Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Jun. 01, 2017 | Jun. 23, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | MICRON TECHNOLOGY INC | |
Entity Central Index Key | 723,125 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 1, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 1,114,065,834 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 5,566 | $ 2,898 | $ 14,184 | $ 9,182 |
Cost of goods sold | 2,957 | 2,400 | 8,860 | 7,256 |
Gross margin | 2,609 | 498 | 5,324 | 1,926 |
Selling, general, and administrative | 204 | 148 | 550 | 502 |
Research and development | 434 | 382 | 1,377 | 1,206 |
Restructure and asset impairments | 12 | 0 | 45 | 16 |
Other operating (income) expense, net | (4) | (5) | (14) | 2 |
Operating income (loss) | 1,963 | (27) | 3,366 | 200 |
Interest income | 10 | 10 | 25 | 33 |
Interest expense | (153) | (109) | (453) | (302) |
Other non-operating income (expense), net | (83) | (34) | (63) | (44) |
Income (loss) before income taxes, net income (loss) attributable to noncontrolling interests, and equity in net income (loss) of equity method investees | 1,737 | (160) | 2,875 | (113) |
Income tax (provision) benefit | (92) | (15) | (161) | (16) |
Equity in net income (loss) of equity method investees | 2 | (40) | 7 | 24 |
Net income (loss) | 1,647 | (215) | 2,721 | (105) |
Net (income) attributable to noncontrolling interests | 0 | 0 | 0 | (1) |
Net income (loss) attributable to Micron | $ 1,647 | $ (215) | $ 2,721 | $ (106) |
Earnings (loss) per share | ||||
Basic (in dollars per share) | $ 1.49 | $ (0.21) | $ 2.52 | $ (0.10) |
Diluted (in dollars per share) | $ 1.40 | $ (0.21) | $ 2.38 | $ (0.10) |
Number of shares used in per share calculations | ||||
Basic (in shares) | 1,106 | 1,036 | 1,082 | 1,035 |
Diluted (in shares) | 1,177 | 1,036 | 1,142 | 1,035 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 1,647 | $ (215) | $ 2,721 | $ (105) |
Other comprehensive income (loss), net of tax | ||||
Foreign currency translation adjustments | 11 | 39 | 48 | (50) |
Gain (loss) on derivatives, net | 6 | 3 | (1) | 2 |
Pension liability adjustments | 1 | 0 | 0 | (5) |
Gain (loss) on investments, net | 1 | 4 | 0 | 2 |
Other comprehensive income (loss) | 19 | 46 | 47 | (51) |
Total comprehensive income (loss) | 1,666 | (169) | 2,768 | (156) |
Comprehensive (income) attributable to noncontrolling interests | 0 | 0 | 0 | (1) |
Comprehensive income (loss) attributable to Micron | $ 1,666 | $ (169) | $ 2,768 | $ (157) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 | |
Assets | |||
Cash and equivalents | $ 4,048 | $ 4,140 | |
Short-term investments | 282 | 258 | |
Receivables | 3,497 | 2,068 | |
Inventories | 3,064 | 2,889 | |
Other current assets | 132 | 140 | |
Total current assets | 11,023 | 9,495 | |
Long-term marketable investments | [1] | 471 | 414 |
Equity method investments | 15 | 1,364 | |
Deferred tax assets | 667 | 657 | |
Property, plant, and equipment, net | 19,014 | 14,686 | |
Intangible assets, net | 405 | 464 | |
Goodwill | 1,228 | 104 | |
Other noncurrent assets | 444 | 356 | |
Total assets | 33,267 | 27,540 | |
Liabilities and equity | |||
Accounts payable and accrued expenses | 3,656 | 3,879 | |
Deferred income | 326 | 200 | |
Current debt | 1,161 | 756 | |
Total current liabilities | 5,143 | 4,835 | |
Long-term debt | 10,485 | 9,154 | |
Other noncurrent liabilities | 595 | 623 | |
Total liabilities | 16,223 | 14,612 | |
Commitments and contingencies | |||
Redeemable convertible notes | 25 | 0 | |
Micron shareholders' equity | |||
Common stock, $0.10 par value, 3,000 shares authorized, 1,114 shares issued and 1,110 outstanding (1,094 issued and 1,040 outstanding as of September 1, 2016) | 111 | 109 | |
Additional capital | 8,222 | 7,736 | |
Retained earnings | 7,893 | 5,299 | |
Treasury stock, 4 shares held (54 as of September 1, 2016) | (67) | (1,029) | |
Accumulated other comprehensive income (loss) | 12 | (35) | |
Total Micron shareholders' equity | 16,171 | 12,080 | |
Noncontrolling interests in subsidiaries | 848 | 848 | |
Total equity | 17,019 | 12,928 | |
Total liabilities and equity | $ 33,267 | $ 27,540 | |
[1] | The maturities of long-term marketable investments range from one to four years. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Liabilities and equity | ||
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common Stock, authorized shares (in shares) | 3,000 | 3,000 |
Common Stock, issued (in shares) | 1,114 | 1,094 |
Common Stock, outstanding (in shares) | 1,110 | 1,040 |
Treasury Stock, held (in shares) | 4 | 54 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Jun. 01, 2017 | Jun. 02, 2016 | |
Cash flows from operating activities | ||
Net income (loss) | $ 2,721 | $ (105) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | ||
Depreciation expense and amortization of intangible assets | 2,795 | 2,266 |
Amortization of debt discount and other costs | 93 | 94 |
Stock-based compensation | 158 | 148 |
Loss on restructure of debt | 62 | 4 |
Gain on remeasurement of previously-held equity interest in Inotera | (71) | 0 |
Equity in net (income) loss of equity method investees | (7) | (24) |
Change in operating assets and liabilities | ||
Receivables | (1,338) | 468 |
Inventories | 108 | (580) |
Accounts payable and accrued expenses | 511 | 3 |
Payments attributed to intercompany balances with Inotera | (361) | 0 |
Deferred income taxes, net | 80 | 11 |
Other | 199 | (13) |
Net cash provided by operating activities | 4,950 | 2,272 |
Cash flows from investing activities | ||
Expenditures for property, plant, and equipment | (3,469) | (3,894) |
Acquisition of Inotera | (2,634) | 0 |
Purchases of available-for-sale securities | (943) | (879) |
Payments to settle hedging activities | (267) | (107) |
Proceeds from sales and maturities of available-for-sale securities | 857 | 3,189 |
Proceeds from settlement of hedging activities | 146 | 190 |
Other | 71 | (141) |
Net cash provided by (used for) investing activities | (6,239) | (1,642) |
Cash flows from financing activities | ||
Proceeds from issuance of debt | 3,136 | 2,166 |
Proceeds from issuance of stock under equity plans | 108 | 30 |
Proceeds from equipment sale-leaseback transactions | 0 | 538 |
Repayments of debt | (1,774) | (689) |
Payments on equipment purchase contracts | (261) | (14) |
Cash paid to acquire treasury stock | (35) | (147) |
Other | 33 | (181) |
Net cash provided by (used for) financing activities | 1,207 | 1,703 |
Effect of changes in currency exchange rates on cash and equivalents | (10) | 7 |
Net increase (decrease) in cash and equivalents | (92) | 2,340 |
Cash and equivalents at beginning of period | 4,140 | 2,287 |
Cash and equivalents at end of period | $ 4,048 | $ 4,627 |
Business and Basis of Presentat
Business and Basis of Presentation | 9 Months Ended |
Jun. 01, 2017 | |
Accounting Policies [Abstract] | |
Business and Basis of Presentation | Business and Basis of Presentation We are a world leader in innovative memory solutions. Through our global brands – Micron ® , Crucial ® , Lexar ® , and Ballistix ® – our broad portfolio of high-performance memory technologies, including DRAM, NAND, NOR Flash, and 3D XPoint™ memory, is transforming how the world uses information. Backed by more than 35 years of technology leadership, our memory solutions enable the world's most innovative computing, consumer, enterprise storage, data center, mobile, embedded, and automotive applications. The accompanying consolidated financial statements include the accounts of Micron and our consolidated subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America consistent in all material respects with those applied in our Annual Report on Form 10-K for the year ended September 1, 2016. In the opinion of our management, the accompanying unaudited consolidated financial statements contain all necessary adjustments, consisting of a normal recurring nature, to fairly state the financial information set forth herein. Certain reclassifications have been made to prior period amounts to conform to current period presentation. Our fiscal year is the 52 or 53-week period ending on the Thursday closest to August 31. Fiscal years 2017 and 2016 each contain 52 weeks. All period references are to our fiscal periods unless otherwise indicated. These interim financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended September 1, 2016. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Jun. 01, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Variable Interest Entities We have interests in entities that are VIEs. If we are the primary beneficiary of a VIE, we are required to consolidate it. To determine if we are the primary beneficiary, we evaluate whether we have the power to direct the activities that most significantly impact the VIE's economic performance and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our evaluation includes identification of significant activities and an assessment of our ability to direct those activities based on governance provisions and arrangements to provide or receive product and process technology, product supply, operations services, equity funding, financing, and other applicable agreements and circumstances. Our assessments of whether we are the primary beneficiary of our VIEs require significant assumptions and judgments. Unconsolidated VIEs Inotera : Prior to our acquisition of the remaining interest in Inotera on December 6, 2016, Inotera was a VIE because of the terms of its supply agreement with us. We had determined that we did not have the power to direct the activities of Inotera that most significantly impacted its economic performance, primarily due to limitations on our governance rights that required the consent of other parties for key operating decisions and due to Inotera's dependence on Nanya for financing and the ability of Inotera to operate in Taiwan. Therefore, we did not consolidate Inotera and we accounted for our interest under the equity method. (See "Acquisition of Inotera" and "Equity Method Investments – Inotera" notes.) EQUVO : EQUVO HK Limited ("EQUVO"), a special purpose entity, was created to facilitate an equipment sale-leaseback financing transaction between us and a consortium of financial institutions. Neither we nor the financing entities have an equity interest in EQUVO. EQUVO was a VIE because its equity was not sufficient to permit it to finance its activities without additional support from the financing entities and because the third-party equity holder lacked characteristics of a controlling financial interest. By design, the arrangement with EQUVO was merely a financing vehicle and we did not bear any significant risks from variable interests with EQUVO. Therefore, we had determined that we did not have the power to direct the activities of EQUVO that most significantly impact its economic performance and we did not consolidate EQUVO. In February 2017, we completed all of our obligations under the sale-leaseback financing and no longer have any variable interests in EQUVO. SC Hiroshima Energy Corporation : SC Hiroshima Energy Corporation ("SCHE") is an entity created to construct and operate a cogeneration, electrical power plant to support our wafer manufacturing facility in Hiroshima, Japan. We do not have an equity interest in SCHE. SCHE is a VIE due to the nature of its tolling agreements with us and our option to purchase SCHE's assets. We do not control the operation and maintenance of the plant, which we have determined are the activities of SCHE that most significantly impact its economic performance. Therefore, we do not consolidate SCHE. PTI Xi'an : Powertech Technology Inc. Xi'an ("PTI Xi'an") is a wholly-owned subsidiary of Powertech Technology Inc. ("PTI") and was created to provide assembly services to us at our manufacturing site in Xi'an, China. We do not have an equity interest in PTI Xi'an. PTI Xi'an is a VIE because of the terms of its service agreement with us and its dependency on PTI to finance its operations. We have determined that we do not have the power to direct the activities of PTI Xi'an that most significantly impact its economic performance, primarily because we have no governance rights. Therefore, we do not consolidate PTI Xi'an. Consolidated VIE IMFT : IMFT is a VIE because all of its costs are passed to us and its other member, Intel, through product purchase agreements and because IMFT is dependent upon us or Intel for additional cash requirements. The primary activities of IMFT are driven by the constant introduction of product and process technology. Because we perform a significant majority of the technology development, we have the power to direct its key activities. In addition, IMFT manufactures certain products exclusively for us using our technology. We consolidate IMFT because we have the power to direct the activities of IMFT that most significantly impact its economic performance and because we have the obligation to absorb losses and the right to receive benefits from IMFT that could potentially be significant to it. (See "Equity – Noncontrolling Interests in Subsidiaries – IMFT" note.) |
Recently Adopted Accounting Sta
Recently Adopted Accounting Standards | 9 Months Ended |
Jun. 01, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-04 – Simplifying the Test for Goodwill Impairment , which modified the goodwill impairment test and required an entity to write down the carrying value of goodwill up to the amount by which the carrying amount of a reporting unit exceeded its fair value. We adopted this ASU as of the beginning of the fourth quarter of 2017 in connection with our annual impairment test. The adoption of the ASU itself did not have a material impact on our financial statements. In March 2016, the FASB issued ASU 2016-09 – Improvements to Employee Share-Based Payment Accounting , which simplified several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, forfeitures, and classification within the statement of cash flows. We adopted this ASU as of the beginning of the first quarter of 2017 and elected to account for forfeitures when they occur, on a modified retrospective basis. As a result of the adoption of this ASU, in the first quarter of 2017, we recognized deferred tax assets of $325 million for the excess tax benefits that arose directly from tax deductions related to equity compensation greater than amounts recognized for financial reporting and also recognized an increase of an equal amount in the valuation allowance against those deferred tax assets. The adoption did not have any other material impacts on our financial statements. In April 2015, the FASB issued ASU 2015-05 – Customer's Accounting for Fees Paid in a Cloud Computing Arrangement , which provided additional guidance to customers about whether a cloud computing arrangement included a software license. Under ASU 2015-05, cloud computing arrangements that contain a software license should be accounted for in a manner consistent with the acquisition of other software licenses, otherwise customers should account for the arrangement as a service contract. ASU 2015-05 also removed the requirement to analogize to ASC 840-10 – Leases , to determine the asset acquired in a software licensing arrangement. We adopted this ASU as of the beginning of the first quarter of 2017 on a prospective basis. The adoption of this ASU did not have a material impact on our financial statements. In February 2015, the FASB issued ASU 2015-02 – Amendments to the Consolidation Analysis , which amended the consolidation requirements in Accounting Standards Codification 810 – Consolidation . ASU 2015-02 made targeted amendments to the consolidation guidance for VIEs. We adopted this ASU as of the beginning of the first quarter of 2017 under a modified-retrospective approach. The adoption of this ASU did not have an impact on our financial statements. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended |
Jun. 01, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In November 2016, the FASB issued ASU 2016-18 – Restricted Cash , which requires amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. This ASU will be effective for us in the first quarter of 2019 with early adoption permitted and requires retrospective adoption. We are evaluating the timing of our adoption of this ASU on our financial statements. In October 2016, the FASB issued ASU 2016-16 – Intra-Entity Transfers Other Than Inventory , which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This ASU will be effective for us in the first quarter of 2019 with early adoption permitted and requires modified retrospective adoption. We are evaluating the timing and effects of our adoption of this ASU on our financial statements. In June 2016, the FASB issued ASU 2016-13 – Measurement of Credit Losses on Financial Instruments , which requires a financial asset (or a group of financial assets) measured on the basis of amortized cost to be presented at the net amount expected to be collected. This ASU requires that the income statement reflect the measurement of credit losses for newly recognized financial assets as well as the expected increases or decreases of expected credit losses that have taken place during the period. This ASU requires that credit losses of debt securities designated as available-for-sale be recorded through an allowance for credit losses and limits the credit loss to the amount by which fair value is below amortized cost. This ASU will be effective for us in the first quarter of 2021; however, we are permitted to adopt this ASU as early as the first quarter of 2020. This ASU requires modified retrospective adoption, with prospective adoption for debt securities for which an other-than-temporary impairment had been recognized before the effective date. We are evaluating the timing and effects of our adoption of this ASU on our financial statements. In February 2016, the FASB issued ASU 2016-02 – Leases , which amends a number of aspects of lease accounting, including requiring lessees to recognize operating leases with a term greater than one year on their balance sheet as a right-of-use asset and corresponding liability, measured at the present value of the lease payments. This ASU will be effective for us in the first quarter of 2020 with early adoption permitted and requires modified retrospective adoption. The adoption of this ASU will result in an increase to our consolidated balance sheets for these right-of-use assets and corresponding liabilities. We are evaluating the timing and other effects of our adoption of this ASU on our financial statements. In January 2016, the FASB issued ASU 2016-01 – Recognition and Measurement of Financial Assets and Financial Liabilities , which provides guidance for the recognition, measurement, presentation, and disclosure of financial assets and liabilities. This ASU will be effective for us in the first quarter of 2019 and requires modified retrospective adoption. We are evaluating the effects of our adoption of this ASU on our financial statements. In May 2014, the FASB issued ASU 2014-09 – Revenue from Contracts with Customers , which supersedes nearly all existing revenue recognition guidance under generally accepted accounting principles in the U.S. The core principal of this ASU, as amended, is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. We are required to adopt this ASU in the first quarter of 2019; however, we are permitted to adopt this ASU as early as the first quarter of 2018. This ASU allows for either full retrospective or modified retrospective adoption. We expect that, as a result of the adoption of this ASU, the timing of recognizing revenue from sales of products to our distributors under agreements allowing rights of return or price protection will be generally earlier than under the existing revenue recognition guidance. After adoption, the impact of this change in any reporting period would be the net effect of changes to revenue recognized as of the beginning and end of each period. Revenue recognized upon resale by our customers with these rights was 19% and 21% of total sales for the third quarter and first nine months of 2017 , respectively, and 26% and 24% for the third quarter and first nine months of 2016 , respectively. We are evaluating the timing, method, and other effects of our adoption of this ASU on our financial statements. |
Acquisition of Inotera
Acquisition of Inotera | 9 Months Ended |
Jun. 01, 2017 | |
Inotera | |
Business Acquisition [Line Items] | |
Acquisition of Inotera | Acquisition of Inotera Through December 6, 2016, we held a 33% ownership interest in Inotera, now known as Micron Technology Taiwan, Inc. ("MTTW"), Nanya and certain of its affiliates held a 32% ownership interest, and the remaining ownership interest was publicly held. On December 6, 2016, we acquired the 67% remaining interest in Inotera not owned by us (the "Inotera Acquisition") and began consolidating Inotera's operating results. The cash paid for the Inotera Acquisition was funded, in part, with proceeds from the 2021 MSTW Term Loan and the sale of the Micron Shares (as defined below) to Nanya. Inotera manufactures DRAM products at its 300mm wafer fabrication facility in Taoyuan City, Taiwan, and sold such products exclusively to us through supply agreements. SG&A expenses for the first six months of 2017 and for full fiscal 2016 included transaction costs of $13 million and $3 million , respectively, incurred in connection with the Inotera Acquisition. In connection with the Inotera Acquisition, we revalued our previously-held 33% equity interest to its fair value. In determining the fair value, we used various valuation techniques, including the share price of Inotera prior to the announcement of the Inotera Acquisition and discounted cash flow projections using inputs including discount rate and terminal growth rate (Level 3). As a result, we recognized a non-operating gain of $71 million in the second quarter of 2017. In connection with the Inotera Acquisition, we sold 58 million shares of our common stock to Nanya (the "Micron Shares") and received cash proceeds of $986 million . Because the sale of the Micron Shares to Nanya was contemporaneous with, and contingent upon, the closing the Inotera Acquisition, the issuance of the Micron Shares was treated in purchase accounting as a non-cash exchange for a portion of the shares of Inotera held by Nanya. The Micron Shares were issued in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended, and subject to certain restrictions on transfers. To reflect the lack of transferability, the fair value of the Micron Shares (based on the trading price of our common stock on the acquisition date) was reduced by a discount of $81 million , based on the implied volatility derived from traded options on our stock and on the duration of the lack of transferability (Level 2). We provisionally estimated the fair value of the Inotera assets acquired and liabilities assumed as of the December 6, 2016 acquisition date. In the third quarter of 2017, we incorporated additional information in our analysis about facts and circumstances that existed as of the acquisition date and adjusted our provisional values, which resulted in a decrease in the amount of purchase price allocated to property, plant, and equipment of $59 million and increases in the amounts allocated to other noncurrent assets of $13 million , deferred income taxes of $8 million , and goodwill of $38 million . The allocation of purchase price to assets acquired and liabilities assumed of Inotera could further change as additional information becomes available. The consideration and provisional valuation of assets acquired and liabilities assumed, as adjusted in the third quarter of 2017, are as follows: Consideration Cash paid for Inotera Acquisition $ 4,099 Less cash received from selling Micron Shares (986 ) Net cash paid for Inotera Acquisition 3,113 Fair value of our previously-held equity interest in Inotera 1,441 Fair value of Micron Shares exchanged for Inotera shares 995 Other 3 Payments attributed to intercompany balances with Inotera (361 ) $ 5,191 Assets acquired and liabilities assumed Cash and equivalents $ 118 Inventories 285 Other current assets 27 Property, plant, and equipment 3,722 Deferred tax assets 82 Goodwill 1,124 Other noncurrent assets 130 Accounts payable and accrued expenses (232 ) Debt (56 ) Other noncurrent liabilities (9 ) $ 5,191 As a result of the Inotera Acquisition, we expect to experience greater operational flexibility to drive new technology in products manufactured by Inotera, optimize the deployment of our cash flows across our operations, and enhance our ability to adapt our product offerings to changes in market conditions. As a result of these synergies, we allocated goodwill of $829 million , $198 million , and $97 million to CNBU, MBU, and EBU, respectively. Goodwill resulting from the Inotera Acquisition is not deductible for Taiwan corporate income tax purposes; however, it is deductible for Taiwan surtax purposes. Unaudited Pro Forma Financial Information The following unaudited pro forma financial information presents the combined results of operations as if the Inotera Acquisition had occurred on September 4, 2015. The pro forma financial information includes the accounting effects of the business combination, including adjustments for depreciation of property, plant, and equipment, interest expense, elimination of intercompany activities, and revaluation of inventories. The unaudited pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the Inotera Acquisition occurred on September 4, 2015. Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net sales $ 5,566 $ 2,869 $ 14,179 $ 9,141 Net income (loss) 1,696 (303 ) 2,776 (351 ) Net income (loss) attributable to Micron 1,696 (303 ) 2,776 (352 ) Earnings (loss) per share Basic 1.53 (0.28 ) 2.52 (0.32 ) Diluted 1.44 (0.28 ) 2.39 (0.32 ) The unaudited pro forma financial information for 2017 includes our results for the quarter and nine months ended June 1, 2017 (which includes the results of Inotera since our acquisition of Inotera on December 6, 2016), the results of Inotera for the three months ended November 30, 2016, and the adjustments described above. The pro forma information for 2016 includes our results for the quarter and nine months ended June 2, 2016 , the results of Inotera for the quarter and nine months ended May 31, 2016, and the adjustments described above. Technology Transfer and License Agreements with Nanya Effective December 6, 2016, under the terms of technology transfer and license agreements, Nanya has options to require us to transfer to Nanya for Nanya's use certain technology and deliverables related to the next DRAM process node generation after our 20nm process node (the "1X Process Node") and the next DRAM process node generation after the 1X Process Node. Under the terms of the agreements, Nanya would pay royalties to us for a license to the transferred technologies based on revenues from products utilizing the technologies, subject to specified caps, and we would also receive an equity interest in Nanya upon the achievement of certain milestones. |
Cash and Investments
Cash and Investments | 9 Months Ended |
Jun. 01, 2017 | |
Investments [Abstract] | |
Cash and Investments | Cash and Investments Cash and equivalents and the fair values of our available-for-sale investments, which approximated amortized costs, were as follows: As of June 1, 2017 September 1, 2016 Cash and Equivalents Short-term Investments Long-term Marketable Investments (1) Total Fair Value Cash and Equivalents Short-term Investments Long-term Marketable Investments (1) Total Fair Value Cash $ 2,110 $ — $ — $ 2,110 $ 2,258 $ — $ — $ 2,258 Level 1 (2) Money market funds 1,528 — — 1,528 1,507 — — 1,507 Level 2 (3) Corporate bonds — 172 256 428 — 142 235 377 Certificates of deposit 380 9 8 397 373 33 — 406 Government securities 6 61 76 143 2 62 82 146 Asset-backed securities — 4 131 135 — 12 97 109 Commercial paper 24 36 — 60 — 9 — 9 $ 4,048 $ 282 $ 471 $ 4,801 $ 4,140 $ 258 $ 414 $ 4,812 (1) The maturities of long-term marketable investments range from one to four years. (2) The fair value of Level 1 securities is measured based on quoted prices in active markets for identical assets. (3) The fair value of Level 2 securities is measured using information obtained from pricing services, which obtain quoted market prices for similar instruments, non-binding market consensus prices that are corroborated by observable market data, or various other methodologies, to determine the appropriate value at the measurement date. We perform supplemental analysis to validate information obtained from these pricing services. No adjustments were made to such pricing information as of June 1, 2017 . Proceeds from sales of available-for-sale securities were $194 million and $742 million for the third quarter and first nine months of 2017 , respectively, and $902 million and $1.89 billion for the third quarter and first nine months of 2016 , respectively. Gross realized gains and losses from sales of available-for-sale securities were not material for any period presented. As of June 1, 2017 , there were no available-for-sale securities that had been in a loss position for longer than 12 months. Restricted cash, included in other noncurrent assets and excluded from the table above, was $98 million and $122 million as of June 1, 2017 and September 1, 2016 , respectively. |
Receivables
Receivables | 9 Months Ended |
Jun. 01, 2017 | |
Receivables [Abstract] | |
Receivables | Receivables As of June 1, September 1, Trade receivables $ 3,188 $ 1,765 Income and other taxes 90 119 Other 219 184 $ 3,497 $ 2,068 |
Inventories
Inventories | 9 Months Ended |
Jun. 01, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories As of June 1, September 1, Finished goods $ 857 $ 899 Work in process 1,901 1,761 Raw materials and supplies 306 229 $ 3,064 $ 2,889 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Jun. 01, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment As of September 1, Additions Retirements and Other June 1, Land $ 145 $ 205 $ (5 ) $ 345 Buildings 6,653 946 (30 ) 7,569 Equipment (1) 25,910 5,934 (495 ) 31,349 Construction in progress (2) 475 56 33 564 Software 422 21 (1 ) 442 33,605 7,162 (498 ) 40,269 Accumulated depreciation (18,919 ) (2,714 ) 378 (21,255 ) $ 14,686 $ 4,448 $ (120 ) $ 19,014 (1) Included costs related to equipment not placed into service of $731 million and $1.47 billion as of June 1, 2017 and September 1, 2016 , respectively. (2) Included building-related construction and tool installation costs for assets not placed into service. Depreciation expense was $994 million and $2.71 billion for the third quarter and first nine months of 2017 , respectively, and $725 million and $2.18 billion for the third quarter and first nine months of 2016 , respectively. In the fourth quarter of 2016, we revised the estimated useful lives of equipment in our DRAM wafer fabrication facilities from five to seven years, which reduced depreciation costs by approximately $100 million per quarter in 2017 . |
Equity Method Investments
Equity Method Investments | 9 Months Ended |
Jun. 01, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments As of June 1, 2017 September 1, 2016 Investment Balance Ownership Percentage Investment Balance Ownership Percentage Inotera $ — — % $ 1,314 33 % Tera Probe — — % 36 40 % Other 15 Various 14 Various $ 15 $ 1,364 Equity in net income (loss) of equity method investees, net of tax, included the following: Quarter ended Nine months ended June 1, June 2, June 1, June 2, Inotera $ — $ (19 ) $ 9 $ 35 Tera Probe 2 (22 ) (3 ) (16 ) Other — 1 1 5 $ 2 $ (40 ) $ 7 $ 24 Inotera We held a 33% interest in Inotera, a Taiwan DRAM memory company, through December 6, 2016, at which time we acquired the remaining 67% interest in Inotera. Historically, we accounted for our interest in Inotera on a two-month lag under the equity method. As a result of the Inotera Acquisition, we account for Inotera without a lag, consistent with our other wholly-owned subsidiaries. From January 2013 through December 2015, we purchased all of Inotera's DRAM output under supply agreements at prices reflecting discounts from market prices for our comparable components. After December 2015 and until our acquisition of the remaining interest in Inotera, the price for DRAM products purchased by us was based on a formula that equally shared margin between Inotera and us. We purchased $504 million of DRAM products from Inotera in the first quarter of 2017 and $348 million and $1.05 billion in the third quarter and first nine months of 2016 , respectively. Tera Probe In the third quarter of 2017, we sold our 40% interest in Tera Probe, which provides semiconductor wafer testing and probe services to us and others, in a transaction that included the pending sale of our assembly and test facility located in Akita, Japan. (See "Restructure and Asset Impairments" note.) In the first quarter of 2017 and third quarter of 2016, we recorded impairment charges of $16 million and $25 million , respectively, within equity in net income (loss) of equity method investees to write down the carrying value of our investment in Tera Probe to its then fair value based on its trading price (Level 1). We incurred manufacturing costs for services performed by Tera Probe of $15 million and $47 million in the third quarter and first nine months of 2017 , respectively, and $19 million and $58 million in the third quarter and first nine months of 2016 , respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Jun. 01, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill As of June 1, 2017 September 1, 2016 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization Amortizing assets Product and process technology $ 756 $ (459 ) $ 757 $ (402 ) Other 1 (1 ) 1 — 757 (460 ) 758 (402 ) Non-amortizing assets In-process R&D 108 — 108 — Total intangible assets $ 865 $ (460 ) $ 866 $ (402 ) Goodwill $ 1,228 $ 104 During the first nine months of 2017 and 2016 , we capitalized $22 million and $24 million , respectively, for product and process technology with weighted-average useful lives of 10 years. Amortization expense was $27 million and $81 million for the third quarter and first nine months of 2017 , respectively, and $30 million and $90 million for the third quarter and first nine months of 2016 , respectively. Expected amortization expense is $28 million for the remainder of 2017 , $97 million for 2018 , $48 million for 2019 , $31 million for 2020 , and $26 million for 2021 . |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 9 Months Ended |
Jun. 01, 2017 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses As of June 1, September 1, Accounts payable $ 1,494 $ 1,186 Property, plant, and equipment payables 1,096 1,649 Salaries, wages, and benefits 505 289 Customer advances 156 132 Income and other taxes 104 41 Related party payables — 273 Other 301 309 $ 3,656 $ 3,879 As of September 1, 2016 , related party payables included $266 million due to Inotera primarily for the purchase of DRAM products. |
Debt
Debt | 9 Months Ended |
Jun. 01, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt As of June 1, 2017 September 1, 2016 Stated Rate Effective Rate Current Long-Term Total Current Long-Term Total MMJ creditor installment payments N/A 6.52 % $ 154 $ 465 $ 619 $ 189 $ 680 $ 869 Capital lease obligations N/A 3.64 % 355 917 1,272 380 1,026 1,406 2021 MSAC senior secured term loan 3.467 % 3.76 % 38 583 621 — — — 2021 MSTW senior secured term loan 2.852 % 3.02 % — 2,643 2,643 — — — 2022 senior notes 5.875 % 6.14 % — 591 591 — 590 590 2022 senior secured term loan B 3.550 % 3.97 % 5 726 731 5 730 735 2023 senior notes 5.250 % 5.43 % — 991 991 — 990 990 2023 senior secured notes 7.500 % 7.69 % — 1,238 1,238 — 1,237 1,237 2024 senior notes 5.250 % 5.38 % — 546 546 — 546 546 2025 senior notes 5.500 % 5.56 % — 515 515 — 1,139 1,139 2026 senior notes 5.625 % 5.73 % — 128 128 — 446 446 2032C convertible senior notes (1) 2.375 % 5.95 % — 209 209 — 204 204 2032D convertible senior notes (1) 3.125 % 6.33 % — 157 157 — 154 154 2033E convertible senior notes (1) 1.625 % 4.50 % 169 — 169 — 168 168 2033F convertible senior notes (1) 2.125 % 4.93 % 276 — 276 — 271 271 2043G convertible senior notes 3.000 % 6.76 % — 668 668 — 657 657 Other notes payable 2.038 % 2.57 % 164 108 272 182 316 498 $ 1,161 $ 10,485 $ 11,646 $ 756 $ 9,154 $ 9,910 (1) Since the closing price of our common stock exceeded 130% of the conversion price per share for at least 20 trading days in the 30 trading day period ended on March 31, 2017, these notes are convertible by the holders through the calendar quarter ending June 30, 2017. The closing price of our common stock also exceeded the thresholds for the calendar quarter ended June 30, 2017; therefore, these notes are convertible by the holders through September 30, 2017. The 2033 Notes were classified as current as of June 1, 2017 because the terms of these notes require us to pay cash for the principal amount of any converted notes and holders of these notes had the right to convert their notes as of that date. In addition, the holders of the 2033E Notes can require us to repurchase for cash all or a portion of the 2033E Notes on February 15, 2018. Debt Restructure On April 11, 2017, we repurchased $631 million of principal amount of our 2025 Notes (carrying value of $625 million ) and $321 million of principal amount of our 2026 Notes (carrying value of $318 million ) for an aggregate of $1.00 billion in cash. In connection with the transactions, we recognized a non-operating loss of $60 million in the third quarter of 2017. Capital Lease Obligations In the third quarter of 2017 , we recorded capital lease obligations aggregating $84 million at a weighted-average effective interest rate of 6.5% and a weighted-average expected term of 5 years. In the first nine months of 2017 , we recorded capital lease obligations aggregating $217 million . 2021 MSAC Senior Secured Term Loan In November 2016, we entered into a five -year variable-rate facility agreement to obtain up to $800 million of financing, collateralized by certain production equipment. On March 6, 2017 and December 2, 2016, we drew $175 million and $450 million , respectively, under the 2021 MSAC Term Loan. On June 5, 2017, subsequent to the end of our third quarter of 2017, we drew the remaining $175 million under this facility. Interest is payable quarterly at a per annum rate equal to three -month LIBOR plus 2.4% . Principal is payable in 16 equal quarterly installments beginning in March 2018. The 2021 MSAC Term Loan contains covenants which are customary for financings of this type, including negative covenants that limit or restrict our ability to create liens or dispose of the equipment securing the facility agreement. The 2021 MSAC Term Loan also contains a covenant that the ratio of the outstanding loan to the fair value of the equipment collateralizing the loan not exceed 0.8 . If such ratio is exceeded, we are required to grant a security interest in additional equipment and/or prepay the 2021 MSAC Term Loan in an amount sufficient to reduce such ratio to 0.8 or less. The 2021 MSAC Term Loan also contains customary events of default which could result in the acceleration of all amounts to be immediately due and payable. The 2021 MSAC Term Loan is guaranteed by Micron. 2021 MSTW Senior Secured Term Loan In connection with the Inotera Acquisition, on December 6, 2016, we drew 80 billion New Taiwan dollars under a collateralized, five -year term loan that bears interest at a variable per annum rate equal to the three -month or six -month TAIBOR, at our option, plus a margin of 2.05% . Principal under the 2021 MSTW Term Loan is payable in six equal semi-annual installments, commencing in June 2019, through December 2021. The 2021 MSTW Term Loan is collateralized by certain assets, including a real estate mortgage on MTTW's main production facility and site, a chattel mortgage over certain equipment of MTTW, all of the stock of our MSTW subsidiary, and the 82% of stock of MTTW owned by MSTW. The 2021 MSTW Term Loan is guaranteed by Micron. The 2021 MSTW Term Loan contains affirmative and negative covenants, including covenants that limit or restrict our ability to create liens in or dispose of collateral securing obligations under the 2021 MSTW Term Loan, mergers involving MSTW and/or MTTW, loans or guarantees to third parties by MTTW and/or MSTW, and MSTW's and/or MTTW's distribution of cash dividends. The 2021 MSTW Term Loan also contains financial covenants, which are tested semi-annually, as follows: • MSTW must maintain a consolidated ratio of total liabilities to adjusted EBITDA not higher than 5.5 x in 2017 and 2018, and not higher than 4.5 x in 2019 through 2021; • MSTW must maintain adjusted consolidated tangible net worth of not less than 4.0 billion New Taiwan dollars in 2017 and 2018, not less than 6.5 billion New Taiwan dollars in 2019 and 2020, and not less than 12.0 billion New Taiwan dollars in 2021; • on a consolidated basis, Micron must maintain a ratio of total liabilities to adjusted EBITDA not higher than 3.5 x in 2017, not higher than 3.0 x in 2018 and 2019, and not higher than 2.5 x in 2020 and 2021; and • on a consolidated basis, Micron must maintain adjusted tangible net worth not less than $9.0 billion in 2017, not less than $12.5 billion in 2018 and 2019, and not less than $16.5 billion in 2020 and 2021. If MSTW fails to maintain a required financial covenant, the interest rate will be increased by 0.25% until such time as the required financial ratios are maintained. If MSTW's failure continues for two consecutive semi-annual periods, such failure will constitute an event of default that could result in all obligations owed under the 2021 MSTW Term Loan being accelerated to be immediately due and payable. Micron's failure to maintain a required financial covenant will only result in a 0.25% increase to the interest rate but will not constitute an event of default. The 2021 MSTW Term Loan also contains customary events of default. Convertible Senior Notes As of June 1, 2017 , the trading price of our common stock was higher than the initial conversion prices of our convertible notes. As a result, the conversion values for these notes exceeded the principal amounts by $1.77 billion as of June 1, 2017 . 2022 Senior Secured Term Loan B Repricing Amendment On April 26, 2017, we amended our 2022 Term Loan B, substantially all of which was treated as a debt modification, to reduce the margins added to the base rate from 2.75% to 1.5% and to the adjusted LIBOR rate from 3.75% to 2.5% . In October 2016, we amended our 2022 Term Loan B, substantially all of which was treated as a debt modification, to reduce the margins added to the base rate from 5.00% to 2.75% and to the adjusted LIBOR rate from 6.00% to 3.75% . |
Contingencies
Contingencies | 9 Months Ended |
Jun. 01, 2017 | |
Loss Contingency [Abstract] | |
Contingencies | Contingencies We have accrued a liability and charged operations for the estimated costs of adjudication or settlement of various asserted and unasserted claims existing as of the balance sheet date, including those described below. We are currently a party to other legal actions arising from the normal course of business, none of which is expected to have a material adverse effect on our business, results of operations, or financial condition. Patent Matters As is typical in the semiconductor and other high-tech industries, from time to time others have asserted, and may in the future assert, that our products or manufacturing processes infringe their intellectual property rights. On November 21, 2014, Elm 3DS Innovations, LLC ("Elm") filed a patent infringement action against Micron, MSP, and Micron Consumer Products Group, Inc. in the U.S. District Court for the District of Delaware. On March 27, 2015, Elm filed an amended complaint against the same entities. The amended complaint alleges that unspecified semiconductor products of ours that incorporate multiple stacked die infringe thirteen U.S. patents and seeks damages, attorneys' fees, and costs. On December 15, 2014, Innovative Memory Solutions, Inc. filed a patent infringement action against Micron in the U.S. District Court for the District of Delaware. The complaint alleges that a variety of our NAND products infringe eight U.S. patents and seeks damages, attorneys' fees, and costs. On June 24, 2016, the President and Fellows of Harvard University filed a patent infringement action against Micron in the U.S. District Court for the District of Massachusetts. The complaint alleges that a variety of our DRAM products infringe two U.S. patents and seeks damages, injunctive relief, and other unspecified relief. Among other things, the above lawsuits pertain to certain of our DDR DRAM, DDR2 DRAM, DDR3 DRAM, DDR4 DRAM, SDR SDRAM, PSRAM, RLDRAM, LPDRAM, NAND, and certain other memory products we manufacture, which account for a significant portion of our net sales. We are unable to predict the outcome of assertions of infringement made against us and therefore cannot estimate the range of possible loss. A determination that our products or manufacturing processes infringe the intellectual property rights of others or entering into a license agreement covering such intellectual property could result in significant liability and/or require us to make material changes to our products and/or manufacturing processes. Any of the foregoing could have a material adverse effect on our business, results of operations, or financial condition. Qimonda On January 20, 2011, Dr. Michael Jaffé, administrator for Qimonda insolvency proceedings, filed suit against Micron and Micron Semiconductor B.V., our Netherlands subsidiary ("Micron B.V."), in the District Court of Munich, Civil Chamber. The complaint seeks to void under Section 133 of the German Insolvency Act a share purchase agreement between Micron B.V. and Qimonda signed in fall 2008 pursuant to which Micron B.V. purchased substantially all of Qimonda's shares of Inotera (the "Inotera Shares"), representing approximately 18% of Inotera's outstanding shares as of June 1, 2017 and seeks an order requiring us to re-transfer those shares to the Qimonda estate. The complaint also seeks, among other things, to recover damages for the alleged value of the joint venture relationship with Inotera and to terminate under Sections 103 or 133 of the German Insolvency Code a patent cross-license between us and Qimonda entered into at the same time as the share purchase agreement. Following a series of hearings with pleadings, arguments, and witnesses on behalf of the Qimonda estate, on March 13, 2014, the Court issued judgments: (1) ordering Micron B.V. to pay approximately $1 million in respect of certain Inotera shares sold in connection with the original share purchase; (2) ordering Micron B.V. to disclose certain information with respect to any Inotera Shares sold by it to third parties; (3) ordering Micron B.V. to disclose the benefits derived by it from ownership of the Inotera Shares, including in particular, any profits distributed on such shares and all other benefits; (4) denying Qimonda's claims against Micron for any damages relating to the joint venture relationship with Inotera; and (5) determining that Qimonda's obligations under the patent cross-license agreement are canceled. In addition, the Court issued interlocutory judgments ordering, among other things: (1) that Micron B.V. transfer to the Qimonda estate the Inotera Shares still owned by it and pay to the Qimonda estate compensation in an amount to be specified for any Inotera Shares sold to third parties; and (2) that Micron B.V. pay the Qimonda estate as compensation an amount to be specified for benefits derived by it from ownership of the Inotera Shares. The interlocutory judgments have no immediate, enforceable effect on us, and, accordingly, we expect to be able to continue to operate with full control of the Inotera Shares subject to further developments in the case. We have filed a notice of appeal, and the parties have submitted briefs to the appeals court. We are unable to predict the outcome of the matter and therefore cannot estimate the range of possible loss. The final resolution of this lawsuit could result in the loss of the Inotera Shares or monetary damages, unspecified damages based on the benefits derived by Micron B.V. from the ownership of the Inotera Shares, and/or the termination of the patent cross-license, which could have a material adverse effect on our business, results of operation, or financial condition. Other In the normal course of business, we are a party to a variety of agreements pursuant to which we may be obligated to indemnify the other party. It is not possible to predict the maximum potential amount of future payments under these types of agreements due to the conditional nature of our obligations and the unique facts and circumstances involved in each particular agreement. Historically, our payments under these types of agreements have not had a material adverse effect on our business, results of operations, or financial condition. |
Redeemable Convertible Notes
Redeemable Convertible Notes | 9 Months Ended |
Jun. 01, 2017 | |
Temporary Equity [Abstract] | |
Redeemable Convertible Notes | Redeemable Convertible Notes Under the terms of the indentures governing the 2033 Notes, upon conversion, we would be required to pay cash equal to the lesser of (1) the aggregate principal amount or (2) the conversion value of the notes being converted. To the extent the conversion value exceeds the principal amount, we could pay cash, shares of common stock, or a combination thereof, at our option, for the amount of such excess. The closing price of our common stock met the thresholds for conversion for the calendar quarter ended March 31, 2017; therefore, the 2033 Notes were convertible by the holders as of June 1, 2017. As a result, the 2033 Notes were classified as current debt and the aggregate difference between the principal amount and the carrying value of $25 million was classified as redeemable convertible notes in the accompanying consolidated balance sheet as of June 1, 2017. The closing price of our common stock did not meet the thresholds for the calendar quarter ended June 30, 2016; therefore, the 2033 Notes were not convertible by the holders as of September 1, 2016. Therefore, as of September 1, 2016 , the 2033 Notes had been classified as noncurrent debt and the aggregate difference between the principal amount and the carrying value had been classified as additional capital. |
Equity
Equity | 9 Months Ended |
Jun. 01, 2017 | |
Equity [Abstract] | |
Equity | Equity Micron Shareholders' Equity Treasury Stock : In connection with the Inotera Acquisition, in the second quarter of 2017, we sold 58 million shares of our common stock to Nanya for $986 million in cash, of which 54 million shares were issued from treasury stock. As a result, in the second quarter of 2017, treasury stock decreased by $1.03 billion , while retained earnings decreased by $104 million for the difference between the carrying value of the treasury stock and its $925 million fair value. Outstanding Capped Calls : Our capped calls are intended to reduce the effect of potential dilution from our convertible notes and provide for our receipt of cash or shares, at our election, from our counterparties if the trading price of our stock is above strike prices on the expiration dates. As of June 1, 2017 , the dollar value of cash or shares that we would receive from our outstanding capped calls upon their expiration dates range from $0 , if the trading price of our stock is below strike prices for all capped calls at expiration, to $527 million , if the trading price of our stock is at or above the cap prices for all capped calls. Expiration of Capped Calls : In the third quarter of 2017, we cash-settled a portion of our 2032C and 2032D Capped Calls and received $125 million , based on the volume-weighted trading stock prices at the expiration dates. In the second quarter of 2017, we share-settled a portion of our 2032C and 2032D Capped Calls and received 4 million shares of our stock, equal to a value of $67 million , based on the volume-weighted trading stock prices at the expiration dates. The shares received were recorded as treasury stock. Shareholder Rights Agreement : On January 18, 2017, our shareholders approved a Section 382 Rights Agreement (the "Rights Agreement"), under which our shareholders of record as of the close of business on August 1, 2016 received one right for each share of common stock outstanding, which entitles shareholders to purchase additional shares of our common stock at a significant discount in the event of an ownership change. The Rights Agreement is intended to avoid an ownership change, as defined by Section 382 of the Internal Revenue Code of 1986, as amended, and thereby preserve our current ability to utilize certain net operating loss and credit carryforwards. Noncontrolling Interests in Subsidiaries As of June 1, 2017 September 1, 2016 Noncontrolling Interest Balance Noncontrolling Interest Percentage Noncontrolling Interest Balance Noncontrolling Interest Percentage IMFT $ 832 49 % $ 832 49 % Other 16 Various 16 Various $ 848 $ 848 IMFT : Since IMFT's inception in 2006, we have owned 51% of IMFT, a joint venture between us and Intel that manufactures NAND and 3D XPoint memory products exclusively for the members. The members share the output of IMFT generally in proportion to their investment. IMFT is governed by a Board of Managers for which the number of managers appointed by each member varies based on the members' respective ownership interests. The IMFT joint venture agreement extends through 2024 and includes certain buy-sell rights. Through December 2018, Intel can put to us, and from January 2019 through December 2021, we can call from Intel, Intel's interest in IMFT, in either case, for an amount equal to the noncontrolling interest balance attributable to Intel at such time either member exercises its right. If Intel exercises its put right, we can elect to set the closing date of the transaction to be any time within two years following such election by Intel and can elect to receive financing of the purchase price from Intel for one to two years from the closing date. Creditors of IMFT have recourse only to IMFT's assets and do not have recourse to any other of our assets. In the third quarter of 2016, IMFT distributed $36 million and $34 million of cash to us and Intel, respectively, and in first nine months of 2016, we and Intel contributed $38 million and $37 million , respectively, to IMFT. IMFT manufactures memory products using designs and technology we develop with Intel. We generally share with Intel the costs of product design and process development activities for NAND and 3D XPoint memory at IMFT and our other facilities. Our R&D expenses were reduced by reimbursements from Intel of $47 million and $162 million for the third quarter and first nine months of 2017 , respectively, and $54 million and $153 million for the third quarter and first nine months of 2016 , respectively. Non-Trade sales primarily consists of NAND and 3D XPoint products manufactured and sold to Intel through IMFT at long-term negotiated prices approximating cost and were $138 million and $419 million for the third quarter and first nine months of 2017 , respectively, and $120 million and $372 million for the third quarter and first nine months of 2016 , respectively. The following table presents the assets and liabilities of IMFT included in our consolidated balance sheets: As of June 1, September 1, Assets Cash and equivalents $ 113 $ 98 Receivables 84 89 Inventories 120 68 Other current assets 4 6 Total current assets 321 261 Property, plant, and equipment, net 1,748 1,792 Other noncurrent assets 49 50 Total assets $ 2,118 $ 2,103 Liabilities Accounts payable and accrued expenses $ 215 $ 175 Deferred income 6 7 Current debt 19 16 Total current liabilities 240 198 Long-term debt 80 66 Other noncurrent liabilities 89 94 Total liabilities $ 409 $ 358 Amounts exclude intercompany balances that were eliminated in our consolidated balance sheets. Restrictions on Net Assets As a result of the corporate reorganization proceedings the MMJ Companies initiated in March 2012, and for so long as such proceedings continue, the MMJ Group is subject to certain restrictions on dividends, loans, and advances. In addition, the 2021 MSTW Term Loan contains covenants that limit or restrict the ability of MSTW and/or MTTW to distribute cash dividends. Also, our ability to access the cash and other assets of IMFT through dividends, loans, or advances, including to finance our other operations, is limited and is subject to agreement by Intel. As a result, our total restricted net assets (excluding intercompany balances and noncontrolling interests) as of June 1, 2017 were $3.48 billion for the MMJ Group, $2.55 billion for MSTW and MTTW, and $877 million for IMFT. As of June 1, 2017 , the MMJ Group held cash and equivalents of $595 million , MSTW and MTTW held $261 million , and IMFT held $113 million . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 01, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements All of our marketable debt and equity investments (excluding equity method investments) were classified as available-for-sale and carried at fair value. Amounts reported as cash and equivalents, receivables, and accounts payable and accrued expenses approximate fair value. The estimated fair value and carrying value of debt instruments (excluding the carrying value of the equity and mezzanine equity components of our convertible notes) were as follows: As of June 1, 2017 September 1, 2016 Fair Value Carrying Value Fair Value Carrying Value Notes and MMJ creditor installment payments $ 9,307 $ 8,895 $ 7,257 $ 7,050 Convertible notes 3,747 1,479 2,408 1,454 The fair values of our convertible notes were determined based on inputs that were observable in the market or that could be derived from, or corroborated with, observable market data, including the trading price of our convertible notes when available, our stock price, and interest rates based on similar debt issued by parties with credit ratings similar to ours (Level 2). The fair values of our other debt instruments were estimated based on discounted cash flows using inputs that were observable in the market or that could be derived from, or corroborated with, observable market data, including the trading price of our notes, when available, and interest rates based on similar debt issued by parties with credit ratings similar to ours (Level 2). |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Jun. 01, 2017 | |
Derivative Instrument Detail [Abstract] | |
Derivative Instruments | Derivative Instruments We use derivative instruments to manage our exposure to changes in currency exchange rates from our monetary assets and liabilities denominated in currencies other than the U.S. dollar. We do not use derivative instruments for speculative purpose. Derivative Instruments without Hedge Accounting Designation Currency Derivatives : To hedge our exposures of monetary assets and liabilities to changes in currency exchange rates, we generally utilize a rolling hedge strategy with currency forward contracts that mature within nine months. In addition, to mitigate the risk of the yen strengthening against the U.S. dollar on our MMJ creditor installment payments due in December 2017 and 2018, we entered into forward contracts to purchase 18 billion yen in December 2017 and 28 billion yen in December 2018. At the end of each reporting period, monetary assets and liabilities denominated in currencies other than the U.S. dollar are remeasured into U.S. dollars and the associated outstanding forward contracts are marked to market. Currency forward contracts are valued at fair values based on the middle of bid and ask prices of dealers or exchange quotations (Level 2). Total notional amounts and gross fair values for derivative instruments without hedge accounting designation were as follows: Notional Amount (in U.S. Dollars) Fair Value Current Assets (1) Current Liabilities (2) As of June 1, 2017 New Taiwan dollar $ 3,083 $ 49 $ — Yen 1,177 4 (1 ) Singapore dollar 389 1 — Euro 193 1 — Other 45 — — $ 4,887 $ 55 $ (1 ) As of September 1, 2016 Yen $ 1,668 $ — $ (10 ) Singapore dollar 206 — — Euro 93 — — Other 85 — (1 ) $ 2,052 $ — $ (11 ) (1) Included in receivables – other. (2) Included in accounts payable and accrued expenses – other. Realized and unrealized gains and losses on derivative instruments without hedge accounting designation as well as the change in the underlying monetary assets and liabilities due to changes in currency exchange rates are included in other non-operating income (expense). For derivative instruments without hedge accounting designation, we recognized net gains of $70 million and net losses of $47 million for the third quarter and first nine months of 2017 , respectively, and net gains of $42 million and $113 million for the third quarter and first nine months of 2016 , respectively. Derivative Instruments with Cash Flow Hedge Accounting Designation Currency Derivatives : We utilize currency forward contracts that generally mature within 12 months to hedge our exposure to changes in cash flows from changes in currency exchange rates for certain capital expenditures. Currency forward contracts are measured at fair value based on market-based observable inputs including currency exchange spot and forward rates, interest rates, and credit-risk spreads (Level 2). For derivative instruments designated as cash flow hedges, the effective portion of the realized and unrealized gain or loss on the derivatives is included as a component of accumulated other comprehensive income (loss). Amounts in accumulated other comprehensive income (loss) are reclassified into earnings in the same line items and in the same periods in which the underlying transactions affect earnings. The ineffective and excluded portion of the realized and unrealized gain or loss is included in other non-operating income (expense). Total notional amounts and gross fair values for derivative instruments with cash flow hedge accounting designation were as follows: Notional Amount (in U.S. Dollars) Fair Value Current Assets (1) Current Liabilities (2) As of June 1, 2017 Euro $ 129 $ 5 $ — Yen 86 1 (1 ) $ 215 $ 6 $ (1 ) As of September 1, 2016 Euro $ 65 $ — $ (1 ) Yen 107 2 (1 ) $ 172 $ 2 $ (2 ) (1) Included in receivables – other. (2) Included in accounts payable and accrued expenses – other. We recognized a gain in accumulated other comprehensive income (loss) from the effective portion of cash flow hedges of $6 million in the third quarter and a loss of $3 million in the first nine months of 2017 , and gains of $4 million and $5 million in the third quarter and first nine months of 2016 , respectively. Neither the ineffective portions of cash flow hedges recognized in other non-operating income (expense) nor amounts reclassified from accumulated other comprehensive income (loss) to earnings were material in the third quarters and first nine months 2017 and 2016 . The amounts from cash flow hedges included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings in the next 12 months are not material. |
Equity Plans
Equity Plans | 9 Months Ended |
Jun. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Plans | Equity Plans As of June 1, 2017 , 100 million shares were available for future awards under our equity plans. Stock Options Quarter ended Nine months ended June 1, June 2, June 1, June 2, Stock options granted 1 1 7 8 Weighted-average grant-date fair value per share $ 11.64 $ 4.92 $ 8.59 $ 6.96 Average expected life in years 5.5 5.6 5.5 5.5 Weighted-average expected volatility 44 % 51 % 46 % 47 % Weighted-average risk-free interest rate 2.0 % 1.3 % 1.8 % 1.7 % Expected dividend yield 0 % 0 % 0 % 0 % Restricted Stock and Restricted Stock Units ("Restricted Stock Awards") Quarter ended Nine months ended June 1, June 2, June 1, June 2, Restricted stock awards granted — — 8 9 Weighted-average grant-date fair value per share $ 27.75 $ 10.35 $ 19.10 $ 15.75 Stock-based Compensation Expense Quarter ended Nine months ended June 1, June 2, June 1, June 2, Stock-based compensation expense by caption Cost of goods sold $ 24 $ 21 $ 66 $ 58 Selling, general, and administrative 20 14 53 52 Research and development 13 12 39 38 $ 57 $ 47 $ 158 $ 148 Stock-based compensation expense by type of award Stock options $ 19 $ 19 $ 54 $ 61 Restricted stock awards 38 28 104 87 $ 57 $ 47 $ 158 $ 148 As of June 1, 2017 , $402 million of total unrecognized compensation costs for unvested awards was expected to be recognized through the third quarter of 2021 , resulting in a weighted-average period of 1.2 years. Stock-based compensation expense does not reflect significant income tax benefits, which is consistent with our treatment of income or loss from our U.S. operations. |
Restructure and Asset Impairmen
Restructure and Asset Impairments | 9 Months Ended |
Jun. 01, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructure and Asset Impairments | Restructure and Asset Impairments Quarter ended Nine months ended June 1, June 2, June 1, June 2, 2016 Restructuring Plan $ — $ — $ 33 $ — Other 12 — 12 16 $ 12 $ — $ 45 $ 16 In the fourth quarter of 2016, we initiated a restructure plan in response to business conditions and the need to accelerate focus on our key priorities (the "2016 Restructuring Plan"). The 2016 Restructuring Plan includes the elimination of certain projects and programs, the permanent closure of a number of open headcount requisitions, workforce reductions in certain areas of our business, and other non-headcount related spending reductions. As a result, we incurred charges of $33 million in the first nine months of 2017 and $58 million in the fourth quarter of 2016 and do not expect to incur additional material charges. As of September 1, 2016 , we had accrued liabilities of $24 million related to the 2016 Restructuring Plan, substantially all of which was paid in the first nine months of 2017. On April 14, 2017, we entered into an agreement to sell our assembly and test facility located in Akita, Japan and our 40% ownership interest in Tera Probe, for aggregate consideration of $60 million , substantially all in cash, subject to changes in working capital. We completed the sale of our interest in Tera Probe in the third quarter of 2017 and expect to close the sale of the Akita facility in the fourth quarter of 2017. We recognized a loss of $11 million in the third quarter of 2017 for this transaction and do not expect to incur additional material charges. |
Other Non-Operating Income (Exp
Other Non-Operating Income (Expense), Net | 9 Months Ended |
Jun. 01, 2017 | |
Other Nonoperating Income (Expense) [Abstract] | |
Other Non-Operating Income (Expense), Net | Other Non-Operating Income (Expense), Net Quarter ended Nine months ended June 1, June 2, June 1, June 2, Loss on restructure of debt $ (61 ) $ (3 ) $ (63 ) $ (4 ) Loss from changes in currency exchange rates (22 ) (5 ) (62 ) (13 ) Gain on remeasurement of previously-held equity interest in Inotera — — 71 — Other — (26 ) (9 ) (27 ) $ (83 ) $ (34 ) $ (63 ) $ (44 ) In the third quarter of 2016, we recognized other non-operating expense of $30 million to write off indemnification receivables upon the resolution of uncertain tax positions. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 01, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our income tax (provision) benefit consisted of the following: Quarter ended Nine months ended June 1, June 2, June 1, June 2, Utilization of and other changes in net deferred tax assets of MMJ, MMT, and Inotera $ (31 ) $ (71 ) $ (52 ) $ (103 ) U.S. valuation allowance release resulting from business acquisition — — — 41 Other income tax (provision) benefit, primarily other non-U.S. operations (61 ) 56 (109 ) 46 $ (92 ) $ (15 ) $ (161 ) $ (16 ) Other income tax (provision) benefit in the table above for the third quarter and first nine months of 2016 included tax benefits of $52 million and $58 million , respectively, related to the favorable resolution of certain prior year tax matters, which were previously reserved as uncertain tax positions. We have a full valuation allowance for our net deferred tax assets associated with our U.S. operations. The amount of the deferred tax assets considered realizable could be adjusted if significant positive evidence increases. Income taxes on U.S. operations in the third quarters and first nine months of 2017 and 2016 were substantially offset by changes in the valuation allowance. As of the date of the Inotera Acquisition, Inotera's net operating loss carryforwards were $654 million , which expire on various dates through 2022. In connection with the Inotera Acquisition, we assumed $54 million of uncertain tax positions, of which $26 million was recorded in purchase accounting as a reduction to deferred tax assets. The amounts recorded in purchase accounting primarily related to the surtax treatment of certain purchase accounting adjustments. During the second quarter of 2017, $21 million of the uncertain tax positions assumed in the Inotera Acquisition reached effective settlement with no impact to tax expense or purchase accounting. Although the timing of final resolution is uncertain, the estimated potential reduction in the Inotera unrecognized tax benefits in the next 12 months ranges from $0 to $36 million , including interest and penalties. We operate in a number of tax jurisdictions, including Singapore and Taiwan, where our earnings are indefinitely reinvested and are taxed at lower effective tax rates than the U.S. statutory rate and in a number of locations outside the U.S., including Singapore, where we have tax incentive arrangements that are conditional, in part, upon meeting certain business operations and employment thresholds. The effect of tax incentive arrangements, which expire in whole or in part at various dates through 2030, reduced our tax provision for the third quarter and first nine months of 2017 by $250 million (benefitting our diluted earnings per share by $0.21 ) and $422 million ( $0.37 per diluted share), respectively, and were not material for the third quarter or first nine months of 2016 . |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 01, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net income (loss) available to Micron – Basic and Diluted $ 1,647 $ (215 ) $ 2,721 $ (106 ) Weighted-average common shares outstanding – Basic 1,106 1,036 1,082 1,035 Dilutive effect of equity plans and convertible notes 71 — 60 — Weighted-average common shares outstanding – Diluted 1,177 1,036 1,142 1,035 Earnings (loss) per share Basic $ 1.49 $ (0.21 ) $ 2.52 $ (0.10 ) Diluted 1.40 (0.21 ) 2.38 (0.10 ) Antidilutive potential common shares that could dilute basic earnings per share in the future were 52 million and 59 million for the third quarter and first nine months of 2017, respectively, and 184 million for the third quarter and first nine months of 2016. |
Segment Information
Segment Information | 9 Months Ended |
Jun. 01, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Segment information reported herein is consistent with how it is reviewed and evaluated by our chief operating decision maker. We have the following four business units, which are our reportable segments: Compute and Networking Business Unit ("CNBU") : Includes memory products sold into compute, networking, graphics, and cloud server markets. Storage Business Unit ("SBU") : Includes memory products sold into enterprise, client, cloud, and removable storage markets. SBU also includes products sold to Intel through our IMFT joint venture. Mobile Business Unit ("MBU") : Includes memory products sold into smartphone, tablet, and other mobile-device markets. Embedded Business Unit ("EBU") : Includes memory products sold into automotive, industrial, connected home, and consumer electronics markets. Certain operating expenses directly associated with the activities of a specific segment are charged to that segment. Other indirect operating expenses (income) are generally allocated to segments based on their respective percentage of cost of goods sold or forecasted wafer production. In the first quarter of 2017, we revised the measure of segment profitability reviewed by our chief operating decision maker and, as a result, certain items are no longer allocated to our business units. Comparative periods have been revised to reflect these changes. Items not allocated are identified in the table below. We do not identify or report internally our assets (other than goodwill) or capital expenditures by segment, nor do we allocate gains and losses from equity method investments, interest, other non-operating income or expense items, or taxes to segments. Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net sales CNBU $ 2,389 $ 1,090 $ 5,776 $ 3,282 SBU 1,316 719 3,217 2,504 MBU 1,129 561 3,243 1,898 EBU 700 487 1,868 1,426 All Other 32 41 80 72 $ 5,566 $ 2,898 $ 14,184 $ 9,182 Operating income CNBU $ 1,219 $ (42 ) $ 2,159 $ (35 ) SBU 276 (49 ) 302 (66 ) MBU 304 (6 ) 563 132 EBU 256 115 627 332 All Other 16 13 35 21 2,071 31 3,686 384 Unallocated Flow-through of Inotera inventory step up (36 ) — (96 ) — Stock-based compensation (57 ) (47 ) (158 ) (148 ) Restructure and asset impairments (12 ) — (45 ) (16 ) Other (3 ) (11 ) (21 ) (20 ) (108 ) (58 ) (320 ) (184 ) Operating income (loss) $ 1,963 $ (27 ) $ 3,366 $ 200 |
Certain Concentrations
Certain Concentrations | 9 Months Ended |
Jun. 01, 2017 | |
Risks and Uncertainties [Abstract] | |
Certain Concentrations | Certain Concentrations Net sales to Kingston for the first nine months of 2017 were 10% of total net sales and no other customer exceeded 10%. |
Business and Basis of Present32
Business and Basis of Presentation (Policies) | 9 Months Ended |
Jun. 01, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying consolidated financial statements include the accounts of Micron and our consolidated subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America consistent in all material respects with those applied in our Annual Report on Form 10-K for the year ended September 1, 2016. In the opinion of our management, the accompanying unaudited consolidated financial statements contain all necessary adjustments, consisting of a normal recurring nature, to fairly state the financial information set forth herein. |
Reclassifications | Certain reclassifications have been made to prior period amounts to conform to current period presentation. |
Fiscal Period | Our fiscal year is the 52 or 53-week period ending on the Thursday closest to August 31. Fiscal years 2017 and 2016 each contain 52 weeks. All period references are to our fiscal periods unless otherwise indicated. |
Variable Interest Entities (Pol
Variable Interest Entities (Policies) | 9 Months Ended |
Jun. 01, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | We have interests in entities that are VIEs. If we are the primary beneficiary of a VIE, we are required to consolidate it. To determine if we are the primary beneficiary, we evaluate whether we have the power to direct the activities that most significantly impact the VIE's economic performance and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our evaluation includes identification of significant activities and an assessment of our ability to direct those activities based on governance provisions and arrangements to provide or receive product and process technology, product supply, operations services, equity funding, financing, and other applicable agreements and circumstances. Our assessments of whether we are the primary beneficiary of our VIEs require significant assumptions and judgments. |
Acquisition of Inotera (Tables)
Acquisition of Inotera (Tables) - Inotera | 9 Months Ended |
Jun. 01, 2017 | |
Business Acquisition [Line Items] | |
Schedule of Inotera Acquisition | The consideration and provisional valuation of assets acquired and liabilities assumed, as adjusted in the third quarter of 2017, are as follows: Consideration Cash paid for Inotera Acquisition $ 4,099 Less cash received from selling Micron Shares (986 ) Net cash paid for Inotera Acquisition 3,113 Fair value of our previously-held equity interest in Inotera 1,441 Fair value of Micron Shares exchanged for Inotera shares 995 Other 3 Payments attributed to intercompany balances with Inotera (361 ) $ 5,191 Assets acquired and liabilities assumed Cash and equivalents $ 118 Inventories 285 Other current assets 27 Property, plant, and equipment 3,722 Deferred tax assets 82 Goodwill 1,124 Other noncurrent assets 130 Accounts payable and accrued expenses (232 ) Debt (56 ) Other noncurrent liabilities (9 ) $ 5,191 |
Pro Forma Information including Inotera | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net sales $ 5,566 $ 2,869 $ 14,179 $ 9,141 Net income (loss) 1,696 (303 ) 2,776 (351 ) Net income (loss) attributable to Micron 1,696 (303 ) 2,776 (352 ) Earnings (loss) per share Basic 1.53 (0.28 ) 2.52 (0.32 ) Diluted 1.44 (0.28 ) 2.39 (0.32 ) |
Cash and Investments (Tables)
Cash and Investments (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Investments [Abstract] | |
Cash and equivalents and the fair values of available-for-sale investments | Cash and equivalents and the fair values of our available-for-sale investments, which approximated amortized costs, were as follows: As of June 1, 2017 September 1, 2016 Cash and Equivalents Short-term Investments Long-term Marketable Investments (1) Total Fair Value Cash and Equivalents Short-term Investments Long-term Marketable Investments (1) Total Fair Value Cash $ 2,110 $ — $ — $ 2,110 $ 2,258 $ — $ — $ 2,258 Level 1 (2) Money market funds 1,528 — — 1,528 1,507 — — 1,507 Level 2 (3) Corporate bonds — 172 256 428 — 142 235 377 Certificates of deposit 380 9 8 397 373 33 — 406 Government securities 6 61 76 143 2 62 82 146 Asset-backed securities — 4 131 135 — 12 97 109 Commercial paper 24 36 — 60 — 9 — 9 $ 4,048 $ 282 $ 471 $ 4,801 $ 4,140 $ 258 $ 414 $ 4,812 (1) The maturities of long-term marketable investments range from one to four years. (2) The fair value of Level 1 securities is measured based on quoted prices in active markets for identical assets. (3) The fair value of Level 2 securities is measured using information obtained from pricing services, which obtain quoted market prices for similar instruments, non-binding market consensus prices that are corroborated by observable market data, or various other methodologies, to determine the appropriate value at the measurement date. We perform supplemental analysis to validate information obtained from these pricing services. No adjustments were made to such pricing information as of June 1, 2017 . |
Receivables (Tables)
Receivables (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Receivables [Abstract] | |
Schedule of Receivables | As of June 1, September 1, Trade receivables $ 3,188 $ 1,765 Income and other taxes 90 119 Other 219 184 $ 3,497 $ 2,068 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | As of June 1, September 1, Finished goods $ 857 $ 899 Work in process 1,901 1,761 Raw materials and supplies 306 229 $ 3,064 $ 2,889 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | As of September 1, Additions Retirements and Other June 1, Land $ 145 $ 205 $ (5 ) $ 345 Buildings 6,653 946 (30 ) 7,569 Equipment (1) 25,910 5,934 (495 ) 31,349 Construction in progress (2) 475 56 33 564 Software 422 21 (1 ) 442 33,605 7,162 (498 ) 40,269 Accumulated depreciation (18,919 ) (2,714 ) 378 (21,255 ) $ 14,686 $ 4,448 $ (120 ) $ 19,014 (1) Included costs related to equipment not placed into service of $731 million and $1.47 billion as of June 1, 2017 and September 1, 2016 , respectively. (2) Included building-related construction and tool installation costs for assets not placed into service. |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | As of June 1, 2017 September 1, 2016 Investment Balance Ownership Percentage Investment Balance Ownership Percentage Inotera $ — — % $ 1,314 33 % Tera Probe — — % 36 40 % Other 15 Various 14 Various $ 15 $ 1,364 Equity in net income (loss) of equity method investees, net of tax, included the following: Quarter ended Nine months ended June 1, June 2, June 1, June 2, Inotera $ — $ (19 ) $ 9 $ 35 Tera Probe 2 (22 ) (3 ) (16 ) Other — 1 1 5 $ 2 $ (40 ) $ 7 $ 24 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | As of June 1, 2017 September 1, 2016 Gross Amount Accumulated Amortization Gross Amount Accumulated Amortization Amortizing assets Product and process technology $ 756 $ (459 ) $ 757 $ (402 ) Other 1 (1 ) 1 — 757 (460 ) 758 (402 ) Non-amortizing assets In-process R&D 108 — 108 — Total intangible assets $ 865 $ (460 ) $ 866 $ (402 ) Goodwill $ 1,228 $ 104 |
Accounts Payable and Accrued 41
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable And Accrued Expenses | As of June 1, September 1, Accounts payable $ 1,494 $ 1,186 Property, plant, and equipment payables 1,096 1,649 Salaries, wages, and benefits 505 289 Customer advances 156 132 Income and other taxes 104 41 Related party payables — 273 Other 301 309 $ 3,656 $ 3,879 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | As of June 1, 2017 September 1, 2016 Stated Rate Effective Rate Current Long-Term Total Current Long-Term Total MMJ creditor installment payments N/A 6.52 % $ 154 $ 465 $ 619 $ 189 $ 680 $ 869 Capital lease obligations N/A 3.64 % 355 917 1,272 380 1,026 1,406 2021 MSAC senior secured term loan 3.467 % 3.76 % 38 583 621 — — — 2021 MSTW senior secured term loan 2.852 % 3.02 % — 2,643 2,643 — — — 2022 senior notes 5.875 % 6.14 % — 591 591 — 590 590 2022 senior secured term loan B 3.550 % 3.97 % 5 726 731 5 730 735 2023 senior notes 5.250 % 5.43 % — 991 991 — 990 990 2023 senior secured notes 7.500 % 7.69 % — 1,238 1,238 — 1,237 1,237 2024 senior notes 5.250 % 5.38 % — 546 546 — 546 546 2025 senior notes 5.500 % 5.56 % — 515 515 — 1,139 1,139 2026 senior notes 5.625 % 5.73 % — 128 128 — 446 446 2032C convertible senior notes (1) 2.375 % 5.95 % — 209 209 — 204 204 2032D convertible senior notes (1) 3.125 % 6.33 % — 157 157 — 154 154 2033E convertible senior notes (1) 1.625 % 4.50 % 169 — 169 — 168 168 2033F convertible senior notes (1) 2.125 % 4.93 % 276 — 276 — 271 271 2043G convertible senior notes 3.000 % 6.76 % — 668 668 — 657 657 Other notes payable 2.038 % 2.57 % 164 108 272 182 316 498 $ 1,161 $ 10,485 $ 11,646 $ 756 $ 9,154 $ 9,910 (1) Since the closing price of our common stock exceeded 130% of the conversion price per share for at least 20 trading days in the 30 trading day period ended on March 31, 2017, these notes are convertible by the holders through the calendar quarter ending June 30, 2017. The closing price of our common stock also exceeded the thresholds for the calendar quarter ended June 30, 2017; therefore, these notes are convertible by the holders through September 30, 2017. The 2033 Notes were classified as current as of June 1, 2017 because the terms of these notes require us to pay cash for the principal amount of any converted notes and holders of these notes had the right to convert their notes as of that date. In addition, the holders of the 2033E Notes can require us to repurchase for cash all or a portion of the 2033E Notes on February 15, 2018. |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Variable Interest Entity [Line Items] | |
Schedule Of Noncontrolling Interests In Subsidiaries | As of June 1, 2017 September 1, 2016 Noncontrolling Interest Balance Noncontrolling Interest Percentage Noncontrolling Interest Balance Noncontrolling Interest Percentage IMFT $ 832 49 % $ 832 49 % Other 16 Various 16 Various $ 848 $ 848 |
IMFT | |
Variable Interest Entity [Line Items] | |
Total IM Flash assets and liabilities | The following table presents the assets and liabilities of IMFT included in our consolidated balance sheets: As of June 1, September 1, Assets Cash and equivalents $ 113 $ 98 Receivables 84 89 Inventories 120 68 Other current assets 4 6 Total current assets 321 261 Property, plant, and equipment, net 1,748 1,792 Other noncurrent assets 49 50 Total assets $ 2,118 $ 2,103 Liabilities Accounts payable and accrued expenses $ 215 $ 175 Deferred income 6 7 Current debt 19 16 Total current liabilities 240 198 Long-term debt 80 66 Other noncurrent liabilities 89 94 Total liabilities $ 409 $ 358 Amounts exclude intercompany balances that were eliminated in our consolidated balance sheets. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Fair Value Disclosures [Abstract] | |
Estimated fair value and carrying value of debt instruments | The estimated fair value and carrying value of debt instruments (excluding the carrying value of the equity and mezzanine equity components of our convertible notes) were as follows: As of June 1, 2017 September 1, 2016 Fair Value Carrying Value Fair Value Carrying Value Notes and MMJ creditor installment payments $ 9,307 $ 8,895 $ 7,257 $ 7,050 Convertible notes 3,747 1,479 2,408 1,454 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Derivative Instrument Detail [Abstract] | |
Schedule of Derivative Instruments without Hedge Accounting Designation | Total notional amounts and gross fair values for derivative instruments without hedge accounting designation were as follows: Notional Amount (in U.S. Dollars) Fair Value Current Assets (1) Current Liabilities (2) As of June 1, 2017 New Taiwan dollar $ 3,083 $ 49 $ — Yen 1,177 4 (1 ) Singapore dollar 389 1 — Euro 193 1 — Other 45 — — $ 4,887 $ 55 $ (1 ) As of September 1, 2016 Yen $ 1,668 $ — $ (10 ) Singapore dollar 206 — — Euro 93 — — Other 85 — (1 ) $ 2,052 $ — $ (11 ) (1) Included in receivables – other. (2) Included in accounts payable and accrued expenses – other. |
Schedule of Derivative Instruments with Cash Flow Hedge Accounting Designation | Total notional amounts and gross fair values for derivative instruments with cash flow hedge accounting designation were as follows: Notional Amount (in U.S. Dollars) Fair Value Current Assets (1) Current Liabilities (2) As of June 1, 2017 Euro $ 129 $ 5 $ — Yen 86 1 (1 ) $ 215 $ 6 $ (1 ) As of September 1, 2016 Euro $ 65 $ — $ (1 ) Yen 107 2 (1 ) $ 172 $ 2 $ (2 ) (1) Included in receivables – other. (2) Included in accounts payable and accrued expenses – other. |
Equity Plans (Tables)
Equity Plans (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock options granted and assumptions used in Black-Scholes option valuation model | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Stock options granted 1 1 7 8 Weighted-average grant-date fair value per share $ 11.64 $ 4.92 $ 8.59 $ 6.96 Average expected life in years 5.5 5.6 5.5 5.5 Weighted-average expected volatility 44 % 51 % 46 % 47 % Weighted-average risk-free interest rate 2.0 % 1.3 % 1.8 % 1.7 % Expected dividend yield 0 % 0 % 0 % 0 % |
Schedule of restricted stock awards activity | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Restricted stock awards granted — — 8 9 Weighted-average grant-date fair value per share $ 27.75 $ 10.35 $ 19.10 $ 15.75 |
Stock-based compensation expense by caption | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Stock-based compensation expense by caption Cost of goods sold $ 24 $ 21 $ 66 $ 58 Selling, general, and administrative 20 14 53 52 Research and development 13 12 39 38 $ 57 $ 47 $ 158 $ 148 Stock-based compensation expense by type of award Stock options $ 19 $ 19 $ 54 $ 61 Restricted stock awards 38 28 104 87 $ 57 $ 47 $ 158 $ 148 |
Restructure and Asset Impairm47
Restructure and Asset Impairments (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructure and Related Costs | Quarter ended Nine months ended June 1, June 2, June 1, June 2, 2016 Restructuring Plan $ — $ — $ 33 $ — Other 12 — 12 16 $ 12 $ — $ 45 $ 16 |
Other Non-Operating Income (E48
Other Non-Operating Income (Expense), Net (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Other Nonoperating Income (Expense) [Abstract] | |
Schedule of Other Nonoperating Income (Expense), Net | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Loss on restructure of debt $ (61 ) $ (3 ) $ (63 ) $ (4 ) Loss from changes in currency exchange rates (22 ) (5 ) (62 ) (13 ) Gain on remeasurement of previously-held equity interest in Inotera — — 71 — Other — (26 ) (9 ) (27 ) $ (83 ) $ (34 ) $ (63 ) $ (44 ) |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax (Expense) Benefit | Our income tax (provision) benefit consisted of the following: Quarter ended Nine months ended June 1, June 2, June 1, June 2, Utilization of and other changes in net deferred tax assets of MMJ, MMT, and Inotera $ (31 ) $ (71 ) $ (52 ) $ (103 ) U.S. valuation allowance release resulting from business acquisition — — — 41 Other income tax (provision) benefit, primarily other non-U.S. operations (61 ) 56 (109 ) 46 $ (92 ) $ (15 ) $ (161 ) $ (16 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net income (loss) available to Micron – Basic and Diluted $ 1,647 $ (215 ) $ 2,721 $ (106 ) Weighted-average common shares outstanding – Basic 1,106 1,036 1,082 1,035 Dilutive effect of equity plans and convertible notes 71 — 60 — Weighted-average common shares outstanding – Diluted 1,177 1,036 1,142 1,035 Earnings (loss) per share Basic $ 1.49 $ (0.21 ) $ 2.52 $ (0.10 ) Diluted 1.40 (0.21 ) 2.38 (0.10 ) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jun. 01, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Results by Segment | Quarter ended Nine months ended June 1, June 2, June 1, June 2, Net sales CNBU $ 2,389 $ 1,090 $ 5,776 $ 3,282 SBU 1,316 719 3,217 2,504 MBU 1,129 561 3,243 1,898 EBU 700 487 1,868 1,426 All Other 32 41 80 72 $ 5,566 $ 2,898 $ 14,184 $ 9,182 Operating income CNBU $ 1,219 $ (42 ) $ 2,159 $ (35 ) SBU 276 (49 ) 302 (66 ) MBU 304 (6 ) 563 132 EBU 256 115 627 332 All Other 16 13 35 21 2,071 31 3,686 384 Unallocated Flow-through of Inotera inventory step up (36 ) — (96 ) — Stock-based compensation (57 ) (47 ) (158 ) (148 ) Restructure and asset impairments (12 ) — (45 ) (16 ) Other (3 ) (11 ) (21 ) (20 ) (108 ) (58 ) (320 ) (184 ) Operating income (loss) $ 1,963 $ (27 ) $ 3,366 $ 200 |
Recently Adopted Accounting S52
Recently Adopted Accounting Standards (Details) - New Accounting Pronouncement, Early Adoption, Effect - Accounting Standards Update 2016-09 $ in Millions | 3 Months Ended |
Dec. 01, 2016USD ($) | |
New Accounting Pronouncement, Early Adoption [Line Items] | |
Deferred Tax Assets, Increase from ASU adoption | $ 325 |
DTA Valuation Allowance, Increase from ASU adoption | $ 325 |
Recently Issued Accounting St53
Recently Issued Accounting Standards (Details) | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
ASU 2014-09 | Scenario, Previously Reported | Customers with Price Protection or Rights of Return | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Percent of revenue from customers with rights of return or price protection | 19.00% | 26.00% | 21.00% | 24.00% |
Acquisition of Inotera (Details
Acquisition of Inotera (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Dec. 06, 2016 | Jun. 01, 2017 | Mar. 02, 2017 | Jun. 02, 2016 | Mar. 02, 2017 | Jun. 01, 2017 | Jun. 02, 2016 | Sep. 01, 2016 | Dec. 05, 2016 |
Acquisition of Inotera | |||||||||
Gain on difference between fair value and carrying value of pre-acquisition equity interests in Inotera | $ 0 | $ 0 | $ 71 | $ 0 | |||||
Consideration | |||||||||
Payments attributed to intercompany balances with Inotera | 361 | 0 | |||||||
Assets acquired and liabilities assumed | |||||||||
Goodwill | 1,228 | 1,228 | $ 104 | ||||||
Unaudited Pro Forma Financial Information | |||||||||
Net sales | 5,566 | 2,869 | 14,179 | 9,141 | |||||
Net Income (Loss) | 1,696 | (303) | 2,776 | (351) | |||||
Net income (loss) attributable to Micron | $ 1,696 | $ (303) | $ 2,776 | $ (352) | |||||
Earnings (loss) per share, basic (in dollars per share) | $ 1.53 | $ (0.28) | $ 2.52 | $ (0.32) | |||||
Earnings (loss) per share, diluted (in dollars per share) | $ 1.44 | $ (0.28) | $ 2.39 | $ (0.32) | |||||
Inotera | Nanya and certain of its affiliates | |||||||||
Acquisition of Inotera | |||||||||
Percentage interest in Inotera held by Nanya immediately prior to acquisition (in hundredths) | 32.00% | ||||||||
Inotera | |||||||||
Acquisition of Inotera | |||||||||
Ownership interest in Inotera immediately prior to acquisition | 33.00% | ||||||||
Percentage of Inotera voting interests acquired | 67.00% | ||||||||
Micron Shares | |||||||||
Cash proceeds received from issuance of Micron Shares to Nanya | $ 986 | ||||||||
Provisional Information, Initial Accounting Incomplete, Adjustments | |||||||||
Provisional information adjustment, Property, plant, and equipment | $ (59) | ||||||||
Provisional information adjustment, Other assets | 13 | ||||||||
Provisional information adjustment, Deferred tax assets | 8 | ||||||||
Goodwill purchase accounting adjustment | $ 38 | ||||||||
Consideration | |||||||||
Cash paid for Inotera Acquisition | 4,099 | ||||||||
Less cash received from selling Micron Shares | (986) | ||||||||
Net cash paid for Inotera Acquisition | 3,113 | ||||||||
Fair value of our previously-held equity interest in Inotera | 1,441 | ||||||||
Fair value of Micron Shares exchanged for Inotera shares | 995 | ||||||||
Other | 3 | ||||||||
Payments attributed to intercompany balances with Inotera | (361) | ||||||||
Total fair value of consideration for Inotera including previously held equity interests | 5,191 | ||||||||
Assets acquired and liabilities assumed | |||||||||
Cash and equivalents | 118 | ||||||||
Inventories | 285 | ||||||||
Other current assets | 27 | ||||||||
Property, plant, and equipment | 3,722 | ||||||||
Deferred tax assets | 82 | ||||||||
Goodwill | 1,124 | ||||||||
Other noncurrent assets | 130 | ||||||||
Accounts payable and accrued expenses | (232) | ||||||||
Debt | (56) | ||||||||
Other noncurrent liabilities | (9) | ||||||||
Total assets acquired and liabilities assumed, including goodwill | 5,191 | ||||||||
Inotera | CNBU | |||||||||
Assets acquired and liabilities assumed | |||||||||
Goodwill | 829 | ||||||||
Inotera | MBU | |||||||||
Assets acquired and liabilities assumed | |||||||||
Goodwill | 198 | ||||||||
Inotera | EBU | |||||||||
Assets acquired and liabilities assumed | |||||||||
Goodwill | $ 97 | ||||||||
Inotera | Private Placement | |||||||||
Micron Shares | |||||||||
Number of Micron Shares issued to Nanya as consideration for Inotera shares not already owned (in shares) | 58 | ||||||||
Cash proceeds received from issuance of Micron Shares to Nanya | $ 986 | ||||||||
Consideration | |||||||||
Less cash received from selling Micron Shares | (986) | ||||||||
Inotera | Private Placement | Level 2 | |||||||||
Micron Shares | |||||||||
Discount for lack of transferability on Micron Shares issued to Nanya | $ 81 | ||||||||
Inotera | Selling, general, and administrative | |||||||||
Acquisition of Inotera | |||||||||
Transaction costs incurred in connection with acquisition of Inotera | $ 13 | $ 3 | |||||||
Inotera | Other non-operating income expense, net | Level 3 | |||||||||
Acquisition of Inotera | |||||||||
Gain on difference between fair value and carrying value of pre-acquisition equity interests in Inotera | $ 71 |
Cash and Investments (Details)
Cash and Investments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Sep. 01, 2016 | Sep. 03, 2015 | ||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | $ 4,048,000,000 | $ 4,627,000,000 | $ 4,048,000,000 | $ 4,627,000,000 | $ 4,140,000,000 | $ 2,287,000,000 | |
Short-term investments | 282,000,000 | 282,000,000 | 258,000,000 | ||||
Long-term marketable investments | [1] | 471,000,000 | 471,000,000 | 414,000,000 | |||
Total fair value | 4,801,000,000 | 4,801,000,000 | 4,812,000,000 | ||||
Available-for-sale Securities, Gross Realized Gain (Loss), Disclosures [Abstract] | |||||||
Proceeds from sales of available-for-sale securities | 194,000,000 | $ 902,000,000 | 742,000,000 | $ 1,890,000,000 | |||
Available-for-sale securities in an unrealized loss position for longer than twelve months | 0 | 0 | |||||
Other noncurrent assets | |||||||
Available-for-sale Securities, Gross Realized Gain (Loss), Disclosures [Abstract] | |||||||
Noncurrent restricted cash and cash equivalents | 98,000,000 | $ 98,000,000 | 122,000,000 | ||||
Minimum | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Long-term marketable investments, general maturities (in years) | 1 year | ||||||
Maximum | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Long-term marketable investments, general maturities (in years) | 4 years | ||||||
Cash | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | 2,110,000,000 | $ 2,110,000,000 | 2,258,000,000 | ||||
Short-term investments | 0 | 0 | 0 | ||||
Long-term marketable investments | 0 | 0 | 0 | ||||
Total fair value | 2,110,000,000 | 2,110,000,000 | 2,258,000,000 | ||||
Money market funds | Level 1 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [2] | 1,528,000,000 | 1,528,000,000 | 1,507,000,000 | |||
Short-term investments | [2] | 0 | 0 | 0 | |||
Long-term marketable investments | [1],[2] | 0 | 0 | 0 | |||
Total fair value | [2] | 1,528,000,000 | 1,528,000,000 | 1,507,000,000 | |||
Corporate bonds | Level 2 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [3] | 0 | 0 | 0 | |||
Short-term investments | [3] | 172,000,000 | 172,000,000 | 142,000,000 | |||
Long-term marketable investments | [1],[3] | 256,000,000 | 256,000,000 | 235,000,000 | |||
Total fair value | [3] | 428,000,000 | 428,000,000 | 377,000,000 | |||
Certificates of deposit | Level 2 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [3] | 380,000,000 | 380,000,000 | 373,000,000 | |||
Short-term investments | [3] | 9,000,000 | 9,000,000 | 33,000,000 | |||
Long-term marketable investments | [1],[3] | 8,000,000 | 8,000,000 | 0 | |||
Total fair value | [3] | 397,000,000 | 397,000,000 | 406,000,000 | |||
Government securities | Level 2 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [3] | 6,000,000 | 6,000,000 | 2,000,000 | |||
Short-term investments | [3] | 61,000,000 | 61,000,000 | 62,000,000 | |||
Long-term marketable investments | [1],[3] | 76,000,000 | 76,000,000 | 82,000,000 | |||
Total fair value | [3] | 143,000,000 | 143,000,000 | 146,000,000 | |||
Asset-backed securities | Level 2 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [3] | 0 | 0 | 0 | |||
Short-term investments | [3] | 4,000,000 | 4,000,000 | 12,000,000 | |||
Long-term marketable investments | [1],[3] | 131,000,000 | 131,000,000 | 97,000,000 | |||
Total fair value | [3] | 135,000,000 | 135,000,000 | 109,000,000 | |||
Commercial paper | Level 2 | |||||||
Schedule of Available-for-sale Securities [Line Items] | |||||||
Cash and equivalents | [3] | 24,000,000 | 24,000,000 | 0 | |||
Short-term investments | [3] | 36,000,000 | 36,000,000 | 9,000,000 | |||
Long-term marketable investments | [1],[3] | 0 | 0 | 0 | |||
Total fair value | [3] | $ 60,000,000 | $ 60,000,000 | $ 9,000,000 | |||
[1] | The maturities of long-term marketable investments range from one to four years. | ||||||
[2] | The fair value of Level 1 securities is measured based on quoted prices in active markets for identical assets. | ||||||
[3] | The fair value of Level 2 securities is measured using information obtained from pricing services, which obtain quoted market prices for similar instruments, non-binding market consensus prices that are corroborated by observable market data, or various other methodologies, to determine the appropriate value at the measurement date. We perform supplemental analysis to validate information obtained from these pricing services. No adjustments were made to such pricing information as of June 1, 2017. |
Receivables (Details)
Receivables (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Current Receivables [Abstract] | ||
Trade receivables | $ 3,188 | $ 1,765 |
Income and other taxes | 90 | 119 |
Other | 219 | 184 |
Receivables | $ 3,497 | $ 2,068 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Inventory, Net, Items Net of Reserve Alternative [Abstract] | ||
Finished goods | $ 857 | $ 899 |
Work in process | 1,901 | 1,761 |
Raw materials and supplies | 306 | 229 |
Inventories | $ 3,064 | $ 2,889 |
Property, Plant, and Equipmen58
Property, Plant, and Equipment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Sep. 01, 2016 | ||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | $ 33,605 | |||||
Property, Plant and Equipment, Additions | 7,162 | |||||
Property, plant and equipment, retirements and other | (498) | |||||
Property, plant and equipment, gross ending balance | $ 40,269 | 40,269 | ||||
Movement in Accumulated Depreciation, Depletion and Amortization, Property, Plant and Equipment [Roll Forward] | ||||||
Accumulated depreciation beginning balance | (18,919) | |||||
Accumulated depreciation, addition due to current period depreciation expense | (2,714) | |||||
Retirements and other changes to accumulated depreciation | 378 | |||||
Accumulated depreciation ending balance | (21,255) | (21,255) | ||||
Movement in Property, Plant and Equipment, Net [Roll Forward] | ||||||
Property, plant, and equipment, net | 19,014 | 19,014 | $ 14,686 | |||
Property, plant and equipment, net affect of additions and depreciation expense | 4,448 | |||||
Property, plant and equipment, net affect retirements and other adjustments | (120) | |||||
Depreciation [Abstract] | ||||||
Depreciation expense | 994 | $ 725 | 2,710 | $ 2,180 | ||
Land | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | 145 | |||||
Property, Plant and Equipment, Additions | 205 | |||||
Property, plant and equipment, retirements and other | (5) | |||||
Property, plant and equipment, gross ending balance | 345 | 345 | ||||
Buildings | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | 6,653 | |||||
Property, Plant and Equipment, Additions | 946 | |||||
Property, plant and equipment, retirements and other | (30) | |||||
Property, plant and equipment, gross ending balance | 7,569 | 7,569 | ||||
Equipment | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | [1] | 25,910 | ||||
Property, Plant and Equipment, Additions | 5,934 | |||||
Property, plant and equipment, retirements and other | (495) | |||||
Property, plant and equipment, gross ending balance | [1] | 31,349 | 31,349 | |||
Equipment | Equipment not placed into service | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | 1,470 | |||||
Property, plant and equipment, gross ending balance | 731 | 731 | ||||
Construction in progress | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | [2] | 475 | ||||
Property, Plant and Equipment, net transfers (out) additions to CIP | 56 | |||||
Property, plant and equipment, retirements and other | 33 | |||||
Property, plant and equipment, gross ending balance | [2] | 564 | 564 | |||
Software | ||||||
Movement in Property, Plant and Equipment [Roll Forward] | ||||||
Property, plant and equipment, gross beginning balance | 422 | |||||
Property, Plant and Equipment, Additions | 21 | |||||
Property, plant and equipment, retirements and other | (1) | |||||
Property, plant and equipment, gross ending balance | $ 442 | $ 442 | ||||
[1] | Included costs related to equipment not placed into service of $731 million and $1.47 billion as of June 1, 2017 and September 1, 2016, respectively. | |||||
[2] | Included building-related construction and tool installation costs for assets not placed into service. |
Property, Plant, and Equipmen59
Property, Plant, and Equipment Change in Useful Lives (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Jun. 01, 2017 | Mar. 02, 2017 | Dec. 01, 2016 | Sep. 01, 2016 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Change in Accounting Estimate [Line Items] | |||||||
Decrease in depreciation from change in useful lives | $ 994 | $ 725 | $ 2,710 | $ 2,180 | |||
Equipment | DRAM | Service Life | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Useful life of equipment | 7 years | 5 years | |||||
Scenario, Adjustment | Equipment | DRAM | Service Life | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Decrease in depreciation from change in useful lives | $ (100) | $ (100) | $ (100) |
Equity Method Investments (Deta
Equity Method Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Jun. 01, 2017 | Dec. 01, 2016 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Dec. 06, 2016 | Dec. 05, 2016 | Sep. 01, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment Balance | $ 15 | $ 15 | $ 1,364 | |||||
Equity in net income (loss) of equity method investees, net of tax | 2 | $ (40) | 7 | $ 24 | ||||
Inotera | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment Balance | $ 0 | $ 0 | $ 1,314 | |||||
Ownership Percentage (in hundredths) | 0.00% | 0.00% | 33.00% | |||||
Equity in net income (loss) of equity method investees, net of tax | $ 0 | (19) | $ 9 | 35 | ||||
Tera Probe | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment Balance | $ 0 | $ 0 | $ 36 | |||||
Ownership Percentage (in hundredths) | 0.00% | 0.00% | 40.00% | |||||
Equity in net income (loss) of equity method investees, net of tax | $ 2 | (22) | $ (3) | (16) | ||||
Tera Probe | Level 1 | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Other than temporary impairment in Tera Probe | $ 16 | 25 | ||||||
Other | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment Balance | 15 | 15 | $ 14 | |||||
Equity in net income (loss) of equity method investees, net of tax | $ 0 | $ 1 | $ 1 | $ 5 | ||||
Inotera | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest in Inotera immediately prior to acquisition | 33.00% | |||||||
Percentage of Inotera voting interests acquired | 67.00% |
Equity Method Investments - 2 (
Equity Method Investments - 2 (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 01, 2017 | Dec. 01, 2016 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Inotera | Inventories | DRAM | |||||
Related Party Transaction [Line Items] | |||||
Purchases of DRAM products from Inotera | $ 504 | $ 348 | $ 1,050 | ||
Tera Probe | |||||
Related Party Transaction [Line Items] | |||||
Related party purchases from Tera Probe | $ 15 | $ 19 | $ 47 | $ 58 |
Intangible Assets and Goodwil62
Intangible Assets and Goodwill - Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Sep. 01, 2016 | |
Amortizing assets [Line Items] | |||||
Amortizing assets, Gross Amount | $ 757 | $ 757 | $ 758 | ||
Accumulated Amortization | (460) | (460) | (402) | ||
Amortization expense for intangible assets | 27 | $ 30 | 81 | $ 90 | |
Annual amortization expense for intangible assets [Abstract] | |||||
Remainder of 2017 | 28 | 28 | |||
2,018 | 97 | 97 | |||
2,019 | 48 | 48 | |||
2,020 | 31 | 31 | |||
2,021 | 26 | 26 | |||
Intangible Assets, Net (Including Goodwill) [Abstract] | |||||
Total intangible assets, Gross Amount (excluding goodwill) | 865 | 865 | 866 | ||
Goodwill | 1,228 | 1,228 | 104 | ||
In-process R&D | |||||
Non-amortizing assets [Line Items] | |||||
Non-amortizing assets, Gross Amount | 108 | 108 | 108 | ||
Product and process technology | |||||
Amortizing assets [Line Items] | |||||
Amortizing assets, Gross Amount | 756 | 756 | 757 | ||
Accumulated Amortization | (459) | (459) | (402) | ||
Product and process technology intangible asset capitalized during period | $ 22 | $ 24 | |||
Product and process technology intangible asset capitalized during period, weighted-average useful lives (in years) | 10 years | 10 years | |||
Other | |||||
Amortizing assets [Line Items] | |||||
Amortizing assets, Gross Amount | 1 | $ 1 | 1 | ||
Accumulated Amortization | $ (1) | $ (1) | $ 0 |
Accounts Payable and Accrued 63
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Accounts payable | $ 1,494 | $ 1,186 |
Property, plant, and equipment payables | 1,096 | 1,649 |
Salaries, wages, and benefits | 505 | 289 |
Customer advances | 156 | 132 |
Income and other taxes | 104 | 41 |
Related party payables | 0 | 273 |
Other | 301 | 309 |
Total accounts payable and accrued expenses | $ 3,656 | 3,879 |
Inotera | DRAM | ||
Related party payables | $ 266 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt (Details) $ in Millions, TWD in Billions | Jun. 05, 2017USD ($) | Apr. 11, 2017USD ($) | Mar. 06, 2017USD ($) | Dec. 06, 2016TWDpayment | Dec. 02, 2016USD ($) | Jun. 01, 2017USD ($)payment | Oct. 26, 2016 | Jun. 01, 2017USD ($)payment | Apr. 25, 2017 | Jun. 01, 2017USD ($)paymentd | Jun. 02, 2016USD ($) | Jun. 01, 2017TWDpayment | Sep. 01, 2016USD ($) | |||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 1,161 | $ 1,161 | $ 1,161 | $ 756 | ||||||||||||
Long-term debt | 10,485 | 10,485 | 10,485 | 9,154 | ||||||||||||
Total Debt | 11,646 | 11,646 | 11,646 | 9,910 | ||||||||||||
Extinguishment of Debt Disclosures [Abstract] | ||||||||||||||||
Repayments of debt | (1,774) | $ (689) | ||||||||||||||
Loss on restructure of debt | 62 | $ 4 | ||||||||||||||
Reorganization obligation | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | 154 | 154 | 154 | 189 | ||||||||||||
Long-term debt | 465 | 465 | 465 | 680 | ||||||||||||
Total Debt | $ 619 | $ 619 | $ 619 | 869 | ||||||||||||
Effective rate (in ten thousandths) | 6.52% | 6.52% | 6.52% | 6.52% | ||||||||||||
Capital lease obligations | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 355 | $ 355 | $ 355 | 380 | ||||||||||||
Long-term debt | 917 | 917 | 917 | 1,026 | ||||||||||||
Total Debt | $ 1,272 | 1,272 | 1,272 | 1,406 | ||||||||||||
Capital Lease Obligations | ||||||||||||||||
Capital lease obligation incurred | $ 84 | $ 217 | ||||||||||||||
Capital lease obligations | Weighted Average | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Effective rate (in ten thousandths) | 3.64% | 3.64% | 3.64% | 3.64% | ||||||||||||
Capital Lease Obligations | ||||||||||||||||
Weighted average effective interest rate incurred in period (in thousandths) | 6.50% | |||||||||||||||
Weighted-average expected capital lease term | 5 years | |||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt instrument, original term | 5 years | |||||||||||||||
Secured Debt | 2021 MSAC senior secured term loan | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 38 | $ 38 | $ 38 | 0 | ||||||||||||
Long-term debt | 583 | 583 | 583 | 0 | ||||||||||||
Total Debt | 621 | 621 | $ 621 | 0 | ||||||||||||
Capital Lease Obligations | ||||||||||||||||
Weighted-average expected capital lease term | 5 years | |||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt instrument, original term | 5 years | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 800 | $ 800 | $ 800 | |||||||||||||
Draw on facility agreement | $ 175 | $ 450 | ||||||||||||||
Debt instruments number of periodic payments | payment | 16 | 16 | 16 | 16 | ||||||||||||
Secured Debt | 2021 MSAC senior secured term loan | Subsequent Event | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Draw on facility agreement | $ 175 | |||||||||||||||
Secured Debt | 2021 MSAC senior secured term loan | LIBOR | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt Instrument Variable Reference Rate Period 1 | 3 months | |||||||||||||||
Margin on variable rate financing (in thousandths) | 2.40% | |||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 2.40% | |||||||||||||||
Secured Debt | 2021 MSAC senior secured term loan | Weighted Average | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Stated rate | 3.467% | 3.467% | 3.467% | 3.467% | ||||||||||||
Effective rate (in ten thousandths) | 3.76% | 3.76% | 3.76% | 3.76% | ||||||||||||
Secured Debt | 2021 MSAC senior secured term loan | Maximum | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt Instrument, covenant, ratio of debt to fair value of equipment | 0.8 | 0.8 | 0.8 | 0.8 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 2,643 | 2,643 | 2,643 | 0 | ||||||||||||
Total Debt | $ 2,643 | $ 2,643 | $ 2,643 | 0 | ||||||||||||
Stated rate | 2.852% | 2.852% | 2.852% | 2.852% | ||||||||||||
Effective rate (in ten thousandths) | 3.02% | 3.02% | 3.02% | 3.02% | ||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant Compliance, Penalty Interest Percent | 0.25% | 0.25% | 0.25% | 0.25% | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Inotera | ||||||||||||||||
Capital Lease Obligations | ||||||||||||||||
Weighted-average expected capital lease term | 5 years | |||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt instrument, original term | 5 years | |||||||||||||||
Debt instruments number of periodic payments | payment | 6 | |||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
2021 Term loan draw | TWD | TWD 80 | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Inotera | Micron Semiconductor Taiwan Co. Ltd. | Inotera Stock | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Percentage of post-acquisition MTTW shares subject to collateralization | 82.00% | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Taipei Interbank Offered Rate TAIBOR | Inotera | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 2.05% | |||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 2.05% | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Debt Covenant Period 2017 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | $ 9,000 | $ 9,000 | $ 9,000 | |||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Debt Covenant Period 2018_2019 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | 12,500 | 12,500 | 12,500 | |||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Debt Covenant Period 2020_2021 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | $ 16,500 | $ 16,500 | $ 16,500 | |||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Micron Semiconductor Taiwan Co. Ltd. | Debt Covenant Period 2017_2018 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | TWD | TWD 4 | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Micron Semiconductor Taiwan Co. Ltd. | Debt Covenant Period 2019_2020 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | TWD | 6.5 | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Micron Semiconductor Taiwan Co. Ltd. | Debt Covenant Period 2021 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Tangible net worth | TWD | TWD 12 | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Minimum | Inotera | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt Instrument Variable Reference Rate Period 1 | 3 months | |||||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Debt Covenant Period 2017 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Ratio Of Total Liabilities To EBITDA | 3.5 | 3.5 | 3.5 | 3.5 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Debt Covenant Period 2018_2019 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Ratio Of Total Liabilities To EBITDA | 3 | 3 | 3 | 3 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Debt Covenant Period 2020_2021 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Ratio Of Total Liabilities To EBITDA | 2.5 | 2.5 | 2.5 | 2.5 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Micron Semiconductor Taiwan Co. Ltd. | Debt Covenant Period 2017_2018 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Ratio Of Total Liabilities To EBITDA | 5.5 | 5.5 | 5.5 | 5.5 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Micron Semiconductor Taiwan Co. Ltd. | Debt Covenant Period 2019_2021 | ||||||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Debt Instrument, Covenant, Ratio Of Total Liabilities To EBITDA | 4.5 | 4.5 | 4.5 | 4.5 | ||||||||||||
Secured Debt | 2021 MSTW senior secured term loan | Maximum | Inotera | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Debt Instrument Variable Reference Rate Period 1 | 6 months | |||||||||||||||
Secured Debt | 2022 senior secured term loan B | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 5 | $ 5 | $ 5 | 5 | ||||||||||||
Long-term debt | 726 | 726 | 726 | 730 | ||||||||||||
Total Debt | $ 731 | $ 731 | $ 731 | 735 | ||||||||||||
Stated rate | 3.55% | 3.55% | 3.55% | 3.55% | ||||||||||||
Effective rate (in ten thousandths) | 3.97% | 3.97% | 3.97% | 3.97% | ||||||||||||
Secured Debt | 2022 senior secured term loan B | Variable Interest Rate Base Rate Option | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 1.50% | 5.00% | 2.75% | |||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 1.50% | 5.00% | 2.75% | |||||||||||||
Secured Debt | 2022 senior secured term loan B | LIBOR | Variable Interest Rate LIBOR Rate Option | ||||||||||||||||
Secured Debt Instruments | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 2.50% | 6.00% | 3.75% | |||||||||||||
2021 MSTW Senior Secured Term Loan | ||||||||||||||||
Margin on variable rate financing (in thousandths) | 2.50% | 6.00% | 3.75% | |||||||||||||
Secured Debt | 2023 senior secured notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 1,238 | 1,238 | 1,238 | 1,237 | ||||||||||||
Total Debt | $ 1,238 | $ 1,238 | $ 1,238 | 1,237 | ||||||||||||
Stated rate | 7.50% | 7.50% | 7.50% | 7.50% | ||||||||||||
Effective rate (in ten thousandths) | 7.69% | 7.69% | 7.69% | 7.69% | ||||||||||||
Corporate bonds | ||||||||||||||||
Extinguishment of Debt Disclosures [Abstract] | ||||||||||||||||
Repayments of debt | $ (1,000) | |||||||||||||||
Loss on restructure of debt | $ 60 | |||||||||||||||
Corporate bonds | 2022 senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 591 | 591 | 591 | 590 | ||||||||||||
Total Debt | $ 591 | $ 591 | $ 591 | 590 | ||||||||||||
Stated rate | 5.875% | 5.875% | 5.875% | 5.875% | ||||||||||||
Effective rate (in ten thousandths) | 6.14% | 6.14% | 6.14% | 6.14% | ||||||||||||
Corporate bonds | 2023 senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 991 | 991 | 991 | 990 | ||||||||||||
Total Debt | $ 991 | $ 991 | $ 991 | 990 | ||||||||||||
Stated rate | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||||
Effective rate (in ten thousandths) | 5.43% | 5.43% | 5.43% | 5.43% | ||||||||||||
Corporate bonds | 2024 senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 546 | 546 | 546 | 546 | ||||||||||||
Total Debt | $ 546 | $ 546 | $ 546 | 546 | ||||||||||||
Stated rate | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||||
Effective rate (in ten thousandths) | 5.38% | 5.38% | 5.38% | 5.38% | ||||||||||||
Corporate bonds | 2025 senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 515 | 515 | 515 | 1,139 | ||||||||||||
Total Debt | $ 515 | $ 515 | $ 515 | 1,139 | ||||||||||||
Stated rate | 5.50% | 5.50% | 5.50% | 5.50% | ||||||||||||
Effective rate (in ten thousandths) | 5.56% | 5.56% | 5.56% | 5.56% | ||||||||||||
Extinguishment of Debt Disclosures [Abstract] | ||||||||||||||||
Principal amount of debt repurchased | (631) | |||||||||||||||
Decrease in carrying amount of debt repurchased | (625) | |||||||||||||||
Corporate bonds | 2026 senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 128 | 128 | 128 | 446 | ||||||||||||
Total Debt | $ 128 | $ 128 | $ 128 | 446 | ||||||||||||
Stated rate | 5.625% | 5.625% | 5.625% | 5.625% | ||||||||||||
Effective rate (in ten thousandths) | 5.73% | 5.73% | 5.73% | 5.73% | ||||||||||||
Extinguishment of Debt Disclosures [Abstract] | ||||||||||||||||
Principal amount of debt repurchased | (321) | |||||||||||||||
Decrease in carrying amount of debt repurchased | $ (318) | |||||||||||||||
Convertible Debt | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Conversion rights, threshold percentage of applicable conversion price (in hundredths) | 130.00% | |||||||||||||||
Conversion rights, minimum number of trading days (in days) | d | 20 | |||||||||||||||
Conversion rights, consecutive trading period (in days) | 30 days | |||||||||||||||
Convertible Senior Notes | ||||||||||||||||
Conversion Value in Excess of Principal | $ 1,770 | |||||||||||||||
Convertible Debt | 2032C convertible senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | [1] | $ 0 | [1] | 0 | [1] | 0 | |||||||||
Long-term debt | 209 | [1] | 209 | [1] | 209 | [1] | 204 | |||||||||
Total Debt | $ 209 | [1] | $ 209 | [1] | $ 209 | [1] | 204 | |||||||||
Stated rate | 2.375% | 2.375% | 2.375% | 2.375% | ||||||||||||
Effective rate (in ten thousandths) | 5.95% | 5.95% | 5.95% | 5.95% | ||||||||||||
Convertible Debt | 2032D convertible senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | [1] | $ 0 | [1] | $ 0 | [1] | 0 | |||||||||
Long-term debt | 157 | [1] | 157 | [1] | 157 | [1] | 154 | |||||||||
Total Debt | $ 157 | [1] | $ 157 | [1] | $ 157 | [1] | 154 | |||||||||
Stated rate | 3.125% | 3.125% | 3.125% | 3.125% | ||||||||||||
Effective rate (in ten thousandths) | 6.33% | 6.33% | 6.33% | 6.33% | ||||||||||||
Convertible Debt | 2033E convertible senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 169 | [1] | $ 169 | [1] | $ 169 | [1] | 0 | |||||||||
Long-term debt | 0 | [1] | 0 | [1] | 0 | [1] | 168 | |||||||||
Total Debt | $ 169 | [1] | $ 169 | [1] | $ 169 | [1] | 168 | |||||||||
Stated rate | 1.625% | 1.625% | 1.625% | 1.625% | ||||||||||||
Effective rate (in ten thousandths) | 4.50% | 4.50% | 4.50% | 4.50% | ||||||||||||
Convertible Debt | 2033F convertible senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 276 | [1] | $ 276 | [1] | $ 276 | [1] | 0 | |||||||||
Long-term debt | 0 | [1] | 0 | [1] | 0 | [1] | 271 | |||||||||
Total Debt | $ 276 | [1] | $ 276 | [1] | $ 276 | [1] | 271 | |||||||||
Stated rate | 2.125% | 2.125% | 2.125% | 2.125% | ||||||||||||
Effective rate (in ten thousandths) | 4.93% | 4.93% | 4.93% | 4.93% | ||||||||||||
Convertible Debt | 2043G convertible senior notes | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 0 | $ 0 | $ 0 | 0 | ||||||||||||
Long-term debt | 668 | 668 | 668 | 657 | ||||||||||||
Total Debt | $ 668 | $ 668 | $ 668 | 657 | ||||||||||||
Stated rate | 3.00% | 3.00% | 3.00% | 3.00% | ||||||||||||
Effective rate (in ten thousandths) | 6.76% | 6.76% | 6.76% | 6.76% | ||||||||||||
Other notes payable | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Current debt | $ 164 | $ 164 | $ 164 | 182 | ||||||||||||
Long-term debt | 108 | 108 | 108 | 316 | ||||||||||||
Total Debt | $ 272 | $ 272 | $ 272 | $ 498 | ||||||||||||
Other notes payable | Weighted Average | ||||||||||||||||
Long-term Debt by Current and Noncurrent | ||||||||||||||||
Stated rate | 2.038% | 2.038% | 2.038% | 2.038% | ||||||||||||
Effective rate (in ten thousandths) | 2.57% | 2.57% | 2.57% | 2.57% | ||||||||||||
[1] | Since the closing price of our common stock exceeded 130% of the conversion price per share for at least 20 trading days in the 30 trading day period ended on March 31, 2017, these notes are convertible by the holders through the calendar quarter ending June 30, 2017. The closing price of our common stock also exceeded the thresholds for the calendar quarter ended June 30, 2017; therefore, these notes are convertible by the holders through September 30, 2017. The 2033 Notes were classified as current as of June 1, 2017 because the terms of these notes require us to pay cash for the principal amount of any converted notes and holders of these notes had the right to convert their notes as of that date. In addition, the holders of the 2033E Notes can require us to repurchase for cash all or a portion of the 2033E Notes on February 15, 2018. |
Contingencies (Details)
Contingencies (Details) - Pending Litigation $ in Millions | 9 Months Ended |
Jun. 01, 2017USD ($)patent | |
Qimonda AG Inotera Share Purchase Proceedings | |
Loss Contingencies [Line Items] | |
Percentage of total Inotera shares subject to litigation (in hundredths) | 18.00% |
Loss contingency, judgment under appeal | $ | $ 1 |
Patent Matters | Elm 3DS Innovations, LLC | |
Loss Contingencies [Line Items] | |
Number of patents allegedly infringed | 13 |
Patent Matters | Innovative Memory Solutions, Inc. | |
Loss Contingencies [Line Items] | |
Number of patents allegedly infringed | 8 |
Patent Matters | Harvard University | |
Loss Contingencies [Line Items] | |
Number of patents allegedly infringed | 2 |
Redeemable Convertible Notes (D
Redeemable Convertible Notes (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Debt Instrument [Line Items] | ||
Redeemable convertible notes | $ 25 | $ 0 |
2033E and 2033F convertible senior notes | ||
Debt Instrument [Line Items] | ||
Redeemable convertible notes | $ 25 |
Equity - Treasury Stock (Detail
Equity - Treasury Stock (Details) - Inotera - USD ($) shares in Millions, $ in Millions | Dec. 06, 2016 | Mar. 02, 2017 |
Class of Stock [Line Items] | ||
Cash proceeds received from issuance of Micron Shares to Nanya | $ 986 | |
Private Placement | ||
Class of Stock [Line Items] | ||
Number of Micron Shares issued to Nanya as consideration for Inotera shares not already owned (in shares) | 58 | |
Cash proceeds received from issuance of Micron Shares to Nanya | $ 986 | |
Private Placement | Treasury Stock, Common | ||
Class of Stock [Line Items] | ||
Cash proceeds received from issuance of Micron Shares to Nanya | $ 925 | |
Treasury shares included in sale of shares to Nanya | 54 | |
Decrease in treasury stock as a result of the issuance of shares to Nanya | $ 1,030 | |
Decrease in retained earnings due to reissuance of treasury shares at price lower than purchase price | $ 104 |
Equity - Outstanding Capped Cal
Equity - Outstanding Capped Calls (Details) - USD ($) shares in Millions | 9 Months Ended | ||
Jun. 01, 2017 | Mar. 02, 2017 | Sep. 01, 2016 | |
Option Indexed to Issuer's Equity [Line Items] | |||
Treasury Stock, held (in shares) | 4 | 54 | |
Call Option | Purchased options | Minimum | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Range of value at expiration of outstanding capped calls | $ 0 | ||
Call Option | Purchased options | Maximum | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Range of value at expiration of outstanding capped calls | 527,000,000 | ||
Call Option | Purchased options | 2032C and 2032D convertible senior notes | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Capped call settlement cash received | $ 125,000,000 | ||
Capped call settlement shares received | 4 | ||
Capped call settlement, dollar value of shares received | $ 67,000,000 | ||
Treasury Stock, held (in shares) | 4 |
Equity - Shareholder Rights Agr
Equity - Shareholder Rights Agreement (Details) | Jun. 01, 2017right_per_share |
Equity [Abstract] | |
Shareholder Rights Plan, Purchase Discount Rights Received (per share) | 1 |
Equity - NCI and Consolidated V
Equity - NCI and Consolidated VIE Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Sep. 01, 2016 | |
Variable Interest Entity [Line Items] | |||||
Noncontrolling interests in subsidiaries | $ 848 | $ 848 | $ 848 | ||
Noncontrolling Interest Items [Abstract] | |||||
R and D expenses reduced by reimbursements from Intel | 434 | $ 382 | 1,377 | $ 1,206 | |
Net sales | 5,566 | 2,898 | 14,184 | 9,182 | |
Non-Trade Sales | |||||
Noncontrolling Interest Items [Abstract] | |||||
Net sales | 138 | 120 | 419 | 372 | |
Intel | Collaborative Arrangement Process Design and Process Development | |||||
Noncontrolling Interest Items [Abstract] | |||||
R and D expenses reduced by reimbursements from Intel | (47) | (54) | (162) | (153) | |
Other consolidated entities | |||||
Variable Interest Entity [Line Items] | |||||
Noncontrolling interests in subsidiaries | 16 | 16 | 16 | ||
Variable Interest Entity, Primary Beneficiary | IMFT | |||||
Variable Interest Entity [Line Items] | |||||
Noncontrolling interests in subsidiaries | $ 832 | $ 832 | $ 832 | ||
Noncontrolling interest percentage (in hundredths) | 49.00% | 49.00% | 49.00% | ||
Ownership percentage after stock transactions during period (in hundredths) | 51.00% | 51.00% | |||
Noncontrolling Interest Items [Abstract] | |||||
IMFT distributions to Micron | 36 | ||||
IMFT distributions to Intel | $ 34 | ||||
Micron contributions to IMFT | 38 | ||||
Intel contributions to IMFT | $ 37 |
Equity - Consolidated VIE Asset
Equity - Consolidated VIE Assets and Liabilities (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 | Jun. 02, 2016 | Sep. 03, 2015 | |
Assets | |||||
Cash and equivalents | $ 4,048 | $ 4,140 | $ 4,627 | $ 2,287 | |
Receivables | 3,497 | 2,068 | |||
Inventories | 3,064 | 2,889 | |||
Other current assets | 132 | 140 | |||
Total current assets | 11,023 | 9,495 | |||
Property, plant, and equipment, net | 19,014 | 14,686 | |||
Other noncurrent assets | 444 | 356 | |||
Total assets | 33,267 | 27,540 | |||
Liabilities | |||||
Accounts payable and accrued expenses | 3,656 | 3,879 | |||
Deferred income | 326 | 200 | |||
Current debt | 1,161 | 756 | |||
Total current liabilities | 5,143 | 4,835 | |||
Long-term debt | 10,485 | 9,154 | |||
Other noncurrent liabilities | 595 | 623 | |||
Total liabilities | 16,223 | 14,612 | |||
IMFT | |||||
Assets | |||||
Cash and equivalents | 113 | ||||
Variable Interest Entity, Primary Beneficiary | IMFT | |||||
Assets | |||||
Cash and equivalents | [1] | 113 | 98 | ||
Receivables | [1] | 84 | 89 | ||
Inventories | [1] | 120 | 68 | ||
Other current assets | [1] | 4 | 6 | ||
Total current assets | [1] | 321 | 261 | ||
Property, plant, and equipment, net | [1] | 1,748 | 1,792 | ||
Other noncurrent assets | [1] | 49 | 50 | ||
Total assets | [1] | 2,118 | 2,103 | ||
Liabilities | |||||
Accounts payable and accrued expenses | [1] | 215 | 175 | ||
Deferred income | [1] | 6 | 7 | ||
Current debt | [1] | 19 | 16 | ||
Total current liabilities | [1] | 240 | 198 | ||
Long-term debt | [1] | 80 | 66 | ||
Other noncurrent liabilities | [1] | 89 | 94 | ||
Total liabilities | [1] | $ 409 | $ 358 | ||
[1] | Amounts exclude intercompany balances that were eliminated in our consolidated balance sheets. |
Equity - Restrictions on Net As
Equity - Restrictions on Net Assets (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 | Jun. 02, 2016 | Sep. 03, 2015 |
Restrictions for Consolidated and Unconsolidated Subsidiaries [Abstract] | ||||
Cash and equivalents | $ 4,048 | $ 4,140 | $ 4,627 | $ 2,287 |
MMJ Group | ||||
Restrictions for Consolidated and Unconsolidated Subsidiaries [Abstract] | ||||
Amount of restricted net assets | 3,480 | |||
Cash and equivalents | 595 | |||
MSTW and MTTW | ||||
Restrictions for Consolidated and Unconsolidated Subsidiaries [Abstract] | ||||
Amount of restricted net assets | 2,550 | |||
Cash and equivalents | 261 | |||
IMFT | ||||
Restrictions for Consolidated and Unconsolidated Subsidiaries [Abstract] | ||||
Amount of restricted net assets | 877 | |||
Cash and equivalents | $ 113 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair and Carrying Value (Details) - USD ($) $ in Millions | Jun. 01, 2017 | Sep. 01, 2016 |
Fair value disclosure [Line Items] | ||
Carrying value of Debt | $ 11,646 | $ 9,910 |
Fair Value | Level 2 | Notes and MMJ creditor installment payments | ||
Fair value disclosure [Line Items] | ||
Fair value of Notes and MMJ creditor installment payments | 9,307 | 7,257 |
Fair Value | Level 2 | Convertible Notes | ||
Fair value disclosure [Line Items] | ||
Fair value of Convertible notes | 3,747 | 2,408 |
Carrying Value | Notes and MMJ creditor installment payments | ||
Fair value disclosure [Line Items] | ||
Carrying value of Debt | 8,895 | 7,050 |
Carrying Value | Convertible Notes | ||
Fair value disclosure [Line Items] | ||
Carrying value of Debt | $ 1,479 | $ 1,454 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Values (Details) - Forward Contracts $ in Millions, ¥ in Billions | 9 Months Ended | |||
Jun. 01, 2017USD ($) | Jun. 01, 2017JPY (¥) | Sep. 01, 2016USD ($) | ||
Not Designated as Hedging Instrument | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | $ 4,887 | $ 2,052 | ||
Foreign Currency Cash Flow Hedges [Abstract] | ||||
General maturity of non-designated currency forward contracts (in months) | 9 months | |||
Not Designated as Hedging Instrument | 2017 Reorganization Payment Hedges | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | ¥ | ¥ 18 | |||
Not Designated as Hedging Instrument | 2018 Reorganization Payment Hedges | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | ¥ | ¥ 28 | |||
Not Designated as Hedging Instrument | New Taiwan dollar | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | $ 3,083 | |||
Not Designated as Hedging Instrument | Yen | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | 1,177 | 1,668 | ||
Not Designated as Hedging Instrument | Singapore dollar | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | 389 | 206 | ||
Not Designated as Hedging Instrument | Euro | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | 193 | 93 | ||
Not Designated as Hedging Instrument | Other | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | 45 | 85 | ||
Not Designated as Hedging Instrument | Accounts receivable | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 55 | 0 | |
Not Designated as Hedging Instrument | Accounts receivable | New Taiwan dollar | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 49 | ||
Not Designated as Hedging Instrument | Accounts receivable | Yen | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 4 | 0 | |
Not Designated as Hedging Instrument | Accounts receivable | Singapore dollar | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 1 | 0 | |
Not Designated as Hedging Instrument | Accounts receivable | Euro | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 1 | 0 | |
Not Designated as Hedging Instrument | Accounts receivable | Other | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 0 | 0 | |
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | (1) | (11) | |
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | New Taiwan dollar | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | 0 | ||
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | Yen | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | (1) | (10) | |
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | Singapore dollar | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | 0 | 0 | |
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | Euro | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | 0 | 0 | |
Not Designated as Hedging Instrument | Accounts payable and accrued expenses | Other | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | 0 | (1) | |
Designated as Hedging Instrument | Cash Flow Hedging | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | $ 215 | 172 | ||
Foreign Currency Cash Flow Hedges [Abstract] | ||||
General maturity of hedge contracts (in months) | 12 months | |||
Designated as Hedging Instrument | Cash Flow Hedging | Yen | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | $ 86 | 107 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Euro | ||||
Notional Disclosures [Abstract] | ||||
Notional Amount Outstanding | 129 | 65 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Accounts receivable | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 6 | 2 | |
Designated as Hedging Instrument | Cash Flow Hedging | Accounts receivable | Yen | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 1 | 2 | |
Designated as Hedging Instrument | Cash Flow Hedging | Accounts receivable | Euro | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Assets | [1] | 5 | 0 | |
Designated as Hedging Instrument | Cash Flow Hedging | Accounts payable and accrued expenses | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | (1) | (2) | |
Designated as Hedging Instrument | Cash Flow Hedging | Accounts payable and accrued expenses | Yen | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | (1) | (1) | |
Designated as Hedging Instrument | Cash Flow Hedging | Accounts payable and accrued expenses | Euro | ||||
Derivative, Fair Value, Net [Abstract] | ||||
Fair Value of Liabilities | [2] | $ 0 | $ (1) | |
[1] | Included in receivables – other. | |||
[2] | Included in accounts payable and accrued expenses – other. |
Derivative Instruments - Hedgin
Derivative Instruments - Hedging Relationship (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Not Designated as Hedging Instrument | Other non-operating income expense, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) from derivative instruments without hedge accounting designation | $ 70 | $ 42 | $ (47) | $ 113 |
Designated as Hedging Instrument | Cash Flow Hedging | Other comprehensive income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) recognized in other comprehensive income, effective portion of cash flow hedges | $ 6 | $ 4 | $ (3) | $ 5 |
Equity Plans - Share Based Comp
Equity Plans - Share Based Compensation (Details) - $ / shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for future awards (in shares) | 100 | 100 | ||
Stock options | ||||
Stock Options [Abstract] | ||||
Stock options granted (in shares) | 1 | 1 | 7 | 8 |
Weighted-average grant-date fair values per share (in dollars per share) | $ 11.64 | $ 4.92 | $ 8.59 | $ 6.96 |
Average expected life in years | 5 years 6 months | 5 years 7 months | 5 years 6 months | 5 years 6 months |
Weighted-average expected volatility (in hundredths) | 44.00% | 51.00% | 46.00% | 47.00% |
Weighted-average risk-free interest rate (in thousandths) | 2.00% | 1.30% | 1.80% | 1.70% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Restricted stock awards | ||||
Restricted Stock and Restricted Stock Units (Restricted Stock Awards) | ||||
Restricted stock awards granted (in shares) | 0 | 0 | 8 | 9 |
Weighted-average grant-date fair values per share (in dollars per share) | $ 27.75 | $ 10.35 | $ 19.10 | $ 15.75 |
Equity Plans - Stock-based Comp
Equity Plans - Stock-based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | $ 57 | $ 47 | $ 158 | $ 148 |
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | ||||
Total unrecognized compensation costs for unvested awards expected to be recognized | 402 | $ 402 | ||
Weighted average period that unrecognized compensation costs is expected to be recognized (in years) | 1 year 2 months | |||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | 19 | 19 | $ 54 | 61 |
Restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | 38 | 28 | 104 | 87 |
Cost of goods sold | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | 24 | 21 | 66 | 58 |
Selling, general, and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | 20 | 14 | 53 | 52 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation | $ 13 | $ 12 | $ 39 | $ 38 |
Restructure and Asset Impairm78
Restructure and Asset Impairments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jun. 01, 2017 | Sep. 01, 2016 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | Aug. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructure and asset impairments | $ 12 | $ 0 | $ 45 | $ 16 | ||
Akita and Tera Probe | ||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||
Loss on write-down of Akita assets and Tera Probe investment | $ 11 | |||||
Akita and Tera Probe | Forecast | ||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||
Aggregate consideration (substantially all in cash) for Akita and Tera Probe | $ 60 | |||||
Akita and Tera Probe | Tera Probe | ||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||
Tera Probe investment disposed during the period | 40.00% | |||||
2016 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
2016 Restructuring Plan | $ 0 | $ 58 | 0 | 33 | 0 | |
Accrued restructuring reserve for the 2016 Restructuring Plan | $ 24 | |||||
Other Restructuring Activities | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructure and asset impairments | $ 12 | $ 0 | $ 12 | $ 16 |
Other Non-Operating Income (E79
Other Non-Operating Income (Expense), Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Component of Other Income Expense, Nonoperating [Line Items] | ||||
Loss on restructure of debt | $ (61) | $ (3) | $ (63) | $ (4) |
Loss from changes in currency exchange rates | (22) | (5) | (62) | (13) |
Gain on remeasurement of previously-held equity interest in Inotera | 0 | 0 | 71 | 0 |
Other | 0 | (26) | (9) | (27) |
Other non-operating income (expense), net | $ (83) | (34) | $ (63) | $ (44) |
Indemnification Receivable Writeoff | ||||
Component of Other Income Expense, Nonoperating [Line Items] | ||||
Other | $ (30) |
Income Taxes Income Tax (Provis
Income Taxes Income Tax (Provision) Benefit (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||
Utilization of and other changes in net deferred tax assets of MMJ, MMT, and Inotera | $ (31) | $ (71) | $ (52) | $ (103) |
U.S. valuation allowance release resulting from business acquisition | 0 | 0 | 0 | 41 |
Other income tax (provision) benefit, primarily other non-U.S. operations | (61) | 56 | (109) | 46 |
Income tax (provision) benefit | $ (92) | (15) | $ (161) | (16) |
Favorable resolution of prior year tax matters (previously reserved as uncertain tax positions) | $ 52 | $ 58 |
Income Tax Unrecognized Tax Ben
Income Tax Unrecognized Tax Benefits (Details) - Inotera - USD ($) | Dec. 06, 2016 | Mar. 02, 2017 | Jun. 01, 2017 |
Income Tax Contingency [Line Items] | |||
Uncertain tax positions recognized in connection with Inotera Acquisition | $ 54,000,000 | ||
Effective settlement of uncertain positions assumed in the Inotera Acquisition | $ 21,000,000 | ||
Uncertain Tax Position Arising From Purchase Accounting | |||
Income Tax Contingency [Line Items] | |||
Uncertain tax positions recognized in connection with Inotera Acquisition | 26,000,000 | ||
Minimum | |||
Income Tax Contingency [Line Items] | |||
Estimated potential reduction in unrecognized tax benefits in the next 12 months | $ 0 | ||
Maximum | |||
Income Tax Contingency [Line Items] | |||
Estimated potential reduction in unrecognized tax benefits in the next 12 months | $ 36,000,000 | ||
Foreign | |||
Income Tax Contingency [Line Items] | |||
Inotera's foreign net operating loss carryforward | $ 654,000,000 |
Income Tax Holiday (Details)
Income Tax Holiday (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 01, 2017 | Jun. 01, 2017 | |
Income Tax Disclosure [Abstract] | ||
Tax benefit due to arrangements allowing computation of tax provision at rates below local statutory rates | $ 250 | $ 422 |
Tax benefit per diluted share due to arrangements allowing computation of tax provision at rates below local statutory rates (in dollars per share) | $ 0.21 | $ 0.37 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017 | Jun. 02, 2016 | Jun. 01, 2017 | Jun. 02, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) available to Micron - Basic | $ 1,647 | $ (215) | $ 2,721 | $ (106) |
Net income (loss) available to Micron – Diluted | $ 1,647 | $ (215) | $ 2,721 | $ (106) |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||||
Weighted-average common shares outstanding - Basic (in shares) | 1,106 | 1,036 | 1,082 | 1,035 |
Dilutive effect of equity plans and convertible notes (in shares) | 71 | 0 | 60 | 0 |
Weighted-average common shares outstanding - Diluted (in shares) | 1,177 | 1,036 | 1,142 | 1,035 |
Earnings Per Share, Basic [Abstract] | ||||
Basic (in dollars per share) | $ 1.49 | $ (0.21) | $ 2.52 | $ (0.10) |
Earnings Per Share, Diluted [Abstract] | ||||
Diluted (in dollars per share) | $ 1.40 | $ (0.21) | $ 2.38 | $ (0.10) |
Antidilutive potential common shares that could dilute basic earnings per share in the future (in shares) | 52 | 184 | 59 | 184 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 01, 2017USD ($) | Jun. 02, 2016USD ($) | Jun. 01, 2017USD ($)segment | Jun. 02, 2016USD ($) | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | ||||
Number of reportable segments | segment | 4 | |||
Net Sales | ||||
Net sales | $ 5,566 | $ 2,898 | $ 14,184 | $ 9,182 |
Operating Income | ||||
Stock-based compensation | (57) | (47) | (158) | (148) |
Restructure and asset impairments | (12) | 0 | (45) | (16) |
Other | 4 | 5 | 14 | (2) |
Operating income (loss) | 1,963 | (27) | 3,366 | 200 |
Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | 2,071 | 31 | 3,686 | 384 |
Unallocated | ||||
Operating Income | ||||
Flow-through of Inotera inventory step up | (36) | 0 | (96) | 0 |
Stock-based compensation | (57) | (47) | (158) | (148) |
Restructure and asset impairments | (12) | 0 | (45) | (16) |
Other | (3) | (11) | (21) | (20) |
Operating income (loss) | (108) | (58) | (320) | (184) |
CNBU | ||||
Net Sales | ||||
Net sales | 2,389 | 1,090 | 5,776 | 3,282 |
CNBU | Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | 1,219 | (42) | 2,159 | (35) |
SBU | ||||
Net Sales | ||||
Net sales | 1,316 | 719 | 3,217 | 2,504 |
SBU | Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | 276 | (49) | 302 | (66) |
MBU | ||||
Net Sales | ||||
Net sales | 1,129 | 561 | 3,243 | 1,898 |
MBU | Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | 304 | (6) | 563 | 132 |
EBU | ||||
Net Sales | ||||
Net sales | 700 | 487 | 1,868 | 1,426 |
EBU | Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | 256 | 115 | 627 | 332 |
All Other | ||||
Net Sales | ||||
Net sales | 32 | 41 | 80 | 72 |
All Other | Operating Segments | ||||
Operating Income | ||||
Operating income (loss) | $ 16 | $ 13 | $ 35 | $ 21 |
Certain Concentrations (Details
Certain Concentrations (Details) | 9 Months Ended |
Jun. 01, 2017 | |
Net Sales | Customer Concentration Risk | Kingston | |
Concentration Risk [Line Items] | |
Concentration risk, percentage of net sales (in hundredths) | 10.00% |