Cover Page
Cover Page - USD ($) shares in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Mar. 09, 2021 | Jul. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --01-30 | ||
Document Period End Date | Jan. 30, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 0-30877 | ||
Entity Registrant Name | Marvell Technology Group Ltd | ||
Entity Incorporation, State or Country Code | D0 | ||
Entity Tax Identification Number | 77-0481679 | ||
Entity Address, Address Line One | , 31 Victoria Street | ||
Entity Address, City or Town | Hamilton | ||
Entity Address, Postal Zip Code | HM 10 | ||
Entity Address, Country | BM | ||
City Area Code | 441 | ||
Local Phone Number | 294-8000 | ||
Title of 12(b) Security | Common shares, $0.002 par value per share | ||
Trading Symbol | MRVL | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Public Float | $ 24,357,535,058 | ||
Entity Common Stock, Shares Outstanding | 675.7 | ||
Documents Incorporated by Reference | Portions of Part III of this Form 10-K are incorporated by reference from the registrant’s definitive proxy statement for its 2021 annual general meeting of shareholders, which proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Form 10-K. Except with respect to information specifically incorporated by reference in this Form 10-K, the proxy statement is not deemed to be filed as part of this Form 10-K. | ||
Entity Central Index Key | 0001058057 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 748,467 | $ 647,604 |
Accounts receivable, net | 536,668 | 492,346 |
Inventories | 268,228 | 322,980 |
Prepaid expenses and other current assets | 63,782 | 74,567 |
Total current assets | 1,617,145 | 1,537,497 |
Property and equipment, net | 326,125 | 357,092 |
Goodwill | 5,336,961 | 5,337,405 |
Acquired intangible assets, net | 2,270,700 | 2,764,600 |
Deferred tax assets | 672,424 | 639,791 |
Other non-current assets | 541,569 | 496,850 |
Total assets | 10,764,924 | 11,133,235 |
Current liabilities: | ||
Accounts payable | 252,419 | 213,747 |
Accrued liabilities | 435,616 | 346,639 |
Accrued employee compensation | 189,421 | 149,780 |
Short-term debt | 199,641 | 0 |
Total current liabilities | 1,077,097 | 710,166 |
Long-term debt | 993,170 | 1,439,024 |
Other non-current liabilities | 258,853 | 305,465 |
Total liabilities | 2,329,120 | 2,454,655 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Preferred stock, $0.002 par value; 8,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.002 par value; 992,000 shares authorized; 675,402 and 663,481 shares issued and outstanding in fiscal 2021 and 2020, respectively | 1,350 | 1,328 |
Additional paid-in capital | 6,331,013 | 6,135,939 |
Retained earnings | 2,103,441 | 2,541,313 |
Total shareholders’ equity | 8,435,804 | 8,678,580 |
Total liabilities and shareholders’ equity | $ 10,764,924 | $ 11,133,235 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jan. 30, 2021 | Feb. 01, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.002 | $ 0.002 |
Preferred stock, shares authorized (in shares) | 8,000,000 | 8,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.002 | $ 0.002 |
Common stock, shares authorized (in shares) | 992,000,000 | 992,000,000 |
Common stock, shares issued (in shares) | 675,402,000 | 675,402,000 |
Common stock, shares outstanding (in shares) | 675,402,000 | 663,481,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Income Statement [Abstract] | |||
Net revenue | $ 2,968,900 | $ 2,699,161 | $ 2,865,791 |
Cost of goods sold | 1,480,550 | 1,342,220 | 1,407,399 |
Gross profit | 1,488,350 | 1,356,941 | 1,458,392 |
Operating expenses: | |||
Research and development | 1,072,740 | 1,080,391 | 914,009 |
Selling, general and administrative | 467,240 | 464,580 | 424,360 |
Legal settlement | 36,000 | 0 | 0 |
Restructuring related charges | 170,759 | 55,328 | 76,753 |
Total operating expenses | 1,746,739 | 1,600,299 | 1,415,122 |
Operating income (loss) | (258,389) | (243,358) | 43,270 |
Interest income | 2,599 | 4,816 | 11,926 |
Interest expense | (69,264) | (85,631) | (60,362) |
Other income, net | 2,886 | 1,122,555 | 519 |
Interest and other income (loss), net | (63,779) | 1,041,740 | (47,917) |
Income (loss) before income taxes | (322,168) | 798,382 | (4,647) |
Provision (benefit) for income taxes | (44,870) | (786,009) | 174,447 |
Net income (loss) | $ (277,298) | $ 1,584,391 | $ (179,094) |
Net loss per share - Basic (in dollars per share) | $ (0.41) | $ 2.38 | $ (0.30) |
Net loss per share - Diluted (in dollars per share) | $ (0.41) | $ 2.34 | $ (0.30) |
Weighted-average shares: | |||
Basic (in shares) | 668,772 | 664,709 | 591,232 |
Diluted (in shares) | 668,772 | 676,094 | 591,232 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (277,298) | $ 1,584,391 | $ (179,094) |
Other comprehensive income (loss), net of tax: | |||
Net change in unrealized gain (loss) on marketable securities | 0 | 0 | 2,322 |
Other comprehensive income (loss), net of tax | 0 | 0 | 2,322 |
Comprehensive income (loss), net of tax | $ (277,298) | $ 1,584,391 | $ (176,772) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment |
Balance at beginning of period (in shares) at Feb. 03, 2018 | 495,913 | ||||||
Balance at beginning of period at Feb. 03, 2018 | $ 4,141,413 | $ 34,218 | $ 991 | $ 2,733,292 | $ (2,322) | $ 1,409,452 | $ 34,218 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of ordinary shares in connection with equity incentive plans (in shares) | 14,164 | ||||||
Issuance of ordinary shares in connection with equity incentive plans | 101,169 | $ 29 | 101,140 | ||||
Tax withholdings related to net share settlement of restricted stock units | (54,934) | (54,934) | |||||
Share-based compensation | 184,956 | 184,956 | |||||
Common stock issued to Cavium common stockholders (in shares) | 153,376 | ||||||
Common stock issued to Cavium common stockholders | 3,273,053 | $ 307 | 3,272,746 | ||||
Stock consideration for Cavium accelerated awards (in shares) | 1,102 | ||||||
Stock consideration for Cavium accelerated awards | 7,804 | $ 2 | 7,802 | ||||
Equity related issuance cost | (2,927) | (2,927) | |||||
Replacement equity awards attributable to pre-acquisition service | $ 50,485 | 50,485 | |||||
Repurchase of common stock (in shares) | (6,041) | (6,041) | |||||
Repurchase of common stock | $ (103,974) | $ (12) | (103,962) | ||||
Cash dividends declared and paid (cumulatively $0.24 per share) | (148,081) | (148,081) | |||||
Net income (loss) | (179,094) | (179,094) | |||||
Other Comprehensive income (loss) | 2,322 | 2,322 | |||||
Balance at end of period (in shares) at Feb. 02, 2019 | 658,514 | ||||||
Balance at end of period at Feb. 02, 2019 | 7,306,410 | $ 1,317 | 6,188,598 | 0 | 1,116,495 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of ordinary shares in connection with equity incentive plans (in shares) | 19,453 | ||||||
Issuance of ordinary shares in connection with equity incentive plans | 147,053 | $ 40 | 147,013 | ||||
Tax withholdings related to net share settlement of restricted stock units | (98,293) | (98,293) | |||||
Share-based compensation | 243,937 | 243,937 | |||||
Issuance of warrant for common stock | 3,407 | 3,407 | |||||
Replacement equity awards attributable to pre-acquisition service | $ 15,520 | 15,520 | |||||
Repurchase of common stock (in shares) | (14,486) | (14,486) | |||||
Repurchase of common stock | $ (364,272) | $ (29) | (364,243) | ||||
Cash dividends declared and paid (cumulatively $0.24 per share) | (159,573) | (159,573) | |||||
Net income (loss) | 1,584,391 | 1,584,391 | |||||
Other Comprehensive income (loss) | 0 | ||||||
Balance at end of period (in shares) at Feb. 01, 2020 | 663,481 | ||||||
Balance at end of period at Feb. 01, 2020 | 8,678,580 | $ 1,328 | 6,135,939 | 0 | 2,541,313 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of ordinary shares in connection with equity incentive plans (in shares) | 13,172 | ||||||
Issuance of ordinary shares in connection with equity incentive plans | 86,673 | $ 25 | 86,648 | ||||
Tax withholdings related to net share settlement of restricted stock units | (108,089) | (108,089) | |||||
Share-based compensation | $ 241,714 | 241,714 | |||||
Repurchase of common stock (in shares) | (1,251) | (1,251) | |||||
Repurchase of common stock | $ (25,202) | $ (3) | (25,199) | ||||
Cash dividends declared and paid (cumulatively $0.24 per share) | (160,574) | (160,574) | |||||
Net income (loss) | (277,298) | (277,298) | |||||
Other Comprehensive income (loss) | 0 | ||||||
Balance at end of period (in shares) at Jan. 30, 2021 | 675,402 | ||||||
Balance at end of period at Jan. 30, 2021 | $ 8,435,804 | $ 1,350 | $ 6,331,013 | $ 0 | $ 2,103,441 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Statement of Stockholders' Equity [Abstract] | |||
Cash dividends declared (in dollars per share) | $ 0.24 | $ 0.24 | $ 0.24 |
Cash dividends paid (in dollars per share) | $ 0.24 | $ 0.24 | $ 0.24 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (277,298) | $ 1,584,391 | $ (179,094) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 197,912 | 156,658 | 123,983 |
Share-based compensation | 241,539 | 242,207 | 184,064 |
Amortization of acquired intangible assets | 443,616 | 368,082 | 183,318 |
Amortization of inventory fair value adjustment associated with acquisitions | 17,284 | 55,826 | 223,372 |
Amortization of deferred debt issuance costs and debt discounts | 10,026 | 6,763 | 11,354 |
Restructuring related impairment charges (gain) | 130,903 | 17,571 | (200) |
Deferred income taxes | (39,491) | (785,158) | 118,647 |
Loss (gain) on sale of business | 0 | (1,121,709) | 1,592 |
Other expense, net | 24,923 | 26,448 | 4,154 |
Changes in assets and liabilities: | |||
Accounts receivable | (44,322) | 11,244 | (99,044) |
Inventories | 29,913 | 12,759 | 4,348 |
Prepaid expenses and other assets | (41,634) | (54,138) | (11,685) |
Accounts payable | 39,663 | 1,658 | (6,493) |
Accrued liabilities and other non-current liabilities | 44,612 | (182,893) | 85,027 |
Accrued employee compensation | 39,641 | 20,588 | (46,599) |
Net cash provided by operating activities | 817,287 | 360,297 | 596,744 |
Cash flows from investing activities: | |||
Purchases of available-for-sale securities | 0 | 0 | (14,956) |
Sales of available-for-sale securities | 0 | 18,832 | 623,896 |
Maturities of available-for-sale securities | 0 | 0 | 187,985 |
Purchases of time deposits | 0 | 0 | (25,000) |
Maturities of time deposits | 0 | 0 | 175,000 |
Purchases of technology licenses | (12,708) | (4,712) | (11,540) |
Purchases of property and equipment | (106,798) | (81,921) | (75,921) |
Proceeds from sales of property and equipment | 738 | 620 | 43,525 |
Cash payment for acquisitions, net of cash and cash equivalents acquired | 0 | (1,071,079) | (2,649,465) |
Net proceeds from sale of business | 0 | 1,698,783 | (3,352) |
Other, net | (876) | (1,677) | (2,725) |
Net cash provided by (used in) investing activities | (119,644) | 558,846 | (1,752,553) |
Cash flows from financing activities: | |||
Repurchases of common stock | (25,202) | (364,272) | (103,974) |
Proceeds from employee stock plans | 86,635 | 147,276 | 100,961 |
Tax withholding paid on behalf of employees for net share settlement | (108,094) | (98,302) | (54,939) |
Dividend payments to shareholders | (160,574) | (159,573) | (148,081) |
Payments on technology license obligations | (100,018) | (72,266) | (69,157) |
Proceeds from issuance of debt | 0 | 950,000 | 1,892,605 |
Principal payments of debt | (250,000) | (1,250,000) | (756,128) |
Payment of equity and debt financing costs | (38,023) | 0 | (11,550) |
Other, net | (1,504) | (6,812) | 0 |
Net cash provided by (used in) in financing activities | (596,780) | (853,949) | 849,737 |
Net increase (decrease) in cash and cash equivalents | 100,863 | 65,194 | (306,072) |
Cash and cash equivalents at beginning of the year | 647,604 | 582,410 | 888,482 |
Cash and cash equivalents at end of the year | $ 748,467 | $ 647,604 | $ 582,410 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The Company Marvell Technology Group Ltd., a Bermuda exempted company, and its subsidiaries (the “Company”), is a fabless semiconductor provider of high-performance application-specific standard products. The Company’s core strength is the development of complex System-on-a-Chip devices, leveraging its extensive technology portfolio of intellectual property in the areas of analog, mixed-signal, digital signal processing, and embedded and standalone integrated circuits. The Company also develops platforms that it defines as integrated hardware along with software that incorporates digital computing technologies designed and configured to provide an optimized computing solution. The Company’s broad product portfolio includes devices for networking and storage. Basis of Presentation The Company’s fiscal year is the 52- or 53-week period ending on the Saturday closest to January 31. Accordingly, every fifth or sixth fiscal year will have a 53-week period. The additional week in a 53-week year is added to the fourth quarter, making such quarter consist of 14 weeks. Fiscal 2021, fiscal 2020 and fiscal 2019 each had a 52-week period. Certain prior period amounts have been reclassified to conform to current year presentation. On October 29, 2020, the Company entered into a merger agreement (the “Merger Agreement”) with Inphi Corporation (“Inphi”), whereby the Company will pay Inphi's stockholders $66 per share in cash and 2.323 common shares for each Inphi share, which represented purchase consideration of approximately $10.0 billion as of that date. The Company intends to fund the cash consideration with $4.25 billion in debt financing, and has obtained commitments consisting of a $2.5 billion bridge loan commitment, a $875 million 3-year term loan facility commitment and a $875 million 5-year term loan facility commitment from JP Morgan Chase Bank, N.A., in each case subject to customary terms and conditions. The transaction is not subject to financing conditions. As of January 30, 2021, there was $33.4 million of associated deferred debt financing and equity issuance costs, of which $11.7 million is included in prepaid expenses and other current assets, and $21.7 million is included in other non-current assets on the accompanying consolidated balance sheet as of January 30, 2021. The transaction is expected to close in the second half of calendar 2021, pending approval by Inphi's and the Company's stockholders, as well as regulatory approval and satisfaction of other customary closing conditions. As a result of the transaction, the parent company will be domiciled in the United States upon closing of the transaction. For periods after closing, the combined company will be subject to taxation in the United States, which may adversely impact the Company's future effective tax rates and tax liabilities. A fee of up to $460.0 million may be payable by the Company or $300.0 million payable by Inphi upon termination of the transaction, as more fully described in the Merger Agreement. If the Merger Agreement is terminated due to failure to obtain stockholder approval, the party whose stockholders did not approve the transaction will be obligated to reimburse the other party up to $25.0 million for its merger related fees and costs. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an ongoing basis, the Company evaluates its estimates, including those related to performance-based compensation, revenue recognition, provisions for sales returns and allowances, inventory excess and obsolescence, investment fair values, goodwill and other intangible assets, restructuring, income taxes, litigation and other contingencies. Actual results could differ from these estimates, and such differences could affect the results of operations reported in future periods. In the current macroeconomic environment affected by COVID-19, these estimates require increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, these estimates may change materially in future periods. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. The functional currency of the Company and its subsidiaries is the U.S. dollar. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. Cash and cash equivalents consist of cash on deposit with banks and time deposits. Concentration of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to a significant concentration of credit risk consist principally of cash equivalents and accounts receivable. Cash and cash equivalents are maintained with high-quality financial institutions, the composition and maturities of which are regularly monitored by management. The Company believes that the concentration of credit risk in its trade receivables is substantially mitigated by the Company’s credit evaluation process, relatively short collection terms and the high level of credit worthiness of its customers. The Company performs ongoing credit evaluations of its customers’ financial conditions and limits the amount of credit extended when deemed necessary based upon payment history and the customer’s current credit worthiness, but generally requires no collateral. The Company regularly reviews the allowance for bad debt and doubtful accounts by considering factors such as historical experience, credit quality, reasonable and supportable forecasts, age of the accounts receivable balances and current economic conditions that may affect a customer’s ability to pay. The Company’s accounts receivable was concentrated with four customers at January 30, 2021, who comprise a total of 53% of gross accounts receivable, compared with four customers at February 1, 2020, who represented 38% of gross accounts receivable, respectively. This presentation is at the customer consolidated level. Historically, a relatively small number of customers have accounted for a significant portion of our net revenue. During fiscal 2021, there was no net revenue attributable to one customer, other than one distributor, whose revenue was 10% or greater of total net revenues. Net revenue attributable to significant customers whose revenues as a percentage of net revenue was 10% or greater of total net revenues is presented in the following table: Year Ended January 30, 2021 February 1, 2020 February 2, 2019 Customer: Western Digital * * 12 % Toshiba ** * * 11 % Seagate * * 10 % Distributor: Wintech 13 % 12 % * * Less than 10% of net The Company continuously monitors the creditworthiness of its distributors and believes these distributors’ sales to diverse end customers and to diverse geographies further serve to mitigate the Company’s exposure to credit risk. Inventories Inventory is stated at the lower of cost or net realizable value, cost being determined under the first-in, first-out method. The total carrying value of the Company’s inventory is reduced for any difference between cost and estimated net realizable value of inventory that is determined to be excess, obsolete or unsellable inventory based upon assumptions about future demand and market conditions. If actual future demand for the Company’s products is less than currently forecasted, the Company may be required to write inventory down below the current carrying value. Once the carrying value of inventory is reduced, it is maintained until the product to which it relates is sold or otherwise disposed. Inventoriable shipping and handling costs are classified as a component of cost of goods sold in the consolidated statements of operations. Property and Equipment, Net Property and equipment, net, are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which ranges from 2 to 7 years for machinery and equipment, and 3 to 4 years for computer software, and furniture and fixtures. Buildings are depreciated over an estimated useful life of 30 years and building improvements are depreciated over estimated useful lives of 15 years. Leasehold improvements are depreciated over the shorter of the remaining lease term or the estimated useful life of the asset. Goodwill Goodwill is recorded when the consideration paid for a business acquisition exceeds the fair value of net tangible and intangible assets acquired. Goodwill is measured and tested for impairment annually on the last business day of the fiscal fourth quarter and whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount or the Company may determine to proceed directly to the quantitative impairment test. If the Company assesses qualitative factors and concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company determines not to use the qualitative assessment, then a quantitative impairment test is performed. The quantitative impairment test requires comparing the fair value of the reporting unit to its carrying value, including goodwill. The Company has identified that its business operates as a single operating segment with two components (Networking and Storage), which it has concluded can be aggregated into a single reporting unit for purposes of testing goodwill impairment. An impairment exists if the fair value of the reporting unit is lower than its carrying value. If the fair value of the reporting unit is lower than its carrying value, the Company would record an impairment loss in the fiscal quarter in which the determination is made. Long-Lived Assets and Intangible Assets The Company assesses the impairment of long-lived assets and intangible assets whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. The Company estimates the future cash flows, undiscounted and without interest charges, expected to be generated by the assets from its use or eventual disposition. If the sum of the expected undiscounted future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Please see “Note 5 - Goodwill and Acquired Intangible Assets, Net” for further details regarding impairment of acquisition-related identified intangible assets. Acquisition-related identified intangible assets are amortized on a straight-line basis over their estimated economic lives, except for certain customer contracts and related relationships, which are amortized using an accelerated method of amortization over the expected customer lives. In-process research and development (“IPR&D”) is not amortized until the completion of the related development. Leases The Company determines if an arrangement is a lease at inception. Operating lease right-of-use (“ROU”) assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Operating lease ROU assets also include any initial direct costs and prepayments less lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. As the Company's leases do not provide an implicit rate, the Company uses its collateralized incremental borrowing rate based on the information available at the lease commencement date, including lease term, in determining the present value of lease payments. Lease expense for these leases is recognized on a straight line basis over the lease term. Foreign Currency Transactions The functional currency of all of the Company’s non-United States (“U.S.”) operations is the U.S. dollar. Monetary accounts maintained in currencies other than the U.S. dollar are re-measured using the foreign exchange rate at the balance sheet date. Operational accounts and nonmonetary balance sheet accounts are measured and recorded at the exchange rate in effect at the date of the transaction. The effects of foreign currency re-measurement are reported in current operations. Revenue Recognition Product revenue is recognized at a point in time when control of the asset is transferred to the customer. Substantially all of the Company's revenue is derived from product sales. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a product to a customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For product revenue, the performance obligation is deemed to be the delivery of the product and therefore, the revenue is generally recognized upon shipment to customers, net of accruals for estimated sales returns and rebates. These estimates are based on historical returns analysis and other known factors. The Company accounts for rebates by recording reductions to revenue for rebates in the same period that the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. Product revenue on sales made to distributors with price protection, price discounts and stock rotation rights is recognized upon shipment to distributors, with an accrual for the variable consideration aspect of sales to distributors, estimated based on historical experience, including estimates for price discounts, price protection, rebates, and stock rotation programs. A portion of the Company's net revenue is derived from sales through third-party logistics providers who maintain warehouses in close proximity to our customer’s facilities. Revenue from sales through these third-party logistics providers is not recognized until the product is pulled from stock by the customer. The Company’s products are generally subject to warranty, which provides for the estimated future costs of replacement upon shipment of the product. The Company’s products carry a standard one-year warranty, with certain exceptions in which the warranty period can extend to more than one year based on contractual agreements. The warranty accrual is estimated primarily based on historical claims compared to historical revenues and assumes that the Company will have to replace products subject to a claim. From time to time, the Company becomes aware of specific warranty situations, and it records specific accruals to cover these exposures. Warranty expenses were not material for the periods presented. Business Combinations The Company allocates the fair value of the purchase consideration of its acquisitions to the tangible assets, liabilities, and intangible assets acquired, including IPR&D, based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When an IPR&D project is completed, the IPR&D is reclassified as an amortizable purchased intangible asset and amortized over the asset’s estimated useful life. Acquisition-related expenses and related restructuring costs are recognized separately from the business combination and are expensed as incurred. Advertising Expense Advertising costs are expensed as incurred. The Company recorded $0.6 million, $0.8 million and $0.2 million of advertising costs for fiscal 2021, 2020 and 2019, respectively, included in selling, general and administrative expenses in the consolidated statements of operations. Share-Based Compensation Share-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite service vesting period. The Company amortizes share-based compensation expense for time-based awards under the straight-line attribution method over the vesting period. Share-based compensation expense for performance-based awards is recognized when it becomes probable that the performance conditions will be met. The Company amortizes share-based compensation expense for performance-based awards using the accelerated method. The fair value of each restricted stock unit is estimated based on the market price of the Company’s common shares on the date of grant less the expected dividend yield. The Company estimates the fair value of stock purchase awards on the date of grant using the Black Scholes option-pricing model. The fair value of performance-based awards based on total shareholder return (“TSR”) and value creation (“VCA”) awards are estimated on the date of grant using a Monte Carlo simulation model. Forfeitures are recorded when they occur. Previously recognized expense is reversed for the portion of awards forfeited prior to vesting as and when forfeitures occur. Comprehensive Income (Loss) Comprehensive income (loss), net of tax is comprised of net income and net change in unrealized gains and losses, on available-for-sale securities and cash flow hedges. Accounting for Income Taxes The Company estimates its income taxes in the jurisdictions in which it operates. This process involves estimating the Company's actual tax exposure together with assessing temporary differences resulting from the differing treatment of certain items for tax return and financial statement purposes. These differences result in deferred tax assets and liabilities, which are included in the Company's consolidated balance sheets. The Company recognizes income taxes using an asset and liability approach. This approach requires the recognition of taxes payable or refundable for the current year, and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in the Company's consolidated financial statements or tax returns. The measurement of current and deferred taxes is based on provisions of the enacted tax law and the effects of future changes in tax laws or rates are not anticipated. Evaluating the need for an amount of a valuation allowance for deferred tax assets requires judgment and analysis of all the positive and negative evidence available, including cumulative losses in recent years and projected future taxable income, to determine whether all or some portion of the deferred tax assets will not be realized. Using available evidence and judgment, the Company establishes a valuation allowance for deferred tax assets, when it determines that it is more likely than not that they will not be realized. Valuation allowances have been provided primarily against the U.S. research and development credits. Valuation allowances have also been provided against certain acquired net operating losses and the deferred tax assets of foreign subsidiaries. A change in the assessment of the realizability of deferred tax assets may materially impact the Company's tax provision in the period in which a change occurs. Taxes due on future Global Intangible Low-Taxed Income (GILTI) inclusions in U.S. are recognized as a current period expense when incurred. As a multinational corporation, the Company conducts its business in many countries and is subject to taxation in many jurisdictions. The taxation of the business is subject to the application of various and sometimes conflicting tax laws and regulations as well as multinational tax conventions. The Company's effective tax rate is highly dependent upon the geographic distribution of the Company's worldwide earnings or losses, the tax laws and regulations in various localities, the availability of tax incentives, tax credits and loss carryforwards, and the effectiveness of the Company's tax planning strategies, including the Company's estimates of the fair value of its intellectual property. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws themselves are subject to change as a result of changes in fiscal policy, changes in legislation, and the evolution of regulations and court rulings. Consequently, taxing authorities may impose tax assessments or judgments against us that could materially affect the Company's tax liability and/or effective income tax rate. The Company is subject to income tax audits by tax authorities in the jurisdictions in which it operates. The Company recognizes the effect of income tax positions only if these positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is more than 50% likely to be realized. Changes in judgment regarding the recognition or measurement of uncertain tax positions are reflected in the period in which the change occurs. The Company records interest and penalties related to unrecognized tax benefits in income tax expense. The calculation of the Company's tax liabilities involves the inherent uncertainty associated with complex tax laws. The Company believes it has adequately provided for in its financial statements additional taxes that it estimates may be required to be paid as a result of such examinations. While the Company believes that it has adequately provided for all tax positions, amounts asserted by tax authorities could be greater or less than its accrued position. Unpaid tax liabilities, including the interest and penalties, are released pursuant to a final settlement with tax authorities, completion of audit or expiration of various statutes of limitation. The material jurisdictions in which the Company may be subject to potential examination by tax authorities throughout the world include China, India, Israel, Singapore, Germany, and the United States. The recognition and measurement of current taxes payable or refundable, and deferred tax assets and liabilities require that the Company make certain estimates and judgments. Changes to these estimates or judgments may have a material effect on the Company's tax provision in a future period. Recent Accounting Pronouncements Accounting Pronouncements Recently Adopted In June 2016, the FASB issued a new standard requiring financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The standard eliminates the threshold for initial recognition in current GAAP and reflects an entity’s current estimate of all expected credit losses. The measurement of expected credit losses is based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. In August 2018, the FASB issued an accounting standards update to align the requirements for capitalizing implementation costs incurred in a software hosting arrangement that is a service contract and costs to develop or obtain internal-use software. The new standard was adopted by the Company on February 2, 2020 on a prospective basis and did not have a material effect on the Company's consolidated financial statements. In August 2018, the FASB issued an accounting standards update that modifies the disclosure requirements on fair value measurements. The new guidance adds, modifies and removes certain fair value measurement disclosure requirements. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. In November 2018, the FASB issued an accounting standards update that clarifies when transactions between participants in a collaborative arrangement are within the scope of the new revenue recognition standard that the Company adopted at the beginning of fiscal 2019. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. Accounting Pronouncements Not Yet Effective In December 2019, the FASB issued an accounting standards update that simplifies the accounting for income taxes by eliminating certain exceptions related to the approach for intraperiod tax allocation and modified the methodology for calculating income taxes in an interim period. It also clarifies and simplifies other aspects of the accounting for income taxes. The guidance is effective for the Company beginning in the first quarter of fiscal year 2022, with early adoption permitted. The new standard was adopted by the Company on January 31, 2021 on a prospective basis and is not expected to have a material effect on the Company's consolidated financial statements. |
Revenue
Revenue | 12 Months Ended |
Jan. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The majority of the Company's revenue is generated from sales of the Company’s products. The following table summarizes net revenue disaggregated by product group (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue by product group: Networking (1) $ 1,683,294 57 % $ 1,377,635 51 % $ 1,313,439 46 % Storage (2) 1,151,874 39 % 1,137,766 42 % 1,376,697 48 % Other (3) 133,732 4 % 183,760 7 % 175,655 6 % $ 2,968,900 $ 2,699,161 $ 2,865,791 (1) Networking products are comprised primarily of Ethernet Solutions, Embedded Processors and Custom ASICs. (2) Storage products are comprised primarily of Storage Controllers and Fibre Channel Adapters. (3) Other products are comprised primarily of Printer Solutions. The following table summarizes net revenue disaggregated by primary geographical market based on destination of shipment (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue based on destination of shipment: China $ 1,268,820 43 % $ 1,071,028 40 % $ 1,189,928 42 % United States 321,448 11 % 258,827 10 % 251,905 9 % Malaysia 254,053 9 % 226,358 8 % 372,817 13 % Thailand 251,408 8 % 230,218 9 % 165,923 6 % Philippines 166,734 6 % 221,566 8 % 235,921 8 % Japan 142,554 5 % 162,399 6 % 162,767 6 % Others 563,883 18 % 528,765 19 % 486,530 16 % $ 2,968,900 $ 2,699,161 $ 2,865,791 These destinations of shipment are not necessarily indicative of the geographic location of the Company's end customers or the country in which the Company's end customers sell devices containing the Company's products. For example, a substantial majority of the shipments made to China relate to sales to non-China based customers that have factories or contract manufacturing operations located within China. The following table summarizes net revenue disaggregated by customer type (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue by customer type: Direct customers $ 2,213,645 75 % $ 2,041,089 76 % $ 2,197,209 77 % Distributors 755,255 25 % 658,072 24 % 668,582 23 % $ 2,968,900 $ 2,699,161 $ 2,865,791 Contract Liabilities Contract liabilities consist of the Company’s obligation to transfer goods or services to a customer for which the Company has received consideration or the amount is due from the customer. As of January 30, 2021, contract liability balances are comprised of variable consideration estimated based on a portfolio basis using the expected value methodology based on analysis of historical data, current economic conditions, and contractual terms. Variable consideration estimates consist of the estimated returns, price discounts, price protection, rebates, and stock rotation programs. As of the end of a reporting period, some of the performance obligations associated with contracts will have been unsatisfied or only partially satisfied. In accordance with the practical expedients available in the guidance, the Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Contract liabilities are included in accrued liabilities in the consolidated balance sheets. The opening balance of contract liabilities at the beginning of fiscal year 2021 was $111.5 million. During the year ended January 30, 2021, contract liabilities increased by $875.0 million associated with variable consideration estimates, offset by $805.5 million decrease in such reserves primarily due to credit memos issued to customers. The ending balance of contract liabilities at the end of fiscal year 2021 was $181.0 million. The amount of revenue recognized during the year ended January 30, 2021 that was included in the contract liabilities balance at February 1, 2020 was not material. Sales Commissions The Company has elected to apply the practical expedient to expense commissions when incurred as the amortization period is typically one year or less. These costs are recorded in selling, general and administrative expenses in the consolidated statements of operations. |
Business Combinations
Business Combinations | 12 Months Ended |
Jan. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Avera On November 5, 2019, the Company completed the acquisition of Avera, the ASIC business of GlobalFoundries. Avera is a leading provider of ASIC semiconductor solutions. The Company acquired Avera to expand its ASIC design capabilities. Total purchase consideration consisted of cash consideration paid to GlobalFoundries of $593.5 million, net of working capital and other adjustments. An additional $90 million in cash would have been paid to acquire additional assets if certain conditions were satisfied. In July 2020, GlobalFoundries and the Company agreed to terminate this requirement to acquire the additional assets. The factors contributing to the recognition of goodwill were based upon the Company's conclusion that there are strategic and synergistic benefits that are expected to be realized from the acquisition. A portion of the goodwill recorded for the Avera acquisition is deductible for tax purposes. The purchase price allocation is as follows (in thousands): Previously Reported February 1, 2020 (Provisional) Measurement Period Adjustment January 30, 2021 Inventories $ 106,465 $ — $ 106,465 Prepaid expenses and other current assets 17,495 — 17,495 Property and equipment, net 25,677 — 25,677 Acquired intangible assets, net 379,000 — 379,000 Other non-current assets 6,870 — 6,870 Goodwill 129,392 606 129,998 Accrued liabilities (64,155) — (64,155) Deferred tax liabilities (6,594) (606) (7,200) Other non-current liabilities (650) — (650) $ 593,500 $ — $ 593,500 The previously reported provisional amounts presented in the table above pertained to the preliminary purchase price allocation reported in the Company's Form 10-K for the year ended February 1, 2020. The measurement period adjustments were primarily related to changes in estimates related to final agreement of tax-related purchase price allocations with the seller. The Company does not believe that the measurement period adjustments had a material impact on its consolidated statements of operations, balance sheets or cash flows in any periods reported. In fiscal year 2020, the Company incurred total acquisition related costs of $5.7 million which were recorded in selling, general and administrative expense in the consolidated statements of operations. Aquantia Corp On September 19, 2019, the Company completed the acquisition of Aquantia. Aquantia is a manufacturer of high-speed transceivers which includes copper and optical physical layer products. The Company acquired Aquantia to further its position in automotive in-vehicle networking and strengthen its multi-gig ethernet PHY portfolio for enterprise infrastructure, data center and access applications. In accordance with the terms of the Agreement and Plan of Merger dated May 6, 2019, by and among the Company and Aquantia (the “Aquantia merger agreement”), the Company acquired all outstanding shares of common stock of Aquantia (the “Aquantia shares”) for $13.25 per share in cash. The merger consideration was funded with a combination of cash on hand and funds from the Company's revolving line of credit (“2018 Revolving Credit Facility”). See “Note 11 - Debt” for additional information. The following table summarizes the total merger consideration (in thousands): Cash consideration to Aquantia common stockholders $ 479,547 Cash consideration - director, employee & consultant grant accelerations and payout for employee stock purchase plan 7,122 Stock consideration for replacement equity awards attributable to pre-combination service 15,520 Total merger consideration $ 502,189 The factors contributing to the recognition of goodwill were based upon the Company's conclusion that there are strategic and synergistic benefits that are expected to be realized from the acquisition. Goodwill recorded for the Aquantia acquisition is not expected to be deductible for tax purposes. The purchase price allocation is as follows (in thousands): Previously Reported February 1, 2020 (Provisional) Measurement Period Adjustment January 30, 2021 Cash and short-term investments $ 27,914 $ — $ 27,914 Inventory 33,900 — 33,900 Goodwill 227,594 (1,049) 226,545 Acquired intangible assets 193,000 — 193,000 Other non-current assets 35,123 1,049 36,172 Accrued liabilities (21,813) — (21,813) Other, net 6,471 — 6,471 $ 502,189 $ — $ 502,189 The previously reported provisional amounts presented in the table above pertained to the preliminary purchase price allocation reported in the Company's Form 10-K for the year ended February 1, 2020. The measurement period adjustments were primarily related to changes in estimates related to finalizing Aquantia's U.S. tax return. The Company does not believe that the measurement period adjustments had a material impact on its consolidated statements of operations, balance sheets or cash flows in any periods reported. In fiscal year 2020, the Company incurred total acquisition related costs of $5.3 million which were recorded in selling, general and administrative expense in the consolidated statements of operations. Cavium Inc On July 6, 2018, the Company completed the acquisition of Cavium (the “Cavium acquisition”). Cavium is a provider of highly integrated semiconductor processors that enable intelligent processing for wired and wireless infrastructure and cloud for networking, communications, storage and security applications. The Cavium acquisition was primarily intended to create an opportunity for the combined company to emerge as a leader in infrastructure solutions. In accordance with the terms of the Agreement and Plan of Merger, dated as of November 19, 2017, by and among the Company and Cavium (the “Cavium merger agreement”), the Company acquired all outstanding shares of common stock of Cavium (the “Cavium shares”) for $40.00 per share in cash and 2.1757 shares of the Company's common stock exchanged for each share of Cavium stock. The Company also made cash payments for the fractional shares that resulted from conversion as specified in the Cavium merger agreement. The merger consideration was funded with a combination of cash on hand, new debt financing and issuance of the Company’s common shares. See “Note 11 - Debt” for discussion of the debt financing. The following table summarizes the total merger consideration (in thousands, except share and per share data): Cash consideration to Cavium common stockholders $ 2,819,812 Common stock (153,376,408 shares of the Company's common stock at $21.34 per share) 3,273,053 Cash consideration for intrinsic value of vested director stock options and employee accelerated awards attributable to pre-acquisition service 10,642 Stock consideration for employee accelerated awards attributable to pre-acquisition service 7,804 Fair value of the replacement equity awards attributable to pre-acquisition service 50,485 Total merger consideration $ 6,161,796 The factors contributing to the recognition of goodwill were based upon the Company's conclusion that there are strategic and synergistic benefits that are expected to be realized from the acquisition. Goodwill of $3.5 billion recorded for the Cavium acquisition is not expected to be deductible for tax purposes. The purchase price allocation is as follows (in thousands): Cash and cash equivalents $ 180,989 Accounts receivable 112,270 Inventories 330,778 Prepaid expense and other current assets 19,890 Assets held for sale 483 Property and equipment 115,428 Acquired intangible assets 2,744,000 Other non-current assets 89,139 Goodwill 3,498,196 Accounts payable (52,383) Accrued liabilities (126,007) Accrued employee compensation (34,813) Deferred income (2,466) Current portion of long-term debt (6,123) Liabilities held for sale (3,032) Long-term debt (600,005) Non-current income taxes payable (8,454) Deferred tax liabilities (79,995) Other non-current liabilities (16,099) Total merger consideration $ 6,161,796 In fiscal year 2019, the Company incurred total acquisition related costs of $53.7 million which were recorded in selling, general and administrative expense in the consolidated statements of operations. The Company also incurred $22.8 million of debt financing costs. Additionally, the Company incurred $2.9 million of equity issuance costs, which were recorded in additional paid-in capital in the consolidated balance sheet. Unaudited Supplemental Pro Forma Information The unaudited supplemental pro forma financial information presented below is for illustrative purposes only and is not necessarily indicative of the financial position or results of operations that would have been realized if the acquisitions had been completed on the date indicated, does not reflect synergies that might have been achieved, nor is it indicative of future operating results or financial position. The pro forma adjustments are based upon currently available information and certain assumptions the Company believe are reasonable under the circumstances. The following unaudited supplemental pro forma information presents the combined results of operations for each of the periods presented, as if Avera and Aquantia had been acquired as of the beginning of fiscal year 2019 and Cavium had been acquired as of the beginning of fiscal year 2018. The unaudited supplemental pro forma information includes adjustments to amortization and depreciation for acquired intangible assets and property and equipment, adjustments to share-based compensation expense, the purchase accounting effect on inventories acquired, interest expense, and transaction costs. For fiscal year 2019, nonrecurring pro forma adjustments directly attributable to the Avera and Aquantia acquisitions included (i) the purchase accounting effect of inventories acquired of $73.1 million for Avera and Aquantia (ii) transaction costs of $18.6 million for Avera and Aquantia and (iii) share-based compensation expense of $3.5 million. The unaudited supplemental pro forma information presented below is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the combined business had the Avera and Aquantia acquisitions actually occurred at the beginning of fiscal year 2019 and the Cavium acquisition actually occurred at the beginning of fiscal year 2018 or of the results of our future operations of the combined business. The unaudited supplemental pro forma financial information for the periods presented is as follows (in thousands): Year Ended February 1, 2020 February 2, 2019 Pro forma net revenue $ 3,011,550 $ 3,638,086 Pro forma net income $ 1,532,594 $ (334,133) |
Goodwill and Acquired Intangibl
Goodwill and Acquired Intangible Assets, Net | 12 Months Ended |
Jan. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Acquired Intangible Assets, Net | Goodwill and Acquired Intangible Assets, Net Goodwill Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. The carrying value of goodwill as of January 30, 2021 and February 1, 2020 is $5.3 billion. See “Note 4 - Business Combinations” for discussion of the acquisitions and changes to the carrying value of goodwill. The Company has identified that its business operates as a single operating segment with two components that it has concluded can be aggregated into a single reporting unit. The Company’s annual test for goodwill impairment as of the last day of the fourth quarter of fiscal 2021 did not result in any impairment charge. There was no activity from acquisitions or divestitures recorded to goodwill in fiscal 2021 and 2020 other than those described above. Acquired Intangible Assets, Net In connection with the Cavium acquisition on July 6, 2018, the Aquantia acquisition on September 19, 2019 and the Avera acquisition on November 5, 2019, the Company recognized $3.3 billion of intangible assets. As of January 30, 2021 and February 1, 2020, net carrying amounts are as follows (in thousands, except for weighted-average remaining amortization period): January 30, 2021 Gross Accumulated Net Weighted -Average Remaining Amortization Period (Years) Developed technologies $ 2,454,000 $ (724,215) $ 1,729,785 5.54 Customer contracts and related relationships 643,000 (228,845) 414,155 5.62 Trade names 23,000 (14,240) 8,760 2.20 Total acquired amortizable intangible assets 3,120,000 (967,300) 2,152,700 5.54 IPR&D 118,000 — 118,000 n/a Total acquired intangible assets $ 3,238,000 $ (967,300) $ 2,270,700 The Company regularly analyzes the results of its business to determine whether events or circumstances exist that indicate whether the carrying amount of the intangible assets may not be recoverable. During the second quarter of fiscal 2021, impairment charges of $50.3 million related to certain intangible assets acquired from Cavium were recognized as part of restructuring actions. The gross carrying amounts and the accumulated amortization of those impaired intangible assets were excluded from the table above. See “Note 6 - Restructuring” for additional information. February 1, 2020 Gross Accumulated Net Weighted-Average Remaining Amortization Period (Years) Developed technologies $ 2,511,000 $ (413,735) $ 2,097,265 6.41 Customer contracts and related relationships 643,000 (128,939) 514,061 6.61 Trade names 23,000 (8,726) 14,274 2.96 Total acquired amortizable intangible assets 3,177,000 (551,400) 2,625,600 6.43 IPR&D 139,000 — 139,000 n/a Total acquired intangible assets $ 3,316,000 $ (551,400) $ 2,764,600 The intangible assets are amortized on a straight-line basis over the estimated useful lives, except for certain Cavium customer contracts and related relationships, which are amortized using an accelerated method of amortization over the expected customer lives in order to more closely align with the pattern of realization of economic benefits expected to be obtained. The IPR&D will be accounted for as an indefinite-lived intangible asset and will not be amortized until the underlying projects reach technological feasibility and commercial production at which point the IPR&D will be amortized over the estimated useful life. Useful lives for these IPR&D projects are expected to range between 3 to 10 years. In the event the IPR&D is abandoned, the related assets will be written off. Amortization for acquired intangible assets was $443.6 million, $368.1 million and $183.3 million during the years ended January 30, 2021, February 1, 2020 and February 2, 2019 respectively. The following table presents the estimated future amortization expense of acquired amortizable intangible assets as of January 30, 2021 (in thousands): Fiscal Year Amount 2022 $ 430,605 2023 417,527 2024 396,503 2025 356,602 2026 271,746 Thereafter 279,717 $ 2,152,700 |
Restructuring and Other Related
Restructuring and Other Related Charges | 12 Months Ended |
Jan. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Related Charges | Restructuring and Other Related Charges The following table provides a summary of restructuring and other related charges as presented in the consolidated statements of operations (in thousands): Year Ended January 30, February 1, February 2, Cost of goods sold $ 9,594 $ — $ — Restructuring related charges 170,759 55,328 76,753 $ 180,353 $ 55,328 $ 76,753 The following table presents details related to the restructuring and other related charges as presented in the consolidated statements of operations (in thousands): Year Ended January 30, February 1, February 2, Severance and related costs $ 41,901 $ 31,685 $ 40,345 Facilities and related costs 15,783 20,900 35,831 Other exit-related costs 126,204 4,254 1,850 183,888 56,839 78,026 Release of reserves: Severance (3,402) (480) (1,273) Facilities and related costs (121) (893) — Other exit-related costs (12) (138) — $ 180,353 $ 55,328 $ 76,753 Fiscal 2021. The Company recorded $180.4 million of restructuring and other related charges during its evaluation of its existing operations to increase operational efficiency, decrease costs and increase profitability. The charges include $119.0 million associated with the server processor product line described below and $61.4 million recorded in connection with prior acquisitions. The Company expects to complete these restructuring actions by the end of fiscal 2022. During the second quarter of fiscal 2021, the Company made changes to the scope of its server processor product line in response to changes in the associated market. The Company transitioned its product offering from standard server processors to the broad server market to focus only on customized server processors for a few targeted customers. This change in strategy required the Company to assess whether the carrying value of the associated assets would be recoverable. As a result of the assessment, the Company determined the carrying amount of certain impacted assets were not recoverable, which resulted in recognition of $119.0 million of restructuring related charges associated with the server processor product line during the second quarter of fiscal 2021. The charges included $50.3 million in impairment of acquired intangibles, $36.0 million in impairment of purchased IP licenses and $32.7 million in equipment and inventory impairment and other related restructuring charges. The remaining restructuring charges of $61.4 million include approximately $36.9 million in severance and related costs, $15.7 million in facilities and related costs, and $8.8 million in other exit-related costs. The severance costs primarily relate to the employee separation costs in connection with the acquisitions. The facility and related costs primarily relate to the remaining payments under lease obligations upon vacating certain worldwide office locations, and ongoing operating expenses of vacated facilities. Fiscal 2020. The Company recorded $55.3 million of restructuring and other related charges in connection with the acquisitions as described in “Note 4 - Business Combinations.” Following the acquisition of Avera, the Company reviewed its financial position and operating results against the Company's strategic objectives, long-term operating targets and other operational priorities and initiated a restructuring plan in an effort to increase operational efficiency, decrease costs and increase profitability. The charges include $15.4 million recorded in connection with the Avera acquisition and $39.9 million recorded in connection with the other acquisitions. The charges include approximately $31.2 million in severance and related costs, $20.0 million in facilities and related costs, and $4.1 million in other exit-related costs. The severance costs primarily relate to the employee separation costs in connection with the acquisitions. The facility and related costs primarily relate to the remaining payments under lease obligations upon vacating certain worldwide office locations, and ongoing operating expenses of vacated facilities. Fiscal 2019. The Company recorded $76.8 million of restructuring and other related charges in fiscal 2019 in connection with the Cavium acquisition as described in “Note 4 - Business Combinations.” The charges include approximately $39.1 million in severance and related costs, $35.8 million in facilities and related costs and $1.9 million in other exit-related costs. Other exit-related costs include $12.0 million for the impairment of equipment and technology licenses, offset by a gain of $12.2 million from the sale of a building in Singapore. The following table sets forth a reconciliation of the beginning and ending restructuring liability balances by each major type of costs associated with the restructuring charges (in thousands): July 2018 Restructuring November 2019 Restructuring July 2020 Restructuring Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Total Balance at February 2, 2019 $ 12,403 $ 26,904 $ 1,049 $ — $ — $ — $ — $ — $ — $ 40,356 Restructuring charges 16,698 3,713 3,429 14,987 225 192 — — — 39,244 Net cash payments (27,706) (3,374) (3,804) (2,674) (29) (181) — — — (37,768) Release of reserve (479) (893) (138) (1) — — — — — (1,511) Effect of adoption of new lease standard — (25,893) — — — — — — — (25,893) Balance at February 1, 2020 916 457 536 12,312 196 11 — — — 14,428 Restructuring charges 24,923 5,405 2,536 3,938 — — 13,040 — 5,827 55,669 Net cash payments (22,751) (4,364) (2,291) (15,323) (178) (6) (9,309) — (2,792) (57,014) Release of reserve (794) (103) (7) (768) (18) (5) (617) — (2,312) Exchange rate adjustment 29 — — — — — — — — 29 Balance at January 30, 2021 2,323 1,395 774 159 — — 3,114 — 3,035 10,800 Less: non-current portion — 1,119 49 — — — — — 589 1,757 Current portion $ 2,323 $ 276 $ 725 $ 159 $ — $ — $ 3,114 $ — $ 2,446 $ 9,043 The remaining accrued severance and related costs are expected to be paid in fiscal 2022. The remaining other exit-related costs includes impairment charges associated with the future maintenance support for the server processor product line that are expected to be paid through fiscal 2024. The remaining accrued facility and related costs includes remaining payments under lease obligations related to vacated space that are expected to be paid through fiscal 2028. |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information (in thousands) Consolidated Balance Sheets January 30, February 1, Cash and cash equivalents: Cash $ 633,822 $ 513,072 Cash equivalents: Money market funds — 46,355 Time deposits 114,645 88,177 Cash and cash equivalents $ 748,467 $ 647,604 January 30, February 1, Accounts receivable, net: Accounts receivable 538,739 494,472 Less: Doubtful accounts $ (2,071) $ (2,126) Accounts receivable, net $ 536,668 $ 492,346 January 30, February 1, Inventories: Work-in-process $ 187,351 $ 216,496 Finished goods 80,877 106,484 Inventories $ 268,228 $ 322,980 January 30, February 1, Property and equipment, net: Machinery and equipment $ 693,689 $ 686,351 Land, buildings, and leasehold improvements 284,532 285,084 Computer software 103,789 100,613 Furniture and fixtures 26,990 24,582 1,109,000 1,096,630 Less: Accumulated depreciation (782,875) (739,538) Property and equipment, net $ 326,125 $ 357,092 The Company recorded depreciation expense of $95.9 million, $83.4 million and $64.5 million for fiscal 2021, 2020 and 2019, respectively. January 30, February 1, Other non-current assets: Technology and other licenses (1) $ 242,244 $ 277,634 Prepaid ship and debit (2) 131,657 75,362 Operating right-of-use assets 101,411 110,907 Other 66,257 32,947 Other non-current assets $ 541,569 $ 496,850 (1) Amortization of technology and other licenses was $99.3 million, $70.4 million and $57.0 million in fiscal 2021, 2020 and 2019, respectively. (2) Prepaid ship and debit of $131.7 million and $75.4 million as of January 30, 2021 and February 1, 2020, respectively, relate to certain prepaid distributor arrangements for ship and debit claims. January 30, February 1, Accrued liabilities: Contract liabilities $ 180,995 $ 111,486 Technology license obligations 71,130 71,623 Accrued legal reserve 50,101 10,748 Deferred non-recurring engineering credits 37,300 51,109 Lease liabilities - current 32,461 28,662 Deferred revenue 16,146 5,647 Accrued royalty 12,740 10,927 Accrued restructuring 9,043 14,302 Other 25,700 42,135 Accrued liabilities $ 435,616 $ 346,639 January 30, February 1, Other non-current liabilities: Lease liabilities - non current $ 104,417 $ 115,778 Technology license obligations 86,241 107,893 Non-current income taxes payable 22,526 37,983 Deferred tax liabilities 22,359 31,233 Other 23,310 12,578 Other non-current liabilities $ 258,853 $ 305,465 Accumulated other comprehensive income (loss): The changes in accumulated other comprehensive income (loss) by components are presented in the following tables (in thousands): Unrealized Balance at February 2, 2019 $ — Other comprehensive income (loss) before reclassifications (37) Amounts reclassified from accumulated other comprehensive income (loss) 37 Net current-period other comprehensive loss, net of tax — Balance at February 1, 2020 — Other comprehensive loss before reclassifications 1,214 Amounts reclassified from accumulated other comprehensive income (loss) (1,214) Net current-period other comprehensive income, net of tax — Balance at January 30, 2021 $ — Consolidated Statements of Operations Year Ended January 30, February 1, February 2, Other income, net: Gain on sale of business (1) $ — $ 1,121,709 $ — Net realized loss on investments — — (3,066) Currency remeasurement loss (1,914) (2,817) (2,625) Other income 4,800 3,663 6,210 Other Income, net $ 2,886 $ 1,122,555 $ 519 (1) On December 6, 2019, the Company completed the divestiture of the Wi-Fi Connectivity business to NXP USA, Inc, a subsidiary of NXP Semiconductors. Based on the terms of the agreement, the Company received sale consideration of $1.7 billion in cash proceeds. In fiscal year 2020, the Company recognized a pre-tax gain on sale of $1.1 billion in conjunction with the divestiture of the Wi-Fi Connectivity business. Consolidated Statements of Cash Flows Year Ended January 30, February 1, February 2, Supplemental Cash Flow Information: Cash paid for interest $ 54,575 $ 76,506 $ 39,156 Cash paid for income taxes, net $ 14,203 $ 117,529 $ 8,143 Non-Cash Investing and Financing Activities: Non-cash consideration paid for the acquisition $ — $ 15,520 $ 3,331,342 Purchase of software and intellectual property under license obligations $ 68,807 $ 193,149 $ 4,221 Unpaid purchase of property and equipment at end of year $ 10,061 $ 23,015 $ 8,837 Unpaid equity and debt financing costs $ 1,729 $ — $ — |
Investments
Investments | 12 Months Ended |
Jan. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments As of January 30, 2021, and February 1, 2020, the Company held no investments. Short-term, highly liquid investments of $114.6 million and $134.5 million as of January 30, 2021 and February 1, 2020, respectively, included in cash and cash equivalents on the accompanying consolidated balance sheets are not considered as investments because of the short-term maturity of such investments. The gross unrealized gains and losses were immaterial as the carrying values approximated fair value. Gross realized gains and gross realized losses on sales of available-for-sale securities are presented in the following table (in thousands): Year Ended January 30, February 1, February 2, Gross realized gains $ — $ 14 $ 371 Gross realized losses — (6) (3,437) Total net realized gains (losses) $ — $ 8 $ (3,066) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is an exit price representing the amount that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 — Observable inputs that reflect quoted prices for identical assets or liabilities in active markets. Level 2 — Other inputs that are directly or indirectly observable in the marketplace. Level 3 — Unobservable inputs that are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s Level 1 assets include institutional money-market funds that are classified as cash equivalents, which are valued primarily using quoted market prices. The Company’s Level 2 assets include its marketable investments in time deposits, as the market inputs used to value these instruments consist of market yield. In addition, the severance pay fund is classified as Level 2 assets as the valuation inputs are based on quoted prices and market observable data of similar instruments. The tables below set forth, by level, the Company’s assets and liabilities that are measured at fair value on a recurring basis. The tables do not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands): Fair Value Measurements at January 30, 2021 Level 1 Level 2 Level 3 Total Items measured at fair value on a recurring basis: Assets Cash equivalents: Time deposits $ — $ 114,645 $ — $ 114,645 Other non-current assets: Severance pay fund — 623 — 623 Total assets $ — $ 115,268 $ — $ 115,268 Fair Value Measurements at February 1, 2020 Level 1 Level 2 Level 3 Total Items measured at fair value on a recurring basis: Assets Cash equivalents: Money market funds $ 46,355 $ — $ — $ 46,355 Time deposits — 88,177 — 88,177 Other non-current assets: Severance pay fund — 693 — 693 Total assets $ 46,355 $ 88,870 $ — $ 135,225 There were no transfers of assets between levels in either fiscal 2021 or 2020. Fair Value of Debt The Company classified the Term Loan, the 2023 Notes and 2028 Notes under Level 2 of the fair value measurement hierarchy. The carrying value of the Term Loan approximates its fair value as the Term Loan is carried at a market observable interest rate that resets periodically. At January 30, 2021, the estimated aggregate fair value of the 2023 Notes and 2028 Notes was $1.1 billion and were classified as Level 2 as there are quoted prices from less active markets for the notes. |
Leases
Leases | 12 Months Ended |
Jan. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company's leases include facility leases and data center leases, which are all classified as operating leases. For data center leases, the Company elected the practical expedient to account for the lease and non-lease component as a single lease component. Lease expense and supplemental cash flow information are as follows (in thousands): Year Ended January 30, February 1, Operating lease expense $ 47,819 $ 49,679 Cash paid for amounts included in the measurement of operating lease liabilities $ 36,849 $ 33,161 Right-of-use assets obtained in exchange for lease obligation $ 26,605 $ 28,928 The effect of operating lease right-of-use asset amortization of $21.6 million and $20.4 million is included in changes in Other expense, net in the cash provided by operating activities section on the consolidated statements of cash flows for the fiscal year ended January 30, 2021 and February 1, 2020, respectively. The aggregate future lease payments for operating leases as of January 30, 2021 are as follows (in thousands): Fiscal Year Operating Leases Sublease Income 2022 $ 37,108 $ (3,253) 2023 33,015 (3,350) 2024 23,931 (3,451) 2025 15,782 (3,554) 2026 14,765 (3,661) Thereafter 27,437 (5,703) Total lease payments 152,038 (22,972) Less: imputed interest 15,160 Present value of lease liabilities $ 136,878 Average lease terms and discount rates were as follows: Year Ended January 30, February 1, Weighted-average remaining lease term (years) 5.11 5.52 Weighted-average discount rate 3.85% 3.85% |
Debt
Debt | 12 Months Ended |
Jan. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt In connection with the Inphi acquisition, the Company executed a debt agreement in December 2020 to obtain a $875 million 3-year term loan and a $875 million 5-year term loan. The Company also executed a debt agreement to obtain a $750 million revolving credit facility in December 2020. Below is further discussion of the terms of the various debt agreements. 2020 Term Loan Agreement In connection with the Inphi acquisition that is expected to close in 2021, on December 7, 2020, the Company entered into a term loan credit agreement with a lending syndicate led by JP Morgan Chase Bank, N.A (the “2020 Term Loan Agreement”) in order to finance the expected merger with Inphi. The 2020 Term Loan Agreement provides for borrowings of up to $1.75 billion consisting of: (i) $875 million loan with a three-year term from the funding date (the “3-Year Tranche Loan”) and (ii) $875 million loan with a five-year term from the funding date (the “5-Year Tranche Loan” and, together with the 3-Year Tranche Loan, the "2020 Term Loans"). The availability and funding of the 2020 Term Loans is subject to satisfaction of customary conditions including the closing of the Inphi Acquisition. The 3-Year Tranche Loan has a stated floating interest rate which equates to reserve-adjusted LIBOR + 125 bps. The 5-Year Tranche Loan has a stated floating interest rate which equates to reserve-adjusted LIBOR + 137.5 bps. The 2020 Term Loans do not require any scheduled principal payments prior to final maturity but do permit the Company to make early principal payments without premium or penalty. The 2020 Term Loan Agreement requires that the Company and its subsidiaries comply with covenants relating to customary matters, including with respect to creating or permitting certain liens, entering into sale and leaseback transactions, and consolidating, merging, liquidating or dissolving. It also prohibits subsidiaries of the Company from incurring additional indebtedness, subject to certain exceptions, and requires that the Company maintain a leverage ratio financial covenant as of the end of any fiscal quarter. As of January 30, 2021, the Company had not yet borrowed from the 2020 Term Loans. 2020 Revolving Credit Facility On December 7, 2020, the Company entered into a revolving line of credit agreement (“2020 Revolving Credit Facility”) with a lending syndicate led by JP Morgan Chase Bank, N.A for borrowings of up to $750 million. Borrowings from the 2020 Revolving Credit Facility are intended for general corporate use, which may include among other things, the financing of acquisitions, the refinancing of other indebtedness and the payment of transaction expenses related to the foregoing. The 2020 Revolving Credit Facility has a five-year term and a stated floating interest rate which equates to reserve-adjusted LIBOR plus an applicable margin. The Company may prepay any borrowings at any time without premium or penalty. As of January 30, 2021, the 2020 Revolving Credit Facility is undrawn and will be available for draw down through December 7, 2025. An unused commitment fee is payable quarterly based on unused balances at a rate that is based on the ratings of the Company's senior unsecured long-term indebtedness. This annual rate was 0.175% at January 30, 2021. The 2020 Revolving Credit Facility requires that the Company and its subsidiaries comply with covenants relating to customary matters, including with respect to creating or permitting certain liens, entering into sale and leaseback transactions, and consolidating, merging, liquidating or dissolving. It also prohibits subsidiaries of the Company from incurring additional indebtedness, subject to certain exceptions, and requires that the Company maintain a leverage ratio financial covenant as of the end of any fiscal quarter. In connection with the Cavium acquisition, the Company executed debt agreements in June 2018 to obtain a $900 million term loan, a $500 million revolving credit facility and $1.0 billion of senior unsecured notes. The $500 million revolving credit facility was replaced by the 2020 Revolving Credit Facility in December 2020. 2018 Term Loan and 2018 Revolving Credit Facility On June 13, 2018, the Company entered into a credit agreement (“2018 Credit Agreement”) with twelve lenders. The 2018 Credit Agreement provides for borrowings of: (i) up to $500 million in the form of a revolving line of credit (the “2018 Revolving Credit Facility”) and (ii) $900 million in the form of a term loan (the “2018 Term Loan”). The proceeds of the 2018 Term Loan were used to fund a portion of the cash consideration for the Cavium acquisition, repay Cavium’s debt, and pay transaction expenses in connection with the Cavium acquisition. On December 7, 2020, the 2018 Revolving Credit Facility under the 2018 Credit Agreement was terminated and replaced by the 2020 Revolving Credit Facility. The 2018 Term Loan has a three-year term which matures on July 6, 2021 and has a stated floating interest rate which equates to reserve-adjusted LIBOR plus a margin based on the Company's unsecured credit ratings. The effective interest rate for the 2018 Term Loan was 3.793% as of January 30, 2021. The 2018 Term Loan does not require any scheduled principal payments prior to final maturity but does permit the Company to make early principal payments without premium or penalty. During the year ended January 30, 2021 the Company repaid $250 million of the principal outstanding, and wrote off $0.7 million of associated unamortized debt issuance costs. The 2018 Credit Agreement requires that the Company and its subsidiaries comply, subject to certain exceptions, with covenants relating to customary matters such as creating or permitting certain liens, entering into sale and leaseback transactions, and consolidating, merging, liquidating or dissolving. It also prohibits subsidiaries of the Company from incurring additional indebtedness and requires the Company to comply with a leverage ratio financial covenant as of the end of any fiscal quarter. As of January 30, 2021, the Company was in compliance with all of its debt covenants applicable to its credit agreements. The Company currently carries debt, in the form of the 2018 Term Loan, that relies on LIBOR as the benchmark rate. LIBOR is expected to be phased out as a benchmark rate starting at the end of 2021. The 2018 Term Loan will mature before the initial phase out of LIBOR. To the extent LIBOR ceases to exist, the 2020 Term Loan and 2020 Revolving Credit Facility agreements contemplate an alternative benchmark rate without the need for any amendment thereto. Senior Unsecured Notes On June 22, 2018, the Company completed a public offering of (i)$500.0 million aggregate principal amount of the Company's 4.200% Senior Notes due 2023 (the “2023 Notes”) and (ii) $500.0 million aggregate principal amount of the Company's 4.875% Senior Notes due 2028 (the “2028 Notes” and, together with the 2023 Notes, the “Senior Notes”). The 2023 Notes mature on June 22, 2023 and the 2028 Notes mature on June 22, 2028. The stated and effective interest rates for the 2023 Notes are 4.200% and 4.423%, respectively. The stated and effective interest rates for the 2028 Notes are 4.875% and 5.012%, respectively. The Company may redeem the Senior Notes, in whole or in part, at any time prior to their maturity at the redemption prices set forth in Senior Notes. In addition, upon the occurrence of a change of control repurchase event (which involves the occurrence of both a change of control and a ratings event involving the Senior Notes being rated below investment grade), the Company will be required to make an offer to repurchase the Senior Notes at a price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest to, but excluding, the repurchase date. The indenture governing the Senior Notes also contains certain limited covenants restricting the Company’s ability to incur certain liens, enter into certain sale and leaseback transactions and merge or consolidate with any other entity or convey, transfer or lease all or substantially all of the Company’s properties or assets to another person, which, in each case, are subject to certain qualifications and exceptions. Summary of Borrowings and Outstanding Debt The following table summarizes the Company's outstanding debt at January 30, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 Face Value Outstanding: Term Loan $ 200,000 $ 450,000 2023 Notes 500,000 500,000 2028 Notes 500,000 500,000 Total borrowings 1,200,000 1,450,000 Less: Unamortized debt discount and issuance cost (7,189) (10,976) Net carrying amount of debt 1,192,811 1,439,024 Less: Current portion 199,641 — Non-current portion $ 993,170 $ 1,439,024 During fiscal 2021 and fiscal 2020, the Company recognized $56.8 million and $79.8 million of interest expense, respectively, in its consolidated statements of operations related to interest, amortization of debt issuance costs and accretion of discount associated with the outstanding Term Loan and Senior Notes. As of January 30, 2021, the aggregate future contractual maturities of the Company's outstanding debt, at face value, were as follows (in thousands): Fiscal Year Amount 2022 $ 200,000 2023 — 2024 500,000 2025 — 2026 — Thereafter 500,000 Total $ 1,200,000 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Warranty Obligations The Company’s products carry a standard one-year warranty with certain exceptions in which the warranty period can extend to more than one year based on contractual agreements. The Company’s warranty expense has not been significant in the periods presented. Technology License Commitments The Company purchases certain intellectual property under technology license obligations. Future payments under technology license obligations as of January 30, 2021, are presented in the following tables (in thousands): Fiscal Year Technology 2022 $ 83,919 2023 61,876 2024 49,147 2025 309 2026 309 Thereafter — Total future minimum payments 195,560 Less: amount representing interest (6,691) Present value of future minimum payments 188,869 Less: current portion (71,130) Non-current portion $ 117,739 Technology license obligations include the liabilities under agreements for technology licenses between the Company and various vendors. Purchase Commitments Under the Company’s manufacturing relationships with its foundry partners, cancellation of all outstanding purchase orders is allowed but requires payment of all costs and expenses incurred through the date of cancellation. As of January 30, 2021, these foundries had incurred approximately $329.5 million of manufacturing costs and expenses relating to the Company’s outstanding purchase orders. Contingencies and Legal Proceedings The Company currently is, and may from time to time become, a party to claims, lawsuits, governmental inquiries, inspections or investigations and other legal proceedings (collectively, “Legal Matters”) arising in the course of its business. Such Legal Matters, even if not meritorious, could result in the expenditure of significant financial and managerial resources. The Company is currently unable to predict the final outcome of its pending Legal Matters and therefore cannot determine the likelihood of loss or estimate a range of possible loss, except with respect to amounts where it has determined a loss is both probable and estimable and has made an accrual. The Company evaluates, at least on a quarterly basis, developments in its Legal Matters that could affect the amount of any accrual, as well as any developments that would result in a loss contingency to become both probable and reasonably estimable. The ultimate outcome of any Legal Matter involves judgments, estimates and inherent uncertainties. An unfavorable outcome in a Legal Matter, particularly in a patent dispute, could require the Company to pay damages or could prevent the Company from selling some of its products in certain jurisdictions. While the Company cannot predict with certainty the results of the Legal Matters in which it is currently involved, the Company does not expect that the ultimate costs to resolve these Legal Matters will individually or in the aggregate have a material adverse effect on its financial condition, however, there can be no assurance that the current or any future Legal Matters will be resolved in a manner that is not adverse to the Company’s business, financial condition, results of operations or cash flows. In the fourth quarter of fiscal 2021, the Company became involved in discussions with another party to resolve disputes that ultimately concluded with settlement by the Company in the amount of $36.0 million which was accrued at the time such offer of settlement was determined by management. Such amount is presented separately on the accompanying consolidated statement of operations for the fiscal year ended January 30, 2021. Indemnities, Commitments and Guarantees During its normal course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities may include indemnities for general commercial obligations, indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, and indemnities to directors and officers of the Company to the maximum extent permitted under the laws of Bermuda. In addition, the Company has contractual commitments to various customers, which could require the Company to incur costs to repair an epidemic defect with respect to its products outside of the normal warranty period if such defect were to occur. The duration of these indemnities, commitments and guarantees varies, and in certain cases, is indefinite. Some of these indemnities, commitments and guarantees do not provide for any limitation of the maximum potential future payments that the Company could be obligated to make. In general, the Company does not record any liability for these indemnities, commitments and guarantees in the accompanying consolidated balance sheets as the amounts cannot be reasonably estimated and are not considered probable. The Company does, however, accrue for losses for any known contingent liability, including those that may arise from indemnification provisions, when future payment is probable and estimable. Intellectual Property Indemnification In addition to the above indemnities, the Company has agreed to indemnify certain customers for claims made against the Company’s products where such claims allege infringement of third-party intellectual property rights, including, but not limited to, patents, registered trademarks, and/or copyrights. Under the aforementioned indemnification clauses, the Company may be obligated to defend the customer and pay for the damages awarded against the customer as well as the attorneys’ fees and costs under an infringement claim. The Company’s indemnification obligations generally do not expire after termination or expiration of the agreement containing the indemnification obligation. Generally, there are limits on and exceptions to the Company’s potential liability for indemnification. Historically the Company has not made significant payments under these indemnification obligations and the Company cannot estimate the amount of potential future payments, if any, that it might be required to make as a result of these agreements. The maximum potential amount of any future payments that the Company could be required to make under these indemnification obligations could be significant. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Jan. 30, 2021 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Preferred and Common Stock Under the terms of the Company’s Articles of Association, the Board of Directors may determine the rights, preferences, and terms of the Company’s authorized but unissued shares of preferred stock. As of January 30, 2021, the Company is authorized to issue 8.0 million shares of $0.002 par value preferred stock and 992.0 million shares of $0.002 par value common stock. As of January 30, 2021, and February 1, 2020, no shares of preferred stock were outstanding. In June 2019, the Company executed a funded research and development agreement with a business partner. In conjunction with the agreement, the Company issued a warrant to purchase 9.0 million of the Company's common shares, subject to certain vesting and exercise conditions. Restricted Stock Unit Withholdings For the years ended January 30, 2021 and February 1, 2020, the Company withheld approximately 3.1 million and 4.0 million shares, or $108.1 million and $98.3 million, of common stock, respectively, in settlement of employee tax withholding obligations due upon the vesting of restricted stock. Cash Dividends on Shares of Common Stock During fiscal 2021, the Company declared and paid cash dividends of $0.24 per common share, or $160.6 million, on the Company’s outstanding common stock. During fiscal 2020, the Company declared and paid cash dividends of $0.24 per common share, or $159.6 million, on the Company’s outstanding common stock. Any future dividends will be subject to the approval of the Company's Board of Directors. On March 5, 2021, the Company announced that its board of directors declared a cash dividend of $0.06 per share payable on April 28, 2021 to shareholders of record as of April 9, 2021. Stock Repurchase Program On November 17, 2016, the Company announced that its Board of Directors authorized a $1.0 billion share repurchase plan. The newly authorized stock repurchase program replaced in its entirety the prior $3.25 billion stock repurchase program. On October 16, 2018, the Company announced that its Board of Directors authorized a $700 million addition to the balance of its existing share repurchase plan. The Company intends to effect share repurchases in accordance with the conditions of Rule 10b-18 under the Exchange Act, but may also make repurchases in the open market outside of Rule 10b-18 or in privately negotiated transactions. The share repurchase program will be subject to market conditions and other factors, and does not obligate the Company to repurchase any dollar amount or number of its common shares and the repurchase program may be extended, modified, suspended or discontinued at any time. The Company repurchased 1.3 million of its common shares for $25.2 million , 14.5 million of its common shares for $364.3 million and 6.0 million of its common shares for $104.0 million in cash during fiscal 2021, 2020 and 2019, respectively. The repurchased shares were retired immediately after the repurchases were completed. The Company temporarily suspended the share repurchase program in late March 2020 to preserve cash during the COVID-19 pandemic and remains temporarily suspended in anticipation of the funding of the Company's acquisition of Inphi. As a result, the Company did not repurchase any shares subsequent to the first quarter of fiscal 2021. The Company records all repurchases, as well as investment purchases and sales, based on their trade date. As of January 30, 2021, a total of 308.1 million shares have been repurchased to date under the Company’s share repurchase program for a total $4.3 billion in cash and there was $564.5 million remaining available for future share repurchases. A summary of the stock repurchase activity under the stock repurchase program, reported based on the trade date, is summarized as follows (in thousands, except per-share amounts): Shares Weighted- Amount Cumulative balance at February 3, 2018 286,365 $ 13.19 $ 3,776,557 Repurchase of common stock under the stock repurchase program 6,041 $ 17.21 103,974 Cumulative balance at February 2, 2019 292,406 $ 13.27 3,880,531 Repurchase of common stock under the stock repurchase program 14,486 $ 25.15 364,272 Cumulative balance at February 1, 2020 306,892 $ 13.83 4,244,803 Repurchase of common stock under the stock repurchase program 1,251 $ 20.14 25,202 Cumulative balance at January 30, 2021 308,143 $ 13.86 $ 4,270,005 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Employee Stock Compensation Plans 1995 Stock Option Plan In April 1995, the Company adopted the 1995 Stock Option Plan (the “Option Plan”). The Option Plan, as amended from time to time, had 383.4 million common shares reserved for issuance thereunder as of January 30, 2021. Options granted under the Option Plan generally have a term of 10 years and generally must be issued at prices equal to the fair market value of the stock on the date of grant. The Company can also grant stock awards, which may be subject to vesting. Further, the Company can grant restricted stock unit (“RSU”) awards. RSU awards are denominated in shares of stock, but may be settled in cash or shares upon vesting, as determined by the Company at the time of grant. Awards under the Option Plan generally vest over 3 to 4 years. As of January 30, 2021, approximately 77.9 million shares remained available for future grants under the Option Plan. Equity awards granted under the Option Plan include time-based RSUs as well as RSUs that vest based on the achievement of performance-based criteria i.e. Company financial goals (“Financial Performance RSU”), or based on achievement of market-based goals i.e. relative total shareholder return (“TSR RSUs”), or stock price goals (“Value Creation Awards” or “VCA RSUs”). Prior to fiscal year 2020, the Company granted Financial Performance RSUs to each of its executive officers when they joined the Company, and as an annual refresh grant to all executive officers and other Vice Presidents in April of each fiscal year. The Financial Performance RSUs had a three-year service requirement. The number of shares to be earned could be 0% to 200% of target and was based on the achievement of certain financial operating metrics to be measured as of the end of the second fiscal year of the three-year vesting term. Shares granted under these Financial Performance RSUs are reported in the table presented below as “Performance-Based” based on 100% expected achievement. In addition, the Company grants TSR RSUs to its executive officers that newly join the Company, and as an annual refresh grant to all executive officers and other Vice Presidents, usually in April of each fiscal year. Prior to fiscal year 2020, TSR RSUs were measured based on stock performance as compared to that of companies on the Philadelphia Semiconductor Sector over a performance period defined in the award. The number of shares to be earned can be 0% to 150% of target and is based on the achievement of performance objectives relating to relative total shareholder return of the Company’s common shares. Beginning in fiscal year 2020, the S&P 500 Index serves as the benchmark index. The TSR RSUs have a three year service vesting requirement. The number of shares to be earned can be 0% to 200% of target and is based on the achievement of performance objectives relating to relative total shareholder return of the Company's common shares. These TSR RSUs are reported in the table presented below as “Market-Based” awards based on 100% expected achievement. In fiscal year 2020, the Company issued Value Creation Awards that are based on achievement of the Company's stock price target over a specified performance period, also referred to as VCA RSUs. The VCA RSU will be earned if the Company's average closing trading stock price over 100-calendar days equals or exceeds a certain target price. 100% of the award will vest on the 1-year anniversary of the achievement. The grant will be forfeited if the market-based condition is not achieved. These VCA RSUs are reported in the table presented below as “Market-Based” awards based on 100% expected achievement. As of January 30, 2021, the performance metrics have been achieved. The awards will vest on the 1-year anniversary of the achievement in November 2021. In December 2017, the Company’s Executive Compensation Committee approved a deferred stock program, whereby executives of the Company have the option, beginning in 2018, to defer the settlement of time-based and performance-based restricted stock units granted under the Option Plan to a future date. A deferral election is irrevocable after the annual submission deadline. The shares of common stock underlying the deferred grants will be distributed at the earliest of the employee’s specified future settlement date, not to be earlier than 2023, or upon separation from service, a change in control, or death or disability. As of January 30, 2021, no grants have been subject to a deferral election. Cavium Acquisition Following the Cavium acquisition and in accordance with the Cavium merger agreement, certain outstanding options to purchase shares of Cavium common stock and certain restricted stock units with respect to Cavium common stock, each granted under Cavium 2016 Equity Incentive Plan (“Cavium 2016 EIP”), Cavium 2007 Equity Incentive Plan (“Cavium 2007 EIP”) and QLogic 2005 Performance Incentive Plan, as assumed by Cavium effective August 16, 2016 (“QLogic 2005 Plan”), (and collectively, with the Cavium 2016 EIP and the Cavium 2007 EIP, the “Cavium Plans”), were assumed by the Company and converted into options to purchase common shares of the Company and restricted stock units with respect to common shares of the Company, respectively. The Company filed a registration statement on July 6, 2018 to register 15,824,555 common shares of the Company, issuable under the Cavium Plans, comprised of 2,535,940 common shares issuable pursuant to outstanding but unexercised options under the Cavium Plans and 13,288,615 common shares issuable pursuant to outstanding unvested restricted stock units under the Cavium Plans. Cavium 2016 EIP The Cavium 2016 EIP was adopted by Cavium on June 15, 2016 and was intended as the successor to and continuation of Cavium 2007 EIP. The Cavium 2016 EIP provided for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, performance cash awards and other stock awards, which may be granted to employees, directors and consultants. Awards under the Cavium 2016 EIP generally vest over four years and expire seven Cavium 2007 EIP Cavium adopted the Cavium 2007 EIP in May 2007 upon completion of its initial public offering. The Cavium 2007 EIP provided for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards, and other forms of equity compensation and performance cash awards, all of which may be granted to employees (including officers), directors, and consultants or affiliates. Awards granted under the Cavium 2007 EIP vest at the rate specified by the plan administrator, for stock options, typically with 1/8th of the shares vesting six months after the date of grant and 1/48th of the shares vesting monthly thereafter over the next three and one half years and for restricted stock unit awards typically with quarterly vesting over four years. Awards expire seven QLogic 2005 Plan The QLogic 2005 Plan was assumed and registered by Cavium upon its completion of acquisition of QLogic Corporation on August 16, 2016. The QLogic 2005 Plan provided for the issuance of restricted stock unit awards, incentive and non-qualified stock options, and other stock-based incentive awards. Restricted stock unit awards granted pursuant to the QLogic 2005 Plan to employees subject to a service condition generally vest over four years from the date of grant. Stock options granted pursuant to the QLogic 2005 Plan to employees have ten-year terms and generally vest over four years from the date of grant. Cavium Acquisition-related Equity Awards The awards under the Cavium Plans assumed by the Company in the Cavium acquisition were measured at the acquisition date based on the estimated fair value of $357.1 million. A portion of that fair value, $68.9 million, which represented the pre-acquisition service provided by employees to Cavium, was included in the total consideration transferred as part of the acquisition. As of the acquisition date, the remaining portion of the fair value of those awards was $288.2 million, representing post-acquisition share-based compensation expense that will be recognized as these employees provide service over the remaining vesting periods. Aquantia Plans Assumed In accordance with the Aquantia merger agreement, certain outstanding options to purchase shares of Aquantia common stock and certain restricted stock units with respect to Aquantia common stock, each granted under Aquantia 2017 Equity Incentive Plan (“Aquantia 2017 EIP”), Aquantia 2015 Equity Incentive Plan (“Aquantia 2015 EIP”) and Aquantia 2004 Equity Incentive Plan (“Aquantia 2004 EIP”), the “Aquantia Plans” were assumed by the Company and converted into options to purchase common shares of the Company and restricted stock units with respect to common shares of the Company, respectively. The Company filed a registration statement on September 19, 2019 to register 2,128,823 common shares of the Company, issuable under the Aquantia plans, comprised of 805,965 common shares issuable pursuant to outstanding but unexercised options under the Aquantia Plans and 1,322,858 common shares issuable pursuant to outstanding unvested restricted stock units under the Aquantia Plans. Aquantia Acquisition-related Equity Awards The awards under the Aquantia Plans assumed by the Company in the Aquantia acquisition were measured at the acquisition date based on the estimated fair value of $54.1 million. A portion of that fair value, $21.5 million, which represented the pre-acquisition service provided by employees to Aquantia, was included in the total consideration transferred as part of the acquisition. As of the acquisition date, the remaining portion of the fair value of those awards was $32.6 million, representing post-acquisition share-based compensation expense that will be recognized as these employees provide service over the remaining vesting periods. Outside Director Equity Compensation Policy In September 2016, the Company’s Board of Directors approved the termination of the 2007 Directors’ Stock Incentive Plan, (“2007 Director Plan”) that was initially adopted in October 2007, and it approved a new Outside Director Equity Compensation Policy that governs the grant of equity awards to non-employee directors under the Option Plan. At the annual general meeting of shareholders held in June 2015, the shareholders approved an amendment to the Option Plan to enable a full range of awards to be granted to non-employee directors. Under the newly amended Outside Director Compensation Policy, each outside director, upon appointment to fill a vacancy on the board or in connection with election at an annual meeting of shareholders, will be granted an RSU award under the Option Plan for a number of shares with an aggregate fair market value equal to $235,000 on the grant date. In no event shall an outside director be awarded an annual RSU award for more than 20,000 shares. The RSU award vests 100% on the earlier of the date of the next annual general meeting of shareholders or the one-year anniversary of the date of grant. Employee Stock Purchase Plan Under the 2000 Employee Stock Purchase Plan, as amended and restated on October 31, 2011 (the “ESPP”), participants purchase the Company’s stock using payroll deductions, which may not exceed 15% of their total cash compensation. Pursuant to the terms of the current ESPP, the “look-back” period for the stock purchase price is 24 months. Offering and purchase periods begin on December 8 and June 8 of each year. Participants enrolled in a 24-month offering period will continue in that offering period until the earlier of the end of the offering period or the reset of the offering period. A reset occurs if the fair market value of the Company’s common shares on any purchase date is less than it was on the first day of the offering period. Participants in a 24-month offering period will be granted the right to purchase common shares at a price per share that is 85% of the lesser of the fair market value of the shares at (i) the participant’s entry date into the two-year offering period or (ii) the end of each six-month purchase period within the offering period. Under the ESPP, a total of 5.0 million shares were issued in fiscal 2021 at a weighted-average price of $14.36 per share, a total of 5.2 million shares were issued in fiscal 2020 at a weighted-average price of $13.25 per share, and a total of 3.2 million shares were issued in fiscal 2019 at a weighted-average price of $15.08 per share. As of January 30, 2021, there was $55.9 million of unamortized compensation cost related to the ESPP. As of January 30, 2021, approximately 32.5 million shares remained available for future issuance under the ESPP. Summary of Share-Based Compensation Expense The following table summarizes share-based compensation expense (in thousands): Year Ended January 30, February 1, February 2, Cost of goods sold $ 16,320 $ 13,759 $ 12,024 Research and development 150,867 157,054 108,762 Selling, general and administrative 74,352 71,996 77,309 Total share-based compensation $ 241,539 $ 242,809 $ 198,095 Share-based compensation capitalized in inventory was $3.8 million at January 30, 2021, $4.1 million at February 1, 2020 and $2.8 million at February 2, 2019. Restricted Stock and Stock Unit Awards A summary of restricted stock unit activity, which includes time-based and performance-based or market-based restricted stock units, is as follows (in thousands, except per-share amounts): Time-Based Performance-Based Market-Based Total Number of Weighted- Number of Weighted- Number of Weighted- Number of Weighted- Balance at February 3, 2018 10,289 $ 13.84 672 $ 14.25 921 $ 13.14 11,882 $ 13.81 Assumed upon acquisition [4] 13,289 $ 21.02 — $ — — $ — 13,289 $ 21.02 Granted 7,453 $ 19.95 340 [1] $ 21.12 351 [1] $ 21.36 8,144 $ 20.06 Vested (8,827) $ 16.30 — $ — (30) $ 13.08 (8,857) $ 16.28 Canceled/Forfeited (3,159) $ 19.64 (64) $ 16.29 (64) $ 16.52 (3,287) $ 19.51 Balance at February 2, 2019 19,045 $ 19.15 948 $ 16.58 1,178 $ 15.40 21,171 $ 18.82 Assumed upon acquisition [4] 1,341 $ 25.61 — $ — — $ — 1,341 $ 25.61 Granted 9,340 $ 23.36 288 [2] $ 13.90 3,621 [3] $ 15.39 13,249 $ 20.98 Vested (10,781) $ 20.01 (576) $ 13.90 (713) $ 11.62 (12,070) $ 19.23 Canceled/Forfeited (3,661) $ 20.57 (149) $ 17.86 (173) $ 21.12 (3,983) $ 20.49 Balance at February 1, 2020 15,284 $ 21.34 511 $ 17.71 3,913 $ 15.83 19,708 $ 20.15 Granted 7,437 $ 26.18 143 [2] $ 14.13 989 [3] $ 33.35 8,569 $ 26.80 Vested (9,287) $ 21.28 (390) $ 14.11 (328) $ 14.60 (10,005) $ 20.79 Canceled/Forfeited (2,090) $ 22.89 (4) $ 21.32 (296) $ 18.86 (2,390) $ 22.39 Balance at January 30, 2021 11,344 $ 24.27 260 $ 21.06 4,278 $ 19.77 15,882 $ 23.00 [1] Amounts represent the target number of restricted stock units at grant date. For awards granted to our executive officers, up to 200% of the target restricted stock units may vest if the maximum level for performance goals is achieved. [2] Amount represents the number of restricted stock unit goal shares. [3] Amount represents the target number of restricted stock units at grant date and restricted stock unit goal shares, including 989 TSR RSU shares in fiscal 2021 and 824 TSR RSU shares and 2,797 VCA RSU shares in fiscal 2020. [4] See “Note 4 - Business Combinations” for additional information. The aggregate intrinsic value of restricted stock units expected to vest as of January 30, 2021 was $817.3 million. The number of restricted stock units that are expected to vest is 15.9 million shares. The Company’s closing stock price of $51.46 as reported on the Nasdaq Global Select Market as of January 30, 2021 was used to calculate the aggregate intrinsic value for the restricted stock units. As of January 30, 2021, unamortized compensation expense related to restricted stock units was $293.7 million. The unamortized compensation expense for restricted stock units will be amortized on a straight-line basis and is expected to be recognized over a weighted-average period of 1.62 years. Stock Option Awards Option Plan and Stock Award Activity Stock option activity under the Company’s stock option and stock incentive plans is included in the following table (in thousands, except for per share amounts): Number of Weighted- Balance at February 3, 2018 11,772 $ 12.36 Assumed upon acquisition* 3,026 $ 11.85 Granted — $ — Exercised (4,812) $ 10.93 Canceled/Forfeited (362) $ 13.64 Balance at February 2, 2019 9,624 $ 12.87 Assumed upon acquisition* 808 $ 9.20 Granted — $ — Exercised (6,178) $ 12.67 Canceled/Forfeited (37) $ 13.57 Balance at February 1, 2020 4,217 $ 12.44 Granted — $ — Exercised (1,301) $ 11.63 Canceled/Forfeited (21) $ 12.88 Balance at January 30, 2021 2,895 $ 12.81 Vested or expected to vest at January 30, 2021 2,895 * See “Note 4 - Business Combinations” for more information. For stock options vested and expected to vest at January 30, 2021, the aggregate intrinsic value was $111.9 million. For stock options exercisable at January 30, 2021, the aggregate intrinsic value was $111.0 million. The aggregate intrinsic value of stock options exercised during fiscal 2021, 2021 and 2020 was $25.1 million, $70.5 million and $40.6 million, respectively. The Company’s closing stock price of $51.46 as reported on the Nasdaq Global Select Market as of January 30, 2021 was used to calculate the aggregate intrinsic value for all in-the-money options. Outstanding options and exercisable options information by range of exercise prices as of January 30, 2021 was as follows: Outstanding Options Exercisable Options Range of Number of Weighted- Weighted- Number of Weighted- $ 3.89 $ 10.31 319 3.95 $ 9.06 319 $ 9.06 $ 10.76 $ 10.76 897 2.25 $ 10.76 897 $ 10.76 $ 10.89 $ 14.35 893 3.87 $ 13.55 874 $ 13.55 $ 14.45 $ 15.87 651 2.67 $ 15.64 651 $ 15.64 $ 15.91 $ 22.27 134 3.40 $ 16.67 129 $ 16.60 Total 2,894 3.08 $ 12.81 2,870 $ 12.79 As of January 30, 2021, the unamortized compensation expense for stock options was $0.2 million. The unamortized compensation expense for options will be amortized on a straight-line basis and is expected to be recognized over a weighted-average period of 0.43 years. Valuation of Employee Share-Based Awards The expected volatility for awards granted during fiscal 2021, 2020 and 2019 was based on historical stock price volatility. The expected dividend yield is calculated by dividing the current annualized dividend by the closing stock price on the date of grant of the option. There were no options granted in fiscal 2021, 2020 and 2019 except for the ones the Company assumed from the Cavium and Aquantia acquisitions as described above. The following weighted-average assumptions were used for each respective period to calculate the fair value of common shares to be issued under the ESPP on the date of grant using the Black-Scholes option pricing model: Year Ended January 30, February 1, February 2, Employee Stock Purchase Plan: Estimated fair value $ 15.12 $ 7.06 $ 4.91 Expected volatility 48 % 35 % 33 % Expected term (in years) 1.2 1.2 1.2 Risk-free interest rate 0.1 % 1.8 % 2.6 % Expected dividend yield 0.6 % 1.0 % 1.4 % The following weighted-average assumptions were used for each respective period to calculate the fair value of common shares to be issued under Total Shareholder Return performance awards on the date of grant using the Monte Carlo pricing model: Year Ended January 30, February 1, February 2, Total Shareholder Return Awards: Expected term (in years) 3.0 3.0 2.9 Expected volatility 40 % 32 % 35 % Average correlation coefficient of peer companies 0.7 0.5 0.5 Risk-free interest rate 0.2 % 2.4 % 2.5 % Expected dividend yield 0.9 % 1.0 % 1.1 % The correlation coefficients are calculated based upon the price data used to calculate the historical volatilities and is used to model the way in which each entity tends to move in relation to its peers. The following weighted-average assumptions were used for estimating the fair value of common shares to be issued under VCA RSUs on the date of grant using the Monte Carlo pricing model: Year Ended February 1, Value Creation Awards: Expected term (in years) 4.66 Expected volatility 35 % Risk-free interest rate 1.8 % Expected dividend yield 1.0 % Employee 401(k) Plans The Company sponsors a 401(k) savings and investment plan that allows eligible U.S. employees to participate by making pre-tax contributions to the 401(k) plan ranging from 1% to 75% of eligible earnings subject to a required annual limit. The Company currently matches 100% of the first 4% of the employee’s contribution and 50% of the next 2%, up to a $4,000 maximum contribution effective from January 1, 2018, and up to a $5,000 maximum contribution effective from January 1, 2021. The Company made matching contributions to employees of $11.1 million in fiscal 2021, $11.0 million in fiscal 2020 and $8.6 million in fiscal 2019. As of January 30, 2021, the 401(k) plan offers a variety of investment alternatives, representing different asset classes. Employees may not invest in the Company’s common shares through the 401(k) plan. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The U.S. and non-U.S. components of income (loss) from continuing operations before income taxes consist of the following (in thousands): Year Ended January 30, February 1, February 2, U.S. operations $ (18,201) $ (95,884) $ 666,508 Non-U.S. operations (303,967) 894,267 (671,155) $ (322,168) $ 798,383 $ (4,647) The provision (benefit) for income taxes consists of the following (in thousands): Year Ended January 30, February 1, February 2, Current income tax provision (benefit): Federal $ 3,210 $ 5,223 $ 46,519 State 3,439 (1,937) 5,959 Foreign (12,028) (4,137) 3,322 Total current income tax provision (benefit) (5,379) (851) 55,800 Deferred income tax provision (benefit): Federal (14,401) (125,892) 134,336 State 870 (9,382) (6,567) Foreign (25,960) (649,884) (9,122) Total deferred income tax provision (benefit) (39,491) (785,158) 118,647 Total provision (benefit) for income taxes $ (44,870) $ (786,009) $ 174,447 The Company consists of a Bermuda parent holding company with various foreign and U.S. subsidiaries. The applicable statutory rate in Bermuda is zero for the Company for fiscal 2021, 2020, and 2019. For purposes of the reconciliation between the provision (benefit) for income taxes at the statutory rate and the effective tax rate, a U.S. statutory tax rate of 21% for fiscal years 2021, 2020 and 2019 is applied as follows: Year Ended January 30, February 1, February 2, Provision at U.S. statutory rate $ (67,655) $ 167,660 $ (976) State taxes, net of federal benefit 327 (9,878) (9,652) Difference in U.S. and non-U.S. tax rates 38,118 (181,625) 46,988 Foreign income inclusion in U.S. 861 13,736 167,093 Non-deductible compensation 4,108 6,196 13,215 Intellectual property transaction — (762,933) 93,777 Federal research and development credits (49,315) (42,604) (29,503) Uncertain tax positions (19,957) (3,913) 4,238 Change in valuation allowance 49,315 26,971 (110,921) Other (672) 381 188 Income tax provision (benefit) $ (44,870) $ (786,009) $ 174,447 The income tax benefit for fiscal 2021 is primarily attributable to the pretax losses of the Company’s subsidiaries with income tax rates that differ from the U.S. statutory tax rate, combined with a net reduction of unrecognized tax benefits inclusive of interest and penalties, offset by tax expense attributable to non-deductible compensation. The income tax benefit for fiscal 2020 was primarily the result of the recognition of a $763.0 million tax benefit for the intra-entity transfer of the majority of the Company’s intellectual property to a subsidiary in Singapore. This resulted in the recognition of a deferred tax asset and tax benefit of $659.0 million related to the Singapore tax basis in the intellectual property. In addition, the Company recognized $104.0 million of income tax benefit from the reversal of deferred tax liabilities primarily related to previously acquired intangible assets. The income tax expense for fiscal 2019 was primarily the result of restructurings involving the transfer of certain assets and intellectual property used in the business among various subsidiaries and represented the estimated U.S. tax to be paid currently and in future years on income generated from the intellectual property transfer. The prior period transactions aligned the global economic ownership of the Company's intellectual property rights with its current and future business operations. The Company continues to evaluate potential changes to its legal entity structure in response to guidelines and requirements in various international tax jurisdictions, as well as in response to changes in our operations, and acquisitions and divestitures. Deferred tax assets consist of the following (in thousands): January 30, February 1, Deferred tax assets: Net operating losses $ 78,253 $ 105,925 Federal and California income tax credits 713,799 631,805 Intangible assets 629,290 632,537 Reserves and accruals 69,654 22,719 Share-based compensation 4,798 4,117 Lease liabilities 28,176 32,120 Gross deferred tax assets 1,523,970 1,429,223 Valuation allowance (749,468) (676,780) Total deferred tax assets 774,502 752,443 Deferred tax liabilities: Intangible assets (50,557) (69,771) Fixed assets (27,549) (27,540) Unremitted earnings of non-U.S. subsidiaries (20,173) (21,284) Right of use assets (26,158) (25,290) Total deferred tax liabilities (124,437) (143,885) Net deferred tax assets (liabilities) $ 650,065 $ 608,558 The deferred tax assets and liabilities based on tax jurisdictions are presented on our consolidated balance sheet as follows: January 30, February 1, Non-current deferred tax assets $ 672,424 $ 639,791 Non-current deferred tax liabilities (22,359) (31,233) Net deferred tax assets (liabilities) $ 650,065 $ 608,558 In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred assets will be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible or creditable. The Company weighs all positive and negative evidence including our earnings history, results of recent operations, reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies. As of January 30, 2021, the Company recorded a valuation allowance of $749.5 million which is an increase of $72.7 million from fiscal 2020. The Company provided a full valuation allowance against its federal and state research and development and other tax credits. Based on the available objectively verifiable positive and negative evidence, the Company determined that it is more likely than not that these tax credits and a limited amount of net operating losses will not be realized in the future. The Company also provided a valuation allowance against the deferred tax assets of a portion of its operations in Israel, which has cumulative losses in recent years and is not projecting sufficient future taxable income to realize the benefit of its deferred tax assets, as well as a valuation allowance against Canadian research and development credits. It is also possible that significant negative evidence may become available that causes the Company to conclude that a valuation allowance is needed on certain of its other deferred tax assets, which would adversely affect the Company's income tax provision in the period of such change in judgment. As of January 30, 2021, the Company had net operating loss carryforwards available to offset future taxable income of approximately $832.6 million, $517.3 million and $815.1 million for U.S. federal, state of California and foreign purposes, respectively. The federal carryforwards will begin to expire in fiscal year 2022, and the California carryforwards will begin to expire in fiscal year 2028, if not utilized before these years. The majority of the Company’s foreign losses carry forward indefinitely. The Company also had federal research and other tax credit carryforwards of approximately $360.3 million which will begin to expire in fiscal 2022. As of January 30, 2021, the Company also had California research tax credit carryforwards of approximately $478.6 million, which can be carried forward indefinitely. The Company also has research and other tax credit carryforwards of approximately $28.8 million in other U.S. states which will begin to expire in fiscal 2022 due to the statutes of limitation. Utilization of the Company's U.S. federal and state net operating loss and credit carryforwards may be subject to annual limitations due to ownership change provisions by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. Future changes in the Company's stock ownership, some of which are outside of the Company's control, could result in an ownership change under Section 382 and result in a limitation on US tax attributes. As of January 30, 2021, the Company had approximately $801.1 million and $120.4 million of federal net operating loss and tax credit carryforwards, respectively, in the U.S. subject to an annual limitation. The Company does not expect these limitations to result in any permanent loss of its tax benefits. The following table reflects changes in the unrecognized tax benefits (in thousands): Year Ended January 30, February 1, February 2, Unrecognized tax benefits as of the beginning of the period $ 166,828 $ 158,323 $ 23,252 Increases related to acquired tax positions — 9,215 131,631 Increases related to prior year tax positions 77,878 1,789 1,836 Decreases related to prior year tax positions (1,106) (6,747) (6,259) Increases related to current year tax positions 5,603 7,614 11,154 Settlements (476) (443) — Lapse in the statute of limitations (8,193) (4,044) (3,198) Foreign exchange (gain) loss 1,616 1,121 (93) Gross amounts of unrecognized tax benefits as of the end of the period $ 242,150 $ 166,828 $ 158,323 Included in the balances as of January 30, 2021 is $171.5 million of unrecognized tax benefit that would affect the effective income tax rate if recognized. Also, in the year ended January 30, 2021, the Company increased its uncertain prior year tax positions by $77.9 million which included $75.1 million related to items that had been previously accrued as deferred tax liabilities and are now reflected as reductions to deferred tax assets at January 30, 2021, as a result of a current year change in the Company's assessment of its future income tax filing positions for these items. Finally, $221.7 million, $146.6 million and $135.6 million of the gross unrecognized tax benefits presented in the table above are offset against deferred tax assets in the consolidated balance sheets as of January 30, 2021, February 1, 2020 and February 2, 2019, respectively. The amounts in the table above do not include the related interest and penalties. The amount of interest and penalties accrued was approximately $4.0 million, $12.4 million, and $15.1 million as of January 30, 2021, February 1, 2020, and February 2, 2019, respectively. The Company’s policy is to recognize these interest and penalties as a component of income tax expense. The consolidated statements of operations for fiscal 2021, 2020, and 2019 included $1.0 million, $1.4 million, and $2.7 million, respectively, of interest and penalties related to the unrecognized tax benefits. The Company's major tax jurisdictions are the United States, the states of California and Massachusetts, China, India, Israel, and Singapore. The Company is subject to income tax audits by the respective tax authorities in all of the jurisdictions in which it operates. The examination of tax liabilities in each of these jurisdictions requires the interpretation and application of complex and sometimes uncertain tax laws and regulations. As of January 30, 2021, the Company is subject to examination in material jurisdictions including China, India, Israel, Singapore, Germany, and the United States for fiscal years 2001 through 2021. The Company will continue to review its tax positions and provide for or reverse unrecognized tax benefits as issues arise. During the next 12 months, it is reasonably possible that the amount of unrecognized tax benefits could increase or decrease significantly due to changes in tax law in various jurisdictions, new tax audits and changes in the U.S. dollar as compared to foreign currencies within the next 12 months. Excluding these factors, uncertain tax positions may decrease by $5.4 million from the lapse of the statutes of limitation in various jurisdictions during the next 12 months. The Singapore Economic Development Board (“EDB”) initially granted a 10-year Pioneer Status in July 1999 to the Company’s Singapore subsidiary. In October 2004, the Company’s subsidiary in Singapore was granted a second incentive known as the Development and Expansion Incentive (“DEI”), and in June 2006, the EDB agreed to extend the Pioneer status for 15 years to June 2014. The Company renegotiated with the Singapore government and in fiscal 2015, they extended the DEI tax incentives to the Company until June 2019. The Company renegotiated again with the Singapore government and during the second quarter of fiscal 2020, they extended the DEI tax incentives until June 2024. In the future, the Company may negotiate a further extension of these incentives. In order to retain these tax benefits in Singapore, the Company must meet certain operating conditions relating to, among other things, certain headcount and investment requirements, as well as maintenance of a regional headquarters function, and certain research and development activities in Singapore. There was no such benefit in fiscal 2021, 2020, and 2019. Under the Israeli Encouragement law of “approved or benefited enterprise,” Marvell Israel (M.I.S.L) Ltd., is entitled to approved and benefited tax programs that include reduced tax rates and exemption of certain income with respect to its Galileo switches activity, subject to various operating and other conditions. Income from the approved or benefited enterprises, with the exception of capital gains, is eligible up to fiscal 2027. In fiscal 2021, tax savings associated with these tax holidays were approximately $2.1 million, which if paid would impact the Company’s earnings per share by less than $0.01 per share in fiscal 2021. There was no such benefit recognized in fiscal 2020 or fiscal 2019. The Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted into US federal law on March 27, 2020. The CARES Act provided numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company evaluated the provisions of the CARES Act and concluded that there was no material impact on its financial statements. The tax effects of other related foreign government assistance enacted into law this period are also not material to the Company this period. The Company’s principal source of liquidity as of January 30, 2021 consisted of approximately $748.5 million of cash and cash equivalents, of which approximately $618.1 million was held by subsidiaries outside of Bermuda. The Company has not recognized a deferred tax liability on $264.2 million of these assets as those amounts are deemed to be indefinitely reinvested. The Company plans to use such amounts to fund various activities outside of Bermuda, including working capital requirements, capital expenditures for expansion, funding of future acquisitions or other financing activities. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Jan. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share The Company reports both basic net income (loss) per share, which is based on the weighted-average number of common shares outstanding during the period, and diluted net income (loss) per share, which is based on the weighted-average number of common shares outstanding and potentially dilutive shares outstanding during the period. The computations of basic and diluted net income (loss) per share are presented in the following table (in thousands, except per share amounts): Year Ended January 30, February 1, February 2, Numerator: Net income (loss) $ (277,298) $ 1,584,391 $ (179,094) Denominator: Weighted-average shares — basic 668,772 664,709 591,232 Effect of dilutive securities: Share-based awards — 11,385 — Weighted-average shares — diluted 668,772 676,094 591,232 Net income (loss) per share: Basic $ (0.41) $ 2.38 $ (0.30) Diluted $ (0.41) $ 2.34 $ (0.30) Potential dilutive securities include dilutive common shares from share-based awards attributable to the assumed exercise of stock options, restricted stock units and employee stock purchase plan shares using the treasury stock method. Under the treasury stock method, potential common shares outstanding are not included in the computation of diluted net income per share, if their effect is anti-dilutive. Anti-dilutive potential shares are presented in the following table (in thousands): Year Ended January 30, February 1, February 2, Weighted-average shares outstanding: Share-based awards 11,268 1,124 20,435 Anti-dilutive potential shares from share-based awards are excluded from the calculation of diluted earnings per share for all periods reported above because either their exercise price exceeded the average market price during the period or the share-based awards were determined to be anti-dilutive based on applying the treasury stock method. Anti-dilutive potential shares from share-based awards are also excluded from the calculation of diluted earnings per share for the years ended January 30, 2021 and February 2, 2019 due to the net losses reported in those periods. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Jan. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information The Company operates in one reportable segment — the design, development and sale of integrated circuits. The chief executive officer was identified as the chief operating decision maker (“CODM”) and is ultimately responsible for and actively involved in the allocation of resources and the assessment of the Company’s performance. The fact that the Company operates in only one reportable segment is based on the following: • The Company uses a highly-integrated approach in developing its products in that discrete technologies developed by the Company are frequently integrated across many of its products. Substantially all of the Company’s integrated circuits are manufactured under similar manufacturing processes. • The Company’s organizational structure is based along functional lines. Each of the functional department heads reports directly to the CODM. Shared resources in the Company also report directly to the CODM or to a direct report of the CODM. • The assessments of performance across the Company, including assessment of the Company’s incentive compensation plan, are based largely on operational performance and consolidated financial performance. • The decisions on allocation of resources and other operational decisions are made by the CODM based on his direct involvement with the Company’s operations and product development. The following table presents long-lived asset information based on the physical location of the assets by geographic region (in thousands): January 30, February 1, Property and equipment, net: United States $ 245,471 $ 265,685 Singapore 29,603 37,717 India 18,832 20,815 Israel 14,152 15,808 China 12,810 11,979 Others 5,257 5,088 $ 326,125 $ 357,092 |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jan. 30, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (in thousands) Balance at Additions Deductions Balance at Fiscal year ended January 30, 2021 Allowance for doubtful accounts (1) $ 2,126 $ 1,442 $ (1,497) $ 2,071 Deferred tax asset valuation allowance $ 676,780 $ 72,688 $ — $ 749,468 Fiscal year ended February 1, 2020 Allowance for doubtful accounts (1) $ 2,637 $ 3,448 $ (3,959) $ 2,126 Deferred tax asset valuation allowance $ 597,829 $ 78,951 $ — $ 676,780 Fiscal year ended February 2, 2019 Allowance for doubtful accounts (1) $ 984 $ 1,653 $ — $ 2,637 Deferred tax asset valuation allowance $ 618,353 $ — $ (20,524) $ 597,829 (1) Beginning in fiscal 2019 upon the adoption of the new revenue recognition standard, the sales return reserve is included as a component of contract liabilities within accrued liabilities in the accompanying consolidated balance sheet. The additions and deductions to contract liabilities during fiscal 2021 is disclosed in “Note 3 - Revenue” in the accompanying notes to the consolidated financial statements. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe Company’s fiscal year is the 52- or 53-week period ending on the Saturday closest to January 31. Accordingly, every fifth or sixth fiscal year will have a 53-week period. The additional week in a 53-week year is added to the fourth quarter, making such quarter consist of 14 weeks. Fiscal 2021, fiscal 2020 and fiscal 2019 each had a 52-week period. Certain prior period amounts have been reclassified to conform to current year presentation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an ongoing basis, the Company evaluates its estimates, including those related to performance-based compensation, revenue recognition, provisions for sales returns and allowances, inventory excess and obsolescence, investment fair values, goodwill and other intangible assets, restructuring, income taxes, litigation and other contingencies. Actual results could differ from these estimates, and such differences could affect the results of operations reported in future periods. In the current macroeconomic environment affected by COVID-19, these estimates require increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, these estimates may change materially in future periods. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. The functional currency of the Company and its subsidiaries is the U.S. dollar. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. Cash and cash equivalents consist of cash on deposit with banks and time deposits. |
Concentration of Credit Risk and Significant Customers | Concentration of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to a significant concentration of credit risk consist principally of cash equivalents and accounts receivable. Cash and cash equivalents are maintained with high-quality financial institutions, the composition and maturities of which are regularly monitored by management. The Company believes that the concentration of credit risk in its trade receivables is substantially mitigated by the Company’s credit evaluation process, relatively short collection terms and the high level of credit worthiness of its customers. The Company performs ongoing credit evaluations of its customers’ financial conditions and limits the amount of credit extended when deemed necessary based upon payment history and the customer’s current credit worthiness, but generally requires no collateral. The Company regularly reviews the allowance for bad debt and doubtful accounts by considering factors such as historical experience, credit quality, reasonable and supportable forecasts, age of the accounts receivable balances and current economic conditions that may affect a customer’s ability to pay. The Company’s accounts receivable was concentrated with four customers at January 30, 2021, who comprise a total of 53% of gross accounts receivable, compared with four customers at February 1, 2020, who represented 38% of gross accounts receivable, respectively. This presentation is at the customer consolidated level. Historically, a relatively small number of customers have accounted for a significant portion of our net revenue. During fiscal 2021, there was no net revenue attributable to one customer, other than one distributor, whose revenue was 10% or greater of total net revenues. Net revenue attributable to significant customers whose revenues as a percentage of net revenue was 10% or greater of total net revenues is presented in the following table: Year Ended January 30, 2021 February 1, 2020 February 2, 2019 Customer: Western Digital * * 12 % Toshiba ** * * 11 % Seagate * * 10 % Distributor: Wintech 13 % 12 % * * Less than 10% of net The Company continuously monitors the creditworthiness of its distributors and believes these distributors’ sales to diverse end customers and to diverse geographies further serve to mitigate the Company’s exposure to credit risk. |
Inventories | Inventories Inventory is stated at the lower of cost or net realizable value, cost being determined under the first-in, first-out method. The total carrying value of the Company’s inventory is reduced for any difference between cost and estimated net realizable value of inventory that is determined to be excess, obsolete or unsellable inventory based upon assumptions about future demand and market conditions. If actual future demand for the Company’s products is less than currently forecasted, the Company may be required to write inventory down below the current carrying value. Once the carrying value of inventory is reduced, it is maintained until the product to which it relates is sold or otherwise disposed. Inventoriable shipping and handling costs are classified as a component of cost of goods sold in the consolidated statements of operations. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net, are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which ranges from 2 to 7 years for machinery and equipment, and 3 to 4 years for computer software, and furniture and fixtures. Buildings are depreciated over an estimated useful life of 30 years and building improvements are depreciated over estimated useful lives of 15 years. Leasehold improvements are depreciated over the shorter of the remaining lease term or the estimated useful life of the asset. |
Goodwill | Goodwill Goodwill is recorded when the consideration paid for a business acquisition exceeds the fair value of net tangible and intangible assets acquired. Goodwill is measured and tested for impairment annually on the last business day of the fiscal fourth quarter and whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount or the Company may determine to proceed directly to the quantitative impairment test. If the Company assesses qualitative factors and concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company determines not to use the qualitative assessment, then a quantitative impairment test is performed. The quantitative impairment test requires comparing the fair value of the reporting unit to its carrying value, including goodwill. The Company has identified that its business operates as a single operating segment with two components (Networking and Storage), which it has concluded can be aggregated into a single reporting unit for purposes of testing goodwill impairment. An impairment exists if the fair value of the reporting unit is lower than its carrying value. If the fair value of the reporting unit is lower than its carrying value, the Company would record an impairment loss in the fiscal quarter in which the determination is made. |
Long-Lived Assets and Intangible Assets | Long-Lived Assets and Intangible Assets The Company assesses the impairment of long-lived assets and intangible assets whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. The Company estimates the future cash flows, undiscounted and without interest charges, expected to be generated by the assets from its use or eventual disposition. If the sum of the expected undiscounted future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Please see “Note 5 - Goodwill and Acquired Intangible Assets, Net” for further details regarding impairment of acquisition-related identified intangible assets. Acquisition-related identified intangible assets are amortized on a straight-line basis over their estimated economic lives, except for certain customer contracts and related relationships, which are amortized using an accelerated method of amortization over the expected customer lives. In-process research and development (“IPR&D”) is not amortized until the completion of the related development. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating lease right-of-use (“ROU”) assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Operating lease ROU assets also include any initial direct costs and prepayments less lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. As the Company's leases do not provide an implicit rate, the Company uses its collateralized incremental borrowing rate based on the information available at the lease commencement date, including lease term, in determining the present value of lease payments. Lease expense for these leases is recognized on a straight line basis over the lease term. |
Foreign Currency Transactions | Foreign Currency Transactions The functional currency of all of the Company’s non-United States (“U.S.”) operations is the U.S. dollar. Monetary accounts maintained in currencies other than the U.S. dollar are re-measured using the foreign exchange rate at the balance sheet date. Operational accounts and nonmonetary balance sheet accounts are measured and recorded at the exchange rate in effect at the date of the transaction. The effects of foreign currency re-measurement are reported in current operations. |
Revenue Recognition | Revenue Recognition Product revenue is recognized at a point in time when control of the asset is transferred to the customer. Substantially all of the Company's revenue is derived from product sales. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a product to a customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For product revenue, the performance obligation is deemed to be the delivery of the product and therefore, the revenue is generally recognized upon shipment to customers, net of accruals for estimated sales returns and rebates. These estimates are based on historical returns analysis and other known factors. The Company accounts for rebates by recording reductions to revenue for rebates in the same period that the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. Product revenue on sales made to distributors with price protection, price discounts and stock rotation rights is recognized upon shipment to distributors, with an accrual for the variable consideration aspect of sales to distributors, estimated based on historical experience, including estimates for price discounts, price protection, rebates, and stock rotation programs. A portion of the Company's net revenue is derived from sales through third-party logistics providers who maintain warehouses in close proximity to our customer’s facilities. Revenue from sales through these third-party logistics providers is not recognized until the product is pulled from stock by the customer. The Company’s products are generally subject to warranty, which provides for the estimated future costs of replacement upon shipment of the product. The Company’s products carry a standard one-year warranty, with certain exceptions in which the warranty period can extend to more than one year based on contractual agreements. The warranty accrual is estimated primarily based on historical claims compared to historical revenues and assumes that the Company will have to replace products subject to a claim. From time to time, the Company becomes aware of specific warranty situations, and it records specific accruals to cover these exposures. Warranty expenses were not material for the periods presented. |
Business Combinations | Business Combinations The Company allocates the fair value of the purchase consideration of its acquisitions to the tangible assets, liabilities, and intangible assets acquired, including IPR&D, based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When an IPR&D project is completed, the IPR&D is reclassified as an amortizable purchased intangible asset and amortized over the asset’s estimated useful life. Acquisition-related expenses and related restructuring costs are recognized separately from the business combination and are expensed as incurred. |
Advertising Expense | Advertising ExpenseAdvertising costs are expensed as incurred. |
Share-Based Compensation | Share-Based Compensation Share-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite service vesting period. The Company amortizes share-based compensation expense for time-based awards under the straight-line attribution method over the vesting period. Share-based compensation expense for performance-based awards is recognized when it becomes probable that the performance conditions will be met. The Company amortizes share-based compensation expense for performance-based awards using the accelerated method. The fair value of each restricted stock unit is estimated based on the market price of the Company’s common shares on the date of grant less the expected dividend yield. The Company estimates the fair value of stock purchase awards on the date of grant using the Black Scholes option-pricing model. The fair value of performance-based awards based on total shareholder return (“TSR”) and value creation (“VCA”) awards are estimated on the date of grant using a Monte Carlo simulation model. Forfeitures are recorded when they occur. Previously recognized expense is reversed for the portion of awards forfeited prior to vesting as and when forfeitures occur. |
Comprehensive Income (Loss) | Comprehensive Income (Loss)Comprehensive income (loss), net of tax is comprised of net income and net change in unrealized gains and losses, on available-for-sale securities and cash flow hedges. |
Accounting for Income Taxes | Accounting for Income Taxes The Company estimates its income taxes in the jurisdictions in which it operates. This process involves estimating the Company's actual tax exposure together with assessing temporary differences resulting from the differing treatment of certain items for tax return and financial statement purposes. These differences result in deferred tax assets and liabilities, which are included in the Company's consolidated balance sheets. The Company recognizes income taxes using an asset and liability approach. This approach requires the recognition of taxes payable or refundable for the current year, and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in the Company's consolidated financial statements or tax returns. The measurement of current and deferred taxes is based on provisions of the enacted tax law and the effects of future changes in tax laws or rates are not anticipated. Evaluating the need for an amount of a valuation allowance for deferred tax assets requires judgment and analysis of all the positive and negative evidence available, including cumulative losses in recent years and projected future taxable income, to determine whether all or some portion of the deferred tax assets will not be realized. Using available evidence and judgment, the Company establishes a valuation allowance for deferred tax assets, when it determines that it is more likely than not that they will not be realized. Valuation allowances have been provided primarily against the U.S. research and development credits. Valuation allowances have also been provided against certain acquired net operating losses and the deferred tax assets of foreign subsidiaries. A change in the assessment of the realizability of deferred tax assets may materially impact the Company's tax provision in the period in which a change occurs. Taxes due on future Global Intangible Low-Taxed Income (GILTI) inclusions in U.S. are recognized as a current period expense when incurred. As a multinational corporation, the Company conducts its business in many countries and is subject to taxation in many jurisdictions. The taxation of the business is subject to the application of various and sometimes conflicting tax laws and regulations as well as multinational tax conventions. The Company's effective tax rate is highly dependent upon the geographic distribution of the Company's worldwide earnings or losses, the tax laws and regulations in various localities, the availability of tax incentives, tax credits and loss carryforwards, and the effectiveness of the Company's tax planning strategies, including the Company's estimates of the fair value of its intellectual property. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws themselves are subject to change as a result of changes in fiscal policy, changes in legislation, and the evolution of regulations and court rulings. Consequently, taxing authorities may impose tax assessments or judgments against us that could materially affect the Company's tax liability and/or effective income tax rate. The Company is subject to income tax audits by tax authorities in the jurisdictions in which it operates. The Company recognizes the effect of income tax positions only if these positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is more than 50% likely to be realized. Changes in judgment regarding the recognition or measurement of uncertain tax positions are reflected in the period in which the change occurs. The Company records interest and penalties related to unrecognized tax benefits in income tax expense. The calculation of the Company's tax liabilities involves the inherent uncertainty associated with complex tax laws. The Company believes it has adequately provided for in its financial statements additional taxes that it estimates may be required to be paid as a result of such examinations. While the Company believes that it has adequately provided for all tax positions, amounts asserted by tax authorities could be greater or less than its accrued position. Unpaid tax liabilities, including the interest and penalties, are released pursuant to a final settlement with tax authorities, completion of audit or expiration of various statutes of limitation. The material jurisdictions in which the Company may be subject to potential examination by tax authorities throughout the world include China, India, Israel, Singapore, Germany, and the United States. The recognition and measurement of current taxes payable or refundable, and deferred tax assets and liabilities require that the Company make certain estimates and judgments. Changes to these estimates or judgments may have a material effect on the Company's tax provision in a future period. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncements Recently Adopted In June 2016, the FASB issued a new standard requiring financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The standard eliminates the threshold for initial recognition in current GAAP and reflects an entity’s current estimate of all expected credit losses. The measurement of expected credit losses is based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. In August 2018, the FASB issued an accounting standards update to align the requirements for capitalizing implementation costs incurred in a software hosting arrangement that is a service contract and costs to develop or obtain internal-use software. The new standard was adopted by the Company on February 2, 2020 on a prospective basis and did not have a material effect on the Company's consolidated financial statements. In August 2018, the FASB issued an accounting standards update that modifies the disclosure requirements on fair value measurements. The new guidance adds, modifies and removes certain fair value measurement disclosure requirements. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. In November 2018, the FASB issued an accounting standards update that clarifies when transactions between participants in a collaborative arrangement are within the scope of the new revenue recognition standard that the Company adopted at the beginning of fiscal 2019. The new standard was adopted by the Company on February 2, 2020 and did not have a material effect on the Company's consolidated financial statements. Accounting Pronouncements Not Yet Effective In December 2019, the FASB issued an accounting standards update that simplifies the accounting for income taxes by eliminating certain exceptions related to the approach for intraperiod tax allocation and modified the methodology for calculating income taxes in an interim period. It also clarifies and simplifies other aspects of the accounting for income taxes. The guidance is effective for the Company beginning in the first quarter of fiscal year 2022, with early adoption permitted. The new standard was adopted by the Company on January 31, 2021 on a prospective basis and is not expected to have a material effect on the Company's consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Net Revenue Attributable to Significant Customers | Net revenue attributable to significant customers whose revenues as a percentage of net revenue was 10% or greater of total net revenues is presented in the following table: Year Ended January 30, 2021 February 1, 2020 February 2, 2019 Customer: Western Digital * * 12 % Toshiba ** * * 11 % Seagate * * 10 % Distributor: Wintech 13 % 12 % * * Less than 10% of net |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes net revenue disaggregated by product group (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue by product group: Networking (1) $ 1,683,294 57 % $ 1,377,635 51 % $ 1,313,439 46 % Storage (2) 1,151,874 39 % 1,137,766 42 % 1,376,697 48 % Other (3) 133,732 4 % 183,760 7 % 175,655 6 % $ 2,968,900 $ 2,699,161 $ 2,865,791 (1) Networking products are comprised primarily of Ethernet Solutions, Embedded Processors and Custom ASICs. (2) Storage products are comprised primarily of Storage Controllers and Fibre Channel Adapters. (3) Other products are comprised primarily of Printer Solutions. The following table summarizes net revenue disaggregated by primary geographical market based on destination of shipment (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue based on destination of shipment: China $ 1,268,820 43 % $ 1,071,028 40 % $ 1,189,928 42 % United States 321,448 11 % 258,827 10 % 251,905 9 % Malaysia 254,053 9 % 226,358 8 % 372,817 13 % Thailand 251,408 8 % 230,218 9 % 165,923 6 % Philippines 166,734 6 % 221,566 8 % 235,921 8 % Japan 142,554 5 % 162,399 6 % 162,767 6 % Others 563,883 18 % 528,765 19 % 486,530 16 % $ 2,968,900 $ 2,699,161 $ 2,865,791 The following table summarizes net revenue disaggregated by customer type (in thousands, except percentages): Year Ended % of Total Year Ended % of Total Year Ended % of Total Net revenue by customer type: Direct customers $ 2,213,645 75 % $ 2,041,089 76 % $ 2,197,209 77 % Distributors 755,255 25 % 658,072 24 % 668,582 23 % $ 2,968,900 $ 2,699,161 $ 2,865,791 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Business Combinations [Abstract] | |
Purchase Price Allocation | The purchase price allocation is as follows (in thousands): Previously Reported February 1, 2020 (Provisional) Measurement Period Adjustment January 30, 2021 Inventories $ 106,465 $ — $ 106,465 Prepaid expenses and other current assets 17,495 — 17,495 Property and equipment, net 25,677 — 25,677 Acquired intangible assets, net 379,000 — 379,000 Other non-current assets 6,870 — 6,870 Goodwill 129,392 606 129,998 Accrued liabilities (64,155) — (64,155) Deferred tax liabilities (6,594) (606) (7,200) Other non-current liabilities (650) — (650) $ 593,500 $ — $ 593,500 The purchase price allocation is as follows (in thousands): Previously Reported February 1, 2020 (Provisional) Measurement Period Adjustment January 30, 2021 Cash and short-term investments $ 27,914 $ — $ 27,914 Inventory 33,900 — 33,900 Goodwill 227,594 (1,049) 226,545 Acquired intangible assets 193,000 — 193,000 Other non-current assets 35,123 1,049 36,172 Accrued liabilities (21,813) — (21,813) Other, net 6,471 — 6,471 $ 502,189 $ — $ 502,189 The purchase price allocation is as follows (in thousands): Cash and cash equivalents $ 180,989 Accounts receivable 112,270 Inventories 330,778 Prepaid expense and other current assets 19,890 Assets held for sale 483 Property and equipment 115,428 Acquired intangible assets 2,744,000 Other non-current assets 89,139 Goodwill 3,498,196 Accounts payable (52,383) Accrued liabilities (126,007) Accrued employee compensation (34,813) Deferred income (2,466) Current portion of long-term debt (6,123) Liabilities held for sale (3,032) Long-term debt (600,005) Non-current income taxes payable (8,454) Deferred tax liabilities (79,995) Other non-current liabilities (16,099) Total merger consideration $ 6,161,796 |
Summary of Total Merger Consideration | Cash consideration to Aquantia common stockholders $ 479,547 Cash consideration - director, employee & consultant grant accelerations and payout for employee stock purchase plan 7,122 Stock consideration for replacement equity awards attributable to pre-combination service 15,520 Total merger consideration $ 502,189 The factors contributing to the recognition of goodwill were based upon the Company's conclusion that there are strategic and synergistic benefits that are expected to be realized from the acquisition. Goodwill recorded for the Aquantia acquisition is not expected to be deductible for tax purposes. The following table summarizes the total merger consideration (in thousands, except share and per share data): Cash consideration to Cavium common stockholders $ 2,819,812 Common stock (153,376,408 shares of the Company's common stock at $21.34 per share) 3,273,053 Cash consideration for intrinsic value of vested director stock options and employee accelerated awards attributable to pre-acquisition service 10,642 Stock consideration for employee accelerated awards attributable to pre-acquisition service 7,804 Fair value of the replacement equity awards attributable to pre-acquisition service 50,485 Total merger consideration $ 6,161,796 |
Supplemental Pro Forma Financial Information | The unaudited supplemental pro forma financial information for the periods presented is as follows (in thousands): Year Ended February 1, 2020 February 2, 2019 Pro forma net revenue $ 3,011,550 $ 3,638,086 Pro forma net income $ 1,532,594 $ (334,133) |
Goodwill and Acquired Intangi_2
Goodwill and Acquired Intangible Assets, Net (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets by Major Class | As of January 30, 2021 and February 1, 2020, net carrying amounts are as follows (in thousands, except for weighted-average remaining amortization period): January 30, 2021 Gross Accumulated Net Weighted -Average Remaining Amortization Period (Years) Developed technologies $ 2,454,000 $ (724,215) $ 1,729,785 5.54 Customer contracts and related relationships 643,000 (228,845) 414,155 5.62 Trade names 23,000 (14,240) 8,760 2.20 Total acquired amortizable intangible assets 3,120,000 (967,300) 2,152,700 5.54 IPR&D 118,000 — 118,000 n/a Total acquired intangible assets $ 3,238,000 $ (967,300) $ 2,270,700 The Company regularly analyzes the results of its business to determine whether events or circumstances exist that indicate whether the carrying amount of the intangible assets may not be recoverable. During the second quarter of fiscal 2021, impairment charges of $50.3 million related to certain intangible assets acquired from Cavium were recognized as part of restructuring actions. The gross carrying amounts and the accumulated amortization of those impaired intangible assets were excluded from the table above. See “Note 6 - Restructuring” for additional information. February 1, 2020 Gross Accumulated Net Weighted-Average Remaining Amortization Period (Years) Developed technologies $ 2,511,000 $ (413,735) $ 2,097,265 6.41 Customer contracts and related relationships 643,000 (128,939) 514,061 6.61 Trade names 23,000 (8,726) 14,274 2.96 Total acquired amortizable intangible assets 3,177,000 (551,400) 2,625,600 6.43 IPR&D 139,000 — 139,000 n/a Total acquired intangible assets $ 3,316,000 $ (551,400) $ 2,764,600 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table presents the estimated future amortization expense of acquired amortizable intangible assets as of January 30, 2021 (in thousands): Fiscal Year Amount 2022 $ 430,605 2023 417,527 2024 396,503 2025 356,602 2026 271,746 Thereafter 279,717 $ 2,152,700 |
Restructuring and Other Relat_2
Restructuring and Other Related Charges (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Reconciliation of Beginning and Ending Restructuring Liability Balances by Major Type of Costs | The following table provides a summary of restructuring and other related charges as presented in the consolidated statements of operations (in thousands): Year Ended January 30, February 1, February 2, Cost of goods sold $ 9,594 $ — $ — Restructuring related charges 170,759 55,328 76,753 $ 180,353 $ 55,328 $ 76,753 The following table presents details related to the restructuring and other related charges as presented in the consolidated statements of operations (in thousands): Year Ended January 30, February 1, February 2, Severance and related costs $ 41,901 $ 31,685 $ 40,345 Facilities and related costs 15,783 20,900 35,831 Other exit-related costs 126,204 4,254 1,850 183,888 56,839 78,026 Release of reserves: Severance (3,402) (480) (1,273) Facilities and related costs (121) (893) — Other exit-related costs (12) (138) — $ 180,353 $ 55,328 $ 76,753 |
Summary of Restructuring and Other Related Charges | The following table sets forth a reconciliation of the beginning and ending restructuring liability balances by each major type of costs associated with the restructuring charges (in thousands): July 2018 Restructuring November 2019 Restructuring July 2020 Restructuring Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Severance and Related Costs Facilities and Related Costs Other Exit-Related Costs Total Balance at February 2, 2019 $ 12,403 $ 26,904 $ 1,049 $ — $ — $ — $ — $ — $ — $ 40,356 Restructuring charges 16,698 3,713 3,429 14,987 225 192 — — — 39,244 Net cash payments (27,706) (3,374) (3,804) (2,674) (29) (181) — — — (37,768) Release of reserve (479) (893) (138) (1) — — — — — (1,511) Effect of adoption of new lease standard — (25,893) — — — — — — — (25,893) Balance at February 1, 2020 916 457 536 12,312 196 11 — — — 14,428 Restructuring charges 24,923 5,405 2,536 3,938 — — 13,040 — 5,827 55,669 Net cash payments (22,751) (4,364) (2,291) (15,323) (178) (6) (9,309) — (2,792) (57,014) Release of reserve (794) (103) (7) (768) (18) (5) (617) — (2,312) Exchange rate adjustment 29 — — — — — — — — 29 Balance at January 30, 2021 2,323 1,395 774 159 — — 3,114 — 3,035 10,800 Less: non-current portion — 1,119 49 — — — — — 589 1,757 Current portion $ 2,323 $ 276 $ 725 $ 159 $ — $ — $ 3,114 $ — $ 2,446 $ 9,043 |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | January 30, February 1, Cash and cash equivalents: Cash $ 633,822 $ 513,072 Cash equivalents: Money market funds — 46,355 Time deposits 114,645 88,177 Cash and cash equivalents $ 748,467 $ 647,604 |
Schedule of Provision for Sales Returns and Allowances | January 30, February 1, Accounts receivable, net: Accounts receivable 538,739 494,472 Less: Doubtful accounts $ (2,071) $ (2,126) Accounts receivable, net $ 536,668 $ 492,346 |
Schedule of Inventories | January 30, February 1, Inventories: Work-in-process $ 187,351 $ 216,496 Finished goods 80,877 106,484 Inventories $ 268,228 $ 322,980 |
Schedule of Property and Equipment, Net | January 30, February 1, Property and equipment, net: Machinery and equipment $ 693,689 $ 686,351 Land, buildings, and leasehold improvements 284,532 285,084 Computer software 103,789 100,613 Furniture and fixtures 26,990 24,582 1,109,000 1,096,630 Less: Accumulated depreciation (782,875) (739,538) Property and equipment, net $ 326,125 $ 357,092 |
Schedule of Other Non-current Assets | January 30, February 1, Other non-current assets: Technology and other licenses (1) $ 242,244 $ 277,634 Prepaid ship and debit (2) 131,657 75,362 Operating right-of-use assets 101,411 110,907 Other 66,257 32,947 Other non-current assets $ 541,569 $ 496,850 (1) Amortization of technology and other licenses was $99.3 million, $70.4 million and $57.0 million in fiscal 2021, 2020 and 2019, respectively. |
Schedule of Accrued Liabilities | January 30, February 1, Accrued liabilities: Contract liabilities $ 180,995 $ 111,486 Technology license obligations 71,130 71,623 Accrued legal reserve 50,101 10,748 Deferred non-recurring engineering credits 37,300 51,109 Lease liabilities - current 32,461 28,662 Deferred revenue 16,146 5,647 Accrued royalty 12,740 10,927 Accrued restructuring 9,043 14,302 Other 25,700 42,135 Accrued liabilities $ 435,616 $ 346,639 |
Schedule of Other Non-current Liabilities | January 30, February 1, Other non-current liabilities: Lease liabilities - non current $ 104,417 $ 115,778 Technology license obligations 86,241 107,893 Non-current income taxes payable 22,526 37,983 Deferred tax liabilities 22,359 31,233 Other 23,310 12,578 Other non-current liabilities $ 258,853 $ 305,465 |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) by components are presented in the following tables (in thousands): Unrealized Balance at February 2, 2019 $ — Other comprehensive income (loss) before reclassifications (37) Amounts reclassified from accumulated other comprehensive income (loss) 37 Net current-period other comprehensive loss, net of tax — Balance at February 1, 2020 — Other comprehensive loss before reclassifications 1,214 Amounts reclassified from accumulated other comprehensive income (loss) (1,214) Net current-period other comprehensive income, net of tax — Balance at January 30, 2021 $ — |
Schedule of Other Income | Year Ended January 30, February 1, February 2, Other income, net: Gain on sale of business (1) $ — $ 1,121,709 $ — Net realized loss on investments — — (3,066) Currency remeasurement loss (1,914) (2,817) (2,625) Other income 4,800 3,663 6,210 Other Income, net $ 2,886 $ 1,122,555 $ 519 (1) On December 6, 2019, the Company completed the divestiture of the Wi-Fi Connectivity business to NXP USA, Inc, a subsidiary of NXP Semiconductors. Based on the terms of the agreement, the Company received sale consideration of $1.7 billion in cash proceeds. In fiscal year 2020, the Company recognized a pre-tax gain on sale of $1.1 billion in conjunction with the divestiture of the Wi-Fi Connectivity business. |
Schedule of Supplemental Cash Flow Information | Year Ended January 30, February 1, February 2, Supplemental Cash Flow Information: Cash paid for interest $ 54,575 $ 76,506 $ 39,156 Cash paid for income taxes, net $ 14,203 $ 117,529 $ 8,143 Non-Cash Investing and Financing Activities: Non-cash consideration paid for the acquisition $ — $ 15,520 $ 3,331,342 Purchase of software and intellectual property under license obligations $ 68,807 $ 193,149 $ 4,221 Unpaid purchase of property and equipment at end of year $ 10,061 $ 23,015 $ 8,837 Unpaid equity and debt financing costs $ 1,729 $ — $ — |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Gross Realized Gains and Losses on Sales of Available-for-Sale Securities | Gross realized gains and gross realized losses on sales of available-for-sale securities are presented in the following table (in thousands): Year Ended January 30, February 1, February 2, Gross realized gains $ — $ 14 $ 371 Gross realized losses — (6) (3,437) Total net realized gains (losses) $ — $ 8 $ (3,066) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets and Liabilities Measured on Recurring Basis | The tables below set forth, by level, the Company’s assets and liabilities that are measured at fair value on a recurring basis. The tables do not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands): Fair Value Measurements at January 30, 2021 Level 1 Level 2 Level 3 Total Items measured at fair value on a recurring basis: Assets Cash equivalents: Time deposits $ — $ 114,645 $ — $ 114,645 Other non-current assets: Severance pay fund — 623 — 623 Total assets $ — $ 115,268 $ — $ 115,268 Fair Value Measurements at February 1, 2020 Level 1 Level 2 Level 3 Total Items measured at fair value on a recurring basis: Assets Cash equivalents: Money market funds $ 46,355 $ — $ — $ 46,355 Time deposits — 88,177 — 88,177 Other non-current assets: Severance pay fund — 693 — 693 Total assets $ 46,355 $ 88,870 $ — $ 135,225 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Leases [Abstract] | |
Schedule of Lease Expense and Supplemental Cash Flow Information | Lease expense and supplemental cash flow information are as follows (in thousands): Year Ended January 30, February 1, Operating lease expense $ 47,819 $ 49,679 Cash paid for amounts included in the measurement of operating lease liabilities $ 36,849 $ 33,161 Right-of-use assets obtained in exchange for lease obligation $ 26,605 $ 28,928 |
Maturities of Operating Lease Liabilities | The aggregate future lease payments for operating leases as of January 30, 2021 are as follows (in thousands): Fiscal Year Operating Leases Sublease Income 2022 $ 37,108 $ (3,253) 2023 33,015 (3,350) 2024 23,931 (3,451) 2025 15,782 (3,554) 2026 14,765 (3,661) Thereafter 27,437 (5,703) Total lease payments 152,038 (22,972) Less: imputed interest 15,160 Present value of lease liabilities $ 136,878 |
Schedule of Average Lease Terms And Discount Rates | Average lease terms and discount rates were as follows: Year Ended January 30, February 1, Weighted-average remaining lease term (years) 5.11 5.52 Weighted-average discount rate 3.85% 3.85% |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Debt | The following table summarizes the Company's outstanding debt at January 30, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 Face Value Outstanding: Term Loan $ 200,000 $ 450,000 2023 Notes 500,000 500,000 2028 Notes 500,000 500,000 Total borrowings 1,200,000 1,450,000 Less: Unamortized debt discount and issuance cost (7,189) (10,976) Net carrying amount of debt 1,192,811 1,439,024 Less: Current portion 199,641 — Non-current portion $ 993,170 $ 1,439,024 |
Aggregate Future Contractual Maturities of Debt | As of January 30, 2021, the aggregate future contractual maturities of the Company's outstanding debt, at face value, were as follows (in thousands): Fiscal Year Amount 2022 $ 200,000 2023 — 2024 500,000 2025 — 2026 — Thereafter 500,000 Total $ 1,200,000 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments Under Technology License Obligations | Future payments under technology license obligations as of January 30, 2021, are presented in the following tables (in thousands): Fiscal Year Technology 2022 $ 83,919 2023 61,876 2024 49,147 2025 309 2026 309 Thereafter — Total future minimum payments 195,560 Less: amount representing interest (6,691) Present value of future minimum payments 188,869 Less: current portion (71,130) Non-current portion $ 117,739 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Equity [Abstract] | |
Schedule of Repurchases | A summary of the stock repurchase activity under the stock repurchase program, reported based on the trade date, is summarized as follows (in thousands, except per-share amounts): Shares Weighted- Amount Cumulative balance at February 3, 2018 286,365 $ 13.19 $ 3,776,557 Repurchase of common stock under the stock repurchase program 6,041 $ 17.21 103,974 Cumulative balance at February 2, 2019 292,406 $ 13.27 3,880,531 Repurchase of common stock under the stock repurchase program 14,486 $ 25.15 364,272 Cumulative balance at February 1, 2020 306,892 $ 13.83 4,244,803 Repurchase of common stock under the stock repurchase program 1,251 $ 20.14 25,202 Cumulative balance at January 30, 2021 308,143 $ 13.86 $ 4,270,005 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes share-based compensation expense (in thousands): Year Ended January 30, February 1, February 2, Cost of goods sold $ 16,320 $ 13,759 $ 12,024 Research and development 150,867 157,054 108,762 Selling, general and administrative 74,352 71,996 77,309 Total share-based compensation $ 241,539 $ 242,809 $ 198,095 |
Schedule of Nonvested Share Activity | A summary of restricted stock unit activity, which includes time-based and performance-based or market-based restricted stock units, is as follows (in thousands, except per-share amounts): Time-Based Performance-Based Market-Based Total Number of Weighted- Number of Weighted- Number of Weighted- Number of Weighted- Balance at February 3, 2018 10,289 $ 13.84 672 $ 14.25 921 $ 13.14 11,882 $ 13.81 Assumed upon acquisition [4] 13,289 $ 21.02 — $ — — $ — 13,289 $ 21.02 Granted 7,453 $ 19.95 340 [1] $ 21.12 351 [1] $ 21.36 8,144 $ 20.06 Vested (8,827) $ 16.30 — $ — (30) $ 13.08 (8,857) $ 16.28 Canceled/Forfeited (3,159) $ 19.64 (64) $ 16.29 (64) $ 16.52 (3,287) $ 19.51 Balance at February 2, 2019 19,045 $ 19.15 948 $ 16.58 1,178 $ 15.40 21,171 $ 18.82 Assumed upon acquisition [4] 1,341 $ 25.61 — $ — — $ — 1,341 $ 25.61 Granted 9,340 $ 23.36 288 [2] $ 13.90 3,621 [3] $ 15.39 13,249 $ 20.98 Vested (10,781) $ 20.01 (576) $ 13.90 (713) $ 11.62 (12,070) $ 19.23 Canceled/Forfeited (3,661) $ 20.57 (149) $ 17.86 (173) $ 21.12 (3,983) $ 20.49 Balance at February 1, 2020 15,284 $ 21.34 511 $ 17.71 3,913 $ 15.83 19,708 $ 20.15 Granted 7,437 $ 26.18 143 [2] $ 14.13 989 [3] $ 33.35 8,569 $ 26.80 Vested (9,287) $ 21.28 (390) $ 14.11 (328) $ 14.60 (10,005) $ 20.79 Canceled/Forfeited (2,090) $ 22.89 (4) $ 21.32 (296) $ 18.86 (2,390) $ 22.39 Balance at January 30, 2021 11,344 $ 24.27 260 $ 21.06 4,278 $ 19.77 15,882 $ 23.00 [1] Amounts represent the target number of restricted stock units at grant date. For awards granted to our executive officers, up to 200% of the target restricted stock units may vest if the maximum level for performance goals is achieved. [2] Amount represents the number of restricted stock unit goal shares. [3] Amount represents the target number of restricted stock units at grant date and restricted stock unit goal shares, including 989 TSR RSU shares in fiscal 2021 and 824 TSR RSU shares and 2,797 VCA RSU shares in fiscal 2020. [4] See “Note 4 - Business Combinations” for additional information. |
Schedule of Stock Option Activity | Stock option activity under the Company’s stock option and stock incentive plans is included in the following table (in thousands, except for per share amounts): Number of Weighted- Balance at February 3, 2018 11,772 $ 12.36 Assumed upon acquisition* 3,026 $ 11.85 Granted — $ — Exercised (4,812) $ 10.93 Canceled/Forfeited (362) $ 13.64 Balance at February 2, 2019 9,624 $ 12.87 Assumed upon acquisition* 808 $ 9.20 Granted — $ — Exercised (6,178) $ 12.67 Canceled/Forfeited (37) $ 13.57 Balance at February 1, 2020 4,217 $ 12.44 Granted — $ — Exercised (1,301) $ 11.63 Canceled/Forfeited (21) $ 12.88 Balance at January 30, 2021 2,895 $ 12.81 Vested or expected to vest at January 30, 2021 2,895 * See “Note 4 - Business Combinations” for more information. |
Schedule of Outstanding Options and Exercisable Options Information, by Range of Exercise Prices | Outstanding options and exercisable options information by range of exercise prices as of January 30, 2021 was as follows: Outstanding Options Exercisable Options Range of Number of Weighted- Weighted- Number of Weighted- $ 3.89 $ 10.31 319 3.95 $ 9.06 319 $ 9.06 $ 10.76 $ 10.76 897 2.25 $ 10.76 897 $ 10.76 $ 10.89 $ 14.35 893 3.87 $ 13.55 874 $ 13.55 $ 14.45 $ 15.87 651 2.67 $ 15.64 651 $ 15.64 $ 15.91 $ 22.27 134 3.40 $ 16.67 129 $ 16.60 Total 2,894 3.08 $ 12.81 2,870 $ 12.79 |
Weighted Average Assumptions Used to Calculate Fair Value Awards | The following weighted-average assumptions were used for each respective period to calculate the fair value of common shares to be issued under the ESPP on the date of grant using the Black-Scholes option pricing model: Year Ended January 30, February 1, February 2, Employee Stock Purchase Plan: Estimated fair value $ 15.12 $ 7.06 $ 4.91 Expected volatility 48 % 35 % 33 % Expected term (in years) 1.2 1.2 1.2 Risk-free interest rate 0.1 % 1.8 % 2.6 % Expected dividend yield 0.6 % 1.0 % 1.4 % The following weighted-average assumptions were used for each respective period to calculate the fair value of common shares to be issued under Total Shareholder Return performance awards on the date of grant using the Monte Carlo pricing model: Year Ended January 30, February 1, February 2, Total Shareholder Return Awards: Expected term (in years) 3.0 3.0 2.9 Expected volatility 40 % 32 % 35 % Average correlation coefficient of peer companies 0.7 0.5 0.5 Risk-free interest rate 0.2 % 2.4 % 2.5 % Expected dividend yield 0.9 % 1.0 % 1.1 % The following weighted-average assumptions were used for estimating the fair value of common shares to be issued under VCA RSUs on the date of grant using the Monte Carlo pricing model: Year Ended February 1, Value Creation Awards: Expected term (in years) 4.66 Expected volatility 35 % Risk-free interest rate 1.8 % Expected dividend yield 1.0 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of US and non US Components of Income Before Income Tax Expense (Benefit) | The U.S. and non-U.S. components of income (loss) from continuing operations before income taxes consist of the following (in thousands): Year Ended January 30, February 1, February 2, U.S. operations $ (18,201) $ (95,884) $ 666,508 Non-U.S. operations (303,967) 894,267 (671,155) $ (322,168) $ 798,383 $ (4,647) |
Schedule of Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consists of the following (in thousands): Year Ended January 30, February 1, February 2, Current income tax provision (benefit): Federal $ 3,210 $ 5,223 $ 46,519 State 3,439 (1,937) 5,959 Foreign (12,028) (4,137) 3,322 Total current income tax provision (benefit) (5,379) (851) 55,800 Deferred income tax provision (benefit): Federal (14,401) (125,892) 134,336 State 870 (9,382) (6,567) Foreign (25,960) (649,884) (9,122) Total deferred income tax provision (benefit) (39,491) (785,158) 118,647 Total provision (benefit) for income taxes $ (44,870) $ (786,009) $ 174,447 |
Reconciliation Between the Provision (Benefit) for Income Taxes at the Statutory Rate and the Effective Tax Rate | For purposes of the reconciliation between the provision (benefit) for income taxes at the statutory rate and the effective tax rate, a U.S. statutory tax rate of 21% for fiscal years 2021, 2020 and 2019 is applied as follows: Year Ended January 30, February 1, February 2, Provision at U.S. statutory rate $ (67,655) $ 167,660 $ (976) State taxes, net of federal benefit 327 (9,878) (9,652) Difference in U.S. and non-U.S. tax rates 38,118 (181,625) 46,988 Foreign income inclusion in U.S. 861 13,736 167,093 Non-deductible compensation 4,108 6,196 13,215 Intellectual property transaction — (762,933) 93,777 Federal research and development credits (49,315) (42,604) (29,503) Uncertain tax positions (19,957) (3,913) 4,238 Change in valuation allowance 49,315 26,971 (110,921) Other (672) 381 188 Income tax provision (benefit) $ (44,870) $ (786,009) $ 174,447 |
Schedule of Deferred Tax Assets and Liabilities | Deferred tax assets consist of the following (in thousands): January 30, February 1, Deferred tax assets: Net operating losses $ 78,253 $ 105,925 Federal and California income tax credits 713,799 631,805 Intangible assets 629,290 632,537 Reserves and accruals 69,654 22,719 Share-based compensation 4,798 4,117 Lease liabilities 28,176 32,120 Gross deferred tax assets 1,523,970 1,429,223 Valuation allowance (749,468) (676,780) Total deferred tax assets 774,502 752,443 Deferred tax liabilities: Intangible assets (50,557) (69,771) Fixed assets (27,549) (27,540) Unremitted earnings of non-U.S. subsidiaries (20,173) (21,284) Right of use assets (26,158) (25,290) Total deferred tax liabilities (124,437) (143,885) Net deferred tax assets (liabilities) $ 650,065 $ 608,558 The deferred tax assets and liabilities based on tax jurisdictions are presented on our consolidated balance sheet as follows: January 30, February 1, Non-current deferred tax assets $ 672,424 $ 639,791 Non-current deferred tax liabilities (22,359) (31,233) Net deferred tax assets (liabilities) $ 650,065 $ 608,558 |
Unrecognized Tax Benefits Reconciliation | The following table reflects changes in the unrecognized tax benefits (in thousands): Year Ended January 30, February 1, February 2, Unrecognized tax benefits as of the beginning of the period $ 166,828 $ 158,323 $ 23,252 Increases related to acquired tax positions — 9,215 131,631 Increases related to prior year tax positions 77,878 1,789 1,836 Decreases related to prior year tax positions (1,106) (6,747) (6,259) Increases related to current year tax positions 5,603 7,614 11,154 Settlements (476) (443) — Lapse in the statute of limitations (8,193) (4,044) (3,198) Foreign exchange (gain) loss 1,616 1,121 (93) Gross amounts of unrecognized tax benefits as of the end of the period $ 242,150 $ 166,828 $ 158,323 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Income (Loss) Per Share | The computations of basic and diluted net income (loss) per share are presented in the following table (in thousands, except per share amounts): Year Ended January 30, February 1, February 2, Numerator: Net income (loss) $ (277,298) $ 1,584,391 $ (179,094) Denominator: Weighted-average shares — basic 668,772 664,709 591,232 Effect of dilutive securities: Share-based awards — 11,385 — Weighted-average shares — diluted 668,772 676,094 591,232 Net income (loss) per share: Basic $ (0.41) $ 2.38 $ (0.30) Diluted $ (0.41) $ 2.34 $ (0.30) |
Schedule of Anti-dilutive Potential Shares | Anti-dilutive potential shares are presented in the following table (in thousands): Year Ended January 30, February 1, February 2, Weighted-average shares outstanding: Share-based awards 11,268 1,124 20,435 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Segment Reporting [Abstract] | |
Long-Lived Asset Information Based on Geographic Region | The following table presents long-lived asset information based on the physical location of the assets by geographic region (in thousands): January 30, February 1, Property and equipment, net: United States $ 245,471 $ 265,685 Singapore 29,603 37,717 India 18,832 20,815 Israel 14,152 15,808 China 12,810 11,979 Others 5,257 5,088 $ 326,125 $ 357,092 |
Basis of Presentation - Busines
Basis of Presentation - Business Combination (Details) | Oct. 29, 2020USD ($)$ / shares | Jan. 30, 2021USD ($) | Feb. 01, 2020USD ($) |
Business Acquisition [Line Items] | |||
Deferred debt financing costs | $ 7,189,000 | $ 10,976,000 | |
Inphi | |||
Business Acquisition [Line Items] | |||
Share price (in dollars per share) | $ / shares | $ 66 | ||
Number of common shares issued per acquiree share (in shares) | 2.323 | ||
Consideration transferred | $ 10,000,000,000 | ||
Inphi | Maximum | |||
Business Acquisition [Line Items] | |||
Termination fee | 460,000,000 | ||
Termination fee receivable | 300,000,000 | ||
Shareholder approval, termination fee | 25,000,000 | ||
Inphi | Secured Debt | Prepaid Expenses and Other Current Assets | |||
Business Acquisition [Line Items] | |||
Deferred debt financing costs | 11,700,000 | ||
Inphi | Secured Debt | Acquisition Financing | |||
Business Acquisition [Line Items] | |||
Aggregate principal amount | 4,250,000,000 | ||
Deferred debt financing costs | 33,400,000 | ||
Inphi | Secured Debt | Acquisition Financing | Other Noncurrent Assets | |||
Business Acquisition [Line Items] | |||
Deferred debt financing costs | 21,700,000 | ||
Inphi | Secured Debt | Bridge Loan | |||
Business Acquisition [Line Items] | |||
Aggregate principal amount | 2,500,000,000 | ||
Inphi | Secured Debt | Three Year Term Loan Facility | |||
Business Acquisition [Line Items] | |||
Aggregate principal amount | $ 875,000,000 | ||
Debt term | 3 years | ||
Inphi | Secured Debt | Five Year Term Loan Facility | |||
Business Acquisition [Line Items] | |||
Aggregate principal amount | $ 875,000,000 | ||
Debt term | 5 years |
Significant Accounting Polici_4
Significant Accounting Policies - Concentration of Credit Risk and Significant Customers (Details) - Customer Concentration Risk - Accounts Receivable - Customer | 12 Months Ended | |
Jan. 30, 2021 | Feb. 01, 2020 | |
Concentration Risk [Line Items] | ||
Number of customers | 4 | |
Concentration of risk percentage | 53.00% | 38.00% |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Net Revenue Attributable to Significant Customers (Details) - Net Revenue - Customer Concentration Risk | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Western Digital | |||
Concentration Risk [Line Items] | |||
Concentration of risk percentage | 12.00% | ||
Toshiba | |||
Concentration Risk [Line Items] | |||
Concentration of risk percentage | 11.00% | ||
Seagate | |||
Concentration Risk [Line Items] | |||
Concentration of risk percentage | 10.00% | ||
Wintech | |||
Concentration Risk [Line Items] | |||
Concentration of risk percentage | 13.00% | 12.00% |
Significant Accounting Polici_6
Significant Accounting Policies - Property and Equipment, Net (Details) | 12 Months Ended |
Jan. 30, 2021 | |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 7 years |
Computer software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Computer software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 4 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 4 years |
Building | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 30 years |
Building improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 15 years |
Significant Accounting Polici_7
Significant Accounting Policies - Goodwill (Details) | 12 Months Ended |
Jan. 30, 2021segmentcomponentreporting_unit | |
Accounting Policies [Abstract] | |
Number of operating segments | segment | 1 |
Number of components | component | 2 |
Number of reporting units for impairment testing | reporting_unit | 1 |
Significant Accounting Polici_8
Significant Accounting Policies - Advertising Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Accounting Policies [Abstract] | |||
Advertising costs | $ 0.6 | $ 0.8 | $ 0.2 |
Revenue - Net Revenue by Produc
Revenue - Net Revenue by Product Group (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 2,968,900 | $ 2,699,161 | $ 2,865,791 |
Networking | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 1,683,294 | $ 1,377,635 | $ 1,313,439 |
Networking | Product Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 57.00% | 51.00% | 46.00% |
Storage | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 1,151,874 | $ 1,137,766 | $ 1,376,697 |
Storage | Product Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 39.00% | 42.00% | 48.00% |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 133,732 | $ 183,760 | $ 175,655 |
Other | Product Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 4.00% | 7.00% | 6.00% |
Revenue - Net Revenue Based on
Revenue - Net Revenue Based on Destination of Shipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 2,968,900 | $ 2,699,161 | $ 2,865,791 |
China | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 1,268,820 | $ 1,071,028 | $ 1,189,928 |
China | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 43.00% | 40.00% | 42.00% |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 321,448 | $ 258,827 | $ 251,905 |
United States | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 11.00% | 10.00% | 9.00% |
Malaysia | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 254,053 | $ 226,358 | $ 372,817 |
Malaysia | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 9.00% | 8.00% | 13.00% |
Thailand | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 251,408 | $ 230,218 | $ 165,923 |
Thailand | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 8.00% | 9.00% | 6.00% |
Philippines | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 166,734 | $ 221,566 | $ 235,921 |
Philippines | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 6.00% | 8.00% | 8.00% |
Japan | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 142,554 | $ 162,399 | $ 162,767 |
Japan | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 5.00% | 6.00% | 6.00% |
Others | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 563,883 | $ 528,765 | $ 486,530 |
Others | Geographic Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 18.00% | 19.00% | 16.00% |
Revenue - Net Revenue by Custom
Revenue - Net Revenue by Customer Type (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 2,968,900 | $ 2,699,161 | $ 2,865,791 |
Direct customers | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 2,213,645 | $ 2,041,089 | $ 2,197,209 |
Direct customers | Customer Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 75.00% | 76.00% | 77.00% |
Distributors | |||
Disaggregation of Revenue [Line Items] | |||
Net revenue | $ 755,255 | $ 658,072 | $ 668,582 |
Distributors | Customer Concentration Risk | Net revenue | |||
Disaggregation of Revenue [Line Items] | |||
% of Total | 25.00% | 24.00% | 23.00% |
Revenue - Contract Liabilities
Revenue - Contract Liabilities (Details) $ in Millions | 12 Months Ended |
Jan. 30, 2021USD ($) | |
Change in Contract with Customer, Asset and Liability [Abstract] | |
Beginning balance | $ 111.5 |
Estimates for additional shipments | 875 |
Credit memos issued | 805.5 |
Ending balance | $ 181 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) $ / shares in Units, $ in Thousands | Nov. 05, 2019USD ($) | Sep. 19, 2019USD ($) | May 06, 2019$ / shares | Jul. 06, 2018USD ($)$ / shares | Feb. 01, 2020USD ($) | Feb. 01, 2020USD ($) | Jan. 30, 2021USD ($) | Jan. 29, 2021USD ($) | Feb. 01, 2020USD ($) | Feb. 02, 2019USD ($) |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 5,337,405 | $ 5,337,405 | $ 5,336,961 | $ 5,337,405 | ||||||
Equity issuance costs | $ 2,927 | |||||||||
Share-based compensation expense | 241,539 | 242,809 | 198,095 | |||||||
Selling, general and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Share-based compensation expense | 74,352 | 71,996 | 77,309 | |||||||
Avera | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | $ 593,500 | |||||||||
Contingent consideration | $ 90,000 | |||||||||
Goodwill | 129,392 | 129,392 | 129,998 | $ 129,392 | ||||||
Adjustment to inventories | $ 0 | |||||||||
Avera | Selling, general and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition related costs | $ 5,700 | |||||||||
Aquantia | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | $ 479,547 | |||||||||
Cash consideration (in usd per share) | $ / shares | $ 13.25 | |||||||||
Goodwill | $ 227,594 | 226,545 | ||||||||
Adjustment to inventories | $ 0 | |||||||||
Aquantia | Selling, general and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition related costs | $ 5,300 | |||||||||
Cavium | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | $ 2,819,812 | |||||||||
Cash consideration (in usd per share) | $ / shares | $ 40 | |||||||||
Number of common shares issued per acquiree share (in shares) | 2.1757 | |||||||||
Goodwill | $ 3,500,000 | $ 3,498,196 | ||||||||
Debt financing costs | 22,800 | |||||||||
Equity issuance costs | 2,900 | |||||||||
Cavium | Selling, general and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition related costs | 53,700 | |||||||||
Aquantia and Avera | Pro Forma | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition related costs | 18,600 | |||||||||
Adjustment to inventories | 73,100 | |||||||||
Share-based compensation expense | $ 3,500 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jan. 29, 2021 | Jan. 30, 2021 | Feb. 01, 2020 | Sep. 19, 2019 | Jul. 06, 2018 | |
Business Acquisition [Line Items] | |||||
Goodwill | $ 5,336,961 | $ 5,337,405 | |||
Avera | |||||
Business Acquisition [Line Items] | |||||
Inventory | 106,465 | 106,465 | |||
Prepaid expenses and other current assets | 17,495 | 17,495 | |||
Property and equipment, net | 25,677 | 25,677 | |||
Acquired intangible assets | 379,000 | 379,000 | |||
Other non-current assets | 6,870 | 6,870 | |||
Goodwill | 129,998 | 129,392 | |||
Accrued liabilities | (64,155) | (64,155) | |||
Deferred tax liabilities | (7,200) | (6,594) | |||
Other non-current liabilities | (650) | (650) | |||
Total merger consideration | 593,500 | $ 593,500 | |||
Measurement Period Adjustment, Inventories | $ 0 | ||||
Measurement Period Adjustment, Prepaid expenses and other current assets | 0 | ||||
Measurement Period Adjustment, Property and equipment, net | 0 | ||||
Measurement Period Adjustment, Acquired intangible assets, net | 0 | ||||
Measurement Period Adjustment, Other non-current assets | 0 | ||||
Measurement Period Adjustment, Goodwill | 606 | ||||
Measurement Period Adjustment, Accrued liabilities | 0 | ||||
Measurement Period Adjustment, Deferred tax liabilities | (606) | ||||
Measurement Period Adjustment, Other non-current liabilities | 0 | ||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | 0 | ||||
Aquantia | |||||
Business Acquisition [Line Items] | |||||
Inventory | 33,900 | $ 33,900 | |||
Acquired intangible assets | 193,000 | 193,000 | |||
Other non-current assets | 36,172 | 35,123 | |||
Goodwill | 226,545 | 227,594 | |||
Cash and short-term investments | 27,914 | 27,914 | |||
Accrued liabilities | (21,813) | (21,813) | |||
Other, net | 6,471 | 6,471 | |||
Total merger consideration | 502,189 | $ 502,189 | |||
Measurement Period Adjustment, Inventories | 0 | ||||
Measurement Period Adjustment, Acquired intangible assets, net | 0 | ||||
Measurement Period Adjustment, Other non-current assets | 1,049 | ||||
Measurement Period Adjustment, Cash and short-term investments | 0 | ||||
Measurement Period Adjustment, Goodwill | (1,049) | ||||
Measurement Period Adjustment, Accrued liabilities | 0 | ||||
Measurement Period Adjustment, Other, net | 0 | ||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | $ 0 | ||||
Cavium | |||||
Business Acquisition [Line Items] | |||||
Inventory | 330,778 | ||||
Prepaid expenses and other current assets | 19,890 | ||||
Property and equipment, net | 115,428 | ||||
Acquired intangible assets | 2,744,000 | ||||
Other non-current assets | 89,139 | ||||
Goodwill | 3,498,196 | $ 3,500,000 | |||
Cash and cash equivalents | 180,989 | ||||
Accounts receivable | 112,270 | ||||
Assets held for sale | 483 | ||||
Accrued liabilities | (126,007) | ||||
Deferred tax liabilities | (79,995) | ||||
Other non-current liabilities | (16,099) | ||||
Accounts payable | (52,383) | ||||
Accrued employee compensation | (34,813) | ||||
Deferred income | (2,466) | ||||
Current portion of long-term debt | (6,123) | ||||
Liabilities held for sale | (3,032) | ||||
Long-term debt | (600,005) | ||||
Non-current income taxes payable | (8,454) | ||||
Total merger consideration | $ 6,161,796 |
Business Combinations - Summary
Business Combinations - Summary of Merger Consideration (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 19, 2019 | Jul. 06, 2018 |
Aquantia | ||
Business Acquisition [Line Items] | ||
Cash consideration to common stockholders | $ 479,547 | |
Cash consideration - director, employee & consultant grant accelerations and payout for employee stock purchase plan | 7,122 | |
Stock consideration for replacement equity awards attributable to pre-combination service | 15,520 | |
Total merger consideration | $ 502,189 | |
Cavium | ||
Business Acquisition [Line Items] | ||
Cash consideration to common stockholders | $ 2,819,812 | |
Stock consideration for replacement equity awards attributable to pre-combination service | 3,273,053 | |
Cash consideration for intrinsic value of vested director stock options and employee accelerated awards attributable to pre-acquisition service | 10,642 | |
Stock consideration for employee accelerated awards attributable to pre-acquisition service | 7,804 | |
Fair value of the replacement equity awards attributable to pre-acquisition service | 50,485 | |
Total merger consideration | $ 6,161,796 | |
Number of shares issued in acquisition | 153,376,408 | |
Acquisition share price (in usd per share) | $ 21.34 |
Business Combinations - Supplem
Business Combinations - Supplemental Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 30, 2021 | Feb. 01, 2020 | |
Business Combinations [Abstract] | ||
Pro forma net revenue | $ 3,011,550 | $ 3,638,086 |
Pro forma net income | $ 1,532,594 | $ (334,133) |
Goodwill and Acquired Intangi_3
Goodwill and Acquired Intangible Assets, Net - Narrative (Details) | 3 Months Ended | 12 Months Ended | 16 Months Ended | |||
Jan. 30, 2021USD ($) | Aug. 01, 2020USD ($) | Jan. 30, 2021USD ($)segmentcomponent | Feb. 01, 2020USD ($) | Feb. 02, 2019USD ($) | Nov. 05, 2019USD ($) | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill | $ 5,336,961,000 | $ 5,336,961,000 | $ 5,337,405,000 | |||
Number of operating segments | segment | 1 | |||||
Number of components | component | 2 | |||||
Number of reportable segments | segment | 1 | |||||
Goodwill impairment | $ 0 | |||||
Goodwill acquired | $ 0 | 0 | ||||
Divestiture of goodwill | $ 0 | 0 | ||||
Intangible assets acquired | $ 3,300,000,000 | |||||
Impairment of intangible assets (excluding goodwill) | $ 50,300,000 | |||||
Weighted average remaining amortization period | 5 years 6 months 14 days | |||||
Amortization of acquired intangible assets | $ 443,616,000 | $ 368,082,000 | $ 183,318,000 | |||
Minimum | In Process Research and Development | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted average remaining amortization period | 3 years | |||||
Maximum | In Process Research and Development | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted average remaining amortization period | 10 years |
Goodwill and Acquired Intangi_4
Goodwill and Acquired Intangible Assets, Net - Net Carrying Amounts and Weighted Average Amortization Period (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 30, 2021 | Feb. 01, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 3,120,000 | |
Accumulated Amortization and Write-Offs | (967,300) | |
Net Carrying Amounts | $ 2,152,700 | |
Weighted average remaining amortization period | 5 years 6 months 14 days | |
IPR&D | $ 118,000 | |
Gross Carrying Amounts, Total acquired intangible assets | 3,238,000 | |
Net Carrying Amounts | 2,270,700 | $ 2,764,600 |
Cavium | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | 3,177,000 | |
Accumulated Amortization and Write-Offs | (551,400) | |
Net Carrying Amounts | $ 2,625,600 | |
Weighted average remaining amortization period | 6 years 5 months 4 days | |
IPR&D | $ 139,000 | |
Gross Carrying Amounts, Total acquired intangible assets | 3,316,000 | |
Net Carrying Amounts | 2,764,600 | |
Developed technologies | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | 2,454,000 | |
Accumulated Amortization and Write-Offs | (724,215) | |
Net Carrying Amounts | $ 1,729,785 | |
Weighted average remaining amortization period | 5 years 6 months 14 days | |
Developed technologies | Cavium | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | 2,511,000 | |
Accumulated Amortization and Write-Offs | (413,735) | |
Net Carrying Amounts | $ 2,097,265 | |
Weighted average remaining amortization period | 6 years 4 months 28 days | |
Customer contracts and related relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 643,000 | |
Accumulated Amortization and Write-Offs | (228,845) | |
Net Carrying Amounts | $ 414,155 | |
Weighted average remaining amortization period | 5 years 7 months 13 days | |
Customer contracts and related relationships | Cavium | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 643,000 | |
Accumulated Amortization and Write-Offs | (128,939) | |
Net Carrying Amounts | $ 514,061 | |
Weighted average remaining amortization period | 6 years 7 months 9 days | |
Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 23,000 | |
Accumulated Amortization and Write-Offs | (14,240) | |
Net Carrying Amounts | $ 8,760 | |
Weighted average remaining amortization period | 2 years 2 months 12 days | |
Trade names | Cavium | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 23,000 | |
Accumulated Amortization and Write-Offs | (8,726) | |
Net Carrying Amounts | $ 14,274 | |
Weighted average remaining amortization period | 2 years 11 months 15 days |
Goodwill and Acquired Intangi_5
Goodwill and Acquired Intangible Assets, Net - Future Amortization (Details) $ in Thousands | Jan. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 430,605 |
2023 | 417,527 |
2024 | 396,503 |
2025 | 356,602 |
2026 | 271,746 |
Thereafter | 279,717 |
Net Carrying Amounts | $ 2,152,700 |
Restructuring and Other Relat_3
Restructuring and Other Related Charges - Summary of Restructuring Related Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Restructuring and Related Activities [Abstract] | |||
Cost of goods sold | $ 9,594 | $ 0 | $ 0 |
Restructuring and other related charges | 170,759 | 55,328 | 76,753 |
Cost of goods sold and restructuring related charges | $ 180,353 | $ 55,328 | $ 76,753 |
Restructuring and Other Relat_4
Restructuring and Other Related Charges - Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Release of reserves: | |||
Cost of goods sold and restructuring related charges before release of reserves | $ 183,888 | $ 56,839 | $ 78,026 |
Cost of goods sold and restructuring related charges | 180,353 | 55,328 | 76,753 |
Severance and related costs | |||
Release of reserves: | |||
Cost of goods sold and restructuring related charges before release of reserves | 41,901 | 31,685 | 40,345 |
Release of reserves | (3,402) | (480) | (1,273) |
Facilities and related costs | |||
Release of reserves: | |||
Cost of goods sold and restructuring related charges before release of reserves | 15,783 | 20,900 | 35,831 |
Release of reserves | (121) | (893) | 0 |
Other exit-related costs | |||
Release of reserves: | |||
Cost of goods sold and restructuring related charges before release of reserves | 126,204 | 4,254 | 1,850 |
Release of reserves | $ (12) | $ (138) | $ 0 |
Restructuring and Other Relat_5
Restructuring and Other Related Charges - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Aug. 01, 2020 | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | $ 170,759 | $ 55,328 | $ 76,753 | |
Restructuring charges | 55,669 | 39,244 | ||
Cost of goods sold and restructuring related charges | 180,353 | 55,328 | $ 76,753 | |
Impairment of intangible assets (excluding goodwill) | $ 50,300 | |||
Fiscal 2021 Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 61,400 | |||
Server Processor Products | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | 119,000 | 119,000 | ||
Impairment of intangible assets (excluding goodwill) | 50,300 | |||
Other Asset Impairment Charges | 32,700 | |||
Server Processor Products | Intellectual Property | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impairment of intangible assets (excluding goodwill) | $ 36,000 | |||
Prior Acquisitions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | 61,400 | |||
Avera | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | 15,400 | |||
Other Acquisitions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | 39,900 | |||
Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other related charges | 76,800 | |||
Singapore | Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Gain or loss recognized upon sale of equipment held for sale | 12,200 | |||
Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 31,200 | |||
Severance | Fiscal 2021 Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 36,900 | |||
Severance | Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 39,100 | |||
Facilities and related costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 20,000 | |||
Facilities and related costs | Fiscal 2021 Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 15,700 | |||
Facilities and related costs | Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 35,800 | |||
Other exit-related costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 4,100 | |||
Other exit-related costs | Fiscal 2021 Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 8,800 | |||
Other exit-related costs | Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,900 | |||
Impairment of equipment and technology licenses | Cavium | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 12,000 |
Restructuring and Other Relat_6
Restructuring and Other Related Charges - Reconciliation of Restructuring Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 30, 2021 | Feb. 01, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | $ 14,428 | $ 40,356 |
Restructuring charges | 55,669 | 39,244 |
Net cash payments | (57,014) | (37,768) |
Release of reserves | (2,312) | (1,511) |
Effect of adoption of new lease standard | (25,893) | |
Exchange rate adjustment | 29 | |
Balance at end of period | 10,800 | 14,428 |
Less: non-current portion | 1,757 | |
Current portion | 9,043 | 14,302 |
Severance and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring charges | 31,200 | |
Facilities and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring charges | 20,000 | |
Other exit-related costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring charges | 4,100 | |
July 2018 Restructuring | Severance and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 916 | 12,403 |
Restructuring charges | 24,923 | 16,698 |
Net cash payments | (22,751) | (27,706) |
Release of reserves | (794) | (479) |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 29 | |
Balance at end of period | 2,323 | 916 |
Less: non-current portion | 0 | |
Current portion | 2,323 | |
July 2018 Restructuring | Facilities and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 457 | 26,904 |
Restructuring charges | 5,405 | 3,713 |
Net cash payments | (4,364) | (3,374) |
Release of reserves | (103) | (893) |
Effect of adoption of new lease standard | (25,893) | |
Exchange rate adjustment | 0 | |
Balance at end of period | 1,395 | 457 |
Less: non-current portion | 1,119 | |
Current portion | 276 | |
July 2018 Restructuring | Other exit-related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 536 | 1,049 |
Restructuring charges | 2,536 | 3,429 |
Net cash payments | (2,291) | (3,804) |
Release of reserves | (7) | (138) |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 774 | 536 |
Less: non-current portion | 49 | |
Current portion | 725 | |
November 2019 Restructuring | Severance and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 12,312 | 0 |
Restructuring charges | 3,938 | 14,987 |
Net cash payments | (15,323) | (2,674) |
Release of reserves | (768) | (1) |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 159 | 12,312 |
Less: non-current portion | 0 | |
Current portion | 159 | |
November 2019 Restructuring | Facilities and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 196 | 0 |
Restructuring charges | 0 | 225 |
Net cash payments | (178) | (29) |
Release of reserves | (18) | 0 |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 0 | 196 |
Less: non-current portion | 0 | |
Current portion | 0 | |
November 2019 Restructuring | Other exit-related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 11 | 0 |
Restructuring charges | 0 | 192 |
Net cash payments | (6) | (181) |
Release of reserves | (5) | 0 |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 0 | 11 |
Less: non-current portion | 0 | |
Current portion | 0 | |
July 2020 Restructuring | Severance and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 0 | 0 |
Restructuring charges | 13,040 | 0 |
Net cash payments | (9,309) | 0 |
Release of reserves | (617) | 0 |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 3,114 | 0 |
Less: non-current portion | 0 | |
Current portion | 3,114 | |
July 2020 Restructuring | Facilities and related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 0 | 0 |
Restructuring charges | 0 | 0 |
Net cash payments | 0 | 0 |
Release of reserves | 0 | 0 |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 0 | 0 |
Less: non-current portion | 0 | |
Current portion | 0 | |
July 2020 Restructuring | Other exit-related costs | ||
Restructuring Reserve [Roll Forward] | ||
Balance at beginning of period | 0 | 0 |
Restructuring charges | 5,827 | 0 |
Net cash payments | (2,792) | 0 |
Release of reserves | 0 | |
Effect of adoption of new lease standard | 0 | |
Exchange rate adjustment | 0 | |
Balance at end of period | 3,035 | $ 0 |
Less: non-current portion | 589 | |
Current portion | $ 2,446 |
Supplemental Financial Inform_3
Supplemental Financial Information - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Cash and cash equivalents: | ||
Cash | $ 633,822 | $ 513,072 |
Cash equivalents: | ||
Money market funds | 0 | 46,355 |
Time deposits | 114,645 | 88,177 |
Cash and cash equivalents | $ 748,467 | $ 647,604 |
Supplemental Financial Inform_4
Supplemental Financial Information - Provision for Sales Return and Allowance (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts receivable | $ 538,739 | $ 494,472 |
Less: Doubtful accounts | (2,071) | (2,126) |
Accounts receivable, net | $ 536,668 | $ 492,346 |
Supplemental Financial Inform_5
Supplemental Financial Information - Inventories (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Inventories: | ||
Work-in-process | $ 187,351 | $ 216,496 |
Finished goods | 80,877 | 106,484 |
Inventories | $ 268,228 | $ 322,980 |
Supplemental Financial Inform_6
Supplemental Financial Information - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,109,000 | $ 1,096,630 | |
Less: Accumulated depreciation | (782,875) | (739,538) | |
Property and equipment, net | 326,125 | 357,092 | |
Depreciation expense | 95,900 | 83,400 | $ 64,500 |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 693,689 | 686,351 | |
Land, buildings, and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 284,532 | 285,084 | |
Computer software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 103,789 | 100,613 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 26,990 | $ 24,582 |
Supplemental Financial Inform_7
Supplemental Financial Information - Other Non-current Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Other non-current assets: | |||
Technology and other licenses | $ 242,244 | $ 277,634 | |
Prepaid ship and debit | 131,657 | 75,362 | |
Operating right-of-use assets | 101,411 | 110,907 | |
Other | 66,257 | 32,947 | |
Other non-current assets | 541,569 | 496,850 | |
Finite-Lived Intangible Assets [Line Items] | |||
Prepaid ship and debit | 131,657 | 75,362 | |
Technology and Other Licenses | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization and write-off of acquired intangible assets | $ 99,300 | $ 70,400 | $ 57,000 |
Supplemental Financial Inform_8
Supplemental Financial Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Accrued liabilities: | ||
Contract liabilities | $ 180,995 | $ 111,486 |
Technology license obligations | 71,130 | 71,623 |
Accrued legal reserve | 50,101 | 10,748 |
Deferred non-recurring engineering credits | 37,300 | 51,109 |
Lease liabilities - current | 32,461 | 28,662 |
Deferred revenue | 16,146 | 5,647 |
Accrued royalty | 12,740 | 10,927 |
Accrued restructuring | 9,043 | 14,302 |
Other | 25,700 | 42,135 |
Accrued liabilities | $ 435,616 | $ 346,639 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | mrvl:AccruedAndContractLiabilitiesCurrent | mrvl:AccruedAndContractLiabilitiesCurrent |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | us-gaap:OtherLiabilitiesNoncurrent |
Supplemental Financial Inform_9
Supplemental Financial Information - Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Other non-current liabilities: | ||
Lease liabilities - non current | $ 104,417 | $ 115,778 |
Technology license obligations | 86,241 | 107,893 |
Non-current income taxes payable | 22,526 | 37,983 |
Deferred tax liabilities | 22,359 | 31,233 |
Other | 23,310 | 12,578 |
Other non-current liabilities | $ 258,853 | $ 305,465 |
Supplemental Financial Infor_10
Supplemental Financial Information - Changes in AOCI by Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | $ 8,678,580 | $ 7,306,410 | $ 4,141,413 |
Other comprehensive income (loss), net of tax | 0 | 0 | 2,322 |
Balance at end of period | 8,435,804 | 8,678,580 | 7,306,410 |
Unrealized Gain (Loss) on Cash Flow Hedges | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | 0 | 0 | |
Other comprehensive loss before reclassifications | 1,214 | (37) | |
Amounts reclassified from accumulated other comprehensive income (loss) | (1,214) | 37 | |
Other comprehensive income (loss), net of tax | 0 | 0 | |
Balance at end of period | $ 0 | $ 0 | $ 0 |
Supplemental Financial Infor_11
Supplemental Financial Information - Other Income, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | Dec. 06, 2019 | |
Other income, net: | ||||
Gain on sale of business | $ 0 | $ 1,121,709 | $ 0 | |
Net realized loss on investments | 0 | 0 | (3,066) | |
Currency remeasurement loss | (1,914) | (2,817) | (2,625) | |
Other income | 4,800 | 3,663 | 6,210 | |
Other Income, net | $ 2,886 | 1,122,555 | $ 519 | |
Wi Fi Business | ||||
Other income, net: | ||||
Gain on sale of business | $ 1,100,000 | |||
Consideration received | $ 1,700,000 |
Supplemental Financial Infor_12
Supplemental Financial Information - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Supplemental Cash Flow Information: | |||
Cash paid for interest | $ 54,575 | $ 76,506 | $ 39,156 |
Cash paid for income taxes, net | 14,203 | 117,529 | 8,143 |
Non-Cash Investing and Financing Activities: | |||
Non-cash consideration paid for the acquisition | 0 | 15,520 | 3,331,342 |
Purchase of software and intellectual property under license obligations | 68,807 | 193,149 | 4,221 |
Unpaid purchase of property and equipment at end of year | 10,061 | 23,015 | 8,837 |
Unpaid equity and debt financing costs | $ 1,729 | $ 0 | $ 0 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) | Jan. 30, 2021 | Feb. 01, 2020 |
Investments, Debt and Equity Securities [Abstract] | ||
Investments | $ 0 | $ 0 |
Short-term, highly liquid investments | $ 114,600,000 | $ 134,500,000 |
Investments - Gross Realized Ga
Investments - Gross Realized Gains and Losses on Sales of Available-for-Sale Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |||
Gross realized gains | $ 0 | $ 14 | $ 371 |
Gross realized losses | 0 | (6) | (3,437) |
Total net realized gains (losses) | $ 0 | $ 8 | $ (3,066) |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Assets | ||
Severance pay fund | $ 623 | $ 693 |
Total assets | 115,268 | 135,225 |
Level 1 | ||
Assets | ||
Severance pay fund | 0 | 0 |
Total assets | 0 | 46,355 |
Level 2 | ||
Assets | ||
Severance pay fund | 623 | 693 |
Total assets | 115,268 | 88,870 |
Level 3 | ||
Assets | ||
Severance pay fund | 0 | 0 |
Total assets | 0 | 0 |
Money market funds | ||
Assets | ||
Cash equivalents | 46,355 | |
Money market funds | Level 1 | ||
Assets | ||
Cash equivalents | 46,355 | |
Money market funds | Level 2 | ||
Assets | ||
Cash equivalents | 0 | |
Money market funds | Level 3 | ||
Assets | ||
Cash equivalents | 0 | |
Time deposits | ||
Assets | ||
Cash equivalents | 114,645 | 88,177 |
Time deposits | Level 1 | ||
Assets | ||
Cash equivalents | 0 | 0 |
Time deposits | Level 2 | ||
Assets | ||
Cash equivalents | 114,645 | 88,177 |
Time deposits | Level 3 | ||
Assets | ||
Cash equivalents | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Billions | Jan. 30, 2021USD ($) |
Level 2 | Notes | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Estimated aggregate fair value of debt | $ 1.1 |
Leases - Lease Expense and Supp
Leases - Lease Expense and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jan. 30, 2021 | Feb. 01, 2020 | |
Leases [Abstract] | ||
Operating lease expense | $ 47,819 | $ 49,679 |
Cash paid for amounts included in the measurement of operating lease liabilities | 36,849 | 33,161 |
Right-of-use assets obtained in exchange for lease obligation | $ 26,605 | $ 28,928 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 30, 2021 | Feb. 01, 2020 | |
Leases [Abstract] | ||
Operating lease amortization | $ 21.6 | $ 20.4 |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands | Jan. 30, 2021USD ($) |
Operating Leases | |
2022 | $ 37,108 |
2023 | 33,015 |
2024 | 23,931 |
2025 | 15,782 |
2026 | 14,765 |
Thereafter | 27,437 |
Total lease payments | 152,038 |
Less: imputed interest | 15,160 |
Present value of lease liabilities | 136,878 |
Sublease Income | |
2022 | (3,253) |
2023 | (3,350) |
2024 | (3,451) |
2025 | (3,554) |
2026 | (3,661) |
Thereafter | (5,703) |
Total lease payments | $ (22,972) |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | us-gaap:LiabilitiesAbstract |
Leases - Schedule of Average Le
Leases - Schedule of Average Lease Terms and Discount Rates (Details) | Jan. 30, 2021 | Feb. 01, 2020 |
Leases [Abstract] | ||
Weighted-average remaining lease term (years) | 5 years 1 month 9 days | 5 years 6 months 7 days |
Weighted-average discount rate | 3.85% | 385.00% |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jan. 30, 2021 | Dec. 07, 2020 | Jun. 22, 2018 | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | Jun. 13, 2018 |
Debt Instrument [Line Items] | |||||||
Payment of principal | $ 250,000,000 | $ 1,250,000,000 | $ 756,128,000 | ||||
Interest expense | $ 56,800,000 | $ 79,800,000 | |||||
Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Borrowing capacity | $ 1,750,000,000 | $ 900,000,000 | |||||
Debt term | 3 years | ||||||
Effective interest rate | 3.793% | 3.793% | |||||
Payment of principal | $ 250,000,000 | ||||||
Write off of unamortized debt issuance costs | $ 700,000 | ||||||
Term Loan | 5-Year Tranche Loan | |||||||
Debt Instrument [Line Items] | |||||||
Borrowing capacity | $ 875,000,000 | ||||||
Debt term | 5 years | ||||||
Term Loan | 3-Year Tranche Loan | |||||||
Debt Instrument [Line Items] | |||||||
Borrowing capacity | $ 875,000,000 | ||||||
Debt term | 3 years | ||||||
Term Loan | LIBOR | 5-Year Tranche Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 1.375% | ||||||
Term Loan | LIBOR | 3-Year Tranche Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 1.25% | ||||||
Line of Credit | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Borrowing capacity | $ 500,000,000 | ||||||
Line of Credit | Revolving Credit Facility | 2020 Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Borrowing capacity | $ 750,000,000 | ||||||
Debt term | 5 years | ||||||
Unused commitment fee percentage | 0.175% | ||||||
Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 1,000,000,000 | ||||||
Redemption price percentage | 101.00% | ||||||
Senior Notes | 2023 Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 500,000,000 | ||||||
Stated interest rate | 4.20% | ||||||
Effective interest rate | 4.423% | ||||||
Senior Notes | 2028 Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 500,000,000 | ||||||
Stated interest rate | 4.875% | ||||||
Effective interest rate | 5.012% |
Debt - Summary of Outstanding D
Debt - Summary of Outstanding Debt (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Debt Instrument [Line Items] | ||
Total borrowings | $ 1,200,000 | $ 1,450,000 |
Less: Unamortized debt discount and issuance cost | (7,189) | (10,976) |
Net carrying amount of debt | 1,192,811 | 1,439,024 |
Less: Current portion | 199,641 | 0 |
Non-current portion | 993,170 | 1,439,024 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Total borrowings | 200,000 | 450,000 |
Notes | 2023 Notes | ||
Debt Instrument [Line Items] | ||
Total borrowings | 500,000 | 500,000 |
Notes | 2028 Notes | ||
Debt Instrument [Line Items] | ||
Total borrowings | $ 500,000 | $ 500,000 |
Debt - Future Maturities (Detai
Debt - Future Maturities (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Fiscal Year | ||
2022 | $ 200,000 | |
2023 | 0 | |
2024 | 500,000 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 500,000 | |
Total | $ 1,200,000 | $ 1,450,000 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 12 Months Ended |
Jan. 30, 2021USD ($) | |
Loss Contingencies [Line Items] | |
Standard warranty period | 1 year |
Extended warranty period (more than) | 1 year |
Purchase commitment, outstanding commitment | $ 329.5 |
Global Foundries Inc | |
Loss Contingencies [Line Items] | |
Legal settlement | $ 36 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Payments Under Technology License Obligations (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Fiscal Year | ||
Less: current portion | $ (71,130) | $ (71,623) |
Non-current portion | 86,241 | $ 107,893 |
Technology License Obligations | ||
Fiscal Year | ||
2022 | 83,919 | |
2023 | 61,876 | |
2024 | 49,147 | |
2025 | 309 | |
2026 | 309 | |
Thereafter | 0 | |
Total future minimum payments | 195,560 | |
Less: amount representing interest | (6,691) | |
Present value of future minimum payments | 188,869 | |
Less: current portion | (71,130) | |
Non-current portion | $ 117,739 |
Shareholders_ Equity - Preferre
Shareholders’ Equity - Preferred and Common Stock (Details) - $ / shares | Jan. 30, 2021 | Feb. 01, 2020 | Jun. 30, 2019 |
Equity [Abstract] | |||
Preferred stock, shares authorized (in shares) | 8,000,000 | 8,000,000 | |
Preferred stock, par value (in usd per share) | $ 0.002 | $ 0.002 | |
Common stock, shares authorized (in shares) | 992,000,000 | 992,000,000 | |
Common stock, par value (in usd per share) | $ 0.002 | $ 0.002 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Warrants to purchase common shares (in shares) | 9,000,000 |
Shareholders_ Equity - Restrict
Shareholders’ Equity - Restricted Stock Unit Withholdings (Details) - USD ($) $ in Thousands, shares in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Tax withholdings related to net share settlement of restricted stock units | $ 108,089 | $ 98,293 | $ 54,934 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares withheld (in shares) | 3.1 | 4 | |
Tax withholdings related to net share settlement of restricted stock units | $ 108,100 | $ 98,300 |
Shareholders_ Equity - Cash Div
Shareholders’ Equity - Cash Dividends on Shares of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 05, 2021 | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 |
Subsequent Event [Line Items] | ||||
Cash dividends declared per share (in dollars per share) | $ 0.24 | $ 0.24 | $ 0.24 | |
Cash dividends paid (in dollars per share) | $ 0.24 | $ 0.24 | $ 0.24 | |
Dividends | $ 160,600 | $ 159,600 | ||
Payments of dividends | $ 160,574 | $ 159,573 | $ 148,081 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Cash dividends declared per share (in dollars per share) | $ 0.06 |
Shareholders_ Equity - Stock Re
Shareholders’ Equity - Stock Repurchase Program (Details) - USD ($) shares in Thousands | 12 Months Ended | ||||||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | Oct. 16, 2018 | Feb. 03, 2018 | Nov. 17, 2016 | Nov. 16, 2016 | |
Equity [Abstract] | |||||||
Share repurchase program, amount authorized | $ 700,000,000 | $ 1,000,000,000 | $ 3,250,000,000 | ||||
Number of shares repurchased (in shares) | 1,251 | 14,486 | 6,041 | ||||
Amount of shares repurchased | $ 25,202,000 | $ 364,272,000 | $ 103,974,000 | ||||
Shares repurchased (in shares) | 308,143 | 306,892 | 292,406 | 286,365 | |||
Repurchased amount | $ 4,270,005,000 | $ 4,244,803,000 | $ 3,880,531,000 | $ 3,776,557,000 | |||
Share repurchase program, remaining available for future share repurchases | $ 564,500,000 |
Shareholders_ Equity - Stock _2
Shareholders’ Equity - Stock Repurchase Program Roll Forward (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Shares Repurchased | |||
Cumulative balance at beginning of period (in shares) | 306,892 | 292,406 | 286,365 |
Repurchase of common stock under the stock repurchase program (in shares) | 1,251 | 14,486 | 6,041 |
Cumulative balance at end of period (in shares) | 308,143 | 306,892 | 292,406 |
Weighted- Average Price per Share | |||
Cumulative balance at beginning of period (in dollars per share) | $ 13.83 | $ 13.27 | $ 13.19 |
Repurchase of common stock under the stock repurchase program (in dollars per share) | 20.14 | 25.15 | 17.21 |
Cumulative balance at end of period (in dollars per share) | $ 13.86 | $ 13.83 | $ 13.27 |
Amount Repurchased | |||
Cumulative balance at beginning of period | $ 4,244,803 | $ 3,880,531 | $ 3,776,557 |
Repurchase of common stock under the stock repurchase program | 25,202 | 364,272 | 103,974 |
Cumulative balance at end of period | $ 4,270,005 | $ 4,244,803 | $ 3,880,531 |
Employee Benefit Plans - 1995 S
Employee Benefit Plans - 1995 Stock Option Plan (Details) - 1995 Stock Option Plan - shares shares in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for issuance, authorized | 383.4 | ||
Equity awards, expiration period | 10 years | ||
Number of shares available for future issuance | 77.9 | ||
Incentive Stock Option | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity awards, vesting period | 3 years | ||
Incentive Stock Option | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity awards, vesting period | 4 years | ||
Performance-Based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity awards, vesting period | 3 years | ||
Expected achievement percentage of performance awards | 100.00% | ||
Performance-Based RSUs | Executive Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award service period | 3 years | ||
Performance-Based RSUs | Executive Officers | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards that can be earned as a percentage of target | 0.00% | ||
Performance-Based RSUs | Executive Officers | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards that can be earned as a percentage of target | 200.00% | ||
Market-Based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected achievement percentage of performance awards | 100.00% | ||
Market-Based RSUs | Executive Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award service period | 3 years | ||
Market-Based RSUs | Executive Officers | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards that can be earned as a percentage of target | 0.00% | 0.00% | |
Market-Based RSUs | Executive Officers | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards that can be earned as a percentage of target | 200.00% | 150.00% | |
VCA RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity awards, vesting period | 1 year | ||
Expected achievement percentage of performance awards | 100.00% | ||
Vesting percentage | 100.00% |
Employee Benefit Plans - Cavium
Employee Benefit Plans - Cavium Acquisition (Details) - Cavium Plans | Jul. 06, 2018shares |
Class of Stock [Line Items] | |
Number of common stock issuable (in shares) | 15,824,555 |
Stock Options | |
Class of Stock [Line Items] | |
Number of common stock issuable (in shares) | 2,535,940 |
Total | |
Class of Stock [Line Items] | |
Number of common stock issuable (in shares) | 13,288,615 |
Employee Benefit Plans - Cavi_2
Employee Benefit Plans - Cavium 2016 EIP (Details) - Cavium 2016 EIP | 12 Months Ended |
Jan. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award expiration period | 7 years |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award expiration period | 10 years |
Employee Benefit Plans - Cavi_3
Employee Benefit Plans - Cavium 2007 EIP (Details) - Cavium 2007 EIP | 12 Months Ended |
Jan. 30, 2021 | |
Stock Options | Tranche One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 12.50% |
Award vesting period | 6 months |
Stock Options | Tranche Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 2.08% |
Award vesting period | 3 years 6 months |
Total | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Total | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award expiration period | 7 years |
Total | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award expiration period | 10 years |
Employee Benefit Plans - QLogic
Employee Benefit Plans - QLogic 2005 Plan (Details) - QLogic 2005 Plan | 12 Months Ended |
Jan. 30, 2021 | |
Total | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Award term | 10 years |
Employee Benefit Plans - Cavi_4
Employee Benefit Plans - Cavium Acquisition-related Equity Awards (Details) - Cavium - Cavium Plans - USD ($) $ in Millions | Sep. 19, 2019 | Jul. 06, 2018 | Jul. 05, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of awards assumed in acquisition | $ 54.1 | $ 357.1 | |
Share-based compensation expense to be recognized | $ 288.2 | $ 68.9 |
Employee Benefit Plans - Aquant
Employee Benefit Plans - Aquantia Plans Assumed (Details) - Aquantia Plans | Sep. 19, 2019shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of common stock issuable (in shares) | 2,128,823 |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of common stock issuable (in shares) | 805,965 |
Total | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of common stock issuable (in shares) | 1,322,858 |
Employee Benefit Plans - Aqua_2
Employee Benefit Plans - Aquantia Acquisition-related Equity Awards (Details) - USD ($) $ in Millions | Sep. 19, 2019 | Sep. 18, 2019 |
Aquantia | Aquantia Plans | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense to be recognized | $ 32.6 | $ 21.5 |
Employee Benefit Plans - Outsid
Employee Benefit Plans - Outside Director Equity Compensation Policy (Details) - Outside Director Equity Compensation Policy - RSUs $ in Thousands | 12 Months Ended |
Jan. 30, 2021USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity awards, aggregate fair market value | $ | $ 235 |
Equity awards, vesting percentage | 100.00% |
Equity awards, vesting period | 1 year |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized | shares | 20,000 |
Employee Benefit Plans - Employ
Employee Benefit Plans - Employee Stock Purchase Plan (Details) - the ESPP - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum subscription rate | 15.00% | ||
Look-back period | 24 months | ||
Percentage discount of purchase price per share of common shares | 85.00% | ||
Offering period | 2 years | ||
Purchase period | 6 months | ||
Number of shares issued | 5 | 5.2 | 3.2 |
Weighted-average price (in usd per share) | $ 14.36 | $ 13.25 | $ 15.08 |
Unamortized compensation expense | $ 55.9 | ||
Number of shares available for future issuance | 32.5 |
Employee Benefit Plans - Summar
Employee Benefit Plans - Summary of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 241,539 | $ 242,809 | $ 198,095 |
Cost of goods sold | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 16,320 | 13,759 | 12,024 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 150,867 | 157,054 | 108,762 |
Selling, general and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 74,352 | $ 71,996 | $ 77,309 |
Employee Benefit Plans - Share-
Employee Benefit Plans - Share-based Compensation (Narrative) (Details) - USD ($) $ in Millions | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 |
Share-based Payment Arrangement [Abstract] | |||
Share-based compensation capitalized in inventory | $ 3.8 | $ 4.1 | $ 2.8 |
Employee Benefit Plans - Restri
Employee Benefit Plans - Restricted Stock Unit Activity (Details) - $ / shares | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Time-Based | |||
Number of Shares | |||
Beginning Balance (in shares) | 15,284,000 | 19,045,000 | 10,289,000 |
Assumed upon acquisition (in shares) | 1,341,000 | 13,289,000 | |
Granted (in shares) | 7,437,000 | 9,340,000 | 7,453,000 |
Vested (in shares) | (9,287,000) | (10,781,000) | (8,827,000) |
Canceled/Forfeited (in shares) | (2,090,000) | (3,661,000) | (3,159,000) |
Ending Balance (in shares) | 11,344,000 | 15,284,000 | 19,045,000 |
Weighted- Average Grant Date Fair Value | |||
Beginning Balance (in dollars per share) | $ 21.34 | $ 19.15 | $ 13.84 |
Assumed upon acquisition (in dollars per share) | 25.61 | 21.02 | |
Granted (in dollars per share) | 26.18 | 23.36 | 19.95 |
Vested (in dollars per share) | 21.28 | 20.01 | 16.30 |
Canceled/Forfeited (in dollars per share) | 22.89 | 20.57 | 19.64 |
Ending Balance (in dollars per share) | $ 24.27 | $ 21.34 | $ 19.15 |
Performance-Based | |||
Number of Shares | |||
Beginning Balance (in shares) | 511,000 | 948,000 | 672,000 |
Assumed upon acquisition (in shares) | 0 | 0 | |
Granted (in shares) | 143,000 | 288,000 | 340,000 |
Vested (in shares) | (390,000) | (576,000) | 0 |
Canceled/Forfeited (in shares) | (4,000) | (149,000) | (64,000) |
Ending Balance (in shares) | 260,000 | 511,000 | 948,000 |
Weighted- Average Grant Date Fair Value | |||
Beginning Balance (in dollars per share) | $ 17.71 | $ 16.58 | $ 14.25 |
Assumed upon acquisition (in dollars per share) | 0 | 0 | |
Granted (in dollars per share) | 14.13 | 13.90 | 21.12 |
Vested (in dollars per share) | 14.11 | 13.90 | 0 |
Canceled/Forfeited (in dollars per share) | 21.32 | 17.86 | 16.29 |
Ending Balance (in dollars per share) | $ 21.06 | $ 17.71 | $ 16.58 |
Market-Based | |||
Number of Shares | |||
Beginning Balance (in shares) | 3,913,000 | 1,178,000 | 921,000 |
Assumed upon acquisition (in shares) | 0 | 0 | |
Granted (in shares) | 989,000 | 3,621,000 | 351,000 |
Vested (in shares) | (328,000) | (713,000) | (30,000) |
Canceled/Forfeited (in shares) | (296,000) | (173,000) | (64,000) |
Ending Balance (in shares) | 4,278,000 | 3,913,000 | 1,178,000 |
Weighted- Average Grant Date Fair Value | |||
Beginning Balance (in dollars per share) | $ 15.83 | $ 15.40 | $ 13.14 |
Assumed upon acquisition (in dollars per share) | 0 | 0 | |
Granted (in dollars per share) | 33.35 | 15.39 | 21.36 |
Vested (in dollars per share) | 14.60 | 11.62 | 13.08 |
Canceled/Forfeited (in dollars per share) | 18.86 | 21.12 | 16.52 |
Ending Balance (in dollars per share) | $ 19.77 | $ 15.83 | $ 15.40 |
Total | |||
Number of Shares | |||
Beginning Balance (in shares) | 19,708,000 | 21,171,000 | 11,882,000 |
Assumed upon acquisition (in shares) | 1,341,000 | 13,289,000 | |
Granted (in shares) | 8,569,000 | 13,249,000 | 8,144,000 |
Vested (in shares) | (10,005,000) | (12,070,000) | (8,857,000) |
Canceled/Forfeited (in shares) | (2,390,000) | (3,983,000) | (3,287,000) |
Ending Balance (in shares) | 15,882,000 | 19,708,000 | 21,171,000 |
Weighted- Average Grant Date Fair Value | |||
Beginning Balance (in dollars per share) | $ 20.15 | $ 18.82 | $ 13.81 |
Assumed upon acquisition (in dollars per share) | 25.61 | 21.02 | |
Granted (in dollars per share) | 26.80 | 20.98 | 20.06 |
Vested (in dollars per share) | 20.79 | 19.23 | 16.28 |
Canceled/Forfeited (in dollars per share) | 22.39 | 20.49 | 19.51 |
Ending Balance (in dollars per share) | $ 23 | $ 20.15 | $ 18.82 |
Total | Executive Officers | Maximum | |||
Weighted- Average Grant Date Fair Value | |||
Equity awards, vesting percentage | 200.00% | ||
Total Shareholder Return Awards | |||
Number of Shares | |||
Granted (in shares) | 989,000 | 824,000 | |
Value Creation Awards | |||
Number of Shares | |||
Granted (in shares) | 2,797,000 |
Employee Benefit Plans - Rest_2
Employee Benefit Plans - Restricted Stock and Stock Unit Awards (Narrative) (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Jan. 30, 2021USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Closing stock price (in dollars per share) | $ / shares | $ 51.46 |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Aggregate intrinsic value expected to vest | $ 817.3 |
Number of shares expected to vest | shares | 15.9 |
Unamortized compensation expense | $ 293.7 |
Unrecognized share based compensation cost, weighted-average period of recognition (in years) | 1 year 7 months 13 days |
Employee Benefit Plans - Stock
Employee Benefit Plans - Stock Option Plan Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Number of Shares | |||
Balance at beginning of period (in shares) | 4,217 | 9,624 | 11,772 |
Assumed Upon Acquisition (in shares) | 808 | 3,026 | |
Granted (in shares) | 0 | 0 | 0 |
Exercised (in shares) | (1,301) | (6,178) | (4,812) |
Canceled/Forfeited (in shares) | (21) | (37) | (362) |
Balance at end of period (in shares) | 2,895 | 4,217 | 9,624 |
Vested or expected to vest at end of period (in shares) | 2,895 | ||
Weighted- Average Exercise Price | |||
Balance at beginning of period (in dollars per share) | $ 12.44 | $ 12.87 | $ 12.36 |
Assumed Upon Acquisition (in dollars per share) | 9.20 | 11.85 | |
Granted (in dollars per share) | 0 | 0 | 0 |
Exercised (in dollars per share) | 11.63 | 12.67 | 10.93 |
Canceled/Forfeited (in dollars per share) | 12.88 | 13.57 | 13.64 |
Balance at end of period (in dollars per share) | $ 12.81 | $ 12.44 | $ 12.87 |
Employee Benefit Plans - Option
Employee Benefit Plans - Option Plan and Stock Award Activity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options vested and expected to vest, aggregate intrinsic value | $ 111.9 | ||
Options exercisable, aggregate intrinsic value | 111 | ||
Aggregate intrinsic value of stock options exercised | $ 25.1 | $ 70.5 | $ 40.6 |
Closing stock price (in dollars per share) | $ 51.46 | ||
Unamortized compensation expense for stock options | $ 0.2 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized share based compensation cost, weighted-average period of recognition (in years) | 5 months 4 days |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Options, by Range of Exercise Prices (Details) shares in Thousands | 12 Months Ended |
Jan. 30, 2021$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Number of Shares (in shares) | shares | 2,894 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 3 years 29 days |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 12.81 |
Exercisable Options, Number of Shares (in shares) | shares | 2,870 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 12.79 |
$3.89 - $10.31 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Limit (in dollars per share) | 3.89 |
Range of Exercise Prices, Upper Limit (in dollars per share) | $ 10.31 |
Outstanding Options, Number of Shares (in shares) | shares | 319 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 3 years 11 months 12 days |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 9.06 |
Exercisable Options, Number of Shares (in shares) | shares | 319 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 9.06 |
$10.76 - $10.76 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Limit (in dollars per share) | 10.76 |
Range of Exercise Prices, Upper Limit (in dollars per share) | $ 10.76 |
Outstanding Options, Number of Shares (in shares) | shares | 897 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 2 years 3 months |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 10.76 |
Exercisable Options, Number of Shares (in shares) | shares | 897 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 10.76 |
$10.89 - $14.35 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Limit (in dollars per share) | 10.89 |
Range of Exercise Prices, Upper Limit (in dollars per share) | $ 14.35 |
Outstanding Options, Number of Shares (in shares) | shares | 893 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 3 years 10 months 13 days |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 13.55 |
Exercisable Options, Number of Shares (in shares) | shares | 874 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 13.55 |
$14.45 - $15.87 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Limit (in dollars per share) | 14.45 |
Range of Exercise Prices, Upper Limit (in dollars per share) | $ 15.87 |
Outstanding Options, Number of Shares (in shares) | shares | 651 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 2 years 8 months 1 day |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 15.64 |
Exercisable Options, Number of Shares (in shares) | shares | 651 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 15.64 |
$15.91 - $22.27 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Limit (in dollars per share) | 15.91 |
Range of Exercise Prices, Upper Limit (in dollars per share) | $ 22.27 |
Outstanding Options, Number of Shares (in shares) | shares | 134 |
Outstanding Options, Weighted Average Remaining Contractual Term (in Years) | 3 years 4 months 24 days |
Outstanding Options, Weighted Average Exercise Price (in dollars per share) | $ 16.67 |
Exercisable Options, Number of Shares (in shares) | shares | 129 |
Exercisable Options, Weighted Average Exercise Price (in dollars per share) | $ 16.60 |
Employee Benefit Plans - Valuat
Employee Benefit Plans - Valuation of Employee Share-Based Awards (Details) - shares | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | 0 | 0 | 0 |
Employee Stock Purchase Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | 0 | 0 | 0 |
Employee Benefit Plans - Assump
Employee Benefit Plans - Assumptions Used to Calculate Fair Value Awards for ESPP (Details) - Employee Stock Purchase Plan - $ / shares | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Estimated fair value (in dollars per share) | $ 15.12 | $ 7.06 | $ 4.91 |
Expected volatility (as a percent) | 48.00% | 35.00% | 33.00% |
Expected term (in years) | 1 year 2 months 12 days | 1 year 2 months 12 days | 1 year 2 months 12 days |
Risk-free interest rate (as a percent) | 0.10% | 1.80% | 2.60% |
Expected dividend yield (as a percent) | 0.60% | 1.00% | 1.40% |
Employee Benefit Plans - Assu_2
Employee Benefit Plans - Assumptions Used to Calculate Fair Value Awards of Total Shareholder Return Awards (Details) | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Total Shareholder Return Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 3 years | 3 years | 2 years 10 months 24 days |
Expected volatility (as a percent) | 40.00% | 32.00% | 35.00% |
Average correlation coefficient of peer companies | 0.7 | 0.5 | 0.5 |
Risk-free interest rate (as a percent) | 0.20% | 2.40% | 2.50% |
Expected dividend yield (as a percent) | 0.90% | 1.00% | 1.10% |
Value Creation Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 4 years 7 months 28 days | ||
Expected volatility (as a percent) | 35.00% | ||
Risk-free interest rate (as a percent) | 1.80% | ||
Expected dividend yield (as a percent) | 1.00% |
Employee Benefit Plans - Empl_2
Employee Benefit Plans - Employee 401(k) Plans (Details) - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 30, 2021 | Dec. 31, 2020 | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
United States | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Maximum contribution per employee | $ 5,000 | $ 4,000 | |||
Matching contributions to employees | $ 11,100,000 | $ 11,000,000 | $ 8,600,000 | ||
United States | Defined Contribution Plan, Tranche One | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Employee pre-tax contributions to 401(k) (as a percent) | 4.00% | ||||
Employer match contributions percentage | 100.00% | ||||
United States | Defined Contribution Plan, Tranche Two | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Employee pre-tax contributions to 401(k) (as a percent) | 2.00% | ||||
Employer match contributions percentage | 50.00% | ||||
United States | Minimum | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Employee pre-tax contributions to 401(k) (as a percent) | 1.00% | ||||
United States | Maximum | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Employee pre-tax contributions to 401(k) (as a percent) | 75.00% | ||||
Non-U.S. Defined Contribution Plan | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Matching contributions to employees | $ 11,300,000 | $ 9,600,000 | $ 16,800,000 |
Income Taxes - U.S. and Non-U.S
Income Taxes - U.S. and Non-U.S. Components of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. operations | $ (18,201) | $ (95,884) | $ 666,508 |
Non-U.S. operations | (303,967) | 894,267 | (671,155) |
Income before income taxes | $ (322,168) | $ 798,383 | $ (4,647) |
Income Taxes - Provision (Benef
Income Taxes - Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Current income tax provision (benefit): | |||
Federal | $ 3,210 | $ 5,223 | $ 46,519 |
State | 3,439 | (1,937) | 5,959 |
Foreign | (12,028) | (4,137) | 3,322 |
Total current income tax provision (benefit) | (5,379) | (851) | 55,800 |
Deferred income tax provision (benefit): | |||
Federal | (14,401) | (125,892) | 134,336 |
State | 870 | (9,382) | (6,567) |
Foreign | (25,960) | (649,884) | (9,122) |
Total deferred income tax provision (benefit) | (39,491) | (785,158) | 118,647 |
Total provision (benefit) for income taxes | $ (44,870) | $ (786,009) | $ 174,447 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Jul. 31, 1999 | Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Income Taxes [Line Items] | |||||
Federal statutory tax rate | 21.00% | ||||
Tax benefit for intellectual property transfer | $ 763,000 | ||||
Deferred tax asset related to tax basis in intellectual property | 659,000 | ||||
Reversal of intangible assets, deferred tax liability | 104,000 | ||||
Valuation allowance | $ 749,468 | 676,780 | |||
Decrease in valuation allowance | 72,700 | ||||
Unrecognized tax benefit that would affect the effective income tax rate if recognized | 171,500 | ||||
Increases related to prior year tax positions | 77,878 | 1,789 | $ 1,836 | ||
Reductions to deferred tax assets | 75,100 | ||||
Unrecognized tax benefits offset by deferred tax assets | 221,700 | 146,600 | 135,600 | ||
Unrecognized tax benefit, interest and penalties accrued | 4,000 | 12,400 | 15,100 | ||
Interest and penalties related to unrecognized tax benefits included in consolidated statements of operation | 1,000 | 1,400 | 2,700 | ||
Uncertain tax positions decrease from the lapse of the statutes of limitation in various jurisdictions during the next 12 months | 5,400 | ||||
Cash, cash equivalents and short-term investments | 748,500 | ||||
Unrecognized deferred tax liability on undistributed earnings of foreign subsidiaries | 264,200 | ||||
Marvell Israel | |||||
Income Taxes [Line Items] | |||||
Tax holidays, tax savings amount | $ 2,100 | $ 0 | $ 0 | ||
Tax holidays, per share effect on earnings (less than) (in dollars per share) | $ 0.01 | ||||
Foreign Subsidiaries | |||||
Income Taxes [Line Items] | |||||
Cash, cash equivalents and short-term investments | $ 618,100 | ||||
Office of the Tax Commissioner, Bermuda | |||||
Income Taxes [Line Items] | |||||
Applicable statutory rate | 0.00% | 0.00% | 0.00% | ||
Economic Development Board of Singapore Pioneer Status | |||||
Income Taxes [Line Items] | |||||
Expiration of tax exemption, period | 15 years | 10 years | |||
Federal | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | $ 832,600 | ||||
Operating loss carryforwards subject to annual limitation | 801,100 | ||||
Tax credit carryforwards subject to annual limitation | 120,400 | ||||
Federal | Research Tax Credit | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards | 360,300 | ||||
State | California | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 517,300 | ||||
State | California | Research Tax Credit | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards | 478,600 | ||||
State | Other State | Research and Investment Tax Credit | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards | 28,800 | ||||
Foreign | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | $ 815,100 |
Income Taxes - Reconciliation S
Income Taxes - Reconciliation Statutory Rate and the Effective Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Income Tax Disclosure [Abstract] | |||
Provision at U.S. statutory rate | $ (67,655) | $ 167,660 | $ (976) |
State taxes, net of federal benefit | 327 | (9,878) | (9,652) |
Difference in U.S. and non-U.S. tax rates | 38,118 | (181,625) | 46,988 |
Foreign income inclusion in U.S. | 861 | 13,736 | 167,093 |
Non-deductible compensation | 4,108 | 6,196 | 13,215 |
Intellectual property transaction | 0 | (762,933) | 93,777 |
Federal research and development credits | (49,315) | (42,604) | (29,503) |
Uncertain tax positions | (19,957) | (3,913) | 4,238 |
Change in valuation allowance | 49,315 | 26,971 | (110,921) |
Other | (672) | 381 | 188 |
Total provision (benefit) for income taxes | $ (44,870) | $ (786,009) | $ 174,447 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Deferred tax assets: | ||
Net operating losses | $ 78,253 | $ 105,925 |
Federal and California income tax credits | 713,799 | 631,805 |
Intangible assets | 629,290 | 632,537 |
Reserves and accruals | 69,654 | 22,719 |
Share-based compensation | 4,798 | 4,117 |
Lease liabilities | 28,176 | 32,120 |
Gross deferred tax assets | 1,523,970 | 1,429,223 |
Valuation allowance | (749,468) | (676,780) |
Total deferred tax assets | 774,502 | 752,443 |
Deferred tax liabilities: | ||
Intangible assets | (50,557) | (69,771) |
Fixed assets | (27,549) | (27,540) |
Unremitted earnings of non-U.S. subsidiaries | (20,173) | (21,284) |
Right of use assets | (26,158) | (25,290) |
Total deferred tax liabilities | (124,437) | (143,885) |
Net deferred tax assets (liabilities) | $ 650,065 | $ 608,558 |
Income Taxes - Classification o
Income Taxes - Classification of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Income Tax Disclosure [Abstract] | ||
Non-current deferred tax assets | $ 672,424 | $ 639,791 |
Non-current deferred tax liabilities | (22,359) | (31,233) |
Net deferred tax assets (liabilities) | $ 650,065 | $ 608,558 |
Income Taxes - Changes in Unrec
Income Taxes - Changes in Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits as of the beginning of the period | $ 166,828 | $ 158,323 | $ 23,252 |
Increases related to acquired tax positions | 0 | 9,215 | 131,631 |
Increases related to prior year tax positions | 77,878 | 1,789 | 1,836 |
Decreases related to prior year tax positions | (1,106) | (6,747) | (6,259) |
Increases related to current year tax positions | 5,603 | 7,614 | 11,154 |
Settlements | (476) | (443) | 0 |
Lapse in the statute of limitations | (8,193) | (4,044) | (3,198) |
Foreign exchange (gain) loss | 1,616 | 1,121 | |
Foreign exchange (gain) loss | (93) | ||
Gross amounts of unrecognized tax benefits as of the end of the period | $ 242,150 | $ 166,828 | $ 158,323 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Numerator: | |||
Net income (loss) | $ (277,298) | $ 1,584,391 | $ (179,094) |
Denominator: | |||
Weighted average shares — basic (in shares) | 668,772 | 664,709 | 591,232 |
Effect of dilutive securities: | |||
Share-based awards (in shares) | 0 | 11,385 | 0 |
Weighted average shares — diluted (in shares) | 668,772 | 676,094 | 591,232 |
Net income (loss) per share: | |||
Net Income (loss) per share - Basic (in dollars per share) | $ (0.41) | $ 2.38 | $ (0.30) |
Net Income (loss) per share - diluted (in dollars per share) | $ (0.41) | $ 2.34 | $ (0.30) |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Anti-dilutive Potential Shares (Details) - shares shares in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Weighted average shares outstanding: | |||
Share-based awards | 11,268 | 1,124 | 20,435 |
Segment and Geographic Inform_3
Segment and Geographic Information - Additional Information (Details) | 12 Months Ended |
Jan. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Segment and Geographic Inform_4
Segment and Geographic Information - Long-Lived Asset Information (Details) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 326,125 | $ 357,092 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 245,471 | 265,685 |
Singapore | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 29,603 | 37,717 |
India | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 18,832 | 20,815 |
Israel | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 14,152 | 15,808 |
China | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 12,810 | 11,979 |
Others | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 5,257 | $ 5,088 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2021 | Feb. 01, 2020 | Feb. 02, 2019 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 2,126 | $ 2,637 | $ 984 |
Additions | 1,442 | 3,448 | 1,653 |
Deductions | (1,497) | (3,959) | 0 |
Balance at End of Year | 2,071 | 2,126 | 2,637 |
Deferred tax asset valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 676,780 | 597,829 | 618,353 |
Additions | 72,688 | 78,951 | 0 |
Deductions | 0 | 0 | (20,524) |
Balance at End of Year | $ 749,468 | $ 676,780 | $ 597,829 |