☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Broadcom Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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001-38449
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35-2617337
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(State or other jurisdiction of
incorporation or organization)
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(Commission file Number)
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(I.R.S. Employer
Identification No.)
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1320 Ridder Park Drive
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San Jose,
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CA
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95131-2313
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(408)
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433-8000
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(Address, including zip code, of
principal executive offices and registrant’s
telephone number, including area code)
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Large accelerated filer
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þ
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page
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Page
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August 4,
2019 |
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November 4,
2018 |
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(In millions, except par value)
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ASSETS
|
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Current assets:
|
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|
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Cash and cash equivalents
|
|
$
|
5,462
|
|
|
$
|
4,292
|
|
Trade accounts receivable, net
|
|
3,539
|
|
|
3,325
|
|
||
Inventory
|
|
1,091
|
|
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1,124
|
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||
Other current assets
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|
806
|
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366
|
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||
Total current assets
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10,898
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9,107
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Long-term assets:
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|
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|
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Property, plant and equipment, net
|
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2,611
|
|
|
2,635
|
|
||
Goodwill
|
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36,686
|
|
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26,913
|
|
||
Intangible assets, net
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18,879
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|
|
10,762
|
|
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Other long-term assets
|
|
693
|
|
|
707
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Total assets
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$
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69,767
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$
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50,124
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LIABILITIES AND STOCKHOLDERS’ EQUITY
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|
||||
Current liabilities:
|
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|
|
||||
Accounts payable
|
|
$
|
996
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|
$
|
811
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|
Employee compensation and benefits
|
|
575
|
|
|
715
|
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||
Current portion of long-term debt
|
|
3,537
|
|
|
—
|
|
||
Other current liabilities
|
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3,174
|
|
|
812
|
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Total current liabilities
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8,282
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2,338
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Long-term liabilities:
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Long-term debt
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34,028
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17,493
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Other long-term liabilities
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5,954
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3,636
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Total liabilities
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48,264
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23,467
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Commitments and contingencies (Note 11)
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Stockholders’ equity:
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Preferred stock, $0.001 par value; 100 shares authorized; no shares issued or outstanding as of August 4, 2019 or November 4, 2018
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—
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—
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Common stock and additional paid-in capital, $0.001 par value; 2,900 shares authorized; 398 and 408 shares issued and outstanding as of August 4, 2019 and November 4, 2018, respectively
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21,619
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23,285
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Retained earnings
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—
|
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3,487
|
|
||
Accumulated other comprehensive loss
|
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(116
|
)
|
|
(115
|
)
|
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Total stockholders’ equity
|
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21,503
|
|
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26,657
|
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Total liabilities and stockholders’ equity
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$
|
69,767
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$
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50,124
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Fiscal Quarter Ended
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Three Fiscal Quarters Ended
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||||||||||||
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August 4,
2019 |
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August 5,
2018 |
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August 4,
2019 |
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August 5,
2018 |
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(In millions, except per share data)
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Net revenue:
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Products
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$
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4,413
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$
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4,783
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$
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13,470
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|
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$
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14,640
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Subscriptions and services
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1,102
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|
280
|
|
|
3,351
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764
|
|
||||
Total net revenue
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5,515
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5,063
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16,821
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15,404
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Cost of revenue:
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Cost of products sold
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1,519
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1,656
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4,530
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5,204
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|
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Cost of subscriptions and services
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132
|
|
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24
|
|
|
405
|
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71
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Purchase accounting effect on inventory
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—
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—
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—
|
|
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70
|
|
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Amortization of acquisition-related intangible assets
|
|
828
|
|
|
762
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2,487
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|
|
2,242
|
|
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Restructuring charges
|
|
2
|
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|
2
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|
68
|
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|
19
|
|
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Total cost of revenue
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2,481
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2,444
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7,490
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7,606
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Gross margin
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3,034
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|
2,619
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|
9,331
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7,798
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|
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Research and development
|
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1,235
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|
959
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3,519
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|
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2,820
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Selling, general and administrative
|
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410
|
|
|
234
|
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|
1,300
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|
819
|
|
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Amortization of acquisition-related intangible assets
|
|
475
|
|
|
68
|
|
|
1,424
|
|
|
474
|
|
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Restructuring, impairment and disposal charges
|
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49
|
|
|
19
|
|
|
698
|
|
|
202
|
|
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Total operating expenses
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|
2,169
|
|
|
1,280
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6,941
|
|
|
4,315
|
|
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Operating income
|
|
865
|
|
|
1,339
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2,390
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3,483
|
|
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Interest expense
|
|
(362
|
)
|
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(149
|
)
|
|
(1,083
|
)
|
|
(480
|
)
|
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Other income, net
|
|
41
|
|
|
39
|
|
|
172
|
|
|
120
|
|
||||
Income from continuing operations before income taxes
|
|
544
|
|
|
1,229
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|
|
1,479
|
|
|
3,123
|
|
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Provision for (benefit from) income taxes
|
|
(171
|
)
|
|
32
|
|
|
(410
|
)
|
|
(8,391
|
)
|
||||
Income from continuing operations
|
|
715
|
|
|
1,197
|
|
|
1,889
|
|
|
11,514
|
|
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Loss from discontinued operations, net of income taxes
|
|
—
|
|
|
(1
|
)
|
|
(12
|
)
|
|
(19
|
)
|
||||
Net income
|
|
715
|
|
|
1,196
|
|
|
1,877
|
|
|
11,495
|
|
||||
Net income attributable to noncontrolling interest
|
|
—
|
|
|
—
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|
|
—
|
|
|
351
|
|
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Net income attributable to common stock
|
|
$
|
715
|
|
|
$
|
1,196
|
|
|
$
|
1,877
|
|
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$
|
11,144
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Basic income (loss) per share:
|
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Income per share from continuing operations
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$
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1.80
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|
$
|
2.78
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|
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$
|
4.73
|
|
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$
|
26.58
|
|
Loss per share from discontinued operations
|
|
—
|
|
|
—
|
|
|
(0.03
|
)
|
|
(0.05
|
)
|
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Net income per share
|
|
$
|
1.80
|
|
|
$
|
2.78
|
|
|
$
|
4.70
|
|
|
$
|
26.53
|
|
|
|
|
|
|
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Diluted income (loss) per share:
|
|
|
|
|
|
|
|
|
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Income per share from continuing operations
|
|
$
|
1.71
|
|
|
$
|
2.71
|
|
|
$
|
4.50
|
|
|
$
|
25.78
|
|
Loss per share from discontinued operations
|
|
—
|
|
|
—
|
|
|
(0.03
|
)
|
|
(0.04
|
)
|
||||
Net income per share
|
|
$
|
1.71
|
|
|
$
|
2.71
|
|
|
$
|
4.47
|
|
|
$
|
25.74
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
398
|
|
|
430
|
|
|
399
|
|
|
420
|
|
||||
Diluted
|
|
418
|
|
|
441
|
|
|
420
|
|
|
433
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Net income
|
|
$
|
715
|
|
|
$
|
1,196
|
|
|
$
|
1,877
|
|
|
$
|
11,495
|
|
Other comprehensive income, net of tax:
|
|
|
|
|
|
|
|
|
||||||||
Change in actuarial loss and prior service costs associated with defined benefit pension plans and post-retirement benefit plans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Other comprehensive income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Comprehensive income
|
|
715
|
|
|
1,196
|
|
|
1,877
|
|
|
11,496
|
|
||||
Comprehensive income attributable to noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
351
|
|
||||
Comprehensive income attributable to common stock
|
|
$
|
715
|
|
|
$
|
1,196
|
|
|
$
|
1,877
|
|
|
$
|
11,145
|
|
|
|
Three Fiscal Quarters Ended
|
||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Cash flows from operating activities:
|
|
|
|
|
||||
Net income
|
|
$
|
1,877
|
|
|
$
|
11,495
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Amortization of intangible assets
|
|
3,930
|
|
|
2,730
|
|
||
Depreciation
|
|
426
|
|
|
383
|
|
||
Stock-based compensation
|
|
1,641
|
|
|
910
|
|
||
Deferred taxes and other non-cash taxes
|
|
(708
|
)
|
|
(8,512
|
)
|
||
Non-cash restructuring, impairment and disposal charges
|
|
113
|
|
|
13
|
|
||
Non-cash interest expense
|
|
50
|
|
|
18
|
|
||
Other
|
|
(81
|
)
|
|
22
|
|
||
Changes in assets and liabilities, net of acquisitions and disposals:
|
|
|
|
|
||||
Trade accounts receivable, net
|
|
201
|
|
|
(340
|
)
|
||
Inventory
|
|
33
|
|
|
325
|
|
||
Accounts payable
|
|
105
|
|
|
(353
|
)
|
||
Employee compensation and benefits
|
|
(360
|
)
|
|
(87
|
)
|
||
Contributions to defined benefit pension plans
|
|
—
|
|
|
(130
|
)
|
||
Other current assets and current liabilities
|
|
115
|
|
|
206
|
|
||
Other long-term assets and long-term liabilities
|
|
(124
|
)
|
|
(435
|
)
|
||
Net cash provided by operating activities
|
|
7,218
|
|
|
6,245
|
|
||
Cash flows from investing activities:
|
|
|
|
|
||||
Acquisitions of businesses, net of cash acquired
|
|
(16,033
|
)
|
|
(4,793
|
)
|
||
Proceeds from sales of businesses
|
|
957
|
|
|
782
|
|
||
Purchases of property, plant and equipment
|
|
(336
|
)
|
|
(529
|
)
|
||
Proceeds from disposals of property, plant and equipment
|
|
82
|
|
|
238
|
|
||
Purchases of investments
|
|
(5
|
)
|
|
(249
|
)
|
||
Proceeds from sales of investments
|
|
5
|
|
|
54
|
|
||
Other
|
|
(4
|
)
|
|
(59
|
)
|
||
Net cash used in investing activities
|
|
(15,334
|
)
|
|
(4,556
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
||||
Proceeds from long-term borrowings
|
|
28,793
|
|
|
—
|
|
||
Repayment of debt
|
|
(12,000
|
)
|
|
(856
|
)
|
||
Payment of debt issuance costs
|
|
(46
|
)
|
|
—
|
|
||
Other borrowings
|
|
1,345
|
|
|
—
|
|
||
Dividend and distribution payments
|
|
(3,181
|
)
|
|
(2,275
|
)
|
||
Repurchases of common stock - repurchase program
|
|
(5,002
|
)
|
|
(5,725
|
)
|
||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
(818
|
)
|
|
(35
|
)
|
||
Issuance of common stock
|
|
194
|
|
|
153
|
|
||
Other
|
|
1
|
|
|
(19
|
)
|
||
Net cash provided by (used in) financing activities
|
|
9,286
|
|
|
(8,757
|
)
|
||
Net change in cash and cash equivalents
|
|
1,170
|
|
|
(7,068
|
)
|
||
Cash and cash equivalents at beginning of period
|
|
4,292
|
|
|
11,204
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
5,462
|
|
|
$
|
4,136
|
|
BROADCOM INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY — UNAUDITED
Three Fiscal Quarters Ended August 4, 2019
|
|||||||||||||||||||
|
|
Common Stock
and Additional Paid-in Capital |
|
Retained
Earnings |
|
Accumulated
Other Comprehensive Loss |
|
Total Stockholders’
Equity |
|||||||||||
|
|
Shares
|
|
Amount
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
(In millions)
|
||||||||||||||||||
Balance as of November 4, 2018
|
|
408
|
|
|
$
|
23,285
|
|
|
$
|
3,487
|
|
|
$
|
(115
|
)
|
|
$
|
26,657
|
|
Net income
|
|
—
|
|
|
—
|
|
|
471
|
|
|
—
|
|
|
471
|
|
||||
Cumulative effect of accounting changes
|
|
—
|
|
|
—
|
|
|
8
|
|
|
(1
|
)
|
|
7
|
|
||||
Fair value of partially vested equity awards assumed in connection with the acquisition of CA, Inc.
|
|
—
|
|
|
67
|
|
|
—
|
|
|
—
|
|
|
67
|
|
||||
Cash dividends declared and paid to stockholders
|
|
—
|
|
|
—
|
|
|
(1,067
|
)
|
|
—
|
|
|
(1,067
|
)
|
||||
Common stock issued
|
|
2
|
|
|
62
|
|
|
—
|
|
|
—
|
|
|
62
|
|
||||
Stock-based compensation
|
|
—
|
|
|
540
|
|
|
—
|
|
|
—
|
|
|
540
|
|
||||
Repurchases of common stock
|
|
(14
|
)
|
|
(796
|
)
|
|
(2,640
|
)
|
|
—
|
|
|
(3,436
|
)
|
||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
—
|
|
|
(77
|
)
|
|
—
|
|
|
—
|
|
|
(77
|
)
|
||||
Balance as of February 3, 2019
|
|
396
|
|
|
23,081
|
|
|
259
|
|
|
(116
|
)
|
|
23,224
|
|
||||
Net income
|
|
—
|
|
|
—
|
|
|
691
|
|
|
—
|
|
|
691
|
|
||||
Cash dividends declared and paid to stockholders
|
|
—
|
|
|
(331
|
)
|
|
(726
|
)
|
|
—
|
|
|
(1,057
|
)
|
||||
Common stock issued
|
|
8
|
|
|
121
|
|
|
—
|
|
|
—
|
|
|
121
|
|
||||
Stock-based compensation
|
|
—
|
|
|
544
|
|
|
—
|
|
|
—
|
|
|
544
|
|
||||
Repurchases of common stock
|
|
(3
|
)
|
|
(606
|
)
|
|
(224
|
)
|
|
—
|
|
|
(830
|
)
|
||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
(2
|
)
|
|
(521
|
)
|
|
—
|
|
|
—
|
|
|
(521
|
)
|
||||
Balance as of May 5, 2019
|
|
399
|
|
|
22,288
|
|
|
—
|
|
|
(116
|
)
|
|
22,172
|
|
||||
Net income
|
|
—
|
|
|
—
|
|
|
715
|
|
|
—
|
|
|
715
|
|
||||
Cash dividends declared and paid to stockholders
|
|
—
|
|
|
(342
|
)
|
|
(715
|
)
|
|
—
|
|
|
(1,057
|
)
|
||||
Common stock issued
|
|
2
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
11
|
|
||||
Stock-based compensation
|
|
—
|
|
|
632
|
|
|
—
|
|
|
—
|
|
|
632
|
|
||||
Repurchases of common stock
|
|
(2
|
)
|
|
(736
|
)
|
|
—
|
|
|
—
|
|
|
(736
|
)
|
||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
(1
|
)
|
|
(234
|
)
|
|
—
|
|
|
—
|
|
|
(234
|
)
|
||||
Balance as of August 4, 2019
|
|
398
|
|
|
$
|
21,619
|
|
|
$
|
—
|
|
|
$
|
(116
|
)
|
|
$
|
21,503
|
|
BROADCOM INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY — UNAUDITED
Three Fiscal Quarters Ended August 5, 2018
|
||||||||||||||||||||||||||||||||||
|
|
Preferred Stock
|
|
Common Stock
and Additional Paid-in Capital |
|
Retained
Earnings/(Accumulated Deficit) |
|
Accumulated
Other Comprehensive Loss |
|
Total
Broadcom Inc.
Stockholders’
Equity |
|
Noncontrolling Interest
|
|
Total
Equity |
||||||||||||||||||||
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||||||||
Balance as of October 29, 2017
|
|
22
|
|
|
$
|
—
|
|
|
409
|
|
|
$
|
20,505
|
|
|
$
|
(129
|
)
|
|
$
|
(91
|
)
|
|
$
|
20,285
|
|
|
$
|
2,901
|
|
|
$
|
23,186
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,230
|
|
|
—
|
|
|
6,230
|
|
|
336
|
|
|
6,566
|
|
|||||||
Other comprehensive income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||||
Cumulative effect of accounting changes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(252
|
)
|
|
—
|
|
|
(252
|
)
|
|
(14
|
)
|
|
(266
|
)
|
|||||||
Fair value of partially vested equity awards assumed in connection with the acquisition of Brocade Communications Systems, Inc.
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|||||||
Cash dividends declared and paid to stockholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(717
|
)
|
|
—
|
|
|
(717
|
)
|
|
—
|
|
|
(717
|
)
|
|||||||
Cash distribution declared and paid by Broadcom Cayman L.P. on exchangeable limited partnership units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(38
|
)
|
|
(38
|
)
|
|||||||
Exchange of exchangeable limited partnership units for common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
(5
|
)
|
|
—
|
|
|||||||
Common stock issued
|
|
—
|
|
|
—
|
|
|
1
|
|
|
34
|
|
|
—
|
|
|
—
|
|
|
34
|
|
|
—
|
|
|
34
|
|
|||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
299
|
|
|
—
|
|
|
—
|
|
|
299
|
|
|
—
|
|
|
299
|
|
|||||||
Balance as of February 4, 2018
|
|
22
|
|
|
—
|
|
|
410
|
|
|
20,851
|
|
|
5,132
|
|
|
(82
|
)
|
|
25,901
|
|
|
3,180
|
|
|
29,081
|
|
|||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,718
|
|
|
—
|
|
|
3,718
|
|
|
15
|
|
|
3,733
|
|
|||||||
Other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|||||||
Cumulative effect of accounting changes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
(16
|
)
|
|
(1
|
)
|
|
1
|
|
|
—
|
|
|||||||
Cash dividends declared and paid to stockholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(727
|
)
|
|
—
|
|
|
(727
|
)
|
|
—
|
|
|
(727
|
)
|
|||||||
Cash distribution declared and paid by Broadcom Cayman L.P. on exchangeable limited partnership units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39
|
)
|
|
(39
|
)
|
|||||||
Exchange of exchangeable limited partnership units for common stock and redemption of preferred stock due to the Redomiciliation Transaction
|
|
(22
|
)
|
|
—
|
|
|
22
|
|
|
3,157
|
|
|
—
|
|
|
—
|
|
|
3,157
|
|
|
(3,157
|
)
|
|
—
|
|
|||||||
Common stock issued
|
|
—
|
|
|
—
|
|
|
6
|
|
|
80
|
|
|
—
|
|
|
—
|
|
|
80
|
|
|
—
|
|
|
80
|
|
|||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
296
|
|
|
—
|
|
|
—
|
|
|
296
|
|
|
—
|
|
|
296
|
|
|||||||
Repurchases of common stock
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(77
|
)
|
|
(270
|
)
|
|
—
|
|
|
(347
|
)
|
|
—
|
|
|
(347
|
)
|
|||||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||||||
Balance as of May 6, 2018
|
|
—
|
|
|
—
|
|
|
436
|
|
|
24,305
|
|
|
7,868
|
|
|
(106
|
)
|
|
32,067
|
|
|
—
|
|
|
32,067
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Quarter Ended August 4, 2019
|
||||||||||||||
|
|
Americas
|
|
Asia Pacific
|
|
Europe, the Middle East and Africa
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Products
|
|
$
|
506
|
|
|
$
|
3,582
|
|
|
$
|
325
|
|
|
$
|
4,413
|
|
Subscriptions and services (a)
|
|
711
|
|
|
124
|
|
|
267
|
|
|
1,102
|
|
||||
Total
|
|
$
|
1,217
|
|
|
$
|
3,706
|
|
|
$
|
592
|
|
|
$
|
5,515
|
|
|
|
Three Fiscal Quarters Ended August 4, 2019
|
||||||||||||||
|
|
Americas
|
|
Asia Pacific
|
|
Europe, the Middle East and Africa
|
|
Total
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Products
|
|
$
|
1,731
|
|
|
$
|
10,674
|
|
|
$
|
1,065
|
|
|
$
|
13,470
|
|
Subscriptions and services (a)
|
|
2,276
|
|
|
339
|
|
|
736
|
|
|
3,351
|
|
||||
Total
|
|
$
|
4,007
|
|
|
$
|
11,013
|
|
|
$
|
1,801
|
|
|
$
|
16,821
|
|
|
|
Contract Assets
|
|
Contract Liabilities
|
||||
|
|
|
|
|
||||
|
(In millions)
|
|||||||
Opening balance November 5, 2018 (a)
|
|
$
|
18
|
|
|
$
|
272
|
|
|
|
|
|
|
||||
Closing balance August 4, 2019
|
|
$
|
229
|
|
|
$
|
2,269
|
|
Balance Sheet
|
|
Ending Balance as of November 4, 2018
|
|
Adjustments Due to Topic 606
|
|
Opening Balance as of November 5, 2018
|
||||||
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
||||||||||
ASSETS
|
|
|
|
|
|
|
||||||
Trade accounts receivable, net
|
|
$
|
3,325
|
|
|
$
|
11
|
|
|
$
|
3,336
|
|
Other current assets
|
|
$
|
366
|
|
|
$
|
10
|
|
|
$
|
376
|
|
Other long-term assets
|
|
$
|
707
|
|
|
$
|
20
|
|
|
$
|
727
|
|
LIABILITIES
|
|
|
|
|
|
|
||||||
Other current liabilities
|
|
$
|
812
|
|
|
$
|
35
|
|
|
$
|
847
|
|
Other long-term liabilities
|
|
$
|
3,636
|
|
|
$
|
6
|
|
|
$
|
3,642
|
|
|
|
Fiscal Quarter Ended August 4, 2019
|
||||||||||
Statement of Operations
|
|
Pro forma as if the previous accounting was in effect
|
|
Effect of Change
|
|
As Reported
|
||||||
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
|
||||||
Products
|
|
$
|
4,413
|
|
|
$
|
—
|
|
|
$
|
4,413
|
|
Subscriptions and services
|
|
1,078
|
|
|
24
|
|
|
1,102
|
|
|||
Total net revenue
|
|
$
|
5,491
|
|
|
$
|
24
|
|
|
$
|
5,515
|
|
|
|
Three Fiscal Quarters Ended August 4, 2019
|
||||||||||
Statement of Operations
|
|
Pro forma as if the previous accounting was in effect
|
|
Effect of Change
|
|
As Reported
|
||||||
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
|
||||||
Products
|
|
$
|
13,470
|
|
|
$
|
—
|
|
|
$
|
13,470
|
|
Subscriptions and services
|
|
3,124
|
|
|
227
|
|
|
3,351
|
|
|||
Total net revenue
|
|
$
|
16,594
|
|
|
$
|
227
|
|
|
$
|
16,821
|
|
|
|
(In millions)
|
||
Cash paid for outstanding CA common stock
|
|
$
|
18,402
|
|
Cash paid by Broadcom to retire CA’s term loan
|
|
274
|
|
|
Cash paid for vested CA equity awards
|
|
101
|
|
|
Fair value of partially vested assumed equity awards
|
|
67
|
|
|
Total purchase consideration
|
|
18,844
|
|
|
Less: cash acquired
|
|
2,750
|
|
|
Total purchase consideration, net of cash acquired
|
|
$
|
16,094
|
|
|
|
Estimated Fair Value
|
||
|
|
(In millions)
|
||
Current assets
|
|
$
|
1,663
|
|
Goodwill
|
|
9,768
|
|
|
Intangible assets
|
|
12,045
|
|
|
Other long-term assets
|
|
245
|
|
|
Total assets acquired
|
|
23,721
|
|
|
Current liabilities
|
|
(1,966
|
)
|
|
Long-term debt
|
|
(2,255
|
)
|
|
Other long-term liabilities
|
|
(3,406
|
)
|
|
Total liabilities assumed
|
|
(7,627
|
)
|
|
Fair value of net assets acquired
|
|
$
|
16,094
|
|
|
|
Fair Value
|
|
Weighted-Average Amortization Periods
|
||
|
|
(In millions)
|
|
(In years)
|
||
Developed technology
|
|
$
|
4,957
|
|
|
6
|
Customer contracts and related relationships
|
|
4,190
|
|
|
6
|
|
Order backlog
|
|
2,569
|
|
|
3
|
|
Trade name and other
|
|
137
|
|
|
5
|
|
Total identified finite-lived intangible assets
|
|
11,853
|
|
|
|
|
In-process research and development
|
|
192
|
|
|
N/A
|
|
Total identified intangible assets
|
|
$
|
12,045
|
|
|
|
Description
|
|
IPR&D
|
|
Percentage of Completion
|
|
Estimated Cost to Complete
|
|
Expected Release Date
(By Fiscal Year)
|
|||||
|
|
|
|
|
|
|
|
|
|||||
|
|
(Dollars in millions)
|
|||||||||||
Mainframe
|
|
$
|
178
|
|
|
67
|
%
|
|
$
|
138
|
|
|
2019
|
Enterprise Solutions
|
|
$
|
14
|
|
|
63
|
%
|
|
$
|
12
|
|
|
2019
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Pro forma net revenue*
|
|
$
|
5,287
|
|
|
$
|
5,983
|
|
|
$
|
16,137
|
|
|
$
|
18,066
|
|
Pro forma net income attributable to common stock
|
|
$
|
542
|
|
|
$
|
894
|
|
|
$
|
1,895
|
|
|
$
|
8,956
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||
|
|
August 5,
2018 |
|
August 5,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Pro forma net revenue*
|
|
$
|
5,066
|
|
|
$
|
15,530
|
|
Pro forma net income attributable to common stock
|
|
$
|
1,207
|
|
|
$
|
11,284
|
|
|
|
August 4,
2019 |
|
November 4,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Finished goods
|
|
$
|
329
|
|
|
$
|
483
|
|
Work-in-process
|
|
567
|
|
|
505
|
|
||
Raw materials
|
|
195
|
|
|
136
|
|
||
Total inventory
|
|
$
|
1,091
|
|
|
$
|
1,124
|
|
|
|
August 4,
2019 |
|
November 4,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Prepaid expenses
|
|
$
|
402
|
|
|
$
|
243
|
|
Other (miscellaneous)
|
|
404
|
|
|
123
|
|
||
Total other current assets
|
|
$
|
806
|
|
|
$
|
366
|
|
|
|
August 4,
2019 |
|
November 4,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Contract liabilities
|
|
$
|
1,872
|
|
|
$
|
164
|
|
Notional pooling liabilities
|
|
372
|
|
|
—
|
|
||
Tax liabilities
|
|
264
|
|
|
162
|
|
||
Other (miscellaneous)
|
|
666
|
|
|
486
|
|
||
Total other current liabilities
|
|
$
|
3,174
|
|
|
$
|
812
|
|
|
|
August 4,
2019 |
|
November 4,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Unrecognized tax benefits (a) (b)
|
|
$
|
3,361
|
|
|
$
|
3,088
|
|
Deferred tax liabilities (a)
|
|
1,660
|
|
|
169
|
|
||
Contract liabilities
|
|
397
|
|
|
66
|
|
||
Other (miscellaneous)
|
|
536
|
|
|
313
|
|
||
Total other long-term liabilities
|
|
$
|
5,954
|
|
|
$
|
3,636
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Cash paid for interest
|
|
$
|
368
|
|
|
$
|
312
|
|
|
$
|
980
|
|
|
$
|
545
|
|
Cash paid for income taxes
|
|
$
|
98
|
|
|
$
|
127
|
|
|
$
|
618
|
|
|
$
|
323
|
|
|
|
Wired Infrastructure
|
|
Wireless Communications
|
|
Enterprise Storage
|
|
Industrial & Other
|
|
Semiconductor Solutions
|
|
Infrastructure Software
|
|
IP Licensing
|
|
Total
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||||||
Balance as of November 4, 2018
|
|
$
|
17,705
|
|
|
$
|
5,945
|
|
|
$
|
3,112
|
|
|
$
|
151
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
26,913
|
|
Reallocation due to change in segments
|
|
(17,705
|
)
|
|
(5,945
|
)
|
|
(3,112
|
)
|
|
(151
|
)
|
|
25,924
|
|
|
980
|
|
|
9
|
|
|
—
|
|
||||||||
Acquisitions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
9,768
|
|
|
—
|
|
|
9,773
|
|
||||||||
Balance as of August 4, 2019
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,929
|
|
|
$
|
10,748
|
|
|
$
|
9
|
|
|
$
|
36,686
|
|
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
||||||
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
||||||||||
As of August 4, 2019:
|
|
|
|
|
|
|
||||||
Purchased technology
|
|
$
|
20,888
|
|
|
$
|
(9,288
|
)
|
|
$
|
11,600
|
|
Customer contracts and related relationships
|
|
5,982
|
|
|
(1,563
|
)
|
|
4,419
|
|
|||
Order backlog
|
|
2,569
|
|
|
(681
|
)
|
|
1,888
|
|
|||
Trade names
|
|
712
|
|
|
(228
|
)
|
|
484
|
|
|||
Other
|
|
243
|
|
|
(81
|
)
|
|
162
|
|
|||
Intangible assets subject to amortization
|
|
30,394
|
|
|
(11,841
|
)
|
|
18,553
|
|
|||
IPR&D
|
|
326
|
|
|
—
|
|
|
326
|
|
|||
Total
|
|
$
|
30,720
|
|
|
$
|
(11,841
|
)
|
|
$
|
18,879
|
|
|
|
|
|
|
|
|
||||||
As of November 4, 2018:
|
|
|
|
|
|
|
||||||
Purchased technology
|
|
$
|
15,806
|
|
|
$
|
(6,816
|
)
|
|
$
|
8,990
|
|
Customer contracts and related relationships
|
|
1,792
|
|
|
(878
|
)
|
|
914
|
|
|||
Trade names
|
|
578
|
|
|
(170
|
)
|
|
408
|
|
|||
Other
|
|
239
|
|
|
(53
|
)
|
|
186
|
|
|||
Intangible assets subject to amortization
|
|
18,415
|
|
|
(7,917
|
)
|
|
10,498
|
|
|||
IPR&D
|
|
264
|
|
|
—
|
|
|
264
|
|
|||
Total
|
|
$
|
18,679
|
|
|
$
|
(7,917
|
)
|
|
$
|
10,762
|
|
Fiscal Year:
|
|
Expected Amortization Expense
|
||
|
|
(In millions)
|
||
2019 (remainder)
|
|
$
|
1,309
|
|
2020
|
|
5,045
|
|
|
2021
|
|
4,142
|
|
|
2022
|
|
3,171
|
|
|
2023
|
|
2,166
|
|
|
Thereafter
|
|
2,720
|
|
|
Total
|
|
$
|
18,553
|
|
Amortizable intangible assets:
|
|
August 4,
2019 |
|
|
(In years)
|
Purchased technology
|
|
5
|
Customer contracts and related relationships
|
|
5
|
Order backlog
|
|
3
|
Trade names
|
|
10
|
Other
|
|
10
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions, except per share data)
|
||||||||||||||
Numerator:
|
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
|
$
|
715
|
|
|
$
|
1,197
|
|
|
$
|
1,889
|
|
|
$
|
11,514
|
|
Less: Income from continuing operations attributable to noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
352
|
|
||||
Income from continuing operations attributable to common stock
|
|
715
|
|
|
1,197
|
|
|
1,889
|
|
|
11,162
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations, net of income taxes
|
|
—
|
|
|
(1
|
)
|
|
(12
|
)
|
|
(19
|
)
|
||||
Less: Loss from discontinued operations, net of income taxes, attributable to noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||
Loss from discontinued operations, net of income taxes, attributable to common stock
|
|
—
|
|
|
(1
|
)
|
|
(12
|
)
|
|
(18
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Net income attributable to common stock
|
|
$
|
715
|
|
|
$
|
1,196
|
|
|
$
|
1,877
|
|
|
$
|
11,144
|
|
Denominator:
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares outstanding - basic
|
|
398
|
|
|
430
|
|
|
399
|
|
|
420
|
|
||||
Dilutive effect of equity awards
|
|
20
|
|
|
11
|
|
|
21
|
|
|
13
|
|
||||
Weighted-average shares outstanding - diluted
|
|
418
|
|
|
441
|
|
|
420
|
|
|
433
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic income per share:
|
|
|
|
|
|
|
|
|
||||||||
Income per share from continuing operations
|
|
$
|
1.80
|
|
|
$
|
2.78
|
|
|
$
|
4.73
|
|
|
$
|
26.58
|
|
Loss per share from discontinued operations
|
|
—
|
|
|
—
|
|
|
(0.03
|
)
|
|
(0.05
|
)
|
||||
Net income per share
|
|
$
|
1.80
|
|
|
$
|
2.78
|
|
|
$
|
4.70
|
|
|
$
|
26.53
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted income per share:
|
|
|
|
|
|
|
|
|
||||||||
Income per share from continuing operations
|
|
$
|
1.71
|
|
|
$
|
2.71
|
|
|
$
|
4.50
|
|
|
$
|
25.78
|
|
Loss per share from discontinued operations
|
|
—
|
|
|
—
|
|
|
(0.03
|
)
|
|
(0.04
|
)
|
||||
Net income per share
|
|
$
|
1.71
|
|
|
$
|
2.71
|
|
|
$
|
4.47
|
|
|
$
|
25.74
|
|
|
|
Effective Interest Rate
|
|
August 4,
2019 |
|
November 4,
2018 |
|||||
|
|
|
|
|
|
|
|||||
|
|
(In millions, except percentages)
|
|||||||||
2019 Senior Notes - fixed rate
|
|
|
|
|
|
|
|||||
3.125% notes due April 2021
|
|
3.607
|
%
|
|
$
|
2,000
|
|
|
$
|
—
|
|
3.125% notes due October 2022
|
|
3.527
|
%
|
|
1,500
|
|
|
—
|
|
||
3.625% notes due October 2024
|
|
3.980
|
%
|
|
2,000
|
|
|
—
|
|
||
4.250% notes due April 2026
|
|
4.544
|
%
|
|
2,500
|
|
|
—
|
|
||
4.750% notes due April 2029
|
|
4.953
|
%
|
|
3,000
|
|
|
—
|
|
||
|
|
|
|
11,000
|
|
|
—
|
|
|||
2019 Term Loans - floating rate
|
|
|
|
|
|
|
|||||
LIBOR plus 1.125% term loan due May 2022
|
|
3.683
|
%
|
|
2,000
|
|
|
—
|
|
||
LIBOR plus 1.250% term loan due through May 2024
|
|
3.729
|
%
|
|
2,000
|
|
|
—
|
|
||
LIBOR plus 1.375% term loan due through May 2026
|
|
3.820
|
%
|
|
2,000
|
|
|
—
|
|
||
|
|
|
|
6,000
|
|
|
—
|
|
|||
2017 Senior Notes - fixed rate
|
|
|
|
|
|
|
|||||
2.375% notes due January 2020
|
|
2.615
|
%
|
|
2,750
|
|
|
2,750
|
|
||
2.200% notes due January 2021
|
|
2.406
|
%
|
|
750
|
|
|
750
|
|
||
3.000% notes due January 2022
|
|
3.214
|
%
|
|
3,500
|
|
|
3,500
|
|
||
2.650% notes due January 2023
|
|
2.781
|
%
|
|
1,000
|
|
|
1,000
|
|
||
3.625% notes due January 2024
|
|
3.744
|
%
|
|
2,500
|
|
|
2,500
|
|
||
3.125% notes due January 2025
|
|
3.234
|
%
|
|
1,000
|
|
|
1,000
|
|
||
3.875% notes due January 2027
|
|
4.018
|
%
|
|
4,800
|
|
|
4,800
|
|
||
3.500% notes due January 2028
|
|
3.596
|
%
|
|
1,250
|
|
|
1,250
|
|
||
|
|
|
|
17,550
|
|
|
17,550
|
|
|||
Assumed CA Senior Notes - fixed rate
|
|
|
|
|
|
|
|||||
5.375% notes due December 2019
|
|
3.433
|
%
|
|
750
|
|
|
—
|
|
||
3.600% notes due August 2020
|
|
3.540
|
%
|
|
400
|
|
|
—
|
|
||
3.600% notes due August 2022
|
|
4.071
|
%
|
|
500
|
|
|
—
|
|
||
4.500% notes due August 2023
|
|
4.099
|
%
|
|
250
|
|
|
—
|
|
||
4.700% notes due March 2027
|
|
5.153
|
%
|
|
350
|
|
|
—
|
|
||
|
|
|
|
2,250
|
|
|
—
|
|
|||
Commercial Paper
|
|
|
|
|
|
|
|||||
Commercial paper
|
|
2.855
|
%
|
(a)
|
1,000
|
|
|
—
|
|
||
|
|
|
|
1,000
|
|
|
—
|
|
|||
Assumed Brocade Convertible Notes - fixed rate
|
|
|
|
|
|
|
|||||
1.375% convertible notes due January 2020
|
|
0.628
|
%
|
|
37
|
|
|
37
|
|
||
|
|
|
|
37
|
|
|
37
|
|
|||
Assumed BRCM Senior Notes - fixed rate
|
|
|
|
|
|
|
|||||
2.500% - 4.500% notes due August 2022 - August 2034
|
|
2.585% - 4.546%
|
|
|
22
|
|
|
22
|
|
||
Total principal amount outstanding
|
|
|
|
37,859
|
|
|
17,609
|
|
|||
Less: Unaccreted discount/premium and unamortized debt issuance costs
|
|
|
|
(294
|
)
|
|
(116
|
)
|
|||
Total debt
|
|
|
|
$
|
37,565
|
|
|
$
|
17,493
|
|
Fiscal Year:
|
|
Future Scheduled Principal Payments
|
||
|
|
(In millions)
|
||
2019 (remainder)
|
|
$
|
1,000
|
|
2020
|
|
3,937
|
|
|
2021
|
|
2,950
|
|
|
2022
|
|
7,909
|
|
|
2023
|
|
1,650
|
|
|
Thereafter
|
|
20,413
|
|
|
Total
|
|
$
|
37,859
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions, except per share data)
|
||||||||||||||
Cash dividends and distributions declared and paid per share/unit
|
|
$
|
2.65
|
|
|
$
|
1.75
|
|
|
$
|
7.95
|
|
|
$
|
5.25
|
|
Cash dividends paid to stockholders
|
|
$
|
1,057
|
|
|
$
|
754
|
|
|
$
|
3,181
|
|
|
$
|
2,198
|
|
Cash distributions paid to limited partners
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
77
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Cost of products sold
|
|
$
|
34
|
|
|
$
|
20
|
|
|
$
|
89
|
|
|
$
|
57
|
|
Cost of subscriptions and services
|
|
13
|
|
|
2
|
|
|
33
|
|
|
6
|
|
||||
Research and development
|
|
456
|
|
|
222
|
|
|
1,138
|
|
|
630
|
|
||||
Selling, general and administrative
|
|
129
|
|
|
71
|
|
|
381
|
|
|
217
|
|
||||
Total stock-based compensation expense
|
|
$
|
632
|
|
|
$
|
315
|
|
|
$
|
1,641
|
|
|
$
|
910
|
|
|
|
Number of RSUs
Outstanding
|
|
Weighted-Average
Grant Date
Fair Value
Per Share
|
|||
|
|
|
|
|
|||
|
|
(In millions, except per share data)
|
|||||
Balance as of November 4, 2018
|
|
18
|
|
|
$
|
195.50
|
|
Assumed in CA Merger
|
|
1
|
|
|
$
|
206.14
|
|
Granted
|
|
32
|
|
|
$
|
178.14
|
|
Vested
|
|
(9
|
)
|
|
$
|
189.91
|
|
Forfeited
|
|
(1
|
)
|
|
$
|
180.86
|
|
Balance as of August 4, 2019
|
|
41
|
|
|
$
|
188.86
|
|
|
|
Number of Options
Outstanding
|
|
|
Weighted-
Average
Exercise Price
Per Share
|
|
Weighted-
Average
Remaining
Contractual
Life (In years)
|
|
Aggregate
Intrinsic
Value
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||
|
|
(In millions, except years and per share data)
|
||||||||||||
Balance as of November 4, 2018
|
|
8
|
|
|
|
$
|
50.14
|
|
|
|
|
|
||
Exercised
|
|
(3
|
)
|
|
|
$
|
47.99
|
|
|
|
|
$
|
706
|
|
Cancelled
|
|
—
|
|
*
|
|
$
|
44.84
|
|
|
|
|
|
||
Balance as of August 4, 2019
|
|
5
|
|
|
|
$
|
51.56
|
|
|
1.36
|
|
$
|
1,052
|
|
Fully vested as of August 4, 2019
|
|
5
|
|
|
|
$
|
51.56
|
|
|
1.36
|
|
$
|
1,052
|
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(In millions)
|
||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
||||||||
Semiconductor solutions
|
|
$
|
4,353
|
|
|
$
|
4,568
|
|
|
$
|
12,815
|
|
|
$
|
14,060
|
|
Infrastructure software
|
|
1,140
|
|
|
492
|
|
|
3,956
|
|
|
1,267
|
|
||||
IP licensing
|
|
22
|
|
|
3
|
|
|
50
|
|
|
77
|
|
||||
Total net revenue
|
|
$
|
5,515
|
|
|
$
|
5,063
|
|
|
$
|
16,821
|
|
|
$
|
15,404
|
|
|
|
|
|
|
|
|
|
|
||||||||
Operating income (loss):
|
|
|
|
|
|
|
|
|
||||||||
Semiconductor solutions
|
|
$
|
2,081
|
|
|
$
|
2,192
|
|
|
$
|
6,018
|
|
|
$
|
6,644
|
|
Infrastructure software
|
|
829
|
|
|
352
|
|
|
2,899
|
|
|
878
|
|
||||
IP licensing
|
|
—
|
|
|
(11
|
)
|
|
(6
|
)
|
|
30
|
|
||||
Unallocated expenses
|
|
(2,045
|
)
|
|
(1,194
|
)
|
|
(6,521
|
)
|
|
(4,069
|
)
|
||||
Total operating income
|
|
$
|
865
|
|
|
$
|
1,339
|
|
|
$
|
2,390
|
|
|
$
|
3,483
|
|
|
|
|
|
Fiscal Year
|
|
|
||||||||||||||||||||||
|
|
Total
|
|
2019 (remainder)
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||
Debt principal, interest and fees
|
|
$
|
44,728
|
|
|
$
|
1,306
|
|
|
$
|
5,207
|
|
|
$
|
4,112
|
|
|
$
|
8,930
|
|
|
$
|
2,490
|
|
|
$
|
22,683
|
|
Purchase commitments
|
|
802
|
|
|
697
|
|
|
60
|
|
|
45
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other contractual commitments
|
|
187
|
|
|
55
|
|
|
92
|
|
|
23
|
|
|
10
|
|
|
7
|
|
|
—
|
|
|||||||
Operating lease obligations
|
|
769
|
|
|
31
|
|
|
105
|
|
|
89
|
|
|
59
|
|
|
51
|
|
|
434
|
|
|||||||
Total
|
|
$
|
46,486
|
|
|
$
|
2,089
|
|
|
$
|
5,464
|
|
|
$
|
4,269
|
|
|
$
|
8,999
|
|
|
$
|
2,548
|
|
|
$
|
23,117
|
|
•
|
During the first quarter of fiscal year 2019, we initiated cost reduction activities associated with the CA Merger. As a result, we recognized $35 million and $710 million of restructuring expense primarily related to employee termination and lease and other exit costs during the fiscal quarter and three fiscal quarters ended August 4, 2019, respectively. We expect these restructuring activities to be substantially completed by the end of fiscal year 2020.
|
•
|
During the first quarter of fiscal year 2018, we initiated cost reduction activities associated with the acquisition of Brocade. As a result, we recognized $2 million of restructuring expense during the three fiscal quarters ended August 4, 2019 and $16 million and $159 million for the fiscal quarter and three fiscal quarters ended August 5, 2018, respectively. These charges primarily related to employee termination costs. We have substantially completed the restructuring activities related to the acquisition of Brocade.
|
•
|
In connection with cost reduction activities associated with the acquisition of BRCM, we recognized $4 million of restructuring expense during the three fiscal quarters ended August 4, 2019 and $4 million and $49 million for the fiscal quarter and three fiscal quarters ended August 5, 2018, respectively. These restructuring expenses primarily related to lease and other exit costs. We have substantially completed the restructuring activities related to the acquisition of BRCM.
|
|
|
Employee Termination Costs
|
|
Leases and Other Exit Costs
|
|
Total
|
||||||
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
||||||||||
Balance as of November 4, 2018
|
|
$
|
16
|
|
|
$
|
6
|
|
|
$
|
22
|
|
Liabilities assumed from CA
|
|
29
|
|
|
38
|
|
|
67
|
|
|||
Restructuring charges
|
|
575
|
|
|
141
|
|
|
716
|
|
|||
Utilization
|
|
(500
|
)
|
|
(140
|
)
|
|
(640
|
)
|
|||
Balance as of August 4, 2019 (a)
|
|
$
|
120
|
|
|
$
|
45
|
|
|
$
|
165
|
|
•
|
Parent Guarantor (Broadcom)
|
•
|
Subsidiary Issuers (BTI and BRCM)
|
•
|
Non-Guarantor Subsidiaries (our other subsidiaries)
|
|
|
Condensed Consolidating Balance Sheets
|
||||||||||||||||||
|
|
August 4, 2019
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
203
|
|
|
$
|
595
|
|
|
$
|
4,664
|
|
|
$
|
—
|
|
|
$
|
5,462
|
|
Trade accounts receivable, net
|
|
—
|
|
|
—
|
|
|
3,539
|
|
|
—
|
|
|
3,539
|
|
|||||
Inventory
|
|
—
|
|
|
—
|
|
|
1,091
|
|
|
—
|
|
|
1,091
|
|
|||||
Intercompany receivable
|
|
92
|
|
|
750
|
|
|
462
|
|
|
(1,304
|
)
|
|
—
|
|
|||||
Intercompany loan receivable
|
|
—
|
|
|
10,319
|
|
|
8,605
|
|
|
(18,924
|
)
|
|
—
|
|
|||||
Other current assets
|
|
144
|
|
|
59
|
|
|
603
|
|
|
—
|
|
|
806
|
|
|||||
Total current assets
|
|
439
|
|
|
11,723
|
|
|
18,964
|
|
|
(20,228
|
)
|
|
10,898
|
|
|||||
Long-term assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Property, plant and equipment, net
|
|
—
|
|
|
761
|
|
|
1,850
|
|
|
—
|
|
|
2,611
|
|
|||||
Goodwill
|
|
—
|
|
|
1,360
|
|
|
35,326
|
|
|
—
|
|
|
36,686
|
|
|||||
Intangible assets, net
|
|
—
|
|
|
79
|
|
|
18,800
|
|
|
—
|
|
|
18,879
|
|
|||||
Investment in subsidiaries
|
|
52,248
|
|
|
46,526
|
|
|
—
|
|
|
(98,774
|
)
|
|
—
|
|
|||||
Intercompany loan receivable, long-term
|
|
—
|
|
|
—
|
|
|
932
|
|
|
(932
|
)
|
|
—
|
|
|||||
Other long-term assets
|
|
27
|
|
|
64
|
|
|
602
|
|
|
—
|
|
|
693
|
|
|||||
Total assets
|
|
$
|
52,714
|
|
|
$
|
60,513
|
|
|
$
|
76,474
|
|
|
$
|
(119,934
|
)
|
|
$
|
69,767
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
|
$
|
35
|
|
|
$
|
47
|
|
|
$
|
914
|
|
|
$
|
—
|
|
|
$
|
996
|
|
Employee compensation and benefits
|
|
—
|
|
|
162
|
|
|
413
|
|
|
—
|
|
|
575
|
|
|||||
Current portion of long-term debt
|
|
—
|
|
|
2,750
|
|
|
787
|
|
|
—
|
|
|
3,537
|
|
|||||
Intercompany payable
|
|
492
|
|
|
38
|
|
|
774
|
|
|
(1,304
|
)
|
|
—
|
|
|||||
Intercompany loan payable
|
|
12,858
|
|
|
4,908
|
|
|
1,158
|
|
|
(18,924
|
)
|
|
—
|
|
|||||
Other current liabilities
|
|
157
|
|
|
45
|
|
|
2,972
|
|
|
—
|
|
|
3,174
|
|
|||||
Total current liabilities
|
|
13,542
|
|
|
7,950
|
|
|
7,018
|
|
|
(20,228
|
)
|
|
8,282
|
|
|||||
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
|
17,807
|
|
|
14,725
|
|
|
1,496
|
|
|
—
|
|
|
34,028
|
|
|||||
Deferred tax liabilities
|
|
(65
|
)
|
(a)
|
(279
|
)
|
(a)
|
2,004
|
|
|
—
|
|
|
1,660
|
|
|||||
Intercompany loan payable, long-term
|
|
—
|
|
|
932
|
|
|
—
|
|
|
(932
|
)
|
|
—
|
|
|||||
Unrecognized tax benefits
|
|
—
|
|
|
2,282
|
|
|
1,079
|
|
|
—
|
|
|
3,361
|
|
|||||
Other long-term liabilities
|
|
(73
|
)
|
(b)
|
236
|
|
|
770
|
|
|
—
|
|
|
933
|
|
|||||
Total liabilities
|
|
31,211
|
|
|
25,846
|
|
|
12,367
|
|
|
(21,160
|
)
|
|
48,264
|
|
|||||
Total stockholders’ equity
|
|
21,503
|
|
|
34,667
|
|
|
64,107
|
|
|
(98,774
|
)
|
|
21,503
|
|
|||||
Total liabilities and stockholders’ equity
|
|
$
|
52,714
|
|
|
$
|
60,513
|
|
|
$
|
76,474
|
|
|
$
|
(119,934
|
)
|
|
$
|
69,767
|
|
|
|
Condensed Consolidating Balance Sheets
|
||||||||||||||||||
|
|
November 4, 2018
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
2,461
|
|
|
$
|
1,831
|
|
|
$
|
—
|
|
|
$
|
4,292
|
|
Trade accounts receivable, net
|
|
—
|
|
|
—
|
|
|
3,325
|
|
|
—
|
|
|
3,325
|
|
|||||
Inventory
|
|
—
|
|
|
—
|
|
|
1,124
|
|
|
—
|
|
|
1,124
|
|
|||||
Intercompany receivable
|
|
56
|
|
|
182
|
|
|
67
|
|
|
(305
|
)
|
|
—
|
|
|||||
Intercompany loan receivable
|
|
—
|
|
|
9,780
|
|
|
4,713
|
|
|
(14,493
|
)
|
|
—
|
|
|||||
Other current assets
|
|
52
|
|
|
37
|
|
|
277
|
|
|
—
|
|
|
366
|
|
|||||
Total current assets
|
|
108
|
|
|
12,460
|
|
|
11,337
|
|
|
(14,798
|
)
|
|
9,107
|
|
|||||
Long-term assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Property, plant and equipment, net
|
|
—
|
|
|
772
|
|
|
1,863
|
|
|
—
|
|
|
2,635
|
|
|||||
Goodwill
|
|
—
|
|
|
1,360
|
|
|
25,553
|
|
|
—
|
|
|
26,913
|
|
|||||
Intangible assets, net
|
|
—
|
|
|
84
|
|
|
10,678
|
|
|
—
|
|
|
10,762
|
|
|||||
Investment in subsidiaries
|
|
35,268
|
|
|
46,742
|
|
|
—
|
|
|
(82,010
|
)
|
|
—
|
|
|||||
Intercompany loan receivable, long-term
|
|
—
|
|
|
—
|
|
|
991
|
|
|
(991
|
)
|
|
—
|
|
|||||
Other long-term assets
|
|
—
|
|
|
250
|
|
|
457
|
|
|
—
|
|
|
707
|
|
|||||
Total assets
|
|
$
|
35,376
|
|
|
$
|
61,668
|
|
|
$
|
50,879
|
|
|
$
|
(97,799
|
)
|
|
$
|
50,124
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
|
$
|
19
|
|
|
$
|
44
|
|
|
$
|
748
|
|
|
$
|
—
|
|
|
$
|
811
|
|
Employee compensation and benefits
|
|
—
|
|
|
272
|
|
|
443
|
|
|
—
|
|
|
715
|
|
|||||
Intercompany payable
|
|
9
|
|
|
58
|
|
|
238
|
|
|
(305
|
)
|
|
—
|
|
|||||
Intercompany loan payable
|
|
8,691
|
|
|
4,713
|
|
|
1,089
|
|
|
(14,493
|
)
|
|
—
|
|
|||||
Other current liabilities
|
|
—
|
|
|
219
|
|
|
593
|
|
|
—
|
|
|
812
|
|
|||||
Total current liabilities
|
|
8,719
|
|
|
5,306
|
|
|
3,111
|
|
|
(14,798
|
)
|
|
2,338
|
|
|||||
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
|
—
|
|
|
17,456
|
|
|
37
|
|
|
—
|
|
|
17,493
|
|
|||||
Deferred tax liabilities
|
|
—
|
|
|
(47
|
)
|
(a)
|
216
|
|
|
—
|
|
|
169
|
|
|||||
Intercompany loan payable, long-term
|
|
—
|
|
|
991
|
|
|
—
|
|
|
(991
|
)
|
|
—
|
|
|||||
Unrecognized tax benefits
|
|
—
|
|
|
2,563
|
|
|
525
|
|
|
—
|
|
|
3,088
|
|
|||||
Other long-term liabilities
|
|
—
|
|
|
131
|
|
|
248
|
|
|
—
|
|
|
379
|
|
|||||
Total liabilities
|
|
8,719
|
|
|
26,400
|
|
|
4,137
|
|
|
(15,789
|
)
|
|
23,467
|
|
|||||
Total stockholders’ equity
|
|
26,657
|
|
|
35,268
|
|
|
46,742
|
|
|
(82,010
|
)
|
|
26,657
|
|
|||||
Total liabilities and stockholders’ equity
|
|
$
|
35,376
|
|
|
$
|
61,668
|
|
|
$
|
50,879
|
|
|
$
|
(97,799
|
)
|
|
$
|
50,124
|
|
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income
|
||||||||||||||||||
|
|
Fiscal Quarter Ended
|
||||||||||||||||||
|
|
August 4, 2019
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Products
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,413
|
|
|
$
|
—
|
|
|
$
|
4,413
|
|
Subscriptions and services
|
|
—
|
|
|
—
|
|
|
1,102
|
|
|
—
|
|
|
1,102
|
|
|||||
Intercompany revenue
|
|
—
|
|
|
403
|
|
|
—
|
|
|
(403
|
)
|
|
—
|
|
|||||
Total net revenue
|
|
—
|
|
|
403
|
|
|
5,515
|
|
|
(403
|
)
|
|
5,515
|
|
|||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold
|
|
—
|
|
|
37
|
|
|
1,482
|
|
|
—
|
|
|
1,519
|
|
|||||
Cost of subscriptions and services
|
|
—
|
|
|
5
|
|
|
127
|
|
|
—
|
|
|
132
|
|
|||||
Intercompany cost of products sold
|
|
—
|
|
|
—
|
|
|
32
|
|
|
(32
|
)
|
|
—
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
828
|
|
|
—
|
|
|
828
|
|
|||||
Restructuring charges
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||
Total cost of revenue
|
|
—
|
|
|
42
|
|
|
2,471
|
|
|
(32
|
)
|
|
2,481
|
|
|||||
Gross margin
|
|
—
|
|
|
361
|
|
|
3,044
|
|
|
(371
|
)
|
|
3,034
|
|
|||||
Research and development
|
|
—
|
|
|
498
|
|
|
737
|
|
|
—
|
|
|
1,235
|
|
|||||
Intercompany operating expense
|
|
—
|
|
|
—
|
|
|
371
|
|
|
(371
|
)
|
|
—
|
|
|||||
Selling, general and administrative
|
|
11
|
|
|
93
|
|
|
306
|
|
|
—
|
|
|
410
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
475
|
|
|
—
|
|
|
475
|
|
|||||
Restructuring, impairment and disposal charges
|
|
—
|
|
|
3
|
|
|
46
|
|
|
—
|
|
|
49
|
|
|||||
Total operating expenses
|
|
11
|
|
|
594
|
|
|
1,935
|
|
|
(371
|
)
|
|
2,169
|
|
|||||
Operating income (loss)
|
|
(11
|
)
|
|
(233
|
)
|
|
1,109
|
|
|
—
|
|
|
865
|
|
|||||
Interest expense
|
|
(187
|
)
|
|
(148
|
)
|
|
(27
|
)
|
|
—
|
|
|
(362
|
)
|
|||||
Intercompany interest expense
|
|
(89
|
)
|
|
(40
|
)
|
|
(9
|
)
|
|
138
|
|
|
—
|
|
|||||
Other income, net
|
|
2
|
|
|
5
|
|
|
34
|
|
|
—
|
|
|
41
|
|
|||||
Intercompany interest income
|
|
—
|
|
|
74
|
|
|
64
|
|
|
(138
|
)
|
|
—
|
|
|||||
Intercompany other income (expense), net
|
|
161
|
|
|
—
|
|
|
(161
|
)
|
|
—
|
|
|
—
|
|
|||||
Income (loss) from continuing operations before income taxes and earnings in subsidiaries
|
|
(124
|
)
|
|
(342
|
)
|
|
1,010
|
|
|
—
|
|
|
544
|
|
|||||
Benefit from income taxes
|
|
(84
|
)
|
|
(8
|
)
|
|
(79
|
)
|
|
—
|
|
|
(171
|
)
|
|||||
Income (loss) from continuing operations before earnings in subsidiaries
|
|
(40
|
)
|
|
(334
|
)
|
|
1,089
|
|
|
—
|
|
|
715
|
|
|||||
Earnings in subsidiaries
|
|
755
|
|
|
1,191
|
|
|
—
|
|
|
(1,946
|
)
|
|
—
|
|
|||||
Net income
|
|
$
|
715
|
|
|
$
|
857
|
|
|
$
|
1,089
|
|
|
$
|
(1,946
|
)
|
|
$
|
715
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
|
|
$
|
715
|
|
|
$
|
857
|
|
|
$
|
1,089
|
|
|
$
|
(1,946
|
)
|
|
$
|
715
|
|
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income
|
||||||||||||||||||
|
|
Fiscal Quarter Ended
|
||||||||||||||||||
|
|
August 5, 2018
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Products
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,783
|
|
|
$
|
—
|
|
|
$
|
4,783
|
|
Subscriptions and services
|
|
—
|
|
|
—
|
|
|
280
|
|
|
—
|
|
|
280
|
|
|||||
Intercompany revenue
|
|
—
|
|
|
526
|
|
|
—
|
|
|
(526
|
)
|
|
—
|
|
|||||
Total net revenue
|
|
—
|
|
|
526
|
|
|
5,063
|
|
|
(526
|
)
|
|
5,063
|
|
|||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold
|
|
—
|
|
|
28
|
|
|
1,628
|
|
|
—
|
|
|
1,656
|
|
|||||
Cost of subscriptions and services
|
|
—
|
|
|
3
|
|
|
21
|
|
|
—
|
|
|
24
|
|
|||||
Intercompany cost of products sold
|
|
—
|
|
|
—
|
|
|
31
|
|
|
(31
|
)
|
|
—
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
762
|
|
|
—
|
|
|
762
|
|
|||||
Restructuring charges
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||
Total cost of revenue
|
|
—
|
|
|
31
|
|
|
2,444
|
|
|
(31
|
)
|
|
2,444
|
|
|||||
Gross margin
|
|
—
|
|
|
495
|
|
|
2,619
|
|
|
(495
|
)
|
|
2,619
|
|
|||||
Research and development
|
|
—
|
|
|
394
|
|
|
565
|
|
|
—
|
|
|
959
|
|
|||||
Intercompany operating expense
|
|
—
|
|
|
—
|
|
|
495
|
|
|
(495
|
)
|
|
—
|
|
|||||
Selling, general and administrative
|
|
8
|
|
|
64
|
|
|
162
|
|
|
—
|
|
|
234
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
68
|
|
|
—
|
|
|
68
|
|
|||||
Restructuring, impairment and disposal charges
|
|
—
|
|
|
5
|
|
|
14
|
|
|
—
|
|
|
19
|
|
|||||
Total operating expenses
|
|
8
|
|
|
463
|
|
|
1,304
|
|
|
(495
|
)
|
|
1,280
|
|
|||||
Operating income (loss)
|
|
(8
|
)
|
|
32
|
|
|
1,315
|
|
|
—
|
|
|
1,339
|
|
|||||
Interest expense
|
|
—
|
|
|
(149
|
)
|
|
—
|
|
|
—
|
|
|
(149
|
)
|
|||||
Intercompany interest expense
|
|
(15
|
)
|
|
(27
|
)
|
|
(296
|
)
|
|
338
|
|
|
—
|
|
|||||
Other income, net
|
|
—
|
|
|
26
|
|
|
13
|
|
|
—
|
|
|
39
|
|
|||||
Intercompany interest income
|
|
—
|
|
|
311
|
|
|
27
|
|
|
(338
|
)
|
|
—
|
|
|||||
Intercompany other income (expense), net
|
|
67
|
|
|
—
|
|
|
(67
|
)
|
|
—
|
|
|
—
|
|
|||||
Income from continuing operations before income taxes and earnings in subsidiaries
|
|
44
|
|
|
193
|
|
|
992
|
|
|
—
|
|
|
1,229
|
|
|||||
Provision for (benefit from) income taxes
|
|
(28
|
)
|
|
87
|
|
|
(27
|
)
|
|
—
|
|
|
32
|
|
|||||
Income from continuing operations before earnings in subsidiaries
|
|
72
|
|
|
106
|
|
|
1,019
|
|
|
—
|
|
|
1,197
|
|
|||||
Earnings in subsidiaries
|
|
1,124
|
|
|
1,018
|
|
|
—
|
|
|
(2,142
|
)
|
|
—
|
|
|||||
Income from continuing operations and earnings in subsidiaries
|
|
1,196
|
|
|
1,124
|
|
|
1,019
|
|
|
(2,142
|
)
|
|
1,197
|
|
|||||
Loss from discontinued operations, net of income taxes
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||||
Net income
|
|
$
|
1,196
|
|
|
$
|
1,124
|
|
|
$
|
1,018
|
|
|
$
|
(2,142
|
)
|
|
$
|
1,196
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
|
|
$
|
1,196
|
|
|
$
|
1,124
|
|
|
$
|
1,018
|
|
|
$
|
(2,142
|
)
|
|
$
|
1,196
|
|
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income
|
||||||||||||||||||
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||
|
|
August 4, 2019
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Products
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,470
|
|
|
$
|
—
|
|
|
$
|
13,470
|
|
Subscriptions and services
|
|
—
|
|
|
—
|
|
|
3,351
|
|
|
—
|
|
|
3,351
|
|
|||||
Intercompany revenue
|
|
—
|
|
|
1,220
|
|
|
—
|
|
|
(1,220
|
)
|
|
—
|
|
|||||
Total net revenue
|
|
—
|
|
|
1,220
|
|
|
16,821
|
|
|
(1,220
|
)
|
|
16,821
|
|
|||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold
|
|
—
|
|
|
103
|
|
|
4,427
|
|
|
—
|
|
|
4,530
|
|
|||||
Cost of subscriptions and services
|
|
—
|
|
|
12
|
|
|
393
|
|
|
—
|
|
|
405
|
|
|||||
Intercompany cost of products sold
|
|
—
|
|
|
—
|
|
|
90
|
|
|
(90
|
)
|
|
—
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
2,487
|
|
|
—
|
|
|
2,487
|
|
|||||
Restructuring charges
|
|
—
|
|
|
(7
|
)
|
|
75
|
|
|
—
|
|
|
68
|
|
|||||
Total cost of revenue
|
|
—
|
|
|
108
|
|
|
7,472
|
|
|
(90
|
)
|
|
7,490
|
|
|||||
Gross margin
|
|
—
|
|
|
1,112
|
|
|
9,349
|
|
|
(1,130
|
)
|
|
9,331
|
|
|||||
Research and development
|
|
—
|
|
|
1,408
|
|
|
2,111
|
|
|
—
|
|
|
3,519
|
|
|||||
Intercompany operating expense
|
|
—
|
|
|
—
|
|
|
1,130
|
|
|
(1,130
|
)
|
|
—
|
|
|||||
Selling, general and administrative
|
|
82
|
|
|
256
|
|
|
962
|
|
|
—
|
|
|
1,300
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
1,424
|
|
|
—
|
|
|
1,424
|
|
|||||
Restructuring, impairment and disposal charges
|
|
—
|
|
|
12
|
|
|
686
|
|
|
—
|
|
|
698
|
|
|||||
Total operating expenses
|
|
82
|
|
|
1,676
|
|
|
6,313
|
|
|
(1,130
|
)
|
|
6,941
|
|
|||||
Operating income (loss)
|
|
(82
|
)
|
|
(564
|
)
|
|
3,036
|
|
|
—
|
|
|
2,390
|
|
|||||
Interest expense
|
|
(563
|
)
|
|
(443
|
)
|
|
(77
|
)
|
|
—
|
|
|
(1,083
|
)
|
|||||
Intercompany interest expense
|
|
(281
|
)
|
|
(123
|
)
|
|
(26
|
)
|
|
430
|
|
|
—
|
|
|||||
Other income, net
|
|
2
|
|
|
21
|
|
|
149
|
|
|
—
|
|
|
172
|
|
|||||
Intercompany interest income
|
|
—
|
|
|
234
|
|
|
196
|
|
|
(430
|
)
|
|
—
|
|
|||||
Intercompany other income (expense), net
|
|
765
|
|
|
—
|
|
|
(765
|
)
|
|
—
|
|
|
—
|
|
|||||
Income (loss) from continuing operations before income taxes and earnings in subsidiaries
|
|
(159
|
)
|
|
(875
|
)
|
|
2,513
|
|
|
—
|
|
|
1,479
|
|
|||||
Benefit from income taxes
|
|
(167
|
)
|
|
(195
|
)
|
|
(48
|
)
|
|
—
|
|
|
(410
|
)
|
|||||
Income (loss) from continuing operations before earnings in subsidiaries
|
|
8
|
|
|
(680
|
)
|
|
2,561
|
|
|
—
|
|
|
1,889
|
|
|||||
Earnings in subsidiaries
|
|
1,869
|
|
|
3,542
|
|
|
—
|
|
|
(5,411
|
)
|
|
—
|
|
|||||
Income from continuing operations and earnings in subsidiaries
|
|
1,877
|
|
|
2,862
|
|
|
2,561
|
|
|
(5,411
|
)
|
|
1,889
|
|
|||||
Loss from discontinued operations, net of income taxes
|
|
—
|
|
|
—
|
|
|
(12
|
)
|
|
—
|
|
|
(12
|
)
|
|||||
Net income
|
|
$
|
1,877
|
|
|
$
|
2,862
|
|
|
$
|
2,549
|
|
|
$
|
(5,411
|
)
|
|
$
|
1,877
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income
|
|
$
|
1,877
|
|
|
$
|
2,862
|
|
|
$
|
2,549
|
|
|
$
|
(5,411
|
)
|
|
$
|
1,877
|
|
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income
|
||||||||||||||||||
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||
|
|
August 5, 2018
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Products
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,640
|
|
|
$
|
—
|
|
|
$
|
14,640
|
|
Subscriptions and services
|
|
—
|
|
|
—
|
|
|
764
|
|
|
—
|
|
|
764
|
|
|||||
Intercompany revenue
|
|
—
|
|
|
1,676
|
|
|
—
|
|
|
(1,676
|
)
|
|
—
|
|
|||||
Total net revenue
|
|
—
|
|
|
1,676
|
|
|
15,404
|
|
|
(1,676
|
)
|
|
15,404
|
|
|||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of products sold
|
|
—
|
|
|
89
|
|
|
5,115
|
|
|
—
|
|
|
5,204
|
|
|||||
Cost of subscriptions and services
|
|
—
|
|
|
9
|
|
|
62
|
|
|
—
|
|
|
71
|
|
|||||
Intercompany cost of products sold
|
|
—
|
|
|
—
|
|
|
102
|
|
|
(102
|
)
|
|
—
|
|
|||||
Purchase accounting effect on inventory
|
|
—
|
|
|
—
|
|
|
70
|
|
|
—
|
|
|
70
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
2,242
|
|
|
—
|
|
|
2,242
|
|
|||||
Restructuring charges
|
|
—
|
|
|
2
|
|
|
17
|
|
|
—
|
|
|
19
|
|
|||||
Total cost of revenue
|
|
—
|
|
|
100
|
|
|
7,608
|
|
|
(102
|
)
|
|
7,606
|
|
|||||
Gross margin
|
|
—
|
|
|
1,576
|
|
|
7,796
|
|
|
(1,574
|
)
|
|
7,798
|
|
|||||
Research and development
|
|
—
|
|
|
1,207
|
|
|
1,613
|
|
|
—
|
|
|
2,820
|
|
|||||
Intercompany operating expense
|
|
—
|
|
|
—
|
|
|
1,574
|
|
|
(1,574
|
)
|
|
—
|
|
|||||
Selling, general and administrative
|
|
10
|
|
|
221
|
|
|
588
|
|
|
—
|
|
|
819
|
|
|||||
Amortization of acquisition-related intangible assets
|
|
—
|
|
|
—
|
|
|
474
|
|
|
—
|
|
|
474
|
|
|||||
Restructuring, impairment and disposal charges
|
|
—
|
|
|
49
|
|
|
153
|
|
|
—
|
|
|
202
|
|
|||||
Total operating expenses
|
|
10
|
|
|
1,477
|
|
|
4,402
|
|
|
(1,574
|
)
|
|
4,315
|
|
|||||
Operating income (loss)
|
|
(10
|
)
|
|
99
|
|
|
3,394
|
|
|
—
|
|
|
3,483
|
|
|||||
Interest expense
|
|
—
|
|
|
(478
|
)
|
|
(2
|
)
|
|
—
|
|
|
(480
|
)
|
|||||
Intercompany interest expense
|
|
(15
|
)
|
|
(167
|
)
|
|
(1,389
|
)
|
|
1,571
|
|
|
—
|
|
|||||
Other income, net
|
|
—
|
|
|
73
|
|
|
47
|
|
|
—
|
|
|
120
|
|
|||||
Intercompany interest income
|
|
—
|
|
|
1,404
|
|
|
167
|
|
|
(1,571
|
)
|
|
—
|
|
|||||
Intercompany other income (expense), net
|
|
67
|
|
|
(57
|
)
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
|||||
Income from continuing operations before income taxes and earnings in subsidiaries
|
|
42
|
|
|
874
|
|
|
2,207
|
|
|
—
|
|
|
3,123
|
|
|||||
Benefit from income taxes
|
|
(28
|
)
|
|
(7,894
|
)
|
|
(469
|
)
|
|
—
|
|
|
(8,391
|
)
|
|||||
Income from continuing operations before earnings in subsidiaries
|
|
70
|
|
|
8,768
|
|
|
2,676
|
|
|
—
|
|
|
11,514
|
|
|||||
Earnings in subsidiaries
|
|
11,074
|
|
|
2,659
|
|
|
—
|
|
|
(13,733
|
)
|
|
—
|
|
|||||
Income from continuing operations and earnings in subsidiaries
|
|
11,144
|
|
|
11,427
|
|
|
2,676
|
|
|
(13,733
|
)
|
|
11,514
|
|
|||||
Loss from discontinued operations, net of income taxes
|
|
—
|
|
|
(2
|
)
|
|
(17
|
)
|
|
—
|
|
|
(19
|
)
|
|||||
Net income
|
|
11,144
|
|
|
11,425
|
|
|
2,659
|
|
|
(13,733
|
)
|
|
11,495
|
|
|||||
Net income attributable to noncontrolling interest
|
|
—
|
|
|
351
|
|
|
—
|
|
|
—
|
|
|
351
|
|
|||||
Net income attributable to common stock
|
|
$
|
11,144
|
|
|
$
|
11,074
|
|
|
$
|
2,659
|
|
|
$
|
(13,733
|
)
|
|
$
|
11,144
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
|
$
|
11,144
|
|
|
$
|
11,425
|
|
|
$
|
2,659
|
|
|
$
|
(13,733
|
)
|
|
$
|
11,495
|
|
Other comprehensive income
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||
Comprehensive income
|
|
11,144
|
|
|
11,425
|
|
|
2,660
|
|
|
(13,733
|
)
|
|
11,496
|
|
|||||
Comprehensive income attributable to noncontrolling interest
|
|
—
|
|
|
351
|
|
|
—
|
|
|
—
|
|
|
351
|
|
|||||
Comprehensive income attributable to common stock
|
|
$
|
11,144
|
|
|
$
|
11,074
|
|
|
$
|
2,660
|
|
|
$
|
(13,733
|
)
|
|
$
|
11,145
|
|
|
|
Condensed Consolidating Statements of Cash Flows
|
||||||||||||||||||
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||
|
|
August 4, 2019
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
|
$
|
1,877
|
|
|
$
|
2,862
|
|
|
$
|
2,549
|
|
|
$
|
(5,411
|
)
|
|
$
|
1,877
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities
|
|
(1,521
|
)
|
|
(3,842
|
)
|
|
5,293
|
|
|
5,411
|
|
|
5,341
|
|
|||||
Net cash provided by (used in) operating activities
|
|
356
|
|
|
(980
|
)
|
|
7,842
|
|
|
—
|
|
|
7,218
|
|
|||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net change in intercompany loans
|
|
800
|
|
|
(539
|
)
|
|
(6,827
|
)
|
|
6,566
|
|
|
—
|
|
|||||
Acquisitions of businesses, net of cash acquired
|
|
(17,865
|
)
|
|
—
|
|
|
1,832
|
|
|
—
|
|
|
(16,033
|
)
|
|||||
Proceeds from sales of businesses
|
|
—
|
|
|
—
|
|
|
957
|
|
|
—
|
|
|
957
|
|
|||||
Purchases of property, plant and equipment
|
|
—
|
|
|
(121
|
)
|
|
(228
|
)
|
|
13
|
|
|
(336
|
)
|
|||||
Proceeds from disposals of property, plant and equipment
|
|
—
|
|
|
13
|
|
|
82
|
|
|
(13
|
)
|
|
82
|
|
|||||
Purchases of investments
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|||||
Proceeds from sales of investments
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||||
Net cash used in investing activities
|
|
(17,070
|
)
|
|
(647
|
)
|
|
(4,183
|
)
|
|
6,566
|
|
|
(15,334
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net intercompany borrowings
|
|
7,167
|
|
|
130
|
|
|
(731
|
)
|
|
(6,566
|
)
|
|
—
|
|
|||||
Proceeds from long-term borrowings
|
|
28,793
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28,793
|
|
|||||
Repayment of debt
|
|
(12,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12,000
|
)
|
|||||
Payment of debt issuance costs
|
|
(46
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(46
|
)
|
|||||
Other borrowings
|
|
992
|
|
|
—
|
|
|
353
|
|
|
—
|
|
|
1,345
|
|
|||||
Dividend and distribution payments
|
|
(3,181
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,181
|
)
|
|||||
Repurchases of common stock - repurchase program
|
|
(5,002
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,002
|
)
|
|||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
—
|
|
|
(369
|
)
|
|
(449
|
)
|
|
—
|
|
|
(818
|
)
|
|||||
Issuance of common stock
|
|
194
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
194
|
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||
Net cash provided by (used in) financing activities
|
|
16,917
|
|
|
(239
|
)
|
|
(826
|
)
|
|
(6,566
|
)
|
|
9,286
|
|
|||||
Net change in cash and cash equivalents
|
|
203
|
|
|
(1,866
|
)
|
|
2,833
|
|
|
—
|
|
|
1,170
|
|
|||||
Cash and cash equivalents at beginning of period
|
|
—
|
|
|
2,461
|
|
|
1,831
|
|
|
—
|
|
|
4,292
|
|
|||||
Cash and cash equivalents at end of period
|
|
$
|
203
|
|
|
$
|
595
|
|
|
$
|
4,664
|
|
|
$
|
—
|
|
|
$
|
5,462
|
|
|
|
Condensed Consolidating Statements of Cash Flows
|
||||||||||||||||||
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||
|
|
August 5, 2018
|
||||||||||||||||||
|
|
Parent Guarantor
|
|
Subsidiary Issuers
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated Totals
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
|
$
|
11,144
|
|
|
$
|
11,425
|
|
|
$
|
2,659
|
|
|
$
|
(13,733
|
)
|
|
$
|
11,495
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities
|
|
(11,112
|
)
|
|
(11,672
|
)
|
|
3,572
|
|
|
13,962
|
|
|
(5,250
|
)
|
|||||
Net cash provided by (used in) operating activities
|
|
32
|
|
|
(247
|
)
|
|
6,231
|
|
|
229
|
|
|
6,245
|
|
|||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany contributions paid
|
|
—
|
|
|
(9,099
|
)
|
|
(3,002
|
)
|
|
12,101
|
|
|
—
|
|
|||||
Distributions received from subsidiaries
|
|
—
|
|
|
—
|
|
|
1,521
|
|
|
(1,521
|
)
|
|
—
|
|
|||||
Net change in intercompany loans
|
|
—
|
|
|
4,140
|
|
|
1,169
|
|
|
(5,309
|
)
|
|
—
|
|
|||||
Acquisitions of businesses, net of cash acquired
|
|
—
|
|
|
—
|
|
|
(4,793
|
)
|
|
—
|
|
|
(4,793
|
)
|
|||||
Proceeds from sales of businesses
|
|
—
|
|
|
—
|
|
|
782
|
|
|
—
|
|
|
782
|
|
|||||
Purchases of property, plant and equipment
|
|
—
|
|
|
(168
|
)
|
|
(396
|
)
|
|
35
|
|
|
(529
|
)
|
|||||
Proceeds from disposals of property, plant and equipment
|
|
—
|
|
|
31
|
|
|
242
|
|
|
(35
|
)
|
|
238
|
|
|||||
Purchases of investments
|
|
—
|
|
|
(50
|
)
|
|
(199
|
)
|
|
—
|
|
|
(249
|
)
|
|||||
Proceeds from sales of investments
|
|
—
|
|
|
54
|
|
|
—
|
|
|
—
|
|
|
54
|
|
|||||
Other
|
|
—
|
|
|
(50
|
)
|
|
(9
|
)
|
|
—
|
|
|
(59
|
)
|
|||||
Net cash used in investing activities
|
|
—
|
|
|
(5,142
|
)
|
|
(4,685
|
)
|
|
5,271
|
|
|
(4,556
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany contributions received
|
|
—
|
|
|
3,231
|
|
|
9,099
|
|
|
(12,330
|
)
|
|
—
|
|
|||||
Net intercompany borrowings
|
|
6,397
|
|
|
(1,141
|
)
|
|
(10,565
|
)
|
|
5,309
|
|
|
—
|
|
|||||
Repayment of debt
|
|
—
|
|
|
—
|
|
|
(856
|
)
|
|
—
|
|
|
(856
|
)
|
|||||
Dividend and distribution payments
|
|
(754
|
)
|
|
(1,521
|
)
|
|
(1,521
|
)
|
|
1,521
|
|
|
(2,275
|
)
|
|||||
Repurchases of common stock - repurchase program
|
|
(5,725
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,725
|
)
|
|||||
Shares repurchased for tax withholdings on vesting of equity awards
|
|
—
|
|
|
(12
|
)
|
|
(23
|
)
|
|
—
|
|
|
(35
|
)
|
|||||
Issuance of common stock
|
|
50
|
|
|
—
|
|
|
103
|
|
|
—
|
|
|
153
|
|
|||||
Other
|
|
—
|
|
|
—
|
|
|
(19
|
)
|
|
—
|
|
|
(19
|
)
|
|||||
Net cash provided by (used in) financing activities
|
|
(32
|
)
|
|
557
|
|
|
(3,782
|
)
|
|
(5,500
|
)
|
|
(8,757
|
)
|
|||||
Net change in cash and cash equivalents
|
|
—
|
|
|
(4,832
|
)
|
|
(2,236
|
)
|
|
—
|
|
|
(7,068
|
)
|
|||||
Cash and cash equivalents at beginning of period
|
|
—
|
|
|
7,555
|
|
|
3,649
|
|
|
—
|
|
|
11,204
|
|
|||||
Cash and cash equivalents at end of period
|
|
$
|
—
|
|
|
$
|
2,723
|
|
|
$
|
1,413
|
|
|
$
|
—
|
|
|
$
|
4,136
|
|
•
|
we generated $2,419 million of cash from operations; and
|
•
|
we paid $1,057 million for cash dividends, $736 million to repurchase shares of our common stock under our stock repurchase program and $241 million in employee withholding taxes related to net share settled equity awards.
|
|
|
Fiscal Quarter Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||
|
|
|
|
|
|
|
|
|
||||||
|
|
(In millions)
|
|
(As a percentage of total net revenue)
|
||||||||||
Statements of Operations Data:
|
|
|
|
|
|
|
|
|
||||||
Net revenue:
|
|
|
|
|
|
|
|
|
||||||
Products
|
|
$
|
4,413
|
|
|
$
|
4,783
|
|
|
80
|
%
|
|
94
|
%
|
Subscriptions and services
|
|
1,102
|
|
|
280
|
|
|
20
|
|
|
6
|
|
||
Total net revenue
|
|
5,515
|
|
|
5,063
|
|
|
100
|
|
|
100
|
|
||
Cost of revenue:
|
|
|
|
|
|
|
|
|
||||||
Cost of products sold
|
|
1,519
|
|
|
1,656
|
|
|
28
|
|
|
33
|
|
||
Cost of subscriptions and services
|
|
132
|
|
|
24
|
|
|
2
|
|
|
—
|
|
||
Amortization of acquisition-related intangible assets
|
|
828
|
|
|
762
|
|
|
15
|
|
|
15
|
|
||
Restructuring charges
|
|
2
|
|
|
2
|
|
|
—
|
|
|
—
|
|
||
Total cost of revenue
|
|
2,481
|
|
|
2,444
|
|
|
45
|
|
|
48
|
|
||
Gross margin
|
|
3,034
|
|
|
2,619
|
|
|
55
|
|
|
52
|
|
||
Research and development
|
|
1,235
|
|
|
959
|
|
|
22
|
|
|
19
|
|
||
Selling, general and administrative
|
|
410
|
|
|
234
|
|
|
7
|
|
|
5
|
|
||
Amortization of acquisition-related intangible assets
|
|
475
|
|
|
68
|
|
|
9
|
|
|
2
|
|
||
Restructuring, impairment and disposal charges
|
|
49
|
|
|
19
|
|
|
1
|
|
|
—
|
|
||
Total operating expenses
|
|
2,169
|
|
|
1,280
|
|
|
39
|
|
|
26
|
|
||
Operating income
|
|
$
|
865
|
|
|
$
|
1,339
|
|
|
16
|
%
|
|
26
|
%
|
|
|
Three Fiscal Quarters Ended
|
||||||||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||||
|
|
|
|
|
||||||||||
|
|
(In millions)
|
|
(As a percentage of total net revenue)
|
||||||||||
Statements of Operations Data:
|
|
|
|
|
|
|
|
|
||||||
Net revenue:
|
|
|
|
|
|
|
|
|
||||||
Products
|
|
$
|
13,470
|
|
|
$
|
14,640
|
|
|
80
|
%
|
|
95
|
%
|
Subscriptions and services
|
|
3,351
|
|
|
764
|
|
|
20
|
|
|
5
|
|
||
Total net revenue
|
|
16,821
|
|
|
15,404
|
|
|
100
|
|
|
100
|
|
||
Cost of revenue:
|
|
|
|
|
|
|
|
|
||||||
Cost of products sold
|
|
4,530
|
|
|
5,204
|
|
|
27
|
|
|
34
|
|
||
Cost of subscriptions and services
|
|
405
|
|
|
71
|
|
|
2
|
|
|
—
|
|
||
Purchase accounting effect on inventory
|
|
—
|
|
|
70
|
|
|
—
|
|
|
—
|
|
||
Amortization of acquisition-related intangible assets
|
|
2,487
|
|
|
2,242
|
|
|
15
|
|
|
15
|
|
||
Restructuring charges
|
|
68
|
|
|
19
|
|
|
1
|
|
|
—
|
|
||
Total cost of revenue
|
|
7,490
|
|
|
7,606
|
|
|
45
|
|
|
49
|
|
||
Gross margin
|
|
9,331
|
|
|
7,798
|
|
|
55
|
|
|
51
|
|
||
Research and development
|
|
3,519
|
|
|
2,820
|
|
|
21
|
|
|
19
|
|
||
Selling, general and administrative
|
|
1,300
|
|
|
819
|
|
|
8
|
|
|
5
|
|
||
Amortization of acquisition-related intangible assets
|
|
1,424
|
|
|
474
|
|
|
8
|
|
|
3
|
|
||
Restructuring, impairment and disposal charges
|
|
698
|
|
|
202
|
|
|
4
|
|
|
1
|
|
||
Total operating expenses
|
|
6,941
|
|
|
4,315
|
|
|
41
|
|
|
28
|
|
||
Operating income
|
|
$
|
2,390
|
|
|
$
|
3,483
|
|
|
14
|
%
|
|
23
|
%
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||||||||||
Net Revenue by Segment
|
|
August 4, 2019
|
|
August 5, 2018
|
|
$ Change
|
|
% Change
|
|
August 4, 2019
|
|
August 5, 2018
|
|
$ Change
|
|
% Change
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
(In millions, except for percentages)
|
||||||||||||||||||||||||||||
Semiconductor solutions
|
|
$
|
4,353
|
|
|
$
|
4,568
|
|
|
$
|
(215
|
)
|
|
(5
|
)%
|
|
$
|
12,815
|
|
|
$
|
14,060
|
|
|
$
|
(1,245
|
)
|
|
(9
|
)%
|
Infrastructure software
|
|
1,140
|
|
|
492
|
|
|
648
|
|
|
132
|
%
|
|
3,956
|
|
|
1,267
|
|
|
2,689
|
|
|
212
|
%
|
||||||
IP licensing
|
|
22
|
|
|
3
|
|
|
19
|
|
|
633
|
%
|
|
50
|
|
|
77
|
|
|
(27
|
)
|
|
(35
|
)%
|
||||||
Total net revenue
|
|
$
|
5,515
|
|
|
$
|
5,063
|
|
|
$
|
452
|
|
|
9
|
%
|
|
$
|
16,821
|
|
|
$
|
15,404
|
|
|
$
|
1,417
|
|
|
9
|
%
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||
% of Net Revenue by Segment
|
|
August 4,
2019 |
|
August 5,
2018 |
|
August 4,
2019 |
|
August 5,
2018 |
||||
|
|
|
|
|
|
|
|
|
||||
Semiconductor solutions
|
|
79
|
%
|
|
90
|
%
|
|
76
|
%
|
|
92
|
%
|
Infrastructure software
|
|
21
|
|
|
10
|
|
|
24
|
|
|
8
|
|
IP licensing
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net revenue
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
Fiscal Quarter Ended
|
|
Three Fiscal Quarters Ended
|
||||||||||||||||||||||||||
Operating Income (Loss) by Segment
|
|
August 4, 2019
|
|
August 5, 2018
|
|
$ Change
|
|
% Change
|
|
August 4, 2019
|
|
August 5, 2018
|
|
$ Change
|
|
% Change
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
(In millions, except for percentages)
|
||||||||||||||||||||||||||||
Semiconductor solutions
|
|
$
|
2,081
|
|
|
$
|
2,192
|
|
|
$
|
(111
|
)
|
|
(5
|
)%
|
|
$
|
6,018
|
|
|
$
|
6,644
|
|
|
$
|
(626
|
)
|
|
(9
|
)%
|
Infrastructure software
|
|
829
|
|
|
352
|
|
|
477
|
|
|
136
|
%
|
|
2,899
|
|
|
878
|
|
|
2,021
|
|
|
230
|
%
|
||||||
IP licensing
|
|
—
|
|
|
(11
|
)
|
|
11
|
|
|
(100
|
)%
|
|
(6
|
)
|
|
30
|
|
|
(36
|
)
|
|
(120
|
)%
|
||||||
Unallocated expenses
|
|
(2,045
|
)
|
|
(1,194
|
)
|
|
(851
|
)
|
|
71
|
%
|
|
(6,521
|
)
|
|
(4,069
|
)
|
|
(2,452
|
)
|
|
60
|
%
|
||||||
Total operating income
|
|
$
|
865
|
|
|
$
|
1,339
|
|
|
$
|
(474
|
)
|
|
(35
|
)%
|
|
$
|
2,390
|
|
|
$
|
3,483
|
|
|
$
|
(1,093
|
)
|
|
(31
|
)%
|
•
|
Current portion of long-term debt increased to $3,537 million at August 4, 2019 due to certain debt instruments becoming due within the next twelve months.
|
•
|
Other current liabilities increased to $3,174 million at August 4, 2019 from $812 million at November 4, 2018, primarily due to the CA Merger and increases in contract liabilities from adoption of Accounting Standard Codification Topic 606 (“Topic 606”), notional pooling liabilities, restructuring reserves, taxes payable and interest payable.
|
•
|
Accounts payable increased to $996 million at August 4, 2019 from $811 million at November 4, 2018, primarily due to timing of vendor payments and increases due to the CA Merger.
|
•
|
Inventory decreased to $1,091 million at August 4, 2019 from $1,124 million at November 4, 2018 primarily due to consumption to support customer shipments.
|
•
|
Cash and cash equivalents increased to $5,462 million at August 4, 2019 from $4,292 million at November 4, 2018, primarily due to $30,138 million in proceeds from borrowings, $7,218 million in net cash provided by operating activities and $957 million in proceeds from the sale of Veracode, partially offset by $16,027 million paid for the CA Merger, $12 billion of debt repayments, $5,002 million of common stock repurchases and $3,181 million of dividend payments.
|
•
|
Other current assets increased to $806 million at August 4, 2019 from $366 million at November 4, 2018, primarily due to assets acquired in the CA Merger and increases in contract assets from adoption of Topic 606 and prepaid taxes.
|
•
|
Accounts receivable increased to $3,539 million at August 4, 2019 from $3,325 million at November 4, 2018 primarily due to revenue linearity and an increase due to the CA Merger, partially offset by $375 million of receivables sold through factoring arrangements.
|
•
|
Employee compensation and benefits liabilities decreased to $575 million at August 4, 2019 from $715 million at November 4, 2018 primarily due to the timing of employee bonus plan payments, partially offset by increases attributable to the CA Merger.
|
•
|
Our cash and cash equivalents decreased to $4,136 million at August 5, 2018 from $11,204 million at October 29, 2017, primarily due to $5,725 million of common stock repurchases, $4,780 million paid for Brocade Communications Systems, Inc. (“Brocade”), and $2,275 million of dividend and distribution payments, partially offset by $6,245 million in net cash provided by operating activities.
|
•
|
Other current assets decreased to $333 million at August 5, 2018 from $724 million at October 29, 2017, primarily due to lower prepaid expenses and prepaid taxes as a result of the 2017 Tax Reform Act.
|
•
|
Inventory decreased to $1,216 million at August 5, 2018 from $1,447 million at October 29, 2017, primarily due to the timing of a major customer's new handset ramp.
|
•
|
Accounts receivable increased to $3,010 million at August 5, 2018 from $2,448 million at October 29, 2017, primarily due to Brocade FC SAN revenue. Days sales outstanding increased to 54 days at August 5, 2018 compared to 46 days at October 29, 2017, driven by higher revenue in the last month of the fiscal quarter ended August 5, 2018 and a temporary extension of payment terms to support the Brocade FC SAN distributor consolidation. This increase was partially offset by $305 million of receivables sold through factoring arrangements.
|
•
|
Accounts payable decreased to $785 million at August 5, 2018 from $1,105 million at October 29, 2017, primarily due to timing of vendor payments.
|
|
|
Three Fiscal Quarters Ended
|
||||||
|
|
August 4,
2019 |
|
August 5,
2018 |
||||
|
|
|
|
|
||||
|
|
(In millions)
|
||||||
Net cash provided by operating activities
|
|
$
|
7,218
|
|
|
$
|
6,245
|
|
Net cash used in investing activities
|
|
(15,334
|
)
|
|
(4,556
|
)
|
||
Net cash provided by (used in) financing activities
|
|
9,286
|
|
|
(8,757
|
)
|
||
Net change in cash and cash equivalents
|
|
$
|
1,170
|
|
|
$
|
(7,068
|
)
|
•
|
changes in political, regulatory, legal or economic conditions or geopolitical turmoil, including terrorism, war or political or military coups, or civil disturbances or political instability;
|
•
|
restrictive governmental actions, such as restrictions on the transfer or repatriation of funds and foreign investments, data privacy regulations and trade protection measures, including increasing protectionism, import/export restrictions, import/export duties and quotas, trade sanctions and customs duties and tariffs, all of which have increased under the current U.S. administration;
|
•
|
difficulty in obtaining product distribution and support, and transportation delays;
|
•
|
potential inability to localize software products for a significant number of international markets;
|
•
|
difficulty in conducting due diligence with respect to business partners in certain international markets;
|
•
|
public health or safety concerns;
|
•
|
nationalization of businesses and expropriation of assets; and
|
•
|
changes in tax laws.
|
•
|
cease the manufacture, use or sale of the infringing products, processes or technology and/or make changes to our processes or products;
|
•
|
pay substantial damages for past, present and future use of the infringing technology;
|
•
|
expend significant resources to develop non-infringing technology;
|
•
|
license technology from the third-party claiming infringement, which license may not be available on commercially reasonable terms, or at all;
|
•
|
enter into cross-licenses with our competitors, which could weaken our overall IP portfolio and our ability to compete in particular product categories;
|
•
|
indemnify our customers or distributors and/or recall, or accept the return of, infringing products;
|
•
|
pay substantial damages to our direct or end customers to discontinue use or replace infringing technology with non-infringing technology; or
|
•
|
relinquish IP rights associated with one or more of our patent claims, if such claims are held invalid or otherwise unenforceable.
|
•
|
customer concentration and the gain or loss of significant customers;
|
•
|
the timing of launches by our customers of new products, such as mobile handsets, in which our products are included and changes in end-user demand for the products manufactured and sold by our customers;
|
•
|
changes in our product mix or customer mix and their effect on our gross margin;
|
•
|
the shift to cloud-based IT solutions and services, such as hyperscale computing, which may adversely affect the timing and volume of sales of our products for use in traditional enterprise data centers;
|
•
|
the timing of receipt, reduction or cancellation of significant product orders by customers;
|
•
|
the timing of new software contracts and renewals, as well as the timing of any terminations of software contracts that require us to refund to customers any pre-paid amounts under the contract, which may adversely affect our cash flows;
|
•
|
fluctuations in the levels of component inventories held by our customers;
|
•
|
utilization of our internal manufacturing facilities and fluctuations in manufacturing yields;
|
•
|
our ability to successfully and timely integrate, and realize the benefits of acquisitions we may make and the timing of acquisitions or dispositions of, or making and exiting investments in, other entities, businesses or technologies;
|
•
|
our ability to develop, introduce and market new products and technologies on a timely basis;
|
•
|
the timing and extent of our software license and subscription revenue, and other non-product revenue, such as product development revenue and royalty and other payments from IP sales and licensing arrangements;
|
•
|
new product announcements and introductions by us or our competitors;
|
•
|
seasonality or other fluctuations in our markets;
|
•
|
IP disputes and associated litigation expense;
|
•
|
timing and amount of research and development and related new product expenditures, and the timing of receipt of any research and development grant monies;
|
•
|
significant warranty claims, including those not covered by our suppliers or our insurers;
|
•
|
availability and cost of raw materials and components from our suppliers;
|
•
|
timing of any regulatory changes, particularly with respect to trade sanctions and customs duties and tariffs, and tax reform;
|
•
|
fluctuations in currency exchange and interest rates;
|
•
|
changes in taxation of international businesses, which could increase our overall cash tax costs;
|
•
|
changes in our tax structure or incentive arrangements, which may adversely affect our net tax expense and our cash flow in any quarter in which such an event occurs;
|
•
|
loss of key personnel or the shortage of available skilled workers; and
|
•
|
the effects of competitive pricing pressures, including decreases in average selling prices of our products.
|
•
|
the IP rights that we presently employ in our business will not lapse or be invalidated, circumvented, challenged, or, in the case of third-party IP rights licensed to us, be licensed to others;
|
•
|
our IP rights will provide competitive advantages to us;
|
•
|
rights previously granted by third parties to IP licensed or assigned to us, including portfolio cross-licenses, will not hamper our ability to assert our IP rights against potential competitors or hinder the settlement of currently pending or future disputes;
|
•
|
any of our pending or future patent, trademark or copyright applications will be issued or have the coverage originally sought;
|
•
|
our IP rights will be enforced in certain jurisdictions where competition may be intense or where legal protection may be weak; or
|
•
|
we have sufficient IP rights to protect our products or our business.
|
•
|
reorganization or restructuring of our businesses, tangible and intangible assets, outstanding indebtedness and corporate structure, such as the Redomiciliation Transaction or in connection with acquiring businesses;
|
•
|
jurisdictional mix of our income and assets, and the resulting tax effects of differing tax rates in different countries;
|
•
|
changes in the allocation of income and expenses, including adjustments related to changes in our corporate structure, acquisitions or tax law;
|
•
|
changes in transfer pricing rules or methods of applying these rules;
|
•
|
changes in tax laws, including in the U.S., changes to the taxation of earnings of foreign subsidiaries, the deductibility of expenses attributable to income and foreign tax credit rules;
|
•
|
tax effects of increases in non-deductible employee compensation;
|
•
|
changes in tax accounting rules or principles and in the valuation of deferred tax assets and liabilities;
|
•
|
outcomes of income tax audits; and
|
•
|
modifications, expiration, lapses or termination of tax credits or incentives.
|
•
|
increasing our vulnerability to adverse general economic and industry conditions;
|
•
|
exposing us to interest rate risk due to our variable rate term facilities, which we do not typically hedge against;
|
•
|
limiting our flexibility in planning for, or reacting to, changes in the economy and the semiconductor industry;
|
•
|
placing us at a competitive disadvantage compared to our competitors with less indebtedness;
|
•
|
making it more difficult to borrow additional funds in the future to fund growth, acquisitions, working capital, capital expenditures and other purposes; and
|
•
|
potentially requiring us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund our other business needs.
|
•
|
adversely affect the trading price of, or market for, our debt securities;
|
•
|
increase interest expense under our term facilities;
|
•
|
increase the cost of, and adversely affect our ability to refinance, our existing debt; and
|
•
|
adversely affect our ability to raise additional debt.
|
•
|
actual or anticipated fluctuations in our financial condition and operating results;
|
•
|
issuance of new or updated research or other reports by securities analysts;
|
•
|
fluctuations in the valuation and results of operations of our significant customers as well as companies perceived by investors to be comparable to us;
|
•
|
announcements of proposed acquisitions by us or our competitors;
|
•
|
announcements of, or expectations of, additional debt or equity financing transactions;
|
•
|
stock price and volume fluctuations attributable to inconsistent trading volume levels of our common stock;
|
•
|
changes in our dividend or stock repurchase policies;
|
•
|
the initiation or conclusion of legal proceedings or government inquiries or investigations involving Broadcom;
|
•
|
announcement or imposition of restrictive governmental actions, such as import/export restrictions, duties and quotas, trade sanctions or customs duties and tariffs that may affect our business; and
|
•
|
unsubstantiated news reports or other inaccurate publicity regarding us or our business.
|
Period
|
|
Total Number of Shares Purchased (a)
|
|
Average Price per Share
|
|
Total Number of Shares Purchased as
Part of Publicly Announced Plan (a)
|
|
Approximate Dollar Value of Shares That
May Yet Be Purchased Under the Plan
|
||||||
|
|
|
|
|
|
|
|
|
||||||
|
|
(In millions, except per share data)
|
||||||||||||
May 6, 2019 — June 2, 2019 (b)
|
|
—
|
|
|
$
|
276.15
|
|
|
—
|
|
|
$
|
6,316
|
|
June 3, 2019 — June 30, 2019
|
|
1
|
|
|
$
|
271.74
|
|
|
1
|
|
|
$
|
6,034
|
|
July 1, 2019 — August 4, 2019
|
|
1
|
|
|
$
|
287.77
|
|
|
1
|
|
|
$
|
5,740
|
|
Total
|
|
2
|
|
|
$
|
278.92
|
|
|
2
|
|
|
|
|
|
|
|
Incorporated by Reference Herein
|
|
|
|||
Exhibit Number
|
|
Description
|
|
Form
|
|
Filing Date
|
|
Filed Herewith
|
|
2.1#
|
|
|
|
Avago Technologies Limited Current Report on Form 8-K (Commission File No. 001-34428)
|
|
May 29, 2015
|
|
|
|
2.2
|
|
|
|
Avago Technologies Limited Current Report on Form 8-K (Commission File No. 001-34428)
|
|
July 31, 2015
|
|
|
|
2.3#
|
|
|
|
Broadcom Limited Current Report on Form 8-K/A (Commission File No. 001-37690)
|
|
November 2, 2016
|
|
|
|
2.4#
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
July 12, 2018
|
|
|
|
2.5#
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
August 9, 2019
|
|
|
|
3.1
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 4, 2018
|
|
|
|
3.2
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 4, 2018
|
|
|
|
4.1
|
|
|
|
Broadcom Inc. Quarterly Report on Form 10-Q (Commission File No. 333-222898)
|
|
June 14, 2018
|
|
|
|
4.2
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
January 20, 2017
|
|
|
|
4.3
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
April 9, 2018
|
|
|
|
4.4
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
January 25, 2019
|
|
|
|
4.5
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
January 20, 2017
|
|
|
|
4.6
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
January 20, 2017
|
|
|
|
4.7
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
January 20, 2017
|
|
|
|
4.8
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
January 20, 2017
|
|
|
|
4.9
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
October 17, 2017
|
|
|
|
4.10
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
April 9, 2018
|
|
|
|
4.11
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
January 25, 2019
|
|
|
|
4.12
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
October 17, 2017
|
|
|
|
4.13
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
October 17, 2017
|
|
|
|
4.14
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
October 17, 2017
|
|
|
|
4.15
|
|
|
|
Broadcom Limited Current Report on Form 8-K (Commission File No. 001-37690)
|
|
October 17, 2017
|
|
|
|
4.16
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.17
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.18
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.19
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.20
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.21
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
4.22
|
|
|
|
Broadcom Inc. Current Report on Form 8-K12B (Commission File No. 333-222898)
|
|
April 5, 2019
|
|
|
|
10.1
|
|
|
|
Broadcom Inc. Current Report on Form 8-K (Commission File No. 333-222898)
|
|
May 7, 2019
|
|
|
|
31.1
|
|
|
|
|
|
|
|
X
|
|
31.2
|
|
|
|
|
|
|
|
X
|
|
32.1
|
|
|
|
|
|
|
|
X
|
|
32.2
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
101.SCH
|
|
|
XBRL Schema Document
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
101.CAL
|
|
|
XBRL Calculation Linkbase Document
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
101.DEF
|
|
|
XBRL Definition Linkbase Document
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
101.LAB
|
|
|
XBRL Labels Linkbase Document
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
101.PRE
|
|
|
XBRL Presentation Linkbase Document
|
|
|
|
|
|
X
|
104
|
|
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
X
|
#
|
Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Broadcom Inc. hereby undertakes to furnish supplementally copies of any omitted schedules upon request by the SEC.
|
|
BROADCOM INC.
|
||
|
By:
|
/s/ Thomas H. Krause, Jr.
|
|
|
|
Thomas H. Krause, Jr.
|
|
|
|
Chief Financial Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Broadcom 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 fiscal 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.
|
/s/ Hock E. Tan
|
|
Hock E. Tan
|
|
Chief Executive Officer
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Broadcom 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 fiscal 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.
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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.
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/s/ Thomas H. Krause, Jr.
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Thomas H. Krause, Jr.
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Chief Financial Officer and Principal Financial Officer
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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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Date:
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September 13, 2019
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/s/ Hock E. Tan
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Hock E. Tan
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Chief Executive Officer
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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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Date:
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September 13, 2019
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/s/ Thomas H. Krause, Jr.
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Thomas H. Krause, Jr.
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Chief Financial Officer and Principal Financial Officer
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