Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Jul. 31, 2016 | Aug. 26, 2016 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Broadcom Ltd | |
Entity Central Index Key | 1,649,338 | |
Current Fiscal Year End Date | --10-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Broadcom Limited [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 397,329,506 | |
Broadcom Cayman L.P. [Member] | ||
Entity Information [Line Items] | ||
Entity Registrant Name | Broadcom Cayman L.P. | |
Entity Central Index Key | 1,649,345 | |
Current Fiscal Year End Date | --10-30 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Limited Partner [Member] | Broadcom Cayman L.P. [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 22,804,591 | |
General Partner [Member] | Broadcom Cayman L.P. [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 390,237,855 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - Unaudited - USD ($) $ in Millions | Jul. 31, 2016 | Nov. 01, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 1,961 | $ 1,822 |
Trade accounts receivable, net | 2,181 | 1,019 |
Inventory | 1,306 | 524 |
Assets held-for-sale | 246 | 22 |
Other current assets | 354 | 372 |
Total current assets | 6,048 | 3,759 |
Property, plant and equipment, net | 2,573 | 1,460 |
Goodwill | 24,784 | 1,674 |
Intangible assets, net | 15,819 | 3,277 |
Other long-term assets | 528 | 345 |
Total assets | 49,752 | 10,515 |
Current liabilities: | ||
Accounts payable | 1,127 | 617 |
Employee compensation and benefits | 424 | 250 |
Current portion of long-term debt | 334 | 46 |
Other current liabilities | 843 | 206 |
Total current liabilities | 2,728 | 1,119 |
Long-term liabilities: | ||
Long-term debt | 13,381 | 3,826 |
Pension and post-retirement benefit obligations | 468 | 475 |
Other long-term liabilities | 10,671 | 381 |
Total liabilities | 27,248 | 5,801 |
Commitments and Contingencies | ||
Ordinary shares, no par value; shares issued and outstanding on July 31, 2016 and November 1, 2015 respectively | 18,926 | 2,547 |
Non-economic voting preference shares, no par value; 22,804,591 shares and no shares issued and outstanding on July 31, 2016 and November 1, 2015, respectively | 0 | 0 |
Retained Earnings | 619 | 2,240 |
Accumulated other comprehensive loss | (72) | (73) |
Total Broadcom Limited shareholders’ equity | 19,473 | 4,714 |
Noncontrolling interest | 3,031 | 0 |
Total shareholders’ equity | 22,504 | 4,714 |
Liabilities and Equity | 49,752 | 10,515 |
Broadcom Cayman L.P. [Member] | ||
Current assets: | ||
Cash and cash equivalents | 1,915 | 1,822 |
Trade accounts receivable, net | 2,181 | 1,019 |
Inventory | 1,306 | 524 |
Assets held-for-sale | 246 | 22 |
Other current assets | 400 | 372 |
Total current assets | 6,048 | 3,759 |
Property, plant and equipment, net | 2,573 | 1,460 |
Goodwill | 24,784 | 1,674 |
Intangible assets, net | 15,819 | 3,277 |
Other long-term assets | 528 | 345 |
Total assets | 49,752 | 10,515 |
Current liabilities: | ||
Accounts payable | 1,127 | 617 |
Employee compensation and benefits | 424 | 250 |
Current portion of long-term debt | 334 | 46 |
Other current liabilities | 843 | 206 |
Total current liabilities | 2,728 | 1,119 |
Long-term liabilities: | ||
Long-term debt | 13,381 | 3,826 |
Pension and post-retirement benefit obligations | 468 | 475 |
Other long-term liabilities | 10,671 | 381 |
Total liabilities | 27,248 | 5,801 |
Commitments and Contingencies | ||
Ordinary shares, no par value; shares issued and outstanding on July 31, 2016 and November 1, 2015 respectively | 0 | 2,547 |
Common partnership units; 390,237,855 units issued and outstanding on July 31, 2016 | 19,545 | 0 |
Restricted exchangeable units; 22,804,591 units issued and outstanding on July 31, 2016 | 3,031 | 0 |
Retained Earnings | 0 | 2,240 |
Accumulated other comprehensive loss | (72) | (73) |
Total Broadcom Limited shareholders’ equity | 4,714 | |
Total partners' capital\shareholders' equity | 22,504 | 4,714 |
Liabilities and Equity | $ 49,752 | $ 10,515 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets - Unaudited - (Parenthetical) - shares | Jul. 31, 2016 | Nov. 01, 2015 |
Ordinary Shares, Shares, Issued | 396,440,929 | 276,259,120 |
Ordinary Shares, Shares, Outstanding | 396,440,929 | 276,259,120 |
Special Voting Shares Issued | 22,804,591 | 0 |
Special Voting Shares Outstanding | 22,804,591 | 0 |
Broadcom Cayman L.P. [Member] | Common Class A [Member] | ||
Ordinary Shares, Shares, Issued | 276,259,120 | |
Ordinary Shares, Shares, Outstanding | 276,259,120 | |
Broadcom Cayman L.P. [Member] | General Partner [Member] | ||
Ordinary Shares, Shares, Issued | 390,237,855 | |
Ordinary Shares, Shares, Outstanding | 390,237,855 | |
Broadcom Cayman L.P. [Member] | Limited Partner [Member] | ||
Ordinary Shares, Shares, Issued | 22,804,591 | |
Ordinary Shares, Shares, Outstanding | 22,804,591 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - Unaudited - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Net revenue | $ 3,792 | $ 1,735 | $ 9,104 | $ 4,984 |
Cost of products sold: | ||||
Cost of products sold | 1,520 | 694 | 3,656 | 2,038 |
Purchase accounting effect on inventory | 271 | 26 | 1,099 | 30 |
Amortization of intangible assets | 211 | 129 | 539 | 355 |
Restructuring charges | 8 | 2 | 41 | 5 |
Total cost of products sold | 2,010 | 851 | 5,335 | 2,428 |
Gross margin | 1,782 | 884 | 3,769 | 2,556 |
Research and development | 814 | 276 | 1,868 | 762 |
Selling, general and administrative | 230 | 143 | 582 | 368 |
Amortization of intangible assets | 728 | 68 | 1,517 | 186 |
Restructuring, impairment and disposal charges | 274 | 98 | 592 | 122 |
Total operating expenses | 2,046 | 585 | 4,559 | 1,438 |
Operating income (loss) | (264) | 299 | (790) | 1,118 |
Interest expense | (139) | (43) | (479) | (150) |
Gain (loss) on extinguishment of debt | (21) | 3 | (74) | (10) |
Other income, net | 4 | 8 | 1 | 24 |
Income (loss) from continuing operations before income taxes | (420) | 267 | (1,342) | 982 |
Provision for (benefit from) income taxes | (117) | 23 | (199) | 61 |
Income (loss) from continuing operations | (303) | 244 | (1,143) | 921 |
Income (loss) from discontinued operations, net of income taxes | (12) | (4) | (50) | 14 |
Net income (loss) | (315) | 240 | (1,193) | 935 |
Net loss attributable to noncontrolling interest | (17) | 0 | (86) | 0 |
Net income (loss) attributable to ordinary shares | $ (298) | $ 240 | $ (1,107) | $ 935 |
Earnings Per Share, Basic [Abstract] | ||||
Income (loss) per share from continuing operations (in dollars per share) | $ (0.72) | $ 0.92 | $ (2.99) | $ 3.54 |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share (in dollars per share) | (0.03) | (0.01) | (0.13) | 0.06 |
Net income (loss) per share (in dollars per share) | (0.75) | 0.91 | (3.12) | 3.60 |
Diluted income per share: | ||||
Income (loss) per share from continuing operations (in dollars per share) | (0.72) | 0.85 | (3.09) | 3.25 |
Income (loss) per share from discontinued operations (in dollars per share) | (0.03) | (0.01) | (0.13) | 0.05 |
Net income (loss) per share (in dollars per share) | $ (0.75) | $ 0.84 | $ (3.22) | $ 3.30 |
Weighted-average shares: | ||||
Basic (in shares) | 396 | 265 | 355 | 260 |
Diluted (in shares) | 419 | 287 | 370 | 283 |
Cash dividends declared and paid per share ($ per share) | $ 0.50 | $ 0.40 | $ 1.43 | $ 1.13 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | $ (287) | $ 244 | $ (1,060) | $ 921 |
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.50 | $ 0.99 | ||
Broadcom Cayman L.P. [Member] | ||||
Net revenue | $ 3,792 | 1,735 | $ 9,104 | 4,984 |
Cost of products sold: | ||||
Cost of products sold | 1,520 | 694 | 3,656 | 2,038 |
Purchase accounting effect on inventory | 271 | 26 | 1,099 | 30 |
Amortization of intangible assets | 211 | 129 | 539 | 355 |
Restructuring charges | 8 | 2 | 41 | 5 |
Total cost of products sold | 2,010 | 851 | 5,335 | 2,428 |
Gross margin | 1,782 | 884 | 3,769 | 2,556 |
Research and development | 814 | 276 | 1,868 | 762 |
Selling, general and administrative | 230 | 143 | 582 | 368 |
Amortization of intangible assets | 728 | 68 | 1,517 | 186 |
Restructuring, impairment and disposal charges | 274 | 98 | 592 | 122 |
Total operating expenses | 2,046 | 585 | 4,559 | 1,438 |
Operating income (loss) | (264) | 299 | (790) | 1,118 |
Interest expense | (139) | (43) | (479) | (150) |
Gain (loss) on extinguishment of debt | (21) | 3 | (74) | (10) |
Other income, net | 4 | 8 | 1 | 24 |
Income (loss) from continuing operations before income taxes | (420) | 267 | (1,342) | 982 |
Provision for (benefit from) income taxes | (117) | 23 | (199) | 61 |
Income (loss) from continuing operations | (303) | 244 | (1,143) | 921 |
Income (loss) from discontinued operations, net of income taxes | (12) | (4) | (50) | 14 |
Net income (loss) | $ (315) | $ 240 | $ (1,193) | $ 935 |
Weighted-average shares: | ||||
Cash dividends declared and paid per share ($ per share) | $ 0 | $ 0.40 | $ 0.44 | $ 1.13 |
Net Income (Loss) Allocated to General Partners | $ (298) | $ 0 | $ (1,484) | $ 0 |
Net Income (Loss) Allocated to Limited Partners | (17) | 0 | (86) | 0 |
Net Income (Loss) Available to Common Stockholders, Basic | $ 0 | $ 240 | $ 377 | $ 935 |
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.50 | $ 0 | $ 0.99 | $ 0 |
Cash Distribution by Partnership to General Partner | $ 199 | $ 0 | $ 392 | $ 0 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - Unaudited - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Net income (loss) | $ (315) | $ 240 | $ (1,193) | $ 935 |
Gains on defined benefit pension plans and post-retirement plans | 1 | 0 | 1 | 0 |
Reclassification to net income (loss) | 0 | 0 | 0 | 1 |
Other comprehensive income | 1 | 0 | 1 | 1 |
Comprehensive income (loss) | (314) | 240 | (1,192) | 936 |
Comprehensive loss attributable to noncontrolling interest | (17) | 0 | (86) | 0 |
Comprehensive income (loss) attributable to ordinary shares | (297) | 240 | (1,106) | 936 |
Broadcom Cayman L.P. [Member] | ||||
Net income (loss) | (315) | 240 | (1,193) | 935 |
Gains on defined benefit pension plans and post-retirement plans | 1 | 0 | 1 | 0 |
Reclassification to net income (loss) | 0 | 0 | 0 | 1 |
Other comprehensive income | 1 | 0 | 1 | 1 |
Comprehensive income (loss) attributable to ordinary shares | $ (314) | $ 240 | $ (1,192) | $ 936 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - Unaudited - USD ($) $ in Millions | 9 Months Ended | |
Jul. 31, 2016 | Aug. 02, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (1,193) | $ 935 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 2,342 | 712 |
Share-based compensation | 474 | 169 |
Excess tax benefits from share-based compensation | (68) | (102) |
Non-cash portion of debt extinguishment loss | 51 | 10 |
Non-cash restructuring, impairment and disposal charges | 268 | 75 |
Gain on sale of businesses | (27) | (14) |
Deferred taxes | (353) | (35) |
Amortization of debt issuance costs and accretion of debt discount | 27 | 18 |
Other | 17 | 10 |
Changes in assets and liabilities, net of acquisitions and disposals: | ||
Trade accounts receivable, net | (491) | 22 |
Inventory | 1,088 | 63 |
Accounts payable | (61) | (52) |
Employee compensation and benefits | 70 | (12) |
Other current assets and current liabilities | (38) | (25) |
Other long-term assets and long-term liabilities | (47) | (38) |
Net cash provided by operating activities | 2,059 | 1,736 |
Cash flows from investing activities: | ||
Acquisitions of businesses, net of cash acquired | (10,055) | (394) |
Proceeds from sales of businesses | 698 | 650 |
Purchases of property, plant and equipment | (530) | (487) |
Proceeds from disposals of property, plant and equipment | 5 | 63 |
Purchases of investments | (58) | (9) |
Proceeds from sales and maturities of investments | 89 | 0 |
Other | (15) | 0 |
Net cash used in investing activities | (9,866) | (177) |
Cash flows from financing activities: | ||
Proceeds from term loan borrowings | 15,926 | 0 |
Debt repayments | (6,145) | (1,627) |
Payments of assumed debt | (1,475) | (178) |
Debt issuance costs | (108) | 0 |
Dividend payments | (537) | (292) |
Issuance of ordinary shares | 217 | 186 |
Excess tax benefits from share-based compensation | 68 | 102 |
Net cash provided by (used in) financing activities | 7,946 | (1,809) |
Net change in cash and cash equivalents | 139 | (250) |
Cash and cash equivalents at the beginning of period | 1,822 | 1,604 |
Cash and cash equivalents at end of period | 1,961 | 1,354 |
Broadcom Cayman L.P. [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | (1,193) | 935 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 2,342 | 712 |
Share-based compensation | 474 | 169 |
Excess tax benefits from share-based compensation | (68) | (102) |
Non-cash portion of debt extinguishment loss | 51 | 10 |
Non-cash restructuring, impairment and disposal charges | 268 | 75 |
Gain on sale of businesses | (27) | (14) |
Deferred taxes | (353) | (35) |
Amortization of debt issuance costs and accretion of debt discount | 27 | 18 |
Other | 17 | 10 |
Changes in assets and liabilities, net of acquisitions and disposals: | ||
Trade accounts receivable, net | (491) | 22 |
Inventory | 1,088 | 63 |
Accounts payable | (61) | (52) |
Employee compensation and benefits | 70 | (12) |
Other current assets and current liabilities | (38) | (25) |
Other long-term assets and long-term liabilities | (47) | (38) |
Net cash provided by operating activities | 2,059 | 1,736 |
Cash flows from investing activities: | ||
Acquisitions of businesses, net of cash acquired | (10,055) | (394) |
Proceeds from sales of businesses | 698 | 650 |
Purchases of property, plant and equipment | (530) | (487) |
Proceeds from disposals of property, plant and equipment | 5 | 63 |
Purchases of investments | (58) | (9) |
Proceeds from sales and maturities of investments | 89 | 0 |
Other | (15) | 0 |
Net cash used in investing activities | (9,866) | (177) |
Cash flows from financing activities: | ||
Proceeds from term loan borrowings | 15,926 | 0 |
Debt repayments | (6,145) | (1,627) |
Payments of assumed debt | (1,475) | (178) |
Debt issuance costs | (108) | 0 |
Issuance of ordinary shares | 72 | 186 |
Excess tax benefits from share-based compensation | 68 | 102 |
Payments of Ordinary Dividends, Common Stock | (122) | (292) |
Payments of Capital Distribution | (415) | 0 |
Proceeds from Partnership Contribution | 99 | 0 |
Net cash provided by (used in) financing activities | 7,900 | (1,809) |
Net change in cash and cash equivalents | 93 | (250) |
Cash and cash equivalents at the beginning of period | 1,822 | 1,604 |
Cash and cash equivalents at end of period | $ 1,915 | $ 1,354 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Shareholders' Equity Statement - USD ($) $ in Millions | Total | Ordinary Shares [Member] | Restricted Exchangeable Unit [Member] | Special Voting Shares [Member] | Common Stock Including Additional Paid in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Special Voting Shares [Member] | Broadcom Cayman L.P. [Member] | Broadcom Cayman L.P. [Member]Common Stock Including Additional Paid in Capital [Member] | Broadcom Cayman L.P. [Member]Retained Earnings [Member] | Broadcom Cayman L.P. [Member]AOCI Attributable to Parent [Member] | Broadcom Cayman L.P. [Member]General Partner [Member] | Broadcom Cayman L.P. [Member]General Partner [Member]Common Stock Including Additional Paid in Capital [Member] | Broadcom Cayman L.P. [Member]Limited Partner [Member] | Broadcom Cayman L.P. [Member]Limited Partner [Member]Partnership REUs [Member] |
Stockholders' Equity Attributable to Parent | $ 4,714 | $ 2,547 | $ 2,240 | $ (73) | $ 0 | $ 4,714 | $ 2,547 | $ 2,240 | $ (73) | ||||||||
Ordinary Shares, Shares, Outstanding | 276,259,120 | 276,000,000 | 276,000,000 | ||||||||||||||
Special Voting Shares Outstanding | 0 | 0 | |||||||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 0 | $ 0 | |||||||||||||||
Total shareholders’ equity | 4,714 | ||||||||||||||||
Partners' Capital | 4,714 | $ 0 | $ 0 | ||||||||||||||
Partners' Capital Account, Units | 0 | 0 | |||||||||||||||
Stock Issued During Period, Shares, Acquisitions | 112,000,000 | 23,000,000 | |||||||||||||||
Stock Issued During Period, Value, Acquisitions | $ 15,438 | $ 3,140 | $ 0 | $ 15,438 | 3,140 | $ 0 | |||||||||||
Issuance of ordinary shares in connection with equity incentive plans | 8,000,000 | 2,000,000 | |||||||||||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures | 217 | $ 217 | 72 | $ 72 | |||||||||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 474 | 474 | 474 | 57 | $ 417 | ||||||||||||
Excess tax benefits from share-based compensation | 68 | 68 | 68 | $ 23 | 45 | ||||||||||||
Cash dividends paid to ordinary shareholders | (514) | (514) | (122) | (122) | |||||||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | (23) | (23) | |||||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 182 | 182 | |||||||||||||||
Defined Benefit Plan, Accumulated Other Comprehensive Income Net Gains (Losses), after Tax | 1 | 1 | 1 | 1 | |||||||||||||
Net income (loss) attributable to ordinary shares | (1,107) | (1,107) | 377 | $ (1,484) | |||||||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | 86 | (86) | $ (86) | ||||||||||||||
Net income (loss) | (1,193) | (1,193) | |||||||||||||||
Partners' Capital Account, Units, Converted | (278,000,000) | 278,000,000 | |||||||||||||||
Partners' Capital Account, Exchanges and Conversions | $ (2,699) | (2,495) | $ 5,194 | ||||||||||||||
Partners' Capital Account, Units, Acquisitions | 112,000,000 | 23,000,000 | |||||||||||||||
Partners' Capital Account, Acquisitions | $ 15,438 | $ 15,438 | $ 3,140 | $ 3,140 | |||||||||||||
Limited Partners' Capital Account, Distribution Amount | (23) | ||||||||||||||||
General Partners' Capital Account, Period Distribution Amount | (392) | (392) | |||||||||||||||
Partners' Capital Account, Distributions | (415) | ||||||||||||||||
Adjustments to Additional Paid in Capital, General Partner Transaction | 327 | 327 | |||||||||||||||
Ordinary Shares, Shares, Outstanding | 278,000,000 | ||||||||||||||||
Ordinary Shares, Shares, Outstanding | 390,000,000 | ||||||||||||||||
Stockholders' Equity Attributable to Parent | $ 19,473 | $ 18,926 | $ 619 | $ (72) | $ 0 | $ 0 | $ 0 | ||||||||||
Ordinary Shares, Shares, Outstanding | 396,440,929 | 396,000,000 | 0 | ||||||||||||||
Special Voting Shares Outstanding | 22,804,591 | 23,000,000 | |||||||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 3,031 | $ 3,031 | |||||||||||||||
Total shareholders’ equity | $ 22,504 | ||||||||||||||||
Partners' Capital | $ 22,504 | $ (72) | $ 19,545 | $ 3,031 | |||||||||||||
Partners' Capital Account, Units | 390,000,000 | 23,000,000 |
Overview, Basis of Presentation
Overview, Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Jul. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Overview, Basis of Presentation and Significant Accounting Policies | Overview, Basis of Presentation and Significant Accounting Policies Overview Broadcom Limited, or Broadcom, a company organized under the laws of the Republic of Singapore, is the successor to Avago Technologies Limited, or Avago. Broadcom Cayman L.P., or the Partnership, is an exempted limited partnership formed under the laws of the Cayman Islands in order to effect the business combination between Avago and Broadcom Corporation, a California corporation, or BRCM. On February 1, 2016, pursuant to an Agreement and Plan of Merger dated as of May 28, 2015, or the Broadcom Agreement, Broadcom, Avago, BRCM, the Partnership and various other parties completed various transactions, including a scheme of arrangement under Singapore law between Avago and Broadcom, or the Avago Scheme. Pursuant to the Avago Scheme, all issued ordinary shares of Avago were exchanged on a one -for-one basis for newly issued ordinary shares of Broadcom. Immediately following the consummation of the Avago Scheme, two subsidiaries of Broadcom merged with and into BRCM with BRCM as the surviving corporation of each such merger, or the Broadcom Merger. Following the Avago Scheme and the Broadcom Merger, or the Broadcom Transaction, each of Avago and BRCM became indirect subsidiaries of Broadcom and the Partnership. Broadcom is the Partnership’s sole General Partner and currently owns a majority interest (by vote and value) in the Partnership represented by common partnership units, or Common Units. The balance of the partnership units are held by certain former BRCM shareholders, or the Limited Partners, in the form of restricted exchangeable limited partnership units, or Partnership REUs. As General Partner, Broadcom has the exclusive right, power and authority to manage, control, administer and operate the business and affairs and to make decisions regarding the undertaking and business of the Partnership in accordance with the Partnership’s amended and restated exempted limited partnership agreement, or Partnership Agreement, as amended from time to time, and applicable laws. There is no board of directors of the Partnership. The Avago Scheme was accounted for in all periods presented using a carryover basis, similar to a pooling-of-interests, as the transaction was premised on a non-substantive exchange in order to facilitate the acquisition of BRCM, resulting in the retention of the historical basis of accounting. Under this method of accounting, Broadcom and Avago were treated as if they had always been combined for accounting and financial reporting purposes. The Broadcom Merger is discussed in further detail in Note 2. “Acquisitions.” The Partnership REUs are deemed to be registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and the Partnership is subject to the informational requirements of the Exchange Act and the rules and regulations promulgated thereunder. The condensed consolidated financial statements and accompanying notes are being presented in a combined report being filed by two separate registrants: Broadcom and the Partnership. The differences in the condensed consolidated financial statements relate to the noncontrolling interest that represents the outstanding Partnership REUs and transactions between Broadcom and the Partnership, which are accounted for as capital transactions. Refer to Note 7. “Shareholders’ Equity” and Note 8. “Partners’ Capital” for additional information. We are a leading designer, developer and global supplier of a broad range of analog and digital semiconductor connectivity solutions with a focus on analog III-V based products and complex digital and mixed signal complementary metal oxide semiconductor based devices. We have a history of innovation and offer thousands of products that are used in end products such as data center networking, home connectivity, broadband access, telecommunications equipment, smartphones and base stations, data center servers and storage, factory automation, power generation and alternative energy systems, and electronic displays. We have four reportable segments: wired infrastructure, wireless communications, enterprise storage and industrial & other, which align with our principal target markets. Basis of Presentation We operate on a 52- or 53-week fiscal year ending on the Sunday closest to October 31. Our fiscal year ending October 30, 2016 , or fiscal year 2016 , is a 52-week fiscal year. The first quarter of our fiscal year 2016 ended on January 31, 2016, the second quarter ended on May 1, 2016 and the third quarter ended on July 31, 2016. Our fiscal year ended November 1, 2015 , or fiscal year 2015 , was also a 52-week fiscal year. The accompanying condensed consolidated financial statements of Broadcom and the Partnership include the accounts of Broadcom and the Partnership, respectively, and their subsidiaries, and have been prepared by us in accordance with generally accepted accounting principles in the United States, or GAAP, for interim financial information. The financial information included herein is unaudited, and reflects all adjustments which are, in the opinion of our management, of a normal recurring nature and necessary for a fair statement of the results for the periods presented. The November 1, 2015 condensed consolidated balance sheet data were derived from Avago’s audited consolidated financial statements included in Avago’s Annual Report on Form 10-K for fiscal year 2015 , as filed with the Securities and Exchange Commission, or SEC, but do not include all disclosures required by GAAP. All intercompany transactions and balances have been eliminated in consolidation. As a result of Broadcom’s controlling interest in the Partnership, we consolidate the financial results of the Partnership and present a noncontrolling interest for the portion of the Partnership it does not own in our condensed consolidated financial statements. Net loss attributable to the noncontrolling interest on the condensed consolidated statements of operations represents the portion of loss attributable to the economic interest in the Partnership owned by the Limited Partners. The accompanying condensed consolidated financial statements include the results of operations of BRCM and other acquisitions commencing as of their respective acquisition dates. The operating results for the fiscal quarter and three fiscal quarters ended July 31, 2016 are not necessarily indicative of the results that may be expected for fiscal year 2016 , or for any other future period. Significant Accounting Policies Use of estimates. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. Reclassifications. Certain reclassifications have been made to the prior period condensed consolidated balance sheet and condensed consolidated statement of cash flows. These reclassifications have no impact on the previously reported net assets or net cash activities. Recently Adopted Accounting Guidance In November 2015, the Financial Accounting Standards Board, or FASB, issued guidance that simplifies the presentation of deferred tax assets and liabilities in a classified balance sheet. This guidance eliminates the current requirement to present deferred tax assets and liabilities as current and non-current in a classified balance sheet. Instead, all deferred tax assets and liabilities are classified as non-current. We adopted this guidance during the fiscal quarter ended January 31, 2016, on a prospective basis. The adoption resulted in $116 million of net current deferred tax assets being reclassified from other current assets to other long-term assets on our condensed consolidated balance sheet. In April 2015, the FASB issued an amendment to the guidance related to the financial statement presentation of debt issuance costs. The new guidance is required to be applied retrospectively to each prior reporting period presented. The guidance requires certain debt issuance costs to be presented on the balance sheet as a direct reduction to the carrying amount of debt, consistent with debt discounts or premiums. In August 2015, the FASB further clarified that entities are permitted to defer and present debt issuance costs related to line-of-credit arrangements as assets. We early-adopted this guidance during the fiscal quarter ended May 1, 2016, and applied its provisions retrospectively. The adoption resulted in $13 million of other current assets and $64 million of other long-term assets being reclassified to long-term debt on our condensed consolidated balance sheet as of November 1, 2015. Recent Accounting Guidance Not Yet Adopted In August 2016, the FASB issued guidance related to the classification of certain transactions on the statement of cash flows. This guidance will be effective for the first quarter of our fiscal year 2019, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In June 2016, the FASB issued new guidance requiring measurement and recognition of expected credit losses on certain types of 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. This guidance will be effective for us in the first quarter of our fiscal year 2021; however early adoption is permitted. The new guidance is required to be applied using a modified retrospective approach with certain elements being adopted prospectively. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In March 2016, the FASB issued guidance that involves several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance will be effective for the first quarter of our fiscal year 2018, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In February 2016, the FASB issued guidance related to the accounting for leases, which among other things, requires a lessee to recognize lease assets and lease liabilities on the balance sheet for operating leases. This guidance will be effective for the first quarter of our fiscal year 2020. The new guidance is required to be applied using a modified retrospective approach. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In September 2015, the FASB issued guidance which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Acquirers must recognize measurement-period adjustments during the period of resolution, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. The guidance will be effective for the first quarter of our fiscal year 2017, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In August 2015, the FASB deferred the effective date of the guidance that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. This guidance will be effective for the first quarter of our fiscal year 2019. Early adoption is permitted, but not before the first quarter of our fiscal year 2018. The new guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. In addition, in May 2016, the FASB issued final amendments to clarify the implementation guidance for principal versus agent considerations, identifying performance obligations and the accounting for licenses of intellectual property, and narrow-scope improvements and practical expedients. We have not yet selected a transition method and are currently evaluating the impact of this guidance on our condensed consolidated financial statements. |
Acquisition
Acquisition | 9 Months Ended |
Jul. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Acquisition of Broadcom Corporation The Broadcom Merger closed on February 1, 2016, or the Acquisition Date, pursuant to the terms of the Broadcom Agreement. The aggregate consideration for the Broadcom Merger, which consisted of both cash and equity consideration, was approximately $28,758 million , net of cash acquired. We funded the cash portion of the Broadcom Merger with the net proceeds from the issuance of the 2016 Term Loans, as defined and discussed in further detail in Note 6. “Borrowings,” as well as cash on hand of the combined companies. BRCM was a leader in semiconductor solutions for wired and wireless communications and provided a broad portfolio of highly-integrated system-on-a-chip solutions that seamlessly deliver voice, video, data and multimedia connectivity in the home, office and mobile environments. We acquired BRCM to position us as a global diversified leader in wired and wireless communication semiconductors and to deepen our broad portfolios, and to enable us to better address the evolving needs of customers across the wired and wireless end markets. The aggregate consideration for the Broadcom Merger, net of cash acquired, consisted of the following (in millions): Cash for outstanding BRCM common stock $ 16,798 Fair value of Broadcom ordinary shares issued for outstanding BRCM common stock 15,438 Fair value of Partnership REUs issued for outstanding BRCM common stock 3,140 Fair value of partially vested assumed restricted stock unit awards 182 Cash for vested BRCM equity awards 137 Effective settlement of pre-existing relationships 11 Total purchase consideration 35,706 Less: cash acquired 6,948 Total purchase consideration, net of cash acquired $ 28,758 Broadcom issued 112 million ordinary shares and the Partnership issued 23 million Partnership REUs, all of which are valued and presented in the above table, to former BRCM shareholders in the Broadcom Merger. Broadcom also assumed unvested restricted stock unit awards, or RSUs, originally granted by BRCM and converted them into 6 million of Broadcom RSUs. The portion of the fair value of partially vested assumed RSUs associated with prior service of BRCM employees represented a component of the total consideration, as presented above, and was valued based on Broadcom’s ordinary share price as of the Acquisition Date. We allocated the purchase price to tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The fair value of identifiable intangible assets acquired was based on estimates and assumptions made by management at the time of acquisition. As additional information becomes available, such as finalization of the estimated fair value of tax accounts, we may further revise our preliminary purchase price allocation during the remainder of the measurement period (which will not exceed 12 months from the Acquisition Date). Any such revisions or changes may be material as we finalize the fair values of the tangible and intangible assets acquired and liabilities assumed. Our preliminary allocation of the total purchase price, net of cash acquired, is as follows (in millions): Estimated Fair Value Trade accounts receivable $ 669 Inventory 1,853 Assets held-for-sale 833 Other current assets 194 Property, plant and equipment 889 Goodwill 23,076 Intangible assets 14,808 Other long-term assets 121 Total assets acquired 42,443 Accounts payable (559 ) Employee compensation and benefits (104 ) Current portion of long-term debt (1,475 ) Other current liabilities (791 ) Long-term debt (139 ) Other long-term liabilities (10,617 ) Total liabilities assumed (13,685 ) Fair value of net assets acquired $ 28,758 Goodwill was primarily attributable to the assembled workforce, anticipated synergies and economies of scale expected from the operations of the combined company. The synergies include certain cost savings, operating efficiencies, and other strategic benefits projected to be achieved as a result of the Broadcom Merger. Goodwill is not expected to be deductible for tax purposes. The assets held-for-sale represented BRCM’s businesses that are not aligned with our strategic objectives. Assets held-for-sale are discussed in further detail in Note 3. “Supplemental Financial Information.” Our results of continuing operations for the fiscal quarter and three fiscal quarters ended July 31, 2016 include $2,314 million and $4,641 million of net revenue, respectively, attributable to BRCM. It is impracticable to determine the effect on net income attributable to BRCM for the periods presented as we immediately integrated BRCM into our ongoing operations. Transaction costs of $2 million and $39 million incurred in connection with the Broadcom Merger are included in selling, general and administrative expense in the condensed consolidated statements of operations for the fiscal quarter and three fiscal quarters ended July 31, 2016 , respectively. Intangible Assets Identified intangible assets and their respective useful lives were as follows: Approximate Fair Value Weighted-Average Amortization Periods (in years) Developed technology $ 9,010 6 Customer contracts and related relationships 2,703 2 Order backlog 750 < 1 Trade name 350 17 Other 45 16 Total identified finite-lived intangible assets 12,858 In-process research and development 1,950 N/A Total identified intangible assets, net of assets held-for-sale 14,808 Intangible assets included in assets held-for-sale 320 Identified intangible assets $ 15,128 Developed technology relates to products for wired and wireless communication applications. We valued the developed technology using the multi-period excess earnings method under the income approach. This method reflects the present value of the projected cash flows that are expected to be generated by the developed technology less charges representing the contribution of other assets to those cash flows. The economic useful life was determined based on the technology cycle related to each developed technology, as well as the cash flows over the forecast period. Customer contracts and related relationships represent the fair value of future projected revenue that will be derived from sales of products to existing customers of BRCM. Customer contracts and related relationships were valued using the with-and-without-method under the income approach. In this method, the fair value was measured by the difference between the present values of the cash flows with and without the existing customers in place over the period of time necessary to reacquire the customers. The economic useful life was determined based on historical customer turnover rates. Order backlog represents business under existing contractual obligations as of the Acquisition Date. The fair value of backlog was determined using the multi-period excess earnings method under the income approach based on expected operating cash flows from future contractual revenue. The economic useful life was determined based on the expected life of the backlog and the cash flows over the forecast period. Trade name relates to the “Broadcom” trade name. The fair value was determined by applying the relief-from-royalty method under the income approach. This valuation method is based on the application of a royalty rate to forecasted revenue under the trade name. The economic useful life was determined based on the expected life of the trade name and the cash flows anticipated over the forecasted periods. The fair value of in-process research and development, or IPR&D, was determined using the multi-period excess earnings method under the income approach. This method reflects the present value of the projected cash flows that are expected to be generated by the IPR&D, less charges representing the contribution of other assets to those cash flows. We believe the amounts of purchased intangible assets recorded above represent the fair values of, and approximate the amounts a market participant would pay for, these intangible assets as of the Acquisition Date. The following table summarizes the details of IPR&D by category as of the Acquisition Date (dollars in millions): Description IPR&D Percentage of Completion Estimated Cost to Complete Expected Release Date (by fiscal year) Set-top box solutions $ 90 56 % $ 90 2016 - 2017 Broadband carrier access solutions 390 34 376 2016 - 2018 Carrier switch solutions 270 51 255 2016 - 2019 Compute and connectivity solutions 170 61 136 2016 - 2018 Physical layer product solutions 190 51 71 2016 - 2019 Wireless connectivity combo solutions 770 57 364 2016 - 2018 Touch controllers 70 39 21 2016 - 2017 Discount rates of 14% and 16% were applied to the projected cash flows to reflect the risk related to these wired and wireless IPR&D, respectively. These discount rates represent a premium of 2% over the respective wired and wireless weighted-average cost of capital to reflect the higher risk and uncertainty of the cash flows for IPR&D relative to the overall businesses. Subsequent to the Acquisition Date, $240 million of acquired IPR&D was written-off as we no longer intend to develop and invest in these projects. The majority of these abandoned IPR&D projects were included in the wireless connectivity combo and broadband carrier access solutions above. Unaudited Pro Forma Information The following unaudited pro forma financial information presents combined results of operations for each of the periods presented, as if BRCM had been acquired as of the beginning of fiscal year 2015. The unaudited pro forma financial information for the three fiscal quarters ended July 31, 2016 combined the historical results of Avago for the fiscal quarter ended January 31, 2016, the historical results of BRCM for the three months ended December 31, 2015, representing BRCM’s previous reporting period prior to the Acquisition Date, and the historical results of Broadcom for the fiscal quarters ended May 1, 2016 and July 31, 2016 . The pro forma information includes adjustments to amortization and depreciation for intangible assets and property, plant and equipment acquired, adjustments to share-based compensation expense, the purchase accounting effect on inventory acquired, interest expense for the additional indebtedness incurred to complete the acquisition, restructuring charges in connection with the acquisition and acquisition costs. The pro forma data are for informational purposes only and are not necessarily indicative of the consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of fiscal year 2015 or of the results of future operations of the combined business. Consequently, actual results will differ from the unaudited pro forma information presented below (in millions, except for per share amounts): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Pro forma net revenue $ 3,789 $ 3,828 $ 11,148 $ 11,272 Pro forma net income (loss) from continuing operations (152 ) 242 (611 ) (717 ) Pro forma net income (loss) (164 ) 238 (661 ) (703 ) Pro forma net income (loss) attributable to ordinary shares (155 ) 225 (624 ) (664 ) Pro forma income (loss) per share attributable to ordinary shares - basic (0.39 ) 0.60 (1.76 ) (1.78 ) Pro forma income (loss) per share attributable to ordinary shares - diluted (0.39 ) 0.59 (1.76 ) (1.78 ) |
Supplemental Financial Informat
Supplemental Financial Information | 9 Months Ended |
Jul. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information Cash, Cash Equivalents and Short-Term Investments Cash equivalents included $270 million and $490 million of time deposits as of July 31, 2016 and November 1, 2015 , respectively. As of July 31, 2016 and November 1, 2015 , cash equivalents also included $300 million and $100 million of money-market funds, respectively. For time deposits, carrying value approximates fair value due to the short-term nature of the instruments. The fair value of money-market funds as of July 31, 2016 and November 1, 2015 approximates the carrying value and is determined using unadjusted prices in active, accessible markets for identical assets, as such they are classified as Level 1 assets in the fair value hierarchy. Inventory Inventory consists of the following (in millions): July 31, November 1, Finished goods $ 499 $ 177 Work-in-process 498 271 Raw materials 309 76 Total inventory $ 1,306 $ 524 Assets Held-for-Sale The following table summarizes components of assets held-for-sale (in millions): July 31, November 1, Goodwill $ 147 $ — Intangible assets, net 64 — Other assets 35 22 Total assets held-for-sale $ 246 $ 22 In connection with the Broadcom Merger, we classified certain BRCM businesses as assets held-for-sale on February 1, 2016. The carrying value of these assets as of July 31, 2016 represents the fair value determined in the preliminary purchase price allocation of the Broadcom Merger, adjusted for operating activities since the Acquisition Date. During the fiscal quarter ended July 31, 2016 , we completed the sales of certain BRCM businesses for aggregate cash proceeds of $630 million . Subsequent to July 31, 2016 , we completed the sale of an additional BRCM business for $200 million in cash. As part of these transactions, we are, in most cases, providing transitional services to provide short-term assistance for the buyers in assuming the operations of the purchased businesses. We do not have any material continuing involvement with these discontinued operations. Discontinued Operations We have presented the results of the BRCM businesses discussed above under “Assets Held-for-Sale,” as well as the sale of our Axxia business in fiscal year 2015, in discontinued operations. The following table summarizes the selected financial information of discontinued operations (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Net revenue $ 35 $ 6 $ 99 $ 59 Income (loss) from discontinued operations before gain on disposals and income taxes $ (54 ) $ (4 ) $ (115 ) $ 13 Gain on disposals of discontinued operations 33 — 33 14 Benefit from (provision for) income taxes 9 — 32 (13 ) Income (loss) from discontinued operations, net of income taxes $ (12 ) $ (4 ) $ (50 ) $ 14 Accrued Rebate Activity The following table summarizes activities related to accrued rebates included in other current liabilities on our condensed consolidated balance sheets (in millions): Accrued Rebate Liabilities Balance as of November 1, 2015 $ 26 Liabilities assumed in acquisitions 359 Charged as a reduction of revenue 388 Reversal of unclaimed rebates (3 ) Payments (360 ) Balance as of July 31, 2016 $ 410 We recorded customer rebate charges of $165 million in the fiscal quarter ended July 31, 2016 . Other Long-Term Liabilities Other long-term liabilities consist of the following (in millions): July 31, November 1, Deferred tax liabilities $ 9,614 $ 9 Unrecognized tax benefits (a) 927 317 Other 130 55 Total other long-term liabilities $ 10,671 $ 381 ________________________________ (a) Includes accrued interest and penalties. Supplemental Cash Flow Disclosures At July 31, 2016 and November 1, 2015 , we had $119 million and $78 million , respectively, of unpaid purchases of property, plant and equipment included in accounts payable. Amounts reported as unpaid purchases are presented as cash outflows from investing activities for purchases of property, plant and equipment in the condensed consolidated statements of cash flows in the period in which they are paid. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jul. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table summarizes changes in goodwill by segment (in millions): Wired Infrastructure Wireless Communications Enterprise Storage Industrial & Other Total Balance as of November 1, 2015 $ 287 $ 261 $ 990 $ 136 $ 1,674 Broadcom Merger 17,395 5,681 — — 23,076 Other acquisitions — 21 11 8 40 Reclassification of goodwill related to certain assets held-for-sale — — (6 ) — (6 ) Balance as of July 31, 2016 $ 17,682 $ 5,963 $ 995 $ 144 $ 24,784 During the three fiscal quarters ended July 31, 2016 , we made three immaterial acquisitions in addition to the Broadcom Merger. Intangible Assets Intangible assets consist of the following (in millions): Gross Carrying Amount Accumulated Amortization Net Book Value As of July 31, 2016: Purchased technology $ 12,179 $ (1,697 ) $ 10,482 Customer and distributor relationships 4,401 (1,200 ) 3,201 Backlog 848 (848 ) — Trade names 528 (67 ) 461 Other 99 (4 ) 95 Intangible assets subject to amortization 18,055 (3,816 ) 14,239 IPR&D 1,580 — 1,580 Total $ 19,635 $ (3,816 ) $ 15,819 As of November 1, 2015: Purchased technology $ 2,918 $ (1,165 ) $ 1,753 Customer and distributor relationships 1,702 (459 ) 1,243 Trade names 178 (41 ) 137 Other 120 (101 ) 19 Intangible assets subject to amortization 4,918 (1,766 ) 3,152 IPR&D 125 — 125 Total $ 5,043 $ (1,766 ) $ 3,277 During the three fiscal quarters ended July 31, 2016 , $267 million of IPR&D was transferred to purchased technology upon completion of the respective project and $246 million of IPR&D was written off to restructuring, impairment and disposal charges for certain IPR&D projects that were abandoned as a result of integration efforts related to the Broadcom Merger. Based on the amount of intangible assets subject to amortization at July 31, 2016 , the expected amortization expense for each of the next five fiscal years and thereafter is as follows (in millions): Fiscal Year: 2016 (remainder) $ 582 2017 4,197 2018 2,810 2019 2,046 2020 1,678 2021 1,339 Thereafter 1,587 Total $ 14,239 The weighted-average amortization periods remaining by intangible asset category as of July 31, 2016 were as follows (in years): Amortizable intangible assets: Purchased technology 6 Customer and distributor relationships 3 Trade name 14 Other 13 |
Earnings (Loss) Per Share Earni
Earnings (Loss) Per Share Earnings Per Share | 9 Months Ended |
Jul. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Earnings (Loss) Per Share Broadcom Basic net income (loss) per share is computed by dividing net income (loss) attributable to ordinary shares by the weighted-average number of Broadcom ordinary shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to ordinary shares and, if the Partnership REUs are dilutive, net income (loss) attributable to noncontrolling interest by the weighted-average number of Broadcom ordinary shares and potentially dilutive share equivalents outstanding during the period. Diluted shares outstanding include the dilutive effect of in-the-money share options, RSUs and employee share purchase rights under the Amended and Restated Broadcom Limited Employee Share Purchase Plan, or ESPP (together referred to as equity awards). Diluted shares outstanding also include Broadcom ordinary shares issuable upon exchange of the Partnership REUs (refer to Note 8. “Partners’ Capital” for additional information) for the fiscal quarter and three fiscal quarters ended July 31, 2016 , and Broadcom ordinary shares issuable upon conversion of the 2.0% Convertible Senior Notes due 2021 issued by Avago, or the Convertible Notes, for the fiscal quarter and three fiscal quarters ended August 2, 2015 . The dilutive effect of equity awards is calculated based on the average share price for each fiscal period, using the treasury stock method. Under the treasury stock method, the amount the employee must pay for exercising share options and to purchase shares under the ESPP, the amount of compensation cost for future service that we have not yet recognized, and the amount of tax benefits that would be recognized when equity awards become deductible for income tax purposes are collectively assumed to be used to repurchase ordinary shares. The dilutive effect of the Partnership REUs is calculated using the if-converted method. The if-converted method assumes that the Partnership REUs were converted at the beginning of the reporting period. The dilutive effect of the Convertible Notes was calculated using the treasury stock method based on our assumption that the Convertible Notes would be settled in cash. The treasury stock method assumed that the carrying value of the Convertible Notes represented proceeds, since settlement of the Convertible Notes tendered for conversion could be settled with cash, Avago ordinary shares or a combination of both at Avago’s option. During the third quarter of fiscal year 2015, the Convertible Notes were converted in full and settled with a combination of cash and the issuance of 13.8 million Avago ordinary shares. The incremental Avago ordinary shares attributable to the conversion were a component of diluted shares for the period prior to settlement and a component of basic weighted-average shares outstanding subsequent to the conversion. Diluted net income (loss) per share for the fiscal quarter and three fiscal quarters ended July 31, 2016 excluded the potentially dilutive effect of weighted-average outstanding equity awards to acquire 12 million ordinary shares in each period as their effect was antidilutive. There were no material antidilutive equity awards for the fiscal quarter or three fiscal quarters ended August 2, 2015 . The following is a reconciliation of the numerators and denominators of the basic and diluted net income (loss) per share computations for the periods presented (in millions, except per share data): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Numerator - Basic: Income (loss) from continuing operations $ (303 ) $ 244 $ (1,143 ) $ 921 Less: Loss from continuing operations attributable to noncontrolling interest (16 ) — (83 ) — Income (loss) from continuing operations attributable to ordinary shares $ (287 ) $ 244 $ (1,060 ) $ 921 Income (loss) from discontinued operations, net of income taxes $ (12 ) $ (4 ) $ (50 ) $ 14 Less: Loss from discontinued operations, net of income taxes, attributable to noncontrolling interest (1 ) — (3 ) — Income (loss) from discontinued operations, net of income taxes, attributable to ordinary shares $ (11 ) $ (4 ) $ (47 ) $ 14 Net income (loss) attributable to ordinary shares $ (298 ) $ 240 $ (1,107 ) $ 935 Numerator - Diluted: Income (loss) from continuing operations $ (303 ) $ 244 $ (1,143 ) $ 921 Income (loss) from discontinued operations, net of income taxes (12 ) (4 ) (50 ) 14 Net income (loss) $ (315 ) $ 240 $ (1,193 ) $ 935 Denominator: Weighted-average ordinary shares outstanding - basic 396 265 355 260 Dilutive effect of equity awards — 13 — 12 Dilutive effect of Convertible Notes — 9 — 11 Exchange of noncontrolling interest for ordinary shares 23 — 15 — Weighted-average ordinary shares outstanding - diluted 419 287 370 283 Basic income (loss) per share attributable to ordinary shares: Income (loss) per share from continuing operations $ (0.72 ) $ 0.92 $ (2.99 ) $ 3.54 Income (loss) per share from discontinued operations, net of income taxes (0.03 ) (0.01 ) (0.13 ) 0.06 Net income (loss) per share $ (0.75 ) $ 0.91 $ (3.12 ) $ 3.60 Diluted income (loss) per share attributable to ordinary shares: Income (loss) per share from continuing operations $ (0.72 ) $ 0.85 $ (3.09 ) $ 3.25 Income (loss) per share from discontinued operations, net of income taxes (0.03 ) (0.01 ) (0.13 ) 0.05 Net income (loss) per share $ (0.75 ) $ 0.84 $ (3.22 ) $ 3.30 The Partnership Income (loss) per unit for the Partnership is not required as its Common Units and Partnership REUs are not publicly traded. |
Borrowings
Borrowings | 9 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Borrowings | Borrowings 2016 Term Loans and Revolving Credit Facility In connection with the completion of the Broadcom Merger, on February 1, 2016, three Broadcom subsidiaries, together with a group of lenders, including Bank of America, N.A., as the administrative agent and collateral agent, entered into a collateralized credit agreement, or the 2016 Credit Agreement, which originally provided for a Term A loan facility in the aggregate principal amount of $4,400 million , or the Term A Loan, a Term B-1 dollar loan facility in the aggregate principal amount of $9,750 million , or the Term B-1 Loan, a Term B-1 euro loan facility in the aggregate principal amount of €900 million , equivalent to $978 million as of February 1, 2016, or the Term B-1 Euro Loan, a Term B-2 loan facility in the aggregate principal amount of $500 million , or the Term B-2 Loan, and together with the Term A Loan, Term B-1 Loan, and Term B-1 Euro Loan, referred to as the 2016 Term Loans. The 2016 Credit Agreement also provides for a revolving credit facility, or the 2016 Revolving Credit Facility, that permits us to borrow from time to time in an aggregate principal amount of up to $500 million for working capital and other corporate purposes, including swingline loans of up to $150 million in the aggregate and for the issuance of letters of credit of up to $100 million in the aggregate, which, in the case of swingline loans and letters of credit, reduce the available borrowing capacity under the 2016 Revolving Credit Facility on a dollar for dollar basis. Our obligations under the 2016 Credit Agreement are guaranteed by certain of our subsidiaries, or the Guarantors, and are collateralized, subject to certain exceptions, by substantially all of the assets of each Guarantor. The 2016 Term Loans were fully drawn at the time of, and the proceeds used to fund, in part, the completion of the Broadcom Merger. The 2016 Credit Agreement includes (i) a financial covenant that requires a first lien leverage ratio of less than 3.9:1 ; (ii) customary restrictive covenants (subject, in each case, to certain exceptions and amounts) that limit our ability to, among other things, incur indebtedness, create liens, merge or consolidate with and into other persons, make acquisitions and sell assets; (iii) customary events of default, upon the occurrence of which, after any applicable grace period, the lenders will have the ability to accelerate all outstanding loans thereunder and terminate the commitments; and (iv) customary representations and warranties. We were in compliance with all of the covenants described in the 2016 Credit Agreement as of July 31, 2016 . In addition, subject to certain conditions and availability of commitments, we have the ability to increase the aggregate 2016 Term Loans and/or 2016 Revolving Credit Facility. The 2016 Term Loans under the 2016 Credit Agreement bear interest at floating rates. Borrowings under the 2016 Credit Agreement principally represent a modification of debt and a partial extinguishment of debt outstanding under the 2014 Credit Agreement as defined below. Unamortized debt issuance costs and debt discount from the 2014 Credit Agreement related to the modification will be amortized over the term of the 2016 Credit Agreement. We recognized $106 million of third-party financing costs related to the 2016 Credit Agreement immediately in interest expense in connection with the modification of debt. We also recognized a $34 million loss on extinguishment of debt. During the three fiscal quarters ended July 31, 2016 , we made principal prepayments totaling $610 million on the Term B-1 Loan and fully repaid the €900 million Term B-1 Euro Loan. We also fully repaid the $500 million Term B-2 Loan, which was partially funded with $325 million of additional Term A Loan borrowings incurred pursuant to an incremental amendment to the 2016 Credit Agreement. As a result, during the fiscal quarter and three fiscal quarters ended July 31, 2016 , we wrote-off $21 million and $40 million , respectively, of debt issuance costs, which were included in gain (loss) on extinguishment of debt in the condensed consolidated statements of operations. As of July 31, 2016 , there were no borrowings outstanding under the 2016 Revolving Credit Facility or any material outstanding letters of credit. As of July 31, 2016 , the unamortized debt issuance costs related to the 2016 Revolving Credit Facility were $10 million and were included in other long-term assets on the condensed consolidated balance sheet. During the fiscal quarter and three fiscal quarters ended July 31, 2016 , the accretion of discount and amortization of debt issuance costs related to the 2016 Term Loans and 2016 Revolving Credit Facility were $10 million and $23 million , respectively, and were included in interest expense in the condensed consolidated statements of operations. In connection with the 2016 Credit Agreement, we purchased forward exchange contracts with a notional amount of €600 million , to hedge a portion of the foreign currency exchange risk on the principal repayment of the Term B-1 Euro Loan. Upon fully repaying the Term B-1 Euro Loan mentioned above, we settled the forward exchange contracts. Subsequent to the end of the fiscal quarter ended July 31, 2016 , we amended the 2016 Credit Agreement and refinanced all of the outstanding Term B-1 Loans and increased the amount of outstanding Term A Loans. See Note 14. “Subsequent Events.” The following table presents the details of the 2016 Term Loans: July 31, 2016 Interest Rate Effective Interest Rate Amount (in millions) Term A Loan due February 2021 2.23 % 2.52 % $ 4,666 Term B-1 Loan due February 2023 4.25 4.57 9,116 Unaccreted discount and unamortized debt issuance costs (206 ) Carrying value of 2016 Term Loans $ 13,576 Senior Notes As a result of the Broadcom Merger, we assumed $1,614 million of BRCM’s outstanding senior unsecured notes, or the Senior Notes, at fair value on the Acquisition Date. During the three fiscal quarters ended July 31, 2016 , we tendered for and repaid $1,475 million of the Senior Notes. The following table presents the details of the outstanding Senior Notes: July 31, 2016 Interest Rate Effective Interest Rate Amount Fixed rate notes due November 2018 2.70 % 2.70 % $ 117 Fixed rate notes due August 2022 2.50 2.50 9 Fixed rate notes due August 2024 3.50 3.50 7 Fixed rate notes due August 2034 4.50 4.50 6 Carrying value of Senior Notes $ 139 2014 Term Loans and Revolving Credit Facility During our third quarter of fiscal year 2014, certain of Avago’s subsidiaries entered into a collateralized credit agreement with the lenders named therein, or the 2014 Credit Agreement. The 2014 Credit Agreement provided for a term loan facility of $4,600 million , or the 2014 Term Loans, and a revolving credit facility, or the 2014 Revolving Credit Facility, which permitted certain of Avago’s subsidiaries to borrow up to $500 million . Simultaneously with entering into the 2016 Credit Agreement, we repaid in full the amounts outstanding under the 2014 Credit Agreement and terminated the 2014 Credit Agreement. Amortization of debt issuance costs related to the 2014 Term Loans and 2014 Revolving Credit Facility was $4 million in the three fiscal quarters ended July 31, 2016 and $4 million and $12 million in the fiscal quarter and three fiscal quarters ended August 2, 2015 , respectively, and was included in interest expense in the condensed consolidated statements of operations. Convertible Senior Notes In May 2014, Avago completed a private placement of its Convertible Notes to two entities affiliated with Silver Lake Partners, or the Purchasers. During fiscal year 2015, the Purchasers converted all of the Convertible Notes that they held in exchange for cash and Avago ordinary shares. During the fiscal quarter and three fiscal quarters ended August 2, 2015 , we recognized interest expense of $2 million and $18 million , respectively, related to the coupon interest and accretion of debt discount. Fair Value of Debt As of July 31, 2016 , the estimated fair values of the 2016 Term Loans and the Senior Notes approximate their carrying values. The fair value of our 2016 Term Loans is determined using inputs based on discounted cash flow models with observable market inputs and takes into consideration variables such as interest rate changes, comparable instruments, and credit-rating changes and, therefore, is classified as Level 2. The fair value of the Senior Notes is classified as Level 2 as we use quoted prices from less active markets. Future Principal Payments of Debt The future scheduled principal payments for the outstanding 2016 Term Loans and Senior Notes as of July 31, 2016 were as follows (in millions): Fiscal Year 2016 (remainder) $ 83 2017 334 2018 451 2019 452 2020 2,106 2021 1,869 Thereafter 8,626 Total $ 13,921 |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jul. 31, 2016 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity For the period from November 2, 2015 to January 31, 2016, our shareholders’ equity reflected Avago’s outstanding ordinary shares, all of which were publicly traded on the NASDAQ stock market. As a result of the Broadcom Transaction, our ownership interest changed. Pursuant to the Avago Scheme, Broadcom issued 278 million ordinary shares to holders of Avago ordinary shares and issued 112 million ordinary shares to former BRCM shareholders pursuant to the Broadcom Merger. Consequently, the number of Broadcom ordinary shares outstanding increased from 278 million Avago ordinary shares on January 31, 2016 to 390 million Broadcom ordinary shares on February 1, 2016. Both Avago and BRCM became indirect subsidiaries of Broadcom and the Partnership, and Broadcom is the sole General Partner of the Partnership. As a result, the carrying amount of equity attributable to Broadcom was adjusted to reflect the change in our ownership interest of our subsidiaries. Additionally, Broadcom reflects a noncontrolling interest in its shareholders’ equity, which represents the interest of the Limited Partners in the Partnership, as further discussed below. In connection with the Broadcom Merger, Broadcom also issued 23 million non-economic voting preference shares, or the Special Voting Shares, which is equal to the number of issued Partnership REUs. The Special Voting Shares were issued to a voting trustee pursuant to a voting trust agreement, dated February 1, 2016, between Broadcom, the Partnership and the voting trustee, or the Voting Trust Agreement. Noncontrolling Interest Noncontrolling interest represents equity interests in consolidated subsidiaries that are not attributable to Broadcom. As of July 31, 2016 , the Limited Partners held a noncontrolling interest of approximately 5% in the Partnership through their ownership of 23 million Partnership REUs, issued to former BRCM shareholders pursuant to the Broadcom Merger. Pursuant to the terms of the Partnership Agreement, each Partnership REU is entitled to distributions from the Partnership in an amount equal to any dividends or distributions that Broadcom declares and pays with respect to Broadcom ordinary shares. In addition, each holder of a Partnership REU is entitled to vote with respect to matters on which holders of Broadcom ordinary shares are entitled to vote by directing the voting trustee to vote one Special Voting Share for each Partnership REU they hold, pursuant to the Voting Trust Agreement. After the first anniversary of the Acquisition Date, subject to certain additional requirements and potential deferrals as set forth in the Partnership Agreement, a Limited Partner will have the right to require the Partnership to repurchase some or all of the Limited Partner’s Partnership REUs in consideration for, as determined by Broadcom in its sole discretion, either one Broadcom ordinary share or a cash amount as determined under the Partnership Agreement for each Partnership REU submitted for repurchase. Broadcom adjusts the net income (loss) in its condensed consolidated statements of operations to exclude the noncontrolling interest’s proportionate share of the results. In addition, Broadcom presents the proportionate share of equity attributable to the noncontrolling interest as a separate component of shareholders’ equity within its condensed consolidated balance sheet and statement of shareholders’ equity. Dividends Broadcom paid cash dividends of $0.50 and $0.40 per ordinary share, or $199 million and $104 million , during the fiscal quarters ended July 31, 2016 and August 2, 2015 , respectively. Broadcom paid cash dividends of $1.43 and $1.13 per ordinary share, or $514 million and $292 million , during the three fiscal quarters ended July 31, 2016 and August 2, 2015 , respectively. Share-Based Compensation Expense Share-based incentive awards are provided to employees, directors and other persons who provide services to our subsidiaries under the terms of various Broadcom equity incentive plans. The following table summarizes share-based compensation expense reported in continuing operations related to share-based awards granted to employees and directors for the periods presented (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Cost of products sold $ 15 $ 7 $ 34 $ 19 Research and development 144 31 294 77 Selling, general and administrative 54 25 128 73 Total share-based compensation expense (a) $ 213 $ 63 $ 456 $ 169 _________________________________ (a) Does not include $6 million and $18 million of share-based compensation related to discontinued operations recognized during the fiscal quarter and three fiscal quarters ended July 31, 2016 , respectively, which was included in income (loss) from discontinued operations in our condensed consolidated statements of operations. In connection with the Broadcom Merger, Broadcom assumed RSUs originally granted by BRCM. Share-based compensation expense reported in continuing operations in the fiscal quarter and three fiscal quarters ended July 31, 2016 included $72 million and $155 million , respectively, related to the assumed BRCM RSUs. The fair value of time-based RSUs was estimated using the closing market price of Broadcom ordinary shares on the date of grant, reduced by the present value of dividends expected to be paid on Broadcom ordinary shares prior to vesting. Certain equity awards granted during the fiscal quarter and three fiscal quarters ended July 31, 2016 and August 2, 2015 included both service and market conditions. The fair value of these market-based awards was estimated using Monte Carlo simulation techniques. The following table summarizes the weighted-average assumptions utilized for our market-based awards granted for the periods presented: Market-Based Awards Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Risk-free interest rate 0.8 % 1.4 % 1.2 % 1.4 % Dividend yield 1.3 % 1.1 % 1.3 % 1.2 % Volatility 35.0 % 35.0 % 35.0 % 36.0 % Expected term (in years) 3.0 4.0 3.8 4.4 The risk-free interest rate was derived from the average U.S. Treasury Strips rate during the period, which approximated the rate in effect at the time of grant. The dividend yield was based on the historical and expected dividend payouts as of the respective award grant dates. Expected volatility was based on Broadcom's own historical share price volatility over the period commensurate with the expected life of the awards and the implied volatility from its own traded ordinary shares with a term of 180 days measured at a specific date. The expected term of market-based share options valued using Monte Carlo simulation techniques was based upon the vesting dates forecasted by the simulation and then assuming that share options which vest, and for which the market condition has been satisfied, are exercised at the midpoint between the forecasted vesting date and their expiration. The expected term of market-based RSUs valued using Monte Carlo simulation techniques was commensurate with the awards’ contractual terms. The total unrecognized compensation cost of time and market-based share options granted but not yet vested as of July 31, 2016 was $78 million , which is expected to be recognized over the remaining weighted-average service period of 1.7 years. Total unrecognized compensation cost related to unvested time and market-based RSUs as of July 31, 2016 was $1,799 million , which is expected to be recognized over the remaining weighted-average service period of 3.1 years. Equity Incentive Award Plans A summary of share option activity related to Broadcom’s equity incentive award plans is as follows (in millions, except years and per share amounts): Number Outstanding Weighted- Average Exercise Price Per Share Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance as of November 1, 2015 21 $ 47.92 Exercised (4 ) 44.01 Cancelled (1 ) 52.66 Balance as of July 31, 2016 16 48.73 3.97 $ 1,763 Fully vested as of July 31, 2016 9 41.94 3.60 1,100 Fully vested and expected to vest as of July 31, 2016 16 48.73 3.97 1,763 The total intrinsic values of share options exercised during the fiscal quarter and three fiscal quarters ended July 31, 2016 were $85 million and $476 million , respectively. The total intrinsic values of share options exercised during the fiscal quarter and three fiscal quarters ended August 2, 2015 were $136 million and $470 million , respectively. A summary of RSU activity related to Broadcom’s equity incentive award plans is as follows (in millions, except years and per share amounts): Number Outstanding Weighted- Average Grant Date Fair Market Value Weighted- Average Remaining Contractual Life (in years) Balance as of November 1, 2015 5 $ 95.17 Assumed in Broadcom Merger 6 135.58 Granted 12 137.97 Vested (3 ) 112.08 Forfeited (2 ) 129.13 Balance as of July 31, 2016 18 130.26 1.82 Total grant-date fair values of RSUs vested during the fiscal quarter and three fiscal quarters ended July 31, 2016 were $104 million and $370 million , respectively. Total grant-date fair values of RSUs vested during the fiscal quarter and three fiscal quarters ended August 2, 2015 were $18 million and $76 million , respectively. |
Partners' Capital Partners' Cap
Partners' Capital Partners' Capital | 9 Months Ended |
Jul. 31, 2016 | |
Broadcom Cayman L.P. [Member] | |
Other Ownership Interests [Line Items] | |
Stockholders' Equity Note Disclosure [Text Block] | Partners’ Capital The partners' capital balance as of November 1, 2015 represents, and is equivalent to, the historical shareholders' equity balance of Avago. At the time of executing the Avago Scheme on February 1, 2016, the historical shareholders' equity balance of Avago belonged, and continues to belong, to Broadcom, as sole General Partner of the Partnership. Pursuant to the terms of the Partnership Agreement, Broadcom, as the holder of the Common Units, is entitled to receive distributions from the Partnership in an amount equal to the aggregate dividends payable by Broadcom to the holders of Broadcom ordinary shares, and the Limited Partners, as holders of the Partnership REUs, are entitled to receive distributions from the Partnership in an amount per unit equal to the dividend payable by Broadcom per ordinary share. Additionally, if Broadcom proposes to redeem, repurchase, or otherwise acquire any Broadcom ordinary shares, the Partnership Agreement requires that the Partnership, immediately prior to such redemption, repurchase or acquisition, make a distribution to Broadcom on the Common Units in an amount sufficient for Broadcom to fund such redemption, repurchase or acquisition, as the case may be. After the first anniversary of the Acquisition Date, subject to certain additional requirements and potential deferrals as set forth in the Partnership Agreement, a Limited Partner will have the right to require the Partnership to repurchase some or all of the Limited Partner’s Partnership REUs in consideration for, as determined by Broadcom in its sole discretion, either one Broadcom ordinary share or a cash amount as determined under the Partnership Agreement for each Partnership REU submitted for repurchase. Each Limited Partner is entitled to vote with respect to matters on which holders of Broadcom ordinary shares are entitled to vote by directing the voting trustee to vote one Special Voting Share for each Partnership REU held, pursuant to the Voting Trust Agreement. Share-Based Compensation Expense Share-based incentive awards are provided to employees, directors and other persons who provide services to our subsidiaries under the terms of various Broadcom equity incentive plans. Refer to Note 7. “Shareholders’ Equity” for further details. Capital Transactions with General Partner Capital transactions with the General Partner of $327 million consist of capital contributions by the General Partner to the Partnership and RSUs originally granted by BRCM that were assumed by Broadcom in connection with the Broadcom Merger. Distributions The Partnership paid cash distributions of $199 million and $392 million to Broadcom, as General Partner, and cash distributions of $0.50 and $0.99 per Partnership REU, or $12 million and $23 million , to the Limited Partners during the fiscal quarter and three fiscal quarters ended July 31, 2016 , respectively, in accordance with the Partnership Agreement. |
Income Taxes
Income Taxes | 9 Months Ended |
Jul. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the fiscal quarter and three fiscal quarters ended July 31, 2016 , our income tax benefit was $117 million and $199 million , respectively, compared to an income tax provision of $23 million and $61 million for the fiscal quarter and three fiscal quarters ended August 2, 2015 , respectively. The income tax benefits in the 2016 periods are a result of the loss from continuing operations partially offset by a $60 million net discrete expense for the three fiscal quarters ended July 31, 2016, as discussed below. Starting with fiscal quarter ended May 1, 2016, we no longer intend to indefinitely reinvest in operations outside of Singapore. We provided for taxes, including withholding taxes, on $1,854 million of our undistributed earnings as of November 1, 2015, and recognized $93 million of discrete expense in the three fiscal quarters ended July 31, 2016 , related to these undistributed earnings. This discrete expense was partially offset by discrete benefits that included $19 million from the release of California state valuation allowance as a result of the Broadcom Merger, $5 million from the net recognition of previously unrecognized tax benefits as a result of the expiration of the statute of limitations for certain audit periods, and $13 million from the retroactive reinstatement of the U.S. Federal Research and Development tax credit from January 1, 2015 to November 1, 2015. In connection with the Broadcom Merger, $10,023 million of net deferred tax liabilities were established on the excess of book basis over the tax basis of acquired investments in certain foreign subsidiaries that have not been indefinitely reinvested and acquired identifiable intangible assets, partially offset by acquired tax attributes. Net deferred tax liabilities are based upon certain assumptions underlying our preliminary purchase price allocation related to the Broadcom Merger. Upon finalization of the purchase price allocation, additional adjustments to the amount of our net deferred taxes may be required, provided we are within the measurement period. Unrecognized Tax Benefits During the three fiscal quarters ended July 31, 2016 , gross unrecognized tax benefits increased by $1,415 million , net of $7 million of releases due to the lapse of various statutes of limitations. The balance of gross unrecognized tax benefits was $1,993 million as of July 31, 2016 . The increase in the gross unrecognized tax benefits was primarily a result of the Broadcom Merger. Uncertain tax positions assumed in connection with the Broadcom Merger are initially estimated as of the Acquisition Date. We continue to re-evaluate these items with any adjustments to our preliminary estimates recognized in goodwill, provided we are within the measurement period and we continue to collect information in order to determine their estimated values. Accrued interest and penalties are included in other long-term liabilities on the condensed consolidated balance sheets. As of July 31, 2016 and November 1, 2015 , the combined amounts of cumulative accrued interest and penalties were approximately $104 million and $43 million , respectively. The increase in cumulative accrued interest and penalties was primarily a result of the Broadcom Merger. A portion of our unrecognized tax benefits will affect our effective tax rate if they are recognized upon favorable resolution of the uncertain tax positions. As of July 31, 2016 , and November 1, 2015 , approximately $2,097 million and $615 million , respectively, of the unrecognized tax benefits, including accrued interest and penalties, would affect our effective tax rate if favorably resolved. During the three fiscal quarters ended July 31, 2016 , we recognized $7 million of previously unrecognized tax benefits as a result of the expiration of the relevant statute of limitations for certain audit periods. We are subject to Singapore income tax examinations for the years ended October 31, 2011 and later. Our acquired companies are subject to tax examinations in major jurisdictions outside Singapore for fiscal years 2005 and later. We believe it is possible that we may recognize up to $8 million of our existing unrecognized tax benefits within the next 12 months as a result of lapses of the statute of limitations for certain audit periods. |
Segment Information
Segment Information | 9 Months Ended |
Jul. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable Segments We have four reportable segments: wired infrastructure, wireless communications, enterprise storage and industrial & other. These segments align with our principal target markets. The segments represent components for which separate financial information is available that is utilized on a regular basis by the Chief Executive Officer of Broadcom, who has been identified as the Chief Operating Decision Maker, or the CODM, as defined by authoritative guidance on segment reporting, in determining how to allocate resources and evaluate performance. The segments are determined based on several factors, including client base, homogeneity of products, technology, delivery channels and similar economic characteristics. Our CODM assesses the performance of each segment and allocates resources to those segments based on net revenue and operating income (loss) and does not evaluate operating segments using discrete asset information. Operating income (loss) by segment includes items that are directly attributable to each segment. Operating income (loss) by segment also includes shared expenses such as global operations, including manufacturing support, logistics and quality control, which are allocated primarily based on headcount, expenses associated with our globally integrated support organizations, such as sales and corporate marketing functions, as well as finance, information technology, human resources, legal and related corporate infrastructure costs, along with certain benefit related expenses, which are allocated primarily based on a percentage of revenue, and facilities allocated based on square footage. Unallocated Expenses Unallocated expenses include amortization of intangible assets, share-based compensation expense, restructuring, impairment and disposal charges, acquisition-related costs, including charges related to inventory step-up to fair value, and other costs, which are not used in evaluating the results of, or in allocating resources to, our segments. Acquisition-related costs also include transaction costs and any costs directly related to the acquisition and integration of acquired businesses. Depreciation expense directly attributable to each reportable segment is included in operating income (loss) for each segment. However, the CODM does not evaluate depreciation expense by operating segment and, therefore, it is not separately presented. There was no inter-segment revenue. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The following tables present our net revenue and operating income (loss) by reportable segment for the periods presented (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Net revenue: Wired infrastructure $ 2,062 $ 372 $ 4,508 $ 1,101 Wireless communications 1,008 616 2,378 1,856 Enterprise storage 527 588 1,730 1,541 Industrial & other 195 159 488 486 Total net revenue $ 3,792 $ 1,735 $ 9,104 $ 4,984 Operating income (loss): Wired infrastructure $ 846 $ 130 $ 1,800 $ 345 Wireless communications 308 285 754 871 Enterprise storage 223 225 749 588 Industrial & other 102 78 256 243 Unallocated expenses (1,743 ) (419 ) (4,349 ) (929 ) Total operating income (loss) $ (264 ) $ 299 $ (790 ) $ 1,118 Significant Customer Information We sell our products primarily through our direct sales force, distributors and manufacturers’ representatives. One direct customer accounted for 16% and 33% of our net accounts receivable balance at July 31, 2016 and November 1, 2015 , respectively. During both the fiscal quarter and three fiscal quarters ended July 31, 2016 , one direct customer represented 13% of our net revenue. During the fiscal quarter and three fiscal quarters ended August 2, 2015 , one direct customer represented 21% and 23% of our net revenue, respectively. The majority of the revenue from this customer was included in our wired infrastructure and wireless communications segments for the fiscal year 2016 periods and the wireless communications segment for the fiscal year 2015 periods. This customer is a contract manufacturer for a number of original equipment manufacturers. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jul. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions 2.0% Convertible Senior Notes In May 2014, Avago completed a private placement of its Convertible Notes to the Purchasers, who are affiliated with Silver Lake, of which Kenneth Hao, a director of Broadcom, is a Managing Partner and Managing Director. During fiscal year 2015, the Purchasers converted all of the outstanding Convertible Notes in exchange for $1,000 million in cash and 13.8 million Avago ordinary shares. Other During the fiscal quarter and three fiscal quarters ended July 31, 2016 and August 2, 2015 , in the ordinary course of business, we purchased from, or sold to, several entities which are affiliated with one of Broadcom’s directors. We also made purchases from Silicon Manufacturing Partners Pte. Ltd., or SMP, our joint venture with GlobalFoundries. The following tables summarize the transactions and balances with our related parties, including SMP and the Purchasers, for the indicated periods (for the portion of such period that they were considered related) (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Total net revenue $ 101 $ 49 $ 230 $ 140 Total costs and expenses, including inventory purchases 17 19 54 66 July 31, November 1, Total receivables $ 24 $ 7 Total payables 8 4 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jul. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The following table summarizes contractual obligations and commitments as of July 31, 2016 (in millions): Fiscal Year Total 2016 (remainder) 2017 2018 2019 2020 2021 Thereafter Debt principal, interest and fees $ 16,804 $ 208 $ 829 $ 945 $ 925 $ 2,554 $ 2,250 $ 9,093 Purchase commitments 1,728 1,374 316 38 — — — — Other contractual commitments 336 46 108 87 64 29 2 — Operating lease obligations 484 37 142 116 69 43 19 58 Capital lease obligations 112 31 66 15 — — — — $ 19,464 $ 1,696 $ 1,461 $ 1,201 $ 1,058 $ 2,626 $ 2,271 $ 9,151 Debt Principal, Interest and Fees. Represents principal, interest and commitment fees payable on borrowings and credit facilities under the 2016 Credit Agreement and the Senior Notes. Purchase Commitments. Represents unconditional purchase obligations that include agreements to purchase goods or services, primarily inventory, that are enforceable and legally binding on us and that specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum or variable price provisions, and the approximate timing of the transaction. Purchase obligations exclude agreements that are cancelable without penalty. We also make capital expenditures in connection with capacity expansion of our internal fabrication facility in Fort Collins, Colorado, as well as construction at our new campuses in Orange County, California and San Jose, California. These purchases are typically conducted on a purchase order basis and the amount shown in the table includes $344 million of cancelable and non-cancelable outstanding purchase obligations under such purchase orders as of July 31, 2016 . Other Contractual Commitments. Represents amounts payable pursuant to agreements related to IT, human resources, financial infrastructure outsourcing services and other service agreements. Operating Lease Obligations. Represents real property and equipment leased from third parties under non-cancelable operating leases. Capital Lease Obligations. Represents equipment leased from third parties under non-cancelable capital leases. Due to the inherent uncertainty with respect to the timing of future cash outflows associated with our unrecognized tax benefits at July 31, 2016 , we are unable to reliably estimate the timing of cash settlement with the respective taxing authority. Therefore, $927 million of unrecognized tax benefits and accrued interest classified within other long-term liabilities on our condensed consolidated balance sheet as of July 31, 2016 have been excluded from the contractual obligations table above. Contingencies From time to time, we are involved in litigation that we believe is of the type common to companies engaged in our line of business, including commercial disputes, employment issues and disputes involving claims by third parties that our activities infringe their patent, copyright, trademark or other intellectual property rights. Legal proceedings are often complex, may require the expenditure of significant funds and other resources, and the outcome of litigation is inherently uncertain, with material adverse outcomes possible. Intellectual property claims generally involve the demand by a third-party that we cease the manufacture, use or sale of the allegedly infringing products, processes or technologies and/or pay substantial damages or royalties for past, present and future use of the allegedly infringing intellectual property. Claims that our products or processes infringe or misappropriate any third-party intellectual property rights (including claims arising through our contractual indemnification of our customers) often involve highly complex, technical issues, the outcome of which is inherently uncertain. Moreover, from time to time we pursue litigation to assert our intellectual property rights. Regardless of the merit or resolution of any such litigation, complex intellectual property litigation is generally costly and diverts the efforts and attention of our management and technical personnel. Lawsuits Relating to Tessera Inc. On May 23, 2016, Tessera Technologies, Inc., Tessera, Inc., or Tessera, and Invensas Corporation, or Invensas, filed a complaint with the U.S. International Trade Commission, or the U.S. ITC, alleging infringement by Broadcom, BRCM, Avago and Avago Technologies U.S. Inc. of three U.S. patents, or the U.S. ITC patents-at-issue, relating to semiconductor packaging and semiconductor manufacturing technologies. The proposed respondents also include Arista Networks, Inc., ARRIS International plc, ARRIS Group, Inc., ARRIS Technology, Inc., ARRIS Enterprises LLC, ARRIS Solutions, Inc., Pace Ltd., Pace Americas, LLC, Pace USA, LLC, ASUSteK Computer Inc., ASUS Computer International, Comcast Cable Communications, LLC, Comcast Cable Communications Management, LLC, Comcast Business Communications, LLC, HTC Corporation, HTC America, Inc., NETGEAR, Inc., Technicolor S.A., Technicolor USA, Inc., and Technicolor Connected Home USA LLC. The complaint requests institution of an investigation pursuant to Section 337 of the Tariff Act of 1930, as amended. The requested relief includes (1) a permanent limited exclusion order excluding from entry into the U.S. all of the proposed respondents' semiconductor devices, semiconductor device packages and products containing the same that infringe one or more of the U.S. ITC patents-at-issue and (2) a permanent cease and desist order prohibiting the proposed respondents and related companies from at least importing, marketing, advertising, demonstrating, warehousing inventory for distribution, offering for sale, selling, qualifying for use in the products of others, distributing, or using the proposed respondents' semiconductor devices, semiconductor device packages and products containing the same that infringe one or more of the U.S. ITC patents-at-issue. On June 20, 2016, the U.S. ITC instituted an investigation. On May 23, 2016, Tessera and Invensas filed a complaint against BRCM in the U.S. District Court for the District of Delaware, Case No. 1-16-cv-00379, alleging infringement of the U.S. ITC patents-at-issue. The complaint seeks compensatory damages in an unspecified amount, as well as an award of reasonable attorneys’ fees, interest, and costs. On May 23, 2016, Invensas filed a Writ of Summons against Broadcom, BRCM, Broadcom Netherlands B.V. and Broadcom Communications Netherlands B.V. in the Hague District Court in the Netherlands, Case No. L1422381, alleging infringement of a single European patent that is a foreign counterpart to one of the U.S. ITC patents-at-issue, or the European patent-at-issue. The named defendants also include EBV Elektronik GmbH, Arrow Central Europe GmbH, and Mouser Electronics Netherlands B.V. The requested relief includes a cease-and-desist order and damages in an unspecified amount. On May 23, 2016, Invensas also filed a complaint against each of (i) Broadcom Germany GmbH and its German distributors, Case No. 7 O 97/16, and (ii) Broadcom and BRCM, Case No. 7 O 98/16, in the Mannheim District Court in Germany, alleging infringement of the European patent-at-issue. The required relief includes damages in an unspecified amount and an injunction preventing the sale of the accused products. On May 23, 2016, Tessera and Tessera Advanced Technologies, Inc. also filed a complaint against Broadcom Corporation in the U.S. District Court for the District of Delaware, Case No. 1-16-cv-00380, alleging infringement of four additional U.S. patents relating to semiconductor packaging, semiconductor manufacturing and circuit technologies. On June 19, 2016, the complaint was amended to add three more U.S. patents relating to semiconductor packaging technologies for a total of seven U.S. patents in this matter. The complaint seeks compensatory damages in an unspecified amount, as well as an award of reasonable attorneys’ fees, interest, and costs. We intend to vigorously defend these actions. Lawsuits Relating to the Acquisition of BRCM Since the announcement of the Broadcom Transaction, 11 putative class action complaints have been filed by and purportedly on behalf of alleged BRCM shareholders. Two putative class action complaints were filed in the United States District Court for the Central District of California, captioned: Wytas, et al. v. McGregor, et al., Case No. 8:15-cv-00979, filed on June 18, 2015; and Yassian, et al. v. McGregor, et al., Case No. 8:15-cv-01303, filed on August 15, 2015, or the Federal Actions. On September 2, 2015, plaintiffs in the Wytas, et al. v. McGregor, et al. matter filed an amended complaint adding claims under the U.S. federal securities laws. One putative class action complaint was filed in the Superior Court of the State of California, County of Santa Clara, captioned Jew v. Broadcom Corp., et al., Case No. 1-15-CV-281353, filed June 2, 2015. Eight putative class action complaints were filed in the Superior Court of the State of California, County of Orange, captioned: Xu v. Broadcom Corp., et al., Case No. 30-2015-00790689-CU-SL-CXC, filed June 1, 2015; Freed v. Broadcom Corp., et al., Case No. 30-2015-00790699-CU-SL-CXC, filed June 1, 2015; N.J. Building Laborers Statewide Pension Fund v. Samueli, et al., Case No. 30-2015-00791484-CU-SL-CXC, filed June 4, 2015; Yiu v. Broadcom Corp., et al., Case No. 30-2015-00791490-CU-SL-CXC, filed June 4, 2015; Yiu, et al. v. Broadcom Corp., et al., Case No. 30-2015-00791762-CU-BT-CXC, filed June 5, 2015; Yassian, et al. v. McGregor, et al., Case No. 30-2015-00793360-CU-SL-CXC, filed June 15, 2015; Seafarers’ Pension Plan v. Samueli, et al., Case No. 30-2015-00794492-CU-SL-CXC, filed June 19, 2015; and Engel v. Broadcom Corp., et al., Case No. 30-2015-00797343-CU-SL-CXC, filed on July 2, 2015 (together with Jew v. Broadcom Corp., et al., the State Actions). The Federal Actions and State Actions name as defendants, among other parties, BRCM, members of BRCM’s board of directors and Avago, and allege, among other things, breaches of fiduciary duties and aiding and abetting those alleged breaches. Additionally, the Federal Actions allege violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and SEC Rule 14-a9. On August 14, 2015, the Superior Court of the State of California, County of Orange, issued an order coordinating and consolidating the State Actions, captioned Broadcom Shareholder Cases, JCCP 4834. On September 18, 2015, the United States District Court for the Central District of California consolidated the Federal Actions under the caption In re Broadcom Corporation Stockholder Litigation, Case No. 8:15-cv-00979. On September 25, 2015, the Superior Court of the State of California, County of Orange, stayed the State Actions pending the outcome of the Federal Actions. On October 28, 2015, BRCM supplemented its disclosures, and filed additional proxy materials with the SEC. On November 10, 2015, BRCM shareholders voted to approve the Broadcom Transaction. On November 16, 2015, the United States District Court for the Central District of California appointed lead plaintiffs and lead counsel in the Federal Actions. On January 15, 2016, lead plaintiffs in the Federal Actions filed a Second Amended Consolidated Class Action Complaint, or the Federal Consolidated Compliant, which names as defendants, among other parties, members of BRCM’s board of directors and Avago, and alleges breaches of fiduciary duties and aiding and abetting those alleged breaches, as well as violation of Sections 14(a) and 20(a) of the Exchange Act and SEC Rule 14-a9. On February 1, 2016, we completed the acquisition of BRCM. On February 16, 2016, defendants filed a motion to dismiss the Federal Consolidated Complaint. Lawsuits Relating to the Acquisition of Emulex On March 3, 2015, two putative shareholder class action complaints were filed in the Court of Chancery of the State of Delaware against Emulex Corporation, or Emulex, its directors, Avago Technologies Wireless (U.S.A.) Manufacturing Inc., or AT Wireless, and Emerald Merger Sub, Inc., or Merger Sub, captioned as follows: James Tullman v. Emulex Corporation, et al., Case No. 10743-VCL (Del. Ch.); Moshe Silver ACF/Yehudit Silver U/NY/UTMA v. Emulex Corporation, et al., Case No. 10744-VCL (Del. Ch.). On March 11, 2015, a third complaint was filed in the Delaware Court of Chancery, captioned Hoai Vu v. Emulex Corporation, et al., Case No. 10776-VCL (Del. Ch.). The complaints alleged, among other things, that Emulex’s directors breached their fiduciary duties by approving the Agreement and Plan of Merger, dated February 25, 2015, by and among AT Wireless, Merger Sub and Emulex, or the Merger Agreement, and that AT Wireless and Merger Sub aided and abetted these alleged breaches of fiduciary duty. The complaints sought, among other things, either to enjoin the transaction or to rescind it following its completion, as well as damages, including attorneys’ and experts’ fees. The Delaware Court of Chancery has entered an order consolidating the three Delaware actions under the caption In re Emulex Corporation Stockholder Litigation, Consolidated C.A. No. 10743-VCL. On May 5, 2015, we completed our acquisition of Emulex. On June 5, 2015, the Court of Chancery dismissed the consolidated action without prejudice. On April 8, 2015, a putative class action complaint was filed in the United States District Court for the Central District of California, entitled Gary Varjabedian, et al. v. Emulex Corporation, et al., No. 8:15-cv-554-CJC-JCG. The complaint names as defendants Emulex, its directors, AT Wireless and Merger Sub, and purported to assert claims under Sections 14(d), 14(e) and 20(a) of the Exchange Act. The complaint alleged, among other things, that the board of directors of Emulex failed to provide material information and/or omitted material information from the Solicitation/Recommendation Statement on Schedule 14D-9 filed with the SEC on April 7, 2015 by Emulex, together with the exhibits and annexes thereto. The complaint sought to enjoin the tender offer to purchase all of the outstanding shares of Emulex common stock, as well as certain other equitable relief and attorneys’ fees and costs. On July 28, 2015, the court issued an order appointing the lead plaintiff and approving lead counsel for the putative class. On September 9, 2015, plaintiff filed a first amended complaint seeking rescission of the merger, unspecified money damages, other equitable relief and attorneys’ fees and costs. On October 13, 2015, defendants moved to dismiss the first amended complaint, which the court granted with prejudice on January 13, 2016. Plaintiff filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit on January 15, 2016. The appeal is captioned Gary Varjabedian, et al. v. Emulex Corporation, et al., No. 16-55088. On June 27, 2016, the Plaintiff-Appellant filed his opening brief and on August 17, 2016, the Defendants-Appellees filed their answering brief. Lawsuits Relating to the Acquisition of PLX In June and July 2014, four lawsuits were filed in the Superior Court for the State of California, County of Santa Clara challenging our acquisition of PLX. On July 22, 2014, the court consolidated these California actions under the caption In re PLX Technology, Inc. S’holder Litig., Lead Case No. 1-14-CV-267079 (Cal. Super. Ct., Santa Clara) and appointed lead counsel. That same day, the court also stayed the consolidated action, pending resolution of related actions filed in the Delaware Court of Chancery, described below. Also in June and July 2014, five similar lawsuits were filed in the Delaware Court of Chancery. On July 21, 2014, the court consolidated these Delaware actions under the caption In re PLX Technology, Inc. Stockholders Litigation, Consol. C.A. No. 9880-VCL (Del. Ch.), appointed lead plaintiffs and lead counsel, and designated an operative complaint for the consolidated action. On July 31, 2014, counsel for lead plaintiffs in Delaware informed the court that they would not seek a preliminary injunction, but intend to seek damages and pursue monetary remedies through post-closing litigation. Our acquisition of PLX closed on August 12, 2014. On October 31, 2014, lead plaintiffs filed a consolidated amended complaint. This complaint alleges, among other things, that PLX’s directors breached their fiduciary duties to PLX’s stockholders by seeking to sell PLX for an inadequate price, pursuant to an unfair process, and by agreeing to preclusive deal protections in the merger agreement. Plaintiffs also allege that Potomac Capital Partners II, L.P., Deutsche Bank Securities, Avago Technologies Wireless (U.S.A.) Manufacturing Inc., or AT Wireless, and Pluto Merger Sub, Inc., the acquisition subsidiary, aided and abetted the alleged fiduciary breaches. Plaintiffs also allege that PLX’s Solicitation/Recommendation statement on Schedule 14D-9, as filed with the SEC, contained false and misleading statements and/or omitted material information necessary to inform the shareholder vote. The plaintiffs seek, among other things, monetary damages and attorneys’ fees and costs. On September 3, 2015, the court granted motions to dismiss filed by AT Wireless, the acquisition subsidiary and two PLX directors, and denied motions to dismiss filed by several other PLX directors, Potomac Capital Partners II, L.P. and Deutsche Bank Securities. On August 17, 2016, the five remaining PLX director-defendants and Deutsche Bank Securities entered into a stipulation of partial settlement to resolve claims against all of the former PLX directors and Deutsche Bank Securities asserted in the Delaware class action. The partial settlement also provides for a release of all potential claims against AT Wireless, Pluto Merger Sub, Avago and PLX. Defendant Potomac Capital Partners II, L.P. is not a party to the settlement. This partial settlement is subject to court approval following notice to the putative class of PLX shareholders. A hearing on the settlement is scheduled for November 17, 2016. The Delaware class litigation is on-going. Other Matters In addition to the matters discussed above, we are currently engaged in a number of legal actions in the ordinary course of our business. We do not believe, based on currently available facts and circumstances, that the final outcome of any pending legal proceedings, taken individually or as a whole, will have a material adverse effect on our financial condition, results of operations or cash flows. However, lawsuits may involve complex questions of fact and law and may require the expenditure of significant funds and other resources to defend. The results of litigation are inherently uncertain, and material adverse outcomes are possible. From time to time, we may enter into confidential discussions regarding the potential settlement of such lawsuits. Any settlement of pending litigation could require us to incur substantial costs and other ongoing expenses, such as future royalty payments in the case of an intellectual property dispute. During the periods presented, no material amounts have been accrued or disclosed in the accompanying condensed consolidated financial statements with respect to loss contingencies associated with any legal proceedings, as potential losses for such matters are not considered probable and ranges of losses are not reasonably estimable. These matters are subject to many uncertainties and the ultimate outcomes are not predictable. There can be no assurances that the actual amounts required to satisfy any liabilities arising from the matters described above will not have a material adverse effect on our results of operations, financial position or cash flows. Other Indemnifications As is customary in our industry and as provided for in local law in the United States and other jurisdictions, many of our standard contracts provide remedies to our customers and others with whom we enter into contracts, such as defense, settlement, or payment of judgment for intellectual property claims related to the use of our products. From time to time, we indemnify customers, as well as our suppliers, contractors, lessors, lessees, companies that purchase our businesses or assets and others with whom we enter into contracts, against combinations of loss, expense, or liability arising from various triggering events related to the sale and the use of our products, the use of their goods and services, the use of facilities and state of our owned facilities, the state of the assets and businesses that we sell and other matters covered by such contracts, usually up to a specified maximum amount. In addition, from time to time we also provide protection to these parties against claims related to undiscovered liabilities, additional product liability or environmental obligations. In our experience, claims made under such indemnifications are rare and the associated estimated fair value of the liability is not material. |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Jul. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring, Impairment and Disposal Charges Restructuring Charges In the second quarter of fiscal year 2016, we began the implementation of cost reduction activities associated with the Broadcom Merger. In connection with these activities, we currently expect to eliminate approximately 2,400 positions from our workforce across all business and functional areas on a global basis. Management is in the process of further evaluating the resources and business needs of the combined entities. As a result, we may eliminate additional positions and incur additional restructuring costs related to these cost reduction activities. During the fiscal quarter and three fiscal quarters ended July 31, 2016 , we recognized $57 million and $364 million , respectively, of restructuring costs in continuing operations primarily related to employee termination costs associated with the Broadcom Merger. During the fiscal quarter and three fiscal quarters ended August 2, 2015 , we recognized $34 million and $60 million , respectively, of restructuring costs in continuing operations primarily related to employee termination costs related to the Emulex Corporation and LSI Corporation acquisitions. The following table summarizes the significant activities within, and components of, the restructuring liabilities related to continuing and discontinued operations during the three fiscal quarters ended July 31, 2016 (in millions): Employee Termination Costs Leases and Other Exit Costs Total Balance as of November 1, 2015 $ 13 $ 13 $ 26 Liabilities assumed from acquisition 2 13 15 Restructuring charges (a) 359 14 373 Utilization (287 ) (16 ) (303 ) Balance as of July 31, 2016 (b) $ 87 $ 24 $ 111 _________________________________ (a) Includes $9 million of restructuring expense related to discontinued operations recognized during the three fiscal quarters ended July 31, 2016 , which was included in income (loss) from discontinued operations in our condensed consolidated statements of operations. (b) The majority of the employee termination costs balance is expected to be paid by the second quarter of fiscal year 2018 . The leases and other exit costs balance is expected to be paid during the remaining terms of the leases, which extend through fiscal year 2019 . Impairment and Disposal Charges During the fiscal quarter and three fiscal quarters ended July 31, 2016 , we recorded impairment charges of $220 million and $246 million , respectively, for IPR&D related to our wireless communications segment and enterprise storage segment, which were abandoned as a result of integration efforts related to the Broadcom Merger. In addition, during the fiscal quarter and three fiscal quarters ended July 31, 2016 , we recorded losses on disposal and asset impairments of $5 million and $23 million , respectively, compared to $66 million and $67 million for the fiscal quarter and three fiscal quarters ended August 2, 2015 , respectively. These charges were primarily related to the sale of certain fiber optics subsystem manufacturing and related assets. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jul. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | ubsequent Events Amendment to 2016 Credit Agreement On August 2, 2016, three Broadcom subsidiaries, together with a group of lenders, including Bank of America, N.A., as the administrative agent and collateral agent, entered into three amendments to the 2016 Credit Agreement, referred to as the August 2016 Amendments. These amendments were: (i) the Second Incremental Term A Facility Amendment, pursuant to which we incurred an additional $2,994 million of Term A Loans, which were used to repay (x) $2,521 million of outstanding Term B-1 Loans and (y) $473 million of outstanding Term A Loan by certain non-continuing lenders; (ii) the First Amendment pursuant to which we (x) incurred $6,595 million of new Term B-3 loans, which were used to repay all of the then outstanding Term B-1 Loan and (y) reduced the applicable margins on the Term B-3 Loans; and (iii) the Second Amendment pursuant to which the Term A Loan and 2016 Revolving Credit Facility lenders agreed to certain changes to the 2016 Credit Agreement to increase our operating flexibility, including the automatic release of all collateral securing the 2016 Term Loans upon (x) repayment of all outstanding Term B-3 Loans and (y) the Company’s achievement of the specified investment grade ratings. The Term A Loans incurred in August 2016 have the same terms as the existing Term A Loans. The Term B-3 Loan matures on February 1, 2023 (the same date as the prior Term B-1 Loan). A summary of the effects of the August 2016 Amendments is set forth in the table below ($ in millions): Amount Outstanding Immediately Prior to August 2016 Amendments Amount Outstanding Immediately After August 2016 Amendments Applicable Margins † Term A Loans $ 4,666 $ 7,187 Variable based on applicable credit rating. Unchanged by August 2016 Amendments Term B-1 Loans 9,116 — Eurocurrency Loans: 3.5%, Base Rate Loans: 2.5%. LIBOR floor of 0.75%. (a) Term B-3 Loans — 6,595 Eurocurrency Loans: 3.0%, (b) Total 2016 Term Loans $ 13,782 $ 13,782 _________________________________ † All capitalized terms are as defined in the 2016 Credit Agreement. (a) Margins were subject to a step-down adjustment of 0.25% based on achievement of a total leverage ratio of less than or equal to 1.75:1.00 . (b) Margins are subject to a step-down adjustment of 0.25% upon achievement of a total net leverage ratio of less than or equal to 1.50:1.00 . Cash Dividends/Distribution Declared On August 31, 2016 , Broadcom’s Board of Directors declared an interim cash dividend of $0.51 per Broadcom ordinary share, payable on September 30, 2016 to shareholders of record at the close of business (Eastern Time) on September 19, 2016 , or the Broadcom Dividend. As a result of the Broadcom Dividend, and pursuant to the Partnership Agreement, the Partnership will pay a cash distribution in an amount equal to the aggregate amount of the Broadcom Dividend to Broadcom, as General Partner, and a $0.51 distribution per Partnership REU, payable on September 30, 2016 , to Limited Partners of record at the close of business (Eastern Time) on September 19, 2016 . |
Overview, Basis of Presentati22
Overview, Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Jul. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal periods | We operate on a 52- or 53-week fiscal year ending on the Sunday closest to October 31. Our fiscal year ending October 30, 2016 , or fiscal year 2016 , is a 52-week fiscal year. The first quarter of our fiscal year 2016 ended on January 31, 2016, the second quarter ended on May 1, 2016 and the third quarter ended on July 31, 2016. Our fiscal year ended November 1, 2015 , or fiscal year 2015 , was also a 52-week fiscal year. |
Basis of presentation | The accompanying condensed consolidated financial statements of Broadcom and the Partnership include the accounts of Broadcom and the Partnership, respectively, and their subsidiaries, and have been prepared by us in accordance with generally accepted accounting principles in the United States, or GAAP, for interim financial information. The financial information included herein is unaudited, and reflects all adjustments which are, in the opinion of our management, of a normal recurring nature and necessary for a fair statement of the results for the periods presented. The November 1, 2015 condensed consolidated balance sheet data were derived from Avago’s audited consolidated financial statements included in Avago’s Annual Report on Form 10-K for fiscal year 2015 , as filed with the Securities and Exchange Commission, or SEC, but do not include all disclosures required by GAAP. All intercompany transactions and balances have been eliminated in consolidation. As a result of Broadcom’s controlling interest in the Partnership, we consolidate the financial results of the Partnership and present a noncontrolling interest for the portion of the Partnership it does not own in our condensed consolidated financial statements. Net loss attributable to the noncontrolling interest on the condensed consolidated statements of operations represents the portion of loss attributable to the economic interest in the Partnership owned by the Limited Partners. The accompanying condensed consolidated financial statements include the results of operations of BRCM and other acquisitions commencing as of their respective acquisition dates. The operating results for the fiscal quarter and three fiscal quarters ended July 31, 2016 are not necessarily indicative of the results that may be expected for fiscal year 2016 , or for any other future period. |
Use of estimates | Use of estimates. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. |
Reclassification, Policy [Policy Text Block] | Reclassifications. Certain reclassifications have been made to the prior period condensed consolidated balance sheet and condensed consolidated statement of cash flows. These reclassifications have no impact on the previously reported net assets or net cash activities. |
Recent accounting guidance | Recently Adopted Accounting Guidance In November 2015, the Financial Accounting Standards Board, or FASB, issued guidance that simplifies the presentation of deferred tax assets and liabilities in a classified balance sheet. This guidance eliminates the current requirement to present deferred tax assets and liabilities as current and non-current in a classified balance sheet. Instead, all deferred tax assets and liabilities are classified as non-current. We adopted this guidance during the fiscal quarter ended January 31, 2016, on a prospective basis. The adoption resulted in $116 million of net current deferred tax assets being reclassified from other current assets to other long-term assets on our condensed consolidated balance sheet. In April 2015, the FASB issued an amendment to the guidance related to the financial statement presentation of debt issuance costs. The new guidance is required to be applied retrospectively to each prior reporting period presented. The guidance requires certain debt issuance costs to be presented on the balance sheet as a direct reduction to the carrying amount of debt, consistent with debt discounts or premiums. In August 2015, the FASB further clarified that entities are permitted to defer and present debt issuance costs related to line-of-credit arrangements as assets. We early-adopted this guidance during the fiscal quarter ended May 1, 2016, and applied its provisions retrospectively. The adoption resulted in $13 million of other current assets and $64 million of other long-term assets being reclassified to long-term debt on our condensed consolidated balance sheet as of November 1, 2015. Recent Accounting Guidance Not Yet Adopted In August 2016, the FASB issued guidance related to the classification of certain transactions on the statement of cash flows. This guidance will be effective for the first quarter of our fiscal year 2019, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In June 2016, the FASB issued new guidance requiring measurement and recognition of expected credit losses on certain types of 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. This guidance will be effective for us in the first quarter of our fiscal year 2021; however early adoption is permitted. The new guidance is required to be applied using a modified retrospective approach with certain elements being adopted prospectively. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In March 2016, the FASB issued guidance that involves several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance will be effective for the first quarter of our fiscal year 2018, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In February 2016, the FASB issued guidance related to the accounting for leases, which among other things, requires a lessee to recognize lease assets and lease liabilities on the balance sheet for operating leases. This guidance will be effective for the first quarter of our fiscal year 2020. The new guidance is required to be applied using a modified retrospective approach. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In September 2015, the FASB issued guidance which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Acquirers must recognize measurement-period adjustments during the period of resolution, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. The guidance will be effective for the first quarter of our fiscal year 2017, however early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed consolidated financial statements. In August 2015, the FASB deferred the effective date of the guidance that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. This guidance will be effective for the first quarter of our fiscal year 2019. Early adoption is permitted, but not before the first quarter of our fiscal year 2018. The new guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. In addition, in May 2016, the FASB issued final amendments to clarify the implementation guidance for principal versus agent considerations, identifying performance obligations and the accounting for licenses of intellectual property, and narrow-scope improvements and practical expedients. We have not yet selected a transition method and are currently evaluating the impact of this guidance on our condensed consolidated financial statements. |
Segment Information Segment Rep
Segment Information Segment Reporting (Policies) | 9 Months Ended |
Jul. 31, 2016 | |
Accounting Policies [Abstract] | |
Segment Reporting, Policy [Policy Text Block] | The segments represent components for which separate financial information is available that is utilized on a regular basis by the Chief Executive Officer of Broadcom, who has been identified as the Chief Operating Decision Maker, or the CODM, as defined by authoritative guidance on segment reporting, in determining how to allocate resources and evaluate performance. The segments are determined based on several factors, including client base, homogeneity of products, technology, delivery channels and similar economic characteristics. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of consideration given | The aggregate consideration for the Broadcom Merger, net of cash acquired, consisted of the following (in millions): Cash for outstanding BRCM common stock $ 16,798 Fair value of Broadcom ordinary shares issued for outstanding BRCM common stock 15,438 Fair value of Partnership REUs issued for outstanding BRCM common stock 3,140 Fair value of partially vested assumed restricted stock unit awards 182 Cash for vested BRCM equity awards 137 Effective settlement of pre-existing relationships 11 Total purchase consideration 35,706 Less: cash acquired 6,948 Total purchase consideration, net of cash acquired $ 28,758 |
Schedule of assets acquired and liabilities assumed | Our preliminary allocation of the total purchase price, net of cash acquired, is as follows (in millions): Estimated Fair Value Trade accounts receivable $ 669 Inventory 1,853 Assets held-for-sale 833 Other current assets 194 Property, plant and equipment 889 Goodwill 23,076 Intangible assets 14,808 Other long-term assets 121 Total assets acquired 42,443 Accounts payable (559 ) Employee compensation and benefits (104 ) Current portion of long-term debt (1,475 ) Other current liabilities (791 ) Long-term debt (139 ) Other long-term liabilities (10,617 ) Total liabilities assumed (13,685 ) Fair value of net assets acquired $ 28,758 |
Schedule of intangible assets acquired | Identified intangible assets and their respective useful lives were as follows: Approximate Fair Value Weighted-Average Amortization Periods (in years) Developed technology $ 9,010 6 Customer contracts and related relationships 2,703 2 Order backlog 750 < 1 Trade name 350 17 Other 45 16 Total identified finite-lived intangible assets 12,858 In-process research and development 1,950 N/A Total identified intangible assets, net of assets held-for-sale 14,808 Intangible assets included in assets held-for-sale 320 Identified intangible assets $ 15,128 Intangible assets consist of the following (in millions): Gross Carrying Amount Accumulated Amortization Net Book Value As of July 31, 2016: Purchased technology $ 12,179 $ (1,697 ) $ 10,482 Customer and distributor relationships 4,401 (1,200 ) 3,201 Backlog 848 (848 ) — Trade names 528 (67 ) 461 Other 99 (4 ) 95 Intangible assets subject to amortization 18,055 (3,816 ) 14,239 IPR&D 1,580 — 1,580 Total $ 19,635 $ (3,816 ) $ 15,819 As of November 1, 2015: Purchased technology $ 2,918 $ (1,165 ) $ 1,753 Customer and distributor relationships 1,702 (459 ) 1,243 Trade names 178 (41 ) 137 Other 120 (101 ) 19 Intangible assets subject to amortization 4,918 (1,766 ) 3,152 IPR&D 125 — 125 Total $ 5,043 $ (1,766 ) $ 3,277 |
Schedule of Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The following table summarizes the details of IPR&D by category as of the Acquisition Date (dollars in millions): Description IPR&D Percentage of Completion Estimated Cost to Complete Expected Release Date (by fiscal year) Set-top box solutions $ 90 56 % $ 90 2016 - 2017 Broadband carrier access solutions 390 34 376 2016 - 2018 Carrier switch solutions 270 51 255 2016 - 2019 Compute and connectivity solutions 170 61 136 2016 - 2018 Physical layer product solutions 190 51 71 2016 - 2019 Wireless connectivity combo solutions 770 57 364 2016 - 2018 Touch controllers 70 39 21 2016 - 2017 |
Schedule of pro forma information | Consequently, actual results will differ from the unaudited pro forma information presented below (in millions, except for per share amounts): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Pro forma net revenue $ 3,789 $ 3,828 $ 11,148 $ 11,272 Pro forma net income (loss) from continuing operations (152 ) 242 (611 ) (717 ) Pro forma net income (loss) (164 ) 238 (661 ) (703 ) Pro forma net income (loss) attributable to ordinary shares (155 ) 225 (624 ) (664 ) Pro forma income (loss) per share attributable to ordinary shares - basic (0.39 ) 0.60 (1.76 ) (1.78 ) Pro forma income (loss) per share attributable to ordinary shares - diluted (0.39 ) 0.59 (1.76 ) (1.78 ) |
Supplemental Financial Inform25
Supplemental Financial Information (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of inventory | Inventory consists of the following (in millions): July 31, November 1, Finished goods $ 499 $ 177 Work-in-process 498 271 Raw materials 309 76 Total inventory $ 1,306 $ 524 |
Summary of components of assets held-for-sale | The following table summarizes components of assets held-for-sale (in millions): July 31, November 1, Goodwill $ 147 $ — Intangible assets, net 64 — Other assets 35 22 Total assets held-for-sale $ 246 $ 22 |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The following table summarizes the selected financial information of discontinued operations (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Net revenue $ 35 $ 6 $ 99 $ 59 Income (loss) from discontinued operations before gain on disposals and income taxes $ (54 ) $ (4 ) $ (115 ) $ 13 Gain on disposals of discontinued operations 33 — 33 14 Benefit from (provision for) income taxes 9 — 32 (13 ) Income (loss) from discontinued operations, net of income taxes $ (12 ) $ (4 ) $ (50 ) $ 14 |
Schedule of Accrued Rebate [Table Text Block] | The following table summarizes activities related to accrued rebates included in other current liabilities on our condensed consolidated balance sheets (in millions): Accrued Rebate Liabilities Balance as of November 1, 2015 $ 26 Liabilities assumed in acquisitions 359 Charged as a reduction of revenue 388 Reversal of unclaimed rebates (3 ) Payments (360 ) Balance as of July 31, 2016 $ 410 |
Other Noncurrent Liabilities [Table Text Block] | Other long-term liabilities consist of the following (in millions): July 31, November 1, Deferred tax liabilities $ 9,614 $ 9 Unrecognized tax benefits (a) 927 317 Other 130 55 Total other long-term liabilities $ 10,671 $ 381 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The following table summarizes changes in goodwill by segment (in millions): Wired Infrastructure Wireless Communications Enterprise Storage Industrial & Other Total Balance as of November 1, 2015 $ 287 $ 261 $ 990 $ 136 $ 1,674 Broadcom Merger 17,395 5,681 — — 23,076 Other acquisitions — 21 11 8 40 Reclassification of goodwill related to certain assets held-for-sale — — (6 ) — (6 ) Balance as of July 31, 2016 $ 17,682 $ 5,963 $ 995 $ 144 $ 24,784 |
Schedule of Finite- and Indefinite-lived Intangible Assets | Identified intangible assets and their respective useful lives were as follows: Approximate Fair Value Weighted-Average Amortization Periods (in years) Developed technology $ 9,010 6 Customer contracts and related relationships 2,703 2 Order backlog 750 < 1 Trade name 350 17 Other 45 16 Total identified finite-lived intangible assets 12,858 In-process research and development 1,950 N/A Total identified intangible assets, net of assets held-for-sale 14,808 Intangible assets included in assets held-for-sale 320 Identified intangible assets $ 15,128 Intangible assets consist of the following (in millions): Gross Carrying Amount Accumulated Amortization Net Book Value As of July 31, 2016: Purchased technology $ 12,179 $ (1,697 ) $ 10,482 Customer and distributor relationships 4,401 (1,200 ) 3,201 Backlog 848 (848 ) — Trade names 528 (67 ) 461 Other 99 (4 ) 95 Intangible assets subject to amortization 18,055 (3,816 ) 14,239 IPR&D 1,580 — 1,580 Total $ 19,635 $ (3,816 ) $ 15,819 As of November 1, 2015: Purchased technology $ 2,918 $ (1,165 ) $ 1,753 Customer and distributor relationships 1,702 (459 ) 1,243 Trade names 178 (41 ) 137 Other 120 (101 ) 19 Intangible assets subject to amortization 4,918 (1,766 ) 3,152 IPR&D 125 — 125 Total $ 5,043 $ (1,766 ) $ 3,277 |
Finite-lived Intangible Assets Remaining | Based on the amount of intangible assets subject to amortization at July 31, 2016 , the expected amortization expense for each of the next five fiscal years and thereafter is as follows (in millions): Fiscal Year: 2016 (remainder) $ 582 2017 4,197 2018 2,810 2019 2,046 2020 1,678 2021 1,339 Thereafter 1,587 Total $ 14,239 |
Finite-lived Intangible Assets Remaining Weighted Average Amortization Period | The weighted-average amortization periods remaining by intangible asset category as of July 31, 2016 were as follows (in years): Amortizable intangible assets: Purchased technology 6 Customer and distributor relationships 3 Trade name 14 Other 13 |
Earnings (Loss) Per Share Ear27
Earnings (Loss) Per Share Earnings Per Share (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following is a reconciliation of the numerators and denominators of the basic and diluted net income (loss) per share computations for the periods presented (in millions, except per share data): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Numerator - Basic: Income (loss) from continuing operations $ (303 ) $ 244 $ (1,143 ) $ 921 Less: Loss from continuing operations attributable to noncontrolling interest (16 ) — (83 ) — Income (loss) from continuing operations attributable to ordinary shares $ (287 ) $ 244 $ (1,060 ) $ 921 Income (loss) from discontinued operations, net of income taxes $ (12 ) $ (4 ) $ (50 ) $ 14 Less: Loss from discontinued operations, net of income taxes, attributable to noncontrolling interest (1 ) — (3 ) — Income (loss) from discontinued operations, net of income taxes, attributable to ordinary shares $ (11 ) $ (4 ) $ (47 ) $ 14 Net income (loss) attributable to ordinary shares $ (298 ) $ 240 $ (1,107 ) $ 935 Numerator - Diluted: Income (loss) from continuing operations $ (303 ) $ 244 $ (1,143 ) $ 921 Income (loss) from discontinued operations, net of income taxes (12 ) (4 ) (50 ) 14 Net income (loss) $ (315 ) $ 240 $ (1,193 ) $ 935 Denominator: Weighted-average ordinary shares outstanding - basic 396 265 355 260 Dilutive effect of equity awards — 13 — 12 Dilutive effect of Convertible Notes — 9 — 11 Exchange of noncontrolling interest for ordinary shares 23 — 15 — Weighted-average ordinary shares outstanding - diluted 419 287 370 283 Basic income (loss) per share attributable to ordinary shares: Income (loss) per share from continuing operations $ (0.72 ) $ 0.92 $ (2.99 ) $ 3.54 Income (loss) per share from discontinued operations, net of income taxes (0.03 ) (0.01 ) (0.13 ) 0.06 Net income (loss) per share $ (0.75 ) $ 0.91 $ (3.12 ) $ 3.60 Diluted income (loss) per share attributable to ordinary shares: Income (loss) per share from continuing operations $ (0.72 ) $ 0.85 $ (3.09 ) $ 3.25 Income (loss) per share from discontinued operations, net of income taxes (0.03 ) (0.01 ) (0.13 ) 0.05 Net income (loss) per share $ (0.75 ) $ 0.84 $ (3.22 ) $ 3.30 |
Borrowings Borrowings (Tables)
Borrowings Borrowings (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | The following table presents the details of the 2016 Term Loans: July 31, 2016 Interest Rate Effective Interest Rate Amount (in millions) Term A Loan due February 2021 2.23 % 2.52 % $ 4,666 Term B-1 Loan due February 2023 4.25 4.57 9,116 Unaccreted discount and unamortized debt issuance costs (206 ) Carrying value of 2016 Term Loans $ 13,576 A summary of the effects of the August 2016 Amendments is set forth in the table below ($ in millions): Amount Outstanding Immediately Prior to August 2016 Amendments Amount Outstanding Immediately After August 2016 Amendments Applicable Margins † Term A Loans $ 4,666 $ 7,187 Variable based on applicable credit rating. Unchanged by August 2016 Amendments Term B-1 Loans 9,116 — Eurocurrency Loans: 3.5%, Base Rate Loans: 2.5%. LIBOR floor of 0.75%. (a) Term B-3 Loans — 6,595 Eurocurrency Loans: 3.0%, (b) Total 2016 Term Loans $ 13,782 $ 13,782 |
Schedule of Long-term Debt Instruments [Table Text Block] | The following table presents the details of the outstanding Senior Notes: July 31, 2016 Interest Rate Effective Interest Rate Amount Fixed rate notes due November 2018 2.70 % 2.70 % $ 117 Fixed rate notes due August 2022 2.50 2.50 9 Fixed rate notes due August 2024 3.50 3.50 7 Fixed rate notes due August 2034 4.50 4.50 6 Carrying value of Senior Notes $ 139 |
Schedule of Future Principal Payments on Debt | The future scheduled principal payments for the outstanding 2016 Term Loans and Senior Notes as of July 31, 2016 were as follows (in millions): Fiscal Year 2016 (remainder) $ 83 2017 334 2018 451 2019 452 2020 2,106 2021 1,869 Thereafter 8,626 Total $ 13,921 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Equity [Abstract] | |
Summary of Share-based Compensation Expense | The following table summarizes share-based compensation expense reported in continuing operations related to share-based awards granted to employees and directors for the periods presented (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Cost of products sold $ 15 $ 7 $ 34 $ 19 Research and development 144 31 294 77 Selling, general and administrative 54 25 128 73 Total share-based compensation expense (a) $ 213 $ 63 $ 456 $ 169 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following table summarizes the weighted-average assumptions utilized for our market-based awards granted for the periods presented: Market-Based Awards Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Risk-free interest rate 0.8 % 1.4 % 1.2 % 1.4 % Dividend yield 1.3 % 1.1 % 1.3 % 1.2 % Volatility 35.0 % 35.0 % 35.0 % 36.0 % Expected term (in years) 3.0 4.0 3.8 4.4 |
Summary of Share-based Payment Award Activity | A summary of share option activity related to Broadcom’s equity incentive award plans is as follows (in millions, except years and per share amounts): Number Outstanding Weighted- Average Exercise Price Per Share Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance as of November 1, 2015 21 $ 47.92 Exercised (4 ) 44.01 Cancelled (1 ) 52.66 Balance as of July 31, 2016 16 48.73 3.97 $ 1,763 Fully vested as of July 31, 2016 9 41.94 3.60 1,100 Fully vested and expected to vest as of July 31, 2016 16 48.73 3.97 1,763 |
Disclosure of Compensation Related Costs, Share-based Payments [Table Text Block] | A summary of RSU activity related to Broadcom’s equity incentive award plans is as follows (in millions, except years and per share amounts): Number Outstanding Weighted- Average Grant Date Fair Market Value Weighted- Average Remaining Contractual Life (in years) Balance as of November 1, 2015 5 $ 95.17 Assumed in Broadcom Merger 6 135.58 Granted 12 137.97 Vested (3 ) 112.08 Forfeited (2 ) 129.13 Balance as of July 31, 2016 18 130.26 1.82 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting | The following tables present our net revenue and operating income (loss) by reportable segment for the periods presented (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Net revenue: Wired infrastructure $ 2,062 $ 372 $ 4,508 $ 1,101 Wireless communications 1,008 616 2,378 1,856 Enterprise storage 527 588 1,730 1,541 Industrial & other 195 159 488 486 Total net revenue $ 3,792 $ 1,735 $ 9,104 $ 4,984 Operating income (loss): Wired infrastructure $ 846 $ 130 $ 1,800 $ 345 Wireless communications 308 285 754 871 Enterprise storage 223 225 749 588 Industrial & other 102 78 256 243 Unallocated expenses (1,743 ) (419 ) (4,349 ) (929 ) Total operating income (loss) $ (264 ) $ 299 $ (790 ) $ 1,118 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions and Balances with Related Parties | The following tables summarize the transactions and balances with our related parties, including SMP and the Purchasers, for the indicated periods (for the portion of such period that they were considered related) (in millions): Fiscal Quarter Ended Three Fiscal Quarters Ended July 31, August 2, July 31, August 2, Total net revenue $ 101 $ 49 $ 230 $ 140 Total costs and expenses, including inventory purchases 17 19 54 66 July 31, November 1, Total receivables $ 24 $ 7 Total payables 8 4 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Contractual Obligations and Commitments | The following table summarizes contractual obligations and commitments as of July 31, 2016 (in millions): Fiscal Year Total 2016 (remainder) 2017 2018 2019 2020 2021 Thereafter Debt principal, interest and fees $ 16,804 $ 208 $ 829 $ 945 $ 925 $ 2,554 $ 2,250 $ 9,093 Purchase commitments 1,728 1,374 316 38 — — — — Other contractual commitments 336 46 108 87 64 29 2 — Operating lease obligations 484 37 142 116 69 43 19 58 Capital lease obligations 112 31 66 15 — — — — $ 19,464 $ 1,696 $ 1,461 $ 1,201 $ 1,058 $ 2,626 $ 2,271 $ 9,151 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the significant activities within, and components of, the restructuring liabilities related to continuing and discontinued operations during the three fiscal quarters ended July 31, 2016 (in millions): Employee Termination Costs Leases and Other Exit Costs Total Balance as of November 1, 2015 $ 13 $ 13 $ 26 Liabilities assumed from acquisition 2 13 15 Restructuring charges (a) 359 14 373 Utilization (287 ) (16 ) (303 ) Balance as of July 31, 2016 (b) $ 87 $ 24 $ 111 _________________________________ (a) Includes $9 million of restructuring expense related to discontinued operations recognized during the three fiscal quarters ended July 31, 2016 , which was included in income (loss) from discontinued operations in our condensed consolidated statements of operations. (b) The majority of the employee termination costs balance is expected to be paid by the second quarter of fiscal year 2018 . The leases and other exit costs balance is expected to be paid during the remaining terms of the leases, which extend through fiscal year 2019 . |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Subsequent Events [Abstract] | |
Schedule of Debt [Table Text Block] | The following table presents the details of the 2016 Term Loans: July 31, 2016 Interest Rate Effective Interest Rate Amount (in millions) Term A Loan due February 2021 2.23 % 2.52 % $ 4,666 Term B-1 Loan due February 2023 4.25 4.57 9,116 Unaccreted discount and unamortized debt issuance costs (206 ) Carrying value of 2016 Term Loans $ 13,576 A summary of the effects of the August 2016 Amendments is set forth in the table below ($ in millions): Amount Outstanding Immediately Prior to August 2016 Amendments Amount Outstanding Immediately After August 2016 Amendments Applicable Margins † Term A Loans $ 4,666 $ 7,187 Variable based on applicable credit rating. Unchanged by August 2016 Amendments Term B-1 Loans 9,116 — Eurocurrency Loans: 3.5%, Base Rate Loans: 2.5%. LIBOR floor of 0.75%. (a) Term B-3 Loans — 6,595 Eurocurrency Loans: 3.0%, (b) Total 2016 Term Loans $ 13,782 $ 13,782 |
Overview, Basis of Presentati35
Overview, Basis of Presentation and Significant Accounting Policies (Textuals) (Details) $ in Millions | 9 Months Ended | |||
Jul. 31, 2016segment | Feb. 01, 2016business | Jan. 31, 2016USD ($) | Nov. 01, 2015USD ($) | |
Number of reportable segments | segment | 4 | |||
Fiscal period end | 52- or 53-week | |||
Deferred Tax Asset [Domain] | ||||
Cumulative effect of new accounting pronouncement | $ 116 | |||
Other Current Assets [Member] | ||||
Cumulative effect of new accounting pronouncement | $ 13 | |||
Other assets | ||||
Cumulative effect of new accounting pronouncement | $ 64 | |||
Broadcom Limited, Avago, BRCM And Various Other Parties [Member] | ||||
Business Combination, Share Exchange Rate | 1 | |||
Number Of Businesses Merged Into BRCM | business | 2 |
Acquisitions - Consideration Tr
Acquisitions - Consideration Transferred (Details) - USD ($) shares in Millions, $ in Millions | Feb. 01, 2016 | Jul. 31, 2016 | Aug. 02, 2015 |
Business Acquisition [Line Items] | |||
Total purchase consideration, net of cash acquired | $ 10,055 | $ 394 | |
Broadcom Agreement | |||
Business Acquisition [Line Items] | |||
Cash for outstanding BRCM common stock | $ 16,798 | ||
Cash for BRCM equity awards | 137 | ||
Effective settlement of pre-existing relationships | 11 | ||
Total purchase consideration | 35,706 | ||
Less: cash acquired | 6,948 | ||
Total purchase consideration, net of cash acquired | 28,758 | ||
Ordinary Shares | Broadcom Agreement | |||
Business Acquisition [Line Items] | |||
Total equity consideration | $ 15,438 | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 112 | ||
Restricted Exchangeable Unit [Member] | Broadcom Agreement | |||
Business Acquisition [Line Items] | |||
Total equity consideration | $ 3,140 | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 23 | ||
Restricted Stock Units (RSUs) [Member] | Broadcom Agreement | |||
Business Acquisition [Line Items] | |||
Total equity consideration | $ 182 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2016 | Feb. 01, 2016 | Nov. 01, 2015 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 24,784 | $ 24,784 | $ 1,674 | |
Broadcom Agreement | ||||
Business Acquisition [Line Items] | ||||
Trade accounts receivable | $ 669 | |||
Inventory | 1,853 | |||
Assets held-for-sale | 833 | |||
Other current assets | 194 | |||
Property, plant and equipment | 889 | |||
Goodwill | 23,076 | |||
Intangible assets | 14,808 | |||
Other long-term assets | 121 | |||
Total assets acquired | 42,443 | |||
Accounts payable | (559) | |||
Employee compensation and benefits | (104) | |||
Current portion of long-term debt | (1,475) | |||
Other current liabilities | (791) | |||
Long-term debt | (139) | |||
Other long-term liabilities | (10,617) | |||
Total liabilities assumed | (13,685) | |||
Fair value of net assets acquired | $ 28,758 | |||
Revenues | 2,314 | 4,641 | ||
Business Combination, Acquisition Related Costs | $ 2 | $ 39 |
Acquisitions - Finite Intangib
Acquisitions - Finite Intangible Assets Acquired (Details) - USD ($) $ in Millions | Feb. 01, 2016 | Jul. 31, 2016 |
Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful live | 14 years | |
Other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful live | 13 years | |
Broadcom Agreement | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 12,858 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 14,808 | |
Intangible assets acquired including held for sale | 15,128 | |
Broadcom Agreement | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 9,010 | |
Estimated useful live | 6 years | |
Broadcom Agreement | Customer Contracts [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 2,703 | |
Estimated useful live | 2 years | |
Broadcom Agreement | Order backlog | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 750 | |
Estimated useful live | 1 year | |
Broadcom Agreement | Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 350 | |
Estimated useful live | 17 years | |
Broadcom Agreement | Other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 45 | |
Estimated useful live | 16 years | |
Broadcom Agreement | Discontinued Operations, Held-for-sale [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total identified finite-lived intangible assets | $ 320 | |
In-process research and development [Member] | Broadcom Agreement | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 1,950 |
Acquisitions - Intangible Asse
Acquisitions - Intangible Assets Acquired (Details) - Broadcom Agreement - USD ($) $ in Millions | Feb. 01, 2016 | Jul. 31, 2016 |
Acquired Intangible Assets [Line Items] | ||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 240 | |
In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 1,950 | |
Risk premium over discount rate | 2.00% | |
Set-top box solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 90 | |
Percentage of completion | 56.00% | |
Estimated costs to complete | $ 90 | |
Broadband carrier access solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 390 | |
Percentage of completion | 34.00% | |
Estimated costs to complete | $ 376 | |
Carrier switch solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 270 | |
Percentage of completion | 51.00% | |
Estimated costs to complete | $ 255 | |
Compute and connectivity solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 170 | |
Percentage of completion | 61.00% | |
Estimated costs to complete | $ 136 | |
Physical layer product solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 190 | |
Percentage of completion | 51.00% | |
Estimated costs to complete | $ 71 | |
Wireless connectivity combo solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 770 | |
Percentage of completion | 57.00% | |
Estimated costs to complete | $ 364 | |
Touch controllers [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 70 | |
Percentage of completion | 39.00% | |
Estimated costs to complete | $ 21 | |
Minimum [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Fair Value Inputs, Discount Rate | 14.00% | |
Minimum [Member] | Set-top box solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Broadband carrier access solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Carrier switch solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Compute and connectivity solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Physical layer product solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Wireless connectivity combo solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Minimum [Member] | Touch controllers [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,016 | |
Maximum [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Fair Value Inputs, Discount Rate | 16.00% | |
Maximum [Member] | Set-top box solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,017 | |
Maximum [Member] | Broadband carrier access solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,018 | |
Maximum [Member] | Carrier switch solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,019 | |
Maximum [Member] | Compute and connectivity solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,018 | |
Maximum [Member] | Physical layer product solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,019 | |
Maximum [Member] | Wireless connectivity combo solutions [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,018 | |
Maximum [Member] | Touch controllers [Member] | In-process research and development [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Year of completion | 2,017 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Business Combinations [Abstract] | ||||
Pro forma net revenue | $ 3,789 | $ 3,828 | $ 11,148 | $ 11,272 |
Pro forma net income (loss) from continuing operations | (152) | 242 | (611) | (717) |
Pro forma net income (loss) | (164) | 238 | (661) | (703) |
Pro forma net income (loss) attributable to ordinary shares | $ (155) | $ 225 | $ (624) | $ (664) |
Pro forma income (loss) per share attributable to ordinary shares - basic | $ (0.39) | $ 0.60 | $ (1.76) | $ (1.78) |
Pro forma income (loss) per share attributable to ordinary shares - diluted | $ (0.39) | $ 0.59 | $ (1.76) | $ (1.78) |
Supplemental Financial Inform41
Supplemental Financial Information (Cash and Investments) (Details) - Fair Value, Inputs, Level 1 [Member] - Cash and Cash Equivalents [Member] - USD ($) $ in Millions | Jul. 31, 2016 | Nov. 01, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Time Deposits, at Carrying Value | $ 270 | $ 490 |
Money Market Funds, at Carrying Value | $ 300 | $ 100 |
Supplemental Financial Inform42
Supplemental Financial Information (Inventory) (Details) - USD ($) $ in Millions | Jul. 31, 2016 | Nov. 01, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
Finished goods | $ 499 | $ 177 |
Work-in-process | 498 | 271 |
Raw materials | 309 | 76 |
Total inventory | $ 1,306 | $ 524 |
Supplemental Financial Inform43
Supplemental Financial Information (AHS and Disc Ops) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | Oct. 30, 2016 | Nov. 01, 2015 | |
Long Lived Assets Held-for-sale [Line Items] | ||||||
Assets held-for-sale | $ 246 | $ 246 | $ 22 | |||
Proceeds from Divestiture of Businesses | 698 | $ 650 | ||||
Net revenue | 35 | $ 6 | 99 | 59 | ||
Income (loss) from discontinued operations before gain on disposals and income taxes | (54) | (4) | (115) | 13 | ||
Gain on disposals of discontinued operations | 33 | 0 | 33 | 14 | ||
Benefit from (provision for) income taxes | 9 | 0 | 32 | (13) | ||
Income (loss) from discontinued operations, net of income taxes | (12) | $ (4) | (50) | $ 14 | ||
Subsequent Event [Member] | ||||||
Long Lived Assets Held-for-sale [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 200 | |||||
CertainBRCMBusinesses [Member] | ||||||
Long Lived Assets Held-for-sale [Line Items] | ||||||
Proceeds from Divestiture of Businesses | 630 | |||||
Goodwill | ||||||
Long Lived Assets Held-for-sale [Line Items] | ||||||
Assets held-for-sale | 147 | 147 | 0 | |||
Intangible assets, net | ||||||
Long Lived Assets Held-for-sale [Line Items] | ||||||
Assets held-for-sale | 64 | 64 | 0 | |||
Other assets | ||||||
Long Lived Assets Held-for-sale [Line Items] | ||||||
Assets held-for-sale | $ 35 | $ 35 | $ 22 |
Supplemental Financial Inform44
Supplemental Financial Information (Accrued rebates) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Jul. 31, 2016 | Jul. 31, 2016 | |
AccruedRebateActivityRollForward [Abstract] | ||
Balance as of November 1, 2015 | $ 26 | |
Liabilities assumed in acquisitions | 359 | |
Charged as a reduction of revenue | $ 165 | 388 |
Reversal of unclaimed rebates | (3) | |
Payments | (360) | |
Balance as of July 31, 2016 | $ 410 | $ 410 |
Supplemental Financial Inform45
Supplemental Financial Information (Other LT Liabilities) (Details) - USD ($) $ in Millions | Jul. 31, 2016 | Nov. 01, 2015 | |
Other Liabilities, Noncurrent [Abstract] | |||
Deferred Tax Liabilities | $ 9,614 | $ 9 | |
Unrecognized tax benefits (a) | [1] | 927 | 317 |
Other | 130 | 55 | |
Total other long-term liabilities | $ 10,671 | $ 381 | |
[1] | (a) Includes accrued interest and penalties. |
Supplemental Financial Inform46
Supplemental Financial Information (Supplemental cash flow) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Jul. 31, 2016 | Nov. 01, 2015 | |
Supplemental Cash Flow Elements [Abstract] | ||
Capital Expenditures Incurred but Not yet Paid | $ 119 | $ 78 |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets (Goodwill Rollforward) (Details) $ in Millions | 9 Months Ended |
Jul. 31, 2016USD ($)business | |
Goodwill [Roll Forward] | |
Balance as of November 1, 2015 | $ 1,674 |
Reclassification of goodwill related to certain assets held-for-sale | (6) |
Balance as of July 31, 2016 | 24,784 |
Wired Infrastructure | |
Goodwill [Roll Forward] | |
Balance as of November 1, 2015 | 287 |
Reclassification of goodwill related to certain assets held-for-sale | 0 |
Balance as of July 31, 2016 | 17,682 |
Wireless communications | |
Goodwill [Roll Forward] | |
Balance as of November 1, 2015 | 261 |
Reclassification of goodwill related to certain assets held-for-sale | 0 |
Balance as of July 31, 2016 | 5,963 |
Enterprise Storage | |
Goodwill [Roll Forward] | |
Balance as of November 1, 2015 | 990 |
Reclassification of goodwill related to certain assets held-for-sale | (6) |
Balance as of July 31, 2016 | 995 |
Industrial & other | |
Goodwill [Roll Forward] | |
Balance as of November 1, 2015 | 136 |
Reclassification of goodwill related to certain assets held-for-sale | 0 |
Balance as of July 31, 2016 | 144 |
Broadcom Merger | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 23,076 |
Broadcom Merger | Wired Infrastructure | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 17,395 |
Broadcom Merger | Wireless communications | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 5,681 |
Broadcom Merger | Enterprise Storage | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 0 |
Broadcom Merger | Industrial & other | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | $ 0 |
Other acquisitions | |
Goodwill [Line Items] | |
Number of Businesses Acquired | business | 3 |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | $ 40 |
Other acquisitions | Wired Infrastructure | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 0 |
Other acquisitions | Wireless communications | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 21 |
Other acquisitions | Enterprise Storage | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | 11 |
Other acquisitions | Industrial & other | |
Goodwill [Roll Forward] | |
Goodwill, Acquired During Period | $ 8 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets (Intangible Assets) (Details) - USD ($) $ in Millions | Jul. 31, 2016 | Nov. 01, 2015 |
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 18,055 | $ 4,918 |
Accumulated Amortization | (3,816) | (1,766) |
Net Book Value | 14,239 | 3,152 |
Intangible assets, gross | 19,635 | 5,043 |
Intangible assets, net book value | 15,819 | 3,277 |
IPR&D | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization | 1,580 | 125 |
Purchased technology | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 12,179 | 2,918 |
Accumulated Amortization | (1,697) | (1,165) |
Net Book Value | 10,482 | 1,753 |
Customer and distributor relationships | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,401 | 1,702 |
Accumulated Amortization | (1,200) | (459) |
Net Book Value | 3,201 | 1,243 |
Backlog | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 848 | |
Accumulated Amortization | (848) | |
Net Book Value | 0 | |
Trade names | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 528 | 178 |
Accumulated Amortization | (67) | (41) |
Net Book Value | 461 | 137 |
Other | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 99 | 120 |
Accumulated Amortization | (4) | (101) |
Net Book Value | $ 95 | $ 19 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets (Intangible asset amortization) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2016 | Jul. 31, 2016 | Nov. 01, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
IPR&DReclassifiedToCompletedTechnology | $ 267 | ||
Finite-lived intangible assets future amortization expense | |||
2016 (remainder) | $ 582 | 582 | |
2,017 | 4,197 | 4,197 | |
2,018 | 2,810 | 2,810 | |
2,019 | 2,046 | 2,046 | |
2,020 | 1,678 | 1,678 | |
2,021 | 1,339 | 1,339 | |
Thereafter | 1,587 | 1,587 | |
Net Book Value | 14,239 | 14,239 | $ 3,152 |
Broadcom Transaction [Member] | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 220 | $ 246 |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets (Intangible asset life) (Details) | 9 Months Ended |
Jul. 31, 2016 | |
Purchased technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted-average remaining amortization period | 6 years |
Customer and distributor relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted-average remaining amortization period | 3 years |
Trade names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted-average remaining amortization period | 14 years |
Other | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted-average remaining amortization period | 13 years |
Earnings (Loss) Per Share Ear51
Earnings (Loss) Per Share Earnings Per Share (Details 1) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Earnings Per Share [Abstract] | ||||
Income (loss) from continuing operations | $ (303) | $ 244 | $ (1,143) | $ 921 |
Less: Loss from continuing operations attributable to noncontrolling interest | (16) | 0 | (83) | 0 |
Income (loss) from continuing operations attributable to ordinary shares | (287) | 244 | (1,060) | 921 |
Income (loss) from discontinued operations, net of income taxes | (12) | (4) | (50) | 14 |
Less: Loss from discontinued operations, net of income taxes, attributable to noncontrolling interest | (1) | 0 | (3) | 0 |
Income (loss) from discontinued operations, net of income taxes, attributable to ordinary shares | (11) | (4) | (47) | 14 |
Net income (loss) attributable to ordinary shares | (298) | 240 | (1,107) | 935 |
Net income (loss) | $ (315) | $ 240 | $ (1,193) | $ 935 |
Weighted Average Number of Shares Outstanding, Basic | 396 | 265 | 355 | 260 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 0 | 13 | 0 | 12 |
Dilutive effect of Convertible Notes (in shares) | 0 | 9 | 0 | 11 |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 23 | 0 | 15 | 0 |
Weighted Average Number of Shares Outstanding, Diluted | 419 | 287 | 370 | 283 |
Income (Loss) from Continuing Operations, Per Basic Share | $ (0.72) | $ 0.92 | $ (2.99) | $ 3.54 |
Income per share from discontinued operations (in dollars per share) | (0.03) | (0.01) | (0.13) | 0.06 |
Net income (loss) per share (in dollars per share) | (0.75) | 0.91 | (3.12) | 3.60 |
Income (Loss) from Continuing Operations, Per Diluted Share | (0.72) | 0.85 | (3.09) | 3.25 |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | (0.03) | (0.01) | (0.13) | 0.05 |
Net income (loss) per share (in dollars per share) | $ (0.75) | $ 0.84 | $ (3.22) | $ 3.30 |
Earnings (Loss) Per Share Ear52
Earnings (Loss) Per Share Earnings (Loss) Per Share (Details 2) - shares shares in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | Nov. 01, 2015 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 12 | 0 | 12 | 0 | |
Convertible Senior Notes [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Interest Rate | 2.00% | 2.00% | |||
Debt Conversion, Converted Instrument, Shares Issued | 13.8 | ||||
Convertible Senior Notes [Member] | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Debt Conversion, Converted Instrument, Shares Issued | 13.8 |
Borrowings (Details)
Borrowings (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2016USD ($) | Aug. 02, 2015USD ($) | Jul. 31, 2016USD ($) | Jul. 31, 2016EUR (€) | Aug. 02, 2015USD ($) | Nov. 01, 2015USD ($) | Jul. 31, 2016EUR (€) | Feb. 01, 2016USD ($) | Feb. 01, 2016EUR (€) | May 06, 2014USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Interest Expense, Debt Modification | $ 106,000,000 | |||||||||
Gain (loss) on extinguishment of debt | $ (21,000,000) | $ 3,000,000 | (74,000,000) | $ (10,000,000) | ||||||
Repayments of Debt | 6,145,000,000 | 1,627,000,000 | ||||||||
Unamortized Debt Issuance Expense | $ 10,000,000 | 10,000,000 | ||||||||
Amortization of debt issuance costs and accretion of debt discount | 27,000,000 | 18,000,000 | ||||||||
Derivative, Notional Amount | € | € 600,000,000 | |||||||||
Repayments of Assumed Debt | 1,475,000,000 | 178,000,000 | ||||||||
BRCM [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Debt | $ 1,614,000,000 | |||||||||
Repayments of Assumed Debt | 1,475,000,000 | |||||||||
2014 Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 4,600,000,000 | |||||||||
Maximum borrowing capacity | $ 500,000,000 | |||||||||
Amortization of debt issuance costs and accretion of debt discount | $ 4,000,000 | 4,000,000 | $ 12,000,000 | |||||||
2016 Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of Entities Related to Debt Agreement | 3 | 3 | ||||||||
First Lien Leverage Ratio - Numerator | 3.9 | |||||||||
Amortization of debt issuance costs and accretion of debt discount | $ 10,000,000 | 23,000,000 | ||||||||
Term Loan A [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 4,666,000,000 | 4,666,000,000 | $ 4,400,000,000 | |||||||
Proceeds from Issuance of Debt | $ 325,000,000 | |||||||||
Interest Rate | 2.23% | 2.23% | 2.23% | |||||||
Effective Interest Rate | 2.52% | 2.52% | 2.52% | |||||||
Term Loan B-1 Dollar Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | $ 9,116,000,000 | $ 9,116,000,000 | 9,750,000,000 | |||||||
Repayments of Debt | $ 610,000,000 | |||||||||
Interest Rate | 4.25% | 4.25% | 4.25% | |||||||
Effective Interest Rate | 4.57% | 4.57% | 4.57% | |||||||
Term Loan B-1 Euro Loan in Euros [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | € | € 900,000,000 | |||||||||
Repayments of Debt | € | € 900,000,000 | |||||||||
Term Loan B-1 Euro Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | 978,000,000 | |||||||||
Term Loan B-2 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt, Gross | 500,000,000 | |||||||||
Repayments of Debt | $ 500,000,000 | |||||||||
2018 Senior Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Effective Interest Rate | 2.70% | 2.70% | 2.70% | |||||||
Interest Rate | 2.70% | 2.70% | 2.70% | |||||||
Amount (in millions) | $ 117,000,000 | $ 117,000,000 | ||||||||
2022 Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Effective Interest Rate | 2.50% | 2.50% | 2.50% | |||||||
Interest Rate | 2.50% | 2.50% | 2.50% | |||||||
Amount (in millions) | $ 9,000,000 | $ 9,000,000 | ||||||||
2024 Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Effective Interest Rate | 3.50% | 3.50% | 3.50% | |||||||
Interest Rate | 3.50% | 3.50% | 3.50% | |||||||
Amount (in millions) | $ 7,000,000 | $ 7,000,000 | ||||||||
2034 Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Effective Interest Rate | 4.50% | 4.50% | 4.50% | |||||||
Interest Rate | 4.50% | 4.50% | 4.50% | |||||||
Amount (in millions) | $ 6,000,000 | $ 6,000,000 | ||||||||
Term Loan [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Write off of Deferred Debt Issuance Cost | 21,000,000 | 40,000,000 | ||||||||
Unaccreted discount and unamortized debt issuance costs | 206,000,000 | 206,000,000 | ||||||||
Carrying value of 2016 Term Loans | 13,576,000,000 | 13,576,000,000 | ||||||||
Convertible Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of Entities Related to Debt Agreement | 2 | |||||||||
Repayments of Debt | $ 1,000,000,000 | |||||||||
Interest Rate | 2.00% | 2.00% | ||||||||
Interest Expense, Debt | $ 2,000,000 | $ 18,000,000 | ||||||||
BRCM Senior Notes [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Amount (in millions) | $ 139,000,000 | 139,000,000 | ||||||||
Long-term Debt [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Gain (loss) on extinguishment of debt | $ (34,000,000) | |||||||||
Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | 500,000,000 | |||||||||
Bridge Loan [Member] | 2016 Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | 150,000,000 | |||||||||
Letter of Credit [Member] | 2016 Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 100,000,000 |
Borrowings (Future Principal Pa
Borrowings (Future Principal Payments) (Details) $ in Millions | Jul. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2016 (remainder) | $ 83 |
2,017 | 334 |
2,018 | 451 |
2,019 | 452 |
2,020 | 2,106 |
2,021 | 1,869 |
Thereafter | 8,626 |
Total | $ 13,921 |
Shareholders' Equity Shareholde
Shareholders' Equity Shareholders' Equity (Details) $ / shares in Units, $ in Millions | Feb. 01, 2016shares | Jul. 31, 2016USD ($)$ / sharesshares | Aug. 02, 2015USD ($)$ / shares | Jul. 31, 2016USD ($)$ / sharesshares | Aug. 02, 2015USD ($)$ / shares | Jan. 31, 2016shares | Nov. 01, 2015shares |
Business Acquisition [Line Items] | |||||||
Ordinary Shares, Shares, Outstanding | 396,440,929 | 396,440,929 | 276,259,120 | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5.00% | 5.00% | |||||
Special Voting Shares Outstanding | 22,804,591 | 22,804,591 | 0 | ||||
Restricted Exchangeable Units, Voting Rights, Votes per Special Voting Share, Ratio | 1 | ||||||
Restricted Exchangeable Units, Convertible, Conversion Ratio | 1 | ||||||
Common Stock, Dividends, Per Share, Cash Paid | $ / shares | $ 0.50 | $ 0.40 | $ 1.43 | $ 1.13 | |||
Ordinary Shares [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Ordinary Shares, Shares, Outstanding | 390,000,000 | 278,000,000 | |||||
Dividend payments to shareholders | $ | $ 199 | $ 104 | $ 514 | $ 292 | |||
Ordinary Shares [Member] | Avago Scheme [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Stock Issued During Period, Shares, Acquisitions | 278,000,000 | ||||||
Ordinary Shares [Member] | Broadcom Merger | |||||||
Business Acquisition [Line Items] | |||||||
Stock Issued During Period, Shares, Acquisitions | 112,000,000 | ||||||
Restricted Exchangeable Unit [Member] | Broadcom Limited, Avago, BRCM And Various Other Parties [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Stock Issued During Period, Shares, Acquisitions | 23,000,000 |
Shareholders' Equity (Share-bas
Shareholders' Equity (Share-based Compensation Expense) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 213 | $ 63 | $ 456 | $ 169 |
Cost of products sold | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 15 | 7 | 34 | 19 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 144 | 31 | 294 | 77 |
Selling, general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 54 | $ 25 | 128 | $ 73 |
Discontinued Operations, Held-for-sale [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated Share-based Compensation Expense | 6 | 18 | ||
Broadcom Merger | Restricted Stock Units (RSUs) [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
AssumedShareBasedCompensationAcquisition | $ 72 | $ 155 |
Shareholders' Equity (Share-b57
Shareholders' Equity (Share-based Compensation Expense Textuals) (Details) $ in Millions | 9 Months Ended |
Jul. 31, 2016USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected Volatility Description | Expected volatility was based on Broadcom's own historical share price volatility over the period commensurate with the expected life of the awards and the implied volatility from its own traded ordinary shares with a term of 180 days measured at a specific date. |
Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total unrecognized compensation cost, time and market based options | $ 78 |
Period for recognition | 1 year 8 months |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total unrecognized compensation cost, RSUs and market based RSUs | $ 1,799 |
Period for recognition | 3 years 1 month |
Shareholders' Equity Sharehol58
Shareholders' Equity Shareholders' Equity (Employee Purchase Plan Option Valuation) (Details) | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Risk-free interest rate | 0.80% | 1.40% | 1.20% | 1.40% |
Dividend yield | 1.30% | 1.10% | 1.30% | 1.20% |
Volatility | 35.00% | 35.00% | 35.00% | 36.00% |
Expected term (in years) | 3 years | 4 years | 3 years 9 months | 4 years 4 months 24 days |
Shareholders' Equity (Equity In
Shareholders' Equity (Equity Incentive Award Plans) (Details) - Employee Stock Option [Member] - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | |
Option Awards Outstanding: | ||||
Beginning balance | 21 | |||
Exercised | (4) | |||
Cancelled | (1) | |||
Ending balance | 16 | 16 | ||
Option Awards Outstanding, Weighted-average Exercise Price: | ||||
Beginning balance (in dollars per share) | $ 47.92 | |||
Exercised (in dollars per share) | 44.01 | |||
Cancelled (in dollars per share) | 52.66 | |||
Ending balance (in dollars per share) | $ 48.73 | $ 48.73 | ||
Additional Option Disclosures: | ||||
Outstanding, weighted-average remaining contractual life | 3 years 11 months 18 days | |||
Outstanding, aggregate intrinsic value | $ 1,763 | $ 1,763 | ||
Vested, number outstanding | 9 | 9 | ||
Vested, weighted-average exercise price per share (in dollars per share) | $ 41.94 | $ 41.94 | ||
Vested, weighted-average remaining contractual life | 3 years 7 months 6 days | |||
Vested, aggregate intrinsic value | $ 1,100 | $ 1,100 | ||
Vested and expected to vest, number outstanding | 16 | 16 | ||
Vested and expected to vest, weighted-average exercise price per share (in dollars per share) | $ 48.73 | $ 48.73 | ||
Vested and expected to vest, weighted-average remaining contractual life | 3 years 11 months 19 days | |||
Vested and expected to vest, aggregate intrinsic value | $ 1,763 | $ 1,763 | ||
Total intrinsic value of options exercised | $ 85 | $ 136 | $ 476 | $ 470 |
Shareholders' Equity Sharehol60
Shareholders' Equity Shareholders' Equity (Share-Based Compensation RSU Activity) (Details) - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Feb. 01, 2016 | Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 104 | $ 18 | $ 370 | $ 76 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 1 year 9 months 24 days | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||||
Beginning Balance, Number of Shares (shares) | 5 | ||||
Restricted stock units assumed, Number of Shares (shares) | 6 | 6 | |||
Restricted stock units, granted, Number of Shares (shares) | 12 | ||||
Restricted stock units vested, number of Shares (shares) | (3) | ||||
Restricted stock units cancelled, Number of Shares (shares) | (2) | ||||
Ending Balance, Number of Shares (shares) | 18 | 18 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||
Beginning Balance, Weighted Average Grant-Date Fair Value per Share (usd per share) | $ 95.17 | ||||
Restricted stock units assumed, Weighted Average Grant Date Fair Value (usd per share) | 135.58 | ||||
Restricted stock units granted, Weighted Average Grant Date Fair Value per share (usd per share) | 137.97 | ||||
Restricted stock units vested, Weighted Average Grant Date Fair value per Share (usd per share) | 112.08 | ||||
Restricted stock units, cancelled, Weighted Average Grant Date Fair Value (usd per share) | 129.13 | ||||
Ending Balance, Weighted Average Grant-Date Fair value per Share (usd per share) | $ 130.26 | $ 130.26 |
Partners' Capital Partners' C61
Partners' Capital Partners' Capital (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016USD ($)$ / shares | Aug. 02, 2015$ / shares | Jul. 31, 2016USD ($)$ / shares | Aug. 02, 2015$ / shares | |
Restricted Exchangeable Units, Convertible, Conversion Ratio | 1 | |||
Restricted Exchangeable Units, Voting Rights, Votes per Special Voting Share, Ratio | 1 | |||
General Partners' Capital Account, Period Distribution Amount | $ 199 | $ 392 | ||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ / shares | $ 0.50 | $ 0.99 | ||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 12 | $ 23 | ||
Broadcom Cayman L.P. [Member] | ||||
Adjustments to Additional Paid in Capital, General Partner Transaction | $ (327) | |||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ / shares | $ 0.50 | $ 0 | $ 0.99 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | Feb. 01, 2016 | Nov. 01, 2015 | |
Income Tax Contingency [Line Items] | ||||||
Provision for (benefit from) income taxes | $ (117) | $ 23 | $ (199) | $ 61 | ||
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount | 60 | |||||
Undistributed Earnings of Foreign Subsidiaries | $ 1,854 | |||||
Discrete expense related to undistributed earnings | 93 | |||||
Release of California state valuation allowance | 19 | |||||
Net Impact of previously unrecognized tax benefits resulting from lapse of applicable statute of limitations | 5 | |||||
Tax benefit, reinstatement of research and development tax credits | 13 | |||||
Unrecognized Tax Benefits, Period Increase (Decrease) | 1,415 | |||||
Unrecognized tax benefits, reduction resulting from lapse of applicable statute of limitations | 7 | |||||
Unrecognized Tax Benefits | 1,993 | 1,993 | ||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 104 | 104 | 43 | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 2,097 | 2,097 | $ 615 | |||
Maximum [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Unrecognized tax benefits that may be recognized | $ 8 | $ 8 | ||||
Broadcom Limited, Avago, BRCM And Various Other Parties [Member] | ||||||
Income Tax Contingency [Line Items] | ||||||
Deferred Tax Liabilities, Net | $ 10,023 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jul. 31, 2016USD ($)Customer | Aug. 02, 2015USD ($)Customer | Jul. 31, 2016USD ($)segmentCustomer | Aug. 02, 2015USD ($)Customer | Nov. 01, 2015Customer | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | segment | 4 | ||||
Net revenue | $ 3,792 | $ 1,735 | $ 9,104 | $ 4,984 | |
Operating Income (Loss) | (264) | 299 | (790) | 1,118 | |
Wired Infrastructure | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 2,062 | 372 | 4,508 | 1,101 | |
Operating Income (Loss) | 846 | 130 | 1,800 | 345 | |
Wireless communications | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 1,008 | 616 | 2,378 | 1,856 | |
Operating Income (Loss) | 308 | 285 | 754 | 871 | |
Enterprise storage | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 527 | 588 | 1,730 | 1,541 | |
Operating Income (Loss) | 223 | 225 | 749 | 588 | |
Industrial & Other | |||||
Segment Reporting Information [Line Items] | |||||
Net revenue | 195 | 159 | 488 | 486 | |
Operating Income (Loss) | 102 | 78 | 256 | 243 | |
Unallocated expenses | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | $ (1,743) | $ (419) | $ (4,349) | $ (929) | |
Customer Concentration Risk | Accounts Receivable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Number of Major Customers | Customer | 1 | 1 | |||
Customer Concentration Risk | Sales | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Number of Major Customers | Customer | 1 | 1 | 1 | 1 | |
Major Customer One | Customer Concentration Risk | Accounts Receivable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 16.00% | 33.00% | |||
Major Customer One | Customer Concentration Risk | Sales | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 13.00% | 21.00% | 13.00% | 23.00% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 | Nov. 01, 2015 | |
Related Party Transaction [Line Items] | |||||
Repayments of Debt | $ 6,145 | $ 1,627 | |||
Total net revenue | $ 101 | $ 49 | 230 | 140 | |
Costs and purchases with Related Parties | 17 | $ 19 | 54 | $ 66 | |
Total receivables | 24 | 24 | $ 7 | ||
Total payables | $ 8 | $ 8 | 4 | ||
Convertible Senior Notes [Member] | |||||
Related Party Transaction [Line Items] | |||||
Repayments of Debt | $ 1,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 13.8 |
Commitments and Contingencies65
Commitments and Contingencies (Details) $ in Millions | Jul. 31, 2016USD ($) |
Debt principal, interest and fees | |
Debt principal, interest and fees | $ 16,804 |
Debt Principal, Interest and Fees, 2016 (remainder) | 208 |
Debt Principal, Interest and Fees, due in 2017 | 829 |
Debt Principal, Interest and Fees, due in 2018 | 945 |
Debt Principal, Interest and Fees, due in 2019 | 925 |
Debt Principal, Interest and Fees, due in 2020 | 2,554 |
Debt Principal, Interest and Fees, due in 2021 | 2,250 |
Debt Principal, Interest and Fees, Thereafter | 9,093 |
Purchase commitments | |
Purchase Commitments, Total | 1,728 |
Purchase Commitments, 2016 (remainder) | 1,374 |
Purchase Commitments, 2017 | 316 |
Purchase Commitments, 2018 | 38 |
Purchase Commitments, 2019 | 0 |
Purchase Commitments, 2020 | 0 |
Purchase Commitments, 2021 | 0 |
Purchase Commitments, Thereafter | 0 |
Other Commitment, Fiscal Year Maturity [Abstract] | |
Other Commitment | 336 |
Other Commitments, Future Minimum Payments, Remainder of Fiscal Year | 46 |
Other Commitment, Due in Next Twelve Months | 108 |
Other Commitment, Due in Second Year | 87 |
Other Commitment, Due in Third Year | 64 |
Other Commitment, Due in Fourth Year | 29 |
Other Commitment, Due in Fifth Year | 2 |
Other Commitment, Due after Fifth Year | 0 |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Capital Leases, Future Minimum Payments Due | 112 |
Capital Leases, Future Minimum Payments, Remainder of Fiscal Year | 31 |
Capital Leases, Future Minimum Payments Due, Next Twelve Months | 66 |
Capital Leases, Future Minimum Payments Due in Two Years | 15 |
Capital Leases, Future Minimum Payments Due in Three Years | 0 |
Capital Leases, Future Minimum Payments Due in Four Years | 0 |
Capital Leases, Future Minimum Payments Due in Five Years | 0 |
Capital Leases, Future Minimum Payments Due Thereafter | 0 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Operating Leases, Future Minimum Payments Due | 484 |
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | 37 |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 142 |
Operating Leases, Future Minimum Payments, Due in Two Years | 116 |
Operating Leases, Future Minimum Payments, Due in Three Years | 69 |
Operating Leases, Future Minimum Payments, Due in Four Years | 43 |
Operating Leases, Future Minimum Payments, Due in Five Years | 19 |
Operating Leases, Future Minimum Payments, Due Thereafter | 58 |
Contractual Obligation, Fiscal Year Maturity [Abstract] | |
Contractual Obligation | 19,464 |
Contractual Obligation, Future Minimum Payments Due, Remainder of Fiscal Year | 1,696 |
Contractual Obligation, Due in Next Fiscal Year | 1,461 |
Contractual Obligation, Due in Second Year | 1,201 |
Contractual Obligation, Due in Third Year | 1,058 |
Contractual Obligation, Due in Fourth Year | 2,626 |
Contractual Obligation, Due in Fifth Year | 2,271 |
Contractual Obligation, Due after Fifth Year | $ 9,151 |
Commitments and Contingencies66
Commitments and Contingencies (Textuals) (Details) $ in Millions | Jun. 19, 2016patent | May 23, 2016patent | Sep. 04, 2015lawsuit | Jul. 31, 2014lawsuit | Jul. 31, 2016USD ($)lawsuit | Oct. 30, 2016lawsuit |
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Unrecognized Tax Benefits Payable, Accrued Interest and Penalties | $ | $ 927 | |||||
Facility Expansion | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Purchase obligation | $ | $ 344 | |||||
Tessera Tech, Inc., Tessera, Inc. and Invensas Corp [Member] | U.S. International Trade Commission [Domain] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Patents Allegedly Infringed, Number | patent | 3 | |||||
Tessera Tech, Inc., Tessera, Inc. and Invensas Corp [Member] | District of Delaware [Member] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Patents Allegedly Infringed, Number | patent | 3 | 4 | ||||
Tessera Tech, Inc., Tessera, Inc. and Invensas Corp [Member] | UNITED STATES | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Patents Allegedly Infringed, Number | patent | 7 | |||||
Broadcom Shareholders [Member] | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 11 | |||||
Broadcom Shareholders [Member] | Pending Litigation | Central District of California [Member] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 2 | |||||
Broadcom Shareholders [Member] | Pending Litigation | County of Santa Clara, California [Member] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 1 | |||||
Broadcom Shareholders [Member] | Pending Litigation | County of Orange, California [Member] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 8 | |||||
Emulex Shareholders [Member] | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 2 | |||||
Emulex Shareholders Consolidated [Member] | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 3 | |||||
In re PLX Technology, Inc. S'holder Litig. | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 4 | |||||
In re PLX Technology, Inc. Stockholders Litigation, Consol. | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Lawsuits filed | 5 | |||||
In re PLX Technology, Inc. Stockholders Litigation, Consol. | Motions Granted [Member] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Number of Defendants, Directors | 2 | |||||
Minimum [Member] | Tessera Tech, Inc., Tessera, Inc. and Invensas Corp [Member] | U.S. International Trade Commission [Domain] | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Patents Allegedly Infringed, Number | patent | 1 | |||||
Subsequent Event [Member] | In re PLX Technology, Inc. Stockholders Litigation, Consol. | Pending Litigation | ||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||||
Loss Contingency, Number of Defendants, Directors | 5 |
Restructuring Charges (Details)
Restructuring Charges (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2016USD ($)employees | Aug. 02, 2015USD ($) | Jul. 31, 2016USD ($) | Aug. 02, 2015USD ($) | ||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and Related Cost, Expected Number of Positions Eliminated | employees | 2,400 | ||||
Restructuring And Other Related Costs | $ 373 | ||||
Restructuring Reserve [Roll Forward] | |||||
Balance as of November 1, 2015 | 26 | ||||
Restructure reserve assumed in business combination | 15 | ||||
Utilization of restructuring reserve | (303) | ||||
Balance as of July 31, 2016 (b) | $ 111 | 111 | |||
Employee Termination Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring And Other Related Costs | [1] | $ 359 | |||
Expected completion date | Feb. 28, 2018 | ||||
Restructuring Reserve [Roll Forward] | |||||
Balance as of November 1, 2015 | $ 13 | ||||
Restructure reserve assumed in business combination | 2 | ||||
Utilization of restructuring reserve | (287) | ||||
Balance as of July 31, 2016 (b) | [2] | 87 | 87 | ||
Leases and Other Exit Costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring And Other Related Costs | [1] | $ 14 | |||
Expected completion date | Oct. 30, 2019 | ||||
Restructuring Reserve [Roll Forward] | |||||
Balance as of November 1, 2015 | $ 13 | ||||
Restructure reserve assumed in business combination | 13 | ||||
Utilization of restructuring reserve | (16) | ||||
Balance as of July 31, 2016 (b) | [2] | 24 | 24 | ||
Broadcom Limited, Avago, BRCM And Various Other Parties [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges (a) | 57 | 364 | |||
Asset Impairment Charges | 220 | 246 | |||
Emulex and LSI acquisitions [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges (a) | $ 34 | $ 60 | |||
Subsystem Assets [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Disposal Group, Not Discontinued Operation, Loss (Gain) on Write-down | $ 5 | $ 66 | 23 | $ 67 | |
Discontinued Operations, Held-for-sale [Member] | Broadcom Limited, Avago, BRCM And Various Other Parties [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring And Other Related Costs | $ 9 | ||||
[1] | Includes $9 million of restructuring expense related to discontinued operations recognized during the three fiscal quarters ended July 31, 2016, which was included in income (loss) from discontinued operations in our condensed consolidated statements of operations. | ||||
[2] | The majority of the employee termination costs balance is expected to be paid by the second quarter of fiscal year 2018. The leases and other exit costs balance is expected to be paid during the remaining terms of the leases, which extend through fiscal year 2019. |
Subsequent Events - Cash Divide
Subsequent Events - Cash Dividends (Details) - $ / shares | Sep. 30, 2016 | Sep. 19, 2016 | Aug. 31, 2016 | Jul. 31, 2016 | Aug. 02, 2015 | Jul. 31, 2016 | Aug. 02, 2015 |
Dividends Payable [Line Items] | |||||||
Common Stock, Dividends, Per Share, Declared | $ 0.50 | $ 0.40 | $ 1.43 | $ 1.13 | |||
Subsequent Event | |||||||
Dividends Payable [Line Items] | |||||||
Dividends payable, date declared | Aug. 31, 2016 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.51 | ||||||
Dividends payable, date to be paid | Sep. 30, 2016 | ||||||
Dividends payable, date of record | Sep. 19, 2016 | ||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 0.51 | ||||||
Distribution Made to Limited Partner, Distribution Date | Sep. 30, 2016 | ||||||
Distribution Made to Limited Partner, Date of Record | Sep. 19, 2016 |
Subsequent Events Amendment to
Subsequent Events Amendment to 2016 Credit Agreement (Details) $ in Millions | Aug. 02, 2016USD ($) | Jul. 31, 2016USD ($) | Aug. 02, 2015USD ($) | Feb. 01, 2016USD ($) |
Debt Instrument [Line Items] | ||||
Repayments of Debt | $ 6,145 | $ 1,627 | ||
Term Loan A [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 4,666 | $ 4,400 | ||
Proceeds from Issuance of Debt | 325 | |||
Term Loan A [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from Issuance of Debt | $ 2,994 | |||
Repayments of Debt | $ 473 | |||
Term Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of Entities Related to Debt Agreement | 3 | |||
Term Loan B-1 Dollar Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 9,116 | $ 9,750 | ||
Repayments of Debt | $ 610 | |||
Term Loan B-1 Dollar Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayments of Debt | $ 2,521 | |||
Step Down Adjustment rate | 0.0025 | |||
LIBOR Floor Rate | 0.75% | |||
Term Loan B-3 [Member] [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from Issuance of Debt | $ 6,595 | |||
Step Down Adjustment rate | 0.0025 | |||
LIBOR Floor Rate | 0.00% | |||
2016 Credit Agreement | Term Loan B-1 Dollar Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
First Lien Leverage Ratio - Numerator | 1.75 | |||
2016 Credit Agreement | Term Loan B-3 [Member] [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
First Lien Leverage Ratio - Numerator | 1.5 | |||
After Second Amendment [Member] [Member] | Term Loan A [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 7,187 | |||
After Second Amendment [Member] [Member] | Term Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 13,782 | |||
After Second Amendment [Member] [Member] | Term Loan B-3 [Member] [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 6,595 | |||
Prior to August 2016 Amendments [Member] | Term Loan A [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 4,666 | |||
Prior to August 2016 Amendments [Member] | Term Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 13,782 | |||
Prior to August 2016 Amendments [Member] | Term Loan B-1 Dollar Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 9,116 | |||
Euro Currency Loan [Member] | Term Loan B-1 Dollar Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||
Euro Currency Loan [Member] | Term Loan B-3 [Member] [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||
Base Rate Loan [Member] | Term Loan B-1 Dollar Loan [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||
Base Rate Loan [Member] | Term Loan B-3 [Member] [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% |