Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2015shares | |
Document and Entity Information | |
Entity Registrant Name | RAMBUS INC |
Entity Central Index Key | 917,273 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | false |
Entity Current Reporting Status | Yes |
Entity Common Stock, Shares Outstanding | 116,533,951 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 216,553 | $ 154,126 |
Marketable securities | 146,325 | 145,983 |
Accounts receivable | 10,314 | 6,001 |
Prepaids and other current assets | 10,859 | 8,541 |
Deferred tax assets | 17,896 | 187 |
Total current assets | 401,947 | 314,838 |
Intangible assets, net | 70,426 | 89,371 |
Goodwill | 116,899 | 116,899 |
Property, plant and equipment, net | 59,077 | 64,023 |
Deferred tax assets, long-term | 143,834 | 536 |
Other assets | 3,690 | 2,612 |
Total assets | 795,873 | 588,279 |
Current liabilities: | ||
Accounts payable | 5,928 | 6,962 |
Accrued salaries and benefits | 9,362 | 14,840 |
Deferred revenue | 5,129 | 4,133 |
Other current liabilities | 7,191 | 8,723 |
Total current liabilities | 27,610 | 34,658 |
Convertible notes, long-term | 119,414 | 115,089 |
Long-term imputed financing obligation | 38,751 | 39,063 |
Long-term income taxes payable | 2,767 | 2,769 |
Other long-term liabilities | 1,475 | 5,078 |
Total liabilities | $ 190,017 | $ 196,657 |
Commitments and contingencies (Notes 9 and 13) | ||
Stockholders’ equity: | ||
Convertible preferred stock, $.001 par value: Authorized: 5,000,000 shares Issued and outstanding: no shares at September 30, 2015 and December 31, 2014 | $ 0 | $ 0 |
Common stock, $.001 par value: Authorized: 500,000,000 shares Issued and outstanding: 116,533,951 shares at September 30, 2015 and 115,161,675 shares at December 31, 2014 | 116 | 115 |
Additional paid-in capital | 1,169,223 | 1,153,435 |
Accumulated deficit | (563,129) | (761,526) |
Accumulated other comprehensive loss | (354) | (402) |
Total stockholders’ equity | 605,856 | 391,622 |
Total liabilities and stockholders’ equity | $ 795,873 | $ 588,279 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Stockholders’ equity: | ||
Convertible preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Convertible preferred stock, Authorized shares | 5,000,000 | 5,000,000 |
Convertible preferred stock, Issued shares | 0 | 0 |
Convertible preferred stock, Outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, Authorized shares | 500,000,000 | 500,000,000 |
Common stock, Issued shares | 116,533,951 | 115,161,675 |
Common stock, Outstanding shares | 116,533,951 | 115,161,675 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Revenue: | |||||
Royalties | $ 66,823 | $ 64,009 | $ 196,173 | $ 207,387 | |
Contract and other revenue | 6,956 | 5,703 | 23,332 | 17,131 | |
Total revenue | 73,779 | 69,712 | 219,505 | 224,518 | |
Operating costs and expenses: | |||||
Cost of revenue | [1] | 11,111 | 10,540 | 34,004 | 31,199 |
Research and development | [1] | 27,784 | 27,014 | 85,506 | 81,580 |
Sales, general and administrative | [1] | 17,860 | 18,200 | 53,701 | 55,639 |
Gain from sale of intellectual property | (106) | 0 | (3,262) | (170) | |
Restructuring charges | 0 | 0 | 0 | 39 | |
Gain from settlement | (510) | (510) | (1,530) | (1,530) | |
Total operating costs and expenses | 56,139 | 55,244 | 168,419 | 166,757 | |
Operating income (loss) | 17,640 | 14,468 | 51,086 | 57,761 | |
Interest income and other income (expense), net | 539 | (549) | 874 | (432) | |
Interest expense | (3,117) | (3,059) | (9,291) | (21,755) | |
Interest and other income (expense), net | (2,578) | (3,608) | (8,417) | (22,187) | |
Income before income taxes | 15,062 | 10,860 | 42,669 | 35,574 | |
Provision for (benefit from) income taxes | (166,971) | 5,347 | (155,727) | 17,214 | |
Net Income (Loss) | $ 182,033 | $ 5,513 | $ 198,396 | $ 18,360 | |
Net income per share: | |||||
Earnings Per Share, Basic | $ 1.56 | $ 0.05 | $ 1.71 | $ 0.16 | |
Earnings Per Share, Diluted | $ 1.52 | $ 0.05 | $ 1.67 | $ 0.16 | |
Weighted average shares used in per share calculation: | |||||
Basic (in shares) | 116,444 | 114,523 | 115,940 | 114,080 | |
Diluted (in shares) | 119,542 | 118,206 | 118,997 | 117,540 | |
[1] | Includes stock-based compensation |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cost of revenue | ||||
Stock-based compensation | $ 12 | $ 12 | $ 51 | $ 34 |
Research and development | ||||
Stock-based compensation | 1,548 | 1,648 | 5,303 | 5,574 |
Sales, general and administrative | ||||
Stock-based compensation | $ 2,008 | $ 1,781 | $ 6,395 | $ 5,587 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 182,033 | $ 5,513 | $ 198,396 | $ 18,360 |
Other comprehensive income (loss): | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 0 | 0 | 9 | 0 |
Unrealized gain (loss) on marketable securities, net of tax | 13 | 12 | 40 | (39) |
Total comprehensive income | $ 182,046 | $ 5,525 | $ 198,445 | $ 18,321 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net Income (Loss) | $ 198,396 | $ 18,360 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation | 11,749 | 11,195 |
Depreciation | 9,374 | 10,350 |
Amortization of intangible assets | 18,914 | 20,295 |
Impairment of investment in non-marketable equity security | 0 | 600 |
Non-cash interest expense and amortization of convertible debt issuance costs | 4,744 | 13,226 |
Deferred income taxes | (171,509) | 6,475 |
Gain from sale of intellectual property and property, plant and equipment, net | (3,257) | (170) |
Change in operating assets and liabilities: | ||
Accounts receivable | (4,313) | (2,848) |
Prepaid expenses and other assets | (3,736) | (1,714) |
Accounts payable | (1,001) | 425 |
Accrued salaries and benefits and other liabilities | (7,370) | (23,541) |
Income taxes payable | 593 | (3,999) |
Deferred revenue | 1,674 | 1,761 |
Net cash provided by operating activities | 54,258 | 50,415 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (4,749) | (5,593) |
Purchases of marketable securities | (124,862) | (200,211) |
Maturities of marketable securities | 81,396 | 86,636 |
Proceeds from sale of marketable securities | 43,134 | 17,689 |
Proceeds from sale of intellectual property and property, plant and equipment | 3,510 | 2,500 |
Net cash used in investing activities | (1,571) | (98,979) |
Cash flows from financing activities: | ||
Proceeds received from issuance of common stock under employee stock plans | 10,081 | 8,336 |
Principal payments against lease financing obligation | (341) | (226) |
Payments under installment payment arrangement | 0 | (56) |
Repayment of convertible senior notes | 0 | 172,500 |
Net cash provided by (used in) financing activities | 9,740 | (164,446) |
Net increase (decrease) in cash and cash equivalents | 62,427 | (213,010) |
Cash and cash equivalents at beginning of period | 154,126 | 338,696 |
Cash and cash equivalents at end of period | 216,553 | 125,686 |
Non-cash investing activities during the period: | ||
Property, plant and equipment received and accrued in accounts payable and other liabilities | $ 542 | $ 762 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Rambus Inc. (“Rambus” or the “Company”) and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in the accompanying unaudited condensed consolidated financial statements. Investments in entities with less than 20% ownership or in which the Company does not have the ability to significantly influence the operations of the investee are being accounted for using the cost method and are included in other assets. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments (consisting only of normal recurring items) necessary to state fairly the financial position and results of operations for each interim period presented. Interim results are not necessarily indicative of results for a full year. The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) applicable to interim financial information. Certain information and Note disclosures included in the financial statements prepared in accordance with generally accepted accounting principles have been omitted in these interim statements pursuant to such SEC rules and regulations. The information included in this Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto in Form 10-K for the year ended December 31, 2014 . Operating Segment Definitions Operating segments are based upon Rambus' internal organization structure, the manner in which its operations are managed, the criteria used by its Chief Operating Decision Maker ("CODM") to evaluate segment performance and availability of separate financial information regularly reviewed for resource allocation and performance assessment. The Company determined its CODM to be the Chief Executive Officer and determined its operating segments to be: (1) Memory and Interface Division ("MID"), which focuses on the design, development and licensing of technology that is related to memory and interfaces; (2) Cryptography Research Division ("CRD"), which focuses on the design, development and licensing of technologies for chip and system security and anti-counterfeiting; (3) Emerging Solutions Division ("ESD"), which includes the computational sensing and imaging group along with the development efforts in the area of emerging technologies; and (4) Lighting and Display Technologies ("LDT"), which focuses on the design, development and licensing of technologies for lighting. For the three and nine months ended September 30, 2015 , only MID and CRD were reportable segments as each of them met the quantitative thresholds for disclosure as a reportable segment. The results of the remaining other operating segment were shown under “Other.” Reclassifications Certain prior periods' amounts were reclassified to conform to the current year’s presentation. None of these reclassifications had an impact on reported net income for any of the periods presented. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs", which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This ASU requires retrospective adoption and is effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, "Compensation - Stock Compensation (Topic 718)," which makes amendments to the codification topic 718, "Accounting for Share-Based Payments," when the terms of an award provide that a performance target could be achieved after the requisite service period. The new accounting standards update becomes effective for the Company on January 1, 2016. The Company is currently evaluating the impact that this guidance will have on its financial position, results of operations or cash flows. In May 2014, the FASB and International Accounting Standards Board issued their converged accounting standards update on revenue recognition. The core principle of the new guidance is for companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The new guidance also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (for example, service revenue and contract modifications) and improve guidance for multiple-element arrangements. In August 2015, the FASB deferred the effective date of this accounting standards update by one year. The new accounting standards update becomes effective for the Company on January 1, 2018. The Company is currently evaluating the impact that this guidance will have on its financial condition and results of operations. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings Per Share Basic earnings per share is calculated by dividing the net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated by dividing the earnings by the weighted average number of common shares and potentially dilutive securities outstanding during the period. Potentially dilutive common shares consist of incremental common shares issuable upon exercise of stock options, employee stock purchases, restricted stock and restricted stock units and shares issuable upon the conversion of convertible notes. The dilutive effect of outstanding shares is reflected in diluted earnings per share by application of the treasury stock method. This method includes consideration of the amounts to be paid by the employees, the amount of excess tax benefits that would be recognized in equity if the instrument was exercised and the amount of unrecognized stock-based compensation related to future services. No potential dilutive common shares are included in the computation of any diluted per share amount when a net loss is reported. The following table sets forth the computation of basic and diluted net income per share: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net income per share: (In thousands, except per share amounts) Numerator: Net income $ 182,033 $ 5,513 $ 198,396 $ 18,360 Denominator: Weighted-average shares outstanding - basic 116,444 114,523 115,940 114,080 Effect of potential dilutive common shares 3,098 3,683 3,057 3,460 Weighted-average shares outstanding - diluted 119,542 118,206 118,997 117,540 Basic net income per share $ 1.56 $ 0.05 $ 1.71 $ 0.16 Diluted net income per share $ 1.52 $ 0.05 $ 1.67 $ 0.16 For the three months ended September 30, 2015 and 2014 , options to purchase approximately 2.6 million and 3.9 million shares, respectively, and for the nine months ended September 30, 2015 and 2014 , options to purchase approximately 2.6 million and 5.7 million shares, respectively, were excluded from the calculation because they were anti-dilutive after considering proceeds from exercise, taxes and related unrecognized stock-based compensation expense. |
Intangible Asset and Goodwill
Intangible Asset and Goodwill | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Asset and Goodwill | Intangible Assets and Goodwill Goodwill The following tables present goodwill information for each of the reportable segments for the nine months ended September 30, 2015 : Reportable Segment: As of December 31, 2014 Additions to Goodwill Impairment Charge of Goodwill As of September 30, 2015 (In thousands) MID $ 19,905 $ — $ — $ 19,905 CRD 96,994 — — 96,994 Total $ 116,899 $ — $ — $ 116,899 As of September 30, 2015 Reportable Segment: Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount (In thousands) MID $ 19,905 $ — $ 19,905 CRD 96,994 — 96,994 Other 21,770 (21,770 ) — Total $ 138,669 $ (21,770 ) $ 116,899 Intangible Assets The components of the Company’s intangible assets as of September 30, 2015 and December 31, 2014 were as follows: As of September 30, 2015 Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Existing technology 3 to 10 years $ 185,321 $ (121,485 ) $ 63,836 Customer contracts and contractual relationships 1 to 10 years 31,093 (24,503 ) 6,590 Non-compete agreements 3 years 300 (300 ) — Total intangible assets $ 216,714 $ (146,288 ) $ 70,426 As of December 31, 2014 Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Existing technology 3 to 10 years $ 185,321 $ (104,426 ) $ 80,895 Customer contracts and contractual relationships 1 to 10 years 31,093 (22,617 ) 8,476 Non-compete agreements 3 years 300 (300 ) — Total intangible assets $ 216,714 $ (127,343 ) $ 89,371 During the three and nine months ended September 30, 2015 , the Company did not purchase or sell any intangible assets. During the nine months ended September 30, 2014 , the Company sold portfolios of its intellectual property covering wireless and other technologies for $4.4 million and the related gain was recorded as gain from sale of intellectual property and revenue in the condensed consolidated statements of operations. The favorable contracts (included in customer contracts and contractual relationships) are acquired patent licensing agreements where the Company has no performance obligations. Cash received from these acquired favorable contracts reduces the favorable contract intangible asset. For the three months ended September 30, 2015 and 2014 , the Company did not receive any cash related to the favorable contracts, respectively. For the nine months ended September 30, 2015 and 2014 , the Company received $0.1 million and $0.9 million related to the favorable contracts, respectively. As of September 30, 2015 and December 31, 2014 , the net balance of the favorable contract intangible assets was zero and $0.1 million , respectively. Amortization expense for intangible assets for the three and nine months ended September 30, 2015 was $6.3 million and $18.9 million , respectively. Amortization expense for intangible assets for the three and nine months ended September 30, 2014 was $6.7 million and $20.3 million , respectively. The estimated future amortization expense of intangible assets as of September 30, 2015 was as follows (amounts in thousands): Years Ending December 31: Amount 2015 (remaining 3 months) $ 6,160 2016 24,311 2017 23,709 2018 10,827 2019 1,789 Thereafter 3,630 $ 70,426 It is reasonably possible that the businesses could perform significantly below the Company's expectations or a deterioration of market and economic conditions could occur. This would adversely impact the Company's ability to meet its projected results, which could cause the goodwill in any of its reporting units or long-lived assets in any of its asset groups to become impaired. Significant differences between these estimates and actual cash flows could materially affect the Company's future financial results. If the Company determines that its goodwill or long-lived assets are impaired, it would be required to record a non-cash charge that could have a material adverse effect on its results of operations and financial position. |
Segments and Major Customers
Segments and Major Customers | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segments and Major Customers | Segments and Major Customers For the three and nine months ended September 30, 2015 , MID and CRD were reportable segments as each of them met the quantitative thresholds for disclosure as a reportable segment. The results of the remaining operating segments were shown under “Other.” Additionally, some employees moved departments in the fourth quarter of 2014 causing a change in the prior period reportable segment financial results. The presentation of the 2014 segment data has been updated accordingly to conform to the updated segment presentation. The Company evaluates the performance of its segments based on segment operating income (loss), which is defined as revenue minus segment operating expenses. Segment operating expenses are comprised of direct operating expenses. Segment operating expenses do not include sales, general and administrative expenses and the allocation of certain expenses managed at the corporate level, such as stock-based compensation, amortization, and certain bonus and acquisition costs. The “Reconciling Items” category includes these unallocated sales, general and administrative expenses as well as corporate level expenses. The tables below present reported segment operating income (loss) for the three and nine months ended September 30, 2015 and 2014 , respectively. For the Three Months Ended September 30, 2015 For the Nine Months Ended September 30, 2015 MID CRD Other Total MID CRD Other Total (In thousands) (In thousands) Revenues $ 55,383 $ 12,246 $ 6,150 $ 73,779 $ 164,696 $ 36,849 $ 17,960 $ 219,505 Segment operating expenses 11,734 6,653 9,276 27,663 36,055 21,317 25,306 82,678 Segment operating income (loss) $ 43,649 $ 5,593 $ (3,126 ) $ 46,116 $ 128,641 $ 15,532 $ (7,346 ) $ 136,827 Reconciling items (28,476 ) (85,741 ) Operating income $ 17,640 $ 51,086 Interest and other income (expense), net (2,578 ) (8,417 ) Income before income taxes $ 15,062 $ 42,669 For the Three Months Ended September 30, 2014 For the Nine Months Ended September 30, 2014 MID CRD Other Total MID CRD Other Total (In thousands) (In thousands) Revenues $ 52,495 $ 11,255 $ 5,962 $ 69,712 $ 172,314 $ 36,929 $ 15,275 $ 224,518 Segment operating expenses 10,337 7,356 9,793 27,486 28,655 21,076 27,640 77,371 Segment operating income (loss) $ 42,158 $ 3,899 $ (3,831 ) $ 42,226 $ 143,659 $ 15,853 $ (12,365 ) $ 147,147 Reconciling items (27,758 ) (89,386 ) Operating income $ 14,468 $ 57,761 Interest and other income (expense), net (3,608 ) (22,187 ) Income before income taxes $ 10,860 $ 35,574 The Company’s CODM does not review information regarding assets on an operating segment basis. Additionally, the Company does not record intersegment revenue or expense. Accounts receivable from the Company's major customers representing 10% or more of total accounts receivable at September 30, 2015 and December 31, 2014 , respectively, was as follows: As of Customer September 30, 2015 December 31, 2014 Customer 1 (Other segment) 50% 50% Customer 2 (CRD reportable segment) 37% * Customer 3 (MID reportable segment) * 33% _________________________________________ * Customer accounted for less than 10% of total accounts receivable in the period Revenue from the Company’s major customers representing 10% or more of total revenue for the three and nine months ended September 30, 2015 and 2014 , respectively, was as follows: Three Months Ended Nine Months Ended September 30, September 30, Customer 2015 2014 2015 2014 Customer A (MID and CRD reportable segments) 20 % 22 % 21 % 20 % Customer B (MID reportable segment) 21 % 17 % 18 % 16 % Customer C (MID reportable segment) 13 % 14 % 13 % 13 % Revenue from customers in the geographic regions based on the location of contracting parties was as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2015 2014 2015 2014 South Korea $ 30,821 $ 26,821 $ 84,463 $ 80,620 USA 33,146 24,950 90,530 81,522 Japan 3,460 6,497 19,866 23,140 Europe 1,571 4,238 8,287 17,077 Canada 6 1,754 207 5,365 Singapore 3,222 3,910 11,042 10,170 Asia-Other 1,553 1,542 5,110 6,624 Total $ 73,779 $ 69,712 $ 219,505 $ 224,518 |
Marketable Securities
Marketable Securities | 9 Months Ended |
Sep. 30, 2015 | |
Available-for-sale Securities [Abstract] | |
Marketable Securities | Marketable Securities Rambus invests its excess cash and cash equivalents primarily in U.S. government sponsored obligations, commercial paper, corporate notes and bonds, money market funds and municipal notes and bonds that mature within three years. As of September 30, 2015 and December 31, 2014 , all of the Company’s cash equivalents and marketable securities had a remaining maturity of less than one year . All cash equivalents and marketable securities are classified as available-for-sale. Total cash, cash equivalents and marketable securities are summarized as follows: As of September 30, 2015 (In thousands) Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Weighted Rate of Return Money market funds $ 186,481 $ 186,481 $ — $ — 0.01 % Corporate notes, bonds and commercial paper 146,325 146,398 6 (79 ) 0.44 % Total cash equivalents and marketable securities 332,806 332,879 6 (79 ) Cash 30,072 30,072 — — Total cash, cash equivalents and marketable securities $ 362,878 $ 362,951 $ 6 $ (79 ) As of December 31, 2014 (In thousands) Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Weighted Rate of Return Money market funds $ 124,938 $ 124,938 $ — $ — 0.01 % Corporate notes, bonds and commercial paper 145,983 146,096 1 (114 ) 0.25 % Total cash equivalents and marketable securities 270,921 271,034 1 (114 ) Cash 29,188 29,188 — — Total cash, cash equivalents and marketable securities $ 300,109 $ 300,222 $ 1 $ (114 ) Available-for-sale securities are reported at fair value on the balance sheets and classified as follows: As of September 30, December 31, (In thousands) Cash equivalents $ 186,481 $ 124,938 Short term marketable securities 146,325 145,983 Total cash equivalents and marketable securities 332,806 270,921 Cash 30,072 29,188 Total cash, cash equivalents and marketable securities $ 362,878 $ 300,109 The Company continues to invest in highly rated quality, highly liquid debt securities. As of September 30, 2015 , these securities have a remaining maturity of less than one year. The Company holds all of its marketable securities as available-for-sale, marks them to market, and regularly reviews its portfolio to ensure adherence to its investment policy and to monitor individual investments for risk analysis, proper valuation, and unrealized losses that may be other than temporary. The estimated fair value of cash equivalents and marketable securities classified by the length of time that the securities have been in a continuous unrealized loss position at September 30, 2015 and December 31, 2014 are as follows: Fair Value Gross Unrealized Loss September 30, December 31, September 30, December 31, (In thousands) Less than one year Corporate notes, bonds and commercial paper $ 110,870 $ 139,989 $ (79 ) $ (114 ) The gross unrealized loss at September 30, 2015 and December 31, 2014 was not material in relation to the Company’s total available-for-sale portfolio. The gross unrealized loss can be primarily attributed to a combination of market conditions as well as the demand for and duration of the corporate notes and bonds. There is no requirement to sell and the Company believes that it can recover the amortized cost of these investments. The Company has found no evidence of impairment due to credit losses in its portfolio. Therefore, these unrealized losses were recorded in other comprehensive income. However, the Company cannot provide any assurance that its portfolio of cash, cash equivalents and marketable securities will not be impacted by adverse conditions in the financial markets, which may require the Company in the future to record an impairment charge for credit losses which could adversely impact its financial results. See Note 7, “Fair Value of Financial Instruments,” for discussion regarding the fair value of the Company’s cash equivalents and marketable securities. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company reviews the pricing inputs by obtaining prices from a different source for the same security on a sample of its portfolio. The Company has not adjusted the pricing inputs it has obtained. The following table presents the financial instruments that are carried at fair value and summarizes the valuation of its cash equivalents and marketable securities by the above pricing levels as of September 30, 2015 and December 31, 2014 : As of September 30, 2015 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) Money market funds $ 186,481 $ 186,481 $ — $ — Corporate notes, bonds and commercial paper 146,325 — 146,325 — Total available-for-sale securities $ 332,806 $ 186,481 $ 146,325 $ — As of December 31, 2014 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) Money market funds $ 124,938 $ 124,938 $ — $ — Corporate notes, bonds and commercial paper 145,983 — 145,983 — Total available-for-sale securities $ 270,921 $ 124,938 $ 145,983 $ — The Company monitors its investments for other-than-temporary impairment and records appropriate reductions in carrying value when necessary. The Company monitors its investments for other-than-temporary losses by considering current factors, including the economic environment, market conditions, operational performance and other specific factors relating to the business underlying the investment, reductions in carrying values when necessary and the Company’s ability and intent to hold the investment for a period of time which may be sufficient for anticipated recovery in the market. Any other-than-temporary loss is reported under “Interest and other income (expense), net” in the condensed consolidated statement of operations. For the three and nine months ended September 30, 2015 and 2014 , there were no transfers of financial instruments between different categories of fair value. The following table presents the financial instruments that are not carried at fair value but require fair value disclosure as of September 30, 2015 and December 31, 2014 : As of September 30, 2015 As of December 31, 2014 (In thousands) Face Value Carrying Value Fair Value Face Value Carrying Value Fair Value 1.125% Convertible Senior Notes due 2018 (the "2018 Notes") $ 138,000 $ 119,414 $ 158,609 $ 138,000 $ 115,089 $ 159,293 The fair value of the convertible notes at each balance sheet date is determined based on recent quoted market prices for these notes which is a level 2 measurement. As discussed in Note 8, "Convertible Notes," as of September 30, 2015 , the 2018 Notes are carried at their face value of $138.0 million , less any unamortized debt discount. The carrying value of other financial instruments, including accounts receivable, accounts payable and other liabilities, approximates fair value due to their short maturities. |
Convertible Notes
Convertible Notes | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Convertible Notes The Company’s convertible notes are shown in the following table: (In thousands) As of September 30, 2015 As of December 31, 2014 1.125% Convertible Senior Notes due 2018 $ 138,000 $ 138,000 Unamortized discount (18,586 ) (22,911 ) Total convertible notes $ 119,414 $ 115,089 Less current portion — — Total long-term convertible notes $ 119,414 $ 115,089 Interest expense related to the notes for the three and nine months ended September 30, 2015 and 2014 was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) 2014 Notes coupon interest at a rate of 5% $ — $ — $ — $ 3,929 2014 Notes amortization of discount and debt issuance costs at an additional effective interest rate of 11.7% — — — 8,744 2018 Notes coupon interest at a rate of 1.125% 388 403 1,179 1,179 2018 Notes amortization of discount and debt issuance costs at an additional effective interest rate of 5.5% 1,605 1,515 4,744 4,482 Total interest expense on convertible notes $ 1,993 $ 1,918 $ 5,923 $ 18,334 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies As of September 30, 2015 , the Company’s material contractual obligations were as follows (in thousands): Total Remainder of 2015 2016 2017 2018 2019 Thereafter Contractual obligations (1) Imputed financing obligation (2) $ 29,896 $ 1,520 $ 6,156 $ 6,302 $ 6,447 $ 6,602 $ 2,869 Leases and other contractual obligations 7,566 1,439 3,831 1,540 546 210 — Software licenses (3) 6,342 3,035 2,568 549 190 — — Convertible notes 138,000 — — — 138,000 — — Interest payments related to convertible notes 4,658 — 1,553 1,553 1,552 — — Total $ 186,462 $ 5,994 $ 14,108 $ 9,944 $ 146,735 $ 6,812 $ 2,869 _________________________________________ (1) The above table does not reflect possible payments in connection with uncertain tax benefits of approximately $20.7 million including $18.5 million recorded as a reduction of long-term deferred tax assets and $2.2 million in long-term income taxes payable as of September 30, 2015 . As noted below in Note 12, “Income Taxes,” although it is possible that some of the unrecognized tax benefits could be settled within the next 12 months, the Company cannot reasonably estimate the outcome at this time. (2) With respect to the imputed financing obligation, the main components of the difference between the amount reflected in the contractual obligations table and the amount reflected on the unaudited condensed consolidated balance sheets are the interest on the imputed financing obligation and the estimated common area expenses over the future periods. The amount includes the amended Ohio lease and the amended Sunnyvale lease. (3) The Company has commitments with various software vendors for non-cancellable agreements generally having terms longer than one year. Building lease expense was approximately $0.7 million and $2.0 million for the three and nine months ended September 30, 2015 , respectively. Building lease expense was approximately $0.6 million and $1.9 million for the three and nine months ended September 30, 2014 , respectively. Deferred rent of $0.9 million and $1.1 million as of September 30, 2015 and December 31, 2014 , respectively, was included primarily in other long-term liabilities. Indemnification The Company enters into standard license agreements in the ordinary course of business. Although the Company does not indemnify most of its customers, there are times when an indemnification is a necessary means of doing business. Indemnification covers customers for losses suffered or incurred by them as a result of any patent, copyright, or other intellectual property infringement or any other claim by any third party arising as result of the applicable agreement with the Company. The Company generally attempts to limit the maximum amount of indemnification that the Company could be required to make under these agreements to the amount of fees received by the Company. |
Equity Incentive Plans and Stoc
Equity Incentive Plans and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans and Stock-Based Compensation | Equity Incentive Plans and Stock-Based Compensation As of September 30, 2015 , 12,560,716 shares of the 35,400,000 shares approved under the 2015 Equity Incentive Plan (the “2015 Plan”) remain available for grant, which included an increase of 4,000,000 shares approved under the 2015 Plan. On April 23, 2015, the Company's stockholders approved the 2015 Plan, which authorizes 4,000,000 shares for future issuance plus the number of shares that remained available for grant under the 2006 Plan as of the effective date of the 2015 Plan. The 2015 Plan became effective and replaced the 2006 Plan on April 23, 2015. The 2015 Plan was the Company’s only plan for providing stock-based incentive awards to eligible employees, executive officers, non-employee directors and consultants as of September 30, 2015. No further awards will be made under the 2006 Plan, but the 2006 Plan will continue to govern awards previously granted under it. In addition, any shares subject to stock options or other awards granted under the 2006 Plan that on or after the effective date of the 2015 Plan are forfeited, cancelled, exchanged or surrendered or terminate under the 2006 Plan will become available for grant under the 2015 Plan. Additionally, the 1997 Stock Option Plan (the “1997 Plan”) continues to govern awards previously granted under that plan. A summary of shares available for grant under the Company’s plans is as follows: Shares Available for Grant Shares available as of December 31, 2014 10,724,228 Increase in shares approved for issuance 4,000,000 Stock options granted (362,335 ) Stock options forfeited 1,401,928 Stock options expired under former plans (619,422 ) Nonvested equity stock and stock units granted (1) (2) (2,747,667 ) Nonvested equity stock and stock units forfeited (1) 163,984 Total available for grant as of September 30, 2015 12,560,716 _________________________________________ (1) For purposes of determining the number of shares available for grant under the 2015 Plan (and previously the 2006 Plan) against the maximum number of shares authorized, each share of restricted stock granted reduces the number of shares available for grant by 1.5 shares and each share of restricted stock forfeited increases shares available for grant by 1.5 shares. (2) Amount includes 238,980 shares that have been reserved for potential future issuance related to certain performance unit awards discussed under the section titled "Nonvested Equity Stock and Stock Units" below. General Stock Option Information The following table summarizes stock option activity under the 1997 Plan, 2006 Plan and 2015 Plan for the nine months ended September 30, 2015 and information regarding stock options outstanding, exercisable, and vested and expected to vest as of September 30, 2015 . Options Outstanding Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (In thousands, except per share amounts) Outstanding as of December 31, 2014 11,441,646 $ 10.73 Options granted 362,335 $ 11.27 Options exercised (926,418 ) $ 7.61 Options forfeited (1,401,928 ) $ 18.32 Outstanding as of September 30, 2015 9,475,635 $ 9.93 6.00 $ 36,128 Vested or expected to vest at September 30, 2015 9,087,205 $ 9.99 5.92 $ 34,808 Options exercisable at September 30, 2015 5,571,712 $ 11.60 4.83 $ 19,105 No stock options that contain a market condition were granted during the three and nine months ended September 30, 2015 . As of both September 30, 2015 and December 31, 2014 , there were 1,315,000 stock options outstanding that require the Company to achieve minimum market conditions in order for the options to become exercisable. The fair values of the options granted with a market condition were calculated, on their respective grant dates, using a binomial valuation model, which estimates the potential outcome of reaching the market condition based on simulated future stock prices. The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value for in-the-money options at September 30, 2015 , based on the $11.80 closing stock price of Rambus’ common stock on September 30, 2015 on the NASDAQ Global Select Market, which would have been received by the option holders had all option holders exercised their options as of that date. The total number of in-the-money options outstanding and exercisable as of September 30, 2015 was 7,416,409 and 3,817,568 , respectively. Employee Stock Purchase Plan Under the 2006 Employee Stock Purchase Plan ("2006 ESPP"), the Company issued 315,100 shares at a price of $9.66 per share during the nine months ended September 30, 2015 . The Company issued 374,588 shares at a price of $7.42 per share during the nine months ended September 30, 2014 . As of September 30, 2015 , 2,607,944 shares under the employee stock purchase plan remain available for issuance, which include the additional 2,000,000 shares from the 2015 Employee Stock Purchase Plan (“2015 ESPP”) approved by the Company's stockholders on April 23, 2015. The 2006 ESPP will remain in effect until the Company’s next offering period scheduled to begin on November 2, 2015 at which time the first offering period under the 2015 ESPP will begin. Stock-Based Compensation For the nine months ended September 30, 2015 and 2014 , the Company maintained stock plans covering a broad range of potential equity grants including stock options, nonvested equity stock and equity stock units and performance based instruments. In addition, the Company sponsors the 2006 ESPP and 2015 ESPP, whereby eligible employees are entitled to purchase common stock semi-annually, by means of limited payroll deductions, at a 15% discount from the fair market value of the common stock as of specific dates. Stock Options During the three months ended September 30, 2015 , the Company did not grant any stock options. During the nine months ended September 30, 2015 , the Company granted 362,335 stock options with an estimated total grant-date fair value of $1.7 million . During the three and nine months ended September 30, 2015 , the Company recorded stock-based compensation expense related to stock options of $1.4 million and $5.9 million , respectively. During the three and nine months ended September 30, 2014 , the Company granted 252,232 and 2,168,309 stock options, respectively, with an estimated total grant-date fair value of $1.5 million and $9.1 million , respectively. During the three and nine months ended September 30, 2014 , the Company recorded stock-based compensation expense related to stock options of $2.4 million and $6.9 million , respectively. As of September 30, 2015 , there was $8.3 million of total unrecognized compensation cost, net of expected forfeitures, related to non-vested stock-based compensation arrangements granted under the stock option plans. That cost is expected to be recognized over a weighted-average period of 2.1 years. The total fair value of shares vested as of September 30, 2015 was $41.4 million . The total intrinsic value of options exercised was $0.9 million and $5.5 million for the three and nine months ended September 30, 2015 , respectively. The total intrinsic value of options exercised was $1.7 million and $3.9 million for the three and nine months ended September 30, 2014 , respectively. Intrinsic value is the total value of exercised shares based on the price of the Company’s common stock at the time of exercise less the cash received from the employees to exercise the options. During the nine months ended September 30, 2015 , net proceeds from employee stock option exercises totaled approximately $7.0 million . Employee Stock Purchase Plan For the three and nine months ended September 30, 2015 , the Company recorded compensation expense related to the 2006 ESPP of $0.3 million and $1.2 million , respectively. For the three and nine months ended September 30, 2014 , the Company recorded compensation expense related to the 2006 ESPP of $0.4 million and $2.2 million , respectively. As of September 30, 2015 , there was $0.1 million of total unrecognized compensation cost related to stock-based compensation arrangements granted under the 2006 ESPP. That cost is expected to be recognized over one month. There were no tax benefits realized as a result of employee stock option exercises, stock purchase plan purchases, and vesting of equity stock and stock units for the three and nine months ended September 30, 2015 and 2014 calculated in accordance with accounting for share-based payments. Valuation Assumptions The fair value of stock awards is estimated as of the grant date using the Black-Scholes-Merton (“BSM”) option-pricing model assuming a dividend yield of 0% and the additional weighted-average assumptions as listed in the table below. The following table presents the weighted-average assumptions used to estimate the fair value of stock options granted that contain only service conditions in the periods presented. Stock Option Plans Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Stock Option Plans Expected stock price volatility — % 44 % 41 % 40-44% Risk free interest rate — % 2.1 % 1.2 % 2.1-2.2% Expected term (in years) 6.0 6.0 6.0-6.1 Weighted-average fair value of stock options granted to employees $ — $ 5.81 $ 4.59 $ 4.20 There were no stock options granted during the three months ended September 30, 2015 . Employee Stock Purchase Plan Nine Months Ended September 30, 2015 2014 Employee Stock Purchase Plan Expected stock price volatility 34 % 39-44% Risk free interest rate 0.05 % 0.0-0.1% Expected term (in years) 0.5 0.02-0.5 Weighted-average fair value of purchase rights granted under the purchase plan $ 3.48 $ 3.91 Nonvested Equity Stock and Stock Units The Company grants nonvested equity stock units to officers, employees and directors. During the three and nine months ended September 30, 2015 , the Company granted nonvested equity stock units totaling 90,556 and 1,672,458 shares under the 2006 Plan, respectively. During the three and nine months ended September 30, 2014 , the Company granted nonvested equity stock units totaling 52,596 and 281,272 shares under the 2006 Plan, respectively. These awards have a service condition, generally a service period of four years , except in the case of grants to directors, for which the service period is 1 year . For the three and nine months ended September 30, 2015 , the nonvested equity stock units were valued at the date of grant giving them a fair value of approximately $1.3 million and $19.3 million . For the three and nine months ended September 30, 2014 , the nonvested equity stock units were valued at the date of grant giving them a fair value of approximately $0.7 million and $2.8 million . During the first quarter of 2015, the Company granted performance unit awards to certain Company executive officers with vesting subject to the achievement of certain performance conditions. The ultimate number of performance units that can be earned can range from 0% to 150% of target depending on performance relative to target over the applicable period. The shares earned will vest on the third anniversary of the date of grant. The Company's shares available for grant has been reduced to reflect the shares that could be earned at 150% of target. During the three and nine months ended September 30, 2015 , the Company recorded $0.3 million and $0.8 million of stock-based compensation expense related to these performance unit awards. For the three and nine months ended September 30, 2015 , the Company recorded stock-based compensation expense of approximately $1.8 million and $4.7 million related to all outstanding nonvested equity stock grants. For the three and nine months ended September 30, 2014 , the Company recorded stock-based compensation expense of approximately $0.7 million and $2.1 million related to all outstanding nonvested equity stock grants. Unrecognized stock-based compensation related to all nonvested equity stock grants, net of estimated forfeitures, was approximately $15.1 million at September 30, 2015 . This amount is expected to be recognized over a weighted average period of 2.9 years . The following table reflects the activity related to nonvested equity stock and stock units for the nine months ended September 30, 2015 : Nonvested Equity Stock and Stock Units Shares Weighted- Average Grant-Date Fair Value Nonvested at December 31, 2014 673,864 $ 9.23 Granted 1,672,458 $ 11.53 Vested (191,824 ) $ 9.22 Forfeited (109,322 ) $ 10.47 Nonvested at September 30, 2015 2,045,176 $ 11.04 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Share Repurchase Program During the nine months ended September 30, 2015 , the Company did not repurchase any shares of its common stock under its share repurchase program. On January 21, 2015, the Company's Board approved a new share repurchase program authorizing the repurchase of up to an aggregate of 20.0 million shares. Share repurchases under the plan may be made through the open market, established plans or privately negotiated transactions in accordance with all applicable securities laws, rules, and regulations. There is no expiration date applicable to the plan. This new stock repurchase program replaced the previous program approved by the Board in February 2010 and canceled the remaining shares outstanding as part of the previous authorization. No repurchases have been made under the new plan. The Company records stock repurchases as a reduction to stockholders’ equity. The Company records a portion of the purchase price of the repurchased shares as an increase to accumulated deficit when the price of the shares repurchased exceeds the average original proceeds per share received from the issuance of common stock. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded a provision for (benefit from) income taxes of $(167.0) million and $5.3 million for the three months ended September 30, 2015 and 2014 , respectively, and $(155.7) million and $17.2 million for the nine months ended September 30, 2015 and 2014 , respectively. The benefit from income taxes for the three and nine months ended September 30, 2015 is primarily comprised of the tax benefit from the release of the valuation allowance on the Company's U.S. federal and state deferred tax assets, offset by federal, state and foreign taxes. The provision for income taxes for the three and nine months ended September 30, 2014 was primarily comprised of withholding taxes, state taxes and other foreign taxes based upon income earned during the period. During the three and nine months ended September 30, 2015 , the Company paid withholding taxes of $5.4 million and $15.0 million . During the three and nine months ended September 30, 2014 , the Company paid withholding taxes of $4.8 million and $14.6 million , respectively. As of September 30, 2015 , the Company’s unaudited condensed consolidated balance sheets included net deferred tax assets, before valuation allowance, of approximately $182.7 million , which consists of net operating loss carryovers, tax credit carryovers, amortization, employee stock-based compensation expenses and certain liabilities, partially reduced by deferred tax liabilities associated with the convertible notes. Management periodically evaluates the realizability of the Company's net deferred tax assets based on all available evidence, both positive and negative. The realizability of the Company's net deferred tax assets is dependent on its ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets. Management evaluated the realizability of its net deferred tax assets based on all available evidence, both positive and negative, in determining that it was appropriate to release the valuation allowance for the Company's U.S. federal income deferred tax assets of $174.4 million as of September 30, 2015 in accordance with FASB ASC 740-10-30-16 to 25. The Company emerged from a cumulative loss position over the previous three years during the first quarter of 2015. The cumulative three-year pre-tax income is considered positive evidence which is objective and verifiable, and thus, received significant weighting. The continued stability in the Company's operations along with the increased visibility into the adoption of its security technology in the third quarter of 2015 provided additional evidence to the Company’s belief that it will generate sufficient taxable income in the future. Additional positive evidence considered by management in its assessment included a lack of unused operating loss carryforwards in the Company's history as well as anticipated future benefits from the cost management by the Company. Negative evidence management considered included economic uncertainties such as volatility of the semiconductor industry and uncertainties associated with the development of new products that could impact the Company’s ability to generate a sustained level of future profits. Upon considering the relative impact of all evidence during the third quarter of 2015, both negative and positive, and the weight accorded to each, the Company concluded that it was more likely than not that its deferred tax assets would be realizable with the exception of primarily its California deferred tax assets that have not met the “more likely than not” realization threshold criteria. As a result, the Company released the related valuation allowance against such deferred tax assets which is included as a component of the benefit from income taxes in the accompanying unaudited condensed consolidated statement of operations. The Company continues to maintain a deferred tax asset valuation allowance of $20.9 million as of September 30, 2015 . The Company maintains liabilities for uncertain tax positions within its long-term income taxes payable accounts and as a reduction to existing deferred tax assets to the extent tax attributes are available to offset such liabilities. These liabilities involve judgment and estimation and are monitored by management based on the best information available including changes in tax regulations, the outcome of relevant court cases and other information. As of September 30, 2015 , the Company had approximately $20.7 million of unrecognized tax benefits, including $18.5 million recorded as a reduction of long-term deferred tax assets and $2.2 million in long-term income taxes payable. If recognized, approximately $2.2 million would be recorded as an income tax benefit. Approximately $18.5 million would be recognized for the remaining unrecognized tax benefits recorded as a reduction of long-term deferred tax asset. As of December 31, 2014 , the Company had $19.9 million of unrecognized tax benefits, including $17.8 million recorded as a reduction of long-term deferred tax assets and $2.1 million recorded in long-term income taxes payable. Although it is possible that some of the unrecognized tax benefits could be settled within the next 12 months, the Company cannot reasonably estimate the outcome at this time. The Company recognizes interest and penalties related to uncertain tax positions as a component of the income tax provision. At September 30, 2015 and December 31, 2014 , an immaterial amount of interest and penalties is included in long-term income taxes payable. Rambus files income tax returns for the U.S., California, India and various other state and foreign jurisdictions. The U.S. federal returns are subject to examination from 2012 and forward. The California returns are subject to examination from 2009 and forward. In addition, any research and development credit carryforward or net operating loss carryforward generated in prior years and utilized in these or future years may also be subject to examination. The India returns are subject to examination from fiscal year ended March 2009 and forward. The Company is currently under examination by California for the 2010 and 2011 tax years. The Company’s India subsidiary is under examination by the Indian tax administration for tax years beginning 2009. These examinations may result in proposed adjustments to the income taxes as filed during these periods. Management regularly assesses the likelihood of outcomes resulting from income tax examinations to determine the adequacy of their provision for income taxes and believes their provision for unrecognized tax benefits is adequate. Additionally, the Company's future effective tax rates could be adversely affected by earnings being higher than anticipated in countries where the Company has higher statutory rates or lower than anticipated in countries where it has lower statutory rates, by changes in valuation of its deferred tax assets and liabilities or by changes in tax laws or interpretations of those laws. |
Litigation and Asserted Claims
Litigation and Asserted Claims | 9 Months Ended |
Sep. 30, 2015 | |
LitigationAndAssertedClaimsDisclosureAbstract | |
Litigation and Asserted Claims | Litigation and Asserted Claims Rambus is not currently a party to any material pending legal proceeding; however, from time to time, Rambus may become involved in legal proceedings or be subject to claims arising in the ordinary course of its business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on our business, operating results, financial position or cash flows. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. The Company records a contingent liability when it is probable that a loss has been incurred and the amount is reasonably estimable in accordance with accounting for contingencies. |
Agreements with SK hynix and Mi
Agreements with SK hynix and Micron | 9 Months Ended |
Sep. 30, 2015 | |
Patent License Agreement [Abstract] | |
Agreement with SK hynix and Micron | Agreements with SK hynix and Micron SK hynix On June 11, 2013, Rambus, SK hynix and certain related entities of SK hynix entered into a settlement agreement, pursuant to which the parties have agreed to release all claims against each other with respect to all outstanding litigation between them. Pursuant to the settlement agreement, Rambus and SK hynix entered into a semiconductor patent license agreement on June 11, 2013, under which SK hynix licenses from Rambus non-exclusive rights to certain Rambus patents and has agreed to pay Rambus cash amounts over the next five years . Under the license agreement, Rambus has granted to SK hynix (i) a paid-up perpetual patent license for certain identified SK hynix DRAM products and (ii) a five -year term patent license to all other DRAM and other semiconductor products. In June 2015, the Company s igned an amendment that extends its current agreement with SK hynix for an additional six years for use of Rambus memory-related patented innovations in SK hynix semiconductor products. The Company signed the original agreement with SK hynix for a five-year term in June 2013. Under the amendment, SK hynix has agreed to continue to pay the Company an average quarterly cash payment of $12.0 million which equates to $432.0 million over the remaining term of the agreement ending July 1, 2024, provided that (a) for each of the six full calendar quarters immediately following July 1, 2015, SK hynix will pay the Company a quarterly cash payment of $16.0 million , and (b) in addition, after December 1, 2017, SK hynix will have the option to make six quarterly cash payments of $8.0 million upon six months written notice. In addition, SK hynix has the option to renew the agreement for an additional three-year extension under the existing rate structure. The agreements with SK hynix are considered a multiple element arrangement for accounting purposes. For a multiple element arrangement under the applicable accounting rules, the Company is required to identify specific elements of the arrangement and then determine when those elements should be recognized. The Company identified three elements in the arrangement: antitrust litigation settlement, settlement of past infringement, and license agreement. The Company considered several factors in determining the accounting fair value of the elements of the SK hynix agreements which included a third party valuation using an income approach (collectively the “SK hynix Fair Value”). The inputs and assumptions used in this accounting valuation were from a market participant perspective and included projected customer revenue, royalty rates, estimated discount rates, useful lives and income tax rates, among others. The development of a number of these inputs and assumptions in the model requires a significant amount of management judgment and discretion, and is based upon a number of factors, including the selection of industry comparables, market growth rates and other relevant factors. Changes in any number of these assumptions may have a substantial impact on the SK hynix Fair Value as assigned to each element. These inputs and assumptions represent management’s best estimates at the time of the transaction. During the third quarter of 2015, the Company received cash consideration of $16.0 million from SK hynix. The amount was allocated between royalty revenue ( $15.8 million ) and gain from settlement ( $0.2 million ) based on the elements’ SK hynix Fair Value. During the nine months ended September 30, 2015, the Company received cash consideration of $40.0 million from SK hynix. The amount was allocated between royalty revenue ( $39.5 million ) and gain from settlement ( $0.5 million ) based on the elements’ SK hynix Fair Value. The cumulative cash receipts through September 30, 2015 and the remaining future cash receipts from the agreements with SK hynix are expected to be recognized as follows assuming no adjustments to the payments under the terms of the agreements: Cumulative Received to-date as of September 30, Estimated to Be Received in Total Estimated Cash Receipts 2015 Remainder of 2015 2016 2017 2018 2019 2020 and Thereafter (in millions) Royalty revenue $ 110.4 $ 15.8 $ 63.9 $ 48.0 $ 40.0 $ 32.0 $ 216.0 $ 526.1 Gain from settlement 1.6 0.2 0.1 — — — — 1.9 Total $ 112.0 $ 16.0 $ 64.0 $ 48.0 $ 40.0 $ 32.0 $ 216.0 $ 528.0 Micron On December 9, 2013, Rambus, Micron and certain related entities of Micron entered into a settlement agreement, pursuant to which the parties have agreed that they will release all claims against each other with respect to all outstanding litigation between them and certain other potential claims. Pursuant to the settlement agreement, Rambus and Micron entered into a semiconductor patent license agreement on December 9, 2013. Under the license agreement, Rambus has granted to Micron and its subsidiaries and certain affiliated entities (i) a paid-up perpetual patent license for certain identified Micron DRAM products and (ii) a seven -year term patent license to other memory and semiconductor products. The agreements with Micron are considered a multiple element arrangement for accounting purposes. For a multiple element arrangement under the applicable accounting rules, the Company is required to identify specific elements of the arrangement and then determine when those elements should be recognized. The Company identified three elements in the arrangement: antitrust litigation settlement, settlement of past infringement, and license agreement. The Company considered several factors in determining the accounting fair value of the elements of the Micron agreements which included a third party valuation using an income approach (collectively the “Micron Fair Value”). The inputs and assumptions used in this accounting valuation were from a market participant perspective and included projected customer revenue, royalty rates, estimated discount rates, useful lives and income tax rates, among others. The development of a number of these inputs and assumptions in the model requires a significant amount of management judgment and discretion, and is based upon a number of factors, including the selection of industry comparables, market growth rates and other relevant factors. Changes in any number of these assumptions may have a substantial impact on the Micron Fair Value as assigned to each element. These inputs and assumptions represent management’s best estimates at the time of the transaction. During the third quarter of 2015, the Company received cash consideration of $10.0 million from Micron. The amount was allocated between royalty revenue ( $9.7 million ) and gain from settlement ( $0.3 million ) based on the elements’ Micron Fair Value. During the nine months ended September 30, 2015, the Company received cash consideration of $30.0 million from Micron. The amount was allocated between royalty revenue ( $29.0 million ) and gain from settlement ( $1.0 million ) based on the elements’ Micron Fair Value. The remaining $204.5 million is expected to be paid in successive quarterly payments of $10.0 million , concluding in the fourth quarter of 2020. The cumulative cash receipts through September 30, 2015 and the remaining future cash receipts from the agreements with Micron are expected to be recognized as follows assuming no adjustments to the payments under the terms of the agreements: Cumulative Received Estimated to Be Received in Total Estimated Cash Receipts 2015 Remainder of 2015 2016 2017 2018 2019 2020 (in millions) Royalty revenue $ 73.0 $ 9.7 $ 39.5 $ 40.0 $ 40.0 $ 40.0 $ 34.5 $ 276.7 Gain from settlement 2.5 0.3 0.5 — — — — 3.3 Total $ 75.5 $ 10.0 $ 40.0 $ 40.0 $ 40.0 $ 40.0 $ 34.5 $ 280.0 |
Subsequent Event (Notes)
Subsequent Event (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event During the fourth quarter of 2015, the Company announced that on October 16, 2015 the Board of Directors approved the commitment for a restructuring and a plan of termination resulting in a reduction of 8% of the Company's headcount. The reductions in expense and associated workforce are expected to be completed by the first quarter of 2016. The total estimated cash payout related to the reduction in force will be approximately $3.5 million , which is related to severance and termination benefits. The estimated non-cash expense is expected to be approximately $1 million . |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted loss per share | The following table sets forth the computation of basic and diluted net income per share: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Net income per share: (In thousands, except per share amounts) Numerator: Net income $ 182,033 $ 5,513 $ 198,396 $ 18,360 Denominator: Weighted-average shares outstanding - basic 116,444 114,523 115,940 114,080 Effect of potential dilutive common shares 3,098 3,683 3,057 3,460 Weighted-average shares outstanding - diluted 119,542 118,206 118,997 117,540 Basic net income per share $ 1.56 $ 0.05 $ 1.71 $ 0.16 Diluted net income per share $ 1.52 $ 0.05 $ 1.67 $ 0.16 |
Intangible Asset and Goodwill (
Intangible Asset and Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in carrying amount of goodwill by reporting unit | The following tables present goodwill information for each of the reportable segments for the nine months ended September 30, 2015 : Reportable Segment: As of December 31, 2014 Additions to Goodwill Impairment Charge of Goodwill As of September 30, 2015 (In thousands) MID $ 19,905 $ — $ — $ 19,905 CRD 96,994 — — 96,994 Total $ 116,899 $ — $ — $ 116,899 As of September 30, 2015 Reportable Segment: Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount (In thousands) MID $ 19,905 $ — $ 19,905 CRD 96,994 — 96,994 Other 21,770 (21,770 ) — Total $ 138,669 $ (21,770 ) $ 116,899 |
Components of intangible assets | The components of the Company’s intangible assets as of September 30, 2015 and December 31, 2014 were as follows: As of September 30, 2015 Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Existing technology 3 to 10 years $ 185,321 $ (121,485 ) $ 63,836 Customer contracts and contractual relationships 1 to 10 years 31,093 (24,503 ) 6,590 Non-compete agreements 3 years 300 (300 ) — Total intangible assets $ 216,714 $ (146,288 ) $ 70,426 As of December 31, 2014 Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Existing technology 3 to 10 years $ 185,321 $ (104,426 ) $ 80,895 Customer contracts and contractual relationships 1 to 10 years 31,093 (22,617 ) 8,476 Non-compete agreements 3 years 300 (300 ) — Total intangible assets $ 216,714 $ (127,343 ) $ 89,371 |
Estimated future amortization expense of intangible assets | The estimated future amortization expense of intangible assets as of September 30, 2015 was as follows (amounts in thousands): Years Ending December 31: Amount 2015 (remaining 3 months) $ 6,160 2016 24,311 2017 23,709 2018 10,827 2019 1,789 Thereafter 3,630 $ 70,426 |
Segments and Major Customers (T
Segments and Major Customers (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Concentration Risk [Line Items] | |
Reported segment revenues, and reported segment direct operating income (loss) | The tables below present reported segment operating income (loss) for the three and nine months ended September 30, 2015 and 2014 , respectively. For the Three Months Ended September 30, 2015 For the Nine Months Ended September 30, 2015 MID CRD Other Total MID CRD Other Total (In thousands) (In thousands) Revenues $ 55,383 $ 12,246 $ 6,150 $ 73,779 $ 164,696 $ 36,849 $ 17,960 $ 219,505 Segment operating expenses 11,734 6,653 9,276 27,663 36,055 21,317 25,306 82,678 Segment operating income (loss) $ 43,649 $ 5,593 $ (3,126 ) $ 46,116 $ 128,641 $ 15,532 $ (7,346 ) $ 136,827 Reconciling items (28,476 ) (85,741 ) Operating income $ 17,640 $ 51,086 Interest and other income (expense), net (2,578 ) (8,417 ) Income before income taxes $ 15,062 $ 42,669 For the Three Months Ended September 30, 2014 For the Nine Months Ended September 30, 2014 MID CRD Other Total MID CRD Other Total (In thousands) (In thousands) Revenues $ 52,495 $ 11,255 $ 5,962 $ 69,712 $ 172,314 $ 36,929 $ 15,275 $ 224,518 Segment operating expenses 10,337 7,356 9,793 27,486 28,655 21,076 27,640 77,371 Segment operating income (loss) $ 42,158 $ 3,899 $ (3,831 ) $ 42,226 $ 143,659 $ 15,853 $ (12,365 ) $ 147,147 Reconciling items (27,758 ) (89,386 ) Operating income $ 14,468 $ 57,761 Interest and other income (expense), net (3,608 ) (22,187 ) Income before income taxes $ 10,860 $ 35,574 |
Revenue from external customer by geographic regions | Revenue from customers in the geographic regions based on the location of contracting parties was as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2015 2014 2015 2014 South Korea $ 30,821 $ 26,821 $ 84,463 $ 80,620 USA 33,146 24,950 90,530 81,522 Japan 3,460 6,497 19,866 23,140 Europe 1,571 4,238 8,287 17,077 Canada 6 1,754 207 5,365 Singapore 3,222 3,910 11,042 10,170 Asia-Other 1,553 1,542 5,110 6,624 Total $ 73,779 $ 69,712 $ 219,505 $ 224,518 |
Accounts Receivable [Member] | |
Concentration Risk [Line Items] | |
Schedule of customer accounts representing 10% or more than 10% of total revenue | Accounts receivable from the Company's major customers representing 10% or more of total accounts receivable at September 30, 2015 and December 31, 2014 , respectively, was as follows: As of Customer September 30, 2015 December 31, 2014 Customer 1 (Other segment) 50% 50% Customer 2 (CRD reportable segment) 37% * Customer 3 (MID reportable segment) * 33% _________________________________________ |
Sales, net | |
Concentration Risk [Line Items] | |
Schedule of customer accounts representing 10% or more than 10% of total revenue | Revenue from the Company’s major customers representing 10% or more of total revenue for the three and nine months ended September 30, 2015 and 2014 , respectively, was as follows: Three Months Ended Nine Months Ended September 30, September 30, Customer 2015 2014 2015 2014 Customer A (MID and CRD reportable segments) 20 % 22 % 21 % 20 % Customer B (MID reportable segment) 21 % 17 % 18 % 16 % Customer C (MID reportable segment) 13 % 14 % 13 % 13 % |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Available-for-sale Securities [Abstract] | |
Cash equivalents and marketable securities classified as available-for-sale | All cash equivalents and marketable securities are classified as available-for-sale. Total cash, cash equivalents and marketable securities are summarized as follows: As of September 30, 2015 (In thousands) Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Weighted Rate of Return Money market funds $ 186,481 $ 186,481 $ — $ — 0.01 % Corporate notes, bonds and commercial paper 146,325 146,398 6 (79 ) 0.44 % Total cash equivalents and marketable securities 332,806 332,879 6 (79 ) Cash 30,072 30,072 — — Total cash, cash equivalents and marketable securities $ 362,878 $ 362,951 $ 6 $ (79 ) As of December 31, 2014 (In thousands) Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Weighted Rate of Return Money market funds $ 124,938 $ 124,938 $ — $ — 0.01 % Corporate notes, bonds and commercial paper 145,983 146,096 1 (114 ) 0.25 % Total cash equivalents and marketable securities 270,921 271,034 1 (114 ) Cash 29,188 29,188 — — Total cash, cash equivalents and marketable securities $ 300,109 $ 300,222 $ 1 $ (114 ) |
Available-for-sale securities reported at fair value | Available-for-sale securities are reported at fair value on the balance sheets and classified as follows: As of September 30, December 31, (In thousands) Cash equivalents $ 186,481 $ 124,938 Short term marketable securities 146,325 145,983 Total cash equivalents and marketable securities 332,806 270,921 Cash 30,072 29,188 Total cash, cash equivalents and marketable securities $ 362,878 $ 300,109 |
Estimated fair value of cash equivalents and marketable securities classified by the length of time that the securities have been in a continuous unrealized loss position | The estimated fair value of cash equivalents and marketable securities classified by the length of time that the securities have been in a continuous unrealized loss position at September 30, 2015 and December 31, 2014 are as follows: Fair Value Gross Unrealized Loss September 30, December 31, September 30, December 31, (In thousands) Less than one year Corporate notes, bonds and commercial paper $ 110,870 $ 139,989 $ (79 ) $ (114 ) |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Summary of the valuation of cash equivalents and marketable securities by pricing levels | The following table presents the financial instruments that are carried at fair value and summarizes the valuation of its cash equivalents and marketable securities by the above pricing levels as of September 30, 2015 and December 31, 2014 : As of September 30, 2015 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) Money market funds $ 186,481 $ 186,481 $ — $ — Corporate notes, bonds and commercial paper 146,325 — 146,325 — Total available-for-sale securities $ 332,806 $ 186,481 $ 146,325 $ — As of December 31, 2014 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In thousands) Money market funds $ 124,938 $ 124,938 $ — $ — Corporate notes, bonds and commercial paper 145,983 — 145,983 — Total available-for-sale securities $ 270,921 $ 124,938 $ 145,983 $ — |
Financial instruments not carried at fair value but requiring fair value disclosure | The following table presents the financial instruments that are not carried at fair value but require fair value disclosure as of September 30, 2015 and December 31, 2014 : As of September 30, 2015 As of December 31, 2014 (In thousands) Face Value Carrying Value Fair Value Face Value Carrying Value Fair Value 1.125% Convertible Senior Notes due 2018 (the "2018 Notes") $ 138,000 $ 119,414 $ 158,609 $ 138,000 $ 115,089 $ 159,293 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of convertible notes | The Company’s convertible notes are shown in the following table: (In thousands) As of September 30, 2015 As of December 31, 2014 1.125% Convertible Senior Notes due 2018 $ 138,000 $ 138,000 Unamortized discount (18,586 ) (22,911 ) Total convertible notes $ 119,414 $ 115,089 Less current portion — — Total long-term convertible notes $ 119,414 $ 115,089 |
Schedule of interest expense on notes | Interest expense related to the notes for the three and nine months ended September 30, 2015 and 2014 was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) 2014 Notes coupon interest at a rate of 5% $ — $ — $ — $ 3,929 2014 Notes amortization of discount and debt issuance costs at an additional effective interest rate of 11.7% — — — 8,744 2018 Notes coupon interest at a rate of 1.125% 388 403 1,179 1,179 2018 Notes amortization of discount and debt issuance costs at an additional effective interest rate of 5.5% 1,605 1,515 4,744 4,482 Total interest expense on convertible notes $ 1,993 $ 1,918 $ 5,923 $ 18,334 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Company's material contractual obligations | As of September 30, 2015 , the Company’s material contractual obligations were as follows (in thousands): Total Remainder of 2015 2016 2017 2018 2019 Thereafter Contractual obligations (1) Imputed financing obligation (2) $ 29,896 $ 1,520 $ 6,156 $ 6,302 $ 6,447 $ 6,602 $ 2,869 Leases and other contractual obligations 7,566 1,439 3,831 1,540 546 210 — Software licenses (3) 6,342 3,035 2,568 549 190 — — Convertible notes 138,000 — — — 138,000 — — Interest payments related to convertible notes 4,658 — 1,553 1,553 1,552 — — Total $ 186,462 $ 5,994 $ 14,108 $ 9,944 $ 146,735 $ 6,812 $ 2,869 _________________________________________ (1) The above table does not reflect possible payments in connection with uncertain tax benefits of approximately $20.7 million including $18.5 million recorded as a reduction of long-term deferred tax assets and $2.2 million in long-term income taxes payable as of September 30, 2015 . As noted below in Note 12, “Income Taxes,” although it is possible that some of the unrecognized tax benefits could be settled within the next 12 months, the Company cannot reasonably estimate the outcome at this time. (2) With respect to the imputed financing obligation, the main components of the difference between the amount reflected in the contractual obligations table and the amount reflected on the unaudited condensed consolidated balance sheets are the interest on the imputed financing obligation and the estimated common area expenses over the future periods. The amount includes the amended Ohio lease and the amended Sunnyvale lease. (3) The Company has commitments with various software vendors for non-cancellable agreements generally having terms longer than one year. |
Equity Incentive Plans and St30
Equity Incentive Plans and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shares available for grant under stock-based incentive plans | A summary of shares available for grant under the Company’s plans is as follows: Shares Available for Grant Shares available as of December 31, 2014 10,724,228 Increase in shares approved for issuance 4,000,000 Stock options granted (362,335 ) Stock options forfeited 1,401,928 Stock options expired under former plans (619,422 ) Nonvested equity stock and stock units granted (1) (2) (2,747,667 ) Nonvested equity stock and stock units forfeited (1) 163,984 Total available for grant as of September 30, 2015 12,560,716 _________________________________________ (1) For purposes of determining the number of shares available for grant under the 2015 Plan (and previously the 2006 Plan) against the maximum number of shares authorized, each share of restricted stock granted reduces the number of shares available for grant by 1.5 shares and each share of restricted stock forfeited increases shares available for grant by 1.5 shares. (2) Amount includes 238,980 shares that have been reserved for potential future issuance related to certain performance unit awards discussed under the section titled "Nonvested Equity Stock and Stock Units" below. |
Schedule of stock option activity | The following table summarizes stock option activity under the 1997 Plan, 2006 Plan and 2015 Plan for the nine months ended September 30, 2015 and information regarding stock options outstanding, exercisable, and vested and expected to vest as of September 30, 2015 . Options Outstanding Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (In thousands, except per share amounts) Outstanding as of December 31, 2014 11,441,646 $ 10.73 Options granted 362,335 $ 11.27 Options exercised (926,418 ) $ 7.61 Options forfeited (1,401,928 ) $ 18.32 Outstanding as of September 30, 2015 9,475,635 $ 9.93 6.00 $ 36,128 Vested or expected to vest at September 30, 2015 9,087,205 $ 9.99 5.92 $ 34,808 Options exercisable at September 30, 2015 5,571,712 $ 11.60 4.83 $ 19,105 |
Weighted-average assumptions for Stock Option Plans | The following table presents the weighted-average assumptions used to estimate the fair value of stock options granted that contain only service conditions in the periods presented. Stock Option Plans Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Stock Option Plans Expected stock price volatility — % 44 % 41 % 40-44% Risk free interest rate — % 2.1 % 1.2 % 2.1-2.2% Expected term (in years) 6.0 6.0 6.0-6.1 Weighted-average fair value of stock options granted to employees $ — $ 5.81 $ 4.59 $ 4.20 |
Schedule of nonvested equity stock and stock units activity | The following table reflects the activity related to nonvested equity stock and stock units for the nine months ended September 30, 2015 : Nonvested Equity Stock and Stock Units Shares Weighted- Average Grant-Date Fair Value Nonvested at December 31, 2014 673,864 $ 9.23 Granted 1,672,458 $ 11.53 Vested (191,824 ) $ 9.22 Forfeited (109,322 ) $ 10.47 Nonvested at September 30, 2015 2,045,176 $ 11.04 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] | Employee Stock Purchase Plan Nine Months Ended September 30, 2015 2014 Employee Stock Purchase Plan Expected stock price volatility 34 % 39-44% Risk free interest rate 0.05 % 0.0-0.1% Expected term (in years) 0.5 0.02-0.5 Weighted-average fair value of purchase rights granted under the purchase plan $ 3.48 $ 3.91 |
Agreements with SK hynix and 31
Agreements with SK hynix and Micron (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
SK hynix [Member] | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |
Revenue Recognition, Multiple-deliverable Arrangements [Table Text Block] | The cumulative cash receipts through September 30, 2015 and the remaining future cash receipts from the agreements with SK hynix are expected to be recognized as follows assuming no adjustments to the payments under the terms of the agreements: Cumulative Received to-date as of September 30, Estimated to Be Received in Total Estimated Cash Receipts 2015 Remainder of 2015 2016 2017 2018 2019 2020 and Thereafter (in millions) Royalty revenue $ 110.4 $ 15.8 $ 63.9 $ 48.0 $ 40.0 $ 32.0 $ 216.0 $ 526.1 Gain from settlement 1.6 0.2 0.1 — — — — 1.9 Total $ 112.0 $ 16.0 $ 64.0 $ 48.0 $ 40.0 $ 32.0 $ 216.0 $ 528.0 |
Micron [Member] | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |
Revenue Recognition, Multiple-deliverable Arrangements [Table Text Block] | The cumulative cash receipts through September 30, 2015 and the remaining future cash receipts from the agreements with Micron are expected to be recognized as follows assuming no adjustments to the payments under the terms of the agreements: Cumulative Received Estimated to Be Received in Total Estimated Cash Receipts 2015 Remainder of 2015 2016 2017 2018 2019 2020 (in millions) Royalty revenue $ 73.0 $ 9.7 $ 39.5 $ 40.0 $ 40.0 $ 40.0 $ 34.5 $ 276.7 Gain from settlement 2.5 0.3 0.5 — — — — 3.3 Total $ 75.5 $ 10.0 $ 40.0 $ 40.0 $ 40.0 $ 40.0 $ 34.5 $ 280.0 |
Basis of Presentation (Details)
Basis of Presentation (Details) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Percentage of ownership for cost method investment, maximum | 20.00% |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator: | ||||
Net Income (Loss) | $ 182,033 | $ 5,513 | $ 198,396 | $ 18,360 |
Denominator: | ||||
Weighted-average common shares outstanding, Basic (in shares) | 116,444 | 114,523 | 115,940 | 114,080 |
Effect of potential dilutive common shares | 3,098 | 3,683 | 3,057 | 3,460 |
Denominator: | ||||
Weighted-average common shares outstanding, Diluted (in shares) | 119,542 | 118,206 | 118,997 | 117,540 |
Earnings Per Share, Basic | $ 1.56 | $ 0.05 | $ 1.71 | $ 0.16 |
Earnings Per Share, Diluted | $ 1.52 | $ 0.05 | $ 1.67 | $ 0.16 |
Earnings (Loss) Per Share (De34
Earnings (Loss) Per Share (Details 2) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Options | ||||
Anti-dilutive shares excluded from calculation of earnings per share | ||||
Anti-dilutive shares excluded from calculation of earnings per share | 2.6 | 3.9 | 2.6 | 5.7 |
Intangible Asset and Goodwill
Intangible Asset and Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Beginning Balance | $ 116,899 |
Additions to Goodwill | 0 |
Impairment Charge of Goodwill | 0 |
Ending Balance | 116,899 |
MID Segment | |
Goodwill [Roll Forward] | |
Beginning Balance | 19,905 |
Additions to Goodwill | 0 |
Impairment Charge of Goodwill | 0 |
Ending Balance | 19,905 |
CRD Segment | |
Goodwill [Roll Forward] | |
Beginning Balance | 96,994 |
Additions to Goodwill | 0 |
Impairment Charge of Goodwill | 0 |
Ending Balance | 96,994 |
Other | |
Goodwill [Roll Forward] | |
Ending Balance | $ 0 |
Intangible Asset and Goodwill36
Intangible Asset and Goodwill (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Goodwill | ||
Gross Carrying Amount | $ 138,669 | |
Accumulated Impairment Losses | (21,770) | |
Net Carrying Amount | 116,899 | $ 116,899 |
MID Segment | ||
Goodwill | ||
Gross Carrying Amount | 19,905 | |
Accumulated Impairment Losses | 0 | |
Net Carrying Amount | 19,905 | 19,905 |
CRD Segment | ||
Goodwill | ||
Gross Carrying Amount | 96,994 | |
Accumulated Impairment Losses | 0 | |
Net Carrying Amount | 96,994 | $ 96,994 |
Other | ||
Goodwill | ||
Gross Carrying Amount | 21,770 | |
Accumulated Impairment Losses | (21,770) | |
Net Carrying Amount | $ 0 |
Intangible Asset and Goodwill37
Intangible Asset and Goodwill (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Components of intangible assets | |||||
Proceeds from Sale of Intangible Assets | $ 4,400 | ||||
Gross Carrying Amount | $ 216,714 | $ 216,714 | $ 216,714 | ||
Accumulated Amortization | (146,288) | (146,288) | (127,343) | ||
Net Carrying Amount | 70,426 | 70,426 | 89,371 | ||
Amortization expense for intangible assets | 6,300 | $ 6,700 | 18,914 | 20,295 | |
Existing technology | |||||
Components of intangible assets | |||||
Gross Carrying Amount | 185,321 | 185,321 | 185,321 | ||
Accumulated Amortization | (121,485) | (121,485) | (104,426) | ||
Net Carrying Amount | 63,836 | $ 63,836 | $ 80,895 | ||
Existing technology | Minimum [Member] | |||||
Components of intangible assets | |||||
Useful Life (in years) | 3 years | 3 years | |||
Existing technology | Maximum [Member] | |||||
Components of intangible assets | |||||
Useful Life (in years) | 10 years | 10 years | |||
Customer contracts and contractual relationships | |||||
Components of intangible assets | |||||
Gross Carrying Amount | 31,093 | $ 31,093 | $ 31,093 | ||
Accumulated Amortization | (24,503) | (24,503) | (22,617) | ||
Net Carrying Amount | 6,590 | $ 6,590 | $ 8,476 | ||
Customer contracts and contractual relationships | Minimum [Member] | |||||
Components of intangible assets | |||||
Useful Life (in years) | 1 year | 1 year | |||
Customer contracts and contractual relationships | Maximum [Member] | |||||
Components of intangible assets | |||||
Useful Life (in years) | 10 years | 10 years | |||
Non-compete agreements | |||||
Components of intangible assets | |||||
Useful Life (in years) | 3 years | 3 years | |||
Gross Carrying Amount | 300 | $ 300 | $ 300 | ||
Accumulated Amortization | (300) | (300) | (300) | ||
Net Carrying Amount | 0 | 0 | 0 | ||
Favorable contracts | |||||
Components of intangible assets | |||||
Net Carrying Amount | $ 0 | 0 | $ 100 | ||
Cash received related to favorable contracts | $ 100 | $ 900 |
Intangible Asset and Goodwill38
Intangible Asset and Goodwill (Details 4) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Estimated future amortization expense of intangible assets | ||
2015 (remaining 3 months) | $ 6,160 | |
2,016 | 24,311 | |
2,017 | 23,709 | |
2,018 | 10,827 | |
2,019 | 1,789 | |
Thereafter | 3,630 | |
Net Carrying Amount | $ 70,426 | $ 89,371 |
Segments and Major Customers (D
Segments and Major Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Financial information of business segments | ||||
Revenues | $ 73,779 | $ 69,712 | $ 219,505 | $ 224,518 |
Segment operating expenses | 27,663 | 27,486 | 82,678 | 77,371 |
Segment reconciling items | (28,476) | (27,758) | (85,741) | (89,386) |
Operating income (loss) | 17,640 | 14,468 | 51,086 | 57,761 |
Interest and other income (expense), net | (2,578) | (3,608) | (8,417) | (22,187) |
Income (Loss) before income taxes | 15,062 | 10,860 | 42,669 | 35,574 |
MID Segment | ||||
Financial information of business segments | ||||
Revenues | 55,383 | 52,495 | 164,696 | 172,314 |
Segment operating expenses | 11,734 | 10,337 | 36,055 | 28,655 |
Segment Operating Income (Loss) | 43,649 | 42,158 | 128,641 | 143,659 |
CRD Segment | ||||
Financial information of business segments | ||||
Revenues | 12,246 | 11,255 | 36,849 | 36,929 |
Segment operating expenses | 6,653 | 7,356 | 21,317 | 21,076 |
Segment Operating Income (Loss) | 5,593 | 3,899 | 15,532 | 15,853 |
Other | ||||
Financial information of business segments | ||||
Revenues | 6,150 | 5,962 | 17,960 | 15,275 |
Segment operating expenses | 9,276 | 9,793 | 25,306 | 27,640 |
Segment Operating Income (Loss) | (3,126) | (3,831) | (7,346) | (12,365) |
Operating Segments [Member] | ||||
Financial information of business segments | ||||
Segment Operating Income (Loss) | $ 46,116 | $ 42,226 | $ 136,827 | $ 147,147 |
Segments and Major Customers 40
Segments and Major Customers (Details 1) - Customer Concentration Risk - Accounts Receivable [Member] | Sep. 30, 2015 | Dec. 31, 2014 |
Customer 1 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk | 50.00% | 50.00% |
Customer 2 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk | 37.00% | |
Customer 3 [Member] | ||
Concentration Risk [Line Items] | ||
Customer concentration risk | 33.00% |
Segments and Major Customers 41
Segments and Major Customers (Details 2) - Customer Concentration Risk - Sales, net | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Customer A | ||||
Concentration Risk [Line Items] | ||||
Revenue from major customer as a percentage of total revenue | 20.00% | 22.00% | 21.00% | 20.00% |
Customer B | ||||
Concentration Risk [Line Items] | ||||
Revenue from major customer as a percentage of total revenue | 21.00% | 17.00% | 18.00% | 16.00% |
Customer C | ||||
Concentration Risk [Line Items] | ||||
Revenue from major customer as a percentage of total revenue | 13.00% | 14.00% | 13.00% | 13.00% |
Segments and Major Customers 42
Segments and Major Customers (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Major Customer Disclosure | ||||
Revenues | $ 73,779 | $ 69,712 | $ 219,505 | $ 224,518 |
South Korea | ||||
Major Customer Disclosure | ||||
Revenues | 30,821 | 26,821 | 84,463 | 80,620 |
USA | ||||
Major Customer Disclosure | ||||
Revenues | 33,146 | 24,950 | 90,530 | 81,522 |
Japan | ||||
Major Customer Disclosure | ||||
Revenues | 3,460 | 6,497 | 19,866 | 23,140 |
Europe | ||||
Major Customer Disclosure | ||||
Revenues | 1,571 | 4,238 | 8,287 | 17,077 |
Canada | ||||
Major Customer Disclosure | ||||
Revenues | 6 | 1,754 | 207 | 5,365 |
SINGAPORE | ||||
Major Customer Disclosure | ||||
Revenues | 3,222 | 3,910 | 11,042 | 10,170 |
Asia-Other | ||||
Major Customer Disclosure | ||||
Revenues | $ 1,553 | $ 1,542 | $ 5,110 | $ 6,624 |
Marketable Securities (Details)
Marketable Securities (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Cash equivalents and marketable securities | ||
Maximum maturity period of available-for-sale securities (in years) | 3 years | 3 years |
Maximum remaining maturity period of available-for-sale securities (in years) | 1 year | 1 year |
Fair Value | $ 332,806 | $ 270,921 |
Amortized Cost | 332,879 | 271,034 |
Gross Unrealized Gains | 6 | 1 |
Gross Unrealized Losses | (79) | (114) |
Cash, fair value | 30,072 | 29,188 |
Cash, amortized cost | 30,072 | 29,188 |
Cash, cash equivalents and marketable securities | ||
Fair Value | 362,878 | 300,109 |
Amortized Cost | 362,951 | 300,222 |
Gross Unrealized Gains | 6 | 1 |
Gross Unrealized Losses | (79) | (114) |
Money market funds | ||
Cash equivalents and marketable securities | ||
Fair Value | 186,481 | 124,938 |
Amortized Cost | 186,481 | 124,938 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | $ 0 | $ 0 |
Weighted Rate of Return (as a percent) | 0.01% | 0.01% |
Corporate notes, bonds and commercial paper | ||
Cash equivalents and marketable securities | ||
Fair Value | $ 146,325 | $ 145,983 |
Amortized Cost | 146,398 | 146,096 |
Gross Unrealized Gains | 6 | 1 |
Gross Unrealized Losses | $ (79) | $ (114) |
Weighted Rate of Return (as a percent) | 0.44% | 0.25% |
Marketable Securities Marketabl
Marketable Securities Marketable Securities (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | $ 332,806 | $ 270,921 |
Cash, fair value | 30,072 | 29,188 |
Cash, Cash Equivalents and Short Term Investments, Fair Value Disclosure | 362,878 | 300,109 |
Cash Equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | 186,481 | 124,938 |
Short-term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | $ 146,325 | $ 145,983 |
Marketable Securities (Details
Marketable Securities (Details 2) - Corporate Debt Securities [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Cash equivalents and marketable securities, Continuous unrealized loss position | ||
Less than one year, Fair Value | $ 110,870 | $ 139,989 |
Unrealized gain (loss), Gross | ||
Less than one year, Gross Unrealized Loss | $ (79) | $ (114) |
Fair Value of Financial Instr46
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | $ 332,806 | $ 270,921 |
Money market funds | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 186,481 | 124,938 |
Corporate notes, bonds and commercial paper | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 146,325 | 145,983 |
Recurring basis | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 332,806 | 270,921 |
Recurring basis | Money market funds | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 186,481 | 124,938 |
Recurring basis | Corporate notes, bonds and commercial paper | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 146,325 | 145,983 |
Recurring basis | Quoted Market Prices in Active Markets (Level 1) | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 186,481 | 124,938 |
Recurring basis | Quoted Market Prices in Active Markets (Level 1) | Money market funds | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 186,481 | 124,938 |
Recurring basis | Quoted Market Prices in Active Markets (Level 1) | Corporate notes, bonds and commercial paper | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 0 | 0 |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 146,325 | 145,983 |
Recurring basis | Significant Other Observable Inputs (Level 2) | Money market funds | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 0 | 0 |
Recurring basis | Significant Other Observable Inputs (Level 2) | Corporate notes, bonds and commercial paper | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 146,325 | 145,983 |
Recurring basis | Significant Unobservable Inputs (Level 3) | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 0 | 0 |
Recurring basis | Significant Unobservable Inputs (Level 3) | Money market funds | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | 0 | 0 |
Recurring basis | Significant Unobservable Inputs (Level 3) | Corporate notes, bonds and commercial paper | ||
Financial assets subject to fair value measurements and the necessary disclosures | ||
Total available-for-sale securities | $ 0 | $ 0 |
Fair Value of Financial Instr47
Fair Value of Financial Instruments (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Convertible Notes Payable | $ 119,414 | $ 115,089 |
5% Convertible Senior Notes due 2014 | Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Convertible notes stated interest rate (as a percent) | 5.00% | 5.00% |
1.125% Convertible Senior Notes due 2018 | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 138,000 | |
1.125% Convertible Senior Notes due 2018 | Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 138,000 | $ 138,000 |
Convertible Notes Payable | 119,414 | 115,089 |
Convertible Debt, Fair Value Disclosures | $ 158,609 | $ 159,293 |
Convertible notes stated interest rate (as a percent) | 1.125% | 1.125% |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Convertible notes, long-term | $ 119,414 | $ 115,089 |
1.125% Convertible Senior Notes due 2018 | ||
Debt Instrument [Line Items] | ||
Principal amount of convertible notes | 138,000 | |
Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Total convertible notes | 119,414 | 115,089 |
Convertible notes, short-term | 0 | 0 |
Convertible notes, long-term | $ 119,414 | $ 115,089 |
Convertible Senior Notes | 5% Convertible Senior Notes due 2014 | ||
Debt Instrument [Line Items] | ||
Convertible notes stated interest rate (as a percent) | 5.00% | 5.00% |
Convertible Senior Notes | 1.125% Convertible Senior Notes due 2018 | ||
Debt Instrument [Line Items] | ||
Convertible notes stated interest rate (as a percent) | 1.125% | 1.125% |
Principal amount of convertible notes | $ 138,000 | $ 138,000 |
Unamortized discount | (18,586) | (22,911) |
Total convertible notes | $ 119,414 | $ 115,089 |
Convertible Notes (Details 3)
Convertible Notes (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Interest expense related to notes | |||||
Amortization of discount and debt issuance costs | $ 4,744 | $ 13,226 | |||
Interest expense | $ 3,117 | $ 3,059 | 9,291 | 21,755 | |
Convertible Senior Notes | |||||
Interest expense related to notes | |||||
Interest expense | 1,993 | 1,918 | 5,923 | 18,334 | |
Convertible Senior Notes | 5% Convertible Senior Notes due 2014 | |||||
Interest expense related to notes | |||||
Interest | 0 | 0 | 0 | 3,929 | |
Amortization of discount and debt issuance costs | $ 0 | $ 0 | $ 0 | $ 8,744 | |
Convertible notes stated interest rate (as a percent) | 5.00% | 5.00% | 5.00% | ||
Additional Effective Interest Rate | 0.00% | 11.70% | 0.00% | 11.70% | |
Convertible Senior Notes | 1.125% Convertible Senior Notes due 2018 | |||||
Interest expense related to notes | |||||
Interest | $ 388 | $ 403 | $ 1,179 | $ 1,179 | |
Amortization of discount and debt issuance costs | $ 1,605 | $ 1,515 | $ 4,744 | $ 4,482 | |
Convertible notes stated interest rate (as a percent) | 1.125% | 1.125% | 1.125% | ||
Additional Effective Interest Rate | 5.50% | 5.50% | 5.50% | 5.50% |
Commitments and Contingencies50
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | ||
Contractual obligations | ||||||
Remainder of 2015 | [1] | $ 5,994 | $ 5,994 | |||
2,016 | [1] | 14,108 | 14,108 | |||
2,017 | [1] | 9,944 | 9,944 | |||
2,018 | [1] | 146,735 | 146,735 | |||
2,019 | [1] | 6,812 | 6,812 | |||
Thereafter | [1] | 2,869 | 2,869 | |||
Contractual Obligation | [1] | 186,462 | 186,462 | |||
Unrecognized tax benefits | 20,700 | 20,700 | $ 19,900 | |||
Unrecognized tax benefits, reduction of long-term deferred tax assets | 18,500 | 18,500 | 17,800 | |||
Unrecognized tax benefits included in long-term income taxes payable | 2,200 | $ 2,200 | 2,100 | |||
Terms of noncancellable license agreement, minimum (in years) | 1 year | |||||
Rent expense | 700 | $ 600 | $ 2,000 | $ 1,900 | ||
Deferred rent | 900 | 900 | $ 1,100 | |||
Imputed financing obligation | ||||||
Contractual obligations | ||||||
Remainder of 2015 | [1],[2] | 1,520 | 1,520 | |||
2,016 | [1],[2] | 6,156 | 6,156 | |||
2,017 | [1],[2] | 6,302 | 6,302 | |||
2,018 | [1],[2] | 6,447 | 6,447 | |||
2,019 | [1],[2] | 6,602 | 6,602 | |||
Thereafter | [1],[2] | 2,869 | 2,869 | |||
Contractual Obligation | [1],[2] | 29,896 | 29,896 | |||
Leases and other contractual obligations | ||||||
Contractual obligations | ||||||
Remainder of 2015 | [1] | 1,439 | 1,439 | |||
2,016 | [1] | 3,831 | 3,831 | |||
2,017 | [1] | 1,540 | 1,540 | |||
2,018 | [1] | 546 | 546 | |||
2,019 | [1] | 210 | 210 | |||
Thereafter | [1] | 0 | 0 | |||
Contractual Obligation | [1] | 7,566 | 7,566 | |||
Software licenses | ||||||
Contractual obligations | ||||||
Remainder of 2015 | [1],[3] | 3,035 | 3,035 | |||
2,016 | [1],[3] | 2,568 | 2,568 | |||
2,017 | [1],[3] | 549 | 549 | |||
2,018 | [1],[3] | 190 | 190 | |||
2,019 | [1],[3] | 0 | 0 | |||
Thereafter | [1],[3] | 0 | 0 | |||
Contractual Obligation | [1],[3] | 6,342 | 6,342 | |||
Convertible notes | ||||||
Contractual obligations | ||||||
Remainder of 2015 | [1] | 0 | 0 | |||
2,016 | [1] | 0 | 0 | |||
2,017 | [1] | 0 | 0 | |||
2,018 | [1] | 138,000 | 138,000 | |||
2,019 | [1] | 0 | 0 | |||
Thereafter | [1] | 0 | 0 | |||
Contractual Obligation | [1] | 138,000 | 138,000 | |||
Interest payments related to convertible notes | ||||||
Contractual obligations | ||||||
Remainder of 2015 | [1] | 0 | 0 | |||
2,016 | [1] | 1,553 | 1,553 | |||
2,017 | [1] | 1,553 | 1,553 | |||
2,018 | [1] | 1,552 | 1,552 | |||
2,019 | [1] | 0 | 0 | |||
Thereafter | [1] | 0 | 0 | |||
Contractual Obligation | [1] | $ 4,658 | $ 4,658 | |||
[1] | The above table does not reflect possible payments in connection with uncertain tax benefits of approximately $20.7 million including $18.5 million recorded as a reduction of long-term deferred tax assets and $2.2 million in long-term income taxes payable as of September 30, 2015. As noted below in Note 12, “Income Taxes,” although it is possible that some of the unrecognized tax benefits could be settled within the next 12 months, the Company cannot reasonably estimate the outcome at this time. | |||||
[2] | With respect to the imputed financing obligation, the main components of the difference between the amount reflected in the contractual obligations table and the amount reflected on the unaudited condensed consolidated balance sheets are the interest on the imputed financing obligation and the estimated common area expenses over the future periods. The amount includes the amended Ohio lease and the amended Sunnyvale lease. | |||||
[3] | The Company has commitments with various software vendors for non-cancellable agreements generally having terms longer than one year. |
Equity Incentive Plans and St51
Equity Incentive Plans and Stock-Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Apr. 23, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Stock-Based Compensation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||
Minimum [Member] | ||||||
Stock-Based Compensation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | |||||
Maximum [Member] | ||||||
Stock-Based Compensation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 150.00% | |||||
Stock Compensation Plan [Member] | ||||||
Stock-Based Compensation | ||||||
Shares available for issuance | 12,560,716 | 12,560,716 | 10,724,228 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 4,000,000 | 35,400,000 | 35,400,000 | |||
Share Based Compensation Arrangement by Share Based Payment Award Additional Number of Shares Authorized | 4,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 362,335 | |||||
Employee Stock Option [Member] | ||||||
Stock-Based Compensation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 9,475,635 | 9,475,635 | 11,441,646 | |||
Entity Closing Stock Price | $ 11.80 | $ 11.80 | ||||
Share Based Compensation Arrangement by Share Based Payment Award Options, In The Money Outstanding, Number | 7,416,409 | 7,416,409 | ||||
Share Based Compensation Arrangement By Share Based Payment Award, Options in the Money Exercisable, Number | 3,817,568 | 3,817,568 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 252,232 | 362,335 | 2,168,309 | |||
Share Based Compensation Arrangement by Share Based Payment Award Options, Grants in Period, Total Fair Value | $ 1.5 | $ 1.7 | $ 9.1 | |||
Stock-based compensation | $ 1.4 | 2.4 | 5.9 | 6.9 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 8.3 | $ 8.3 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 22 days | |||||
Total fair value of options vested | 41.4 | $ 41.4 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 0.9 | 1.7 | 5.5 | 3.9 | ||
Proceeds from Stock Options Exercised | $ 7 | |||||
Employee Stock [Member] | ||||||
Stock-Based Compensation | ||||||
Shares available for issuance | 2,607,944 | 2,607,944 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 2,000,000 | |||||
Share Based Compensation Arrangement by Share Based Payment Award Discount from Market Price Specific Date | 15.00% | |||||
Stock-based compensation | $ 0.3 | $ 0.4 | $ 1.2 | $ 2.2 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 0.1 | $ 0.1 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 month | |||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 315,100 | 374,588 | ||||
Employee Stock Purchase Plans Price Per Share | $ 9.66 | $ 7.42 | ||||
Restricted Stock and Stock Units [Member] | ||||||
Stock-Based Compensation | ||||||
Granted (in shares) | 90,556 | 52,596 | 1,672,458 | 281,272 | ||
Stock-based compensation | $ 1.8 | $ 0.7 | $ 4.7 | $ 2.1 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 15.1 | $ 15.1 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 11 months 9 days | |||||
Share Based Compensation Arrangement by Share Based Payment Award Equity Instruments Other than Options Nonvested Requisite Service Period | 4 years | |||||
Share Based Compensation Arrangement by Share Based Payment Award, Equity Instruments Other than Options Nonvested Requisite Service Period for Directors | 1 year | |||||
Share Based Compensation Arrangement by Share Based Payment Award Equity Instruments Other than Options Nonvested Grants in Period Total Fair Value | $ 1.3 | $ 0.7 | $ 19.3 | $ 2.8 | ||
Stock Options with Market Condition [Member] | Employee Stock Option [Member] | ||||||
Stock-Based Compensation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,315,000 | 1,315,000 | 1,315,000 | |||
Performance Shares [Member] | Restricted Stock and Stock Units [Member] | ||||||
Stock-Based Compensation | ||||||
Stock-based compensation | $ 0.3 | $ 0.8 |
Equity Incentive Plans and St52
Equity Incentive Plans and Stock-Based Compensation (Details) - USD ($) $ in Millions | Apr. 23, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock [Member] | ||||||
Stock-Based Compensation | ||||||
Stock-based compensation | $ 0.3 | $ 0.4 | $ 1.2 | $ 2.2 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 2,000,000 | |||||
Shares available for grant | ||||||
Shares available, at the end of the period | 2,607,944 | 2,607,944 | ||||
Stock-Based Incentive Compensation Plans | ||||||
Stock-Based Compensation | ||||||
Number of shares reserved under the 2006 Purchase Plan | 4,000,000 | 35,400,000 | 35,400,000 | |||
Shares available for grant | ||||||
Shares available, at the beginning of the year | 10,724,228 | |||||
Increase in shares approved for issuance | 4,000,000 | |||||
Stock options granted (in shares) | (362,335) | |||||
Stock options forfeited (in shares) | 1,401,928 | |||||
Stock options expired under former plans (in shares) | (619,422) | |||||
Nonvested equity stock and stock units granted (in shares) | [1],[2] | (2,747,667) | ||||
Nonvested equity stock and stock units forfeited (in shares) | [2] | 163,984 | ||||
Shares available, at the end of the period | 12,560,716 | 12,560,716 | ||||
Conversion factor used to calculate the decrease in the number of shares available for grant resulting from the grant of restricted stock awards | 1.5 | 1.5 | ||||
Conversion factor used to calculate the increase in the number of shares available for grant resulting from the forfeiture of restricted stock awards | 1.5 | 1.5 | ||||
Restricted Stock and Stock Units [Member] | ||||||
Stock-Based Compensation | ||||||
Stock-based compensation | $ 1.8 | $ 0.7 | $ 4.7 | $ 2.1 | ||
Potential Additional Performance Stock Units [Domain] | ||||||
Shares available for grant | ||||||
Nonvested equity stock and stock units granted (in shares) | [1],[2] | 238,980 | ||||
Performance Shares [Member] | Restricted Stock and Stock Units [Member] | ||||||
Stock-Based Compensation | ||||||
Stock-based compensation | $ 0.3 | $ 0.8 | ||||
[1] | (2)Amount includes 238,980 shares that have been reserved for potential future issuance related to certain performance unit awards discussed under the section titled "Nonvested Equity Stock and Stock Units" below. | |||||
[2] | For purposes of determining the number of shares available for grant under the 2015 Plan (and previously the 2006 Plan) against the maximum number of shares authorized, each share of restricted stock granted reduces the number of shares available for grant by 1.5 shares and each share of restricted stock forfeited increases shares available for grant by 1.5 shares. |
Equity Incentive Plans and St53
Equity Incentive Plans and Stock-Based Compensation (Details 2) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Number of Shares | |||
Outstanding, at the beginning of the period (in shares) | 11,441,646 | ||
Options granted (in shares) | 252,232 | 362,335 | 2,168,309 |
Options exercised (in shares) | (926,418) | ||
Options forfeited (in shares) | (1,401,928) | ||
Outstanding, at the end of the period (in shares) | 9,475,635 | ||
Vested or expected to vest at the end of the period (in shares) | 9,087,205 | ||
Options exercisable at the end of the period (in shares) | 5,571,712 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the year (in dollars per shares) | $ 10.73 | ||
Options granted (in dollars per share) | 11.27 | ||
Options exercised (in dollars per share) | 7.61 | ||
Options forfeited (in dollars per share) | 18.32 | ||
Outstanding at the end of the period (in dollars per shares) | 9.93 | ||
Vested or expected to vest at the end of the period (in dollars per share) | 9.99 | ||
Options exercisable at the end of the period (in dollars per share) | $ 11.60 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding | 6 years | ||
Vested or expected to vest | 5 years 11 months 1 day | ||
Options exercisable | 4 years 9 months 29 days | ||
Aggregate Intrinsic Value | |||
Outstanding | $ 36,128 | ||
Vested or expected to vest | 34,808 | ||
Options exercisable | $ 19,105 |
Equity Incentive Plans and St54
Equity Incentive Plans and Stock-Based Compensation (Details 3) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock Option [Member] | ||||
Stock-Based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 40.00% | |||
Valuation assumptions | ||||
Expected stock price volatility (as a percent) | 0.00% | 44.00% | 41.00% | |
Risk free interest rate | 0.00% | 2.10% | 1.20% | |
Expected term | 6 years 11 days | 5 years 11 months 19 days | ||
Weighted-average fair value of stock options granted (in dollars per share) | $ 0 | $ 5.81 | $ 4.59 | $ 4.20 |
Weighted-Average Grant-Date Fair Value | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 44.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 2.10% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 2.20% | |||
Employee Stock Purchase Plan | ||||
Stock-Based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 39.00% | |||
Valuation assumptions | ||||
Expected stock price volatility (as a percent) | 34.00% | |||
Risk free interest rate | 0.05% | |||
Expected term | 6 months | |||
Weighted-average fair value of stock options granted (in dollars per share) | $ 3.48 | $ 3.91 | ||
Weighted-Average Grant-Date Fair Value | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 44.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 0.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 0.10% | |||
Restricted Stock and Stock Units [Member] | ||||
Nonvested equity stock and stock units | ||||
Nonvested at the beginning of the period (in shares) | 673,864 | |||
Granted (in shares) | 90,556 | 52,596 | 1,672,458 | 281,272 |
Vested (in shares) | (191,824) | |||
Forfeited (in shares) | (109,322) | |||
Nonvested at the end of the period (in shares) | 2,045,176 | 2,045,176 | ||
Weighted-Average Grant-Date Fair Value | ||||
Nonvested at the beginning of the period (in dollars per share) | $ 9.23 | |||
Granted (in dollars per share) | 11.53 | |||
Vested (in dollars per share) | 9.22 | |||
Forfeited (in dollars per share) | 10.47 | |||
Nonvested at the end of the period (in dollars per share) | $ 11.04 | $ 11.04 | ||
Minimum [Member] | Employee Stock Option [Member] | ||||
Valuation assumptions | ||||
Expected term | 6 years 14 days | |||
Minimum [Member] | Employee Stock Purchase Plan | ||||
Valuation assumptions | ||||
Expected term | 7 days | |||
Maximum [Member] | Employee Stock Option [Member] | ||||
Valuation assumptions | ||||
Expected term | 6 years 29 days | |||
Maximum [Member] | Employee Stock Purchase Plan | ||||
Valuation assumptions | ||||
Expected term | 6 months |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | Jan. 21, 2015shares |
Share repurchase program | |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 20,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Valuation Allowance [Line Items] | |||||
Provision for (benefit from) income taxes | $ (166,971) | $ 5,347 | $ (155,727) | $ 17,214 | |
Payment of withholding taxes to foreign tax authorities | 5,400 | $ 4,800 | 15,000 | $ 14,600 | |
Deferred Tax Assets, Gross | 182,700 | 182,700 | |||
Change in valuation allowance | (174,400) | ||||
Deferred Tax Assets, Valuation Allowance | 20,900 | 20,900 | |||
Unrecognized tax benefits | 20,700 | 20,700 | $ 19,900 | ||
Unrecognized tax benefits, reduction of long-term deferred tax assets | 18,500 | 18,500 | 17,800 | ||
Unrecognized tax benefits included in long-term income taxes payable | 2,200 | 2,200 | $ 2,100 | ||
Portion of unrecognized tax benefits, which if recognized, would be recorded as an income tax benefit | $ 2,200 | $ 2,200 |
Agreements with SK hynix and 57
Agreements with SK hynix and Micron (Details) - USD ($) $ in Millions | Jun. 18, 2015 | Dec. 09, 2013 | Jun. 11, 2013 | Sep. 30, 2015 |
SK hynix [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
License Agreement, Term of Agreement | 6 years | 5 years | ||
License Agreement, Average Amount to be Paid Quarterly | $ 12 | |||
Future Receivables | 432 | |||
Micron [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
License Agreement, Term of Agreement | 7 years | |||
Amount to be paid quarterly | 10 | |||
Future Receivables | 204.5 | |||
Maximum [Member] | SK hynix [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Amount to be paid quarterly | 16 | |||
Minimum [Member] | SK hynix [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Amount to be paid quarterly | $ 8 |
Agreements with SK hynix and 58
Agreements with SK hynix and Micron (Details 2) $ in Thousands | 3 Months Ended | 9 Months Ended | 22 Months Ended | 28 Months Ended |
Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | |
SK hynix [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | $ 16,000 | $ 40,000 | $ 112,000 | |
Estimated to Be Received in Remainder of 2015 | 16,000 | 16,000 | $ 16,000 | 16,000 |
Estimated to Be Received in 2016 | 64,000 | 64,000 | 64,000 | 64,000 |
Estimated to Be Received in 2017 | 48,000 | 48,000 | 48,000 | 48,000 |
Estimated to Be Received in 2018 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2019 | 32,000 | 32,000 | 32,000 | 32,000 |
Estimated to Be Received in 2020 | 216,000 | 216,000 | 216,000 | 216,000 |
Total Estimated Cash receipts | 528,000 | 528,000 | 528,000 | 528,000 |
SK hynix [Member] | Royalty revenue | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | 15,800 | 39,500 | 110,400 | |
Estimated to Be Received in Remainder of 2015 | 15,800 | 15,800 | 15,800 | 15,800 |
Estimated to Be Received in 2016 | 63,900 | 63,900 | 63,900 | 63,900 |
Estimated to Be Received in 2017 | 48,000 | 48,000 | 48,000 | 48,000 |
Estimated to Be Received in 2018 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2019 | 32,000 | 32,000 | 32,000 | 32,000 |
Estimated to Be Received in 2020 | 216,000 | 216,000 | 216,000 | 216,000 |
Total Estimated Cash receipts | 526,100 | 526,100 | 526,100 | 526,100 |
SK hynix [Member] | Gain from settlement | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | 200 | 500 | 1,600 | |
Estimated to Be Received in Remainder of 2015 | 200 | 200 | 200 | 200 |
Estimated to Be Received in 2016 | 100 | 100 | 100 | 100 |
Estimated to Be Received in 2017 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2018 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2019 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2020 | 0 | 0 | 0 | 0 |
Total Estimated Cash receipts | 1,900 | 1,900 | 1,900 | 1,900 |
Micron [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | 10,000 | 30,000 | 75,500 | |
Estimated to Be Received in Remainder of 2015 | 10,000 | 10,000 | 10,000 | 10,000 |
Estimated to Be Received in 2016 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2017 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2018 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2019 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2020 | 34,500 | 34,500 | 34,500 | 34,500 |
Total Estimated Cash receipts | 280,000 | 280,000 | 280,000 | 280,000 |
Micron [Member] | Royalty revenue | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | 9,700 | 29,000 | 73,000 | |
Estimated to Be Received in Remainder of 2015 | 9,700 | 9,700 | 9,700 | 9,700 |
Estimated to Be Received in 2016 | 39,500 | 39,500 | 39,500 | 39,500 |
Estimated to Be Received in 2017 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2018 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2019 | 40,000 | 40,000 | 40,000 | 40,000 |
Estimated to Be Received in 2020 | 34,500 | 34,500 | 34,500 | 34,500 |
Total Estimated Cash receipts | 276,700 | 276,700 | 276,700 | 276,700 |
Micron [Member] | Gain from settlement | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Cash Received to date in 2015 | 300 | 1,000 | 2,500 | |
Estimated to Be Received in Remainder of 2015 | 300 | 300 | 300 | 300 |
Estimated to Be Received in 2016 | 500 | 500 | 500 | 500 |
Estimated to Be Received in 2017 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2018 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2019 | 0 | 0 | 0 | 0 |
Estimated to Be Received in 2020 | 0 | 0 | 0 | 0 |
Total Estimated Cash receipts | $ 3,300 | $ 3,300 | $ 3,300 | $ 3,300 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 0 | $ 0 | $ 0 | $ 39 |
Restructuring Reserve [Roll Forward] | ||||
Restructuring charges | $ 0 | $ 0 | $ 0 | $ 39 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event [Member] - 2015 Plan [Member] $ in Millions | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Subsequent Event [Line Items] | |
Restructuring and Related Cost, Number of Positions Eliminated, Period Percent | 8.00% |
Restructuring and Related Cost, Expected Cost | $ 3.5 |
Restructuring Reserve, Settled without Cash | $ 1 |