $ 14 $ 342,163 $ 342,181 Due after ten years 2,150 1,721 2,150 1,800 Total investments in debt securities $ 2,164 $ 1,735 $ 344,313 $ 343,981 |
Fair value of the financial assets measured at fair value on a recurring basis | The fair value of the financial assets measured at fair value on a recurring basis was determined using the following levels of inputs as of April 1, 2017 and April 2, 2016 (in thousands): Total Quoted Prices In Active Markets For Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) April 1, 2017 Assets Cash and cash equivalents: Money market funds $ 14 $ 14 $ — Total cash and cash equivalents 14 14 — Available-for-sale securities: Auction rate securities (1) 1,721 — 1,721 Total available-for-sale securities 1,721 — 1,721 Invested funds in deferred compensation plan (3) 10,237 10,237 — Total assets measured at fair value $ 11,972 $ 10,251 $ 1,721 Liabilities Deferred compensation plan obligation (3) $ 10,237 $ 10,237 $ — Total liabilities measured at fair value $ 10,237 $ 10,237 $ — April 2, 2016 Assets Cash and cash equivalents: Money market funds $ 146,779 $ 146,779 $ — Total cash and cash equivalents 146,779 146,779 — Available for-sale securities: U.S. government/agency securities 149,892 149,892 — Auction rate securities (1) 1,800 — 1,800 Corporate debt (2) 45,510 — 45,510 Total available-for-sale securities 197,202 149,892 47,310 Invested funds in deferred compensation plan (3) 6,468 6,468 — Total assets measured at fair value $ 350,449 $ 303,139 $ 47,310 Liabilities Deferred compensation plan obligation (3) $ 6,468 $ 6,468 $ — Total liabilities measured at fair value $ 6,468 $ 6,468 $ — (1) ARS are debt instruments with interest rates that reset through periodic short-term auctions. The Company's Level 2 ARS are valued based on quoted prices for identical or similar instruments in markets that are not active. (2) Corporate debt includes corporate bonds and commercial paper which are valued using observable market prices for identical securities that are traded in less active markets. (3) The non-qualified deferred compensation plan provides eligible employees and members of the Board of Directors with the opportunity to defer a specified percentage of their cash compensation. The Company includes the asset deferred by the participants in the “Other current assets” and “Other non-current assets” line items of its Consolidated Balance Sheets and the Company's obligation to deliver the deferred compensation in the "Other current liabilities" and “Other long-term liabilities” line items of its Consolidated Balance Sheets. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Inventory Disclosure [Abstract] | |
Components of inventories | The components of inventories, net of reserves, are as follows (in thousands): April 1, 2017 April 2, 2016 Raw materials $ 92,282 $ 89,928 Work in process 198,339 228,626 Finished goods 139,833 108,997 Total inventories $ 430,454 $ 427,551 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | The components of property and equipment, are as follows (in thousands): April 1, 2017 April 2, 2016 Land $ 25,025 $ 25,255 Building and leasehold improvements 384,784 337,875 Machinery and equipment 1,565,233 1,188,310 Furniture and fixtures 14,482 13,884 Computer equipment and software 79,689 51,641 2,069,213 1,616,965 Less accumulated depreciation (981,328 ) (751,898 ) 1,087,885 865,067 Construction in progress 304,047 181,821 Total property and equipment, net $ 1,391,932 $ 1,046,888 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
TriQuint Merger [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma consolidated financial information for fiscal 2015 assumes that the Business Combination was completed as of March 29, 2014 (in thousands, except per share data): 2015 Revenue $ 2,556,045 Net income 30,447 Basic net income per share $ 0.21 Diluted net income per share $ 0.20 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Indefinite-lived Intangible Assets [Line Items] | |
Schedule of increases in amortization expense due to business combination [Table Text Block] | As a result of the Business Combination, intangible assets increased by $2,394.0 million . The following summarizes the related amortization expense recognized and its geography in the Consolidated Statements of Operations (in thousands): 2017 2016 2015 Cost of goods sold $ 190,792 $ 199,257 $ 49,583 Selling, general and administrative 283,000 283,000 70,750 Total $ 473,792 $ 482,257 $ 120,333 |
Schedule of Goodwill [Table Text Block] | The changes in the carrying amount of goodwill for fiscal years 2016 and 2017 , are as follows (in thousands): Mobile Products Infrastructure and Defense Products Total Balance as of March 28, 2015 (1) $ 1,755,693 384,893 $ 2,140,586 Measurement period adjustments from Business Combination (Note 6) (4,190 ) (699 ) (4,889 ) Balance as of April 2, 2016 (1) 1,751,503 384,194 2,135,697 GreenPeak acquisition (Note 6) — 38,217 38,217 Balance as of April 1, 2017 (1) $ 1,751,503 $ 422,411 $ 2,173,914 |
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Table Text Block] | The following summarizes information regarding the gross carrying amounts and accumulated amortization of intangibles assets (in thousands): April 1, 2017 April 2, 2016 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Intangible Assets: Customer relationships $ 1,272,725 $ 656,688 $ 1,267,103 $ 377,357 Developed technology 1,209,335 481,441 915,163 277,736 Backlog 65,000 65,000 65,000 65,000 Trade names 29,353 21,912 29,000 12,083 Wafer supply agreement 20,443 20,443 20,443 20,443 Technology licenses 13,346 11,711 12,446 11,021 Non-compete agreement 1,026 470 — — IPRD 47,000 N/A 267,000 N/A Total $ 2,658,228 $ 1,257,665 $ 2,576,155 $ 763,640 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The following table provides the Company's estimated amortization expense for intangible assets based on current amortization periods for the periods indicated (in thousands): Fiscal Year Estimated Amortization Expense 2018 $ 540,954 2019 455,451 2020 206,986 2021 155,525 2022 26,849 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Debt as of April 1, 2017 and April 2, 2016 is as follows (in thousands): April 1, 2017 April 2, 2016 6.75% Senior Notes due 2023 $ 450,000 $ 450,000 7.00% Senior Notes due 2025 550,000 550,000 Less unamortized issuance costs (10,846 ) (11,870 ) Total long-term debt $ 989,154 $ 988,130 |
Commitments and Contingent Li34
Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum future lease payments | Minimum future lease payments under non-cancelable operating leases as of April 1, 2017 , are as follows (in thousands): Fiscal Year 2018 $ 13,720 2019 10,802 2020 8,036 2021 7,439 2022 6,193 Thereafter 17,266 Total minimum payment $ 63,456 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Income Tax Disclosure [Abstract] | |
Income before income taxes | Income (loss) before income taxes consists of the following components (in thousands): Fiscal Year 2017 2016 2015 United States $ 2,439 $ (35,923 ) $ 127,281 Foreign 24,866 33,061 (6,040 ) Total $ 27,305 $ (2,862 ) $ 121,241 |
Components of the income tax (provision) benefit | The components of the income tax provision are as follows (in thousands): Fiscal Year 2017 2016 2015 Current (expense) benefit: Federal $ (23,835 ) $ (4,285 ) $ (15,862 ) State (476 ) (541 ) (2,871 ) Foreign (47,579 ) (33,346 ) (16,175 ) (71,890 ) (38,172 ) (34,908 ) Deferred benefit (expense): Federal $ 2,762 $ 27,794 $ 100,884 State (1) 3,659 (31,229 ) 3,928 Foreign 21,606 15,624 5,158 28,027 12,189 109,970 Total $ (43,863 ) $ (25,983 ) $ 75,062 (1) In fiscal 2016 , the state deferred tax expense included a $31.0 million income tax expense related to an increase in the valuation allowance for the deferred tax asset related to state net operating losses and tax credits. |
Reconciliation of the (provision for) or benefit from income taxes to income tax(expense) or benefit computed by applying the statutory federal income tax rate to pre-tax income. | A reconciliation of the (provision for) or benefit from income taxes to income tax (expense) or benefit computed by applying the statutory federal income tax rate to pre-tax income (loss) for fiscal years 2017 , 2016 and 2015 is as follows (dollars in thousands): Fiscal Year 2017 2016 2015 Amount Percentage Amount Percentage Amount Percentage Income tax (expense) benefit at statutory federal rate $ (9,557 ) 35.00 % $ 1,002 35.00 % $ (42,434 ) 35.00 % (Increase) decrease resulting from: State benefit (provision), net of federal (provision) benefit (662 ) 2.42 (1,320 ) (46.14 ) (6,710 ) 5.53 Tax credits 15,352 (56.22 ) 15,459 540.21 3,538 (2.92 ) Effect of changes in income tax rate applied to net deferred tax assets 1,163 (4.26 ) (2,716 ) (94.92 ) (20 ) 0.02 Foreign tax rate difference (11,298 ) 41.38 4,114 143.77 (13,342 ) 11.00 Foreign permanent differences (8,432 ) 30.88 (1,700 ) (59.40 ) — — Change in valuation allowance 1,363 (4.99 ) (25,120 ) (877.84 ) 135,812 (112.02 ) Stock-based compensation (3,228 ) 11.82 (5,362 ) (187.37 ) (1,309 ) 1.08 Tax reserve adjustments (21,789 ) 79.80 (8,699 ) (303.99 ) (3,928 ) 3.24 Deemed dividend (6,989 ) 25.60 (3,984 ) (139.21 ) (2,751 ) 2.27 Domestic production activities deduction — — — — 2,620 (2.16 ) Other income tax (expense) benefit 214 (0.79 ) 2,343 81.89 3,586 (2.95 ) $ (43,863 ) 160.64 % $ (25,983 ) (908.00 )% $ 75,062 (61.91 )% |
Significant components of net deferred income taxes | Significant components of the Company’s net deferred income taxes are as follows (in thousands): Fiscal Year 2017 2016 Deferred income tax assets: Inventory reserve $ 15,599 $ 19,588 Equity compensation 83,333 93,340 Accumulated depreciation/basis difference — 11,512 Net operating loss carry-forwards 40,575 52,050 Research and other credits 92,793 85,782 Employee benefits 13,247 12,659 Other deferred assets 23,355 19,876 Total deferred income tax assets 268,902 294,807 Valuation allowance (33,104 ) (34,682 ) Total deferred income tax assets, net of valuation allowance $ 235,798 $ 260,125 Deferred income tax liabilities: Amortization and purchase accounting basis difference $ (258,422 ) $ (322,578 ) Accumulated depreciation/basis difference (91,337 ) (70,140 ) Deferred gain — (1,227 ) Total deferred income tax liabilities (349,759 ) (393,945 ) Net deferred income tax liabilities $ (113,961 ) $ (133,820 ) Amounts included in the Consolidated Balance Sheets: Non-current assets 17,550 18,340 Non-current liabilities (131,511 ) (152,160 ) Net deferred income tax liabilities $ (113,961 ) $ (133,820 ) |
Reconciliation of gross unrecognized tax benefits | A reconciliation of fiscal 2015 through fiscal 2017 beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands): Fiscal Year 2017 2016 2015 Beginning balance $ 69,052 $ 59,397 $ 39,423 Additions based on positions related to current year 20,036 9,374 1,246 Additions for tax positions in prior years 1,878 2,723 23,986 Reductions for tax positions in prior years (29 ) (1,973 ) (5,258 ) Expiration of statute of limitations (322 ) (469 ) — Ending balance $ 90,615 $ 69,052 $ 59,397 |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of the numerators and denominators in the computation of basic and diluted net income (loss) per share | The following table sets forth the computation of basic and diluted net (loss) income per share (in thousands, except per share data): For Fiscal Year 2017 2016 2015 Numerator: Numerator for basic and diluted net (loss) income per share — net (loss) income available to common stockholders $ (16,558 ) $ (28,845 ) $ 196,303 Denominator: Denominator for basic net (loss) income per share — weighted average shares 127,121 141,937 90,477 Effect of dilutive securities: Stock-based awards — — 2,734 Denominator for diluted net (loss) income per share — adjusted weighted average shares and assumed conversions 127,121 141,937 93,211 Basic net (loss) income per share $ (0.13 ) $ (0.20 ) $ 2.17 Diluted net (loss) income per share $ (0.13 ) $ (0.20 ) $ 2.11 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of activity of the Company's director and employee stock option plans | A summary of activity of the Company’s director and employee stock option plans follows: Shares Weighted- Weighted-Average Remaining Contractual Term (in years) Aggregate Outstanding as of April 2, 2016 6,134 $ 18.93 Granted 0 $ 0.00 Exercised (1,915) $ 16.91 Canceled (34) $ 33.26 Forfeited (8) $ 30.26 Outstanding as of April 1, 2017 4,177 $ 19.72 4.36 $ 204,035 Vested and expected to vest as of April 1, 2017 4,176 $ 19.71 4.36 $ 204,012 Options exercisable as of April 1, 2017 3,960 $ 19.00 4.33 $ 196,233 |
Assumptions used for stock option plans | The fair value of each option award is estimated on the date of grant using a Black-Scholes option-pricing model based on the assumptions noted in the following tables: Fiscal Year 2017 2016 2015 Expected volatility N/A 42.8 % 40.6 % Expected dividend yield N/A 0.0 % 0.0 % Expected term (in years) N/A 5.7 5.6 Risk-free interest rate N/A 1.6 % 1.7 % Weighted-average grant-date fair value of options granted during the period N/A $ 32.62 $ 22.49 |
Restricted share plans | The following activity has occurred with respect to restricted stock unit awards: Shares Weighted-Average Balance at April 2, 2016 2,095 $ 47.09 Granted 1,223 52.80 Vested (857) 37.59 Forfeited (86) 53.10 Balance at April 1, 2017 2,375 $ 53.00 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Equity [Abstract] | |
Common stock reserved for future issuance | At April 1, 2017 , the Company had reserved a total of approximately 18.7 million of its authorized 405.0 million shares of common stock for future issuance as follows (in thousands): Outstanding stock options under formal directors’ and employees’ stock option plans 4,177 Possible future issuance under Company stock incentive plans 6,989 Employee stock purchase plan 5,135 Restricted stock-based units granted 2,375 Total shares reserved 18,676 |
Operating Segment and Geograp39
Operating Segment and Geographical Information (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Segment Reporting [Abstract] | |
Summary of details of reportable segments | The following tables present details of the Company’s reportable segments and a reconciliation of the “All other” category (in thousands): Fiscal Year 2017 2016 2015 Revenue: MP $ 2,384,041 $ 2,083,334 $ 1,395,035 IDP 644,653 523,512 313,274 All other (1) 3,880 3,880 2,657 Total revenue $ 3,032,574 $ 2,610,726 $ 1,710,966 Income from operations: MP $ 554,001 $ 591,751 $ 404,382 IDP 152,539 108,370 72,262 All other (618,481 ) (688,153 ) (354,178 ) Income from operations $ 88,059 $ 11,968 $ 122,466 Interest expense $ (58,879 ) $ (23,316 ) $ (1,421 ) Interest income 1,212 2,068 450 Other (expense) income (3,087 ) 6,418 (254 ) Income (loss) before income taxes $ 27,305 $ (2,862 ) $ 121,241 (1) "All other" revenue relates to royalty income that is not allocated to MP or IDP. |
Summary of reconciliation of All other category | Fiscal Year 2017 2016 2015 Reconciliation of “All other” category: Stock-based compensation expense $ (88,845 ) $ (139,516 ) $ (64,941 ) Amortization of intangible assets (494,387 ) (494,589 ) (142,749 ) Acquired inventory step-up and revaluation (1,517 ) — (72,850 ) Acquisition and integration related costs (25,391 ) (26,503 ) (41,539 ) Restructuring and disposal costs (1,696 ) (4,235 ) (14,175 ) IPR litigation settlement (costs) 4,337 (1,205 ) (8,263 ) Start-up costs (9,694 ) (14,110 ) (1,698 ) Other expenses (including (gain) loss on assets and other miscellaneous corporate overhead) (1,288 ) (7,995 ) (7,963 ) Loss from operations for “All other” $ (618,481 ) $ (688,153 ) $ (354,178 ) |
Sales to customers by geographic region | The consolidated financial statements include revenue to customers by geographic region that are summarized as follows (in thousands): Fiscal Year 2017 2016 2015 Revenue: United States $ 467,031 $ 306,328 $ 315,775 International 2,565,543 2,304,398 1,395,191 Fiscal Year 2017 2016 2015 Revenue: United States 15% 12% 18% Asia 81 83 75 Europe 3 4 6 Other 1 1 1 |
Long-lived assets by geographic region | The consolidated financial statements include the following long-lived tangible asset amounts related to operations of the Company by geographic region (in thousands): April 1, 2017 April 2, 2016 March 28, 2015 Long-lived tangible assets: United States $ 1,082,754 $ 816,882 $ 697,305 China 244,728 183,836 126,509 Other countries 64,450 46,170 59,557 |
Consolidating Financial Infor40
Consolidating Financial Information (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Consolidating Financial Information [Abstract] | |
Condensed consolidating balance sheets | Condensed Consolidating Balance Sheet April 1, 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 226,186 $ 319,277 $ — $ 545,463 Accounts receivable, less allowance — 57,874 300,074 — 357,948 Intercompany accounts and note receivable — 392,075 36,603 (428,678 ) — Inventories — 131,225 322,559 (23,330 ) 430,454 Prepaid expenses — 29,032 7,197 — 36,229 Other receivables — 7,239 58,008 — 65,247 Other current assets — 25,534 730 — 26,264 Total current assets — 869,165 1,044,448 (452,008 ) 1,461,605 Property and equipment, net — 1,078,761 314,910 (1,739 ) 1,391,932 Goodwill — 1,121,941 1,051,973 — 2,173,914 Intangible assets, net — 599,618 800,945 — 1,400,563 Long-term investments — 25,971 9,523 — 35,494 Long-term intercompany accounts and notes receivable — 447,613 138,398 (586,011 ) — Investment in subsidiaries 6,142,568 2,596,172 — (8,738,740 ) — Other non-current assets 820 33,249 24,746 — 58,815 Total assets $ 6,143,388 $ 6,772,490 $ 3,384,943 $ (9,778,498 ) $ 6,522,323 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ — $ 111,799 $ 104,447 $ — $ 216,246 Intercompany accounts and notes payable — 36,603 392,075 (428,678 ) — Accrued liabilities 23,150 111,700 35,734 — 170,584 Other current liabilities — 55 31,943 — 31,998 Total current liabilities 23,150 260,157 564,199 (428,678 ) 418,828 Long-term debt 989,154 — — — 989,154 Deferred tax liabilities (83,333 ) 171,284 43,560 — 131,511 Long-term intercompany accounts and notes payable 317,695 138,398 129,918 (586,011 ) — Other long-term liabilities — 35,014 51,094 — 86,108 Total liabilities 1,246,666 604,853 788,771 (1,014,689 ) 1,625,601 Total stockholders’ equity 4,896,722 6,167,637 2,596,172 (8,763,809 ) 4,896,722 Total liabilities and stockholders’ equity $ 6,143,388 $ 6,772,490 $ 3,384,943 $ (9,778,498 ) $ 6,522,323 Condensed Consolidating Balance Sheet April 2, 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 220,633 $ 205,248 $ — $ 425,881 Short-term investments — 186,808 — — 186,808 Accounts receivable, less allowance — 203,488 112,868 — 316,356 Intercompany accounts and notes receivable — 532,508 404,330 (936,838 ) — Inventories — 186,627 325,346 (84,422 ) 427,551 Prepaid expenses — 56,151 7,699 — 63,850 Other receivables — 37,033 10,347 — 47,380 Other current assets — 40,866 518 — 41,384 Total current assets — 1,464,114 1,066,356 (1,021,260 ) 1,509,210 Property and equipment, net — 807,586 239,495 (193 ) 1,046,888 Goodwill — 1,118,642 1,017,055 — 2,135,697 Intangible assets, net — 786,314 1,026,201 — 1,812,515 Long-term investments — 26,050 — — 26,050 Long-term intercompany accounts and notes receivable — 564,397 267,823 (832,220 ) — Investment in subsidiaries 6,151,120 2,588,302 — (8,739,422 ) — Other non-current assets 1,091 39,478 25,890 — 66,459 Total assets $ 6,152,211 $ 7,394,883 $ 3,642,820 $ (10,593,095 ) $ 6,596,819 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ — $ 141,792 $ 66,508 $ (2,936 ) $ 205,364 Intercompany accounts and notes payable — 404,330 532,508 (936,838 ) — Accrued liabilities 25,445 93,609 18,835 — 137,889 Other current liabilities — 20,122 10,426 — 30,548 Total current liabilities 25,445 659,853 628,277 (939,774 ) 373,801 Long-term debt 988,130 — — — 988,130 Deferred tax liabilities (93,340 ) 195,462 50,038 — 152,160 Long-term intercompany accounts and notes payable 232,303 267,823 332,094 (832,220 ) — Other long-term liabilities — 39,288 43,768 — 83,056 Total liabilities 1,152,538 1,162,426 1,054,177 (1,771,994 ) 1,597,147 Total stockholders’ equity 4,999,673 6,232,457 2,588,643 (8,821,101 ) 4,999,672 Total liabilities and stockholders’ equity $ 6,152,211 $ 7,394,883 $ 3,642,820 $ (10,593,095 ) $ 6,596,819 |
Condensed consolidating statements of operations and comprehensive income (loss) | Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Fiscal Year 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 1,316,576 $ 2,918,865 $ (1,202,867 ) 3,032,574 Cost of goods sold — 979,190 2,023,715 (1,105,843 ) 1,897,062 Gross profit — 337,386 895,150 (97,024 ) 1,135,512 Operating expenses: Research and development 35,379 40,918 416,869 (22,330 ) 470,836 Selling, general and administrative 53,465 253,531 370,812 (132,220 ) 545,588 Other operating expense — 16,065 8,409 6,555 31,029 Total operating expenses 88,844 310,514 796,090 (147,995 ) 1,047,453 Income (loss) from operations (88,844 ) 26,872 99,060 50,971 88,059 Interest expense (57,344 ) (2,619 ) (3,129 ) 4,213 (58,879 ) Interest income — 4,457 759 (4,004 ) 1,212 Other (expense) income — 426 (1,999 ) (1,514 ) (3,087 ) Income (loss) before income taxes (146,188 ) 29,136 94,691 49,666 27,305 Income tax (expense) benefit 46,003 (63,893 ) (25,973 ) — (43,863 ) Income in subsidiaries 83,627 68,718 — (152,345 ) — Net (loss) income $ (16,558 ) $ 33,961 $ 68,718 $ (102,679 ) $ (16,558 ) Comprehensive (loss) income $ (17,731 ) $ 34,014 $ 67,492 $ (101,506 ) $ (17,731 ) Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income Fiscal Year 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 2,212,062 $ 2,762,150 $ (2,363,486 ) 2,610,726 Cost of goods sold — 1,778,336 2,060,702 (2,277,865 ) 1,561,173 Gross profit — 433,726 701,448 (85,621 ) 1,049,553 Operating expenses: Research and development 67,158 106,560 304,219 (29,174 ) 448,763 Selling, general and administrative 72,358 151,814 360,593 (50,666 ) 534,099 Other operating expense — 50,928 2,447 1,348 54,723 Total operating expenses 139,516 309,302 667,259 (78,492 ) 1,037,585 Income (loss) from operations (139,516 ) 124,424 34,189 (7,129 ) 11,968 Interest expense (21,895 ) (2,419 ) (3,029 ) 4,027 (23,316 ) Interest income — 2,650 3,003 (3,585 ) 2,068 Other income (expense) — 5,467 (298 ) 1,249 6,418 (Loss) income before income taxes (161,411 ) 130,122 33,865 (5,438 ) (2,862 ) Income tax (expense) benefit 44,014 (49,751 ) (20,246 ) — (25,983 ) Income in subsidiaries 88,552 13,619 — (102,171 ) — Net (loss) income $ (28,845 ) $ 93,990 $ 13,619 $ (107,609 ) $ (28,845 ) Comprehensive (loss) income $ (31,854 ) $ 89,738 $ 14,862 $ (104,600 ) $ (31,854 ) Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Fiscal Year 2015 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 2,523,495 $ 1,408,913 $ (2,221,442 ) 1,710,966 Cost of goods sold — 1,910,297 1,260,814 (2,149,453 ) 1,021,658 Gross profit — 613,198 148,099 (71,989 ) 689,308 Operating expenses: Research and development 18,335 202,337 45,751 (8,929 ) 257,494 Selling, general and administrative 23,776 160,538 90,055 (24,483 ) 249,886 Other operating expense — 55,774 3,475 213 59,462 Total operating expenses 42,111 418,649 139,281 (33,199 ) 566,842 Income (loss) from operations (42,111 ) 194,549 8,818 (38,790 ) 122,466 Interest expense — (2,770 ) (1,583 ) 2,932 (1,421 ) Interest income — 1,009 2,281 (2,840 ) 450 Other (expense) income — (906 ) 694 (42 ) (254 ) Income (loss) before income taxes (42,111 ) 191,882 10,210 (38,740 ) 121,241 Income tax benefit (expense) 13,350 73,268 (11,556 ) — 75,062 Income (loss) in subsidiaries 35,243 (1,346 ) — (33,894 ) — Net income (loss) $ 6,482 $ 263,804 $ (1,346 ) $ (72,634 ) $ 196,303 Comprehensive income (loss) $ 6,482 $ 267,724 $ (4,605 ) $ (72,637 ) $ 196,964 |
Condensed consolidating statements of cash flows | Condensed Consolidating Statement of Cash Flows Fiscal Year 2017 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 165,660 $ 175,988 $ 435,172 $ — $ 776,820 Investing activities: Purchase of available-for-sale securities — (469 ) — — (469 ) Proceeds from maturities of available-for-sale securities — 186,793 — — 186,793 Purchase of a business, net of cash acquired — — (118,133 ) — (118,133 ) Purchase of property and equipment — (424,175 ) (128,527 ) — (552,702 ) Other investing activities — 3,924 (9,900 ) — (5,976 ) Net transactions with related parties — 61,891 — (61,891 ) — Net cash used in investing activities — (172,036 ) (256,560 ) (61,891 ) (490,487 ) Financing activities: Excess tax benefit from exercises of stock options 65 — — — 65 Proceeds from the issuance of common stock 59,148 — — — 59,148 Repurchase of common stock, including transaction costs (209,357 ) — — — (209,357 ) Tax withholding paid on behalf of employees for restricted stock units (15,516 ) — — — (15,516 ) Other financing activities — 14 — — 14 Net transactions with related parties — 1,587 (63,478 ) 61,891 — Net cash (used in) provided by financing activities (165,660 ) 1,601 (63,478 ) 61,891 (165,646 ) Effect of exchange rate changes on cash — — (1,105 ) — (1,105 ) Net increase (decrease) in cash and cash equivalents — 5,553 114,029 — 119,582 Cash and cash equivalents at the beginning of the period — 220,633 205,248 — 425,881 Cash and cash equivalents at the end of the period $ — $ 226,186 $ 319,277 $ — $ 545,463 Condensed Consolidating Statement of Cash Flows Fiscal Year 2016 (in thousands) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 282,955 $ 273,171 $ 131,801 $ — $ 687,927 Investing activities: Purchase of available-for-sale securities — (340,527 ) — — (340,527 ) Proceeds from maturities and sales of available-for-sale securities — 390,009 — — 390,009 Purchase of property and equipment — (244,817 ) (70,807 ) — (315,624 ) Other investing activities — (12,830 ) 258 — (12,572 ) Net cash used in investing activities — (208,165 ) (70,549 ) — (278,714 ) Financing activities: Proceeds from debt issuances 1,175,000 — — — 1,175,000 Payment of debt (175,000 ) — — — (175,000 ) Excess tax benefit from exercises of stock options 935 — — — 935 Debt issuance costs (13,588 ) — — — (13,588 ) Proceeds from the issuance of common stock 51,875 — — — 51,875 Repurchase of common stock, including transaction costs (1,300,009 ) — — — (1,300,009 ) Tax withholding paid on behalf of employees for restricted stock units (22,168 ) — — — (22,168 ) Other financing activities — 103 — — 103 Net transactions with related parties — 1,192 (1,192 ) — — Net cash (used in) provided by financing activities (282,955 ) 1,295 (1,192 ) — (282,852 ) Effect of exchange rate changes on cash — — (294 ) — (294 ) Net increase in cash and cash equivalents — 66,301 59,766 — 126,067 Cash and cash equivalents at the beginning of the period — 154,332 145,482 — 299,814 Cash and cash equivalents at the end of the period $ — $ 220,633 $ 205,248 $ — $ 425,881 Condensed Consolidating Statements of Cash Flows Fiscal Year 2015 (in thousands) Parent Company Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 25,059 $ 187,786 $ 92,779 $ — $ 305,624 Investing activities: Purchase of available-for-sale securities — (370,734 ) (17,000 ) — (387,734 ) Proceeds from maturities of available-for-sale securities — 234,185 27,000 — 261,185 Purchase of business, net of cash acquired — 165,665 58,659 — 224,324 Purchase of property and equipment — (116,868 ) (52,994 ) — (169,862 ) Other investing — 8,489 (344 ) — 8,145 Net cash (used in) provided by investing activities — (79,263 ) 15,321 — (63,942 ) Financing activities: Payment of debt — (87,503 ) — — (87,503 ) Excess tax benefit from exercises of stock options 13,993 — — — 13,993 Debt issuance cost — (36 ) — — (36 ) Proceeds from the issuance of common stock 46,072 — — — 46,072 Repurchase of common stock, including transaction costs (50,874 ) — — — (50,874 ) Tax withholding paid on behalf of employees for restricted stock units (34,250 ) — — — (34,250 ) Other financing — (300 ) — — (300 ) Net transactions with related parties — 1,376 (1,376 ) — — Net cash used in financing activities (25,059 ) (86,463 ) (1,376 ) — (112,898 ) Effect of exchange rate changes on cash — — (868 ) — (868 ) Net increase in cash and cash equivalents — 22,060 105,856 — 127,916 Cash and cash equivalents at the beginning of the period — 132,272 39,626 — 171,898 Cash and cash equivalents at the end of the period $ — $ 154,332 $ 145,482 $ — $ 299,814 |
Quarterly Financial Summary (41
Quarterly Financial Summary (Unaudited) (Tables) | 12 Months Ended |
Apr. 01, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Summary (Unaudited) | QUARTERLY FINANCIAL SUMMARY (UNAUDITED): Fiscal 2017 Quarter (in thousands, except per share data) First Second Third Fourth Revenue $ 698,537 $ 864,698 $ 826,347 $ 642,992 Gross profit 276,475 316,799 310,642 231,596 Net (loss) income (5,675 ) (1),(2),(3) 11,847 (1),(2),(3) (78,638 ) (1),(2),(3),(4) 55,908 (1),(2),(3),(5) Net (loss) income per share: Basic $ (0.04 ) $ 0.09 $ (0.62 ) $ 0.44 Diluted $ (0.04 ) $ 0.09 $ (0.62 ) $ 0.43 Fiscal 2016 Quarter (in thousands, except per share data) First Second Third Fourth Revenue $ 673,641 $ 708,335 $ 620,681 $ 608,069 Gross profit 279,517 284,848 230,988 254,200 Net income (loss) 2,036 (1),(2) 4,448 (1),(2),(6) (11,127 ) (1),(2),(3) (24,202 ) (1),(2),(3),(7) Net income (loss) per share: Basic $ 0.01 $ 0.03 $ (0.08 ) $ (0.18 ) Diluted $ 0.01 $ 0.03 $ (0.08 ) $ (0.18 ) 1. The Company recorded integration related expenses of $5.3 million , $5.0 million , $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017 , respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million , $5.6 million , $5.0 million , and $5.5 million in the first, second, third and fourth quarters of fiscal 2016 , respectively, associated with the Business Combination (Note 6). 2. The Company recorded restructuring expenses of $0.8 million , $0.5 million , $0.4 million , and $0.4 million in the first, second, third and fourth quarters of fiscal 2017 , respectively. The Company recorded restructuring expenses of $2.9 million , $3.8 million , $3.0 million , and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). 3. In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million , $14.9 million , $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017 , respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016 , respectively (Note 8). 4. Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). 5. Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). 6. Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). 7. Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). |
The Company and Its Significa42
The Company and Its Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 28, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Jan. 01, 2015 | ||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Current Fiscal Year End Date | --04-01 | |||||
Maturity Period For Available For Sale Investments Classification As Current Investments Minimum [greater than] | 3 months | |||||
Maturity Period For Available For Sale Investments Classification As Current Investments Maximum [less than] | 1 year | |||||
Maturity Period for Available for Sale Investments Classification As Long Term Investments Minimum [exceeding] | 1 year | |||||
Value Added Tax Receivable | $ 55,400,000 | $ 37,300,000 | ||||
Goodwill | [1] | $ 2,140,586,000 | $ 2,173,914,000 | 2,135,697,000 | $ 2,140,586,000 | |
Period of Projected Net Cash Flows | 8 years | |||||
Goodwill, Impairment Loss | $ 0 | 0 | 0 | |||
Completed and transferred acquired in-process research and development during period | 220,000,000 | 203,000,000 | ||||
Accrued compensation and benefits | 98,700,000 | 76,300,000 | ||||
Interest Payable | $ 23,200,000 | 25,500,000 | ||||
Rebates As Percentage Of Sales [Less Than] | 7.00% | |||||
Percentage Of Net Revenue Other Agreements [Less Than] | 1.00% | |||||
Valuation Allowance, Methodologies and Assumptions | .50 | |||||
Total remaining unearned compensation cost related to nonvested restricted stock units and options | $ 70,500,000 | |||||
Weighted-average remaining service period of unearned compensation costs related to nonvested restricted stock units and options | 1 year 2 months 12 days | |||||
Minimum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Property, Plant and Equipment, Useful Life | 1 year | |||||
Maximum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Property, Plant and Equipment, Useful Life | 39 years | |||||
Technology licenses [Member] | Minimum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||
Technology licenses [Member] | Maximum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 8 years | |||||
Customer Relationships | Minimum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||||
Customer Relationships | Maximum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | |||||
Developed Technology | Minimum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||||
Developed Technology | Maximum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 6 years | |||||
Wafer Supply Agreement [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 4 years | |||||
Trade Names [Member] | Minimum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 2 years | |||||
Trade Names [Member] | Maximum [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||||
TriQuint Merger [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Goodwill | $ 2,036,700,000 | |||||
Finite-Lived Intangible Assets, Period Increase (Decrease) | 2,394,000,000 | |||||
TriQuint Merger [Member] | In-process research and development | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Indefinite-lived Intangible Assets, Period Increase (Decrease) | 470,000,000 | |||||
Infrastructure and Defense Products [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Goodwill | 384,893,000 | $ 422,411,000 | 384,194,000 | 384,893,000 | ||
Discount rate | 16.00% | |||||
Effect of one percent decrease in discount rate | $ 140,000,000 | |||||
Effect of a one percent increase in discount rate | 110,000,000 | |||||
Effect of one point decrease in long-term growth rate | 50,000,000 | |||||
Effect of a one percent increase in the long-term growth rate | 70,000,000 | |||||
Mobile Products [Member] | ||||||
The Company and Its Significant Accounting Policies [Line Items] | ||||||
Goodwill | $ 1,755,693,000 | $ 1,751,503,000 | $ 1,751,503,000 | $ 1,755,693,000 | ||
Long term growth rate | 3.00% | |||||
Discount rate | 15.00% | |||||
Effect of one percent decrease in discount rate | $ 660,000,000 | |||||
Effect of a one percent increase in discount rate | 560,000,000 | |||||
Effect of one point decrease in long-term growth rate | 290,000,000 | |||||
Effect of a one percent increase in the long-term growth rate | $ 340,000,000 | |||||
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. |
Concentrations of Credit Risk43
Concentrations of Credit Risk (Details) - Sales Revenue, Net [Member] - Customer Concentration Risk [Member] | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Apple [Member] | |||
Revenue from significant customers | |||
Percentage | 34.00% | 37.00% | 32.00% |
Huawei [Member] | |||
Revenue from significant customers | |||
Percentage | 11.00% | 12.00% | 7.00% |
Samsung [Member] | |||
Revenue from significant customers | |||
Percentage | 7.00% | 7.00% | 14.00% |
Concentrations of Credit Risk44
Concentrations of Credit Risk (Details Textual) | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||
Concentrations of Credit Risk (Textual) | |||
Percentage | 48.00% | 51.00% | 50.00% |
Investments and Fair Value Me45
Investments and Fair Value Measurements (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Schedule of Cash equivalents and available-for-sale securities | ||
Cost | $ 2,164 | $ 344,313 |
Gross unrealized gains | 19 | |
Gross unrealized losses | (429) | (351) |
Estimated fair value | 1,735 | 343,981 |
U.S. government/agency securities | ||
Schedule of Cash equivalents and available-for-sale securities | ||
Cost | 149,874 | |
Gross unrealized gains | 19 | |
Gross unrealized losses | (1) | |
Estimated fair value | 149,892 | |
Auction rate securities | ||
Schedule of Cash equivalents and available-for-sale securities | ||
Cost | 2,150 | 2,150 |
Gross unrealized losses | (429) | (350) |
Estimated fair value | 1,721 | 1,800 |
Corporate Debt | ||
Schedule of Cash equivalents and available-for-sale securities | ||
Cost | 45,510 | |
Estimated fair value | 45,510 | |
Money market funds | ||
Schedule of Cash equivalents and available-for-sale securities | ||
Cost | 14 | 146,779 |
Estimated fair value | $ 14 | $ 146,779 |
Investments and Fair Value Me46
Investments and Fair Value Measurements (Details 1) - Debt Securities [Member] - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Schedule of Cash equivalents and available-for-sale securities | ||
Cost of investments in cash equivalents and debt securities due in less than one year | $ 14 | $ 342,163 |
Cost of investments in cash equivalents and debt securities due after ten years | 2,150 | 2,150 |
Total cost of investments in cash equivalents and debt securities | 2,164 | 344,313 |
Estimated fair value of cash equivalents and investments in debt securities due in less than one year | 14 | 342,181 |
Estimated fair value of cash equivalents and investments in debt securities due after ten years | 1,721 | 1,800 |
Estimated fair value | $ 1,735 | $ 343,981 |
Investments and Fair Value Me47
Investments and Fair Value Measurements (Details 2) - Recurring [Member] - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | $ 1,721 | $ 197,202 | |
Deferred compensation plan assets | [1] | 10,237 | 6,468 |
Total assets measured at fair value | 11,972 | 350,449 | |
Deferred compensation plan liability | [1] | 10,237 | 6,468 |
Total liabilities measured at fair value | 10,237 | 6,468 | |
Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | 0 | 149,892 | |
Deferred compensation plan assets | [1] | 10,237 | 6,468 |
Total assets measured at fair value | 10,251 | 303,139 | |
Deferred compensation plan liability | [1] | 10,237 | 6,468 |
Total liabilities measured at fair value | 10,237 | 6,468 | |
Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | 1,721 | 47,310 | |
Total assets measured at fair value | 1,721 | 47,310 | |
U.S. government/agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | 149,892 | ||
U.S. government/agency securities | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | 149,892 | ||
Auction rate securities | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | [2] | 1,721 | 1,800 |
Auction rate securities | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | [2] | 1,721 | 1,800 |
Corporate Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | [3] | 45,510 | |
Corporate Debt | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities | [3] | 45,510 | |
Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Cash equivalents | 14 | 146,779 | |
Money market funds | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Cash equivalents | 14 | 146,779 | |
Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Cash equivalents | 14 | 146,779 | |
Cash and Cash Equivalents [Member] | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | |||
Cash equivalents | $ 14 | $ 146,779 | |
[1] | (3) The non-qualified deferred compensation plan provides eligible employees and members of the Board of Directors with the opportunity to defer a specified percentage of their cash compensation. The Company includes the asset deferred by the participants in the “Other current assets” and “Other non-current assets” line items of its Consolidated Balance Sheets and the Company's obligation to deliver the deferred compensation in the "Other current liabilities" and “Other long-term liabilities” line items of its Consolidated Balance Sheets. | ||
[2] | (1) ARS are debt instruments with interest rates that reset through periodic short-term auctions. The Company's Level 2 ARS are valued based on quoted prices for identical or similar instruments in markets that are not active. | ||
[3] | (2) Corporate debt includes corporate bonds and commercial paper which are valued using observable market prices for identical securities that are traded in less active markets. |
Investments and Fair Value Me48
Investments and Fair Value Measurements (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Aug. 04, 2015 | |
Schedule of Cash equivalents and available-for-sale securities | |||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss | $ 0 | $ 0 | |
Available-for-sale Securities, Gross Realized Gains | 0 | 10,000 | |
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value | 400 | 400 | |
Fair value of available-for-sale securities in a continuous unrealized loss position | 1,700 | 55,600 | |
Unrealized losses on available-for-sale securities in a continuous unrealized loss position | 400 | 400 | |
Estimated fair value | 1,735 | 343,981 | |
U.S. government/agency securities | |||
Schedule of Cash equivalents and available-for-sale securities | |||
Estimated fair value | 149,892 | ||
Fair Value, Inputs, Level 3 [Member] | |||
Schedule of Cash equivalents and available-for-sale securities | |||
Estimated fair value | $ 0 | $ 0 | |
Cavendish [Member] | |||
Schedule of Cash equivalents and available-for-sale securities | |||
Equity Method Investments | $ 25,000 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Components of inventories | ||
Raw materials | $ 92,282 | $ 89,928 |
Work in process | 198,339 | 228,626 |
Finished goods | 139,833 | 108,997 |
Total inventories | $ 430,454 | $ 427,551 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Property, Plant and Equipment [Abstract] | ||
Land | $ 25,025 | $ 25,255 |
Building and leasehold improvements | 384,784 | 337,875 |
Machinery and equipment | 1,565,233 | 1,188,310 |
Furniture and fixtures | 14,482 | 13,884 |
Computer equipment and software | 79,689 | 51,641 |
Property, Plant and Equipment, Gross | 2,069,213 | 1,616,965 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 981,328 | 751,898 |
Property And Equipment Net Excluding Construction In Progress | 1,087,885 | 865,067 |
Construction in progress | 304,047 | 181,821 |
Property and equipment, net | $ 1,391,932 | $ 1,046,888 |
Business Acquisitions (Details)
Business Acquisitions (Details) - Pro Forma [Member] - TriQuint Merger [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Apr. 02, 2016USD ($)$ / shares | |
Business Acquisition, Pro Forma Information [Line Items] | |
Revenue | $ | $ 2,556,045 |
Net income (loss) | $ | $ 30,447 |
Basic net income (loss) per share | $ / shares | $ 0.21 |
Diluted net income (loss) per share | $ / shares | $ 0.20 |
Business Acquisitions (Details
Business Acquisitions (Details Textual) $ / shares in Units, $ in Thousands | Apr. 29, 2016USD ($) | Jan. 01, 2015USD ($)$ / shares | Apr. 01, 2017USD ($)$ / shares | Dec. 31, 2016USD ($) | Oct. 01, 2016USD ($) | Jul. 02, 2016USD ($) | Apr. 02, 2016USD ($) | Jan. 02, 2016USD ($) | Oct. 03, 2015USD ($) | Jun. 27, 2015USD ($) | Mar. 28, 2015USD ($) | Apr. 01, 2017USD ($)$ / shares | Apr. 02, 2016USD ($) | Mar. 28, 2015USD ($) | |||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Share Price | $ / shares | $ 66.36 | $ 68.56 | $ 68.56 | ||||||||||||||||||||
Business combination, Cash acquired | $ 700 | ||||||||||||||||||||||
Share exchange ratio (before giving effect to the reverse stock split) | 1.6749 | ||||||||||||||||||||||
Reverse stock split | one-for-four | ||||||||||||||||||||||
Goodwill | [1] | $ 2,173,914 | $ 2,135,697 | $ 2,140,586 | $ 2,173,914 | $ 2,135,697 | $ 2,140,586 | ||||||||||||||||
Goodwill, Purchase Accounting Adjustments | 4,889 | ||||||||||||||||||||||
Net loss | 55,908 | [2],[3],[4],[5] | $ (78,638) | [2],[4],[5],[6] | $ 11,847 | [2],[4],[5] | $ (5,675) | [2],[4],[5] | (24,202) | [2],[4],[5],[7] | $ (11,127) | [2],[4],[5] | $ 4,448 | [4],[5],[8] | $ 2,036 | [4],[5] | (16,558) | (28,845) | 196,303 | ||||
Income (loss) from operations | 88,059 | 11,968 | 122,466 | ||||||||||||||||||||
Acquisition-related costs | 12,200 | ||||||||||||||||||||||
Restructuring costs | 400 | 400 | 500 | 800 | 500 | 3,000 | 3,800 | 2,900 | |||||||||||||||
Integration related costs | $ 2,700 | $ 3,900 | $ 5,000 | $ 5,300 | $ 5,500 | $ 5,000 | $ 5,600 | $ 10,400 | 16,900 | 26,500 | 31,300 | ||||||||||||
GreenPeak [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Business Combination, Consideration Transferred | (118,100) | ||||||||||||||||||||||
Goodwill | $ 38,200 | ||||||||||||||||||||||
TriQuint Merger [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Business Combination, Consideration Transferred | $ (5,254,400) | ||||||||||||||||||||||
Goodwill | 2,036,700 | ||||||||||||||||||||||
Revenue | 259,500 | ||||||||||||||||||||||
Net loss | $ 132,500 | ||||||||||||||||||||||
Restructuring costs | 2,000 | $ 10,100 | $ 10,900 | ||||||||||||||||||||
MP [Member] | TriQuint Merger [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Goodwill | 1,745,500 | ||||||||||||||||||||||
IDP [Member] | TriQuint Merger [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Goodwill | $ 291,200 | ||||||||||||||||||||||
Property, Plant and Equipment [Member] | TriQuint Merger [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Goodwill, Purchase Accounting Adjustments | 3,800 | ||||||||||||||||||||||
Deferred Taxes [Member] | TriQuint Merger [Member] | |||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||
Goodwill, Purchase Accounting Adjustments | $ 1,100 | ||||||||||||||||||||||
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. | ||||||||||||||||||||||
[2] | In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million, $14.9 million, $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017, respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016, respectively (Note 8). | ||||||||||||||||||||||
[3] | Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||||||
[4] | The Company recorded integration related expenses of $5.3 million, $5.0 million, $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017, respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million, $5.6 million, $5.0 million, and $5.5 million in the first, second, third and fourth quarters of fiscal 2016, respectively, associated with the Business Combination (Note 6). | ||||||||||||||||||||||
[5] | The Company recorded restructuring expenses of $0.8 million, $0.5 million, $0.4 million, and $0.4 million in the first, second, third and fourth quarters of fiscal 2017, respectively. The Company recorded restructuring expenses of $2.9 million, $3.8 million, $3.0 million, and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). | ||||||||||||||||||||||
[6] | Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||||||
[7] | Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). | ||||||||||||||||||||||
[8] | Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | ||
Goodwill [Roll Forward] | ||||
Goodwill, Beginning Balance | [1] | $ 2,135,697 | $ 2,140,586 | |
Goodwill, Purchase Accounting Adjustments | (4,889) | |||
Goodwill, Ending Balance | [1] | 2,173,914 | 2,135,697 | |
Goodwill, accumulated impairment losses and write-offs | 621,600 | 621,600 | $ 621,600 | |
Mobile Products [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill, Beginning Balance | 1,751,503 | 1,755,693 | ||
Goodwill, Purchase Accounting Adjustments | (4,190) | |||
Goodwill, Ending Balance | 1,751,503 | 1,751,503 | ||
Infrastructure and Defense Products [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill, Beginning Balance | 384,194 | 384,893 | ||
Goodwill, Purchase Accounting Adjustments | (699) | |||
Goodwill, Ending Balance | 422,411 | $ 384,194 | ||
GreenPeak [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill, Acquired During Period | 38,217 | |||
GreenPeak [Member] | Mobile Products [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill, Acquired During Period | 0 | |||
GreenPeak [Member] | Infrastructure and Defense Products [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill, Acquired During Period | $ 38,217 | |||
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. |
Goodwill and Intangible Asset54
Goodwill and Intangible Assets (Details 1) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Gross carrying amounts and amortization of intangibles | ||
Accumulated Amortization | $ 1,257,665 | $ 763,640 |
Gross Carrying Amount | 2,658,228 | 2,576,155 |
Technology licenses [Member] | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 13,346 | 12,446 |
Accumulated Amortization | 11,711 | 11,021 |
Noncompete Agreements [Member] | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 1,026 | 0 |
Accumulated Amortization | 470 | 0 |
Customer Relationships | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 1,272,725 | 1,267,103 |
Accumulated Amortization | 656,688 | 377,357 |
Developed Technology | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 1,209,335 | 915,163 |
Accumulated Amortization | 481,441 | 277,736 |
Wafer supply agreement [Member] | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 20,443 | 20,443 |
Accumulated Amortization | 20,443 | 20,443 |
Trade Names [Member] | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 29,353 | 29,000 |
Accumulated Amortization | 21,912 | 12,083 |
Backlog [Member] | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | 65,000 | 65,000 |
Accumulated Amortization | 65,000 | 65,000 |
In-process research and development | ||
Gross carrying amounts and amortization of intangibles | ||
Gross Carrying Amount | $ 47,000 | $ 267,000 |
Goodwill and Intangible Asset55
Goodwill and Intangible Assets (Details 2) $ in Thousands | Apr. 01, 2017USD ($) |
Estimated Amortization Expense | |
2,018 | $ 540,954 |
2,019 | 455,451 |
2,020 | 206,986 |
2,021 | 155,525 |
2,022 | $ 26,849 |
Goodwill and Intangible Asset56
Goodwill and Intangible Assets (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 28, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Goodwill and Intangible Assets [Line Items] | ||||
Intangible assets amortization (Note 7) | $ 494,752 | $ 494,589 | $ 142,749 | |
TriQuint Merger [Member] | ||||
Goodwill and Intangible Assets [Line Items] | ||||
Intangible assets amortization (Note 7) | $ 120,333 | 473,792 | 482,257 | |
TriQuint Merger [Member] | Cost of goods sold | ||||
Goodwill and Intangible Assets [Line Items] | ||||
Intangible assets amortization (Note 7) | 49,583 | 190,792 | 199,257 | |
TriQuint Merger [Member] | Selling, general and administrative | ||||
Goodwill and Intangible Assets [Line Items] | ||||
Intangible assets amortization (Note 7) | $ 70,750 | $ 283,000 | $ 283,000 |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | Apr. 29, 2016 | Mar. 28, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Jan. 01, 2015 | |
Goodwill and Intangible Assets [Line Items] | |||||||
Goodwill | [1] | $ 2,140,586 | $ 2,173,914 | $ 2,135,697 | $ 2,140,586 | ||
Intangible assets amortization (Note 6) | 494,752 | 494,589 | 142,749 | ||||
In-process research and development placed in service | 220,000 | 203,000 | |||||
In-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Intangible assets | $ 47,000 | 267,000 | |||||
Transferred and in service in-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 4 years | ||||||
GreenPeak [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | $ 82,100 | ||||||
Goodwill | 38,200 | ||||||
GreenPeak [Member] | Developed Technology | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | $ 74,200 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | ||||||
GreenPeak [Member] | Customer Relationships | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | $ 5,600 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | ||||||
TriQuint Merger [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Goodwill | $ 2,036,700 | ||||||
Intangible assets amortization (Note 6) | 120,333 | $ 473,792 | 482,257 | ||||
Finite-Lived Intangible Assets, Period Increase (Decrease) | 2,394,000 | ||||||
TriQuint Merger [Member] | In-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | 470,000 | ||||||
Indefinite-lived Intangible Assets, Period Increase (Decrease) | 470,000 | ||||||
Mobile Products [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Goodwill | 1,755,693 | 1,751,503 | 1,751,503 | 1,755,693 | |||
Mobile Products [Member] | TriQuint Merger [Member] | In-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | 350,000 | ||||||
Intangible assets | 37,000 | ||||||
Infrastructure and Defense Products [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Goodwill | 384,893 | 422,411 | $ 384,194 | $ 384,893 | |||
Infrastructure and Defense Products [Member] | TriQuint Merger [Member] | In-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-lived Intangible Assets Acquired | $ 120,000 | ||||||
Intangible assets | $ 10,000 | ||||||
Minimum [Member] | Developed Technology | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||||||
Minimum [Member] | Customer Relationships | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||||||
Minimum [Member] | Transferred and in service in-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 4 years | ||||||
Minimum [Member] | Infrastructure and Defense Products [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Remaining research and development costs | $ 2,000 | ||||||
Maximum [Member] | Developed Technology | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 6 years | ||||||
Maximum [Member] | Customer Relationships | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||||
Maximum [Member] | Transferred and in service in-process research and development | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Asset, Useful Life | 6 years | ||||||
Maximum [Member] | Infrastructure and Defense Products [Member] | |||||||
Goodwill and Intangible Assets [Line Items] | |||||||
Remaining research and development costs | $ 3,000 | ||||||
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt (Note 8) | $ 989,154 | $ 988,130 |
Unamortized Debt Issuance Expense | 10,846 | 11,870 |
6.75% Senior Notes due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt (Note 8) | 450,000 | 450,000 |
7.00% Senior Notes due 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt (Note 8) | $ 550,000 | $ 550,000 |
Debt (Details Textual)
Debt (Details Textual) $ in Thousands | 12 Months Ended | |||||
Apr. 01, 2017USD ($) | Apr. 02, 2016USD ($) | Mar. 28, 2015USD ($) | Nov. 19, 2015USD ($) | Nov. 12, 2015 | Apr. 07, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||
Interest paid | $ 71,171 | $ 2,164 | $ 930 | |||
Net carrying amount of debt | 989,154 | 988,130 | ||||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest Expense, Borrowings | 69,900 | 25,800 | ||||
Interest Costs Capitalized | 13,600 | 5,200 | ||||
Interest paid | $ 71,200 | |||||
6.75% Senior Notes due 2023 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Face Amount | $ 450,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | |||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | |||||
Debt Instrument, Redemption Price, Percentage | 106.75% | |||||
Long-term Debt, Fair Value | $ 489,400 | 465,800 | ||||
Net carrying amount of debt | $ 450,000 | 450,000 | ||||
7.00% Senior Notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Face Amount | $ 550,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | |||||
Debt Instrument, Redemption Price, Percentage | 107.00% | |||||
Long-term Debt, Fair Value | $ 607,800 | 581,600 | ||||
Net carrying amount of debt | $ 550,000 | $ 550,000 | ||||
Bank of America Syndicate [Member] | Revolving Credit Facility [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300,000 | |||||
Line of Credit Facility, Maximum amount of increase that may be requested | 150,000 | |||||
Bank of America Syndicate [Member] | Standby Letters of Credit [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 25,000 | |||||
Bank of America Syndicate [Member] | Swingline Loan [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000 | |||||
Bank of America Syndicate [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Consolidated Total Leverage Ratio Allowed | 3 | 2.50 | ||||
Line of Credit Facility, Minimum Consolidated Interest Coverage Ratio Required | 3 | |||||
Bank of America Syndicate [Member] | Federal Funds Rate [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||
Bank of America Syndicate [Member] | Eurodollar [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Bank of America Syndicate [Member] | Default rate increase [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Maximum [Member] | Bank of America Syndicate [Member] | Eurodollar [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | |||||
Maximum [Member] | Bank of America Syndicate [Member] | Base Rate [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||
Minimum [Member] | Bank of America Syndicate [Member] | Eurodollar [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||
Minimum [Member] | Bank of America Syndicate [Member] | Base Rate [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.50% |
Retirement Benefit Plans (Detai
Retirement Benefit Plans (Details) $ in Millions | 12 Months Ended | ||
Apr. 01, 2017USD ($) | Apr. 02, 2016USD ($) | Mar. 28, 2015USD ($) | |
U. S. Defined Contribution Plan [Member] | |||
Retirement Benefit Plan (Textual) | |||
Defined Contribution Plan, Company Contribution Amount | $ 11.5 | $ 11.7 | $ 6.5 |
Non-Qualified Deferred Compensation Plan [Member] | |||
Retirement Benefit Plan (Textual) | |||
Assets held in rabbi trust | 10.2 | 6.5 | |
Assets held in rabbi trust, current | 0.7 | 0.5 | |
Assets held in rabbi trust, noncurrent | 9.5 | 6 | |
Germany Defined Pension Plan [Member] | |||
Retirement Benefit Plan (Textual) | |||
Defined benefit plan insurance receivable | 3.3 | 3.4 | |
Defined Benefit Pension Plan, Benefit Obligation | 11.4 | 11.3 | |
Defined Benefit Pension Plan, Net Periodic Benefit Cost | $ 0.6 | $ 0.8 | $ 0.4 |
Number of retirement benefit plans offered by the Company | 2 |
Commitments and Contingent Li61
Commitments and Contingent Liabilities (Details) $ in Thousands | Apr. 01, 2017USD ($) |
Schedule of Operating Lease Future Minimum Lease Payments [Line Items] | |
2,017 | $ 13,720 |
2,018 | 10,802 |
2,019 | 8,036 |
2,020 | 7,439 |
2,021 | 6,193 |
Thereafter | 17,266 |
Total minimum payment | $ 63,456 |
Commitments and Contingent Li62
Commitments and Contingent Liabilities (Details Textual) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017USD ($)period | Apr. 02, 2016USD ($) | Mar. 28, 2015USD ($) | |
Commitments and Contingent Liabilities (Textual) | |||
Total future minimum lease payments | $ 63,456 | ||
Rent expense under operating leases | $ 14,800 | $ 14,200 | $ 12,100 |
Facility [Member] | |||
Commitments and Contingent Liabilities (Textual) | |||
Number of renewal periods for operating leases | period | 2 | ||
Operating lease renewal period | 10 years | ||
Facility [Member] | Minimum [Member] | |||
Commitments and Contingent Liabilities (Textual) | |||
Operating Leases, remaining terms | 1 year | ||
Facility [Member] | Maximum [Member] | |||
Commitments and Contingent Liabilities (Textual) | |||
Operating Leases, remaining terms | 11 years | ||
Equipment [Member] | Minimum [Member] | |||
Commitments and Contingent Liabilities (Textual) | |||
Operating Leases, remaining terms | 1 year | ||
Equipment [Member] | Maximum [Member] | |||
Commitments and Contingent Liabilities (Textual) | |||
Operating Leases, remaining terms | 3 years |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring costs | $ 0.4 | $ 0.4 | $ 0.5 | $ 0.8 | $ 0.5 | $ 3 | $ 3.8 | $ 2.9 | |||
Accrued Liabilities [Member] | Employee termination benefits | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring obligations | 1.6 | 1.6 | $ 1.6 | $ 1.6 | |||||||
Other Noncurrent Liabilities [Member] | Lease obligations | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring obligations | $ 2.1 | $ 2.5 | 2.1 | 2.5 | |||||||
Other operating expense | |||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||
Restructuring costs | $ 2.1 | $ 10.2 | $ 12.4 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Income (loss) before income taxes | |||
United States | $ 2,439 | $ (35,923) | $ 127,281 |
Foreign | 24,866 | 33,061 | (6,040) |
Income (loss) before income taxes | $ 27,305 | $ (2,862) | $ 121,241 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Apr. 01, 2017 | Dec. 31, 2016 | Apr. 02, 2016 | Oct. 03, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | ||
Current (expense) benefit: | ||||||||
Federal | $ (23,835) | $ (4,285) | $ (15,862) | |||||
State | (476) | (541) | (2,871) | |||||
Foreign | (47,579) | (33,346) | (16,175) | |||||
Total current (expense) benefit | (71,890) | (38,172) | (34,908) | |||||
Deferred (expense) benefit: | ||||||||
Federal | 2,762 | 27,794 | 100,884 | |||||
State | 3,659 | (31,229) | [1] | 3,928 | ||||
Foreign | 21,606 | 15,624 | 5,158 | |||||
Total deferred (expense) benefit | 28,027 | 12,189 | 109,970 | |||||
Total | $ 93,200 | $ (123,200) | $ (21,500) | $ (13,800) | $ (43,863) | $ (25,983) | $ 75,062 | |
[1] | (1) In fiscal 2016, the state deferred tax expense included a $31.0 million income tax expense related to an increase in the valuation allowance for the deferred tax asset related to state net operating losses and tax credits. |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Apr. 01, 2017 | Dec. 31, 2016 | Apr. 02, 2016 | Oct. 03, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
ReconciliationOfProvisionOfIncomeTaxes [Line Items] | |||||||
Income tax expense at statutory federal rate | $ (9,557) | $ 1,002 | $ (42,434) | ||||
Income tax expense at statutory federal rate, Percentage | 35.00% | 35.00% | 35.00% | ||||
Decrease (increase) resulting from: | |||||||
State benefit (provision), net of federal (provision) benefit | $ (662) | $ (1,320) | $ (6,710) | ||||
State benefit (provision), net of federal (provision) benefit, Percentage | 2.42% | (46.14%) | 5.53% | ||||
Research and development credits | $ 15,352 | $ 15,459 | $ 3,538 | ||||
Research and development credits, Percentage | (56.22%) | 540.21% | (2.92%) | ||||
Effect of changes in income tax rate applied to net deferred tax assets | $ 1,163 | $ (2,716) | $ (20) | ||||
Effect of changes in income tax rate applied to net deferred tax assets, Percentage | (4.26%) | (94.92%) | 0.02% | ||||
Foreign tax rate difference | $ (11,298) | $ 4,114 | $ (13,342) | ||||
Foreign tax rate difference, Percentage | 41.38% | 143.77% | 11.00% | ||||
Effective income tax rate reconciliation, foreign permanent differences, amount | $ (8,432) | $ (1,700) | $ 0 | ||||
Effective income tax rate reconciliation, foreign permanent differences, percent | 30.88% | (59.40%) | 0.00% | ||||
Change in valuation allowance | $ 1,363 | $ (25,120) | $ 135,812 | ||||
Change in valuation allowance, Percentage | (4.99%) | (877.84%) | (112.02%) | ||||
Stock-based compensation | $ (3,228) | $ (5,362) | $ (1,309) | ||||
Share-based compensation, Percentage | 11.82% | (187.37%) | 1.08% | ||||
Tax reserve adjustments | $ (21,789) | $ (8,699) | $ (3,928) | ||||
Tax reserve adjustments, Percentage | 79.80% | (303.99%) | 3.24% | ||||
Deemed dividend | $ (6,989) | $ (3,984) | $ (2,751) | ||||
Deemed Dividend, Percentage | 25.60% | (139.21%) | 2.27% | ||||
Domestic production activities deduction | $ 0 | $ 0 | $ 2,620 | ||||
Domestic production activities deduction, Percent | (0.00%) | (0.00%) | (2.16%) | ||||
Other income tax benefit (expense) | $ 214 | $ 2,343 | $ 3,586 | ||||
Other income tax benefit (expense), Percentage | (0.79%) | 81.89% | (2.95%) | ||||
Total | $ 93,200 | $ (123,200) | $ (21,500) | $ (13,800) | $ (43,863) | $ (25,983) | $ 75,062 |
Total, Percentage | 160.64% | (908.00%) | (61.91%) |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Deferred income tax assets: | ||
Inventory reserve | $ 15,599 | $ 19,588 |
Equity compensation | 83,333 | 93,340 |
Accumulated depreciation/basis difference | 0 | 11,512 |
Net operating loss carry-forwards | 40,575 | 52,050 |
Research and other credits | 92,793 | 85,782 |
Employee benefits | 13,247 | 12,659 |
Other deferred assets | 23,355 | 19,876 |
Total deferred income tax assets | 268,902 | 294,807 |
Valuation allowance | (33,104) | (34,682) |
Total deferred income tax assets, net of valuation allowance | 235,798 | 260,125 |
Deferred income tax liabilities: | ||
Amortization and purchase accounting basis difference | (258,422) | (322,578) |
Accumulated depreciation/basis difference | (91,337) | (70,140) |
Deferred gain | 0 | (1,227) |
Total deferred tax liabilities | 349,759 | 393,945 |
Amounts included in consolidated balance sheets: | ||
Non-current assets | 17,550 | 18,340 |
Non-current liabilities | (131,511) | (152,160) |
Total deferred income tax liabilities | $ (113,961) | $ (133,820) |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Reconciliation of gross unrecognized tax benefits | |||
Beginning balance | $ 69,052 | $ 59,397 | $ 39,423 |
Additions based on positions related to current year | 20,036 | 9,374 | 1,246 |
Additions for tax positions in prior years | 1,878 | 2,723 | 23,986 |
Reductions for tax positions in prior years | (29) | (1,973) | (5,258) |
Expiration of statute of limitations | (322) | (469) | 0 |
Ending balance | $ 90,615 | $ 69,052 | $ 59,397 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 28, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Mar. 29, 2014 | |
Income Taxes (Textual) | |||||
Valuation Allowance | $ 33,104 | $ 34,682 | |||
Valuation Allowance, Deferred Tax Asset, Change in Amount | (1,600) | $ 20,900 | $ (129,500) | ||
North Carolina State Corporate Tax Rate | 5.00% | ||||
New North Carolina State Corporate Tax Rate | 4.00% | ||||
Undistributed earnings of foreign subsidiaries | 993,000 | ||||
Foreign jurisdiction exemption reduction, Dollar Amount | $ 2,700 | $ 8,300 | |||
Foreign jurisdiction exemption reduction, per share amount | $ 0.02 | $ 0.06 | |||
Gross unrecognized tax benefits | $ 59,397 | $ 90,615 | $ 69,052 | $ 59,397 | $ 39,423 |
Unrecognized tax benefits, if recognized, would impact the effective tax rate | 55,000 | 84,400 | 64,200 | 55,000 | |
Additions for tax positions in prior years | 1,878 | 2,723 | 23,986 | ||
Interest and penalties expense (benefit) recognized related to uncertain tax positions | 2,100 | 1,600 | 1,200 | ||
Accrued interest and penalties related to unrecognized tax benefits | 3,400 | 7,100 | 5,000 | 3,400 | |
Long-term Tax Liability | $ 16,600 | ||||
Period gross unrecognized tax benefits may be reduced | 12 months | ||||
Taxes Payable, Current | $ 31,700 | 29,900 | |||
State Deferred Tax Assets [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | 31,000 | ||||
Domestic and foreign deferred tax assets [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | (135,700) | ||||
Domestic deferred tax assets [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance | 13,600 | 32,300 | 29,500 | 13,600 | |
Foreign [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance | 200 | 800 | 5,200 | 200 | |
Valuation Allowance, Deferred Tax Asset, Change in Amount | (5,200) | 5,000 | |||
TriQuint merger deferred tax asset [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | (4,300) | ||||
Amalfi acquisition deferred tax asset [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | $ 6,200 | ||||
State net operating losses and credits [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | 2,800 | $ 20,200 | |||
Foreign net operating losses [Member] | |||||
Income Taxes (Textual) | |||||
Valuation Allowance, Deferred Tax Asset, Change in Amount | 800 | ||||
U.S. Federal [Member] | |||||
Income Taxes (Textual) | |||||
Loss carryovers | 202,600 | ||||
State [Member] | |||||
Income Taxes (Textual) | |||||
Loss carryovers | 209,300 | ||||
Research Tax Credit Carryforward [Member] | |||||
Income Taxes (Textual) | |||||
Income tax credits | 104,800 | ||||
Foreign [Member] | |||||
Income Taxes (Textual) | |||||
Income tax credits | 5,000 | ||||
State [Member] | |||||
Income Taxes (Textual) | |||||
Income tax credits | 57,400 | ||||
Alternative mininmum tax [Member] | |||||
Income Taxes (Textual) | |||||
Income tax credits | 3,200 | ||||
TriQuint Merger [Member] | |||||
Income Taxes (Textual) | |||||
Additions for tax positions in prior years | $ 17,100 | ||||
CHINA | Foreign [Member] | |||||
Income Taxes (Textual) | |||||
Loss carryovers | 3,300 | ||||
NETHERLANDS | Foreign [Member] | |||||
Income Taxes (Textual) | |||||
Loss carryovers | $ 55,400 |
Net (Loss) Income Per Share (De
Net (Loss) Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |||||||||
Numerator: | |||||||||||||||||||
Numerator for basic and diluted net (loss) income per share - net (loss) income available to common stockholders | $ 55,908 | [1],[2],[3],[4] | $ (78,638) | [1],[3],[4],[5] | $ 11,847 | [1],[3],[4] | $ (5,675) | [1],[3],[4] | $ (24,202) | [1],[3],[4],[6] | $ (11,127) | [1],[3],[4] | $ 4,448 | [3],[4],[7] | $ 2,036 | [3],[4] | $ (16,558) | $ (28,845) | $ 196,303 |
Denominator: | |||||||||||||||||||
Denominator for basic net (loss) income per share — weighted average shares | 127,121 | 141,937 | 90,477 | ||||||||||||||||
Effect of dilutive securities: | |||||||||||||||||||
Stock-based awards | 0 | 0 | 2,734 | ||||||||||||||||
Denominator for diluted net (loss) income per share — adjusted weighted average shares and assumed conversions | 127,121 | 141,937 | 93,211 | ||||||||||||||||
Basic net (loss) income per share | $ 0.44 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.17 | ||||||||
Diluted net (loss) income per share | $ 0.43 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.11 | ||||||||
[1] | In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million, $14.9 million, $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017, respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016, respectively (Note 8). | ||||||||||||||||||
[2] | Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[3] | The Company recorded integration related expenses of $5.3 million, $5.0 million, $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017, respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million, $5.6 million, $5.0 million, and $5.5 million in the first, second, third and fourth quarters of fiscal 2016, respectively, associated with the Business Combination (Note 6). | ||||||||||||||||||
[4] | The Company recorded restructuring expenses of $0.8 million, $0.5 million, $0.4 million, and $0.4 million in the first, second, third and fourth quarters of fiscal 2017, respectively. The Company recorded restructuring expenses of $2.9 million, $3.8 million, $3.0 million, and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). | ||||||||||||||||||
[5] | Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[6] | Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). | ||||||||||||||||||
[7] | Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). |
Net (Loss) Income Per Share (71
Net (Loss) Income Per Share (Details Textual) - shares shares in Millions | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Earnings Per Share [Abstract] | |||
Shares excluded from the computation of diluted shares outstanding | 4.8 | 5 | 0.1 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Apr. 01, 2017USD ($)$ / sharesshares | |
Summary of activity of the Company's director and employee stock option plans | |
Outstanding beginning balance, Shares | shares | 6,134 |
Outstanding beginning balance, Weighted-Average Exercise Price | $ / shares | $ 18.93 |
Granted, Shares | shares | 0 |
Granted, Weighted-Average Exercise Price | $ / shares | $ 0 |
Exercised, Shares | shares | (1,915) |
Exercised, Weighted-Average Exercise Price | $ / shares | $ 16.91 |
Canceled, Shares | shares | (34) |
Canceled, Weighted-Average Exercise Price | $ / shares | $ 33.26 |
Forfeited, Shares | shares | (8) |
Forfeited, Weighted-Average Exercise Price | $ / shares | $ 30.26 |
Outstanding ending balance, Shares | shares | 4,177 |
Outstanding ending balance, Weighted-Average Exercise Price | $ / shares | $ 19.72 |
Outstanding ending balance, Weighted-Average Remaining Contractual Term | 4 years 4 months 10 days |
Outstanding ending balance, Aggregate Intrinsic Value | $ | $ 204,035 |
Vested and expected to vest, Shares | shares | 4,176 |
Vested and expected to vest, Weighted-Average Exercise Price | $ / shares | $ 19.71 |
Vested and expected to vest, Weighted-Average Remaining Contractual Term | 4 years 4 months 10 days |
Vested and expected to vest, Aggregate Intrinsic Value | $ | $ 204,012 |
Options exercisable, Shares | shares | 3,960 |
Options exercisable, Weighted-Average Exercise Price Ending Balance | $ / shares | $ 19 |
Options exercisable, Weighted-Average Remaining Contractual Term Ending Balance | 4 years 3 months 29 days |
Options exercisable, Aggregate Intrinsic Value | $ | $ 196,233 |
Stock-Based Compensation (Det73
Stock-Based Compensation (Details 1) - $ / shares | 12 Months Ended | |
Apr. 02, 2016 | Mar. 28, 2015 | |
Assumptions used for stock option plans | ||
Expected volatility | 42.80% | 40.60% |
Expected dividend yield | 0.00% | 0.00% |
Expected term (in years) | 5 years 8 months 23 days | 5 years 7 months 6 days |
Risk-free interest rate | 1.60% | 1.70% |
Weighted-average grant-date fair value of options granted during the period | $ 32.62 | $ 22.49 |
Stock-Based Compensation (Det74
Stock-Based Compensation (Details 2) shares in Thousands | 12 Months Ended |
Apr. 01, 2017$ / sharesshares | |
Restricted share plans | |
Balance at beginning balance, Shares | shares | 2,095 |
Balance at beginning balance, Weighted-Average Grant-Date Fair Value | $ / shares | $ 47.09 |
Granted, Shares | shares | 1,223 |
Granted, Weighted-Average Grant-Date Fair Value | $ / shares | $ 52.80 |
Vested, Shares | shares | (857) |
Vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 37.59 |
Forfeited, Shares | shares | (86) |
Forfeited, Weighted-Average Grant-Date Fair Value | $ / shares | $ 53.10 |
Balance at ending balance, Shares | shares | 2,375 |
Balance at ending balance, Weighted-Average Grant-Date Fair Value | $ / shares | $ 53 |
Stock-Based Compensation (Det75
Stock-Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Jan. 01, 2015 | Apr. 01, 2006 | |
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 6,989,000 | ||||
Shares granted | 0 | ||||
Expected term (in years) | 5 years 8 months 23 days | 5 years 7 months 6 days | |||
Stock-based compensation expense | $ 88,845 | $ 139,516 | $ 64,941 | ||
Closing stock price | $ 68.56 | $ 66.36 | |||
Total intrinsic value of options exercised | $ 81,000 | 74,900 | 83,700 | ||
Cash received from the exercise of stock options (excluding accrued unremitted employee funds) | $ 58,000 | ||||
Annual forfeiture rate | 1.60% | ||||
Total remaining unearned compensation cost related to nonvested restricted stock unit | $ 70,500 | ||||
Weighted-average remaining service period of unearned compensation costs related to nonvested restricted stock units | 1 year 2 months 12 days | ||||
Total fair value of vested restricted stock units | $ 46,100 | $ 60,200 | $ 93,500 | ||
Certain officers of the Company (Section 16 Officers) [Member] | |||||
Share-Based Compensation (Textual) | |||||
Shares granted | 400,000 | ||||
Stock-based compensation expense | $ 21,000 | ||||
Employee Stock Purchase Plan [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 5,100,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Market Price | 85.00% | ||||
Period employees can acquire common stock | 6 months | ||||
Shares issued under plan | 700,000 | 400,000 | 100,000 | ||
2006 Directors' Stock Option Plan [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 0 | ||||
Reserved additional shares of common stock | 300,000 | ||||
1996 Stock Incentive Program - TriQuint [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Market Price | 100.00% | ||||
Expected term (in years) | 10 years | ||||
2008 Inducement Award Plan - TriQuint [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Market Price | 100.00% | ||||
Expected term (in years) | 10 years | ||||
2009 Incentive Plan - TriQuint [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Market Price | 100.00% | ||||
Expected term (in years) | 10 years | ||||
2013 Incentive Plan - TriQuint [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 2,900,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Market Price | 100.00% | ||||
Expected term (in years) | 10 years | ||||
2015 Inducement Stock Plan - Qorvo [Member] | |||||
Share-Based Compensation (Textual) | |||||
Maximum number of shares of common stock to be issued under plan | 300,000 | ||||
Maximum available options under the plan, description | The maximum number of shares issuable under the 2015 Inducement Plan may not exceed the sum of (a) 0.3 million shares, plus (b) any shares of common stock (i) remaining available for issuance as of the effective date of the 2015 Inducement Stock Plan under the TriQuint 2008 Inducement Award Plan and (ii) subject to an award granted under the TriQuint 2008 Inducement Award Plan, which awards are forfeited, canceled, terminated, expire or lapse for any reason. | ||||
Shares granted | 0 | 0 | 0 | ||
2012 Stock Incentive Plan - RF Micro Devices [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 3,900,000 | ||||
Maximum number of shares of common stock to be issued under plan | 4,300,000 | ||||
Expiration period | 10 years | ||||
2003 Stock Incentive Plan - RF Micro Devices [Member] | |||||
Share-Based Compensation (Textual) | |||||
Number of shares available for grant or issuance | 0 | ||||
Performance-based restricted stock [Member] | 2012 Stock Incentive Plan - RF Micro Devices [Member] | |||||
Share-Based Compensation (Textual) | |||||
Shares granted | 200,000 | ||||
Restricted Stock [Member] | |||||
Share-Based Compensation (Textual) | |||||
Vesting period | 4 years | ||||
Total remaining unearned compensation cost related to nonvested restricted stock unit | $ 67,300 | ||||
Weighted-average remaining service period of unearned compensation costs related to nonvested restricted stock units | 1 year 3 months 10 days | ||||
Stock Options [Member] | |||||
Share-Based Compensation (Textual) | |||||
Expiration period | 10 years | ||||
Vesting period | 4 years | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 3,200 | ||||
Weighted-average remaining service period of unearned compensation costs related to nonvested restricted stock units | 9 months 18 days | ||||
Performance and service-based restricted stock units [Member] | |||||
Share-Based Compensation (Textual) | |||||
Vesting percentage when earned | 50.00% | ||||
Vesting period | 2 years | ||||
Performance period 1 [Member] | |||||
Share-Based Compensation (Textual) | |||||
Vesting period | 1 year | ||||
Performance period 2 [Member] | |||||
Share-Based Compensation (Textual) | |||||
Vesting period | 2 years | ||||
Performance period 3 [Member] | |||||
Share-Based Compensation (Textual) | |||||
Vesting period | 3 years |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares shares in Thousands | Apr. 01, 2017 | Apr. 02, 2016 |
Common stock reserved for future issuance | ||
Outstanding stock options under formal directors’ and employees’ stock option plans | 4,177 | 6,134 |
Possible future issuance under Company stock incentive plans | 6,989 | |
Employee stock purchase plan | 5,135 | |
Restricted stock-based units granted | 2,375 | 2,095 |
Total shares reserved | 18,676 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Mar. 10, 2016 | Feb. 16, 2016 | Jan. 01, 2015 | Jul. 02, 2016 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Nov. 03, 2016 | Nov. 05, 2015 | Aug. 11, 2015 | Feb. 05, 2015 |
Shareholders' Equity (Textual) | |||||||||||
Stock Repurchased During Period, Shares | 4,084,000 | 24,258,000 | 759,000 | ||||||||
Stock Repurchased During Period, Value | $ 209,357 | $ 1,300,009 | $ 50,874 | ||||||||
Common stock reserved for future issuance | 18,676,000 | ||||||||||
Common stock, shares authorized | 405,000,000 | 405,000,000 | |||||||||
Accelerated Share Repurchases, Shares Received | 400,000 | 10,000,000 | |||||||||
Fractional shares repurchased during the period, shares | 13,160,000 | ||||||||||
Fractional shares repurchased during the period, value | $ 900 | ||||||||||
RFMD [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.25 | ||||||||||
TriQuint [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.4187 | ||||||||||
November 2016 Program [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 500,000 | ||||||||||
Stock Repurchase Program, Authorized Amount rolled into new plan | $ 150,000 | ||||||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 382,000 | ||||||||||
August 2015 Program [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 400,000 | ||||||||||
February 2015 Program [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 200,000 | ||||||||||
Stock Repurchased During Period, Shares | 800,000 | ||||||||||
November 2015 Program [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 1,000,000 | ||||||||||
Accelerated Share Repurchases, Settlement (Payment) or Receipt | $ 500,000 | ||||||||||
Accelerated share repurchase, total shares received | 10,400,000 | ||||||||||
November 2015 Program [Member] | Collared Agreement [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 250,000 | ||||||||||
Accelerated Share Repurchases, Shares Received | 2,000,000 | 3,100,000 | |||||||||
Accelerated Share Repurchases, percent | 50.00% | ||||||||||
Accelerated Share Repurchases, Initial Price Paid Per Share | $ 40.78 | ||||||||||
November 2015 Program [Member] | Uncollared Agreement [Member] | |||||||||||
Shareholders' Equity (Textual) | |||||||||||
Share repurchase program, authorized amount | $ 250,000 | ||||||||||
Accelerated Share Repurchases, Shares Received | 4,900,000 | ||||||||||
Accelerated Share Repurchases, percent | 80.00% | ||||||||||
Accelerated Share Repurchases, Initial Price Paid Per Share | $ 40.78 |
Operating Segment and Geograp78
Operating Segment and Geographical Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | ||
Revenue: | ||||||||||||
Revenue | $ 642,992 | $ 826,347 | $ 864,698 | $ 698,537 | $ 608,069 | $ 620,681 | $ 708,335 | $ 673,641 | $ 3,032,574 | $ 2,610,726 | $ 1,710,966 | |
Income from operations: | ||||||||||||
Income from operations | 88,059 | 11,968 | 122,466 | |||||||||
Interest expense | $ (13,100) | $ (13,800) | $ (14,900) | $ (14,500) | $ (13,900) | $ (6,700) | (58,879) | (23,316) | (1,421) | |||
Interest income | 1,212 | 2,068 | 450 | |||||||||
Other (expense) income | (3,087) | 6,418 | (254) | |||||||||
(Loss) income before income taxes | 27,305 | (2,862) | 121,241 | |||||||||
Operating Segments [Member] | MP [Member] | ||||||||||||
Revenue: | ||||||||||||
Revenue | 2,384,041 | 2,083,334 | 1,395,035 | |||||||||
Income from operations: | ||||||||||||
Income from operations | 554,001 | 591,751 | 404,382 | |||||||||
Operating Segments [Member] | IDP [Member] | ||||||||||||
Revenue: | ||||||||||||
Revenue | 644,653 | 523,512 | 313,274 | |||||||||
Income from operations: | ||||||||||||
Income from operations | 152,539 | 108,370 | 72,262 | |||||||||
All other [Member] | ||||||||||||
Revenue: | ||||||||||||
Revenue | [1] | 3,880 | 3,880 | 2,657 | ||||||||
Income from operations: | ||||||||||||
Income from operations | $ (618,481) | $ (688,153) | $ (354,178) | |||||||||
[1] | (1) "All other" revenue relates to royalty income that is not allocated to MP or IDP. |
Operating Segment and Geograp79
Operating Segment and Geographical Information (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Reconciliation of "All other" category: | |||
Stock-based compensation expense | $ (88,845) | $ (139,516) | $ (64,941) |
Amortization of intangible assets | (494,752) | (494,589) | (142,749) |
Income from operations | 88,059 | 11,968 | 122,466 |
All other [Member] | |||
Reconciliation of "All other" category: | |||
Stock-based compensation expense | (88,845) | (139,516) | (64,941) |
Amortization of intangible assets | (494,387) | (494,589) | (142,749) |
Acquired inventory step-up and revaluation | (1,517) | 0 | (72,850) |
Acquisition and integration related costs | (25,391) | (26,503) | (41,539) |
Restructuring and disposal costs | (1,696) | (4,235) | (14,175) |
IPR litigation costs | 4,337 | (1,205) | (8,263) |
Start-up costs | (9,694) | (14,110) | (1,698) |
Other expenses (including (gain) loss on assets and other miscellaneous corporate overhead) | (1,288) | (7,995) | (7,963) |
Income from operations | $ (618,481) | $ (688,153) | $ (354,178) |
Operating Segment and Geograp80
Operating Segment and Geographical Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Revenues from External Customers [Line Items] | |||||||||||
Revenue | $ 642,992 | $ 826,347 | $ 864,698 | $ 698,537 | $ 608,069 | $ 620,681 | $ 708,335 | $ 673,641 | $ 3,032,574 | $ 2,610,726 | $ 1,710,966 |
Geographic Concentration Risk [Member] | Sales [Member] | United States | |||||||||||
Revenues from External Customers [Line Items] | |||||||||||
Revenue | $ 467,031 | $ 306,328 | $ 315,775 | ||||||||
Percentage | 15.00% | 12.00% | 18.00% | ||||||||
Geographic Concentration Risk [Member] | Sales [Member] | International | |||||||||||
Revenues from External Customers [Line Items] | |||||||||||
Revenue | $ 2,565,543 | $ 2,304,398 | $ 1,395,191 | ||||||||
Geographic Concentration Risk [Member] | Sales [Member] | Asia | |||||||||||
Revenues from External Customers [Line Items] | |||||||||||
Percentage | 81.00% | 83.00% | 75.00% | ||||||||
Geographic Concentration Risk [Member] | Sales [Member] | Europe | |||||||||||
Revenues from External Customers [Line Items] | |||||||||||
Percentage | 3.00% | 4.00% | 6.00% | ||||||||
Geographic Concentration Risk [Member] | Sales [Member] | Other | |||||||||||
Revenues from External Customers [Line Items] | |||||||||||
Percentage | 1.00% | 1.00% | 1.00% |
Operating Segment and Geograp81
Operating Segment and Geographical Information (Details 3) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 |
Long-Lived Assets [Line Items] | |||
Long-lived tangible assets | $ 1,391,932 | $ 1,046,888 | |
CHINA | |||
Long-Lived Assets [Line Items] | |||
Long-lived tangible assets | 244,728 | 183,836 | $ 126,509 |
Geographic Concentration Risk [Member] | Property, Plant and Equipment [Member] | United States | |||
Long-Lived Assets [Line Items] | |||
Long-lived tangible assets | 1,082,754 | 816,882 | 697,305 |
Geographic Concentration Risk [Member] | Property, Plant and Equipment [Member] | Other Countries | |||
Long-Lived Assets [Line Items] | |||
Long-lived tangible assets | $ 64,450 | $ 46,170 | $ 59,557 |
Operating Segment and Geograp82
Operating Segment and Geographical Information (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |
Operating Segment and Geographic Information (Textual) | |||||||||||
Revenue | $ 642,992 | $ 826,347 | $ 864,698 | $ 698,537 | $ 608,069 | $ 620,681 | $ 708,335 | $ 673,641 | $ 3,032,574 | $ 2,610,726 | $ 1,710,966 |
Long-lived tangible assets | 1,391,932 | 1,046,888 | 1,391,932 | 1,046,888 | |||||||
China [Member] | |||||||||||
Operating Segment and Geographic Information (Textual) | |||||||||||
Long-lived tangible assets | $ 244,728 | $ 183,836 | $ 244,728 | $ 183,836 | $ 126,509 | ||||||
Geographic Concentration Risk [Member] | Sales [Member] | China [Member] | |||||||||||
Operating Segment and Geographic Information (Textual) | |||||||||||
Percentage | 62.00% | 61.00% | 49.00% | ||||||||
Revenue | $ 1,866,000 | $ 1,601,000 | $ 841,000 | ||||||||
Geographic Concentration Risk [Member] | Sales [Member] | Taiwan [Member] | |||||||||||
Operating Segment and Geographic Information (Textual) | |||||||||||
Percentage | 13.00% | 14.00% | 19.00% | ||||||||
Revenue | $ 398,400 | $ 365,100 | $ 332,500 |
Consolidating Financial Infor83
Consolidating Financial Information Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Mar. 29, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Cash and cash equivalents | $ 545,463 | $ 425,881 | $ 299,814 | $ 171,898 | |
Short-term Investments | 0 | 186,808 | |||
Accounts receivable, less allowance | 357,948 | 316,356 | |||
Intercompany receivables | 0 | 0 | |||
Inventories | 430,454 | 427,551 | |||
Prepaid expenses | 36,229 | 63,850 | |||
Other receivables | 65,247 | 47,380 | |||
Other current assets | 26,264 | 41,384 | |||
Total current assets | 1,461,605 | 1,509,210 | |||
Property and equipment, net (Notes 1 & 5) | 1,391,932 | 1,046,888 | |||
Goodwill | [1] | 2,173,914 | 2,135,697 | 2,140,586 | |
Intangible assets, net | 1,400,563 | 1,812,515 | |||
Long-term Investments | 35,494 | 26,050 | |||
Long-term intercompany accounts and notes receivable | 0 | 0 | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 0 | 0 | |||
Other Assets, Noncurrent | 58,815 | 66,459 | |||
Total assets | 6,522,323 | 6,596,819 | |||
Accounts payable | 216,246 | 205,364 | |||
Intercompany accounts and notes payable | 0 | 0 | |||
Accrued liabilities | 170,584 | 137,889 | |||
Other current liabilities | 31,998 | 30,548 | |||
Total current liabilities | 418,828 | 373,801 | |||
Long-term debt (Note 8) | 989,154 | 988,130 | |||
Deferred tax liabilities | 131,511 | 152,160 | |||
Long-term intercompany accounts and notes payable | 0 | 0 | |||
Other long-term liabilities | 86,108 | 83,056 | |||
Total liabilities | 1,625,601 | 1,597,147 | |||
Total stockholders’ equity | 4,896,722 | 4,999,672 | 6,173,160 | 676,351 | |
Total liabilities and stockholders’ equity | 6,522,323 | 6,596,819 | |||
Parent Company [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Short-term Investments | 0 | ||||
Accounts receivable, less allowance | 0 | 0 | |||
Intercompany receivables | 0 | 0 | |||
Inventories | 0 | 0 | |||
Prepaid expenses | 0 | 0 | |||
Other receivables | 0 | 0 | |||
Other current assets | 0 | 0 | |||
Total current assets | 0 | 0 | |||
Property and equipment, net (Notes 1 & 5) | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Intangible assets, net | 0 | 0 | |||
Long-term Investments | 0 | 0 | |||
Long-term intercompany accounts and notes receivable | 0 | 0 | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 6,142,568 | 6,151,120 | |||
Other Assets, Noncurrent | 820 | 1,091 | |||
Total assets | 6,143,388 | 6,152,211 | |||
Accounts payable | 0 | 0 | |||
Intercompany accounts and notes payable | 0 | 0 | |||
Accrued liabilities | 23,150 | 25,445 | |||
Other current liabilities | 0 | 0 | |||
Total current liabilities | 23,150 | 25,445 | |||
Long-term debt (Note 8) | 989,154 | 988,130 | |||
Deferred tax liabilities | (83,333) | (93,340) | |||
Long-term intercompany accounts and notes payable | 317,695 | 232,303 | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | 1,246,666 | 1,152,538 | |||
Total stockholders’ equity | 4,896,722 | 4,999,673 | |||
Total liabilities and stockholders’ equity | 6,143,388 | 6,152,211 | |||
Guarantor Subsidiaries [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 226,186 | 220,633 | 154,332 | 132,272 | |
Short-term Investments | 186,808 | ||||
Accounts receivable, less allowance | 57,874 | 203,488 | |||
Intercompany receivables | 392,075 | 532,508 | |||
Inventories | 131,225 | 186,627 | |||
Prepaid expenses | 29,032 | 56,151 | |||
Other receivables | 7,239 | 37,033 | |||
Other current assets | 25,534 | 40,866 | |||
Total current assets | 869,165 | 1,464,114 | |||
Property and equipment, net (Notes 1 & 5) | 1,078,761 | 807,586 | |||
Goodwill | 1,121,941 | 1,118,642 | |||
Intangible assets, net | 599,618 | 786,314 | |||
Long-term Investments | 25,971 | 26,050 | |||
Long-term intercompany accounts and notes receivable | 447,613 | 564,397 | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 2,596,172 | 2,588,302 | |||
Other Assets, Noncurrent | 33,249 | 39,478 | |||
Total assets | 6,772,490 | 7,394,883 | |||
Accounts payable | 111,799 | 141,792 | |||
Intercompany accounts and notes payable | 36,603 | 404,330 | |||
Accrued liabilities | 111,700 | 93,609 | |||
Other current liabilities | 55 | 20,122 | |||
Total current liabilities | 260,157 | 659,853 | |||
Long-term debt (Note 8) | 0 | 0 | |||
Deferred tax liabilities | 171,284 | 195,462 | |||
Long-term intercompany accounts and notes payable | 138,398 | 267,823 | |||
Other long-term liabilities | 35,014 | 39,288 | |||
Total liabilities | 604,853 | 1,162,426 | |||
Total stockholders’ equity | 6,167,637 | 6,232,457 | |||
Total liabilities and stockholders’ equity | 6,772,490 | 7,394,883 | |||
Non-Guarantor Subsidiaries [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 319,277 | 205,248 | 145,482 | 39,626 | |
Short-term Investments | 0 | ||||
Accounts receivable, less allowance | 300,074 | 112,868 | |||
Intercompany receivables | 36,603 | 404,330 | |||
Inventories | 322,559 | 325,346 | |||
Prepaid expenses | 7,197 | 7,699 | |||
Other receivables | 58,008 | 10,347 | |||
Other current assets | 730 | 518 | |||
Total current assets | 1,044,448 | 1,066,356 | |||
Property and equipment, net (Notes 1 & 5) | 314,910 | 239,495 | |||
Goodwill | 1,051,973 | 1,017,055 | |||
Intangible assets, net | 800,945 | 1,026,201 | |||
Long-term Investments | 9,523 | 0 | |||
Long-term intercompany accounts and notes receivable | 138,398 | 267,823 | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 0 | 0 | |||
Other Assets, Noncurrent | 24,746 | 25,890 | |||
Total assets | 3,384,943 | 3,642,820 | |||
Accounts payable | 104,447 | 66,508 | |||
Intercompany accounts and notes payable | 392,075 | 532,508 | |||
Accrued liabilities | 35,734 | 18,835 | |||
Other current liabilities | 31,943 | 10,426 | |||
Total current liabilities | 564,199 | 628,277 | |||
Long-term debt (Note 8) | 0 | 0 | |||
Deferred tax liabilities | 43,560 | 50,038 | |||
Long-term intercompany accounts and notes payable | 129,918 | 332,094 | |||
Other long-term liabilities | 51,094 | 43,768 | |||
Total liabilities | 788,771 | 1,054,177 | |||
Total stockholders’ equity | 2,596,172 | 2,588,643 | |||
Total liabilities and stockholders’ equity | 3,384,943 | 3,642,820 | |||
Consolidating Entries and Eliminations [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | |
Short-term Investments | 0 | ||||
Accounts receivable, less allowance | 0 | 0 | |||
Intercompany receivables | (428,678) | (936,838) | |||
Inventories | (23,330) | (84,422) | |||
Prepaid expenses | 0 | 0 | |||
Other receivables | 0 | 0 | |||
Other current assets | 0 | 0 | |||
Total current assets | (452,008) | (1,021,260) | |||
Property and equipment, net (Notes 1 & 5) | (1,739) | (193) | |||
Goodwill | 0 | 0 | |||
Intangible assets, net | 0 | 0 | |||
Long-term Investments | 0 | 0 | |||
Long-term intercompany accounts and notes receivable | (586,011) | (832,220) | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | (8,738,740) | (8,739,422) | |||
Other Assets, Noncurrent | 0 | 0 | |||
Total assets | (9,778,498) | (10,593,095) | |||
Accounts payable | 0 | (2,936) | |||
Intercompany accounts and notes payable | (428,678) | (936,838) | |||
Accrued liabilities | 0 | 0 | |||
Other current liabilities | 0 | 0 | |||
Total current liabilities | (428,678) | (939,774) | |||
Long-term debt (Note 8) | 0 | 0 | |||
Deferred tax liabilities | 0 | 0 | |||
Long-term intercompany accounts and notes payable | (586,011) | (832,220) | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | (1,014,689) | (1,771,994) | |||
Total stockholders’ equity | (8,763,809) | (8,821,101) | |||
Total liabilities and stockholders’ equity | $ (9,778,498) | $ (10,593,095) | |||
[1] | The Company’s goodwill balance is presented net of accumulated impairment losses and write-offs of $621.6 million. |
Consolidating Financial Infor84
Consolidating Financial Information Condensed Consolidating Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | |||||||||
Revenue | $ 642,992 | $ 826,347 | $ 864,698 | $ 698,537 | $ 608,069 | $ 620,681 | $ 708,335 | $ 673,641 | $ 3,032,574 | $ 2,610,726 | $ 1,710,966 | ||||||||
Cost of Goods Sold | 1,897,062 | 1,561,173 | 1,021,658 | ||||||||||||||||
Gross Profit | 231,596 | 310,642 | 316,799 | 276,475 | 254,200 | 230,988 | 284,848 | 279,517 | 1,135,512 | 1,049,553 | 689,308 | ||||||||
Operating Expenses [Abstract] | |||||||||||||||||||
Research and development | 470,836 | 448,763 | 257,494 | ||||||||||||||||
Selling, general and administrative | 545,588 | 534,099 | 249,886 | ||||||||||||||||
Other operating expense (income) | 31,029 | 54,723 | 59,462 | ||||||||||||||||
Total operating expenses | 1,047,453 | 1,037,585 | 566,842 | ||||||||||||||||
Income (loss) from operations | 88,059 | 11,968 | 122,466 | ||||||||||||||||
Interest expense | (13,100) | (13,800) | (14,900) | (14,500) | (13,900) | (6,700) | (58,879) | (23,316) | (1,421) | ||||||||||
Interest income | 1,212 | 2,068 | 450 | ||||||||||||||||
Other (expense) income | (3,087) | 6,418 | (254) | ||||||||||||||||
Income (loss) before income taxes | 27,305 | (2,862) | 121,241 | ||||||||||||||||
Income Tax (Benefit) Expense | 93,200 | (123,200) | (21,500) | (13,800) | (43,863) | (25,983) | 75,062 | ||||||||||||
Income in subsidiaries | 0 | 0 | 0 | ||||||||||||||||
Net (loss) income | $ 55,908 | [1],[2],[3],[4] | $ (78,638) | [1],[3],[4],[5] | $ 11,847 | [1],[3],[4] | $ (5,675) | [1],[3],[4] | $ (24,202) | [1],[3],[4],[6] | $ (11,127) | [1],[3],[4] | $ 4,448 | [3],[4],[7] | $ 2,036 | [3],[4] | (16,558) | (28,845) | 196,303 |
Comprehensive income (loss) | (17,731) | (31,854) | 196,964 | ||||||||||||||||
Parent Company [Member] | |||||||||||||||||||
Revenue | 0 | 0 | 0 | ||||||||||||||||
Cost of Goods Sold | 0 | 0 | 0 | ||||||||||||||||
Gross Profit | 0 | 0 | 0 | ||||||||||||||||
Operating Expenses [Abstract] | |||||||||||||||||||
Research and development | 35,379 | 67,158 | 18,335 | ||||||||||||||||
Selling, general and administrative | 53,465 | 72,358 | 23,776 | ||||||||||||||||
Other operating expense (income) | 0 | 0 | 0 | ||||||||||||||||
Total operating expenses | 88,844 | 139,516 | 42,111 | ||||||||||||||||
Income (loss) from operations | (88,844) | (139,516) | (42,111) | ||||||||||||||||
Interest expense | (57,344) | (21,895) | 0 | ||||||||||||||||
Interest income | 0 | 0 | 0 | ||||||||||||||||
Other (expense) income | 0 | 0 | 0 | ||||||||||||||||
Income (loss) before income taxes | (146,188) | (161,411) | (42,111) | ||||||||||||||||
Income Tax (Benefit) Expense | 46,003 | 44,014 | 13,350 | ||||||||||||||||
Income in subsidiaries | 83,627 | 88,552 | 35,243 | ||||||||||||||||
Net (loss) income | (16,558) | (28,845) | 6,482 | ||||||||||||||||
Comprehensive income (loss) | (17,731) | (31,854) | 6,482 | ||||||||||||||||
Guarantor Subsidiaries [Member] | |||||||||||||||||||
Revenue | 1,316,576 | 2,212,062 | 2,523,495 | ||||||||||||||||
Cost of Goods Sold | 979,190 | 1,778,336 | 1,910,297 | ||||||||||||||||
Gross Profit | 337,386 | 433,726 | 613,198 | ||||||||||||||||
Operating Expenses [Abstract] | |||||||||||||||||||
Research and development | 40,918 | 106,560 | 202,337 | ||||||||||||||||
Selling, general and administrative | 253,531 | 151,814 | 160,538 | ||||||||||||||||
Other operating expense (income) | 16,065 | 50,928 | 55,774 | ||||||||||||||||
Total operating expenses | 310,514 | 309,302 | 418,649 | ||||||||||||||||
Income (loss) from operations | 26,872 | 124,424 | 194,549 | ||||||||||||||||
Interest expense | (2,619) | (2,419) | (2,770) | ||||||||||||||||
Interest income | 4,457 | 2,650 | 1,009 | ||||||||||||||||
Other (expense) income | 426 | 5,467 | (906) | ||||||||||||||||
Income (loss) before income taxes | 29,136 | 130,122 | 191,882 | ||||||||||||||||
Income Tax (Benefit) Expense | (63,893) | (49,751) | 73,268 | ||||||||||||||||
Income in subsidiaries | 68,718 | 13,619 | (1,346) | ||||||||||||||||
Net (loss) income | 33,961 | 93,990 | 263,804 | ||||||||||||||||
Comprehensive income (loss) | 34,014 | 89,738 | 267,724 | ||||||||||||||||
Non-Guarantor Subsidiaries [Member] | |||||||||||||||||||
Revenue | 2,918,865 | 2,762,150 | 1,408,913 | ||||||||||||||||
Cost of Goods Sold | 2,023,715 | 2,060,702 | 1,260,814 | ||||||||||||||||
Gross Profit | 895,150 | 701,448 | 148,099 | ||||||||||||||||
Operating Expenses [Abstract] | |||||||||||||||||||
Research and development | 416,869 | 304,219 | 45,751 | ||||||||||||||||
Selling, general and administrative | 370,812 | 360,593 | 90,055 | ||||||||||||||||
Other operating expense (income) | 8,409 | 2,447 | 3,475 | ||||||||||||||||
Total operating expenses | 796,090 | 667,259 | 139,281 | ||||||||||||||||
Income (loss) from operations | 99,060 | 34,189 | 8,818 | ||||||||||||||||
Interest expense | (3,129) | (3,029) | (1,583) | ||||||||||||||||
Interest income | 759 | 3,003 | 2,281 | ||||||||||||||||
Other (expense) income | (1,999) | (298) | 694 | ||||||||||||||||
Income (loss) before income taxes | 94,691 | 33,865 | 10,210 | ||||||||||||||||
Income Tax (Benefit) Expense | (25,973) | (20,246) | (11,556) | ||||||||||||||||
Income in subsidiaries | 0 | 0 | 0 | ||||||||||||||||
Net (loss) income | 68,718 | 13,619 | (1,346) | ||||||||||||||||
Comprehensive income (loss) | 67,492 | 14,862 | (4,605) | ||||||||||||||||
Consolidating Entries and Eliminations [Member] | |||||||||||||||||||
Revenue | (1,202,867) | (2,363,486) | (2,221,442) | ||||||||||||||||
Cost of Goods Sold | (1,105,843) | (2,277,865) | (2,149,453) | ||||||||||||||||
Gross Profit | (97,024) | (85,621) | (71,989) | ||||||||||||||||
Operating Expenses [Abstract] | |||||||||||||||||||
Research and development | (22,330) | (29,174) | (8,929) | ||||||||||||||||
Selling, general and administrative | (132,220) | (50,666) | (24,483) | ||||||||||||||||
Other operating expense (income) | 6,555 | 1,348 | 213 | ||||||||||||||||
Total operating expenses | (147,995) | (78,492) | (33,199) | ||||||||||||||||
Income (loss) from operations | 50,971 | (7,129) | (38,790) | ||||||||||||||||
Interest expense | 4,213 | 4,027 | 2,932 | ||||||||||||||||
Interest income | (4,004) | (3,585) | (2,840) | ||||||||||||||||
Other (expense) income | (1,514) | 1,249 | (42) | ||||||||||||||||
Income (loss) before income taxes | 49,666 | (5,438) | (38,740) | ||||||||||||||||
Income Tax (Benefit) Expense | 0 | 0 | 0 | ||||||||||||||||
Income in subsidiaries | (152,345) | (102,171) | (33,894) | ||||||||||||||||
Net (loss) income | (102,679) | (107,609) | (72,634) | ||||||||||||||||
Comprehensive income (loss) | $ (101,506) | $ (104,600) | $ (72,637) | ||||||||||||||||
[1] | In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million, $14.9 million, $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017, respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016, respectively (Note 8). | ||||||||||||||||||
[2] | Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[3] | The Company recorded integration related expenses of $5.3 million, $5.0 million, $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017, respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million, $5.6 million, $5.0 million, and $5.5 million in the first, second, third and fourth quarters of fiscal 2016, respectively, associated with the Business Combination (Note 6). | ||||||||||||||||||
[4] | The Company recorded restructuring expenses of $0.8 million, $0.5 million, $0.4 million, and $0.4 million in the first, second, third and fourth quarters of fiscal 2017, respectively. The Company recorded restructuring expenses of $2.9 million, $3.8 million, $3.0 million, and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). | ||||||||||||||||||
[5] | Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | ||||||||||||||||||
[6] | Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). | ||||||||||||||||||
[7] | Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). |
Consolidating Financial Infor85
Consolidating Financial Information Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Mar. 29, 2014 | |
Net Cash Provided by (Used in) Operating Activities | $ 776,820 | $ 687,927 | $ 305,624 | |
Purchase of available-for-sale securities | (469) | (340,527) | (387,734) | |
Proceeds from maturities of available-for-sale securities | 186,793 | 390,009 | 261,185 | |
Purchase of business, net of cash acquired (Note 6) | (118,133) | 0 | 224,324 | |
Payments to Acquire Property, Plant, and Equipment | (552,702) | (315,624) | (169,862) | |
Other investing | (5,976) | (12,572) | 8,145 | |
Net transactions with related parties, investing | 0 | |||
Net cash used in investing activities | (490,487) | (278,714) | (63,942) | |
Proceeds from debt issuances | 0 | 1,175,000 | 0 | |
Repayments of Long-term Debt | 0 | (175,000) | (87,503) | |
Excess tax benefit from exercises of stock options | 65 | 935 | 13,993 | |
Debt issuance costs | 0 | (13,588) | (36) | |
Proceeds from the issuance of common stock | 59,148 | 51,875 | 46,072 | |
Repurchase of common stock, including transaction costs | (209,357) | (1,300,009) | (50,874) | |
Tax withholding paid on behalf of employees for restricted stock units | (15,516) | (22,168) | (34,250) | |
Other financing | 14 | 103 | (300) | |
Net transactions with related parties | 0 | 0 | 0 | |
Net cash used in financing activities | (165,646) | (282,852) | (112,898) | |
Effect of Exchange Rate on Cash and Cash Equivalents | (1,105) | (294) | (868) | |
Net increase in cash and cash equivalents | 119,582 | 126,067 | 127,916 | |
Cash and cash equivalents | 545,463 | 425,881 | 299,814 | $ 171,898 |
Parent Company [Member] | ||||
Net Cash Provided by (Used in) Operating Activities | 165,660 | 282,955 | 25,059 | |
Purchase of available-for-sale securities | 0 | 0 | 0 | |
Proceeds from maturities of available-for-sale securities | 0 | 0 | 0 | |
Purchase of business, net of cash acquired (Note 6) | 0 | 0 | ||
Payments to Acquire Property, Plant, and Equipment | 0 | 0 | 0 | |
Other investing | 0 | 0 | 0 | |
Net transactions with related parties, investing | 0 | |||
Net cash used in investing activities | 0 | 0 | 0 | |
Proceeds from debt issuances | 1,175,000 | 0 | ||
Repayments of Long-term Debt | (175,000) | 0 | ||
Excess tax benefit from exercises of stock options | 65 | 935 | 13,993 | |
Debt issuance costs | (13,588) | 0 | ||
Proceeds from the issuance of common stock | 59,148 | 51,875 | 46,072 | |
Repurchase of common stock, including transaction costs | (209,357) | (1,300,009) | (50,874) | |
Tax withholding paid on behalf of employees for restricted stock units | (15,516) | (22,168) | (34,250) | |
Other financing | 0 | 0 | 0 | |
Net transactions with related parties | 0 | 0 | 0 | |
Net cash used in financing activities | (165,660) | (282,955) | (25,059) | |
Effect of Exchange Rate on Cash and Cash Equivalents | 0 | 0 | 0 | |
Net increase in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Guarantor Subsidiaries [Member] | ||||
Net Cash Provided by (Used in) Operating Activities | 175,988 | 273,171 | 187,786 | |
Purchase of available-for-sale securities | (469) | (340,527) | (370,734) | |
Proceeds from maturities of available-for-sale securities | 186,793 | 390,009 | 234,185 | |
Purchase of business, net of cash acquired (Note 6) | 0 | 165,665 | ||
Payments to Acquire Property, Plant, and Equipment | (424,175) | (244,817) | (116,868) | |
Other investing | 3,924 | (12,830) | 8,489 | |
Net transactions with related parties, investing | 61,891 | |||
Net cash used in investing activities | (172,036) | (208,165) | (79,263) | |
Proceeds from debt issuances | 0 | 0 | ||
Repayments of Long-term Debt | 0 | (87,503) | ||
Excess tax benefit from exercises of stock options | 0 | 0 | 0 | |
Debt issuance costs | 0 | (36) | ||
Proceeds from the issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock, including transaction costs | 0 | 0 | 0 | |
Tax withholding paid on behalf of employees for restricted stock units | 0 | 0 | 0 | |
Other financing | 14 | 103 | (300) | |
Net transactions with related parties | 1,587 | 1,192 | 1,376 | |
Net cash used in financing activities | 1,601 | 1,295 | (86,463) | |
Effect of Exchange Rate on Cash and Cash Equivalents | 0 | 0 | 0 | |
Net increase in cash and cash equivalents | 5,553 | 66,301 | 22,060 | |
Cash and cash equivalents | 226,186 | 220,633 | 154,332 | 132,272 |
Non-Guarantor Subsidiaries [Member] | ||||
Net Cash Provided by (Used in) Operating Activities | 435,172 | 131,801 | 92,779 | |
Purchase of available-for-sale securities | 0 | 0 | (17,000) | |
Proceeds from maturities of available-for-sale securities | 0 | 0 | 27,000 | |
Purchase of business, net of cash acquired (Note 6) | (118,133) | 58,659 | ||
Payments to Acquire Property, Plant, and Equipment | (128,527) | (70,807) | (52,994) | |
Other investing | (9,900) | 258 | (344) | |
Net transactions with related parties, investing | 0 | |||
Net cash used in investing activities | (256,560) | (70,549) | 15,321 | |
Proceeds from debt issuances | 0 | 0 | ||
Repayments of Long-term Debt | 0 | 0 | ||
Excess tax benefit from exercises of stock options | 0 | 0 | 0 | |
Debt issuance costs | 0 | 0 | ||
Proceeds from the issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock, including transaction costs | 0 | 0 | 0 | |
Tax withholding paid on behalf of employees for restricted stock units | 0 | 0 | 0 | |
Other financing | 0 | 0 | 0 | |
Net transactions with related parties | (63,478) | (1,192) | (1,376) | |
Net cash used in financing activities | (63,478) | (1,192) | (1,376) | |
Effect of Exchange Rate on Cash and Cash Equivalents | (1,105) | (294) | (868) | |
Net increase in cash and cash equivalents | 114,029 | 59,766 | 105,856 | |
Cash and cash equivalents | 319,277 | 205,248 | 145,482 | 39,626 |
Consolidating Entries and Eliminations [Member] | ||||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 | 0 | |
Purchase of available-for-sale securities | 0 | 0 | 0 | |
Proceeds from maturities of available-for-sale securities | 0 | 0 | 0 | |
Purchase of business, net of cash acquired (Note 6) | 0 | 0 | ||
Payments to Acquire Property, Plant, and Equipment | 0 | 0 | 0 | |
Other investing | 0 | 0 | 0 | |
Net transactions with related parties, investing | (61,891) | |||
Net cash used in investing activities | (61,891) | 0 | 0 | |
Proceeds from debt issuances | 0 | 0 | ||
Repayments of Long-term Debt | 0 | 0 | ||
Excess tax benefit from exercises of stock options | 0 | 0 | 0 | |
Debt issuance costs | 0 | 0 | ||
Proceeds from the issuance of common stock | 0 | 0 | 0 | |
Repurchase of common stock, including transaction costs | 0 | 0 | 0 | |
Tax withholding paid on behalf of employees for restricted stock units | 0 | 0 | 0 | |
Other financing | 0 | 0 | 0 | |
Net transactions with related parties | 61,891 | 0 | 0 | |
Net cash used in financing activities | 61,891 | 0 | 0 | |
Effect of Exchange Rate on Cash and Cash Equivalents | 0 | 0 | 0 | |
Net increase in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information (Details textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 02, 2016 | Mar. 28, 2015 | Apr. 01, 2017 | Nov. 19, 2015 | |
6.75% Senior Notes due 2023 [Member] | ||||
Debt Instrument, Face Amount | $ 450,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | |||
7.00% Senior Notes due 2025 [Member] | ||||
Debt Instrument, Face Amount | $ 550,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||
Income (loss) in subsidiaries [Member] | ||||
Immaterial corrections | $ 13,619 | |||
Non-Guarantor Subsidiaries [Member] | Goodwill [Member] | ||||
Immaterial corrections | 750,174 | |||
Guarantor Subsidiaries [Member] | Goodwill [Member] | ||||
Immaterial corrections | (750,174) | |||
Guarantor Subsidiaries [Member] | Investment in subsidiaries [Member] | ||||
Immaterial corrections | 942,456 | |||
Guarantor Subsidiaries [Member] | Net income [Member] | ||||
Immaterial corrections | $ 13,619 | $ (1,348) | ||
Guarantor Subsidiaries [Member] | Income (loss) in subsidiaries [Member] | ||||
Immaterial corrections | $ (1,348) |
Quarterly Financial Summary (87
Quarterly Financial Summary (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Apr. 01, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 | Jun. 27, 2015 | Apr. 01, 2017 | Apr. 02, 2016 | Mar. 28, 2015 | Nov. 19, 2015 | |||||||||
Integration related costs | $ 2,700 | $ 3,900 | $ 5,000 | $ 5,300 | $ 5,500 | $ 5,000 | $ 5,600 | $ 10,400 | $ 16,900 | $ 26,500 | $ 31,300 | |||||||||
Restructuring costs | 400 | 400 | 500 | 800 | 500 | 3,000 | 3,800 | 2,900 | ||||||||||||
Interest Expense | 13,100 | 13,800 | 14,900 | 14,500 | 13,900 | 6,700 | 58,879 | 23,316 | 1,421 | |||||||||||
Income tax expense (benefit) | (93,200) | 123,200 | 21,500 | 13,800 | 43,863 | 25,983 | (75,062) | |||||||||||||
Quarterly Financial Summary (Unaudited) | ||||||||||||||||||||
Revenue | 642,992 | 826,347 | 864,698 | 698,537 | 608,069 | 620,681 | 708,335 | 673,641 | 3,032,574 | 2,610,726 | 1,710,966 | |||||||||
Gross profit | 231,596 | 310,642 | 316,799 | 276,475 | 254,200 | 230,988 | 284,848 | 279,517 | 1,135,512 | 1,049,553 | 689,308 | |||||||||
Net (loss) income | $ 55,908 | [1],[2],[3],[4] | $ (78,638) | [1],[3],[4],[5] | $ 11,847 | [1],[3],[4] | $ (5,675) | [1],[3],[4] | $ (24,202) | [1],[3],[4],[6] | $ (11,127) | [1],[3],[4] | $ 4,448 | [3],[4],[7] | $ 2,036 | [3],[4] | $ (16,558) | $ (28,845) | $ 196,303 | |
Net (loss) income per share: | ||||||||||||||||||||
Basic | $ 0.44 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.17 | |||||||||
Diluted | $ 0.43 | $ (0.62) | $ 0.09 | $ (0.04) | $ (0.18) | $ (0.08) | $ 0.03 | $ 0.01 | $ (0.13) | $ (0.20) | $ 2.11 | |||||||||
6.75% Senior Notes due 2023 [Member] | ||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | 6.75% | ||||||||||||||||||
Debt Instrument, Face Amount | $ 450,000 | |||||||||||||||||||
7.00% Senior Notes due 2025 [Member] | ||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 7.00% | ||||||||||||||||||
Debt Instrument, Face Amount | $ 550,000 | |||||||||||||||||||
State Deferred Tax Assets [Member] | ||||||||||||||||||||
Discrete period expense | $ 4,600 | |||||||||||||||||||
State net operating losses and credits [Member] | ||||||||||||||||||||
Discrete period expense | $ 16,300 | |||||||||||||||||||
[1] | In the third quarter of fiscal 2016, the Company issued $450.0 million aggregate principal amount of 6.75% Senior Notes due 2023 and $550.0 million aggregate principal amount of 7.00% Senior Notes due 2025. The Company recorded interest expense of $14.5 million, $14.9 million, $13.8 million and $13.1 million (net of capitalized interest) in the first, second, third, and fourth quarters of fiscal 2017, respectively. The Company recorded interest expense of $6.7 million and $13.9 million (net of capitalized interest), in the third and fourth quarters of fiscal 2016, respectively (Note 8). | |||||||||||||||||||
[2] | Income tax benefit of $93.2 million for the fourth quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | |||||||||||||||||||
[3] | The Company recorded integration related expenses of $5.3 million, $5.0 million, $3.9 million and $2.7 million in the first, second, third and fourth quarters of fiscal 2017, respectively, associated with the Business Combination. The Company recorded integration related expenses of $10.4 million, $5.6 million, $5.0 million, and $5.5 million in the first, second, third and fourth quarters of fiscal 2016, respectively, associated with the Business Combination (Note 6). | |||||||||||||||||||
[4] | The Company recorded restructuring expenses of $0.8 million, $0.5 million, $0.4 million, and $0.4 million in the first, second, third and fourth quarters of fiscal 2017, respectively. The Company recorded restructuring expenses of $2.9 million, $3.8 million, $3.0 million, and $0.5 million in the first, second, third and fourth quarters of fiscal 2016 (Note 11). | |||||||||||||||||||
[5] | Income tax expense of $123.2 million for the third quarter of fiscal 2017, relates primarily to the timing of income and loss recognition in the various tax jurisdictions for the quarter (Note 12). | |||||||||||||||||||
[6] | Income tax expense of $21.5 million for the fourth quarter of fiscal 2016, includes a discrete period expense of $16.3 million related to increases in the valuation allowance for state net operating loss and state credit deferred tax assets (Note 12). | |||||||||||||||||||
[7] | Income tax expense of $13.8 million for the second quarter of fiscal 2016, includes a discrete period expense of $4.6 million related to reductions to state deferred tax assets (Note 12). |