Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 02, 2018 | Jun. 30, 2017 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Xperi Corporation | ||
Trading Symbol | XPER | ||
Entity Central Index Key | 1,690,666 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 49,292,756 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,440,065,213 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 138,260 | $ 65,626 |
Short-term investments | 62,432 | 47,379 |
Accounts receivable, net of allowance for doubtful accounts of $1,181 and $0, respectively | 17,010 | 15,863 |
Unbilled contract receivable | 10,866 | 51,923 |
Other current assets | 16,949 | 19,150 |
Total current assets | 245,517 | 199,941 |
Property and equipment, net | 34,442 | 38,855 |
Intangible assets, net | 431,789 | 541,879 |
Long-term deferred tax assets | 5,156 | 2,742 |
Goodwill | 385,574 | 382,963 |
Other assets | 7,546 | 20,056 |
Total assets | 1,110,024 | 1,186,436 |
Current liabilities: | ||
Accounts payable | 4,233 | 7,531 |
Accrued legal fees | 7,483 | 7,505 |
Accrued liabilities | 47,969 | 29,086 |
Current portion of long-term debt | 34,451 | 6,000 |
Deferred revenue | 2,686 | 895 |
Total current liabilities | 96,822 | 51,017 |
Long-term deferred tax liabilities | 15,085 | 32,565 |
Long-term debt, net | 545,211 | 577,239 |
Other long-term liabilities | 17,330 | 17,830 |
Commitments and contingencies (Note 15) | ||
Stockholders’ equity: | ||
Preferred stock: $0.001 par value; 10,000 shares authorized and no shares issued and outstanding | 0 | 0 |
Common stock: $0.001 par value; 150,000 shares authorized; 60,608 and 59,596 shares issued, respectively, and 49,103 and 48,854 shares outstanding, respectively | 60 | 59 |
Additional paid-in capital | 686,660 | 644,194 |
Treasury stock at cost; 11,505 and 10,742 shares of common stock at each period end, respectively | (319,397) | (300,114) |
Accumulated other comprehensive loss | (303) | (148) |
Retained earnings | 68,556 | 163,794 |
Total stockholders’ equity | 435,576 | 507,785 |
Total liabilities and stockholders’ equity | $ 1,110,024 | $ 1,186,436 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,181,000 | $ 0 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 60,608,000 | 59,596,000 |
Common stock, shares outstanding (in shares) | 49,103,000 | 48,854,000 |
Treasury stock, shares (in shares) | 11,505,000 | 10,742,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Revenue: | ||||
Royalty and license fees | $ 373,732 | $ 259,565 | $ 273,300 | |
Total revenue | 373,732 | 259,565 | 273,300 | |
Operating expenses: | ||||
Cost of revenue | 6,308 | 551 | 566 | |
Research, development and other related costs | 105,849 | 44,738 | 32,181 | |
Selling, general and administrative | 144,649 | 72,065 | 43,592 | |
Amortization expense | 111,930 | 31,870 | 20,624 | |
Litigation expense, net of settlement | 36,496 | 20,953 | 14,135 | |
Total operating expenses | 405,232 | 170,177 | 111,098 | |
Operating income (loss) | (31,500) | 89,388 | 162,202 | |
Interest expense | (28,292) | (2,409) | 0 | |
Other income and expense, net | 1,449 | 3,736 | 3,432 | |
Income (loss) before taxes from continuing operations | (58,343) | 90,715 | 165,634 | |
Provision for (benefit from) income taxes | (1,785) | 34,626 | 48,517 | |
Income (loss) from continuing operations | (56,558) | 56,089 | 117,117 | |
Loss from discontinued operations, net of tax | [1] | 0 | 0 | (101) |
Net income (loss) | $ (56,558) | $ 56,089 | $ 117,016 | |
Income (loss) from continuing operations: | ||||
Income (loss) from continuing operations - Basic (in dollars per share) | $ (1.15) | $ 1.14 | $ 2.26 | |
Income (loss) from continuing operations - Diluted (in dollars per share) | (1.15) | 1.12 | 2.23 | |
Net income (loss): | ||||
Net Income (loss) - Basic (in dollars per share) | (1.15) | 1.14 | 2.26 | |
Net Income (loss) - Diluted (in dollars per share) | (1.15) | 1.12 | 2.23 | |
Cash dividends declared per share (in dollars per share) | $ 0.8 | $ 0.8 | $ 0.80 | |
Weighted average number of shares used in per share calculations-basic (in shares) | 49,251 | 49,187 | 51,802 | |
Weighted average number of shares used in per share calculations-diluted (in shares) | 49,251 | 50,190 | 52,586 | |
[1] | Discontinued operations had no impact on net income per share in 2015. |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (56,558) | $ 56,089 | $ 117,016 |
Other comprehensive income (loss): | |||
Net unrealized gains (losses) on available-for- sale securities, net of tax | (155) | 1,289 | (1,104) |
Other comprehensive income (loss) | (155) | 1,289 | (1,104) |
Comprehensive income (loss) | $ (56,713) | $ 57,378 | $ 115,912 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Beginning balance at Dec. 31, 2014 | $ 541,359 | $ 58 | $ 576,341 | $ (106,231) | $ (333) | $ 71,524 |
Beginning balance (in shares) at Dec. 31, 2014 | 52,840 | 4,960 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 117,016 | 117,016 | ||||
Other comprehensive gain (loss) | (1,104) | (1,104) | ||||
Cash dividends paid on common stock | (41,677) | (41,677) | ||||
Issuance of common stock in connection with exercise of stock options (in shares) | 465 | |||||
Issuance of common stock in connection with exercise of stock options | $ 8,995 | $ 0 | 8,995 | |||
Issuance of common stock in connection with employee common stock purchase plan (in shares) | 77 | 77 | ||||
Issuance of common stock in connection with employee common stock purchase plan | $ 1,665 | 1,665 | ||||
Issuance of restricted stock, net of shares cancelled (in shares) | 350 | |||||
Issuance of restricted stock, net of shares canceled | 0 | $ 0 | ||||
Repurchases of common stock, shares exchanged (in shares) | (105) | (105) | ||||
Repurchases of common stock, shares exchanged | (4,047) | $ (4,047) | ||||
Repurchases of common stock (in shares) | (3,333) | (3,333) | ||||
Stock-based compensation expense | (119,235) | $ (119,235) | ||||
Tax effect from employee stock option plan | 11,517 | 11,517 | ||||
Tax effect from employee stock option plan | 668 | 668 | ||||
Ending balance at Dec. 31, 2015 | 515,157 | $ 58 | 599,186 | $ (229,513) | (1,437) | 146,863 |
Ending balance (in shares) at Dec. 31, 2015 | 50,294 | 8,398 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 56,089 | 56,089 | ||||
Other comprehensive gain (loss) | 1,289 | 1,289 | ||||
Cash dividends paid on common stock | (39,158) | (39,158) | ||||
Issuance of common stock in connection with exercise of stock options (in shares) | 350 | |||||
Issuance of common stock in connection with exercise of stock options | $ 6,285 | 6,285 | ||||
Issuance of common stock in connection with employee common stock purchase plan (in shares) | 89 | 89 | ||||
Issuance of common stock in connection with employee common stock purchase plan | $ 1,998 | 1,998 | ||||
Issuance of restricted stock, net of shares cancelled (in shares) | 465 | |||||
Issuance of restricted stock, net of shares canceled | 1 | $ 1 | ||||
Repurchases of common stock, shares exchanged | $ (91) | |||||
Repurchases of common stock, shares exchanged (in shares) | (91) | |||||
Repurchases of common stock, shares exchanged | $ (2,900) | $ (2,900) | ||||
Repurchases of common stock (in shares) | (10,488) | (2,253) | (2,253) | |||
Stock-based compensation expense | $ (67,701) | $ (67,701) | ||||
Tax effect from employee stock option plan | 21,101 | 21,101 | ||||
Fair value of partially vested equity awards assumed in connection with the acq. of DTS | 13,124 | 13,124 | ||||
Tax effect from employee stock option plan | 2,500 | 2,500 | ||||
Ending balance at Dec. 31, 2016 | 507,785 | $ 59 | 644,194 | $ (300,114) | (148) | 163,794 |
Ending balance (in shares) at Dec. 31, 2016 | 48,854 | 10,742 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | 829 | 829 | ||||
Net income (loss) | (56,558) | (56,558) | ||||
Other comprehensive gain (loss) | (155) | (155) | ||||
Cash dividends paid on common stock | (39,509) | (39,509) | ||||
Issuance of common stock in connection with exercise of stock options (in shares) | 180 | |||||
Issuance of common stock in connection with exercise of stock options | $ 4,872 | 4,872 | ||||
Issuance of common stock in connection with employee common stock purchase plan (in shares) | 164 | 164 | ||||
Issuance of common stock in connection with employee common stock purchase plan | $ 4,132 | 4,132 | ||||
Issuance of restricted stock, net of shares cancelled (in shares) | 668 | |||||
Issuance of restricted stock, net of shares canceled | 1 | $ 1 | ||||
Repurchases of common stock, shares exchanged | $ (109) | |||||
Repurchases of common stock, shares exchanged (in shares) | (109) | |||||
Repurchases of common stock, shares exchanged | (3,944) | $ (3,944) | ||||
Repurchases of common stock (in shares) | (654) | (654) | ||||
Stock-based compensation expense | (15,339) | $ (15,339) | ||||
Tax effect from employee stock option plan | 33,462 | 33,462 | ||||
Ending balance at Dec. 31, 2017 | $ 435,576 | $ 60 | $ 686,660 | $ (319,397) | $ (303) | $ 68,556 |
Ending balance (in shares) at Dec. 31, 2017 | 49,103 | 11,505 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (56,558) | $ 56,089 | $ 117,016 |
Adjustments to reconcile net income (loss) to net cash from operating activities: | |||
Depreciation of property and equipment | 7,201 | 2,260 | 1,590 |
Amortization of intangible assets | 111,930 | 31,870 | 20,624 |
Stock-based compensation expense | 33,462 | 21,101 | 11,517 |
Bad debt expense | 2,404 | 0 | 0 |
Deferred income tax and other, net | (18,294) | 7,694 | 19,477 |
Amortization of premium or discount on investments | 372 | 4,072 | (2,601) |
Patents acquired through settlement agreements | (1,664) | 0 | 0 |
Loss on disposal of property and equipment | 251 | 0 | 0 |
Amortization of debt issuance costs | 2,423 | 201 | 0 |
Changes in operating assets and liabilities, net of business acquisitions: | |||
Accounts receivable | (3,551) | 13,957 | 2,694 |
Unbilled contract receivable, net | 48,168 | 0 | 0 |
Other assets | 3,458 | 18,067 | (10,051) |
Accounts payable | (3,298) | 1,709 | (2,685) |
Accrued legal fees | (22) | 4,884 | (1,819) |
Accrued and other liabilities | 19,192 | (1,573) | (5,074) |
Deferred revenue | 1,791 | (6,471) | (3,412) |
Net cash from operating activities | 147,265 | 153,860 | 147,276 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (3,323) | (3,794) | (1,002) |
Proceeds from sale of property and equipment | 235 | 0 | 0 |
Purchases of short-term available-for-sale investments | (33,102) | (161,595) | (298,848) |
Proceeds from sales of short-term investments | 1,035 | 299,524 | 149,975 |
Proceeds from maturities of short-term investments | 16,487 | 171,255 | 174,738 |
Acquisition, net of cash acquired | 0 | (888,204) | (38,561) |
Purchases of intangible assets | (176) | (9,582) | (7,588) |
Net cash from investing activities | (18,844) | (592,396) | (21,286) |
Cash flows from financing activities: | |||
Proceeds from debt, net | 0 | 583,039 | 0 |
Repayment of debt | (6,000) | 0 | 0 |
Dividend paid | (39,509) | (39,158) | (41,677) |
Proceeds from exercise of stock options | 4,873 | 6,285 | 8,995 |
Proceeds from employee stock purchase program | 4,132 | 1,998 | 1,665 |
Repurchase of common stock | (19,283) | (70,601) | (123,282) |
Net cash from financing activities | (55,787) | 481,563 | (154,299) |
Net increase (decrease) in cash and cash equivalents | 72,634 | 43,027 | (28,309) |
Cash and cash equivalents at beginning of period | 65,626 | 22,599 | 50,908 |
Cash and cash equivalents at end of period | 138,260 | 65,626 | 22,599 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 28,068 | 0 | 0 |
Income taxes paid, net of refunds | 15,678 | 7,676 | 36,781 |
Supplemental disclosure of non-cash investing activities: | |||
Fair value of unvested DTS equity awards assumed relating to pre-acquisition services | $ 0 | $ 13,124 | $ 0 |
The Company And Basis Of Presen
The Company And Basis Of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company And Basis Of Presentation | THE COMPANY AND BASIS OF PRESENTATION The Company completed the acquisition of DTS, Inc. ("DTS"), a publicly-traded developer of sound-based technologies, in December 2016. At the time of the acquisition, Tessera Technologies, Inc. and DTS were combined under the newly-formed Tessera Holding Corporation. During the first quarter of 2017, the Company introduced its new corporate name, “Xperi Corporation”, stock ticker, “XPER”, and launched a new corporate logo. These changes have resulted in the presentation of the financial statements under the new name of Xperi Corporation (formerly known as Tessera Holding Corporation which is the successor registrant to Tessera Technologies Inc.). For more information on the acquisition of DTS, Inc., see Note 8 - “Business Combinations.” Xperi Corporation licenses its innovative products, technologies and inventions to global electronics companies which, in turn, integrate the technologies into their own consumer electronics and semiconductor products. The Company's technologies and inventions are widely adopted and used every day by millions of people. The Company's audio technologies have shipped in billions of devices for the home, mobile and automotive markets. The Company's imaging technologies are embedded in more than 25% of current smartphones. The Company's semiconductor packaging and interconnect technologies have been licensed to more than 100 customers and have shipped in over 100 billion semiconductor chips. The consolidated financial statements include the accounts of Xperi Corporation and each of its wholly owned subsidiaries. The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”). All significant intercompany balances and transactions are eliminated in consolidation. The Company’s fiscal year ends on December 31. The Company employs a calendar month-end reporting period for its quarterly reporting. Reclassification Certain reclassifications have been made to prior period balances in order to conform to the current period’s presentation. Refer to Note 3 – “Recent Accounting Pronouncements” for detail. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The accounting estimates and assumptions that require management’s most significant, difficult, and subjective judgment include the recognition and measurement of current and deferred income tax assets and liabilities, the collectability of accounts receivable, the fair value measurements of goodwill, other intangible assets and investments, the assessment of the recoverability of goodwill, the assessment of useful lives and recoverability of other intangible assets and long-lived assets, the assessment of unrecognized tax benefits and the valuation and recognition of stock-based compensation expense, and business combinations, among others. Actual results experienced by the Company may differ from management’s estimates. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents are maintained with various financial institutions. The Company’s cash equivalents are classified as available-for-sale. Financial Instruments Investments consist primarily of municipal bonds and notes, corporate bonds and notes, treasury and agency notes and bills, commercial paper, certificates of deposit, and money market funds. The Company classifies all investments as current as the securities are available for use, if needed, for current operations. The Company’s cash equivalents and investments are classified as available-for-sale. Unrealized gains and losses on securities, net of tax, are recorded in accumulated other comprehensive income and reported as a separate component of stockholders’ equity. The Company evaluates the investments periodically for possible other-than-temporary impairment and reviews factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the issuer, and the Company’s ability and intent to hold the security until maturity on a more-likely-than-not basis. If the declines in the fair value of the investments are determined to be other-than-temporary, the Company reports the credit loss portion of such decline in other income and expense, net, and the remaining noncredit loss portion in accumulated other comprehensive income. The cost of securities sold is based on the specific identification method. Interest and dividend income and realized gains or losses are included in other income and expense, net. Fair Value of Financial Instruments The carrying amount of cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value due to the short-term nature of these instruments. Long-term debt approximates fair value due to the variable rate nature of the debt. Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash equivalents, short-term investments and accounts receivable. The Company follows a corporate investment policy which sets credit, maturity and concentration limits and regularly monitors the composition, market risk and maturities of these investments. The Company believes that any concentration of credit risk in its accounts receivable is substantially mitigated by the Company’s evaluation process, relatively short collection terms and the high level of credit worthiness of its customers. The Company performs ongoing credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary but generally requires no collateral. At December 31, 2017, the Company had three customers representing 17% , 11% and 10% of aggregate gross trade receivables, respectively. At December 31, 2016, the Company had two customers representing 14% and 13% of aggregate gross trade receivables, respectively. The following table sets forth revenue generated from customers which comprise 10% or more of total revenue for the periods indicated: Years Ended December 31, 2017 2016 2015 Micron Technology, Inc. 11 % 17 % 15 % Amkor Technologies, Inc. 10 % 15 % 14 % Samsung Electronics, Co. Ltd. * 25 % 19 % SK hynix Inc. * 12 % 13 % * denotes less than 10% of total revenue. Allowance for Doubtful Accounts The Company continually monitors customer payments and maintains a reserve for estimated losses resulting from its customers' inability to make required payments. In determining the reserve, the Company evaluates the collectibility of its accounts receivable based upon a variety of factors. In cases where the Company becomes aware of circumstances that may impair a specific customer's ability to meet its financial obligations, the Company records a specific allowance against amounts due. For all other customers, the Company recognizes allowances for doubtful accounts based on its historical write-off experience in conjunction with the length of time the receivables are past due, customer creditworthiness, geographic risk and the current business environment. Actual future losses from uncollectible accounts may differ from the Company's estimates. The allowance balance was $1.2 million and zero as of December 31, 2017 and December 31, 2016, respectively. Goodwill and Identified Intangible Assets Goodwill . Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the net tangible and identified intangible assets acquired under a business combination. Goodwill also includes acquired assembled workforce, which does not qualify as an identifiable intangible asset. The Company reviews impairment of goodwill annually in the fourth quarter, or more frequently if events or circumstances indicate that the goodwill might be impaired. The Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the quantitative goodwill impairment test is unnecessary. If, based on the qualitative assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company proceeds to perform the quantitative goodwill impairment test. The Company first determines the fair value of a reporting unit using weighted results derived from an income approach and a market approach. The income approach is estimated through the discounted cash flow method based on assumptions about future conditions such as future revenue growth rates, new product and technology introductions, gross margins, operating expenses, discount rates, future economic and market conditions, and other assumptions. The market approach estimates the fair value of the Company’s equity by utilizing the market comparable method which is based on revenue multiples from comparable companies in similar lines of business. The Company then compares the derived fair value of a reporting unit with its carrying amount. If the carrying value of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Identified intangible assets . Identified finite-lived intangible assets consist of acquired patents, existing technology, customer relationships, trademarks and trade names, non-compete agreements resulting from business combinations, and acquired patents under asset purchase agreements. The Company’s identified intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from 1 to 15 years . The Company makes judgments about the recoverability of finite-lived intangible assets whenever facts and circumstances indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, the Company assesses recoverability by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. If the useful life is shorter than originally estimated, the Company would accelerate the rate of amortization and amortize the remaining carrying value over the new shorter useful life. Identified indefinite-lived intangible assets include in-process research and development (IPR&D) resulting from business combinations. The Company evaluates the carrying value of indefinite-lived intangible assets on an annual basis, and an impairment charge would be recognized to the extent that the carrying amount of such assets exceeds their estimated fair value. For further discussion of goodwill and identified intangible assets, see “Note 9 – Goodwill and Identified Intangible Assets .” Debt Issuance Costs Debt issuance costs are presented in the consolidated balance sheet as a deduction from the carrying amount of the long-term debt, and are amortized over the term of the associated debt to interest expense using the effective interest method. In addition, the Company elects to continue to defer the unamortized debt issuance costs when it pays down a portion of the debt as the prepayment is factored into the terms agreed to on the debt. Treasury Stock The Company accounts for stock repurchases using the cost method. For reissuance of treasury stock, to the extent that the reissuance price is more than the cost, the excess is recorded as an increase to capital in excess of par value. If the reissuance price is less than the cost, the difference is recorded in capital in excess of par value to the extent there is a cumulative treasury stock paid-in capital balance. Once the cumulative balance is reduced to zero , any remaining difference resulting from the sale of treasury stock below cost is recorded as a reduction of retained earnings. Business Combinations The Company includes the results of operations of the businesses that it has acquired in its consolidated results as of the respective dates of acquisition. The Company allocates the fair value of the purchase consideration of its acquisitions to the tangible assets, liabilities and intangible assets acquired, including IPR&D, based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. The primary items that generate goodwill include the value of the synergies between the acquired companies and the Company and the acquired assembled workforce, neither of which qualifies as an identifiable intangible asset. IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When the IPR&D project is complete, it is reclassified as an amortizable intangible asset and is amortized over its estimated useful life. If an IPR&D project is abandoned, the Company records a charge for the value of the related intangible asset in its consolidated statement of operations in the period it is abandoned. The fair value of contingent consideration associated with acquisitions is remeasured each reporting period and adjusted accordingly. Acquisition and integration related costs are recognized separately from the business combination and are expensed as incurred. For additional information regarding the Company's acquisitions, refer to "Note 8 – Business Combinations ." Revenue Recognition The Company derives its revenue primarily from royalty and license fees. Revenue is recognized when there is persuasive evidence of an arrangement, delivery has occurred, the fee is fixed or determinable, and collectability of the resulting receivable is reasonably assured. Determining whether and when these criteria have been satisfied requires the Company to make assumptions and judgments that could have a significant impact on the timing and amount of revenue it reports. License revenue is generated from license agreements for certain rights to the Company’s technologies. From time to time the Company enters into license agreements that provide for fixed license fees or royalty payments. The fixed license fees or royalty payments are recognized as revenue ratably over the contract term. Royalty revenues are generated from a licensee's production or shipment of licensed products incorporating the Company’s intellectual property, technologies or software. Licensees with a per-unit arrangement pay a per-unit royalty for each product manufactured or sold, as set forth in each license agreement. Licensees generally report manufacturing or sales information in the quarter subsequent to when such activity takes place. Consequently, the Company recognizes revenue from these per-unit licensing agreements in the quarter as reporting is received following the quarter of manufacture or sale, provided amounts are fixed or determinable and collection is reasonably assured, since it is more reliable than estimating royalty revenue prior to obtaining these reports from the licensees. Use of this "quarter lag" method allows for the receipt of licensee royalty reports prior to the recognition of revenue. Certain licensees of the Company have also entered into minimum guarantee arrangements, whereby licensees pay a minimum fee for the right to incorporate the Company's technology in the licensee's products over the contract term. These agreements stipulate a fee that corresponds to a minimum number of units or dollars that the customers must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. For these agreements, the Company recognizes the minimum amount on these agreements as revenue ratably over the contract term. Consistent with the aforementioned policy for per-unit license fee agreements, the Company recognizes revenue relating to any additional per-unit fees on a quarter lag basis, since it is more reliable than estimating royalty revenue prior to obtaining these reports from the licensees. Under the acquisition method of purchase accounting, remaining guaranteed payments under existing minimum guarantee arrangements acquired from DTS were recorded as an unbilled contract receivable and other assets as part of the purchase price allocation. Accordingly, such payments will not be recognized as revenue over the remaining term of the contracts. Any new minimum guarantee arrangements with license periods starting subsequent to December 1, 2016 will be recognized as revenue ratably over the contract term in accordance with the policy described above. In addition, no revenue is recognized on shipments made or units manufactured prior to the acquisition date for per unit royalty agreements. Under the acquisition method of purchase accounting, the Company recognizes royalty revenue only on the units shipped or manufactured subsequent to the acquisition date of December 1, 2016. For additional information, refer to "Note 8 – Business Combinations ." The Company also derives revenue from software licenses for digital and video imaging technology. In some instances, the Company may enter into license agreements that involve multiple element arrangements that also include technology transfer, design, technical service and unspecified support. For technology and software licenses, revenue is recognized upon delivery or on a straight-line basis over the period in which the unspecified support or service is performed. The Company actively monitors and enforces its intellectual property, and pursues third parties who have under-reported the amount of royalties owed under a license agreement or who utilize its intellectual property without a license. As a result of these activities, the Company may, from time to time, recognize royalty revenue that related to infringements or under-reporting that occurred in prior periods. Royalty revenue may also include payments resulting from periodic compliance audits of licensees, as part of a settlement of a patent infringement dispute, or judgments of license dispute. These royalty recoveries may cause revenue to be higher than expected during a particular reporting period and may not occur in subsequent periods. The Company recognizes revenue from royalty recoveries when there is persuasive evidence of an arrangement and collectability is reasonably assured. In the case of litigation settlements, the Company recognizes revenue when payments are received which is deemed to be when collectability is reasonably assured. The Company provides payment terms to licensees based upon their financial strength, credit worthiness and the Company’s collection experience with the licensee. If the Company provides extended payment terms, revenue is deferred until payment is due. The Company will adopt ASC 606, Revenue From Contracts With Customers, in fiscal year 2018, which is expected to have a significant impact on the timing of revenue recognition associated with its licensing contracts with customers. Refer to "Note 3 - Recent Accounting Pronouncements" for a detailed discussion. Indemnification The Company provides indemnification of varying scope to certain customers against claims of intellectual property infringement made by third parties arising from the use of the Company’s technologies. In accordance with authoritative guidance for accounting for guarantees, the Company evaluates estimated losses for such indemnification. The Company considers such factors as the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. To date, no such claims have been filed against the Company and, as a result, no liability has been recorded in the Company’s financial statements. As permitted under Delaware law, the Company has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company believes, given the absence of any such payments in the Company’s history, and the estimated low probability of such payments in the future, that the estimated fair value of these indemnification agreements is immaterial. In addition, the Company has directors’ and officers’ liability insurance coverage that is intended to reduce its financial exposure and may enable the Company to recover a portion of any such payments. Research, Development and Other Related Costs Research and development is conducted primarily in-house and targets development of audio and image enhancement technologies, chip-scale and multi-chip packaging, circuitry design, 3D-IC architectures, wafer-level packaging technology, bonding technologies and machine learning. Research, development and other related costs include expenses associated with applications engineering necessary to port and integrate the Company's technologies and products on third party silicon and into end devices. These costs consist primarily of compensation and related costs for personnel, engineering consulting expenses associated with new product and technology development, product commercialization, quality assurance and testing costs, as well as costs related to patent applications and examinations, product "tear downs" and reverse engineering, materials, supplies and equipment depreciation. All research, development and other related costs are expensed as incurred. Stock-based Compensation Expense The Company accounts for stock-based compensation expense in accordance with the authoritative guidance on share-based payments. Under the provisions of the guidance, stock-based compensation expense is measured at the grant date based on the fair value of the option using a Black-Scholes option pricing model and is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The fair value of the Company’s stock awards for non-employees is estimated based on the fair market value on each vesting date, accounted for under the variable-accounting method. The authoritative guidance also requires that the Company measure and recognize stock-based compensation expense upon modification of the term of stock award. The stock-based compensation expense for such modification is the sum of any unamortized expense of the award before modification and the modification expense. The modification expense is the incremental amount of the fair value of the award before the modification and the fair value of the award after the modification, measured on the date of modification. In the case when the modification results in a longer requisite period than in the original award, the Company has elected to apply the pool method where the aggregate of the unamortized expense and the modification expense is amortized over the new requisite period on a straight-line basis. In addition, any forfeiture will be based on the original requisite period prior to the modification. Calculating stock-based compensation expense requires the input of highly subjective assumptions, including the expected term of the stock-based awards, stock price volatility, and the pre-vesting option forfeiture rate. The Company estimates the expected life of options granted based on historical exercise patterns, which are believed to be representative of future behavior. The Company estimates the volatility of the Company’s common stock on the date of grant based on historical volatility. The assumptions used in calculating the fair value of stock-based awards represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, its stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. The Company estimates the forfeiture rate based on historical experience of its stock-based awards that are granted, exercised and cancelled. If the actual forfeiture rate is materially different from the estimate, stock-based compensation expense could be significantly different from what was recorded in the current period. The Company also grants performance share units (PSUs) to employees or consultants. PSU awards will vest if certain employee-specific or company-designated performance targets are achieved. If minimum performance thresholds are achieved, each PSU award will convert into Xperi common stock at a defined ratio depending on the degree of achievement of the performance target designated by each individual award. If minimum performance thresholds are not achieved, then no shares will be issued. Based upon the expected levels of achievement, stock-based compensation is recognized on a straight-line basis over the PSUs’ requisite service periods. The expected levels of achievement are reassessed over the requisite service periods and, to the extent that the expected levels of achievement change, stock-based compensation is adjusted in the period of change and recorded on the statements of operations and the remaining unrecognized stock-based compensation is recorded over the remaining requisite service period. See Note 13 – “Stock-based Compensation Expense” for additional detail. Income Taxes The Company must make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments are used in the calculation of tax credits, tax benefits, tax deductions, and in the calculation of certain deferred taxes and tax liabilities. Significant changes to these estimates may result in an increase or decrease to the Company’s tax provision in a subsequent period. The provision for income taxes was comprised of the Company’s current tax liability and changes in deferred income tax assets and liabilities. The calculation of the current tax liability involves dealing with uncertainties in the application of complex tax laws and regulations and in determining the liability for tax positions, if any, taken on the Company’s tax returns in accordance with authoritative guidance on accounting for uncertainty in income taxes. Deferred income taxes are determined based on the differences between the financial reporting and tax basis of assets and liabilities. The Company must assess the likelihood that it will be able to recover the Company’s deferred tax assets. If recovery is not likely on a more-likely-than-not basis, the Company must increase its provision for income taxes by recording a valuation allowance against the deferred tax assets that it estimates will not ultimately be recoverable. However, should there be a change in the Company’s ability to recover its deferred tax assets, the provision for income taxes would fluctuate in the period of such change. See Note 14 – “Income Taxes” for additional detail. On December 22, 2017, the Tax Cuts and Jobs Act (the Tax Act) was signed into law. Several key tax provisions in the legislation will affect us. The Company is required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring the Company’s U.S. deferred tax assets and liabilities, and reassessing the net realizability of its deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows an entity to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. As the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, the Company considers the accounting of the transition tax, deferred tax re-measurements, and other items to be provisional, and possibly subject to material change in the future. The Company expects to complete its analysis within the measurement period in accordance with SAB 118. Contingencies From time to time, the Company may be involved in legal and administrative proceedings and claims of various types. The Company records a liability in its consolidated financial statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. Management reviews these estimates in each accounting period as additional information becomes known and adjusts the loss provision when appropriate. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in the consolidated financial statements. If a loss is probable but the amount of loss cannot be reasonably estimated, the Company discloses the loss contingency and an estimate of possible loss or range of loss (unless such an estimate cannot be made). The Company does not recognize gain contingencies until they are realized. Legal costs incurred in connection with loss contingencies are expensed as incurred. See Note 15 – " Commitments and Contingencies ,” for further information regarding the Company’s pending litigation. Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the related assets' estimated useful lives: Equipment, furniture and other 1 to 5 years Leasehold improvements Lesser of related lease term or 5 years Building and improvements Up to 30 years Expenditures that materially increase asset life are capitalized, while ordinary maintenance and repairs are expensed as incurred. Foreign Currency Translation The functional currency of substantially all of the Company's wholly-owned subsidiaries is the U.S. dollar. Certain subsidiaries have monetary assets and liabilities that are denominated in a currency that is different than the functional currency. The gains and losses resulting from this remeasurement and translation of monetary assets denominated in a currency that is different than the functional currency are reflected in the determination of net income (loss). |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718) (“ASU 2016-09”). ASU 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company adopted this update, on a prospective basis, effective January 1, 2017. The cumulative impact of this update was an adjustment of $0.8 million to retained earnings. As required by the standard, stock-based compensation ("SBC") excess tax benefits or deficiencies are now reflected in the Consolidated Statements of Operations as a component of the provision for (benefit from) income taxes, whereas they previously were recognized in equity. Additionally, the Company’s Consolidated Statements of Cash Flows now present excess tax benefits as an operating activity, with the prior periods adjusted accordingly. Finally, as permitted under the standard, the Company will continue to estimate forfeitures at each period. As a result of the adoption of the standard, the Company's Consolidated Statements of Cash Flows for the years ended December 31, 2016 and 2015 were adjusted as follows: an $8.2 million and a $0.7 million increase to net cash provided by operating activities, respectively, and an $8.2 million and a $0.7 million increase to net cash used in financing activities, respectively. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows - Restricted Cash." This ASU provides guidance on the classification and presentation of changes in restricted cash and cash equivalents in the statement of cash flows. The Company chose to early adopt this standard effective January 1, 2017. There was no restricted cash at December 31, 2017 and 2016. In January 2017, the FASB issued ASU No. 2017-04 to simplify the measurement of goodwill by eliminating the Step 2 impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, though early adoption is permitted. The Company chose to early adopt this standard in conjunction with its annual goodwill impairment testing in the fourth quarter of 2017. The adoption of this standard did not have a material impact on its consolidated financial statements. See Note 9 -- " Goodwill and Identified Intangible Assets ,” for further information. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The core principle of ASU 2014-09 is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The FASB has further clarified this new guidance for revenue recognition by issuing ASU No. 2016-08 (principal versus agent considerations), ASU No. 2016-10 (identifying performance obligations and licensing), ASU No. 2016-12 (narrow-scope improvements and practical expedients), and ASU No. 2016-20 (technical corrections and improvements to Topic 606). The new standard is effective for the Company beginning January 1, 2018. Under the prior standard, licensing companies generally report revenue from per-unit royalty based arrangements one quarter in arrears. Under the new guidance, the Company will be expected to estimate per-unit royalty-based revenue prior to receiving customer royalty reports. The Company also expects the standard to have a significant impact on the timing of revenue recognition associated with its fixed fee and minimum guarantee arrangements, as a majority of such revenue which is currently recognized over the license term, is expected to be recognized at the inception of the license term. The Company will adopt this standard in fiscal year 2018 using the modified retrospective method, under which the Company will record a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2018 determined on the basis of the impact of the new standard on those contracts that are not completed as of December 31, 2017. The Company has completed its review of contracts and currently expects this one-time adjustment to be between $285 million to $295 million . The Company expects this new standard to have a material impact on its revenue and net income (losses) on an ongoing basis, but no impact on the timing of customer billings or on its cash flows. In February 2016, the FASB issued ASU No. 2016-02, " Leases" (Topic 842) (ASU 2016-02), which generally requires companies to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet. This guidance will be effective for us in the first quarter of 2019 on a modified retrospective basis, and early adoption is permitted. The Company will adopt the new standard effective January 1, 2019. While the Company continues to evaluate the effect of adopting this guidance on its consolidated financial statements and related disclosures, it is expected the Company's operating leases, as disclosed in Note 15 - " Commitments and Contingencies," will be subject to the new standard. The Company will recognize right-of-use assets and operating lease liabilities on its consolidated balance sheets upon adoption, which will increase its total assets and liabilities. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the classification of certain specific cash flow issues including debt prepayment or extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of certain insurance claims and distributions received from equity method investees. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. An entity that elects early adoption must adopt all of the amendments in the same period. The Company currently does not expect adoption of this standard will have a material impact on its consolidated financial statements. In September 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which introduces an approach based on expected losses to estimate 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. ASU 2016-13 is effective for the Company in the first quarter of the year ending December 31, 2020. The Company is in the process of evaluating the impact of the adoption of this new standard on its consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." This ASU requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. For public entities, this ASU is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted for all entities as of the beginning of an annual reporting period for which financial statements have not been issued. The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting (ASU 2017-09). ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment awarded require an entity to apply modification accounting. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company intends to adopt the standard prospectively after the effective date and does not expect adoption of this standard will have a material impact on its consolidated financial statements. |
Composition Of Certain Financia
Composition Of Certain Financial Statement Captions | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Composition Of Certain Financial Statement Captions | COMPOSITION OF CERTAIN FINANCIAL STATEMENT CAPTIONS Other current assets consisted of the following (in thousands): December 31, 2017 December 31, 2016 Prepaid income taxes $ 6,713 $ 6,645 Prepaid expenses 6,655 6,609 Other 3,581 5,896 $ 16,949 $ 19,150 Property and equipment, net consisted of the following (in thousands): December 31, 2017 2016 Equipment, furniture and other $ 26,029 $ 28,071 Building and improvements 18,222 18,153 Land 5,300 5,300 Leasehold improvements 6,469 6,346 56,020 57,870 Less: Accumulated depreciation and amortization (21,578 ) (19,015 ) $ 34,442 $ 38,855 Depreciation and amortization expense for the years ended December 31, 2017, 2016 and 2015 amounted to $7.2 million , $2.3 million and $1.6 million , respectively. Accrued liabilities consisted of the following (in thousands): December 31, 2017 December 31, 2016 Employee compensation and benefits $ 37,056 $ 18,584 Accrued interest — 2,200 Other 10,913 8,302 $ 47,969 $ 29,086 Accumulated other comprehensive loss consisted of the following (in thousands): December 31, 2017 December 31, 2016 Net unrealized loss on available-for-sale securities, net of tax $ (303 ) $ (148 ) $ (303 ) $ (148 ) |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Financial Instruments | FINANCIAL INSTRUMENTS The following is a summary of marketable securities at December 31, 2017 and December 31, 2016 (in thousands): December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Values Available-for-sale securities Corporate bonds and notes $ 45,803 $ — $ (230 ) $ 45,573 Commercial paper 2,392 — (2 ) 2,390 Treasury and agency notes and bills 6,000 — (71 ) 5,929 Certificates of deposit 8,540 — — 8,540 Money market funds 40,413 — — 40,413 Total available-for-sale securities $ 103,148 $ — $ (303 ) $ 102,845 Reported in: Cash and cash equivalents $ 40,413 Short-term investments 62,432 Total marketable securities $ 102,845 December 31, 2016 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Values Available-for-sale securities Corporate bonds and notes $ 36,590 $ 7 $ (95 ) $ 36,502 Commercial paper 5,220 — (4 ) 5,216 Treasury and agency notes and bills 6,029 — (57 ) 5,972 Money market funds 14,146 — — 14,146 Total available-for-sale securities $ 61,985 $ 7 $ (156 ) $ 61,836 Reported in: Cash and cash equivalents $ 14,457 Short-term investments 47,379 Total marketable securities $ 61,836 At December 31, 2017 and December 31, 2016, the Company had $200.7 million and $113.0 million , respectively, in cash, cash equivalents and short-term investments. A significant portion of these amounts was held in marketable securities, as shown above. The remaining balance of $97.8 million and $51.2 million at December 31, 2017 and December 31, 2016, respectively, was cash held in operating accounts not included in the tables above. The gross realized gains and losses on sales of marketable securities were not significant during the years ended December 31, 2017, 2016 and 2015. Unrealized losses (net of unrealized gains) of $0.3 million , net of tax, as of December 31, 2017, were related to a temporary decrease in value of the remaining available-for-sale securities and were due primarily to changes in interest rates and market and credit conditions of the underlying securities. Certain investments with a temporary decline in value are not considered to be other-than-temporarily impaired as of December 31, 2017 because the Company has the ability to hold these investments to allow for recovery, and does not anticipate having to sell these securities with unrealized losses and continues to receive interest at the maximum contractual rate. For the years ended December 31, 2017, 2016 and 2015, respectively, the Company did not record any impairment charges related to its marketable securities. The following table summarizes the fair value and gross unrealized losses related to individual available-for-sale securities at December 31, 2017 and 2016, which have been in a continuous unrealized loss position, aggregated by investment category and length of time (in thousands): December 31, 2017 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 30,811 $ (189 ) $ 14,762 $ (41 ) $ 45,573 $ (230 ) Treasury and agency notes and bills — — 5,929 (71 ) 5,929 (71 ) Commercial paper 2,390 (2 ) — — 2,390 (2 ) Total $ 33,201 $ (191 ) $ 20,691 $ (112 ) $ 53,892 $ (303 ) December 31, 2016 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 14,678 $ (44 ) $ 13,230 $ (51 ) $ 27,908 $ (95 ) Treasury and agency notes and bills 5,972 (57 ) — — 5,972 (57 ) Commercial paper 5,216 (4 ) — — 5,216 (4 ) Total $ 25,866 $ (105 ) $ 13,230 $ (51 ) $ 39,096 $ (156 ) The estimated fair value of marketable securities by contractual maturity at December 31, 2017 is shown below (in thousands). Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without call or prepayment penalties. Estimated Fair Value Due in one year or less $ 73,889 Due in one to two years 19,180 Due in two to three years 9,776 Total $ 102,845 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS The following are included in the Company's discontinued operations: • In 2014, the Company announced the cessation of all mems|cam manufacturing operations. As part of these efforts, the Company is no longer operating facilities in Arcadia, California, Rochester, New York, Hsinchu, Taiwan and Japan. All material assets of these operations were sold or licensed to a third party in December 2014. Discontinued operations were fully completed in 2015. The business discussed above is considered discontinued operations, and accordingly, the Company has reported the results of operations and financial position of these businesses in discontinued operations within all statements of operations presented and the current balance sheet. The results from discontinued operations were as follows (in thousands): Years Ended December 31, 2017 2016 2015 Revenue: Product and service revenues $ — $ — $ — Total revenue — — — Operating expenses: Cost of revenue — — — Research, development and other related costs — — — Selling, general and administrative — — 389 Restructuring, impairment of long-lived assets and other charges and gain on sale of patents — — (371 ) (1 ) Impairment of goodwill — — — Total operating expenses — — 18 Other income and (expense), net — — — Operating loss before taxes — — (18 ) Expense (benefit) from income taxes — — 83 Net loss from discontinued operations $ — $ — $ (101 ) (1) As noted above, the Company underwent restructuring activities in 2014. Additionally, the Company sold assets and the proceeds are netted against expenses. Discontinued operations were fully completed in 2015. There were no assets or liabilities associated with discontinued operations at December 31, 2017 and 2016. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value | FAIR VALUE The Company follows the authoritative guidance fair value measurement and the fair value option for financial assets and financial liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets. Level 2 Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. When applying fair value principles in the valuation of assets, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculates the fair value of its Level 1 and Level 2 instruments based on the exchange traded price of similar or identical instruments, where available, or based on other observable inputs. There were no significant transfers into or out of Level 1 or Level 2 that occurred between December 31, 2016 and December 31, 2017. The following is a list of the Company’s assets required to be measured at fair value on a recurring basis and where they were classified within the hierarchy as of December 31, 2017 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds (1) $ 40,413 $ 40,413 $ — $ — Certificates of deposit (2) 8,540 — 8,540 — Corporate bonds and notes (2) 45,573 — 45,573 — Treasury and agency notes and bills (2) 5,929 — 5,929 — Commercial paper (2) 2,390 — 2,390 — Total Assets $ 102,845 $ 40,413 $ 62,432 $ — The following footnotes indicate where the noted items were recorded in the Consolidated Balance Sheet at December 31, 2017: (1) Reported as cash and cash equivalents. (2) Reported as short-term investments. The following is a list of the Company’s assets required to be measured at fair value on a recurring basis and where they were classified within the hierarchy as of December 31, 2016 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds (1) $ 14,146 $ 14,146 $ — $ — Corporate bonds and notes (2) 36,502 — 36,502 — Treasury and agency notes and bills (2) 5,972 — 5,972 — Commercial paper (2) 5,216 — 5,216 — Total Assets $ 61,836 $ 14,146 $ 47,690 $ — The following footnotes indicate where the noted items were recorded in the Consolidated Balance Sheet at December 31, 2016: (1) Reported as cash and cash equivalents. (2) Reported as short-term investments. The Company also has outstanding debt at December 31, 2017 and 2016 that is considered a level 2 liability and is measured at fair value on a recurring basis. See Note 10 " Debt" for additional information. At December 31, 2017 and 2016, the fair value of the Company's debt is not materially different than the outstanding principal amount. Non-Recurring Fair Value Measurements The following table represents the activity in level 3 assets (in thousands): Assets held for sale Assets included in discontinued operations and held for sale Other Balance at December 31, 2015 $ — $ — $ 4,280 Assets transferred — — — Assets sold — — — Assets received — — — Balance at December 31, 2016 $ — $ — $ 4,280 (1 ) Assets transferred — — — Assets sold — — — Assets received — — 1,664 (2 ) Balance at December 31, 2017 $ — $ — $ 5,944 (3 ) (1) This amount represents the value of the patents that were received as part of licensing settlements with customers. These assets were valued using a methodology based on an arms-length purchase price of bulk patent assets, with adjustments based on limited pick rights, the total available market, and remaining average patent life. (2) This amount represents the value of patents received as part of a licensing settlement with a customer. These assets were valued using a cost methodology based on prior arms-length patent purchases by both the company and other third party acquirers. (3) The accumulated amortization associated with the patents was $2.3 million and $1.6 million as of December 31, 2017 and 2016, respectively. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | BUSINESS COMBINATIONS DTS, Inc. On December 1, 2016, the Company completed its acquisition of DTS for approximately $955 million , net of $53.4 million in cash acquired. DTS is a premier audio technology solutions provider for high-definition entertainment experiences. The transaction combined DTS's advanced audio technologies with the Company's existing complementary products, technologies, customer channels and intellectual property assets to enable the creation of an expanded, integrated platform to invent the future of smart sight and sound. Purchase Price Allocation The acquisition was accounted for under the acquisition method of accounting. Based upon the fair values acquired, the purchase price allocation is as follows (in thousands): Estimated Useful Life (years) Preliminary Fair Value Measurement Period Adjustments (1) Final Fair Value Cash and cash equivalents $ 53,377 $ — $ 53,377 Accounts receivable 27,114 27,114 Unbilled contracts receivable, short-term 52,845 (3,964 ) (2 ) 48,881 Other current assets 5,269 5,269 Prepaid income taxes 3,278 3,278 Property and equipment 33,573 33,573 Goodwill 372,827 2,611 (3 ) 375,438 Identifiable intangible assets: Customer contracts and related relationships 3-7 281,569 Developed technology 5-6 143,639 Trademarks and tradenames 8 38,483 Noncompete agreements 1 2,231 In-process research and development (IPR&D) 3,156 Total identifiable intangible assets 469,078 469,078 Long-term deferred tax assets 637 637 Unbilled contracts receivable, long-term 12,464 12,464 Other assets 4,423 4,423 Accounts payable (4,006 ) (4,006 ) Accrued liabilities (19,727 ) (179 ) (4 ) (19,906 ) Deferred revenue (561 ) (561 ) Income taxes payable (727 ) (727 ) Long-term deferred tax liabilities (39,822 ) 1,532 (5 ) (38,290 ) Other long-term liabilities (15,337 ) (15,337 ) Aggregate purchase price $ 954,705 $ — $ 954,705 ______________________________________ (1) All adjustments were recorded within the Company's consolidated balance sheet in 2017. (2) Primarily consists of adjustment to estimates relating to products licensed by DTS prior to the acquisition date of December 1, 2016, which were reported to the Company subsequent to the acquisition date. (3) Represents the net impact to goodwill of all measurement period adjustments recorded. (4) Consists of miscellaneous working capital and other immaterial adjustments. (5) Consists primarily of adjustments for the related tax impact of the measurement period adjustments noted above, and for the finalization of the analysis relating to certain acquired tax attributes and related uncertain income tax positions. Supplemental Pro Forma Information The following unaudited pro forma financial information assumes the companies were combined as of January 1, 2015 and includes the impact of purchase accounting and other material nonrecurring adjustments directly attributable to the acquisition. The unaudited pro forma financial information as presented below is for informational purposes only and is based on estimates and assumptions that have been made solely for purposes of developing such pro forma information. This is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of 2015, nor is it necessarily indicative of future results. Consequently, actual results could differ materially from the unaudited pro forma financial information presented below. The following table presents the pro forma operating results as if DTS had been included in the Company's consolidated statements of operations as of January 1, 2015 (unaudited, in thousands): Revenue Earnings Actual for the year ended December 31, 2015 $ 273,300 $ 117,016 Actual for the year ended December 31, 2016 $ 259,565 (1) $ 56,089 (1) Supplemental pro forma for the year ended December 31, 2015 (unaudited) $ 358,911 (2) $ (38,139 ) (2)(3)(4) Supplemental pro forma for the year ended December 31, 2016 (unaudited) $ 434,971 (2) $ 17 (2)(3)(4) (1) Unless otherwise stated, the Company's financial results for 2016 include DTS from December 1, 2016 to December 31, 2016. Revenue recognized from licensing agreements acquired from DTS amounted to $0.2 million for the year ended December 31, 2016. Earnings of DTS included in the consolidated statement of operations for the year ended December 31, 2016 was a loss of $22.7 million . (2) Reflects estimated reduction to historical combined revenue of $52.6 million and $12.6 million for 2015 and 2016, respectively, primarily relating to the estimated impact of purchase accounting on acquired minimum guarantee arrangements and per-unit royalties associated with licensee products manufactured or sold prior to January 1, 2015. (3) Reflects the following pro forma adjustments to historical combined expenses (unaudited, in thousands): 2015 2016 Estimated increase in combined amortization and depreciation expense due to acquired intangible assets and property and equipment measured at fair value $ 75,975 $ 59,092 Estimated increase in combined stock-based compensation expense due to assumed DTS equity awards measured at fair value $ 6,888 $ 4,781 Estimated increase in combined interest and other expense, net due to estimated increase in interest expense (and amortization of debt issuance costs) from new debt obtained to finance the Transaction and estimated lower interest income from lower investment holdings $ 28,964 $ 24,806 Elimination of Tessera and DTS non-recurring transaction costs reflected in historical results $ — $ (27,900 ) Estimated increase (decrease) to combined expense for non-recurring employee-related costs resulting from the acquisition, including severance and retention bonus expense $ 21,100 $ (3,436 ) (4) The tax effects of the pro forma adjustments are estimated using a weighted-average statutory tax rate of 23% . Ziptronix On August 27, 2015, the Company completed its acquisition of Ziptronix, Inc. (“Ziptronix”) for approximately $39 million in cash, net of $1.5 million in working capital (which included $1.9 million in cash) acquired. Approximately $0.7 million of the consideration was withheld until certain employees complete the term of their employment obligations. The acquisition expanded the Company's existing advanced packaging capabilities by adding a low-temperature wafer bonding technology platform that will accelerate delivery of 2.5D and 3D-IC solutions to semiconductor industry customers. |
Goodwill And Identified Intangi
Goodwill And Identified Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Identified Intangible Assets | GOODWILL AND IDENTIFIED INTANGIBLE ASSETS In 2017, the Company assessed goodwill impairment for its segments by performing a qualitative assessment. No impairment of goodwill was indicated as the Company concluded that it was more likely than not that the fair value of its reporting units exceeded its carrying amount. In addition, there have been no significant events or circumstances affecting the valuation of goodwill subsequent to the impairment testing performed in the fourth quarter of the year ended December 31, 2017. The changes to the carrying value of goodwill from January 1, 2016 through December 31, 2017 are reflected below (in thousands): December 31, 2015 $ 10,136 Goodwill acquired through the acquisition of DTS (1) 372,827 December 31, 2016 $ 382,963 Purchase price adjustment related to the acquisition of DTS (2) 2,611 (2) December 31, 2017 $ 385,574 (3) (1) For more information regarding these transactions, see Note 8 - " Business Combinations." (2) Represents the net impact to goodwill of all measurement adjustments, primarily relating to unbilled contracts receivable and to certain acquired tax attributes and related uncertain income tax positions. See Note 8 - " Business Combinations ." (3) Of this amount, approximately $377.9 million is allocated to the Company's Product Licensing reporting segment and approximately $7.7 million is allocated to its Semiconductor and IP Licensing reporting segment. Identified intangible assets consisted of the following (in thousands): December 31, 2017 December 31, 2016 Average Life (Years) Gross Assets Accumulated Amortization Net Gross Accumulated Net Acquired patents / core technology 3-15 $ 142,584 $ (113,349 ) $ 29,235 $ 140,744 $ (96,896 ) $ 43,848 Existing technology 5-10 204,394 (61,518 ) 142,876 203,442 (27,315 ) 176,127 Customer contracts and related relationships 3-9 291,769 (68,267 ) 223,502 291,769 (14,011 ) 277,758 Trademarks/trade name 4-10 40,083 (6,111 ) 33,972 40,083 (1,138 ) 38,945 Non-competition agreements 1 2,231 (2,231 ) — 2,231 (186 ) 2,045 Total amortizable intangible assets 681,061 (251,476 ) 429,585 678,269 (139,546 ) 538,723 In-Process R&D 2,204 — 2,204 $ 3,156 $ — $ 3,156 Total intangible assets $ 683,265 $ (251,476 ) $ 431,789 $ 681,425 $ (139,546 ) $ 541,879 Amortization expense for the years ended December 31, 2017, 2016, and 2015 amounted to $111.9 million , $31.9 million and $20.6 million , respectively. As of December 31, 2017, the estimated future amortization expense of intangible assets is as follows (in thousands): 2018 $ 107,941 2019 98,855 2020 87,140 2021 79,478 2022 31,173 Thereafter 24,998 $ 429,585 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | DEBT On December 1, 2016, in connection with the consummation of the acquisition of DTS, the Company entered into a Credit Agreement (the “Credit Agreement”) by and among the Company, Royal Bank of Canada, as administrative agent and collateral agent, and the lenders party thereto. The Credit Agreement provided for a $600 million seven -year term B loan facility (the “Term B Loan Facility”). The interest rates applicable to loans outstanding under the Credit Agreement with respect to the Term B Loan Facility are (i) until the delivery of financial statements for the first full fiscal quarter ending after December 1, 2016 equal to, at the Company's option, either a base rate plus a margin of 2.25% per annum or LIBOR plus a margin of 3.25% per annum (the “Effective Date Margin”) and (ii) thereafter, (x) the Effective Date Margin or (y) so long as the ratio of consolidated indebtedness of the Company (minus all unrestricted cash and cash equivalents) to consolidated EBITDA (subject to other customary adjustments) is equal to or less than 1.50 to 1.00 , equal to, at the Company's option either a base rate plus a margin of 2.00% per annum or LIBOR plus a margin of 3.00% per annum. Commencing March 31, 2017, the Term B Loan Facility will amortize in equal quarterly installments in aggregate quarterly amounts equal to 0.25% of the original principal amount of the Term B Loan Facility, with the balance payable on the maturity date of the Term B Loan Facility (in each case subject to adjustment for prepayments). The Term B Loan Facility matures on November 30, 2023 . Upon the closing of the Credit Agreement, the Company borrowed $600 million under the Term B Loan facility. Net proceeds were used on December 1, 2016, together with cash and cash equivalents, to finance the acquisition of DTS. The obligations under the Credit Agreement are guaranteed by the Company pursuant to the Guaranty (the “Guaranty”), dated December 1, 2016, among the Company, Royal Bank of Canada, as administrative agent, and the other subsidiary guarantors party thereto. The obligations under the Credit Agreement are guaranteed by substantially all of the assets of the Company pursuant to the Security Agreement (the “Security Agreement”), dated December 1, 2016, among the Company, Royal Bank of Canada, as collateral agent, and the other pledgors party thereto. The Credit Agreement contains 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. The Credit Agreement contains customary representations and warranties and affirmative and negative covenants that, among other things, restrict the ability of the Company to create or incur certain liens, incur or guarantee additional indebtedness, merge or consolidate with other companies, transfer or sell assets and make restricted payments. These covenants are subject to a number of limitations and exceptions set forth in the Credit Agreement. The Company was in compliance with all requirements during the year ended December 31, 2017. At December 31, 2017, $594 million was outstanding with an interest rate, including the amortization of debt issuance costs, of 5.0% . Interest is payable quarterly. There were also $14.3 million of unamortized debt issuance costs. Interest expense for 2017 was $28.3 million which includes $2.4 million in amortized debt issuance costs. As of December 31, 2017, future minimum principal payments for long-term debt, including the current portion, are summarized as follows (in thousands): 2018 $ 34,451 2019 6,000 2020 6,000 2021 6,000 2022 6,000 Thereafter 535,549 Total $ 594,000 Additional payments of debt principal must be made in the event of certain working capital conditions as outlined in the Credit Agreement. There are no penalties for these payments. There were no such additional payments made during the year ended December 31, 2017. As disclosed in Note 18 - " Subsequent Events, " the Company completed a repricing of its Term B Loans subsequent to year-end, reducing its borrowing rate by 75 basis points, to a new rate of Libor plus 250 basis points. In connection with the repricing, the Company paid down $100 million of its outstanding debt and incurred $1.1 million in third party costs. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE The Company has a share-based compensation plan under which employees may be granted share-based awards including shares of restricted stock and restricted stock units ("RSUs"). Non-forfeitable dividends are paid on unvested shares of restricted stock. No dividends are accrued or paid on unvested RSUs. As such, shares of restricted stock are considered participating securities under the two-class method of calculating earnings per share. The two-class method of calculating earnings per share did not have a material impact on the Company’s earnings per share calculation as of December 31, 2017, 2016 and 2015. The following table sets forth the computation of basic and diluted shares (in thousands): Years Ended December 31, 2017 2016 2015 Weighted average common shares outstanding 49,253 49,203 51,841 Unvested common shares subject to repurchase (2 ) (16 ) (39 ) Total common shares-basic 49,251 49,187 51,802 Effect of dilutive securities: Options — 357 343 Restricted stock awards and units — 646 441 Total common shares-diluted 49,251 50,190 52,586 Basic net income (loss) per share is computed using the weighted average number of common shares outstanding during the period, excluding any unvested restricted stock awards that are subject to repurchase. Diluted net income (loss) per share is computed using the treasury stock method to calculate the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential dilutive common shares include unvested restricted stock awards and units and incremental common shares issuable upon the exercise of stock options, less shares from assumed proceeds. The assumed proceeds calculation includes actual proceeds to be received from the employee upon exercise and the average unrecognized stock compensation cost during the period. For the year ended December 31, 2017, there was no difference in the weighted average number of common shares used for the calculation of basic and diluted loss per share as the effect of all potentially dilutive shares outstanding was anti-dilutive. A total of 3.0 million shares subject to stock options and restricted stock awards and units were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive. For the years ended December 31, 2016 and 2015 in the calculation of net income per share, 0.7 million and 0.1 million shares, respectively, subject to stock options and restricted stock awards and units were excluded from the computation of diluted net income per share as they were anti-dilutive. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Stock Repurchase Programs In August 2007, the Company’s Board of Directors (“the Board”) authorized a plan to repurchase the Company’s outstanding shares of common stock dependent on market conditions, share price and other factors. As of December 31, 2017, the total amount authorized for repurchases is $450.0 million . As of December 31, 2017, the Company had repurchased a total of approximately 11,142,000 shares of common stock, since inception of the plan, at an average price of $27.57 per share for a total cost of $307.2 million . As of December 31, 2016, the Company had repurchased a total of approximately 10,488,000 shares of common stock, since inception of the plan, at an average price of $27.83 per share for a total cost of $291.8 million . The shares repurchased are recorded as treasury stock and are accounted for under the cost method. No expiration date has been specified for this plan. As of December 31, 2017, the total amount available for repurchase was $142.8 million . The Company plans to continue to execute authorized repurchases from time to time under the plan. Stock Option Plans The 2003 Plan In February 2003, the Board adopted and the Company’s stockholders approved the 2003 Equity Incentive Plan (“2003 Plan”). Under the 2003 Plan, incentive stock options may be granted to the Company’s employees at an exercise price of no less than 100% of the fair value on the date of grant, and non-statutory stock options may be granted to the Company’s employees, non-employee directors and consultants at an exercise price of no less than 85% of the fair value. In both cases, when the optionees own stock representing more than 10% of the voting power of all classes of stock of the Company, the exercise price shall be no less than 110% of the fair value on the date of grant. Options, restricted stock awards, and restricted stock units granted under this plan generally have a term of ten years from the date of grant and vest over a four -year period. Restricted stock, performance awards, dividend equivalents, deferred stock, stock payments and stock appreciation rights may also be granted under the 2003 Plan either alone, in addition to, or in tandem with any options granted thereunder. Restricted stock awards and units are full-value awards that reduce the number of shares reserved for grant under this plan by one and one-half shares for each share granted. The vesting criteria for restricted stock awards and units is generally the passage of time or meeting certain performance-based objectives, and continued employment through the vesting period generally over four years. As of December 31, 2017, there were approximately 0.7 million shares reserved for future grant under this plan. A summary of the stock option activity is presented below (in thousands, except per share amounts): Options Outstanding Number of Shares Subject to Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at December 31, 2014 1,616 $19.34 Options granted 84 $36.60 Options exercised (465 ) $19.35 Options canceled / forfeited / expired (93 ) $19.04 Balance at December 31, 2015 1,142 $20.63 Options assumed 586 $29.05 Options exercised (350 ) $20.01 Options canceled / forfeited / expired (46 ) $23.25 Balance at December 31, 2016 1,332 $24.41 Options granted 70 $22.45 Options exercised (180 ) $23.04 Options canceled / forfeited / expired (50 ) $34.73 Balance at December 31, 2017 1,172 $24.06 3.52 $ 4,538 Vested and expected to vest at December 31, 2017 1,138 3.38 $ 4,482 Exercisable at December 31, 2017 950 2.67 $ 4,025 The following table summarizes information about stock options outstanding and exercisable under all of the Company’s plans at December 31, 2017: Options Outstanding Options Exercisable Range of Exercise Prices per Share Number Outstanding (in thousands) Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price per Share Number Exercisable (in thousands) Weighted Average Exercise Price per Share $12.52 - $18.65 122 4.51 $ 16.11 113 $ 16.06 $18.74 - $18.76 14 4.08 $ 18.75 14 $ 18.75 $18.84 - $18.84 367 0.42 $ 18.84 367 $ 18.84 $18.89 - $19.73 149 5.41 $ 19.40 107 $ 19.40 $20.21 - $22.19 143 5.06 $ 20.96 121 $ 20.84 $22.24 - $26.16 119 7.89 $ 23.25 21 $ 25.52 $27.32 - $38.65 105 4.72 $ 35.44 54 $ 35.28 $40.87 - $40.87 4 0.13 $ 40.87 4 $ 40.87 $41.15 - $41.15 6 1.13 $ 41.15 6 $ 41.15 $43.77 - $43.77 143 2.78 $ 43.77 143 $ 43.77 $12.52 - $43.77 1,172 3.52 $ 24.06 950 $ 23.92 Restricted Stock Awards and Units Information with respect to outstanding restricted stock awards and units as of December 31, 2017 is as follows (in thousands, except per share amounts): Restricted Stock and Restricted Stock Units Number of Shares Subject to Time- based Vesting Number of Shares Subject to Performance- based Vesting Total Number of Shares Weighted Average Grant Date Fair Value Per Share Balance at December 31, 2014 502 633 1,135 $ 20.30 Awards and units granted 472 90 562 $ 39.77 Awards and units vested / earned (240 ) (144 ) (384 ) $ 20.17 Awards and units canceled / forfeited (44 ) (60 ) (104 ) $ 21.54 Balance at December 31, 2015 690 519 1,209 $ 29.28 Awards and units granted 596 86 682 $ 30.85 Awards assumed 925 — 925 $ 40.13 Awards and units vested / earned (398 ) (84 ) (482 ) $ 32.18 Awards and units canceled / forfeited (117 ) (137 ) (254 ) $ 29.64 Balance at December 31, 2016 1,696 384 2,080 $ 33.91 Awards and units granted 1,049 919 1,968 $ 32.60 Awards and units vested / earned (581 ) (94 ) (675 ) $ 33.70 Awards and units canceled / forfeited (150 ) (90 ) (240 ) $ 31.07 Balance at December 31, 2017 2,014 1,119 3,133 $ 33.35 Performance Awards and Units Performance awards and units may be granted to employees or consultants based upon, among other things, the contributions, responsibilities and other compensation of the particular employee or consultant. The value and the vesting of such performance awards and units are generally linked to one or more performance goals or other specific performance goals determined by the Company, in each case on a specified date or dates or over any period or periods determined by the Company, and range from zero to 100 percent of the grant. Employee Stock Purchase Plans In August 2003, the Board adopted the 2003 Employee Stock Purchase Plan (the "ESPP"), which was approved by the Company’s stockholders in September 2003 and became effective February 1, 2004. Subsequently, the Board adopted the International Employee Stock Purchase Plan (the “International ESPP”) in June 2008. The ESPP has a series of consecutive, overlapping 24 -month offering periods. The first offering period commenced February 1, 2004, the effective date of the ESPP, as determined by the Board of Directors. Individuals who own less than 5% of the Company’s voting stock, are scheduled to work more than 20 hours per week and whose customary employment is for more than five months in any calendar year may join an offering period on the first day of the offering period or the beginning of any semi-annual purchase period within that period. Individuals who become eligible employees after the start date of an offering period may join the ESPP at the beginning of any subsequent semi-annual purchase period. Participants may contribute up to 20% of their cash earnings through payroll deductions, and the accumulated deductions will apply to the purchase of shares on each semi-annual purchase date. The purchase price per share will equal 85% of the fair market value per share on the participant’s entry date into the offering period or, if lower, 85% of the fair market value per share on the semi-annual purchase date. An eligible employee’s right to buy the Company’s common stock under the ESPP may not accrue at a rate in excess of $25,000 of the fair market value of such shares per calendar year for each calendar year of an offering period. If the fair market value per share of the Company’s common stock on any purchase date is less than the fair market value per share on the start date of the 24 -month offering period, then that offering period will automatically terminate and a new 24 -month offering period will begin on the next business day. All participants in the terminated offering will be transferred to the new offering period. As of December 31, 2017, there were approximately 443,000 shares reserved for grant under the ESPP and the International ESPP, collectively. Dividends Stockholders of the Company’s common stock are entitled to receive dividends when declared by the Company’s Board of Directors. The Company has paid a quarterly dividend of $0.20 per share since March 2015. Dividends declared were $0.80 , per common share in each of 2017, 2016 and 2015. Assumed Plans Certain stock awards plans were assumed in the DTS acquisition. The awards outstanding under these plans are included in the tables above. No future grants will be made under these plans. |
Stock-Based Compensation Expens
Stock-Based Compensation Expense | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Expense | STOCK-BASED COMPENSATION EXPENSE The effect of recording stock-based compensation expense for the years ended December 31, 2017, 2016 and 2015 is as follows (in thousands): Years Ended December 31, 2017 2016 2015 Cost of revenue $ — $ — $ — Research, development and other related costs 13,277 7,104 4,005 Selling, general and administrative 20,185 13,997 7,512 Total stock-based compensation expense 33,462 21,101 11,517 Tax effect on stock-based compensation expense (5,296 ) (6,314 ) (3,107 ) Net effect on net income $ 28,166 $ 14,787 $ 8,410 Stock-based compensation expense categorized by various equity components for the years ended December 31, 2017, 2016 and 2015 is summarized in the table below (in thousands): Years Ended December 31, 2017 2016 2015 Employee stock options $ 1,980 $ 3,249 $ 2,676 Restricted stock awards and units 28,909 17,024 8,232 Employee stock purchase plan 2,573 828 609 Total stock-based compensation expense $ 33,462 $ 21,101 $ 11,517 During the years ended December 31, 2017, 2016 and 2015, the Company granted stock options covering 70,000 , zero and 84,000 shares, respectively. In December 2016, the Company assumed and granted stock awards covering 682,000 shares in connection with the DTS acquisition. The 2017, 2016 and 2015 estimated per share fair value of those grants was $4.62 , $15.87 and $8.57 , respectively, before estimated forfeitures. The total fair value of restricted stock awards vested during the years ended December 31, 2017, 2016 and 2015 was $22.7 million , $15.9 million and $7.7 million , respectively. The total intrinsic value of options exercised during the years ended December 31, 2017, 2016 and 2015 was $3.6 million , $5.5 million and $9.3 million , respectively. The intrinsic value is calculated as the difference between the market value on the date of exercise and the exercise price of the shares. As of December 31, 2017, the unrecognized stock-based compensation balance after estimated forfeitures related to unvested stock options was $0.7 million to be recognized over an estimated weighted average amortization period of 1.8 years and $48.8 million related to restricted stock awards and units, including performance-based awards and units, to be recognized over an estimated weighted average amortization period of 2.4 years . As of December 31, 2016, the unrecognized stock-based compensation balance after estimated forfeitures related to unvested stock options was $2.2 million to be recognized over an estimated weighted average amortization period of 1.2 years and $33.7 million related to restricted stock awards and units, including performance-based awards and units, to be recognized over an estimated weighted average amortization period of 2.4 years . The Company uses the Black-Scholes option pricing model to determine the estimated fair value of options. The fair value of each option grant is determined on the date of grant and the expense is recorded on a straight-line basis. The assumptions used in the model include expected life, volatility, risk-free interest rate, and dividend yield. The Company’s determinations of these assumptions are outlined below. Expected life – The expected life assumption is based on analysis of the Company’s historical employee exercise patterns. The expected life of options granted under the ESPP represents the offering period of two years. Volatility – Volatility is calculated using the historical volatility of the Company’s common stock for a term consistent with the expected life. Historical volatility of the Company’s common stock is also utilized for the ESPP. Risk-free interest rate – The risk-free interest rate assumption is based on the U.S. Treasury rate for issues with remaining terms similar to the expected life of the options. Dividend yield – Expected dividend yield is calculated based on cash dividends declared by the Board for the previous four quarters and dividing that result by the average closing price of the Company’s common stock for the quarter. Cash dividends are not paid on options, restricted stock units or unvested restricted stock awards. In addition, the Company estimates forfeiture rates. Forfeitures are estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from those estimates. Historical data is used to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that are expected to vest. The following assumptions were used to value the awards granted: Years Ended December 31, 2017 2016 2015 Expected life (in years) 4.7 3.8 3.8 Risk-free interest rate 1.8 % 1.7 % 1.1 - 1.4% Dividend yield 2.9 % 2.4 % 2.1 - 2.9% Expected volatility 29.8 % 29.0 % 34.0 - 35.6% The following assumptions were used to value the ESPP shares: Years Ended December 31, 2017 2016 2015 Expected life (years) 2.0 2.0 2.0 Risk-free interest rate 1.2 - 1.3% 0.5 - 0.8% 0.4 - 0.7% Dividend yield 2.0 - 2.5% 2.4 - 3.0% 2.1 - 3.4% Expected volatility 28.3 - 30.8% 30.0 % 29.7 - 30.0% For the years ended December 31, 2017, 2016 and 2015, an aggregate of 164,000 , 89,000 and 77,000 common shares, respectively, were purchased pursuant to the ESPP. Modifications From time to time, the Company enters into consulting agreements with its departing employees. Some of these agreements may include continued vesting of the departing employees’ stock awards and an extension of the exercise period from the standard 90 days from employment termination date to the termination of the consulting agreement. As a result of modifications related to former employees, the Company incurred stock-based compensation expense of $0.3 million for the year ended December 31, 2015. There were no modifications in 2016. In 2017, the impact on the Company's financial statements as a result of one modification was not material. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The components of total income (loss) before taxes from continuing operations are as follows (in thousands): Years ended December 31, 2017 2016 2015 U.S. $ 8 $ 90,154 $ 151,862 Foreign (58,351 ) 561 13,772 Total income (loss) before taxes from continuing operations $ (58,343 ) $ 90,715 $ 165,634 The provision for (benefit from) income taxes consisted of the following (in thousands): Years ended December 31, 2017 2016 2015 Current: U.S. federal $ (79 ) $ 9,564 $ 2,737 Foreign 16,871 22,552 26,275 State and local 77 8 319 Total current 16,869 32,124 29,331 Deferred: U.S. federal (8,390 ) 2,365 23,478 Foreign (10,463 ) 392 (4,138 ) State and local 199 (255 ) (154 ) Total deferred (18,654 ) 2,502 19,186 Provision for (benefit from) income taxes $ (1,785 ) $ 34,626 $ 48,517 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): December 31, 2017 2016 Deferred tax assets Net operating loss carryforwards $ 17,301 $ 40,969 Research tax credit 15,433 9,642 Foreign tax credit 12,479 7,201 Expenses not currently deductible 13,031 5,193 Basis difference in fixed and intangible assets 3,200 3,529 Gross deferred tax assets 61,444 66,534 Valuation allowance (32,032 ) (12,846 ) Net deferred tax assets 29,412 53,688 Deferred tax liabilities Acquired intangible assets, domestic (34,408 ) (70,338 ) Acquired intangible assets, foreign (4,903 ) (13,045 ) Unremitted earnings of foreign subsidiaries (30 ) (129 ) Net deferred tax liabilities $ (9,929 ) $ (29,824 ) At December 31, 2017 and 2016, the Company had a valuation allowance of $32.0 million and $12.8 million , respectively, related to federal, state, and foreign tax attributes that the Company believes to be not realizable on a more-likely-than-not basis. The $19.2 million increase from the prior year is primarily comprised of $13.5 million attributable to additional valuation allowance recorded against federal tax credits and the remainder is related to remeasurement of deferred taxes that have a corresponding valuation allowance, both as a result of the Tax Act. The need for a valuation allowance requires an assessment of both positive and negative evidence when determining whether it is more likely than not that deferred tax assets are recoverable. Such assessment is required on a jurisdiction-by-jurisdiction basis. In making such assessment, significant weight is given to evidence that can be objectively verified. After considering both negative and positive evidence to assess the recoverability of the Company's net deferred tax assets at the end of 2017, management determined that it was more likely than not that the Company would not realize certain federal, state and foreign deferred tax assets given the substantial amount of tax attributes that will remain unutilized to offset forecasted future tax liabilities. The Company will continue to monitor the likelihood that it will be able to recover the deferred tax assets in the future, including those for which a valuation allowance is still recorded. This determination includes objectively verifiable positive evidence that outweighs potential negative evidence. As of December 31, 2017, the Company had federal net operating loss carryforwards of approximately $32.7 million and state net operating loss carryforwards of approximately $95.4 million . Substantially all of the federal net operating loss carryforwards are carried over from acquired entities, DTS in 2016 and Ziptronix in 2015. The state net operating loss carryforwards are carried over from acquired entities, DTS in 2016, Ziptronix in 2015, and Siimpel Corporation in 2010. The federal net operating loss carryforwards, if not utilized, will begin to expire on various dates beginning in 2026, and will continue to expire through 2034. The state net operating loss carryforwards, if not utilized, will begin to expire on various dates beginning in 2018, and will continue to expire through 2036. In addition, the Company has research tax credit carryforwards of approximately $10.0 million for federal purposes which were carried over from DTS and Ziptronix, as well as generated in the current year. The federal research tax credit will start to expire in 2018 and will continue to expire through 2037. The Company also has research tax credit carryforwards of approximately $14.5 million for state purposes and $0.6 million for foreign purposes, which will never expire. The Company has $19.8 million of foreign tax credit carryforwards which will begin to expire in 2018 and will continue to expire through 2027. Under the provisions of the Internal Revenue Code, substantial changes in the Company's or its subsidiaries' ownership may limit the amount of net operating loss and tax credit carryforwards that can be utilized annually in the future to offset taxable income. In addition, the Tax Act modifies the maximum deduction of net operating loss, eliminates carryback, and provides for indefinite carryforward for losses generated after December 31, 2017 A reconciliation of the statutory U.S. federal income tax rate to the Company’s effective tax rate is as follows: Years Ended December 31, 2017 2016 2015 U.S. federal statutory rate 35.0 % 35.0 % 35.0 % State, net of federal benefit (0.1 ) (0.5 ) — Stock-based compensation expense (2.9 ) 2.0 0.5 Tax exempt interest — (0.2 ) (0.1 ) Research tax credit 3.2 (1.2 ) (0.3 ) Foreign withholding tax (25.2 ) 24.7 15.7 Transaction costs — 2.4 — Foreign tax rate differential (20.8 ) 0.4 (2.8 ) Foreign tax credit 22.9 (23.5 ) (15.3 ) Change in valuation allowance (23.1 ) — (3.0 ) Re-measurement of deferred taxes 13.5 — — Others 0.6 (0.9 ) (0.4 ) Total 3.1 % 38.2 % 29.3 % On December 22, 2017, the Tax Cut and Jobs Act (“Tax Act”) was signed into law. The Tax Act introduced a broad range of tax reform measures that significantly change the federal income tax laws. The provisions of the Tax Act that may have significant impact on the Company include the permanent reduction of the corporate income tax rate from 35% to 21% effective for tax years including or commencing on January 1, 2018, one-time transition tax on post-1986 foreign unremitted earnings, provision for GILTI, deduction for FDII, repeal of corporate alternative minimum tax, limitation of various business deductions, modification of the maximum deduction of net operating loss with no carryback but indefinite carryforward provision, and limitation on the deductibility of executive compensation. Many provisions in the Tax Act are generally effective in tax years beginning after December 31, 2017. At December 31, 2017, the Company reflected the provisional income tax effects of the Tax Act under Accounting Standards Codification Topic 740, Income Taxes. The Company has recorded a provisional tax expense in the Statement of Operations of approximately $5.6 million , comprised of approximately $13.5 million tax expense from recording additional valuation allowance against federal tax credits due to certain provisions of the Tax Act, offset by approximately $7.9 million of tax benefit from the remeasurement of U.S. deferred taxes using the relevant tax rate at which the Company expects them to reverse in the future. The estimated one-time transition tax on post-1986 foreign unremitted earnings should not have a material impact to the Company's effective tax rate. The Company continues to examine the impact of certain provisions of the Tax Act that will become applicable in calendar year 2018 related to BEAT, GILTI, deduction for FDII, and other provisions that could affect its effective tax rate in the future. The Company will record the income tax effects of GILTI and other provisions of the Tax Act as incurred beginning in calendar year 2018. Also, because there may be additional state income tax implications, the Company will continue to monitor changes in state and local tax laws to determine if state and local taxing authorities intend to conform or deviate from changes to U.S. federal tax legislation as a result of the Tax Act. The prospects of supplemental legislation or regulatory processes to address questions that arise because of the Tax Act, or evolving technical interpretations of the tax law, may cause the final impact from the Tax Act to differ from the provisionally recorded amounts. The Company expects to complete its analysis within the measurement period allowed by Staff Accounting Bulletin (“SAB”) No.118, no later than the fourth quarter of calendar year 2018. At December 31, 2017, the Company has changed its permanent reinvestment assertion and will not permanently reinvest its foreign earnings outside the U.S. The Company anticipates that the cash from its foreign earnings may be used domestically to fund operations, settle a portion of the outstanding debt obligation, or used for other business needs. The accumulated undistributed earnings generated by its foreign subsidiaries was approximately $70.7 million , of which all was subject to the one-time transition tax on foreign unremitted earnings required by the Tax Act or has otherwise been previously subject to U.S. tax. The Company will accrue approximately $0.3 million of withholding taxes from its foreign subsidiaries on estimated cash that may be remitted back to the U.S. without restrictions. As of December 31, 2017, unrecognized tax benefits approximated $33.5 million , of which $22.2 million would affect the effective tax rate if recognized. As of December 31, 2016, unrecognized tax benefits approximated $30.1 million , of which $23.8 million would affect the effective tax rate if recognized. The Company does not believe that its unrecognized tax benefits as of December 31, 2017 will significantly increase or decrease within the next twelve months. The reconciliation of the Company's unrecognized tax benefits for the years ended December 31, 2016, 2015 and 2014 is as follows (in thousands): Years Ended December 31, 2017 2016 2015 Total unrecognized tax benefits at January 1 $ 30,088 $ 3,071 $ 2,734 Gross increases and decreases due to acquisition of DTS — 27,584 — Gross increases and decreases due to tax positions taken in prior periods 2,457 139 699 Gross increases and decreases due to tax positions taken in the current period 961 264 103 Gross increases and decreases due to settlements with taxing authorities — — — Gross increases and decreases due to lapses in applicable statutes of limitations — (970 ) (465 ) Total unrecognized tax benefits at December 31 $ 33,506 $ 30,088 $ 3,071 It is the Company's policy to classify accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. For the years ended December 31, 2017, 2016, and 2015, the Company recognized an insignificant amount of interest and penalties related to unrecognized tax benefits. Accrued interest and penalties were $0.6 million and $0.5 million , for the years ended December 31, 2017 and 2016, respectively. At December 31, 2017, the Company’s 2013 through 2016 tax years were open and subject to potential examination in one or more jurisdictions. In addition, in the U.S., any net operating losses or credits that were generated in prior years but utilized in an open year may also be subject to examination. The Company is currently under examination by the Internal Revenue Service for tax year 2014. The Company is not currently under foreign income tax examination. |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES Lease and Purchase Commitments The Company leases office and research facilities and office equipment under operating leases which expire at various dates through 2029. The amounts reflected in the table below are for the aggregate future minimum lease payments under non-cancelable facility and equipment operating leases. Under lease agreements that contain escalating rent provisions, lease expense is recorded on a straight-line basis over the lease term. Rent expense for the years ended December 31, 2017, 2016 and 2015 amounted to $6.4 million , $2.8 million and $2.1 million , respectively. As of December 31, 2017, future minimum lease payments are as follows (in thousands): Lease Obligations 2018 $ 6,261 2019 5,501 2020 4,911 2021 3,253 2022 2,776 Thereafter 7,768 $ 30,470 Under certain contractual arrangements, the Company may be obligated to pay up to approximately $3.0 million over an estimated period of approximately two years if certain milestones are achieved. Contingencies At each reporting period, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company is currently unable to predict the final outcome of lawsuits to which it is a party and therefore cannot determine the likelihood of loss nor estimate a range of possible loss. An adverse decision in any of these proceedings could significantly harm the Company’s business and consolidated financial position, results of operations or cash flows. Tessera, Inc. v. Toshiba Corporation, Civil Action No. 5:15-cv-02543-BLF (N.D. Cal.) On May 12, 2015, Tessera, Inc. filed a complaint against Toshiba Corporation (“Toshiba”) in California Superior Court. Tessera, Inc.’s complaint alleges causes of action for breach of contract, breach of the implied covenant of good faith and fair dealing, and declaratory relief, generally alleging that Toshiba underpaid royalties and failed to cooperate with audits conducted pursuant to the parties’ license agreement. On June 8, 2015, Toshiba removed the action to the U.S. District Court for the Northern District of California. On June 18, 2015, Toshiba filed its answer, affirmative defenses, and counterclaims to Tessera, Inc.’s complaint. Toshiba alleges counterclaims for declaratory judgment and breach of the implied warranty of good faith and fair dealing. The counterclaims seek, among other things, judicial determinations about the interpretation of the parties’ agreement, termination of the agreement, an accounting of the amount of alleged overpayments by Toshiba, restitution, and damages. On July 10, 2015, Tessera, Inc. filed its answer and affirmative defenses to Toshiba’s counterclaims. On March 17, 2016, Tessera, Inc. filed an amended complaint adding a claim for declaratory relief regarding a February 12, 2016 letter sent by Toshiba to Tessera, Inc. purporting to terminate the parties’ license agreement. On March 18, 2016, Toshiba filed its amended answer, affirmative defenses, and counterclaims. On April 4, 2016, Tessera, Inc. filed an answer to Toshiba’s amended counterclaims. An initial summary judgment hearing on contract issues took place on September 22, 2016. On November 7, 2016, the Court entered an order granting Toshiba’s motion regarding the definition of “TCC,” and denying summary judgment on the other issues raised by the parties’ cross-motions. On December 6, 2016, Tessera, Inc. filed a motion pursuant to Federal Rule of Civil Procedure 54(b) seeking authorization to appeal the order and for a stay. On March 6, 2017, the Court granted the Rule 54(b) motion. The Court subsequently vacated the trial date and stayed the remainder of the district court proceedings. On April 4, 2017, Tessera, Inc. filed a notice of appeal to the U.S. Court of Appeals for the Ninth Circuit. The parties completed briefing on November 2, 2017. A hearing for oral argument has not yet been scheduled. Other Litigation Matters The Company and its subsidiaries are involved in litigation matters and claims in the normal course of business. In the past, the Company and its subsidiaries have litigated to enforce their respective patents and other intellectual property rights, to enforce the terms of license agreements, to protect trade secrets, to determine the validity and scope of the proprietary rights of others and to defend themselves or their customers against claims of infringement or invalidity. The Company expects it or its subsidiaries will be involved in similar legal proceedings in the future, including proceedings regarding infringement of its patents, and proceedings to ensure proper and full payment of royalties by customers under the terms of its license agreements. The existing and any future legal actions may harm the Company’s business. For example, an adverse decision in any of these legal actions could result in a loss of the Company’s proprietary rights; reduce or limit the value of the Company’s licensed technology; negatively impact the Company’s stock price, its business, consolidated financial position, results of operations, royalties, billings, or cash flows; subject the Company to significant liabilities; or require the Company to seek licenses from others. Furthermore, legal actions could cause an existing customer or strategic partner to cease making royalty or other payments to the Company, or to challenge the validity and enforceability of patents owned by the Company’s subsidiaries or the scope of license agreements with the Company’s subsidiaries, and could significantly damage the Company’s relationship with such customer or strategic partner and, as a result, prevent the adoption of the Company’s other technologies by such customer or strategic partner. Litigation could also severely disrupt or shut down the business operations of customers or strategic partners of the Company’s subsidiaries, which in turn would significantly harm ongoing relations with them and cause the Company to lose royalty revenue. The costs associated with legal proceedings are typically high, relatively unpredictable, and not completely within the Company’s control. These costs may be materially higher than expected, which could adversely affect the Company’s operating results and lead to volatility in the price of its common stock. Whether or not determined in the Company’s favor or ultimately settled, litigation diverts managerial, technical, legal, and financial resources from the Company’s business operations. |
Segment And Geographic Informat
Segment And Geographic Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment And Geographic Information | SEGMENT AND GEOGRAPHIC INFORMATION The Company reports its financial results within two reportable segments: (1) Product Licensing and (2) Semiconductor and IP Licensing. There are certain corporate overhead costs that are not allocated to these reportable segments because these operating amounts are not considered in evaluating the operating performance of the Company’s business segments. The Chief Executive Officer is also the Chief Operating Decision Maker (“CODM”) as defined by the authoritative guidance on segment reporting. The Product Licensing segment, including the Company's DTS and FotoNation subsidiaries, licenses its technologies and intellectual property related to audio, digital radio and imaging solutions under the brands DTS, HD Radio and FotoNation. The Product Licensing solutions typically include the delivery of software or hardware-based solutions, combined with various other intellectual property, including know how, patents, trademarks, and copyrights. Product Licensing represents revenue derived primarily from the consumer electronics market and related applications servicing the home, automotive and mobile markets. The Semiconductor and IP Licensing segment develops and licenses semiconductor technologies and IP to manufacturers, foundries, subcontract assemblers and others. The segment includes revenue generated from the technology and IP portfolios of Tessera, Inc. Invensas and Invensas Bonding Technologies, Inc. (formally Ziptronix, Inc.). Tessera, Inc. pioneered chip-scale packaging solutions. Invensas develops advanced semiconductor packaging and 3D interconnect solutions, including wafer bonding solutions, for applications such as smartphones, tablets, laptops, PCs, data centers and automobiles. The Company expands its technology and IP offerings in this segment through a combination of internal R&D and acquisitions. The Company also provides engineering services to customers in the form of technology demonstrations and technology transfers to assist their evaluation and adoption of the Company's technologies. Through the Company’s technology transfer service, the Company provides detailed documentation outlining design guidelines, process specifications, recommended equipment and process parameters as well as hands-on engineering support to assist its licensees in bringing up and qualifying its technologies at their facilities. This service allows licensees to readily leverage the Company’s years of experience and expertise in direct and hybrid bonding. The Company does not identify or allocate assets by reportable segment, nor does the CODM evaluate reportable segments using discrete asset information. Reportable segments do not record inter-segment revenue and accordingly there are none to report. The Company does not allocate other income and expense to reportable segments. Although the CODM uses operating income to evaluate reportable segments, operating costs included in one segment may benefit other segments. The following table sets forth the Company’s segment revenue, operating expenses and operating income (loss) for the years ended December 31, 2017, 2016 and 2015 (in thousands): Years Ended December 31, 2017 2016 2015 Revenue: Product licensing segment (1) $ 167,923 $ 30,499 $ 31,335 Semiconductor and IP licensing segment 205,809 229,066 241,965 Total revenue 373,732 259,565 273,300 Operating expenses: Product licensing segment 172,745 25,299 11,191 Semiconductor and IP licensing segment 87,838 72,812 56,315 Unallocated operating expenses (2) 144,649 72,066 (3) 43,592 Total operating expenses 405,232 170,177 111,098 Operating income (loss): Product licensing segment (4,822 ) 5,200 20,144 Semiconductor and IP licensing segment 117,971 156,254 185,650 Unallocated operating expenses (2) (144,649 ) (72,066 ) (43,592 ) Total operating income (loss) $ (31,500 ) $ 89,388 $ 162,202 (1) Includes $0.1 million and $1.3 million for 2016 and 2015, respectively, which are not part of current segment operations. (2) Unallocated operating expenses consist primarily of general and administrative expenses and stock-based compensation. These expenses are not allocated because it is not practical to do so. (3) Includes approximately $23.9 million in transaction-related costs, severance, and other one-time expenses related to the DTS acquisition. A significant portion of the Company’s revenue is derived from licensees headquartered outside of the U.S., principally in Asia, and it is expected that this revenue will continue to account for a significant portion of total revenues in future periods. The table below lists the geographic revenue from continuing operations for the periods indicated (in thousands): Years Ended December 31, 2017 2016 2015 U.S. $ 164,846 44 % $ 99,594 38 % $ 98,428 36 % Japan 81,688 22 6,866 3 9,409 3 Korea 50,155 13 95,170 37 87,527 32 Taiwan 33,861 9 34,763 13 57,049 21 Other 43,182 12 23,172 9 20,887 8 $ 373,732 100 % $ 259,565 100 % $ 273,300 100 % For the years ended December 31, 2017, 2016, and 2015, two , four and four customers, respectively, each accounted for 10% or more of total revenue. As of December 31, 2017, 2016 and 2015 property and equipment, net, by geographical area are presented below (in thousands): Years Ended December 31, 2017 2016 2015 U.S. $ 32,862 $ 36,891 $ 3,219 Europe 1,019 1,252 529 Asia and other 561 712 — Total $ 34,442 $ 38,855 $ 3,748 |
Benefit Plan
Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Benefit Plan | BENEFIT PLAN The Company maintains 401(k) retirement savings plans that allow voluntary contributions by all employees upon their hire date. Eligible employees may elect to contribute up to the maximum amount allowed under Internal Revenue Service regulations. The Company can make discretionary contributions under the 401(k) plan. During the years ended December 31, 2017, 2016 and 2015, the Company contributed approximately $2.4 million , $0.8 million , and $0.4 million , respectively, to the 401(k) Plan. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Declaration of a Cash Dividend On February 1, 2018, the Board declared a cash dividend of $0.20 per share of common stock, payable on March 22, 2018, for the stockholders of record at the close of business on March 1, 2018. Debt Repricing On January 23, 2018, the Company completed a successful repricing of its Term B Loans, reducing its borrowing rate by 75 basis points, to a new rate of Libor plus 250 basis points. In connection with the repricing, the Company paid down $100 million of its outstanding debt and incurred $1.1 million in third party costs. |
Schedule II Valuation and Quali
Schedule II Valuation and Qualifying | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II Valuation and Qualifying Accounts | Schedule II. Valuation and Qualifying Accounts for the Years Ended December 31, 2017, 2016 and 2015 Balance at Beginning of Year Charged (Credited) to Expenses Charged (Credited) to Other Accounts Balance at End of Year Deferred income tax asset: Valuation allowance 2015 $ 27,087 $ (6,485 ) $ (6,750 ) $ 13,852 2016 $ 13,852 $ (345 ) $ (660 ) $ 12,847 2017 $ 12,847 $ 13,925 $ 5,260 $ 32,032 Balance at Beginning of Year Charged (Credited) to Expenses Charged (Credited) to Other Accounts Balance at End of Year Accounts receivable: Allowance for doubtful accounts 2015 $ — $ — $ — $ — 2016 $ — $ — $ — $ — 2017 $ — $ 2,404 $ (1,223 ) $ 1,181 |
Summary Of Significant Accoun27
Summary Of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The consolidated financial statements include the accounts of Xperi Corporation and each of its wholly owned subsidiaries. The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States (“U.S.”). All significant intercompany balances and transactions are eliminated in consolidation. |
Fiscal Period | The Company’s fiscal year ends on December 31. The Company employs a calendar month-end reporting period for its quarterly reporting. |
Reclassification | Reclassification Certain reclassifications have been made to prior period balances in order to conform to the current period’s presentation. Refer to Note 3 – “Recent Accounting Pronouncements” for detail. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The accounting estimates and assumptions that require management’s most significant, difficult, and subjective judgment include the recognition and measurement of current and deferred income tax assets and liabilities, the collectability of accounts receivable, the fair value measurements of goodwill, other intangible assets and investments, the assessment of the recoverability of goodwill, the assessment of useful lives and recoverability of other intangible assets and long-lived assets, the assessment of unrecognized tax benefits and the valuation and recognition of stock-based compensation expense, and business combinations, among others. Actual results experienced by the Company may differ from management’s estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents are maintained with various financial institutions. The Company’s cash equivalents are classified as available-for-sale. |
Financial Instruments | Financial Instruments Investments consist primarily of municipal bonds and notes, corporate bonds and notes, treasury and agency notes and bills, commercial paper, certificates of deposit, and money market funds. The Company classifies all investments as current as the securities are available for use, if needed, for current operations. The Company’s cash equivalents and investments are classified as available-for-sale. Unrealized gains and losses on securities, net of tax, are recorded in accumulated other comprehensive income and reported as a separate component of stockholders’ equity. The Company evaluates the investments periodically for possible other-than-temporary impairment and reviews factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the issuer, and the Company’s ability and intent to hold the security until maturity on a more-likely-than-not basis. If the declines in the fair value of the investments are determined to be other-than-temporary, the Company reports the credit loss portion of such decline in other income and expense, net, and the remaining noncredit loss portion in accumulated other comprehensive income. The cost of securities sold is based on the specific identification method. Interest and dividend income and realized gains or losses are included in other income and expense, net. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amount of cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value due to the short-term nature of these instruments. Long-term debt approximates fair value due to the variable rate nature of the debt. |
Concentration of Credit and Other Risks | Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash equivalents, short-term investments and accounts receivable. The Company follows a corporate investment policy which sets credit, maturity and concentration limits and regularly monitors the composition, market risk and maturities of these investments. The Company believes that any concentration of credit risk in its accounts receivable is substantially mitigated by the Company’s evaluation process, relatively short collection terms and the high level of credit worthiness of its customers. The Company performs ongoing credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary but generally requires no collateral. |
Allowance For Doubtful Accounts | Allowance for Doubtful Accounts The Company continually monitors customer payments and maintains a reserve for estimated losses resulting from its customers' inability to make required payments. In determining the reserve, the Company evaluates the collectibility of its accounts receivable based upon a variety of factors. In cases where the Company becomes aware of circumstances that may impair a specific customer's ability to meet its financial obligations, the Company records a specific allowance against amounts due. For all other customers, the Company recognizes allowances for doubtful accounts based on its historical write-off experience in conjunction with the length of time the receivables are past due, customer creditworthiness, geographic risk and the current business environment. Actual future losses from uncollectible accounts may differ from the Company's estimates. |
Goodwill and Identified Intangible Assets | Goodwill and Identified Intangible Assets Goodwill . Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the net tangible and identified intangible assets acquired under a business combination. Goodwill also includes acquired assembled workforce, which does not qualify as an identifiable intangible asset. The Company reviews impairment of goodwill annually in the fourth quarter, or more frequently if events or circumstances indicate that the goodwill might be impaired. The Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the quantitative goodwill impairment test is unnecessary. If, based on the qualitative assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company proceeds to perform the quantitative goodwill impairment test. The Company first determines the fair value of a reporting unit using weighted results derived from an income approach and a market approach. The income approach is estimated through the discounted cash flow method based on assumptions about future conditions such as future revenue growth rates, new product and technology introductions, gross margins, operating expenses, discount rates, future economic and market conditions, and other assumptions. The market approach estimates the fair value of the Company’s equity by utilizing the market comparable method which is based on revenue multiples from comparable companies in similar lines of business. The Company then compares the derived fair value of a reporting unit with its carrying amount. If the carrying value of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Identified intangible assets . Identified finite-lived intangible assets consist of acquired patents, existing technology, customer relationships, trademarks and trade names, non-compete agreements resulting from business combinations, and acquired patents under asset purchase agreements. The Company’s identified intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from 1 to 15 years . The Company makes judgments about the recoverability of finite-lived intangible assets whenever facts and circumstances indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, the Company assesses recoverability by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. If the useful life is shorter than originally estimated, the Company would accelerate the rate of amortization and amortize the remaining carrying value over the new shorter useful life. Identified indefinite-lived intangible assets include in-process research and development (IPR&D) resulting from business combinations. The Company evaluates the carrying value of indefinite-lived intangible assets on an annual basis, and an impairment charge would be recognized to the extent that the carrying amount of such assets exceeds their estimated fair value. For further discussion of goodwill and identified intangible assets, see “Note 9 – Goodwill and Identified Intangible Assets .” |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are presented in the consolidated balance sheet as a deduction from the carrying amount of the long-term debt, and are amortized over the term of the associated debt to interest expense using the effective interest method. In addition, the Company elects to continue to defer the unamortized debt issuance costs when it pays down a portion of the debt as the prepayment is factored into the terms agreed to on the debt. |
Treasury Stock | Treasury Stock The Company accounts for stock repurchases using the cost method. For reissuance of treasury stock, to the extent that the reissuance price is more than the cost, the excess is recorded as an increase to capital in excess of par value. If the reissuance price is less than the cost, the difference is recorded in capital in excess of par value to the extent there is a cumulative treasury stock paid-in capital balance. Once the cumulative balance is reduced to zero , any remaining difference resulting from the sale of treasury stock below cost is recorded as a reduction of retained earnings. |
Business Combinations | Business Combinations The Company includes the results of operations of the businesses that it has acquired in its consolidated results as of the respective dates of acquisition. The Company allocates the fair value of the purchase consideration of its acquisitions to the tangible assets, liabilities and intangible assets acquired, including IPR&D, based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. The primary items that generate goodwill include the value of the synergies between the acquired companies and the Company and the acquired assembled workforce, neither of which qualifies as an identifiable intangible asset. IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When the IPR&D project is complete, it is reclassified as an amortizable intangible asset and is amortized over its estimated useful life. If an IPR&D project is abandoned, the Company records a charge for the value of the related intangible asset in its consolidated statement of operations in the period it is abandoned. The fair value of contingent consideration associated with acquisitions is remeasured each reporting period and adjusted accordingly. Acquisition and integration related costs are recognized separately from the business combination and are expensed as incurred. |
Revenue Recognition | Revenue Recognition The Company derives its revenue primarily from royalty and license fees. Revenue is recognized when there is persuasive evidence of an arrangement, delivery has occurred, the fee is fixed or determinable, and collectability of the resulting receivable is reasonably assured. Determining whether and when these criteria have been satisfied requires the Company to make assumptions and judgments that could have a significant impact on the timing and amount of revenue it reports. License revenue is generated from license agreements for certain rights to the Company’s technologies. From time to time the Company enters into license agreements that provide for fixed license fees or royalty payments. The fixed license fees or royalty payments are recognized as revenue ratably over the contract term. Royalty revenues are generated from a licensee's production or shipment of licensed products incorporating the Company’s intellectual property, technologies or software. Licensees with a per-unit arrangement pay a per-unit royalty for each product manufactured or sold, as set forth in each license agreement. Licensees generally report manufacturing or sales information in the quarter subsequent to when such activity takes place. Consequently, the Company recognizes revenue from these per-unit licensing agreements in the quarter as reporting is received following the quarter of manufacture or sale, provided amounts are fixed or determinable and collection is reasonably assured, since it is more reliable than estimating royalty revenue prior to obtaining these reports from the licensees. Use of this "quarter lag" method allows for the receipt of licensee royalty reports prior to the recognition of revenue. Certain licensees of the Company have also entered into minimum guarantee arrangements, whereby licensees pay a minimum fee for the right to incorporate the Company's technology in the licensee's products over the contract term. These agreements stipulate a fee that corresponds to a minimum number of units or dollars that the customers must produce or pay, with additional per-unit fees for any units or dollars exceeding the minimum. For these agreements, the Company recognizes the minimum amount on these agreements as revenue ratably over the contract term. Consistent with the aforementioned policy for per-unit license fee agreements, the Company recognizes revenue relating to any additional per-unit fees on a quarter lag basis, since it is more reliable than estimating royalty revenue prior to obtaining these reports from the licensees. Under the acquisition method of purchase accounting, remaining guaranteed payments under existing minimum guarantee arrangements acquired from DTS were recorded as an unbilled contract receivable and other assets as part of the purchase price allocation. Accordingly, such payments will not be recognized as revenue over the remaining term of the contracts. Any new minimum guarantee arrangements with license periods starting subsequent to December 1, 2016 will be recognized as revenue ratably over the contract term in accordance with the policy described above. In addition, no revenue is recognized on shipments made or units manufactured prior to the acquisition date for per unit royalty agreements. Under the acquisition method of purchase accounting, the Company recognizes royalty revenue only on the units shipped or manufactured subsequent to the acquisition date of December 1, 2016. For additional information, refer to "Note 8 – Business Combinations ." The Company also derives revenue from software licenses for digital and video imaging technology. In some instances, the Company may enter into license agreements that involve multiple element arrangements that also include technology transfer, design, technical service and unspecified support. For technology and software licenses, revenue is recognized upon delivery or on a straight-line basis over the period in which the unspecified support or service is performed. The Company actively monitors and enforces its intellectual property, and pursues third parties who have under-reported the amount of royalties owed under a license agreement or who utilize its intellectual property without a license. As a result of these activities, the Company may, from time to time, recognize royalty revenue that related to infringements or under-reporting that occurred in prior periods. Royalty revenue may also include payments resulting from periodic compliance audits of licensees, as part of a settlement of a patent infringement dispute, or judgments of license dispute. These royalty recoveries may cause revenue to be higher than expected during a particular reporting period and may not occur in subsequent periods. The Company recognizes revenue from royalty recoveries when there is persuasive evidence of an arrangement and collectability is reasonably assured. In the case of litigation settlements, the Company recognizes revenue when payments are received which is deemed to be when collectability is reasonably assured. The Company provides payment terms to licensees based upon their financial strength, credit worthiness and the Company’s collection experience with the licensee. If the Company provides extended payment terms, revenue is deferred until payment is due. The Company will adopt ASC 606, Revenue From Contracts With Customers, in fiscal year 2018, which is expected to have a significant impact on the timing of revenue recognition associated with its licensing contracts with customers. Refer to "Note 3 - Recent Accounting Pronouncements" for a detailed discussion. |
Indemnification | Indemnification The Company provides indemnification of varying scope to certain customers against claims of intellectual property infringement made by third parties arising from the use of the Company’s technologies. In accordance with authoritative guidance for accounting for guarantees, the Company evaluates estimated losses for such indemnification. The Company considers such factors as the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. To date, no such claims have been filed against the Company and, as a result, no liability has been recorded in the Company’s financial statements. As permitted under Delaware law, the Company has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company believes, given the absence of any such payments in the Company’s history, and the estimated low probability of such payments in the future, that the estimated fair value of these indemnification agreements is immaterial. In addition, the Company has directors’ and officers’ liability insurance coverage that is intended to reduce its financial exposure and may enable the Company to recover a portion of any such payments. |
Research, Development and Other Related Costs | Research, Development and Other Related Costs Research and development is conducted primarily in-house and targets development of audio and image enhancement technologies, chip-scale and multi-chip packaging, circuitry design, 3D-IC architectures, wafer-level packaging technology, bonding technologies and machine learning. Research, development and other related costs include expenses associated with applications engineering necessary to port and integrate the Company's technologies and products on third party silicon and into end devices. These costs consist primarily of compensation and related costs for personnel, engineering consulting expenses associated with new product and technology development, product commercialization, quality assurance and testing costs, as well as costs related to patent applications and examinations, product "tear downs" and reverse engineering, materials, supplies and equipment depreciation. All research, development and other related costs are expensed as incurred. |
Stock-based Compensation Expense | Stock-based Compensation Expense The Company accounts for stock-based compensation expense in accordance with the authoritative guidance on share-based payments. Under the provisions of the guidance, stock-based compensation expense is measured at the grant date based on the fair value of the option using a Black-Scholes option pricing model and is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The fair value of the Company’s stock awards for non-employees is estimated based on the fair market value on each vesting date, accounted for under the variable-accounting method. The authoritative guidance also requires that the Company measure and recognize stock-based compensation expense upon modification of the term of stock award. The stock-based compensation expense for such modification is the sum of any unamortized expense of the award before modification and the modification expense. The modification expense is the incremental amount of the fair value of the award before the modification and the fair value of the award after the modification, measured on the date of modification. In the case when the modification results in a longer requisite period than in the original award, the Company has elected to apply the pool method where the aggregate of the unamortized expense and the modification expense is amortized over the new requisite period on a straight-line basis. In addition, any forfeiture will be based on the original requisite period prior to the modification. Calculating stock-based compensation expense requires the input of highly subjective assumptions, including the expected term of the stock-based awards, stock price volatility, and the pre-vesting option forfeiture rate. The Company estimates the expected life of options granted based on historical exercise patterns, which are believed to be representative of future behavior. The Company estimates the volatility of the Company’s common stock on the date of grant based on historical volatility. The assumptions used in calculating the fair value of stock-based awards represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, its stock-based compensation expense could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. The Company estimates the forfeiture rate based on historical experience of its stock-based awards that are granted, exercised and cancelled. If the actual forfeiture rate is materially different from the estimate, stock-based compensation expense could be significantly different from what was recorded in the current period. The Company also grants performance share units (PSUs) to employees or consultants. PSU awards will vest if certain employee-specific or company-designated performance targets are achieved. If minimum performance thresholds are achieved, each PSU award will convert into Xperi common stock at a defined ratio depending on the degree of achievement of the performance target designated by each individual award. If minimum performance thresholds are not achieved, then no shares will be issued. Based upon the expected levels of achievement, stock-based compensation is recognized on a straight-line basis over the PSUs’ requisite service periods. The expected levels of achievement are reassessed over the requisite service periods and, to the extent that the expected levels of achievement change, stock-based compensation is adjusted in the period of change and recorded on the statements of operations and the remaining unrecognized stock-based compensation is recorded over the remaining requisite service period. See Note 13 – “Stock-based Compensation Expense” for additional detail. |
Income Taxes | Income Taxes The Company must make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments are used in the calculation of tax credits, tax benefits, tax deductions, and in the calculation of certain deferred taxes and tax liabilities. Significant changes to these estimates may result in an increase or decrease to the Company’s tax provision in a subsequent period. The provision for income taxes was comprised of the Company’s current tax liability and changes in deferred income tax assets and liabilities. The calculation of the current tax liability involves dealing with uncertainties in the application of complex tax laws and regulations and in determining the liability for tax positions, if any, taken on the Company’s tax returns in accordance with authoritative guidance on accounting for uncertainty in income taxes. Deferred income taxes are determined based on the differences between the financial reporting and tax basis of assets and liabilities. The Company must assess the likelihood that it will be able to recover the Company’s deferred tax assets. If recovery is not likely on a more-likely-than-not basis, the Company must increase its provision for income taxes by recording a valuation allowance against the deferred tax assets that it estimates will not ultimately be recoverable. However, should there be a change in the Company’s ability to recover its deferred tax assets, the provision for income taxes would fluctuate in the period of such change. See Note 14 – “Income Taxes” for additional detail. On December 22, 2017, the Tax Cuts and Jobs Act (the Tax Act) was signed into law. Several key tax provisions in the legislation will affect us. The Company is required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring the Company’s U.S. deferred tax assets and liabilities, and reassessing the net realizability of its deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows an entity to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. As the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, the Company considers the accounting of the transition tax, deferred tax re-measurements, and other items to be provisional, and possibly subject to material change in the future. The Company expects to complete its analysis within the measurement period in accordance with SAB 118. |
Contingencies | Contingencies From time to time, the Company may be involved in legal and administrative proceedings and claims of various types. The Company records a liability in its consolidated financial statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. Management reviews these estimates in each accounting period as additional information becomes known and adjusts the loss provision when appropriate. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in the consolidated financial statements. If a loss is probable but the amount of loss cannot be reasonably estimated, the Company discloses the loss contingency and an estimate of possible loss or range of loss (unless such an estimate cannot be made). The Company does not recognize gain contingencies until they are realized. Legal costs incurred in connection with loss contingencies are expensed as incurred. See Note 15 – " Commitments and Contingencies ,” for further information regarding the Company’s pending litigation. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the related assets' estimated useful lives: Equipment, furniture and other 1 to 5 years Leasehold improvements Lesser of related lease term or 5 years Building and improvements Up to 30 years Expenditures that materially increase asset life are capitalized, while ordinary maintenance and repairs are expensed as incurred. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of substantially all of the Company's wholly-owned subsidiaries is the U.S. dollar. Certain subsidiaries have monetary assets and liabilities that are denominated in a currency that is different than the functional currency. The gains and losses resulting from this remeasurement and translation of monetary assets denominated in a currency that is different than the functional currency are reflected in the determination of net income (loss). |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718) (“ASU 2016-09”). ASU 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company adopted this update, on a prospective basis, effective January 1, 2017. The cumulative impact of this update was an adjustment of $0.8 million to retained earnings. As required by the standard, stock-based compensation ("SBC") excess tax benefits or deficiencies are now reflected in the Consolidated Statements of Operations as a component of the provision for (benefit from) income taxes, whereas they previously were recognized in equity. Additionally, the Company’s Consolidated Statements of Cash Flows now present excess tax benefits as an operating activity, with the prior periods adjusted accordingly. Finally, as permitted under the standard, the Company will continue to estimate forfeitures at each period. As a result of the adoption of the standard, the Company's Consolidated Statements of Cash Flows for the years ended December 31, 2016 and 2015 were adjusted as follows: an $8.2 million and a $0.7 million increase to net cash provided by operating activities, respectively, and an $8.2 million and a $0.7 million increase to net cash used in financing activities, respectively. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows - Restricted Cash." This ASU provides guidance on the classification and presentation of changes in restricted cash and cash equivalents in the statement of cash flows. The Company chose to early adopt this standard effective January 1, 2017. There was no restricted cash at December 31, 2017 and 2016. In January 2017, the FASB issued ASU No. 2017-04 to simplify the measurement of goodwill by eliminating the Step 2 impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, though early adoption is permitted. The Company chose to early adopt this standard in conjunction with its annual goodwill impairment testing in the fourth quarter of 2017. The adoption of this standard did not have a material impact on its consolidated financial statements. See Note 9 -- " Goodwill and Identified Intangible Assets ,” for further information. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The core principle of ASU 2014-09 is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The FASB has further clarified this new guidance for revenue recognition by issuing ASU No. 2016-08 (principal versus agent considerations), ASU No. 2016-10 (identifying performance obligations and licensing), ASU No. 2016-12 (narrow-scope improvements and practical expedients), and ASU No. 2016-20 (technical corrections and improvements to Topic 606). The new standard is effective for the Company beginning January 1, 2018. Under the prior standard, licensing companies generally report revenue from per-unit royalty based arrangements one quarter in arrears. Under the new guidance, the Company will be expected to estimate per-unit royalty-based revenue prior to receiving customer royalty reports. The Company also expects the standard to have a significant impact on the timing of revenue recognition associated with its fixed fee and minimum guarantee arrangements, as a majority of such revenue which is currently recognized over the license term, is expected to be recognized at the inception of the license term. The Company will adopt this standard in fiscal year 2018 using the modified retrospective method, under which the Company will record a cumulative-effect adjustment to the opening balance of retained earnings on January 1, 2018 determined on the basis of the impact of the new standard on those contracts that are not completed as of December 31, 2017. The Company has completed its review of contracts and currently expects this one-time adjustment to be between $285 million to $295 million . The Company expects this new standard to have a material impact on its revenue and net income (losses) on an ongoing basis, but no impact on the timing of customer billings or on its cash flows. In February 2016, the FASB issued ASU No. 2016-02, " Leases" (Topic 842) (ASU 2016-02), which generally requires companies to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet. This guidance will be effective for us in the first quarter of 2019 on a modified retrospective basis, and early adoption is permitted. The Company will adopt the new standard effective January 1, 2019. While the Company continues to evaluate the effect of adopting this guidance on its consolidated financial statements and related disclosures, it is expected the Company's operating leases, as disclosed in Note 15 - " Commitments and Contingencies," will be subject to the new standard. The Company will recognize right-of-use assets and operating lease liabilities on its consolidated balance sheets upon adoption, which will increase its total assets and liabilities. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the classification of certain specific cash flow issues including debt prepayment or extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of certain insurance claims and distributions received from equity method investees. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. An entity that elects early adoption must adopt all of the amendments in the same period. The Company currently does not expect adoption of this standard will have a material impact on its consolidated financial statements. In September 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which introduces an approach based on expected losses to estimate 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. ASU 2016-13 is effective for the Company in the first quarter of the year ending December 31, 2020. The Company is in the process of evaluating the impact of the adoption of this new standard on its consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." This ASU requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. For public entities, this ASU is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted for all entities as of the beginning of an annual reporting period for which financial statements have not been issued. The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting (ASU 2017-09). ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment awarded require an entity to apply modification accounting. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company intends to adopt the standard prospectively after the effective date and does not expect adoption of this standard will have a material impact on its consolidated financial statements. |
Fair Value | The Company follows the authoritative guidance fair value measurement and the fair value option for financial assets and financial liabilities. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets. Level 2 Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. When applying fair value principles in the valuation of assets, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculates the fair value of its Level 1 and Level 2 instruments based on the exchange traded price of similar or identical instruments, where available, or based on other observable inputs. There were no significant transfers into or out of Level 1 or Level 2 that occurred between December 31, 2016 and December 31, 2017. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Customers Comprising 10% or More of Total Revenues | The following table sets forth revenue generated from customers which comprise 10% or more of total revenue for the periods indicated: Years Ended December 31, 2017 2016 2015 Micron Technology, Inc. 11 % 17 % 15 % Amkor Technologies, Inc. 10 % 15 % 14 % Samsung Electronics, Co. Ltd. * 25 % 19 % SK hynix Inc. * 12 % 13 % * denotes less than 10% of total revenue. |
Schedule of Estimated Useful Life | Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the related assets' estimated useful lives: Equipment, furniture and other 1 to 5 years Leasehold improvements Lesser of related lease term or 5 years Building and improvements Up to 30 years Property and equipment, net consisted of the following (in thousands): December 31, 2017 2016 Equipment, furniture and other $ 26,029 $ 28,071 Building and improvements 18,222 18,153 Land 5,300 5,300 Leasehold improvements 6,469 6,346 56,020 57,870 Less: Accumulated depreciation and amortization (21,578 ) (19,015 ) $ 34,442 $ 38,855 |
Composition Of Certain Financ29
Composition Of Certain Financial Statement Captions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Current Assets | Other current assets consisted of the following (in thousands): December 31, 2017 December 31, 2016 Prepaid income taxes $ 6,713 $ 6,645 Prepaid expenses 6,655 6,609 Other 3,581 5,896 $ 16,949 $ 19,150 |
Property, Plant and Equipment | Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the related assets' estimated useful lives: Equipment, furniture and other 1 to 5 years Leasehold improvements Lesser of related lease term or 5 years Building and improvements Up to 30 years Property and equipment, net consisted of the following (in thousands): December 31, 2017 2016 Equipment, furniture and other $ 26,029 $ 28,071 Building and improvements 18,222 18,153 Land 5,300 5,300 Leasehold improvements 6,469 6,346 56,020 57,870 Less: Accumulated depreciation and amortization (21,578 ) (19,015 ) $ 34,442 $ 38,855 |
Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): December 31, 2017 December 31, 2016 Employee compensation and benefits $ 37,056 $ 18,584 Accrued interest — 2,200 Other 10,913 8,302 $ 47,969 $ 29,086 |
Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss consisted of the following (in thousands): December 31, 2017 December 31, 2016 Net unrealized loss on available-for-sale securities, net of tax $ (303 ) $ (148 ) $ (303 ) $ (148 ) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Securities | The following is a summary of marketable securities at December 31, 2017 and December 31, 2016 (in thousands): December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Values Available-for-sale securities Corporate bonds and notes $ 45,803 $ — $ (230 ) $ 45,573 Commercial paper 2,392 — (2 ) 2,390 Treasury and agency notes and bills 6,000 — (71 ) 5,929 Certificates of deposit 8,540 — — 8,540 Money market funds 40,413 — — 40,413 Total available-for-sale securities $ 103,148 $ — $ (303 ) $ 102,845 Reported in: Cash and cash equivalents $ 40,413 Short-term investments 62,432 Total marketable securities $ 102,845 December 31, 2016 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Values Available-for-sale securities Corporate bonds and notes $ 36,590 $ 7 $ (95 ) $ 36,502 Commercial paper 5,220 — (4 ) 5,216 Treasury and agency notes and bills 6,029 — (57 ) 5,972 Money market funds 14,146 — — 14,146 Total available-for-sale securities $ 61,985 $ 7 $ (156 ) $ 61,836 Reported in: Cash and cash equivalents $ 14,457 Short-term investments 47,379 Total marketable securities $ 61,836 |
Schedule of Gross Unrealized Losses on Investments | The following table summarizes the fair value and gross unrealized losses related to individual available-for-sale securities at December 31, 2017 and 2016, which have been in a continuous unrealized loss position, aggregated by investment category and length of time (in thousands): December 31, 2017 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 30,811 $ (189 ) $ 14,762 $ (41 ) $ 45,573 $ (230 ) Treasury and agency notes and bills — — 5,929 (71 ) 5,929 (71 ) Commercial paper 2,390 (2 ) — — 2,390 (2 ) Total $ 33,201 $ (191 ) $ 20,691 $ (112 ) $ 53,892 $ (303 ) December 31, 2016 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds and notes $ 14,678 $ (44 ) $ 13,230 $ (51 ) $ 27,908 $ (95 ) Treasury and agency notes and bills 5,972 (57 ) — — 5,972 (57 ) Commercial paper 5,216 (4 ) — — 5,216 (4 ) Total $ 25,866 $ (105 ) $ 13,230 $ (51 ) $ 39,096 $ (156 ) |
Estimated Fair Value of Marketable Securities by Contractual Maturity | The estimated fair value of marketable securities by contractual maturity at December 31, 2017 is shown below (in thousands). Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without call or prepayment penalties. Estimated Fair Value Due in one year or less $ 73,889 Due in one to two years 19,180 Due in two to three years 9,776 Total $ 102,845 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | The results from discontinued operations were as follows (in thousands): Years Ended December 31, 2017 2016 2015 Revenue: Product and service revenues $ — $ — $ — Total revenue — — — Operating expenses: Cost of revenue — — — Research, development and other related costs — — — Selling, general and administrative — — 389 Restructuring, impairment of long-lived assets and other charges and gain on sale of patents — — (371 ) (1 ) Impairment of goodwill — — — Total operating expenses — — 18 Other income and (expense), net — — — Operating loss before taxes — — (18 ) Expense (benefit) from income taxes — — 83 Net loss from discontinued operations $ — $ — $ (101 ) (1) As noted above, the Company underwent restructuring activities in 2014. Additionally, the Company sold assets and the proceeds are netted against expenses. Discontinued operations were fully completed in 2015. |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | The following is a list of the Company’s assets required to be measured at fair value on a recurring basis and where they were classified within the hierarchy as of December 31, 2017 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds (1) $ 40,413 $ 40,413 $ — $ — Certificates of deposit (2) 8,540 — 8,540 — Corporate bonds and notes (2) 45,573 — 45,573 — Treasury and agency notes and bills (2) 5,929 — 5,929 — Commercial paper (2) 2,390 — 2,390 — Total Assets $ 102,845 $ 40,413 $ 62,432 $ — The following footnotes indicate where the noted items were recorded in the Consolidated Balance Sheet at December 31, 2017: (1) Reported as cash and cash equivalents. (2) Reported as short-term investments. The following is a list of the Company’s assets required to be measured at fair value on a recurring basis and where they were classified within the hierarchy as of December 31, 2016 (in thousands): Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Marketable securities Money market funds (1) $ 14,146 $ 14,146 $ — $ — Corporate bonds and notes (2) 36,502 — 36,502 — Treasury and agency notes and bills (2) 5,972 — 5,972 — Commercial paper (2) 5,216 — 5,216 — Total Assets $ 61,836 $ 14,146 $ 47,690 $ — The following footnotes indicate where the noted items were recorded in the Consolidated Balance Sheet at December 31, 2016: (1) Reported as cash and cash equivalents. (2) Reported as short-term investments. |
Fair Value Measurements, Nonrecurring | The following table represents the activity in level 3 assets (in thousands): Assets held for sale Assets included in discontinued operations and held for sale Other Balance at December 31, 2015 $ — $ — $ 4,280 Assets transferred — — — Assets sold — — — Assets received — — — Balance at December 31, 2016 $ — $ — $ 4,280 (1 ) Assets transferred — — — Assets sold — — — Assets received — — 1,664 (2 ) Balance at December 31, 2017 $ — $ — $ 5,944 (3 ) (1) This amount represents the value of the patents that were received as part of licensing settlements with customers. These assets were valued using a methodology based on an arms-length purchase price of bulk patent assets, with adjustments based on limited pick rights, the total available market, and remaining average patent life. (2) This amount represents the value of patents received as part of a licensing settlement with a customer. These assets were valued using a cost methodology based on prior arms-length patent purchases by both the company and other third party acquirers. (3) The accumulated amortization associated with the patents was $2.3 million and $1.6 million as of December 31, 2017 and 2016, respectively. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisition purchase price allocation | The acquisition was accounted for under the acquisition method of accounting. Based upon the fair values acquired, the purchase price allocation is as follows (in thousands): Estimated Useful Life (years) Preliminary Fair Value Measurement Period Adjustments (1) Final Fair Value Cash and cash equivalents $ 53,377 $ — $ 53,377 Accounts receivable 27,114 27,114 Unbilled contracts receivable, short-term 52,845 (3,964 ) (2 ) 48,881 Other current assets 5,269 5,269 Prepaid income taxes 3,278 3,278 Property and equipment 33,573 33,573 Goodwill 372,827 2,611 (3 ) 375,438 Identifiable intangible assets: Customer contracts and related relationships 3-7 281,569 Developed technology 5-6 143,639 Trademarks and tradenames 8 38,483 Noncompete agreements 1 2,231 In-process research and development (IPR&D) 3,156 Total identifiable intangible assets 469,078 469,078 Long-term deferred tax assets 637 637 Unbilled contracts receivable, long-term 12,464 12,464 Other assets 4,423 4,423 Accounts payable (4,006 ) (4,006 ) Accrued liabilities (19,727 ) (179 ) (4 ) (19,906 ) Deferred revenue (561 ) (561 ) Income taxes payable (727 ) (727 ) Long-term deferred tax liabilities (39,822 ) 1,532 (5 ) (38,290 ) Other long-term liabilities (15,337 ) (15,337 ) Aggregate purchase price $ 954,705 $ — $ 954,705 ______________________________________ (1) All adjustments were recorded within the Company's consolidated balance sheet in 2017. (2) Primarily consists of adjustment to estimates relating to products licensed by DTS prior to the acquisition date of December 1, 2016, which were reported to the Company subsequent to the acquisition date. (3) Represents the net impact to goodwill of all measurement period adjustments recorded. (4) Consists of miscellaneous working capital and other immaterial adjustments. (5) Consists primarily of adjustments for the related tax impact of the measurement period adjustments noted above, and for the finalization of the analysis relating to certain acquired tax attributes and related uncertain income tax positions. |
Pro forma revenue and earnings | The following table presents the pro forma operating results as if DTS had been included in the Company's consolidated statements of operations as of January 1, 2015 (unaudited, in thousands): Revenue Earnings Actual for the year ended December 31, 2015 $ 273,300 $ 117,016 Actual for the year ended December 31, 2016 $ 259,565 (1) $ 56,089 (1) Supplemental pro forma for the year ended December 31, 2015 (unaudited) $ 358,911 (2) $ (38,139 ) (2)(3)(4) Supplemental pro forma for the year ended December 31, 2016 (unaudited) $ 434,971 (2) $ 17 (2)(3)(4) (1) Unless otherwise stated, the Company's financial results for 2016 include DTS from December 1, 2016 to December 31, 2016. Revenue recognized from licensing agreements acquired from DTS amounted to $0.2 million for the year ended December 31, 2016. Earnings of DTS included in the consolidated statement of operations for the year ended December 31, 2016 was a loss of $22.7 million . (2) Reflects estimated reduction to historical combined revenue of $52.6 million and $12.6 million for 2015 and 2016, respectively, primarily relating to the estimated impact of purchase accounting on acquired minimum guarantee arrangements and per-unit royalties associated with licensee products manufactured or sold prior to January 1, 2015. |
Pro forma adjustments to historical combined expenses | Reflects the following pro forma adjustments to historical combined expenses (unaudited, in thousands): 2015 2016 Estimated increase in combined amortization and depreciation expense due to acquired intangible assets and property and equipment measured at fair value $ 75,975 $ 59,092 Estimated increase in combined stock-based compensation expense due to assumed DTS equity awards measured at fair value $ 6,888 $ 4,781 Estimated increase in combined interest and other expense, net due to estimated increase in interest expense (and amortization of debt issuance costs) from new debt obtained to finance the Transaction and estimated lower interest income from lower investment holdings $ 28,964 $ 24,806 Elimination of Tessera and DTS non-recurring transaction costs reflected in historical results $ — $ (27,900 ) Estimated increase (decrease) to combined expense for non-recurring employee-related costs resulting from the acquisition, including severance and retention bonus expense $ 21,100 $ (3,436 ) |
Goodwill And Identified Intan34
Goodwill And Identified Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes to the carrying value of goodwill from January 1, 2016 through December 31, 2017 are reflected below (in thousands): December 31, 2015 $ 10,136 Goodwill acquired through the acquisition of DTS (1) 372,827 December 31, 2016 $ 382,963 Purchase price adjustment related to the acquisition of DTS (2) 2,611 (2) December 31, 2017 $ 385,574 (3) (1) For more information regarding these transactions, see Note 8 - " Business Combinations." (2) Represents the net impact to goodwill of all measurement adjustments, primarily relating to unbilled contracts receivable and to certain acquired tax attributes and related uncertain income tax positions. See Note 8 - " Business Combinations ." (3) Of this amount, approximately $377.9 million is allocated to the Company's Product Licensing reporting segment and approximately $7.7 million is allocated to its Semiconductor and IP Licensing reporting segment. |
Identified Intangible Assets | Identified intangible assets consisted of the following (in thousands): December 31, 2017 December 31, 2016 Average Life (Years) Gross Assets Accumulated Amortization Net Gross Accumulated Net Acquired patents / core technology 3-15 $ 142,584 $ (113,349 ) $ 29,235 $ 140,744 $ (96,896 ) $ 43,848 Existing technology 5-10 204,394 (61,518 ) 142,876 203,442 (27,315 ) 176,127 Customer contracts and related relationships 3-9 291,769 (68,267 ) 223,502 291,769 (14,011 ) 277,758 Trademarks/trade name 4-10 40,083 (6,111 ) 33,972 40,083 (1,138 ) 38,945 Non-competition agreements 1 2,231 (2,231 ) — 2,231 (186 ) 2,045 Total amortizable intangible assets 681,061 (251,476 ) 429,585 678,269 (139,546 ) 538,723 In-Process R&D 2,204 — 2,204 $ 3,156 $ — $ 3,156 Total intangible assets $ 683,265 $ (251,476 ) $ 431,789 $ 681,425 $ (139,546 ) $ 541,879 |
Estimated Future Amortization Expense | As of December 31, 2017, the estimated future amortization expense of intangible assets is as follows (in thousands): 2018 $ 107,941 2019 98,855 2020 87,140 2021 79,478 2022 31,173 Thereafter 24,998 $ 429,585 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | As of December 31, 2017, future minimum principal payments for long-term debt, including the current portion, are summarized as follows (in thousands): 2018 $ 34,451 2019 6,000 2020 6,000 2021 6,000 2022 6,000 Thereafter 535,549 Total $ 594,000 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted shares (in thousands): Years Ended December 31, 2017 2016 2015 Weighted average common shares outstanding 49,253 49,203 51,841 Unvested common shares subject to repurchase (2 ) (16 ) (39 ) Total common shares-basic 49,251 49,187 51,802 Effect of dilutive securities: Options — 357 343 Restricted stock awards and units — 646 441 Total common shares-diluted 49,251 50,190 52,586 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | A summary of the stock option activity is presented below (in thousands, except per share amounts): Options Outstanding Number of Shares Subject to Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at December 31, 2014 1,616 $19.34 Options granted 84 $36.60 Options exercised (465 ) $19.35 Options canceled / forfeited / expired (93 ) $19.04 Balance at December 31, 2015 1,142 $20.63 Options assumed 586 $29.05 Options exercised (350 ) $20.01 Options canceled / forfeited / expired (46 ) $23.25 Balance at December 31, 2016 1,332 $24.41 Options granted 70 $22.45 Options exercised (180 ) $23.04 Options canceled / forfeited / expired (50 ) $34.73 Balance at December 31, 2017 1,172 $24.06 3.52 $ 4,538 Vested and expected to vest at December 31, 2017 1,138 3.38 $ 4,482 Exercisable at December 31, 2017 950 2.67 $ 4,025 |
Summary of Stock Options Outstanding and Exercisable | The following table summarizes information about stock options outstanding and exercisable under all of the Company’s plans at December 31, 2017: Options Outstanding Options Exercisable Range of Exercise Prices per Share Number Outstanding (in thousands) Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price per Share Number Exercisable (in thousands) Weighted Average Exercise Price per Share $12.52 - $18.65 122 4.51 $ 16.11 113 $ 16.06 $18.74 - $18.76 14 4.08 $ 18.75 14 $ 18.75 $18.84 - $18.84 367 0.42 $ 18.84 367 $ 18.84 $18.89 - $19.73 149 5.41 $ 19.40 107 $ 19.40 $20.21 - $22.19 143 5.06 $ 20.96 121 $ 20.84 $22.24 - $26.16 119 7.89 $ 23.25 21 $ 25.52 $27.32 - $38.65 105 4.72 $ 35.44 54 $ 35.28 $40.87 - $40.87 4 0.13 $ 40.87 4 $ 40.87 $41.15 - $41.15 6 1.13 $ 41.15 6 $ 41.15 $43.77 - $43.77 143 2.78 $ 43.77 143 $ 43.77 $12.52 - $43.77 1,172 3.52 $ 24.06 950 $ 23.92 |
Summary of Restricted Stock Awards and Units | Information with respect to outstanding restricted stock awards and units as of December 31, 2017 is as follows (in thousands, except per share amounts): Restricted Stock and Restricted Stock Units Number of Shares Subject to Time- based Vesting Number of Shares Subject to Performance- based Vesting Total Number of Shares Weighted Average Grant Date Fair Value Per Share Balance at December 31, 2014 502 633 1,135 $ 20.30 Awards and units granted 472 90 562 $ 39.77 Awards and units vested / earned (240 ) (144 ) (384 ) $ 20.17 Awards and units canceled / forfeited (44 ) (60 ) (104 ) $ 21.54 Balance at December 31, 2015 690 519 1,209 $ 29.28 Awards and units granted 596 86 682 $ 30.85 Awards assumed 925 — 925 $ 40.13 Awards and units vested / earned (398 ) (84 ) (482 ) $ 32.18 Awards and units canceled / forfeited (117 ) (137 ) (254 ) $ 29.64 Balance at December 31, 2016 1,696 384 2,080 $ 33.91 Awards and units granted 1,049 919 1,968 $ 32.60 Awards and units vested / earned (581 ) (94 ) (675 ) $ 33.70 Awards and units canceled / forfeited (150 ) (90 ) (240 ) $ 31.07 Balance at December 31, 2017 2,014 1,119 3,133 $ 33.35 |
Stock-Based Compensation Expe38
Stock-Based Compensation Expense (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Effect of Recording Stock-Based Compensation Expense | The effect of recording stock-based compensation expense for the years ended December 31, 2017, 2016 and 2015 is as follows (in thousands): Years Ended December 31, 2017 2016 2015 Cost of revenue $ — $ — $ — Research, development and other related costs 13,277 7,104 4,005 Selling, general and administrative 20,185 13,997 7,512 Total stock-based compensation expense 33,462 21,101 11,517 Tax effect on stock-based compensation expense (5,296 ) (6,314 ) (3,107 ) Net effect on net income $ 28,166 $ 14,787 $ 8,410 |
Stock-Based Compensation Expense Categorized by Equity Components | Stock-based compensation expense categorized by various equity components for the years ended December 31, 2017, 2016 and 2015 is summarized in the table below (in thousands): Years Ended December 31, 2017 2016 2015 Employee stock options $ 1,980 $ 3,249 $ 2,676 Restricted stock awards and units 28,909 17,024 8,232 Employee stock purchase plan 2,573 828 609 Total stock-based compensation expense $ 33,462 $ 21,101 $ 11,517 |
Schedule of Assumptions Used To Value Options Granted | The following assumptions were used to value the awards granted: Years Ended December 31, 2017 2016 2015 Expected life (in years) 4.7 3.8 3.8 Risk-free interest rate 1.8 % 1.7 % 1.1 - 1.4% Dividend yield 2.9 % 2.4 % 2.1 - 2.9% Expected volatility 29.8 % 29.0 % 34.0 - 35.6% The following assumptions were used to value the ESPP shares: Years Ended December 31, 2017 2016 2015 Expected life (years) 2.0 2.0 2.0 Risk-free interest rate 1.2 - 1.3% 0.5 - 0.8% 0.4 - 0.7% Dividend yield 2.0 - 2.5% 2.4 - 3.0% 2.1 - 3.4% Expected volatility 28.3 - 30.8% 30.0 % 29.7 - 30.0% |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Income Taxes | The components of total income (loss) before taxes from continuing operations are as follows (in thousands): Years ended December 31, 2017 2016 2015 U.S. $ 8 $ 90,154 $ 151,862 Foreign (58,351 ) 561 13,772 Total income (loss) before taxes from continuing operations $ (58,343 ) $ 90,715 $ 165,634 |
Components of Provision for Income Taxes | The provision for (benefit from) income taxes consisted of the following (in thousands): Years ended December 31, 2017 2016 2015 Current: U.S. federal $ (79 ) $ 9,564 $ 2,737 Foreign 16,871 22,552 26,275 State and local 77 8 319 Total current 16,869 32,124 29,331 Deferred: U.S. federal (8,390 ) 2,365 23,478 Foreign (10,463 ) 392 (4,138 ) State and local 199 (255 ) (154 ) Total deferred (18,654 ) 2,502 19,186 Provision for (benefit from) income taxes $ (1,785 ) $ 34,626 $ 48,517 |
Component of Company's Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): December 31, 2017 2016 Deferred tax assets Net operating loss carryforwards $ 17,301 $ 40,969 Research tax credit 15,433 9,642 Foreign tax credit 12,479 7,201 Expenses not currently deductible 13,031 5,193 Basis difference in fixed and intangible assets 3,200 3,529 Gross deferred tax assets 61,444 66,534 Valuation allowance (32,032 ) (12,846 ) Net deferred tax assets 29,412 53,688 Deferred tax liabilities Acquired intangible assets, domestic (34,408 ) (70,338 ) Acquired intangible assets, foreign (4,903 ) (13,045 ) Unremitted earnings of foreign subsidiaries (30 ) (129 ) Net deferred tax liabilities $ (9,929 ) $ (29,824 ) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory U.S. federal income tax rate to the Company’s effective tax rate is as follows: Years Ended December 31, 2017 2016 2015 U.S. federal statutory rate 35.0 % 35.0 % 35.0 % State, net of federal benefit (0.1 ) (0.5 ) — Stock-based compensation expense (2.9 ) 2.0 0.5 Tax exempt interest — (0.2 ) (0.1 ) Research tax credit 3.2 (1.2 ) (0.3 ) Foreign withholding tax (25.2 ) 24.7 15.7 Transaction costs — 2.4 — Foreign tax rate differential (20.8 ) 0.4 (2.8 ) Foreign tax credit 22.9 (23.5 ) (15.3 ) Change in valuation allowance (23.1 ) — (3.0 ) Re-measurement of deferred taxes 13.5 — — Others 0.6 (0.9 ) (0.4 ) Total 3.1 % 38.2 % 29.3 % |
Reconciliation of Unrecognized Tax Benefits | The reconciliation of the Company's unrecognized tax benefits for the years ended December 31, 2016, 2015 and 2014 is as follows (in thousands): Years Ended December 31, 2017 2016 2015 Total unrecognized tax benefits at January 1 $ 30,088 $ 3,071 $ 2,734 Gross increases and decreases due to acquisition of DTS — 27,584 — Gross increases and decreases due to tax positions taken in prior periods 2,457 139 699 Gross increases and decreases due to tax positions taken in the current period 961 264 103 Gross increases and decreases due to settlements with taxing authorities — — — Gross increases and decreases due to lapses in applicable statutes of limitations — (970 ) (465 ) Total unrecognized tax benefits at December 31 $ 33,506 $ 30,088 $ 3,071 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments and Purchase Obligations | As of December 31, 2017, future minimum lease payments are as follows (in thousands): Lease Obligations 2018 $ 6,261 2019 5,501 2020 4,911 2021 3,253 2022 2,776 Thereafter 7,768 $ 30,470 |
Segment And Geographic Inform41
Segment And Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table sets forth the Company’s segment revenue, operating expenses and operating income (loss) for the years ended December 31, 2017, 2016 and 2015 (in thousands): Years Ended December 31, 2017 2016 2015 Revenue: Product licensing segment (1) $ 167,923 $ 30,499 $ 31,335 Semiconductor and IP licensing segment 205,809 229,066 241,965 Total revenue 373,732 259,565 273,300 Operating expenses: Product licensing segment 172,745 25,299 11,191 Semiconductor and IP licensing segment 87,838 72,812 56,315 Unallocated operating expenses (2) 144,649 72,066 (3) 43,592 Total operating expenses 405,232 170,177 111,098 Operating income (loss): Product licensing segment (4,822 ) 5,200 20,144 Semiconductor and IP licensing segment 117,971 156,254 185,650 Unallocated operating expenses (2) (144,649 ) (72,066 ) (43,592 ) Total operating income (loss) $ (31,500 ) $ 89,388 $ 162,202 (1) Includes $0.1 million and $1.3 million for 2016 and 2015, respectively, which are not part of current segment operations. (2) Unallocated operating expenses consist primarily of general and administrative expenses and stock-based compensation. These expenses are not allocated because it is not practical to do so. (3) Includes approximately $23.9 million in transaction-related costs, severance, and other one-time expenses related to the DTS acquisition. |
Schedule of Geographic Revenue Information | The table below lists the geographic revenue from continuing operations for the periods indicated (in thousands): Years Ended December 31, 2017 2016 2015 U.S. $ 164,846 44 % $ 99,594 38 % $ 98,428 36 % Japan 81,688 22 6,866 3 9,409 3 Korea 50,155 13 95,170 37 87,527 32 Taiwan 33,861 9 34,763 13 57,049 21 Other 43,182 12 23,172 9 20,887 8 $ 373,732 100 % $ 259,565 100 % $ 273,300 100 % |
Schedule of Property and Equipment, Net, by Geographical Area | As of December 31, 2017, 2016 and 2015 property and equipment, net, by geographical area are presented below (in thousands): Years Ended December 31, 2017 2016 2015 U.S. $ 32,862 $ 36,891 $ 3,219 Europe 1,019 1,252 529 Asia and other 561 712 — Total $ 34,442 $ 38,855 $ 3,748 |
The Company And Basis Of Pres42
The Company And Basis Of Presentation (Details) | 12 Months Ended |
Dec. 31, 2017semiconductor_chipcustomer | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Percentage of smartphones embedded with Company's imaging technology (more than) | 25.00% |
Number of customers with licenses (more than) | customer | 100 |
Number of semiconductor chips | semiconductor_chip | 100,000,000,000 |
Summary Of Significant Accoun43
Summary Of Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | ||
Dec. 31, 2017USD ($)customer | Dec. 31, 2016USD ($)customer | Dec. 31, 2015 | |
Concentration Risk [Line Items] | |||
Concentration of risk | 100.00% | 100.00% | 100.00% |
Allowance for doubtful accounts | $ | $ 1,181,000 | $ 0 | |
Aggregate gross trade receivables | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Number of customers, concentration of risk disclosure | customer | 3 | 2 | |
Customer One | Aggregate gross trade receivables | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 17.00% | 14.00% | |
Customer Two | Aggregate gross trade receivables | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 11.00% | 13.00% | |
Customer Three | Aggregate gross trade receivables | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 10.00% | ||
Micron Technology, Inc. | Total revenues | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 11.00% | 17.00% | 15.00% |
Amkor Technologies, Inc. | Total revenues | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 10.00% | 15.00% | 14.00% |
Samsung Electronics, Co. Ltd. | Total revenues | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 25.00% | 19.00% | |
SK hynix Inc. | Total revenues | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration of risk | 12.00% | 13.00% |
Summary Of Significant Accoun44
Summary Of Significant Accounting Policies - Identifiable Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 1 year |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 15 years |
Summary Of Significant Accoun45
Summary Of Significant Accounting Policies - Long-Lived Assets (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Equipment, furniture and other | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 1 year |
Equipment, furniture and other | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Building and improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Recent Accounting Pronounceme46
Recent Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2018 | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 829 | |||
Increase to net cash provided by operating activities | $ 147,265 | 153,860 | $ 147,276 | |
Increase to net cash used in financing activities | $ (55,787) | 481,563 | (154,299) | |
Retained Earnings | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | 829 | |||
Accounting Standards Update 2016-09 | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Increase to net cash provided by operating activities | 8,200 | 700 | ||
Increase to net cash used in financing activities | 8,200 | $ 700 | ||
Accounting Standards Update 2016-09 | Retained Earnings | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 800 | |||
Accounting Standards Update 2014-09 | Minimum | Scenario, Forecast | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 285,000 | |||
Accounting Standards Update 2014-09 | Maximum | Scenario, Forecast | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 295,000 |
Composition Of Certain Financ47
Composition Of Certain Financial Statement Captions - Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid income taxes | $ 6,713 | $ 6,645 |
Prepaid expenses | 6,655 | 6,609 |
Other | 3,581 | 5,896 |
Other current assets, total | $ 16,949 | $ 19,150 |
Composition of Certain Financ48
Composition of Certain Financial Statement Captions - Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 56,020 | $ 57,870 | |
Less: Accumulated depreciation and amortization | (21,578) | (19,015) | |
Property and equipment, net | 34,442 | 38,855 | $ 3,748 |
Estimated increase in combined amortization and depreciation expense due to acquired intangible assets and property and equipment measured at fair value | 7,200 | 2,300 | $ 1,600 |
Equipment, furniture and other | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 26,029 | 28,071 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 18,222 | 18,153 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 5,300 | 5,300 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 6,469 | $ 6,346 |
Composition Of Certain Financ49
Composition Of Certain Financial Statement Captions - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Employee compensation and benefits | $ 37,056 | $ 18,584 |
Accrued interest | 0 | 2,200 |
Other | 10,913 | 8,302 |
Accrued liabilities, total | $ 47,969 | $ 29,086 |
Composition Of Certain Financ50
Composition Of Certain Financial Statement Captions - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net unrealized loss on available-for-sale securities, net of tax | $ (303) | $ (148) |
Accumulated other comprehensive income (loss) | $ (303) | $ (148) |
Financial Instruments - Summary
Financial Instruments - Summary of Marketable Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | $ 103,148 | $ 61,985 |
Gross Unrealized Gains | 0 | 7 |
Gross Unrealized Losses | (303) | (156) |
Estimated Fair Values | 102,845 | 61,836 |
Corporate bonds and notes | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 45,803 | 36,590 |
Gross Unrealized Gains | 0 | 7 |
Gross Unrealized Losses | (230) | (95) |
Estimated Fair Values | 45,573 | 36,502 |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 2,392 | 5,220 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (2) | (4) |
Estimated Fair Values | 2,390 | 5,216 |
Treasury and agency notes and bills | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 6,000 | 6,029 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (71) | (57) |
Estimated Fair Values | 5,929 | 5,972 |
Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 8,540 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Values | 8,540 | |
Money market funds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 40,413 | 14,146 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Values | 40,413 | 14,146 |
Cash and cash equivalents | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Values | 40,413 | 14,457 |
Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Values | $ 62,432 | $ 47,379 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Investments [Line Items] | ||
Cash, cash equivalents and short-term investments | $ 200.7 | $ 113 |
Unrealized losses (net of unrealized gains), net of tax, related to temporary decrease in value of available-for-sale securities | 0.3 | |
Operating Accounts | ||
Schedule of Investments [Line Items] | ||
Cash, cash equivalents and short-term investments | $ 97.8 | $ 51.2 |
Financial Instruments - Fair Va
Financial Instruments - Fair Value and Gross Unrealized Losses Related to Individual Available-for-Sale Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | $ 33,201 | $ 25,866 |
Gross Unrealized Losses, Less Than 12 Months | (191) | (105) |
Fair Value, 12 Months Or More | 20,691 | 13,230 |
Gross Unrealized Losses, 12 Months or More | (112) | (51) |
Fair Value, Total | 53,892 | 39,096 |
Gross Unrealized Losses, Total | (303) | (156) |
Corporate bonds and notes | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 30,811 | 14,678 |
Gross Unrealized Losses, Less Than 12 Months | (189) | (44) |
Fair Value, 12 Months Or More | 14,762 | 13,230 |
Gross Unrealized Losses, 12 Months or More | (41) | (51) |
Fair Value, Total | 45,573 | 27,908 |
Gross Unrealized Losses, Total | (230) | (95) |
Treasury and agency notes and bills | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 0 | 5,972 |
Gross Unrealized Losses, Less Than 12 Months | 0 | (57) |
Fair Value, 12 Months Or More | 5,929 | 0 |
Gross Unrealized Losses, 12 Months or More | (71) | 0 |
Fair Value, Total | 5,929 | 5,972 |
Gross Unrealized Losses, Total | (71) | (57) |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 2,390 | 5,216 |
Gross Unrealized Losses, Less Than 12 Months | (2) | (4) |
Gross Unrealized Losses, 12 Months or More | 0 | 0 |
Fair Value, Total | 2,390 | 5,216 |
Gross Unrealized Losses, Total | $ (2) | $ (4) |
Financial Instruments - Estimat
Financial Instruments - Estimated Fair Value of Marketable Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less | $ 73,889 | |
Due in one to two years | 19,180 | |
Due in two to three years | 9,776 | |
Estimated Fair Value | $ 102,845 | $ 61,836 |
Discontinued Operations - Resul
Discontinued Operations - Results from Discontinued Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||
Product and service revenues | $ 0 | $ 0 | $ 0 |
Total revenue | 0 | 0 | 0 |
Cost of revenue | 0 | 0 | 0 |
Research, development and other related costs | 0 | 0 | 0 |
Selling, general and administrative | 0 | 0 | 389 |
Restructuring, impairment of long-lived assets and other charges and gain on sale of patents | 0 | 0 | (371) |
Impairment of goodwill | 0 | 0 | 0 |
Total operating expenses | 0 | 0 | 18 |
Other income and (expense), net | 0 | 0 | 0 |
Operating loss before taxes | 0 | 0 | (18) |
Expense (benefit) from income taxes | 0 | 0 | 83 |
Net loss from discontinued operations | $ 0 | $ 0 | $ (101) |
Discontinued Operations - Curre
Discontinued Operations - Current and Non-current Asset and Current Liabilities of Discontinued Operations (Detail) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Disposal Group, Including Discontinued Operation, Classified Balance Sheet Disclosures [Abstract] | ||
Total assets of discontinued operations | $ 0 | $ 0 |
Total liabilities of discontinued operations | $ 0 | $ 0 |
Fair Value - Assets Required to
Fair Value - Assets Required to be Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 102,845 | $ 61,836 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 40,413 | 14,146 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 62,432 | 47,690 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 40,413 | 14,146 |
Money market funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 40,413 | 14,146 |
Money market funds | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Money market funds | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 8,540 | |
Certificates of deposit | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 8,540 | |
Certificates of deposit | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Corporate bonds and notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 45,573 | 36,502 |
Corporate bonds and notes | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Corporate bonds and notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 45,573 | 36,502 |
Corporate bonds and notes | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Treasury and agency notes and bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 5,929 | 5,972 |
Treasury and agency notes and bills | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Treasury and agency notes and bills | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 5,929 | 5,972 |
Treasury and agency notes and bills | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 2,390 | 5,216 |
Commercial paper | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Commercial paper | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 2,390 | 5,216 |
Commercial paper | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Fair Value - Measured on a Nonr
Fair Value - Measured on a Nonrecurring Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets Measured on NonRecurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Accumulated amortization | $ 251,476 | $ 139,546 |
Assets held for sale | Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets Measured on NonRecurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning period | 0 | 0 |
Assets transferred | 0 | 0 |
Assets sold | 0 | 0 |
Assets received | 0 | 0 |
Balance, ending period | 0 | 0 |
Assets included in discontinued operations and held for sale | Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets Measured on NonRecurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning period | 0 | 0 |
Assets transferred | 0 | 0 |
Assets sold | 0 | 0 |
Assets received | 0 | 0 |
Balance, ending period | 0 | 0 |
Other | Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets Measured on NonRecurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning period | 4,280 | 4,280 |
Assets transferred | 0 | 0 |
Assets sold | 0 | 0 |
Assets received | 1,664 | 0 |
Balance, ending period | 5,944 | 4,280 |
Accumulated amortization | $ 2,300 | $ 1,600 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | Aug. 27, 2015 | Dec. 31, 2017 | Dec. 01, 2016 |
DTS Merger | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Aggregate purchase price | $ 954,705 | $ 954,705 | |
Cash and cash equivalents | $ 53,377 | $ 53,377 | |
Ziptronix, Inc | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Cash and cash equivalents | $ 1,900 | ||
Aggregate purchase price | 39,000 | ||
Working capital assumed | 1,500 | ||
Amount of consideration withheld until certain employees fulfill length-of-employment obligations | $ 700 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 01, 2016 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Goodwill | $ 385,574 | $ 385,574 | $ 382,963 | $ 10,136 | |
Minimum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 1 year | ||||
Maximum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 15 years | ||||
DTS Merger | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Cash and cash equivalents | $ 53,377 | $ 53,377 | 53,377 | ||
Accounts receivable | 27,114 | 27,114 | 27,114 | ||
Unbilled contracts receivable, short-term | 52,845 | 48,881 | 48,881 | ||
Other current assets | 5,269 | 5,269 | 5,269 | ||
Prepaid income taxes | 3,278 | 3,278 | 3,278 | ||
Property and equipment | 33,573 | 33,573 | 33,573 | ||
Goodwill | 372,827 | 375,438 | 375,438 | ||
Total identifiable intangible assets | 469,078 | 469,078 | 469,078 | ||
Long-term deferred tax assets | 637 | 637 | 637 | ||
Unbilled contracts receivable, long-term | 12,464 | 12,464 | 12,464 | ||
Other assets | 4,423 | 4,423 | 4,423 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||||
Accounts payable | (4,006) | (4,006) | (4,006) | ||
Accrued liabilities | (19,727) | (19,906) | (19,906) | ||
Deferred revenue | (561) | (561) | (561) | ||
Income taxes payable | (727) | (727) | (727) | ||
Long-term deferred tax liabilities | (39,822) | (38,290) | (38,290) | ||
Other long-term liabilities | (15,337) | (15,337) | (15,337) | ||
Aggregate purchase price | 954,705 | $ 954,705 | 954,705 | ||
Measurement Period Adjustments | |||||
Unbilled contracts receivable, short-term | (3,964) | ||||
Goodwill | 2,611 | ||||
Accrued liabilities | (179) | ||||
Long-term deferred tax liabilities | $ 1,532 | ||||
DTS Merger | Customer contracts and related relationships | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Identifiable intangible assets | $ 281,569 | ||||
DTS Merger | Customer contracts and related relationships | Minimum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 3 years | ||||
DTS Merger | Customer contracts and related relationships | Maximum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 7 years | ||||
DTS Merger | Developed technology | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Identifiable intangible assets | $ 143,639 | ||||
DTS Merger | Developed technology | Minimum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 5 years | ||||
DTS Merger | Developed technology | Maximum | |||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 6 years | ||||
DTS Merger | Trademarks and tradenames | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Identifiable intangible assets | $ 38,483 | ||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 8 years | ||||
DTS Merger | Noncompete agreements | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
Identifiable intangible assets | $ 2,231 | ||||
Measurement Period Adjustments | |||||
Estimated Useful Life (years) | 1 year | ||||
DTS Merger | In-process research and development (IPR&D) | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||||
In-process research and development (IPR&D) | $ 3,156 |
Business Combinations - Pro-For
Business Combinations - Pro-Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Revenues | $ 373,732 | $ 259,565 | $ 273,300 |
Net income (loss) | (56,558) | 56,089 | $ 117,016 |
DTS Merger | |||
Business Acquisition [Line Items] | |||
Revenues | 273,300 | ||
Net income (loss) | (56,558) | 117,016 | |
Pro forma revenue | 434,971 | 358,911 | |
Pro forma net income | 17 | (38,139) | |
Revenue recognized from licensing agreements acquired from DTS | 200 | ||
Earnings of DTS included in the consolidated statement of operations | 22,700 | ||
Estimated reduction to historical combined revenue | $ 12,600 | $ 52,600 |
Business Combinations - Pro-F62
Business Combinations - Pro-Forma Adjustments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||
Estimated increase in combined amortization and depreciation expense due to acquired intangible assets and property and equipment measured at fair value | $ 7,200 | $ 2,300 | $ 1,600 |
Estimated increase in combined stock-based compensation expense due to assumed DTS equity awards measured at fair value | 33,462 | 21,101 | 11,517 |
Estimated increase in combined interest and other expense, net due to estimated increase in interest expense (and amortization of debt issuance costs) from new debt obtained to finance the Transaction and estimated lower interest income from lower investment holdings | $ 28,292 | 2,409 | $ 0 |
DTS Merger | |||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||
Weighted average statutory tax rate used for tax effects on pro forma adjustments | 23.00% | ||
DTS Merger | Acquisition-related costs | Pro Forma | |||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||
Estimated increase in combined amortization and depreciation expense due to acquired intangible assets and property and equipment measured at fair value | $ 59,092 | 75,975 | |
Estimated increase in combined stock-based compensation expense due to assumed DTS equity awards measured at fair value | 4,781 | 6,888 | |
Estimated increase in combined interest and other expense, net due to estimated increase in interest expense (and amortization of debt issuance costs) from new debt obtained to finance the Transaction and estimated lower interest income from lower investment holdings | 24,806 | 28,964 | |
Elimination of Tessera and DTS non-recurring transaction costs reflected in historical results | (27,900) | 0 | |
Estimated increase (decrease) to combined expense for non-recurring employee-related costs resulting from the acquisition, including severance and retention bonus expense | $ (3,436) | $ 21,100 |
Goodwill and Identified Intan63
Goodwill and Identified Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning | $ 382,963 | $ 10,136 |
Goodwill, ending | 385,574 | 382,963 |
Ziptronix, Inc | ||
Goodwill [Roll Forward] | ||
Goodwill acquired through the acquisition of DTS/Purchase price adjustment related to the acquisition | $ 372,827 | |
DTS | ||
Goodwill [Roll Forward] | ||
Goodwill acquired through the acquisition of DTS/Purchase price adjustment related to the acquisition | 2,611 | |
Goodwill, ending | 375,438 | |
Semiconductor and IP licensing segment | ||
Goodwill [Roll Forward] | ||
Goodwill, ending | 377,900 | |
Product licensing segment | ||
Goodwill [Roll Forward] | ||
Goodwill, ending | $ 7,700 |
Goodwill And Identified Intan64
Goodwill And Identified Intangible Assets - Identified Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 681,061 | $ 678,269 | |
Accumulated Amortization | (251,476) | (139,546) | |
Net | 429,585 | 538,723 | |
Intangible assets, gross | 683,265 | 681,425 | |
Intangible assets, net | 431,789 | 541,879 | |
Amortization of intangible assets | 111,930 | 31,870 | $ 20,624 |
In-process research and development (IPR&D) | |||
Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | 2,204 | 3,156 | |
Acquired patents / core technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 142,584 | 140,744 | |
Accumulated Amortization | (113,349) | (96,896) | |
Net | 29,235 | 43,848 | |
Existing technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 204,394 | 203,442 | |
Accumulated Amortization | (61,518) | (27,315) | |
Net | 142,876 | 176,127 | |
Customer contracts and related relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 291,769 | 291,769 | |
Accumulated Amortization | (68,267) | (14,011) | |
Net | 223,502 | 277,758 | |
Trademarks/trade name | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 40,083 | 40,083 | |
Accumulated Amortization | (6,111) | (1,138) | |
Net | 33,972 | 38,945 | |
Non-competition agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 2,231 | 2,231 | |
Accumulated Amortization | (2,231) | (186) | |
Net | $ 0 | $ 2,045 |
Goodwill And Identified Intan65
Goodwill And Identified Intangible Assets - Useful Life (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 1 year |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 15 years |
Acquired patents / core technology | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 3 years |
Acquired patents / core technology | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 15 years |
Existing technology | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 5 years |
Existing technology | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 10 years |
Customer contracts and related relationships | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 3 years |
Customer contracts and related relationships | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 9 years |
Trade name | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 4 years |
Trade name | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 10 years |
Non-competition agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets estimated useful life | 1 year |
Goodwill and Identified Intan66
Goodwill and Identified Intangible Assets - Estimated Future Amortization Expense of Intangible Assets, Excluding the In-Process Research and Development (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,018 | $ 107,941 |
2,019 | 98,855 |
2,020 | 87,140 |
2,021 | 79,478 |
2,022 | 31,173 |
Thereafter | 24,998 |
Finite-lived intangible assets, net | $ 429,585 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jan. 23, 2018USD ($) | Jan. 22, 2018USD ($) | Dec. 01, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Line of Credit Facility [Line Items] | ||||||
Borrowings | $ 594,000,000 | |||||
Amortization of debt issuance costs | 2,423,000 | $ 201,000 | $ 0 | |||
Outstanding debt paid down | 6,000,000 | $ 0 | $ 0 | |||
Term B Loan Facility | Credit Agreement | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity | $ 600,000,000 | |||||
Term loan facility term (in years) | 7 years | |||||
Debt Instrument, covenant, maximum ratio | 1.50 | |||||
Debt Instrument, covenant, minimum ratio | 1 | |||||
Quarterly payment as a percentage of principal | 0.25% | |||||
Debt instrument, maturity date | Nov. 30, 2023 | |||||
Borrowings | $ 600,000,000 | $ 594,000,000 | ||||
Interest rate | 5.00% | |||||
Unamortized debt issuance costs | $ 14,300,000 | |||||
Interest expense | 28,300,000 | |||||
Amortization of debt issuance costs | $ 2,400,000 | |||||
Term B Loan Facility | Credit Agreement | Subsequent Event | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding debt paid down | $ 100,000,000 | $ 100,000,000 | ||||
Reduction in borrowing rate | 0.75% | |||||
Third party cost incurred | $ 1,100,000 | $ 1,100,000 | ||||
Term B Loan Facility | Credit Agreement | Base Rate | Effective Date Margin | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||
Term B Loan Facility | Credit Agreement | Base Rate | Margin Subject to Debt Covenant | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.00% | |||||
Term B Loan Facility | Credit Agreement | London Interbank Offered Rate (LIBOR) | Subsequent Event | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.50% | |||||
Term B Loan Facility | Credit Agreement | London Interbank Offered Rate (LIBOR) | Effective Date Margin | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 3.25% | |||||
Term B Loan Facility | Credit Agreement | London Interbank Offered Rate (LIBOR) | Margin Subject to Debt Covenant | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 3.00% |
Debt - Expected Future Principa
Debt - Expected Future Principal Payments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 34,451 |
2,019 | 6,000 |
2,020 | 6,000 |
2,021 | 6,000 |
2,022 | 6,000 |
Thereafter | 535,549 |
Total | $ 594,000 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Basic and Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||
Weighted average common shares outstanding | 49,253 | 49,203 | 51,841 |
Unvested common shares subject to repurchase | (2) | (16) | (39) |
Total common shares-basic | 49,251 | 49,187 | 51,802 |
Options | 0 | 357 | 343 |
Restricted stock awards and units | 0 | 646 | 441 |
Total common shares-diluted | 49,251 | 50,190 | 52,586 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Additional Information (Detail) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||
Shares of common stock excluded from the computation of net loss per share (in shares) | 3 | 0.7 | 0.1 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 12 Months Ended | 34 Months Ended | 89 Months Ended | 101 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2014 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 450,000,000 | $ 450,000,000 | ||||
Treasury stock, total repurchase during period (in shares) | 10,488,000 | 11,142,000 | ||||
Treasury stock, average price of share repurchased (in dollars per share) | $ 27.83 | $ 27.57 | ||||
Treasury stock, total cost of repurchased stock | $ 291,800,000 | $ 307,200,000 | ||||
Stock repurchase program, remaining amount available for repurchase | $ 142,800,000 | $ 142,800,000 | ||||
Dividends paid (usd per share) | $ 0.20 | |||||
Cash dividends declared per share (in dollars per share) | $ 0.8 | $ 0.8 | $ 0.80 | |||
Performance Shares | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance awards, percentage of grant available to vest | 0.00% | |||||
Performance Shares | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance awards, percentage of grant available to vest | 100.00% | |||||
Employee stock purchase plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expiration period | 24 months | |||||
Shares reserved for grant | 443,000 | 443,000 | ||||
Maximum ownership percentage | 5.00% | 5.00% | ||||
Required weekly hours | 20 hours | |||||
Award requisite service period | 5 months | |||||
Maximum employee subscription rate | 20.00% | 20.00% | ||||
Purchase price of common stock, percent | 85.00% | |||||
Maximum employee subscription amount | $ 25,000 | $ 25,000 | ||||
Rolling expiration period | 24 months | |||||
2003 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Incentive stock options granted to employees at exercise price | 110.00% | |||||
Voting power of all classes of stock of the Company | 10.00% | |||||
Expiration period | 10 years | |||||
Vesting period | 4 years | |||||
2003 Plan | Employee stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Incentive stock options granted to employees at exercise price | 100.00% | |||||
Shares reserved for grant | 700,000 | 700,000 | ||||
2003 Plan | Non employee stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Incentive stock options granted to employees at exercise price | 85.00% | |||||
2003 Plan | Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Reduction to shares reserved for grant, ratio | 0.015 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of Shares, Beginning balance (shares) | 1,332,000 | 1,142,000 | 1,616,000 |
Number of Shares, Options granted (shares) | 70,000 | 0 | 84,000 |
Number of Shares, Options assumed (shares) | 586,000 | ||
Number of Shares, Options exercised (shares) | (180,000) | (350,000) | (465,000) |
Number of Shares, Options cancelled / forfeited / expired (shares) | (50,000) | (46,000) | (93,000) |
Number of Shares, Ending balance (shares) | 1,172,000 | 1,332,000 | 1,142,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Weighted Average Exercise Price Per Share, Beginning balance (usd per share) | $ 24.41 | $ 20.63 | $ 19.34 |
Weighted Average Exercise Price Per Share, Options granted (usd per share) | 22.45 | 36.60 | |
Weighted Average Exercise Price Per Share, Options assumed (usd per share) | 29.05 | ||
Weighted Average Exercise Price Per Share, Options exercised (usd per share) | 23.04 | 20.01 | 19.35 |
Weighted Average Exercise Price Per Share, Options cancelled / forfeited / expired (usd per share) | 34.73 | 23.25 | 19.04 |
Weighted Average Exercise Price Per Share, Ending balance (usd per share) | $ 24.06 | $ 24.41 | $ 20.63 |
Weighted Average Remaining Contractual Life (in years) | 3 years 6 months 7 days | ||
Aggregate Intrinsic Value | $ 4,538 | ||
Vested and expected to vest, number of shares subject to options | 1,138,000 | ||
Vested and expected to vest, weighted average remaining contractual life (in years) | 3 years 4 months 17 days | ||
Vested and expected to vest, aggregate intrinsic value | $ 4,482 | ||
Exercisable, number of shares subject to options | 950,000 | ||
Exercisable, weighted average remaining contractual life (in years) | 2 years 8 months 1 day | ||
Exercisable, aggregate intrinsic value | $ 4,025 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options Outstanding and Exercisable (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
$12.52 - $18.65 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | $ 12.52 |
Range of Exercise Prices, Low End | $ 18.65 |
Number Outstanding (in thousands) | shares | 122 |
Weighted Average Remaining Contractual Life (in years) | 4 years 6 months 4 days |
Weighted Average Exercise Price per Share | $ 16.11 |
Number Exercisable (in thousands) | shares | 113 |
Weighted Average Exercise Price per Share | $ 16.06 |
$18.74 - $18.76 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 18.74 |
Range of Exercise Prices, Low End | $ 18.76 |
Number Outstanding (in thousands) | shares | 14 |
Weighted Average Remaining Contractual Life (in years) | 4 years 29 days |
Weighted Average Exercise Price per Share | $ 18.75 |
Number Exercisable (in thousands) | shares | 14 |
Weighted Average Exercise Price per Share | $ 18.75 |
$18.84 - $18.84 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 18.84 |
Range of Exercise Prices, Low End | $ 18.84 |
Number Outstanding (in thousands) | shares | 367 |
Weighted Average Remaining Contractual Life (in years) | 5 months 1 day |
Weighted Average Exercise Price per Share | $ 18.84 |
Number Exercisable (in thousands) | shares | 367 |
Weighted Average Exercise Price per Share | $ 18.84 |
$18.89 - $19.73 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 18.89 |
Range of Exercise Prices, Low End | $ 19.73 |
Number Outstanding (in thousands) | shares | 149 |
Weighted Average Remaining Contractual Life (in years) | 5 years 4 months 28 days |
Weighted Average Exercise Price per Share | $ 19.40 |
Number Exercisable (in thousands) | shares | 107 |
Weighted Average Exercise Price per Share | $ 19.40 |
$20.21 - $22.19 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 20.21 |
Range of Exercise Prices, Low End | $ 22.19 |
Number Outstanding (in thousands) | shares | 143 |
Weighted Average Remaining Contractual Life (in years) | 5 years 22 days |
Weighted Average Exercise Price per Share | $ 20.96 |
Number Exercisable (in thousands) | shares | 121 |
Weighted Average Exercise Price per Share | $ 20.84 |
$22.24 - $26.16 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 22.24 |
Range of Exercise Prices, Low End | $ 26.16 |
Number Outstanding (in thousands) | shares | 119 |
Weighted Average Remaining Contractual Life (in years) | 7 years 10 months 21 days |
Weighted Average Exercise Price per Share | $ 23.25 |
Number Exercisable (in thousands) | shares | 21 |
Weighted Average Exercise Price per Share | $ 25.52 |
$27.32 - $38.65 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 27.32 |
Range of Exercise Prices, Low End | $ 38.65 |
Number Outstanding (in thousands) | shares | 105 |
Weighted Average Remaining Contractual Life (in years) | 4 years 8 months 19 days |
Weighted Average Exercise Price per Share | $ 35.44 |
Number Exercisable (in thousands) | shares | 54 |
Weighted Average Exercise Price per Share | $ 35.28 |
$40.87 - $40.87 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 40.87 |
Range of Exercise Prices, Low End | $ 40.87 |
Number Outstanding (in thousands) | shares | 4 |
Weighted Average Remaining Contractual Life (in years) | 1 month 17 days |
Weighted Average Exercise Price per Share | $ 40.87 |
Number Exercisable (in thousands) | shares | 4 |
Weighted Average Exercise Price per Share | $ 40.87 |
$41.15 - $41.15 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 41.15 |
Range of Exercise Prices, Low End | $ 41.15 |
Number Outstanding (in thousands) | shares | 6 |
Weighted Average Remaining Contractual Life (in years) | 1 year 1 month 17 days |
Weighted Average Exercise Price per Share | $ 41.15 |
Number Exercisable (in thousands) | shares | 6 |
Weighted Average Exercise Price per Share | $ 41.15 |
$43.77 - $43.77 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 43.77 |
Range of Exercise Prices, Low End | $ 43.77 |
Number Outstanding (in thousands) | shares | 143 |
Weighted Average Remaining Contractual Life (in years) | 2 years 9 months 11 days |
Weighted Average Exercise Price per Share | $ 43.77 |
Number Exercisable (in thousands) | shares | 143 |
Weighted Average Exercise Price per Share | $ 43.77 |
$12.52 - $43.77 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Low End | 12.52 |
Range of Exercise Prices, Low End | $ 43.77 |
Number Outstanding (in thousands) | shares | 1,172 |
Weighted Average Remaining Contractual Life (in years) | 3 years 6 months 7 days |
Weighted Average Exercise Price per Share | $ 24.06 |
Number Exercisable (in thousands) | shares | 950 |
Weighted Average Exercise Price per Share | $ 23.92 |
Stockholders' Equity - Summar74
Stockholders' Equity - Summary of Restricted Stock Awards and Units (Detail) - Restricted Stock - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock awards and units, beginning balance (shares) | 2,080 | 1,209 | 1,135 |
Restricted stock awards and units, granted (shares) | 1,968 | 682 | 562 |
Restricted stock awards and units, assumed (shares) | 925 | ||
Restricted stock awards and units, vested / earned (shares) | (675) | (482) | (384) |
Restricted stock awards and units, cancelled / forfeited (shares) | (240) | (254) | (104) |
Restricted stock awards and units, ending balance (shares) | 3,133 | 2,080 | 1,209 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Weighted average grant date fair value per share of restricted stock and units, beginning balance (usd per share) | $ 33.91 | $ 29.28 | $ 20.30 |
Weighted average grant date fair value per share of restricted stock and units, granted (usd per share) | 32.60 | 30.85 | 39.77 |
Weighted average grant date fair value per share of restricted stock and units, assumed (usd per share) | 40.13 | ||
Weighted average grant date fair value per share of restricted stock and units, vested / earned (usd per share) | 33.70 | 32.18 | 20.17 |
Weighted average grant date fair value of restricted stock and units, cancelled / forfeited (usd per share) | 31.07 | 29.64 | 21.54 |
Weighted average grant date fair value per share of restricted stock and units, ending balance (usd per share) | $ 33.35 | $ 33.91 | $ 29.28 |
Number of Shares Subject to Time- based Vesting | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock awards and units, beginning balance (shares) | 1,696 | 690 | 502 |
Restricted stock awards and units, granted (shares) | 1,049 | 596 | 472 |
Restricted stock awards and units, assumed (shares) | 925 | ||
Restricted stock awards and units, vested / earned (shares) | (581) | (398) | (240) |
Restricted stock awards and units, cancelled / forfeited (shares) | (150) | (117) | (44) |
Restricted stock awards and units, ending balance (shares) | 2,014 | 1,696 | 690 |
Number of Shares Subject to Performance- based Vesting | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock awards and units, beginning balance (shares) | 384 | 519 | 633 |
Restricted stock awards and units, granted (shares) | 919 | 86 | 90 |
Restricted stock awards and units, assumed (shares) | 0 | ||
Restricted stock awards and units, vested / earned (shares) | (94) | (84) | (144) |
Restricted stock awards and units, cancelled / forfeited (shares) | (90) | (137) | (60) |
Restricted stock awards and units, ending balance (shares) | 1,119 | 384 | 519 |
Stock-Based Compensation Expe75
Stock-Based Compensation Expense - Effect of Recording Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 33,462 | $ 21,101 | $ 11,517 |
Tax effect on stock-based compensation expense | (5,296) | (6,314) | (3,107) |
Net effect on net income | 28,166 | 14,787 | 8,410 |
Cost of revenue | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 0 | 0 | 0 |
Research, development and other related costs | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 13,277 | 7,104 | 4,005 |
Selling, general and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 20,185 | $ 13,997 | $ 7,512 |
Stock-Based Compensation Expe76
Stock-Based Compensation Expense - Categorized by Equity Components (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 33,462 | $ 21,101 | $ 11,517 |
Employee stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 1,980 | 3,249 | 2,676 |
Restricted stock awards and units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 28,909 | 17,024 | 8,232 |
Employee stock purchase plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 2,573 | $ 828 | $ 609 |
Stock-Based Compensation Expe77
Stock-Based Compensation Expense - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Grants in period, net of forfeitures | 70,000 | 0 | 84,000 | |
Grants in period, estimated fair value (usd per share) | $ 4.62 | $ 15.87 | $ 8.57 | |
Total intrinsic value of options exercised | $ 3.6 | $ 5.5 | $ 9.3 | |
Unrecognized stock-based compensation balance after estimated forfeitures related to unvested stock options | $ 2.2 | $ 0.7 | $ 2.2 | |
Estimated weighted average amortization period | 2 years 4 months 24 days | 2 years 5 months | ||
Issuance of common stock in connection with employee common stock purchase plan (in shares) | 164,000 | 89,000 | 77,000 | |
Stock-based compensation expense, incremental compensation cost | $ 0.3 | |||
Black Scholes Option Pricing Model | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Expected life (in years) | 2 years | |||
Restricted Stock Awards And Units | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Restricted stock awards, total fair value | $ 22.7 | $ 15.9 | $ 7.7 | |
Unrecognized stock-based compensation balance after estimated forfeitures related to unvested stock options | $ 33.7 | $ 48.8 | $ 33.7 | |
Estimated weighted average amortization period | 1 year 9 months 18 days | 1 year 2 months 6 days | ||
DTS Merger | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Shares assumed and granted in connection with acquisition | 682,000 |
Stock-Based Compensation Expe78
Stock-Based Compensation Expense - Schedule of Assumptions Used to Value Options Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Compensation Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Expected life (in years) | 4 years 8 months 12 days | 3 years 9 months 2 days | 3 years 9 months 2 days |
Risk-free interest rate | 1.80% | 1.70% | |
Dividend yield | 2.90% | 2.40% | |
Expected volatility | 29.80% | 29.00% | |
Employee stock purchase plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Expected life (in years) | 2 years | 2 years | 2 years |
Expected volatility | 30.00% | ||
Minimum | Stock Compensation Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 1.10% | ||
Dividend yield | 2.10% | ||
Expected volatility | 34.00% | ||
Minimum | Employee stock purchase plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 1.20% | 0.50% | 0.40% |
Dividend yield | 2.00% | 2.40% | 2.10% |
Expected volatility | 28.30% | 29.70% | |
Maximum | Stock Compensation Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 1.40% | ||
Dividend yield | 2.90% | ||
Expected volatility | 35.60% | ||
Maximum | Employee stock purchase plan | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Risk-free interest rate | 1.30% | 0.80% | 0.70% |
Dividend yield | 2.50% | 3.00% | 3.40% |
Expected volatility | 30.80% | 30.00% |
Income Taxes - Components Of In
Income Taxes - Components Of Income (loss) Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ 8 | $ 90,154 | $ 151,862 |
Foreign | (58,351) | 561 | 13,772 |
Income (loss) before taxes from continuing operations | $ (58,343) | $ 90,715 | $ 165,634 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
U.S. federal | $ (79) | $ 9,564 | $ 2,737 |
Foreign | 16,871 | 22,552 | 26,275 |
State and local | 77 | 8 | 319 |
Total current | 16,869 | 32,124 | 29,331 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
U.S. federal | (8,390) | 2,365 | 23,478 |
Foreign | (10,463) | 392 | (4,138) |
State and local | 199 | (255) | (154) |
Total deferred | (18,654) | 2,502 | 19,186 |
Provision for income taxes | $ (1,785) | $ 34,626 | $ 48,517 |
Income Taxes - Components Of Co
Income Taxes - Components Of Company's Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets | ||
Net operating loss carryforwards | $ 17,301 | $ 40,969 |
Research tax credit | 15,433 | 9,642 |
Foreign tax credit | 12,479 | 7,201 |
Expenses not currently deductible | 13,031 | 5,193 |
Basis difference in fixed and intangible assets | 3,200 | 3,529 |
Gross deferred tax assets | 61,444 | 66,534 |
Valuation allowance | (32,032) | (12,846) |
Net deferred tax assets | 29,412 | 53,688 |
Deferred tax liabilities | ||
Acquired intangible assets, domestic | (34,408) | (70,338) |
Acquired intangible assets, foreign | (4,903) | (13,045) |
Unremitted earnings of foreign subsidiaries | (30) | (129) |
Net deferred tax liabilities | $ (9,929) | $ (29,824) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Contingency [Line Items] | ||||
Valuation allowance | $ 32,032 | $ 12,846 | ||
Additional valuation allowance recorded against federal tax credits | 19,200 | |||
Operating loss carryforwards | 17,301 | 40,969 | ||
Provisional tax expense | 5,600 | |||
Remeasurement of U.S. deferred taxes | 13,500 | |||
Accumulated undistributed earnings generated by foreign subsidiaries | 70,700 | |||
Withholding tax accrual on estimated cash remitted | 300 | |||
Unrecognized tax benefits | 33,506 | 30,088 | $ 3,071 | $ 2,734 |
Unrecognized tax benefits that would impact the effective income tax rate | 22,200 | 23,800 | ||
Interest and tax penalties related to unrecognized tax benefits | 600 | $ 500 | ||
Federal | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 32,700 | |||
State | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 95,400 | |||
Foreign | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforward | 19,800 | |||
Research Tax Credit Carryforward | State | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforward | 14,500 | |||
Research Tax Credit Carryforward | Foreign | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforward | 600 | |||
DTS Inc. & Subsidiaries And Ziptronix Inc. | Research Tax Credit Carryforward | Federal | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforward | 10,000 | |||
Federal Tax Credits and Remeasurement | ||||
Income Tax Contingency [Line Items] | ||||
Additional valuation allowance recorded against federal tax credits | 13,500 | |||
Remeasurement of U.S. deferred taxes | $ 7,900 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory U.S. Federal Income Tax Rate to Company's Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory rate | 35.00% | 35.00% | 35.00% |
State, net of federal benefit | (0.10%) | (0.50%) | 0.00% |
Stock-based compensation expense | (2.90%) | 2.00% | 0.50% |
Tax exempt interest | (0.00%) | (0.20%) | (0.10%) |
Research tax credit | 3.20% | (1.20%) | (0.30%) |
Foreign withholding tax | (25.20%) | 24.70% | 15.70% |
Transaction costs | 0.00% | 2.40% | 0.00% |
Foreign tax rate differential | (20.80%) | 0.40% | (2.80%) |
Foreign tax credit | 22.90% | (23.50%) | (15.30%) |
Change in valuation allowance | (23.10%) | 0.00% | (3.00%) |
Re-measurement of deferred taxes | 13.50% | 0.00% | 0.00% |
Others | 0.60% | (0.90%) | (0.40%) |
Total | 3.10% | 38.20% | 29.30% |
Income Taxes - Reconciliation84
Income Taxes - Reconciliation Of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Total unrecognized tax benefits at January 1 | $ 30,088 | $ 3,071 | $ 2,734 |
Gross increases and decreases due to acquisition of DTS | 0 | 27,584 | 0 |
Gross increases and decreases due to tax positions taken in prior periods | 2,457 | 139 | 699 |
Gross increases and decreases due to tax positions taken in the current period | 961 | 264 | 103 |
Gross increases and decreases due to settlements with taxing authorities | 0 | 0 | 0 |
Gross increases and decreases due to lapses in applicable statutes of limitations | 0 | (970) | (465) |
Total unrecognized tax benefits at December 31 | $ 33,506 | $ 30,088 | $ 3,071 |
Commitments And Contingencies -
Commitments And Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent under operating lease agreement | $ 6.4 | $ 2.8 | $ 2.1 |
Payments for certain milestones achieved | $ 3 | ||
Estimated payment period for contractual obligation | 2 years |
Commitments And Contingencies86
Commitments And Contingencies - Schedule of Future Minimum Lease Payments and Purchase Obligations (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 6,261 |
2,019 | 5,501 |
2,020 | 4,911 |
2,021 | 3,253 |
2,022 | 2,776 |
Thereafter | 7,768 |
Future minimum lease payments | $ 30,470 |
Segment And Geographic Inform87
Segment And Geographic Information - Schedule of Operating Income (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting [Abstract] | |||
Reportable segments | segment | 2 | ||
Segment Reporting Information [Line Items] | |||
Revenues | $ 373,732 | $ 259,565 | $ 273,300 |
Operating expenses | 405,232 | 170,177 | 111,098 |
Operating income (loss) | (31,500) | 89,388 | 162,202 |
DTS Merger | |||
Segment Reporting Information [Line Items] | |||
Revenues | 273,300 | ||
Operating Segments | Product licensing segment | |||
Segment Reporting Information [Line Items] | |||
Revenues | 167,923 | 30,499 | 31,335 |
Operating expenses | 172,745 | 25,299 | 11,191 |
Operating income (loss) | (4,822) | 5,200 | 20,144 |
Operating Segments | Semiconductor and IP licensing segment | |||
Segment Reporting Information [Line Items] | |||
Revenues | 205,809 | 229,066 | 241,965 |
Operating expenses | 87,838 | 72,812 | 56,315 |
Operating income (loss) | 117,971 | 156,254 | 185,650 |
Unallocated operating expenses | |||
Segment Reporting Information [Line Items] | |||
Revenues | 100 | 1,300 | |
Operating expenses | 144,649 | 72,066 | 43,592 |
Operating income (loss) | (144,649) | $ (72,066) | $ (43,592) |
Unallocated operating expenses | DTS Merger | Acquisition-related costs | |||
Segment Reporting Information [Line Items] | |||
Business acquisition costs | $ 23,900 |
Segment And Geographic Inform88
Segment And Geographic Information - Schedule of Geographic Revenue Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 373,732 | $ 259,565 | $ 273,300 |
Percentage of revenue (or more) | 100.00% | 100.00% | 100.00% |
Two Customers | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Percentage of revenue (or more) | 10.00% | ||
Four Customers | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Percentage of revenue (or more) | 10.00% | 10.00% | |
U.S. | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 164,846 | $ 99,594 | $ 98,428 |
Percentage of revenue (or more) | 44.00% | 38.00% | 36.00% |
Japan | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 81,688 | $ 6,866 | $ 9,409 |
Percentage of revenue (or more) | 22.00% | 3.00% | 3.00% |
Korea | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 50,155 | $ 95,170 | $ 87,527 |
Percentage of revenue (or more) | 13.00% | 37.00% | 32.00% |
Taiwan | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 33,861 | $ 34,763 | $ 57,049 |
Percentage of revenue (or more) | 9.00% | 13.00% | 21.00% |
Other Geographical Area | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Foreign revenues | $ 43,182 | $ 23,172 | $ 20,887 |
Percentage of revenue (or more) | 12.00% | 9.00% | 8.00% |
Segment And Geographic Inform89
Segment And Geographic Information - Schedule of Property and Equipment, Net, by Geographical Area (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 34,442 | $ 38,855 | $ 3,748 |
U.S. | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 32,862 | 36,891 | 3,219 |
Europe | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 1,019 | 1,252 | 529 |
Asia and other | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 561 | $ 712 | $ 0 |
Benefit Plan (Details)
Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Retirement Benefits [Abstract] | |||
Company contributions to 401(k) Plan | $ 2.4 | $ 0.8 | $ 0.4 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Feb. 01, 2018 | Jan. 23, 2018 | Jan. 22, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||||
Cash dividends declared per share (in dollars per share) | $ 0.8 | $ 0.8 | $ 0.80 | |||
Outstanding debt paid down | $ 6,000 | $ 0 | $ 0 | |||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Cash dividends declared per share (in dollars per share) | $ 0.20 | |||||
Subsequent Event | Credit Agreement | Term B Loan Facility | ||||||
Subsequent Event [Line Items] | ||||||
Reduction in borrowing rate | 0.75% | |||||
Outstanding debt paid down | $ 100,000 | $ 100,000 | ||||
Third party cost incurred | $ 1,100 | $ 1,100 | ||||
Subsequent Event | Credit Agreement | Term B Loan Facility | London Interbank Offered Rate (LIBOR) | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.50% |
Schedule II Valuation and Qua92
Schedule II Valuation and Qualifying (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation Allowance of Deferred Tax Assets | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 12,847 | $ 13,852 | $ 27,087 |
Charged (Credited) to Expenses | 13,925 | (345) | (6,485) |
Charged (Credited) to Other Accounts | 5,260 | (660) | (6,750) |
Balance at End of Year | 32,032 | 12,847 | 13,852 |
Allowance for Doubtful Accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 0 | 0 | 0 |
Charged (Credited) to Expenses | 2,404 | 0 | 0 |
Charged (Credited) to Other Accounts | (1,223) | 0 | 0 |
Balance at End of Year | $ 1,181 | $ 0 | $ 0 |