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þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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04-2302115
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer Identification No.)
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20 Sylvan Road, Woburn, Massachusetts
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01801
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(781) 376-3000
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Title of Each Class
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Name of Each Exchange on Which Registered
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Common Stock, par value $0.25 per share
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NASDAQ Global Select Market
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Large Accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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Emerging growth company
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(Do not check if a smaller reporting company)
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Part of Form 10-K
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Documents from which portions are incorporated by reference
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Part III
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Portions of the Registrant’s Proxy Statement relating to the Registrant’s 2018 Annual Meeting of Stockholders (to be filed) are incorporated by reference into Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K.
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PAGE NO.
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•
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our plans to develop and market new products, enhancements or technologies and the timing of these development and marketing plans;
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our estimates regarding our capital requirements and our needs for additional financing;
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our estimates of our expenses, future revenues and profitability;
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our estimates of the size of the markets for our products and services;
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our expectations related to the rate and degree of market acceptance of our products; and
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our estimates of the success of other competing technologies that may become available.
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BiFET (Bipolar Field Effect Transistor): integrates indium gallium phosphide based heterojunction bipolar transistors with field effect transistors on the same gallium arsenide substrate
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DC (Direct Current): unidirectional flow of an electrical charge
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CMOS (Complementary Metal Oxide Semiconductor): a technology of constructing integrated circuits
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GaAs (Gallium Arsenide): a compound of the elements gallium and arsenic that is used in the production of semiconductors
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HBT (Heterojunction Bipolar Transistor): a type of bipolar junction transistor which uses differing semiconductor materials for the emitter and base regions, creating a heterojunction
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IoT (Internet of Things): is the interconnection of uniquely identifiable embedded computing devices within the existing internet infrastructure
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LED (Light Emitting Diode): a two-lead semiconductor light source
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LTE (Long Term Evolution): 4th generation (“4G”) radio technologies designed to increase the capacity and speed of mobile telephone networks
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pHEMT (Pseudomorphic High Electron Mobility Transistor): a type of field effect transistor incorporating a junction between two materials with different band gaps
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RF (Radio Frequency): electromagnetic wave frequencies that lie in the range extending from around 3 kHz to 300 GHz
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SAW (Surface Acoustic Wave): electrical input signal is converted to an acoustic wave for filtering and converted back into an electrical signal by interdigitated transducers on a piezoelectric substrate.
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SOI (Silicon On Insulator): technology refers to the use of layered silicon-insulator-silicon substrate in place of conventional silicon substrates in semiconductor manufacturing
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TC-SAW (Temperature Compensated Surface Acoustic Wave): SAW filters that have been designed to reduce shift in frequency over temperature.
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Amplifiers: the modules that strengthen the signal so that it has sufficient energy to reach a base station
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Attenuators: circuits that allow a known source of power to be reduced by a predetermined factor (usually expressed as decibels)
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Circulators/Isolators: ferrite-based components commonly found on the output of high-power amplifiers used to protect receivers in wireless transmission systems
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DC/DC Converters: an electronic circuit which converts a source of direct current from one voltage level to another
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Demodulators: a device or an RF block used in receivers to extract the information that has been modulated onto a carrier or from the carrier itself
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Detectors: devices used to measure and control RF power in wireless systems
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Diodes: semiconductor devices that pass current in one direction only
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Directional Couplers: transmission coupling devices for separately sampling the forward or backward wave in a transmission line
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Diversity Receive Modules: devices used to improve receiver sensitivity in high data rate LTE applications
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Filters: devices for recovering and separating mixed and modulated data in RF stages
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Front-end Modules: power amplifiers that are integrated with switches, duplexers, filters and other components to create a single package front-end solution
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Hybrid: a type of directional coupler used in radio and telecommunications
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LED Drivers: devices which regulate the current through a light emitting diode or string of diodes for the purpose of creating light
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Low Noise Amplifiers: devices used to reduce system noise figure in the receive chain
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Mixers: devices that enable signals to be converted to a higher or lower frequency signal and thereby allowing the signals to be processed more effectively
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Modulators: devices that take a baseband input signal and output a radio frequency modulated signal
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Optocouplers/Optoisolators: semiconductor devices that allow signals to be transferred between circuits or systems while ensuring that the circuits or systems are electrically isolated from each other
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Phase Locked Loops: closed-loop feedback control system that maintains a generated signal in a fixed phase relationship to a reference signal
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Phase Shifters: designed for use in power amplifier distortion compensation circuits in base station applications
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Power Dividers/Combiners: utilized to equally split signals into in-phase signals as often found in balanced signal chains and local oscillator distribution networks
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Receivers: electronic devices that change a radio signal from a transmitter into useful information
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Switches: components that perform the change between the transmit and receive function, as well as the band function for cellular handsets
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Synthesizers: devices that provide ultra-fine frequency resolution, fast switching speed, and low phase-noise performance
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Technical Ceramics: polycrystalline oxide materials used for a wide variety of electrical, mechanical, thermal and magnetic applications
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Voltage Controlled Oscillators/Synthesizers: fully integrated, high performance signal source for high dynamic range transceivers
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Voltage Regulators: generate a fixed level which ideally remains constant over varying input voltage or load conditions
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changes in end-user demand for the products (principally smartphones) manufactured and sold by our customers,
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the effects of competitive pricing pressures, including decreases in average selling prices of our products,
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production capacity levels and fluctuations in manufacturing yields,
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availability and cost of materials and services from our suppliers,
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the gain or loss of significant customers,
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our ability to develop, introduce and market new products and technologies on a timely basis,
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new product and technology introductions by competitors,
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increasing industry consolidation among our competitors,
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changes in the mix of products produced and sold,
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market acceptance of our products and our customer’s products, and
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intellectual property disputes, including those concerning payments associated with the licensing and/or sale of intellectual property.
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the volatility of the financial markets,
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uncertainty regarding the prospects of the domestic and foreign economies,
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instability in global credit and financial markets,
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our performance and prospects,
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the performance and prospects of our major customers and competitors,
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our revenue concentrations with relatively few customers,
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the depth and liquidity of the market for our common stock,
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investor perception of us and the industry in which we operate,
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changes in earnings estimates, price targets or buy/sell recommendations by analysts,
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domestic and international political conditions,
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domestic and international tax and fiscal policy decisions, and
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the ability to successfully identify, acquire and integrate acquisition candidates.
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rapid time-to-market and product ramps,
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timely new product innovation,
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product quality, reliability and performance,
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product cost and selling price,
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features available in products,
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alignment with customer performance specifications,
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compliance with industry standards,
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strategic relationships with customers,
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access to and protection of intellectual property,
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ability to partner with or participate in reference designs of baseband vendors, and
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maintaining access to manufacturing capacity, raw materials, supplies and services at a competitive cost.
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long presence in key markets,
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brand recognition,
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high levels of customer satisfaction,
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strong baseband partnership/participation in reference designs,
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a broad product portfolio allowing them to bundle product offerings,
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ownership or control of key technology or intellectual property, and
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strong financial, sales and marketing, manufacturing, distribution, technical or other resources.
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currency exchange rate fluctuations, including increases or decreases in commodities prices related to such fluctuations,
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local economic and political conditions, including, but not limited to, social, economic and political instability related to the uncertainty regarding the relationships between the United States and Mexico, Russia, China, North Korea, Middle Eastern countries, other foreign countries, and the international community at large, and related to the United Kingdom’s pending withdrawal from the European Union,
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labor market conditions and workers’ rights,
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disruptions of capital and trading markets,
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inability to collect accounts receivable,
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restrictive governmental actions (such as restrictions on transfer of funds and trade protection measures, including export duties, quotas, customs duties, border taxes, increased import or export controls and tariffs) that could negatively impact trade between, or increase the cost of operating in, the countries in which Skyworks does business,
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changes in, or non-compliance with, legal or regulatory import/export requirements, including restrictions on selling to certain customers or into certain jurisdictions,
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natural disasters, acts of terrorism, widespread illness and war,
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difficulty in obtaining distribution and support,
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cultural differences in the conduct of business,
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direct or indirect government actions, subsidies or policies aimed at supporting local industry,
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the laws and policies of the United States and other countries affecting trade, foreign investment and loans, foreign travel, and import or export licensing requirements,
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withdrawal from, or renegotiation of, existing trade agreements by the United States (or other jurisdictions) potentially affecting Mexico, China, and other countries in which Skyworks does business,
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changes in current or future tax law or regulations or new interpretations thereof, by federal or state agencies or foreign governments (including changes proposed in the U.S. regarding corporate taxes, the taxation of income earned outside the U.S., and the taxation of imported and exported goods and services, as well as changes in certain countries in Europe and elsewhere regarding corporate taxes, transfer pricing, and tax treaty provisions),
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changes in the effective tax rate as a result of our overall profitability and mix of earnings in countries with differing statutory tax rates,
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results of audits and examination of previously filed tax returns,
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the possibility of being exposed to legal proceedings in a foreign jurisdiction given the numerous, and sometimes conflicting, legal regimes on matters as diverse as anti-corruption, import/export controls, content requirements, trade restrictions, tariffs, taxation, sanctions, immigration, internal and disclosure control obligations, securities regulation, anti-competition, data privacy and protection, employment and labor relations,
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limitations on our ability under local laws to protect or enforce our intellectual property rights in a particular foreign jurisdiction, and
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restrictions on our ability to repatriate foreign earnings and / or funds and the unfavorable tax impactions related to the same.
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to anticipate customer and market requirements and changes in technology and industry standards,
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to obtain sufficient manufacturing capacity to meet customer demand,
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to define new products that meet customer and market requirements,
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to complete development of new products and bring products to market on a timely basis,
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to differentiate our products from offerings of our competitors,
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to achieve overall market acceptance of our products,
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to lengthen the time that a particular product is in demand, and
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to obtain adequate intellectual property protection for our new products.
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the lack of wafer supply, potential wafer shortages and higher wafer prices,
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limited ability to respond to unanticipated changes in customer demand,
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limited control over delivery schedules, manufacturing yields, production costs and quality assurance, and
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the inaccessibility of, or delays in, obtaining access to, key process technologies.
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the steps we take to prevent misappropriation, infringement, dilution or other violation of our intellectual property or the intellectual property of our customers, suppliers or other third parties may not be successful, and
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any of our existing or future patents, copyrights, trademarks, trade secrets or other intellectual property rights may be challenged, invalidated or circumvented.
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pay substantial damages,
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cease the manufacture, import, use, sale or offer for sale of infringing products or processes,
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discontinue the use of infringing technology,
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expend significant resources to develop non-infringing technology, and
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license technology from the third party claiming infringement, which license may not be available on commercially reasonable terms.
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our views on potential future capital requirements, including those related to acquisitions as well as research and development,
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our ability to generate sufficient earnings and cash flows,
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use of cash to consummate various acquisition transactions,
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capital requirements related to stock repurchase programs,
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changes in federal and state income tax laws or corporate laws, and
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changes to our business model.
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issuances of equity securities dilutive to our stockholders,
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large, transactions, restructuring or other impairment write-offs,
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the incurrence of substantial debt and assumption of unknown liabilities,
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the potential loss of key employees from the acquired company,
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recognition of additional liabilities known or unknown at the time of acquisition,
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amortization expenses related to intangible assets, and
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the diversion of management’s attention from other business concerns.
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the ability of our Board of Directors to issue shares of preferred stock in one or more series without further authorization of stockholders,
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a prohibition on stockholder action by written consent,
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no stockholder right to call a special meeting of stockholders,
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a requirement that stockholders provide advance notice of any stockholder nominations of directors or any proposal of new business to be considered at any meeting of stockholders,
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a requirement that the affirmative vote of at least 80% of our shares be obtained to amend or repeal the provisions of our certificate of incorporation relating to the election and removal of directors or the right to act by written consent,
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a requirement that the affirmative vote of at least 80% of our shares be obtained for business combinations unless approved by a majority of the members of the Board of Directors and, in the event that the other party to the business combination is the beneficial owner of 5% or more of our shares, a majority of the members of Board of Directors in office prior to the time such other party became the beneficial owner of 5% or more of our shares,
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a fair price provision, and
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a requirement that the affirmative vote of at least 90% of our shares be obtained to amend or repeal the fair price provision.
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Location
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Owned/Leased
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Square Footage
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Primary Function
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Mexicali, Mexico
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Owned
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380,000
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Manufacturing and office space
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Woburn, Massachusetts
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Owned
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158,000
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Manufacturing and office space
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Adamstown, Maryland
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Owned
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121,200
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Manufacturing and office space
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Newbury Park, California
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Owned
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111,600
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Manufacturing and office space
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Osaka, Japan
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Leased
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405,400
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Filter manufacturing
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Mexicali, Mexico
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Leased
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200,600
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Manufacturing and office space
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Singapore, Singapore
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Leased
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176,800
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Filter manufacturing
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Irvine, California
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Leased
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126,900
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Design center and office space
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Newbury Park, California
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Leased
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114,100
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Design center
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Kadoma, Japan
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Leased
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103,300
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Filter manufacturing and office space
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San Jose, California
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Leased
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49,800
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Design center
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Cedar Rapids, Iowa
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Leased
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42,900
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Design center
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Ottawa, Ontario
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Leased
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33,200
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Design center
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Andover, Massachusetts
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Leased
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22,900
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Design center
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Seoul, Korea
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Leased
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22,900
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Design center
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Basking Ridge, New Jersey
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Leased
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21,800
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Design center
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Gyeonggi-Do, Korea
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Leased
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20,800
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Design center
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Fiscal Years Ended
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||||||||||||||||||||||
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September 29,
2017 |
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September 30,
2016 |
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High
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Low
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Dividends
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High
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Low
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Dividends
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First quarter
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$
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80.15
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$
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71.78
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$
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0.28
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$
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87.92
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$
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74.63
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$
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0.26
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Second quarter
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$
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99.11
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$
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74.57
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$
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0.28
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$
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78.18
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$
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55.85
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$
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0.26
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Third quarter
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$
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111.01
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$
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95.95
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$
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0.28
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$
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78.21
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$
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58.01
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$
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0.26
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Fourth quarter
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$
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109.55
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$
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95.34
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$
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0.32
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$
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77.02
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$
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58.82
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$
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0.28
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Period
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Total Number of Shares Purchased
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Average Price Paid per Share
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Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
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Maximum Number (or Approximately Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (1)
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7/01/17-7/28/17
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4,909 (2)
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$97.17
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—
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$275.9 million
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7/29/17-8/25/17
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602,137(3)
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$102.29
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600,000
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$214.6 million
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8/26/17-9/29/17
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402,615(4)
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$101.09
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400,000
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$174.1 million
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Total
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1,009,661
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1,000,000
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Fiscal Years Ended
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Statement of Operations Data:
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September 29, 2017
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September 30, 2016 (1)
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October 2,
2015 |
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October 3,
2014 |
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September 27,
2013 |
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Net revenue
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$
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3,651.4
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$
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3,289.0
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$
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3,258.4
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$
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2,291.5
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$
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1,792.0
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Operating income
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$
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1,253.8
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$
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1,118.7
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$
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1,023.1
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$
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565.2
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$
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345.1
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Operating margin
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34.3
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%
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34.0
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%
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31.4
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%
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24.7
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%
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19.3
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%
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|||||
Net income
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$
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1,010.2
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$
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995.2
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$
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798.3
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$
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457.7
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$
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278.1
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Earnings per share:
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||||||||||
Basic
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$
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5.48
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$
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5.27
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$
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4.21
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$
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2.44
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|
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$
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1.48
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Diluted
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$
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5.41
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|
|
$
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5.18
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$
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4.10
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|
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$
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2.38
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|
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$
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1.45
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Cash dividends declared per share
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$
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1.16
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|
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$
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1.06
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|
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$
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0.65
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|
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$
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0.22
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|
|
$
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—
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||||||||||
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As of
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||||||||||||||||||
Balance Sheet Data:
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September 29, 2017
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September 30, 2016 (1)
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October 2,
2015 |
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October 3,
2014 |
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September 27,
2013 |
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Working capital
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$
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2,245.8
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$
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1,791.9
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$
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1,450.8
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$
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1,131.6
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$
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893.6
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Property, plant and equipment, net
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$
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882.3
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$
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806.3
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$
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826.4
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$
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555.9
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$
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328.6
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Total assets
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$
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4,573.6
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|
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$
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3,855.4
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|
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$
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3,719.4
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|
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$
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2,973.8
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|
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$
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2,333.1
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Stockholders’ equity
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$
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4,065.7
|
|
|
$
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3,541.4
|
|
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$
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3,159.2
|
|
|
$
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2,532.4
|
|
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$
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2,101.1
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|
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September 29,
2017 |
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September 30,
2016 |
|
October 2,
2015 |
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Net revenue
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100.0
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%
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100.0
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%
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100.0
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%
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Cost of goods sold
|
49.6
|
|
|
49.4
|
|
|
52.3
|
|
Gross profit
|
50.4
|
|
|
50.6
|
|
|
47.7
|
|
Operating expenses:
|
|
|
|
|
|
|||
Research and development
|
9.7
|
|
|
9.5
|
|
|
9.3
|
|
Selling, general and administrative
|
5.6
|
|
|
6.0
|
|
|
5.9
|
|
Amortization of intangibles
|
0.8
|
|
|
1.0
|
|
|
1.0
|
|
Restructuring and other charges
|
—
|
|
|
0.1
|
|
|
0.1
|
|
Total operating expenses
|
16.1
|
|
|
16.6
|
|
|
16.3
|
|
Operating income
|
34.3
|
|
|
34.0
|
|
|
31.4
|
|
Other income (expense), net
|
0.1
|
|
|
(0.2
|
)
|
|
—
|
|
Merger termination fee
|
—
|
|
|
2.7
|
|
|
—
|
|
Income before income taxes
|
34.4
|
|
|
36.5
|
|
|
31.4
|
|
Provision for income taxes
|
6.7
|
|
|
6.2
|
|
|
6.9
|
|
Net income
|
27.7
|
%
|
|
30.3
|
%
|
|
24.5
|
%
|
•
|
Net revenue increased to approximately
$3,651 million
,
an increase
of
11%
as compared to the prior fiscal year. This increase in revenue was primarily driven by our success in capturing a higher share of the increasing radio frequency and analog content per device as smartphone models continue to evolve, increased strength in emerging markets due to the adoption of evolving technologies, increases in applications for the IoT, and the expanding analog product portfolio supporting new vertical markets including automotive, industrial, medical and military.
|
•
|
Our ending cash and cash equivalents balance
increased
49%
to
$1,617 million
in fiscal 2017 from
$1,084 million
in fiscal 2016. This was the result of a
34%
increase
in cash from operations to
$1,471 million
in fiscal 2017 from
$1,096 million
in fiscal 2016 due to higher net income and changes in net working capital. In addition, we returned
$647 million
to shareholders through repurchasing
4.7 million
shares of our common stock for
$432 million
together with payments of
$215 million
in cash dividends. Lastly, we invested approximately
$303 million
in capital expenditures.
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Net revenue
|
$
|
3,651.4
|
|
11.0%
|
$
|
3,289.0
|
|
0.9%
|
$
|
3,258.4
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Gross profit
|
$
|
1,841.8
|
|
10.6%
|
$
|
1,665.2
|
|
7.1%
|
$
|
1,554.5
|
|
% of net revenue
|
50.4
|
%
|
|
50.6
|
%
|
|
47.7
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Research and development
|
$
|
355.2
|
|
13.7%
|
$
|
312.4
|
|
3.0%
|
$
|
303.2
|
|
% of net revenue
|
9.7
|
%
|
|
9.5
|
%
|
|
9.3
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Selling, general and administrative
|
$
|
204.6
|
|
4.4%
|
$
|
195.9
|
|
2.4%
|
$
|
191.3
|
|
% of net revenue
|
5.6
|
%
|
|
6.0
|
%
|
|
5.9
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Amortization of intangibles
|
$
|
27.6
|
|
(17.4)%
|
$
|
33.4
|
|
(0.3)%
|
$
|
33.5
|
|
% of net revenue
|
0.8
|
%
|
|
1.0
|
%
|
|
1.0
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Restructuring and other charges
|
$
|
0.6
|
|
(87.5)%
|
$
|
4.8
|
|
41.2%
|
$
|
3.4
|
|
% of net revenue
|
—
|
%
|
|
0.1
|
%
|
|
0.1
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Merger termination fee
|
$
|
—
|
|
(100.0)%
|
$
|
88.5
|
|
100.0%
|
$
|
—
|
|
% of net revenue
|
—
|
%
|
|
2.7
|
%
|
|
—
|
%
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
Change
|
September 30,
2016 |
Change
|
October 2,
2015 |
||||||
(dollars in millions)
|
|
|
|
|
|
||||||
Provision for income taxes
|
$
|
246.8
|
|
20.2%
|
$
|
205.4
|
|
(8.8)%
|
$
|
225.3
|
|
% of net revenue
|
6.7
|
%
|
|
6.2
|
%
|
|
6.9
|
%
|
|
Fiscal Years Ended
|
||||||||||
(in millions)
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Cash and cash equivalents at beginning of period
|
$
|
1,083.8
|
|
|
$
|
1,043.6
|
|
|
$
|
805.8
|
|
Net cash provided by operating activities
|
1,471.3
|
|
|
1,095.7
|
|
|
992.8
|
|
|||
Net cash used in investing activities
|
(325.9
|
)
|
|
(250.9
|
)
|
|
(454.7
|
)
|
|||
Net cash used in financing activities
|
(612.4
|
)
|
|
(804.6
|
)
|
|
(300.3
|
)
|
|||
Cash and cash equivalents at end of period
|
$
|
1,616.8
|
|
|
$
|
1,083.8
|
|
|
$
|
1,043.6
|
|
•
|
$432.3 million
related to our repurchase of
4.7 million
shares of our common stock pursuant to the share repurchase programs approved by our Board of Directors on January 19, 2017, and July 19, 2016;
|
•
|
$214.6 million
related to the payment of cash dividends on our common stock;
|
•
|
$49.2 million
related to the minimum statutory payroll tax withholdings upon vesting of employee performance and restricted stock awards; and
|
•
|
$10.9 million
in deferred payments related to deferred intangible asset purchases and contingent consideration payments.
|
|
|
Payments Due By Period
|
||||||||||||||||||
Obligation |
|
Total
|
|
Less Than 1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
Thereafter
|
||||||||||
Other long-term liabilities (1)
|
|
$
|
94.3
|
|
|
$
|
5.4
|
|
|
$
|
4.0
|
|
|
$
|
1.0
|
|
|
$
|
83.9
|
|
Operating lease obligations
|
|
84.6
|
|
|
21.2
|
|
|
34.8
|
|
|
15.4
|
|
|
13.2
|
|
|||||
Contingent consideration for business combinations (2)
|
|
11.9
|
|
|
1.5
|
|
|
10.4
|
|
|
—
|
|
|
—
|
|
|||||
Other commitments (3)
|
|
10.3
|
|
|
10.2
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$
|
201.1
|
|
|
$
|
38.3
|
|
|
$
|
49.3
|
|
|
$
|
16.4
|
|
|
$
|
97.1
|
|
(1)
|
Other long-term liabilities include our gross unrecognized tax benefits, as well as executive deferred compensation, which are both classified as beyond five years due to the uncertain nature of the liabilities.
|
(2)
|
(3)
|
Other commitments consist of contractual license and royalty payments and other purchase obligations. See
Note 11
of Item 8 of this Annual Report on Form 10-K.
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Net revenue
|
$
|
3,651.4
|
|
|
$
|
3,289.0
|
|
|
$
|
3,258.4
|
|
Cost of goods sold
|
1,809.6
|
|
|
1,623.8
|
|
|
1,703.9
|
|
|||
Gross profit
|
1,841.8
|
|
|
1,665.2
|
|
|
1,554.5
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
355.2
|
|
|
312.4
|
|
|
303.2
|
|
|||
Selling, general and administrative
|
204.6
|
|
|
195.9
|
|
|
191.3
|
|
|||
Amortization of intangibles
|
27.6
|
|
|
33.4
|
|
|
33.5
|
|
|||
Restructuring and other charges
|
0.6
|
|
|
4.8
|
|
|
3.4
|
|
|||
Total operating expenses
|
588.0
|
|
|
546.5
|
|
|
531.4
|
|
|||
Operating income
|
1,253.8
|
|
|
1,118.7
|
|
|
1,023.1
|
|
|||
Other income, (expense), net
|
3.2
|
|
|
(6.6
|
)
|
|
0.5
|
|
|||
Merger termination fee
|
—
|
|
|
88.5
|
|
|
—
|
|
|||
Income before income taxes
|
1,257.0
|
|
|
1,200.6
|
|
|
1,023.6
|
|
|||
Provision for income taxes
|
246.8
|
|
|
205.4
|
|
|
225.3
|
|
|||
Net income
|
$
|
1,010.2
|
|
|
$
|
995.2
|
|
|
$
|
798.3
|
|
Earnings per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
5.48
|
|
|
$
|
5.27
|
|
|
$
|
4.21
|
|
Diluted
|
$
|
5.41
|
|
|
$
|
5.18
|
|
|
$
|
4.10
|
|
Weighted average shares:
|
|
|
|
|
|
||||||
Basic
|
184.3
|
|
|
188.7
|
|
|
189.5
|
|
|||
Diluted
|
186.7
|
|
|
192.1
|
|
|
194.9
|
|
|||
|
|
|
|
|
|
||||||
Cash dividends declared and paid per share
|
$
|
1.16
|
|
|
$
|
1.06
|
|
|
$
|
0.65
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Net income
|
$
|
1,010.2
|
|
|
$
|
995.2
|
|
|
$
|
798.3
|
|
Other comprehensive income
|
|
|
|
|
|
||||||
Fair value of investments
|
0.9
|
|
|
—
|
|
|
—
|
|
|||
Pension adjustments
|
0.7
|
|
|
(1.8
|
)
|
|
(0.2
|
)
|
|||
Foreign currency translation adjustment
|
0.8
|
|
|
(0.9
|
)
|
|
(3.1
|
)
|
|||
Comprehensive income
|
$
|
1,012.6
|
|
|
$
|
992.5
|
|
|
$
|
795.0
|
|
|
As of
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,616.8
|
|
|
$
|
1,083.8
|
|
Receivables, net of allowance for doubtful accounts of $0.5 and $0.5, respectively
|
454.7
|
|
|
416.6
|
|
||
Inventory
|
493.5
|
|
|
424.0
|
|
||
Other current assets
|
68.7
|
|
|
77.7
|
|
||
Total current assets
|
2,633.7
|
|
|
2,002.1
|
|
||
Property, plant and equipment, net
|
882.3
|
|
|
806.3
|
|
||
Goodwill
|
883.0
|
|
|
873.3
|
|
||
Intangible assets, net
|
67.8
|
|
|
67.0
|
|
||
Deferred tax assets, net
|
66.5
|
|
|
54.1
|
|
||
Other assets
|
40.3
|
|
|
52.6
|
|
||
Total assets
|
$
|
4,573.6
|
|
|
$
|
3,855.4
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
258.4
|
|
|
$
|
110.4
|
|
Accrued compensation and benefits
|
68.1
|
|
|
42.3
|
|
||
Other current liabilities
|
61.4
|
|
|
57.5
|
|
||
Total current liabilities
|
387.9
|
|
|
210.2
|
|
||
Long-term tax liabilities
|
92.9
|
|
|
71.8
|
|
||
Other long-term liabilities
|
27.1
|
|
|
32.0
|
|
||
Total liabilities
|
507.9
|
|
|
314.0
|
|
||
|
|
|
|
|
|||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, no par value: 25.0 shares authorized, no shares issued
|
—
|
|
|
—
|
|
||
Common stock, $0.25 par value: 525.0 shares authorized; 226.0 shares issued and 183.1 shares outstanding as of September 29, 2017, and 222.5 shares issued and 184.9 shares outstanding as of September 30, 2016
|
45.8
|
|
|
46.2
|
|
||
Additional paid-in capital
|
2,893.8
|
|
|
2,686.0
|
|
||
Treasury stock, at cost
|
(1,925.0
|
)
|
|
(1,443.5
|
)
|
||
Retained earnings
|
3,059.6
|
|
|
2,263.6
|
|
||
Accumulated other comprehensive loss
|
(8.5
|
)
|
|
(10.9
|
)
|
||
Total stockholders’ equity
|
4,065.7
|
|
|
3,541.4
|
|
||
Total liabilities and stockholders’ equity
|
$
|
4,573.6
|
|
|
$
|
3,855.4
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
1,010.2
|
|
|
$
|
995.2
|
|
|
$
|
798.3
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Share-based compensation
|
88.5
|
|
|
78.0
|
|
|
99.8
|
|
|||
Depreciation
|
227.2
|
|
|
214.4
|
|
|
162.3
|
|
|||
Amortization of intangible assets
|
27.6
|
|
|
33.4
|
|
|
33.5
|
|
|||
Contribution of common shares to savings and retirement plans
|
15.0
|
|
|
18.0
|
|
|
20.9
|
|
|||
Deferred income taxes
|
2.2
|
|
|
—
|
|
|
(3.9
|
)
|
|||
Excess tax benefit from share-based compensation
|
(40.8
|
)
|
|
(43.7
|
)
|
|
(57.3
|
)
|
|||
Other
|
0.3
|
|
|
0.3
|
|
|
0.5
|
|
|||
Changes in assets and liabilities net of acquired balances:
|
|
|
|
|
|
||||||
Receivables, net
|
(37.1
|
)
|
|
121.4
|
|
|
(222.2
|
)
|
|||
Inventory
|
(69.2
|
)
|
|
(147.3
|
)
|
|
3.6
|
|
|||
Other current and long-term assets
|
3.3
|
|
|
(20.4
|
)
|
|
(39.2
|
)
|
|||
Accounts payable
|
147.8
|
|
|
(181.5
|
)
|
|
90.5
|
|
|||
Other current and long-term liabilities
|
96.3
|
|
|
27.9
|
|
|
106.0
|
|
|||
Net cash provided by operating activities
|
1,471.3
|
|
|
1,095.7
|
|
|
992.8
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Capital expenditures
|
(303.3
|
)
|
|
(189.3
|
)
|
|
(430.1
|
)
|
|||
Payments for acquisitions, net of cash acquired
|
(13.7
|
)
|
|
(55.6
|
)
|
|
(24.6
|
)
|
|||
Purchased intangibles
|
(12.1
|
)
|
|
(6.0
|
)
|
|
—
|
|
|||
Maturity of investments
|
3.2
|
|
|
—
|
|
|
—
|
|
|||
Net cash used in investing activities
|
(325.9
|
)
|
|
(250.9
|
)
|
|
(454.7
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
|||||
Payments for obligations recorded for business combinations
|
—
|
|
|
(76.5
|
)
|
|
—
|
|
|||
Excess tax benefit from share-based compensation
|
40.8
|
|
|
43.7
|
|
|
57.3
|
|
|||
Repurchase of common stock - payroll tax withholdings on equity awards
|
(49.2
|
)
|
|
(73.3
|
)
|
|
(54.2
|
)
|
|||
Repurchase of common stock - share repurchase program
|
(432.3
|
)
|
|
(525.6
|
)
|
|
(237.3
|
)
|
|||
Dividends paid
|
(214.6
|
)
|
|
(201.0
|
)
|
|
(123.1
|
)
|
|||
Net proceeds from exercise of stock options
|
53.8
|
|
|
28.1
|
|
|
57.0
|
|
|||
Deferred payments for intangible assets
|
(5.5
|
)
|
|
—
|
|
|
—
|
|
|||
Payments of contingent consideration
|
(5.4
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash used in financing activities
|
(612.4
|
)
|
|
(804.6
|
)
|
|
(300.3
|
)
|
|||
Net increase in cash and cash equivalents
|
533.0
|
|
|
40.2
|
|
|
237.8
|
|
|||
Cash and cash equivalents at beginning of period
|
1,083.8
|
|
|
1,043.6
|
|
|
805.8
|
|
|||
Cash and cash equivalents at end of period
|
$
|
1,616.8
|
|
|
$
|
1,083.8
|
|
|
$
|
1,043.6
|
|
Supplemental cash flow disclosures:
|
|
|
|
|
|
|
|||||
Income taxes paid
|
$
|
163.2
|
|
|
$
|
165.9
|
|
|
$
|
126.1
|
|
|
Shares of common stock
|
|
Par value of common stock
|
|
Shares of treasury stock
|
|
Value of treasury stock
|
|
Additional paid-in capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Total stockholders
’
equity
|
||||||||||||||
Balance at October 3, 2014
|
189.2
|
|
|
$
|
47.3
|
|
|
25.0
|
|
|
$
|
(553.1
|
)
|
|
$
|
2,248.2
|
|
|
$
|
794.9
|
|
|
$
|
(4.9
|
)
|
|
$
|
2,532.4
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
798.3
|
|
|
—
|
|
|
798.3
|
|
||||||
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes
|
4.0
|
|
|
1.0
|
|
|
0.8
|
|
|
(54.2
|
)
|
|
156.7
|
|
|
—
|
|
|
—
|
|
|
103.5
|
|
||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
89.6
|
|
|
—
|
|
|
—
|
|
|
89.6
|
|
||||||
Share repurchase program
|
(2.9
|
)
|
|
(0.7
|
)
|
|
2.9
|
|
|
(237.3
|
)
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
(237.3
|
)
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(124.0
|
)
|
|
—
|
|
|
(124.0
|
)
|
||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.3
|
)
|
|
(3.3
|
)
|
||||||
Balance at October 2, 2015
|
190.3
|
|
|
$
|
47.6
|
|
|
28.7
|
|
|
$
|
(844.6
|
)
|
|
$
|
2,495.2
|
|
|
$
|
1,469.2
|
|
|
$
|
(8.2
|
)
|
|
$
|
3,159.2
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
995.2
|
|
|
—
|
|
|
995.2
|
|
||||||
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes
|
2.6
|
|
|
0.6
|
|
|
0.9
|
|
|
(73.3
|
)
|
|
109.1
|
|
|
—
|
|
|
—
|
|
|
36.4
|
|
||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79.7
|
|
|
—
|
|
|
—
|
|
|
79.7
|
|
||||||
Share repurchase program
|
(8.0
|
)
|
|
(2.0
|
)
|
|
8.0
|
|
|
(525.6
|
)
|
|
2.0
|
|
|
—
|
|
|
—
|
|
|
(525.6
|
)
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(200.8
|
)
|
|
—
|
|
|
(200.8
|
)
|
||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|
(2.7
|
)
|
||||||
Balance at September 30, 2016
|
184.9
|
|
|
$
|
46.2
|
|
|
37.6
|
|
|
$
|
(1,443.5
|
)
|
|
$
|
2,686.0
|
|
|
$
|
2,263.6
|
|
|
$
|
(10.9
|
)
|
|
$
|
3,541.4
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,010.2
|
|
|
—
|
|
|
1,010.2
|
|
||||||
Exercise and settlement of share based awards and related tax benefit, net of shares withheld for taxes
|
2.9
|
|
|
0.7
|
|
|
0.6
|
|
|
(49.2
|
)
|
|
118.2
|
|
|
—
|
|
|
—
|
|
|
69.7
|
|
||||||
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
88.5
|
|
|
—
|
|
|
—
|
|
|
88.5
|
|
||||||
Share repurchase program
|
(4.7
|
)
|
|
(1.1
|
)
|
|
4.7
|
|
|
(432.3
|
)
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
(432.3
|
)
|
||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(214.2
|
)
|
|
—
|
|
|
(214.2
|
)
|
||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
|
2.4
|
|
||||||
Balance at September 29, 2017
|
183.1
|
|
|
$
|
45.8
|
|
|
42.9
|
|
|
$
|
(1,925.0
|
)
|
|
$
|
2,893.8
|
|
|
$
|
3,059.6
|
|
|
$
|
(8.5
|
)
|
|
$
|
4,065.7
|
|
•
|
Level 1 - Quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data.
|
•
|
Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by the Company.
|
|
As of September 29, 2017
|
|
As of September 30, 2016
|
||||||||||||||||||||||||||||
|
|
|
Fair Value Measurements
|
|
|
|
Fair Value Measurements
|
||||||||||||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Money market funds
|
$
|
592.6
|
|
|
$
|
592.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
408.7
|
|
|
$
|
408.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Auction rate security
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
|
—
|
|
|
2.3
|
|
||||||||
Total
|
$
|
592.6
|
|
|
$
|
592.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
411.0
|
|
|
$
|
408.7
|
|
|
$
|
—
|
|
|
$
|
2.3
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Contingent consideration liability recorded for business combinations
|
11.9
|
|
|
—
|
|
|
—
|
|
|
11.9
|
|
|
7.9
|
|
|
—
|
|
|
—
|
|
|
7.9
|
|
||||||||
Total
|
$
|
11.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11.9
|
|
|
$
|
7.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7.9
|
|
|
Auction rate security
|
||
Balance as of September 30, 2016
|
$
|
2.3
|
|
Decreases in Level 3 assets
|
(2.3
|
)
|
|
Balance as of September 29, 2017
|
$
|
—
|
|
|
Contingent consideration
|
||
Balance as of September 30, 2016
|
$
|
7.9
|
|
Increases to Level 3 liabilities
|
10.7
|
|
|
Changes in fair value included in earnings
|
(1.3
|
)
|
|
Decreases of Level 3 liabilities
|
(5.4
|
)
|
|
Balance as of September 29, 2017
|
$
|
11.9
|
|
|
As of
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Raw materials
|
$
|
24.6
|
|
|
$
|
18.5
|
|
Work-in-process
|
330.6
|
|
|
255.5
|
|
||
Finished goods
|
123.0
|
|
|
140.4
|
|
||
Finished goods held on consignment by customers
|
15.3
|
|
|
9.6
|
|
||
Total inventory
|
$
|
493.5
|
|
|
$
|
424.0
|
|
|
As of
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Land and improvements
|
$
|
11.6
|
|
|
$
|
11.6
|
|
Buildings and improvements
|
137.8
|
|
|
133.5
|
|
||
Furniture and fixtures
|
29.5
|
|
|
29.5
|
|
||
Machinery and equipment
|
1,715.3
|
|
|
1,533.3
|
|
||
Construction in progress
|
164.8
|
|
|
59.9
|
|
||
Total property, plant and equipment, gross
|
2,059.0
|
|
|
1,767.8
|
|
||
Accumulated depreciation
|
(1,176.7
|
)
|
|
(961.5
|
)
|
||
Total property, plant and equipment, net
|
$
|
882.3
|
|
|
$
|
806.3
|
|
|
As of
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Goodwill at beginning of the period
|
$
|
873.3
|
|
|
$
|
856.7
|
|
Goodwill recognized through business combinations (
Note 3
)
|
9.7
|
|
|
16.6
|
|
||
Goodwill adjustments
|
—
|
|
|
—
|
|
||
Goodwill impairment
|
—
|
|
|
—
|
|
||
Goodwill at the end of the period
|
$
|
883.0
|
|
|
$
|
873.3
|
|
|
|
As of
|
|
As of
|
||||||||||||||||||||
|
Weighted
average
amortization
period (years)
|
September 29, 2017
|
|
September 30, 2016
|
||||||||||||||||||||
|
Gross
carrying
amount
|
|
Accumulated
amortization
|
|
Net
carrying
amount
|
|
Gross
carrying
amount
|
|
Accumulated
amortization
|
|
Net
carrying
amount
|
|||||||||||||
Customer relationships
|
5.0
|
$
|
78.5
|
|
|
$
|
(63.4
|
)
|
|
$
|
15.1
|
|
|
$
|
78.5
|
|
|
$
|
(57.7
|
)
|
|
$
|
20.8
|
|
Developed technology and other
|
5.0
|
150.2
|
|
|
(110.9
|
)
|
|
39.3
|
|
|
133.8
|
|
|
(89.2
|
)
|
|
44.6
|
|
||||||
Trademarks
|
3.0
|
1.6
|
|
|
(0.3
|
)
|
|
1.3
|
|
|
1.6
|
|
|
—
|
|
|
1.6
|
|
||||||
Internally developed software
|
3.0
|
12.1
|
|
|
—
|
|
|
12.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total intangible assets
|
|
$
|
242.4
|
|
|
$
|
(174.6
|
)
|
|
$
|
67.8
|
|
|
$
|
213.9
|
|
|
$
|
(146.9
|
)
|
|
$
|
67.0
|
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
||||||||||||
Amortization expense
|
$
|
19.8
|
|
|
$
|
18.1
|
|
|
$
|
15.4
|
|
|
$
|
8.5
|
|
|
$
|
0.5
|
|
|
$
|
5.5
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
United States
|
$
|
681.2
|
|
|
$
|
697.5
|
|
|
$
|
602.1
|
|
Foreign
|
575.8
|
|
|
503.1
|
|
|
421.5
|
|
|||
Income before income taxes
|
$
|
1,257.0
|
|
|
$
|
1,200.6
|
|
|
$
|
1,023.6
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Current tax expense (benefit):
|
|
|
|
|
|
||||||
Federal
|
$
|
215.7
|
|
|
$
|
181.8
|
|
|
$
|
199.5
|
|
State
|
0.3
|
|
|
0.1
|
|
|
(0.5
|
)
|
|||
Foreign
|
24.4
|
|
|
25.8
|
|
|
33.9
|
|
|||
|
240.4
|
|
|
207.7
|
|
|
232.9
|
|
|||
Deferred tax expense (benefit):
|
|
|
|
|
|
||||||
Federal
|
5.0
|
|
|
(0.8
|
)
|
|
(2.0
|
)
|
|||
Foreign
|
1.4
|
|
|
(1.5
|
)
|
|
(5.6
|
)
|
|||
|
6.4
|
|
|
(2.3
|
)
|
|
(7.6
|
)
|
|||
|
|
|
|
|
|
||||||
Provision for income taxes
|
$
|
246.8
|
|
|
$
|
205.4
|
|
|
$
|
225.3
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Tax expense at United States statutory rate
|
$
|
439.9
|
|
|
$
|
420.2
|
|
|
$
|
358.3
|
|
Foreign tax rate difference
|
(179.4
|
)
|
|
(164.1
|
)
|
|
(120.9
|
)
|
|||
Research and development credits
|
(16.3
|
)
|
|
(33.7
|
)
|
|
(15.0
|
)
|
|||
Change in tax reserve
|
12.6
|
|
|
18.9
|
|
|
25.5
|
|
|||
Change in valuation allowance
|
11.8
|
|
|
13.9
|
|
|
4.4
|
|
|||
Domestic production activities deduction
|
(19.8
|
)
|
|
(19.1
|
)
|
|
(19.7
|
)
|
|||
Audit settlements and adjustments
|
—
|
|
|
(21.4
|
)
|
|
—
|
|
|||
Other, net
|
(2.0
|
)
|
|
(9.3
|
)
|
|
(7.3
|
)
|
|||
Provision for income taxes
|
$
|
246.8
|
|
|
$
|
205.4
|
|
|
$
|
225.3
|
|
|
Fiscal Years Ended
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Deferred tax assets:
|
|
|
|
||||
Inventory
|
$
|
7.4
|
|
|
$
|
8.1
|
|
Bad debts
|
0.1
|
|
|
0.2
|
|
||
Accrued compensation and benefits
|
7.1
|
|
|
5.4
|
|
||
Product returns, allowances and warranty
|
5.2
|
|
|
8.6
|
|
||
Restructuring
|
0.1
|
|
|
0.8
|
|
||
Intangible assets
|
10.6
|
|
|
11.6
|
|
||
Share-based and other deferred compensation
|
40.2
|
|
|
40.2
|
|
||
Net operating loss carry forwards
|
7.7
|
|
|
7.4
|
|
||
Non-United States tax credits
|
20.1
|
|
|
14.7
|
|
||
State tax credits
|
71.0
|
|
|
64.0
|
|
||
Property, plant and equipment
|
7.9
|
|
|
—
|
|
||
Other, net
|
2.7
|
|
|
5.6
|
|
||
Deferred tax assets
|
180.1
|
|
|
166.6
|
|
||
Less valuation allowance
|
(90.9
|
)
|
|
(79.1
|
)
|
||
Net deferred tax assets
|
89.2
|
|
|
87.5
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Prepaid insurance
|
(0.9
|
)
|
|
(0.8
|
)
|
||
Property, plant and equipment
|
(24.8
|
)
|
|
(16.5
|
)
|
||
Intangible assets
|
(6.2
|
)
|
|
(8.4
|
)
|
||
Net deferred tax liabilities
|
(31.9
|
)
|
|
(25.7
|
)
|
||
Total net deferred tax assets
|
$
|
57.3
|
|
|
$
|
61.8
|
|
|
Unrecognized tax benefits
|
||
Balance at September 30, 2016
|
$
|
79.7
|
|
Decreases based on positions related to prior years
|
(0.9
|
)
|
|
Increases based on positions related to current year
|
14.5
|
|
|
Decreases relating to settlements with taxing authorities
|
(2.6
|
)
|
|
Decreases relating to lapses of applicable statutes of limitations
|
(0.3
|
)
|
|
Balance at September 29, 2017
|
$
|
90.4
|
|
|
Fiscal Years Ended
|
||||||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||||||||||
|
Per Share
|
|
Total
|
|
Per Share
|
|
Total
|
||||||||
First quarter
|
$
|
0.28
|
|
|
$
|
51.8
|
|
|
$
|
0.26
|
|
|
$
|
49.8
|
|
Second quarter
|
0.28
|
|
|
51.8
|
|
|
0.26
|
|
|
49.3
|
|
||||
Third quarter
|
0.28
|
|
|
51.7
|
|
|
0.26
|
|
|
49.5
|
|
||||
Fourth quarter
|
0.32
|
|
|
58.9
|
|
|
0.28
|
|
|
52.2
|
|
||||
|
$
|
1.16
|
|
|
$
|
214.2
|
|
|
$
|
1.06
|
|
|
$
|
200.8
|
|
•
|
the 1999 Employee Long-Term Incentive Plan
|
•
|
the 2002 Employee Stock Purchase Plan
|
•
|
the Non-Qualified Employee Stock Purchase Plan
|
•
|
the 2005 Long-Term Incentive Plan
|
•
|
the AATI 2005 Equity Incentive Plan
|
•
|
the 2008 Director Long-Term Incentive Plan
|
•
|
the 2015 Long-Term Incentive Plan
|
|
Shares (in millions)
|
|
Weighted average exercise price
|
|
Weighted average remaining contractual life (in years)
|
|
Aggregate intrinsic value (in millions)
|
|||||
Balance outstanding at September 30, 2016
|
4.8
|
|
|
$
|
41.42
|
|
|
|
|
|
||
Granted
|
0.2
|
|
|
$
|
77.58
|
|
|
|
|
|
||
Exercised
|
(1.8
|
)
|
|
$
|
29.13
|
|
|
|
|
|
||
Canceled/forfeited
|
(0.2
|
)
|
|
$
|
60.60
|
|
|
|
|
|
||
Balance outstanding at September 29, 2017
|
3.0
|
|
|
$
|
50.36
|
|
|
3.6
|
|
$
|
152.8
|
|
|
|
|
|
|
|
|
|
|||||
Exercisable at September 29, 2017
|
1.4
|
|
|
$
|
35.00
|
|
|
2.6
|
|
$
|
95.6
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Cost of goods sold
|
$
|
13.6
|
|
|
$
|
11.3
|
|
|
$
|
14.5
|
|
Research and development
|
35.3
|
|
|
32.2
|
|
|
45.4
|
|
|||
Selling, general and administrative
|
39.6
|
|
|
34.5
|
|
|
39.9
|
|
|||
Total share-based compensation expense
|
$
|
88.5
|
|
|
$
|
78.0
|
|
|
$
|
99.8
|
|
|
|
|
|
|
|
||||||
Share-based compensation tax benefit
|
$
|
25.1
|
|
|
$
|
22.5
|
|
|
$
|
29.3
|
|
Capitalized share-based compensation expense
|
$
|
4.0
|
|
|
$
|
3.7
|
|
|
$
|
2.3
|
|
|
Unrecognized compensation cost for unvested awards
(in millions)
|
|
Weighted average remaining recognition period
(in years)
|
||
Awards
|
$
|
83.9
|
|
|
1.5
|
Options
|
$
|
20.0
|
|
|
1.6
|
|
Fiscal Year Ended
|
|||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
|||
Volatility of common stock
|
39.60
|
%
|
|
38.24
|
%
|
|
37.51
|
%
|
Average volatility of peer companies
|
39.78
|
%
|
|
34.76
|
%
|
|
28.42
|
%
|
Average correlation coefficient of peer companies
|
0.42
|
|
|
0.49
|
|
|
0.55
|
|
Risk-free interest rate
|
0.68
|
%
|
|
0.44
|
%
|
|
0.12
|
%
|
Dividend yield
|
1.44
|
|
|
1.23
|
|
|
0.85
|
|
|
Fiscal Years Ended
|
|||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
|||
Expected volatility
|
40.31
|
%
|
|
42.93
|
%
|
|
45.75
|
%
|
Risk-free interest rate
|
1.60
|
%
|
|
0.98
|
%
|
|
1.33
|
%
|
Dividend yield
|
1.44
|
|
|
1.23
|
|
|
1.16
|
|
Expected option life (in years)
|
4.0
|
|
|
4.0
|
|
|
4.5
|
|
|
Fiscal Year Ended
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Pension benefit obligations at the end of the fiscal year
|
$
|
17.0
|
|
|
$
|
19.0
|
|
Fair value of plan assets at the end of the fiscal year
|
11.5
|
|
|
11.4
|
|
||
Funded status
|
$
|
(5.5
|
)
|
|
$
|
(7.6
|
)
|
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Total
|
|||||||||
Future minimum payments
|
|
$
|
21.2
|
|
|
19.1
|
|
|
15.7
|
|
|
11.7
|
|
|
3.7
|
|
|
13.2
|
|
|
$
|
84.6
|
|
|
Balance at October 3, 2014
|
|
Current Charges
|
|
Cash Payments
|
|
Balance at October 2, 2015
|
||||||||
Other restructuring
|
|
|
|
|
|
|
|
||||||||
Employee severance costs, lease and other contractual obligations
|
$
|
0.5
|
|
|
$
|
3.4
|
|
|
$
|
(3.5
|
)
|
|
$
|
0.4
|
|
Total
|
$
|
0.5
|
|
|
$
|
3.4
|
|
|
$
|
(3.5
|
)
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
||||||||
|
Balance at October 2, 2015
|
|
Current Charges
|
|
Cash Payments
|
|
Balance at September 30, 2016
|
||||||||
FY16 restructuring programs
|
|
|
|
|
|
|
|
||||||||
Employee severance costs
|
$
|
—
|
|
|
$
|
4.8
|
|
|
$
|
(2.4
|
)
|
|
$
|
2.4
|
|
Other restructuring
|
|
|
|
|
|
|
|
||||||||
Employee severance costs, lease and other contractual obligations
|
0.4
|
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
||||
Total
|
$
|
0.4
|
|
|
$
|
4.8
|
|
|
$
|
(2.8
|
)
|
|
$
|
2.4
|
|
|
|
|
|
|
|
|
|
||||||||
|
Balance at September 30, 2016
|
|
Current Charges
|
|
Cash Payments
|
|
Balance at September 29, 2017
|
||||||||
FY16 restructuring programs
|
|
|
|
|
|
|
|
||||||||
Employee severance costs
|
$
|
2.4
|
|
|
$
|
—
|
|
|
$
|
(2.4
|
)
|
|
$
|
—
|
|
Other restructuring
|
|
|
|
|
|
|
|
||||||||
Employee severance costs, lease and other contractual obligations
|
—
|
|
|
0.6
|
|
|
(0.4
|
)
|
|
0.2
|
|
||||
Total
|
$
|
2.4
|
|
|
$
|
0.6
|
|
|
$
|
(2.8
|
)
|
|
$
|
0.2
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
Net income
|
$
|
1,010.2
|
|
|
$
|
995.2
|
|
|
$
|
798.3
|
|
|
|
|
|
|
|
||||||
Weighted average shares outstanding – basic
|
184.3
|
|
|
188.7
|
|
|
189.5
|
|
|||
Dilutive effect of equity based awards
|
2.4
|
|
|
3.4
|
|
|
5.4
|
|
|||
Weighted average shares outstanding – diluted
|
186.7
|
|
|
192.1
|
|
|
194.9
|
|
|||
|
|
|
|
|
|
||||||
Net income per share – basic
|
$
|
5.48
|
|
|
$
|
5.27
|
|
|
$
|
4.21
|
|
Net income per share – diluted
|
$
|
5.41
|
|
|
$
|
5.18
|
|
|
$
|
4.10
|
|
|
|
|
|
|
|
||||||
Anti-dilutive common stock equivalents
|
0.6
|
|
|
1.5
|
|
|
0.3
|
|
|
Fiscal Years Ended
|
||||||||||
|
September 29,
2017 |
|
September 30,
2016 |
|
October 2,
2015 |
||||||
United States
|
$
|
73.0
|
|
|
$
|
63.3
|
|
|
$
|
66.8
|
|
Other Americas
|
36.3
|
|
|
28.8
|
|
|
33.0
|
|
|||
Total Americas
|
109.3
|
|
|
92.1
|
|
|
99.8
|
|
|||
|
|
|
|
|
|
||||||
China
|
3,017.9
|
|
|
2,324.6
|
|
|
2,249.2
|
|
|||
Taiwan
|
50.2
|
|
|
474.2
|
|
|
506.9
|
|
|||
South Korea
|
133.7
|
|
|
94.8
|
|
|
100.0
|
|
|||
Other Asia-Pacific
|
287.5
|
|
|
252.2
|
|
|
249.7
|
|
|||
Total Asia-Pacific
|
3,489.3
|
|
|
3,145.8
|
|
|
3,105.8
|
|
|||
|
|
|
|
|
|
||||||
Europe, Middle East and Africa
|
52.8
|
|
|
51.1
|
|
|
52.8
|
|
|||
Total
|
$
|
3,651.4
|
|
|
$
|
3,289.0
|
|
|
$
|
3,258.4
|
|
|
As of
|
||||||
|
September 29,
2017 |
|
September 30,
2016 |
||||
Mexico
|
$
|
465.9
|
|
|
$
|
355.9
|
|
Japan
|
166.4
|
|
|
180.1
|
|
||
United States
|
126.9
|
|
|
140.5
|
|
||
Singapore
|
112.1
|
|
|
121.6
|
|
||
Rest of world
|
11.0
|
|
|
8.2
|
|
||
|
$
|
882.3
|
|
|
$
|
806.3
|
|
|
First quarter
|
|
Second quarter
|
|
Third quarter
|
|
Fourth quarter
|
|
Fiscal year
|
||||||||||
Fiscal 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue
|
$
|
914.3
|
|
|
$
|
851.7
|
|
|
$
|
900.8
|
|
|
$
|
984.6
|
|
|
$
|
3,651.4
|
|
Gross profit
|
463.9
|
|
|
425.4
|
|
|
453.6
|
|
|
498.9
|
|
|
1,841.8
|
|
|||||
Net income
|
257.8
|
|
|
224.9
|
|
|
246.2
|
|
|
281.3
|
|
|
1,010.2
|
|
|||||
Per share data (1)
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income, basic
|
$
|
1.39
|
|
|
$
|
1.22
|
|
|
$
|
1.34
|
|
|
$
|
1.53
|
|
|
$
|
5.48
|
|
Net income, diluted
|
$
|
1.38
|
|
|
$
|
1.20
|
|
|
$
|
1.32
|
|
|
$
|
1.51
|
|
|
$
|
5.41
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fiscal 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue
|
$
|
926.8
|
|
|
$
|
775.1
|
|
|
$
|
751.7
|
|
|
$
|
835.4
|
|
|
$
|
3,289.0
|
|
Gross profit
|
472.1
|
|
|
390.4
|
|
|
378.3
|
|
|
424.4
|
|
|
1,665.2
|
|
|||||
Net income
|
355.3
|
|
|
208.1
|
|
|
185.0
|
|
|
246.8
|
|
|
995.2
|
|
|||||
Per share data (1)
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income, basic
|
$
|
1.87
|
|
|
$
|
1.09
|
|
|
$
|
0.98
|
|
|
$
|
1.33
|
|
|
$
|
5.27
|
|
Net income, diluted
|
$
|
1.82
|
|
|
$
|
1.08
|
|
|
$
|
0.97
|
|
|
$
|
1.31
|
|
|
$
|
5.18
|
|
(1)
|
Earnings per share calculations for each of the quarters are based on the weighted average number of shares outstanding and included common stock equivalents in each period. Therefore, the sums of the quarters do not necessarily equal the full year earnings per share.
|
•
|
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;
|
•
|
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
|
•
|
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
|
(a)
|
The following are filed as part of this Annual Report on Form 10-K:
|
1.
|
Index to Financial Statements
|
Page number in this report
|
|
|
|
Report of Independent Registered Public Accounting Firm
|
Page
35
|
|
Consolidated Statements of Operations for the three years ended September 29, 2017
|
Page
36
|
|
Consolidated Statements of Comprehensive Income for the three years ended September 29, 2017
|
Page
38
|
|
Consolidated Balance Sheets at September 29, 2017, and September 30, 2016
|
Page
38
|
|
Consolidated Statements of Cash Flows for the three years ended September 29, 2017
|
Page
39
|
|
Consolidated Statements of Stockholders’ Equity for the three years ended September 29, 2017
|
Page
40
|
|
Notes to Consolidated Financial Statements
|
||
|
|
|
2.
|
The schedule listed below is filed as part of this Annual Report on Form 10-K:
|
Page number in this report
|
|
Schedule II-Valuation and Qualifying Accounts
|
Page
68
|
|
All other required schedule information is included in the Notes to Consolidated Financial Statements or is omitted because it is either not required or not applicable.
|
|
3.
|
The Exhibits listed in the Exhibit Index immediately following Item 16 are filed as a part of this Annual Report on Form 10-K.
|
|
(b)
|
Exhibits
|
Exhibit
Number
|
Exhibit Description
|
Form
|
Incorporated by Reference
|
Filed Herewith
|
||
File No.
|
Exhibit
|
Filing Date
|
||||
2.1
|
10-Q
|
001-05560
|
2.1
|
7/30/2014
|
|
|
2.2
|
10-K
|
001-05560
|
2.5
|
11/25/2014
|
|
|
3.1
|
10-Q
|
001-05560
|
3.1
|
8/3/2016
|
|
|
3.2
|
8-K
|
001-05560
|
3.1
|
2/3/2017
|
|
|
4.1
|
S-3
|
333-92394
|
4
|
7/15/2002
|
|
|
10.1*
|
10-K
|
001-05560
|
10.D
|
12/14/2005
|
|
|
10.2*
|
10-K
|
001-05560
|
10.L
|
12/23/2002
|
|
|
10.3*
|
10-Q
|
001-05560
|
10.D
|
1/31/2013
|
|
|
10.4*
|
10-Q
|
001-05560
|
10.E
|
1/31/2013
|
|
|
10.5*
|
8-K
|
001-05560
|
10.1
|
5/13/2013
|
|
|
10.6*
|
10-Q
|
001-05560
|
10.B
|
1/31/2013
|
|
|
10.7*
|
10-Q
|
001-05560
|
10.C
|
1/31/2013
|
|
|
10.8*
|
8-K
|
001-05560
|
10.1
|
5/9/2014
|
|
|
10.9*
|
10-Q
|
001-05560
|
10.1
|
5/4/2016
|
|
|
10.10*
|
10-Q
|
001-05560
|
10.NN
|
5/7/2008
|
|
|
10.11*
|
10-Q
|
001-05560
|
10.OO
|
5/7/2008
|
|
|
10.12*
|
10-Q
|
001-05560
|
10.2
|
5/4/2016
|
|
|
10.13*
|
10-Q
|
001-05560
|
10.1
|
8/5/2015
|
|
Exhibit
Number
|
Exhibit Description
|
Form
|
Incorporated by Reference
|
Filed Herewith
|
||
File No.
|
Exhibit
|
Filing Date
|
||||
10.14*
|
10-Q
|
001-05560
|
10.2
|
8/5/2015
|
|
|
10.15*
|
10-Q
|
001-05560
|
10.3
|
8/5/2015
|
|
|
10.16*
|
10-Q
|
001-05560
|
10.4
|
8/5/2015
|
|
|
10.17*
|
10-K
|
001-05560
|
10.DD
|
11/21/2012
|
|
|
10.18*
|
10-Q
|
001-05560
|
10.1
|
2/7/2017
|
|
|
10.19*
|
10-Q
|
001-05560
|
10.1
|
5/4/2016
|
|
|
10.20*
|
10-Q
|
001-05560
|
10.1
|
8/3/2016
|
|
|
10.21*
|
10-Q
|
001-05560
|
10.2
|
2/4/2015
|
|
|
10.22*
|
10-Q
|
001-05560
|
10.2
|
8/3/2016
|
|
|
10.23*
|
10-K
|
001-05560
|
10.31
|
11/24/2015
|
|
|
10.24*
|
10-Q
|
001-05560
|
10.3
|
8/3/2016
|
|
|
10.25*
|
10-K
|
001-05560
|
10.32
|
11/22/2016
|
|
|
10.26*
|
|
10-Q
|
001-05560
|
10.2
|
2/7/2017
|
|
10.27*
|
|
|
|
|
|
X
|
10.28*
|
|
|
|
|
|
X
|
21
|
|
|
|
|
X
|
|
23.1
|
|
|
|
|
X
|
|
31.1
|
|
|
|
|
X
|
|
31.2
|
|
|
|
|
X
|
|
32.1
|
|
|
|
|
X
|
Exhibit
Number
|
Exhibit Description
|
Form
|
Incorporated by Reference
|
Filed Herewith
|
||
File No.
|
Exhibit
|
Filing Date
|
||||
32.2
|
|
|
|
|
X
|
|
101.INS
|
XBRL Instance Document
|
|
|
|
|
X
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
X
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
X
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
X
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
X
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
X
|
Description
|
Beginning balance
|
|
Charged to
assets or
expenses
|
|
Deductions
|
|
Misc. (1)
|
|
Ending
balance
|
||||||||||
Year Ended October 2, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
0.8
|
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
|
$
|
—
|
|
|
$
|
0.4
|
|
Reserve for sales returns
|
$
|
14.1
|
|
|
$
|
16.0
|
|
|
$
|
(17.9
|
)
|
|
$
|
—
|
|
|
$
|
12.2
|
|
Valuation allowance on deferred tax assets
|
$
|
60.8
|
|
|
$
|
3.6
|
|
|
$
|
—
|
|
|
$
|
0.8
|
|
|
$
|
65.2
|
|
Year Ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
0.4
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.5
|
|
Reserve for sales returns
|
$
|
12.2
|
|
|
$
|
16.1
|
|
|
$
|
(16.0
|
)
|
|
$
|
—
|
|
|
$
|
12.3
|
|
Valuation allowance on deferred tax assets
|
$
|
65.2
|
|
|
$
|
13.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
79.1
|
|
Year Ended September 29, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
0.5
|
|
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
0.5
|
|
Reserve for sales returns
|
$
|
12.3
|
|
|
$
|
10.8
|
|
|
$
|
(8.4
|
)
|
|
$
|
—
|
|
|
$
|
14.7
|
|
Valuation allowance on deferred tax assets
|
$
|
79.1
|
|
|
$
|
11.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
90.9
|
|
|
SKYWORKS SOLUTIONS, INC.
|
|
|
Registrant
|
|
|
|
|
|
By:
|
/s/ Liam K. Griffin
|
|
|
Liam K. Griffin
|
|
|
President and Chief Executive Officer
|
|
|
Director
|
|
|
|
Signature and Title
|
|
Signature and Title
|
|
|
|
/s/ Liam K. Griffin
|
|
/s/ David J. Aldrich
|
Liam K. Griffin
|
|
David J. Aldrich
|
Chief Executive Officer
|
|
Executive Chairman and Chairman of the Board
|
President and Director
|
|
|
(principal executive officer)
|
|
/s/ Kevin L. Beebe
|
|
|
Kevin L. Beebe
|
/s/ Kris Sennesael
|
|
Director
|
Kris Sennesael
|
|
|
Senior Vice President and Chief Financial Officer
|
|
/s/Timothy R. Furey
|
(principal accounting and financial officer)
|
|
Timothy R. Furey
|
|
|
Director
|
|
|
|
|
|
/s/ Balakrishnan S. Iyer
|
|
|
Balakrishnan S. Iyer
|
|
|
Director
|
|
|
|
|
|
/s/ Christine King
|
|
|
Christine King
|
|
|
Director
|
|
|
|
|
|
/s/ David P. McGlade
|
|
|
David P. McGlade
|
|
|
Director
|
|
|
|
|
|
/s/ David J. McLachlan
|
|
|
David J. McLachlan
|
|
|
Director
|
|
|
|
|
|
/s/ Robert A. Schriesheim
|
|
|
Robert A. Schriesheim
|
|
|
Director
|
|
|
|
Sincerely,
|
|
AGREED TO:
|
SKYWORKS SOLUTIONS, INC.
|
|
|
/s/ Liam K. Griffin
|
|
/s/ Carlos S. Bori
|
Liam K. Griffin
President and Chief Executive Officer
|
|
Date: 11/10/2016
|
|
|
|
1.
|
YOU UNDERSTAND ALL OF ITS TERMS AND KNOW THAT YOU ARE GIVING UP IMPORTANT RIGHTS, INCLUDING BUT NOT LIMITED TO, RIGHTS UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT OF 1967, AS AMENDED, TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, AS AMENDED; THE EQUAL PAY ACT OF 1963, THE AMERICANS WITH DISABILITIES ACT OF 1990; AND THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED;
|
2.
|
YOU HAVE BEEN ADVISED TO CONSULT WITH AN ATTORNEY BEFORE EXECUTING IT AND YOU HAVE EITHER DONE SO OR, AFTER CAREFUL READING AND CONSIDERATION, YOU HAVE CHOSEN NOT TO DO SO OF YOUR OWN VOLITION;
|
3.
|
YOU HAVE HAD AT LEAST 21 DAYS FROM THE DATE OF YOUR RECEIPT OF THIS RELEASE SUBSTANTIALLY IN ITS FINAL FORM ON _______________ __, _____ TO CONSIDER IT; AND
|
4.
|
YOU UNDERSTAND THAT YOU HAVE SEVEN DAYS AFTER THE EXECUTION OF THIS RELEASE TO REVOKE IT AND THAT THIS RELEASE SHALL NOT BECOME EFFECTIVE OR ENFORCEABLE UNTIL THE REVOCATION PERIOD HAS EXPIRED.
|
Home Country Location:
|
United States
|
Host Country Location:
|
Japan
|
Effective Date:
|
October 16, 2017
|
Assignment Length:
|
24 - 36 Months
|
Employment
Status
|
Position
|
Work Schedule
|
Visa Application
|
Annual Salary & Incentives
|
Taxes
|
•
|
Tax Consulting (related to your assignment; does not extend to personal tax advice or financial planning);
|
•
|
Tax Preparation and Filing (
i.e.
, U.S. Federal and state and foreign income tax returns); and
|
•
|
Tax Equalization
|
Home Country Social System Taxes
|
Benefits
|
Medical, Dental & Vision Coverage
|
You will continue to participate in any home country medical, dental and vision benefits. In addition, Skyworks will enroll you and your dependents (if applicable) in medical plans that will supplement your home country coverage through International Medical Group (IMG). You will receive additional information on this plan upon enrollment. The Company will pay the cost of premiums associated with this supplement coverage.
|
Life, Disability and AD&D Insurance
|
You will continue to participate in any home country company-provided and supplemental (if applicable) life, disability and AD&D insurance coverage. Any short-term or long-term disability will be administered by your home country.
|
401(k) Participation
|
Your 401(k) participation will be continued under the current program in your home country.
|
Vacation, Holidays & Wellness
|
You will continue to participate in any home country vacation and wellness/sick leave programs and accruals which will continue to be administered through your home country. During your assignment, you will maintain a public holiday schedule consistent with the host country.
|
Physical Examinations
|
The Company recommends you and your dependents (if applicable) obtain a routine physical examination prior to commencing your assignment and that you obtain all appropriate immunizations for entering and/or living in the host country. Skyworks will reimburse any costs not covered by your medical insurance provider.
|
Emergency Travel
|
In the event of death or serious illness occurring in your family during this assignment, Skyworks will reimburse you and your accompanying dependents (if applicable) for the cost of one round-trip airfare between your host country and your home country, provided that you have obtained prior approval from your supervisor.
In the event of your death or the death of any of your dependents (if applicable) while on assignment, Skyworks will cover the cost of returning the mortal remains to your home country.
|
Relocation Assistance
|
Benefit:
|
Costs:
|
Household Goods (Moved)
|
Estimated to be $25,000 each way (1-2 crates); not a full move
|
Car Allowance in host country
|
$1,200/month ($21,600 annual costs)
|
Housing Costs in host country
|
$7,000/month ($126,000 annual costs)
|
Quarterly Return Trip Home
|
Regular business trips as required, approximately one per quarter and three personal trips per year.
|
Repatriation
|
Employment Guidelines
|
Acknowledgment & Acceptance
|
Name
|
Jurisdiction Of Incorporation
|
Skyworks Filter Solutions Japan Co., Ltd.
|
Japan
|
Skyworks Global Pte. Ltd.
|
Singapore
|
Skyworks International Investments, LLC
|
Delaware
|
Skyworks Ireland Limited
|
Ireland
|
Skyworks Luxembourg S.a r.l
|
Luxembourg
|
Skyworks Semiconductor
|
France
|
Skyworks Solutions Canada Inc.
|
Canada
|
Skyworks Solutions Commercial Co., Ltd. (Shenzhen)
|
Peoples Republic of China
|
Skyworks Solutions Commercial Co., Ltd. (Shenzhen) - Beijing Branch
|
Beijing
|
Skyworks Solutions Commercial Co., Ltd. (Shenzhen) - Shanghai Branch
|
Shanghai
|
Skyworks Solutions Co, Limited
|
Japan
|
Skyworks Solutions de Mexico, S de R.L. de C.V.
|
Mexico
|
Skyworks Solutions (Hong Kong) Limited
|
Hong Kong
|
Skyworks Solutions Ireland Limited
|
Ireland
|
Skyworks Solutions Korea Limited
|
Korea
|
Skyworks Solutions Limited
|
United Kingdom
|
Skyworks Solutions Oy
|
Finland
|
Skyworks Solutions Worldwide, Inc.
|
Delaware
|
Skyworks Solutions Worldwide, Inc., Taiwan Branch
|
Taiwan
|
Skyworks Solutions Worldwide, Inc., Malaysia Branch
|
Malaysia
|
Advanced Analogic Technologies Incorporated
|
Delaware
|
Advanced Analogic Technologies (China), Inc.
|
Peoples Republic of China
|
Axiom Microdevices, Inc.
|
Delaware
|
ICWave, LLC
|
Massachusetts
|
Isolink, Inc.
|
California
|
MEMS Solutions, Inc.
|
Korea
|
Quantance, Inc.
|
Delaware
|
SiGe Semiconductor, Inc.
|
Delaware
|
SiGe Semiconductor (U.S.), Corp.
|
Delaware
|
SiGe Semiconductor (Europe) Limited
|
United Kingdom
|
Trans-Tech, Inc.
|
Maryland
|
1.
|
I have reviewed this annual report on Form 10-K of Skyworks Solutions, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 13, 2017
|
|
|
|
/s/ Liam K. Griffin
|
|
Liam K. Griffin
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Skyworks Solutions, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 13, 2017
|
|
|
|
/s/ Kris Sennesael
|
|
Kris Sennesael
|
|
Senior Vice President and Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Liam K. Griffin
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Liam K. Griffin
President and Chief Executive Officer
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November 13, 2017
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Kris Sennesael
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Kris Sennesael
Senior Vice President and Chief Financial Officer
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November 13, 2017
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