Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2017shares | |
Document And Entity Information [Abstract] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | FY |
Trading Symbol | NXPI |
Entity Registrant Name | NXP Semiconductors N.V. |
Entity Central Index Key | 1,413,447 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | Yes |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 346,002,862 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Income Statement [Abstract] | ||||
Revenue | [1] | $ 9,256 | $ 9,498 | $ 6,101 |
Cost of revenue | (4,637) | (5,429) | (3,314) | |
Gross profit | 4,619 | 4,069 | 2,787 | |
Research and development | (1,554) | (1,560) | (890) | |
Selling, general and administrative | (1,090) | (1,141) | (922) | |
Amortization of acquisition-related intangible assets | (1,448) | (1,527) | (223) | |
Other income (expense) | 1,575 | 9 | 1,263 | |
Operating income (loss) | 2,102 | (150) | 2,015 | |
Financial income (expense): | ||||
Extinguishment of debt | (41) | (32) | ||
Other financial income (expense) | (325) | (421) | (529) | |
Income (loss) before income taxes | 1,736 | (603) | 1,486 | |
Benefit (provision) for income taxes | 483 | 851 | 104 | |
Results relating to equity-accounted investees | 53 | 11 | 9 | |
Net income (loss) | 2,272 | 259 | 1,599 | |
Less: Net income (loss) attributable to non-controlling interests | 57 | 59 | 73 | |
Net income (loss) attributable to stockholders | $ 2,215 | $ 200 | $ 1,526 | |
Net income (loss) per common share attributable to stockholders in $: | ||||
- Basic | $ 6.54 | $ 0.59 | $ 6.36 | |
- Diluted | $ 6.41 | $ 0.58 | $ 6.10 | |
Weighted average number of shares of common stock outstanding during the year (in thousands): | ||||
- Basic | 338,646 | 338,477 | 239,764 | |
- Diluted | [2] | 345,802 | 347,607 | 250,116 |
[1] | Revenue attributed to geographic areas is based on the customer's shipped-to location (except for intellectual property license revenue which is attributable to the Netherlands). | |||
[2] | Stock options to purchase up to 0.1 million shares of NXP's common stock that were outstanding in 2017 (2016: 1.4 million shares; 2015: 0.7 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the exercise price was greater than the average fair market value of the common stock or the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense and exercise prices was greater than the weighted average number of shares underlying outstanding stock options. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 2,272 | $ 259 | $ 1,599 | |
Other comprehensive income (loss), net of tax: | ||||
Change in net investment hedge | (190) | |||
Change in fair value cash flow hedges | [1] | 10 | ||
Change in foreign currency translation adjustment | [1] | 156 | (124) | 131 |
Change in net actuarial gain (loss) | (16) | (27) | 31 | |
Change in net unrealized gains (losses) available-for-sale securities | [1] | (7) | 4 | (1) |
Total other comprehensive income (loss) | 143 | (147) | (29) | |
Total comprehensive income (loss) | 2,415 | 112 | 1,570 | |
Less: Comprehensive income (loss) attributable to non-controlling interests | 57 | 59 | 73 | |
Total comprehensive income (loss) attributable to stockholders | $ 2,358 | $ 53 | $ 1,497 | |
[1] | Reclassification adjustments included in Cost of revenue, Selling, general and administrative, Research and development and Results relating to equity-accounted investees in the Consolidated Statements of Operations. |
Consolidated Balance Sheets
Consolidated Balance Sheets € in Millions, $ in Millions | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Current assets: | ||
Cash and cash equivalents | $ 3,547 | $ 1,894 |
Accounts receivables, net | 879 | 1,033 |
Assets held for sale | 1,104 | |
Inventories, net | 1,236 | 1,113 |
Other current assets | 382 | 254 |
Total current assets | 6,044 | 5,398 |
Non-current assets: | ||
Other non-current assets | 981 | 962 |
Property, plant and equipment, net | 2,295 | 2,352 |
Identified intangible assets, net | 5,863 | 7,343 |
Goodwill | 8,866 | 8,843 |
Total non-current assets | 18,005 | 19,500 |
Total assets | 24,049 | 24,898 |
Current liabilities: | ||
Accounts payable | 1,146 | 973 |
Liabilities held for sale | 198 | |
Restructuring liabilities - current | 74 | 129 |
Accrued liabilities | 747 | 712 |
Short-term debt | 751 | 421 |
Total current liabilities | 2,718 | 2,433 |
Non-current liabilities: | ||
Long-term debt | 5,814 | 8,766 |
Restructuring liabilities | 15 | 22 |
Deferred tax liabilities | 701 | 1,659 |
Other non-current liabilities | 1,085 | 862 |
Total non-current liabilities | 7,615 | 11,309 |
Equity: | ||
Non-controlling interests | 189 | 221 |
Stockholders' equity: | ||
Preferred stock, par value €0.20 per share: Authorized: 645,754,500 (2016: 645,754,500 shares) Issued: none | ||
Common stock, par value €0.20 per share: Authorized: 430,503,000 shares (2016: 430,503,000 shares) Issued and fully paid: 346,002,862 shares (2016: 346,002,862 shares) | 71 | 71 |
Capital in excess of par value | 15,960 | 15,679 |
Treasury shares, at cost: 3,078,470 shares (2016: 10,609,980 shares) | (342) | (915) |
Accumulated other comprehensive income (loss) | 177 | 34 |
Accumulated deficit | (2,339) | (3,934) |
Total Stockholders' equity | 13,527 | 10,935 |
Total equity | 13,716 | 11,156 |
Total liabilities and equity | $ 24,049 | $ 24,898 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - € / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | € 0.20 | € 0.20 |
Preferred stock, Authorized shares | 645,754,500 | 645,754,500 |
Preferred stock, Issued | 0 | 0 |
Common stock, par value | € 0.20 | € 0.20 |
Common stock, Authorized shares | 430,503,000 | 430,503,000 |
Common stock, Issued and fully paid | 346,002,862 | 346,002,862 |
Treasury shares, shares | 3,078,470 | 10,609,980 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 2,272 | $ 259 | $ 1,599 |
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities: | |||
Depreciation and amortization | 2,173 | 2,205 | 517 |
Share-based compensation | 281 | 338 | 216 |
Excess tax benefits from share-based compensation plans | (5) | ||
Change in fair value of warrant liability | 31 | ||
Amortization of discount on debt | 40 | 34 | 39 |
Amortization of debt issuance costs | 12 | 16 | 11 |
Net (gain) loss on sale of assets | (1,615) | (11) | (1,263) |
(Gain) loss on extinguishment of debt | 41 | 32 | |
Results relating to equity-accounted investees | (22) | (11) | (9) |
Changes in deferred taxes | (797) | (925) | (168) |
Changes in operating assets and liabilities: | |||
(Increase) decrease in receivables and other current assets | 31 | (51) | (78) |
(Increase) decrease in inventories | (120) | 568 | 82 |
Increase (decrease) in accounts payable and accrued liabilities | 225 | (156) | 127 |
Decrease (increase) in other non-current assets | (100) | 5 | 30 |
Exchange differences | 30 | 15 | 193 |
Other items | (4) | (10) | 3 |
Net cash provided by (used for) operating activities | 2,447 | 2,303 | 1,330 |
Cash flows from investing activities: | |||
Purchase of identified intangible assets | (66) | (59) | (12) |
Capital expenditures on property, plant and equipment | (552) | (389) | (341) |
Proceeds from disposals of property, plant and equipment | 2 | 1 | 7 |
Purchase of interests in businesses, net of cash acquired | (202) | (1,692) | |
Proceeds from sale of interests in businesses, net of cash divested | 2,682 | 20 | 1,605 |
Proceeds from return of equity investment | 1 | ||
Other | 6 | 2 | 2 |
Net cash provided by (used for) investing activities | 2,072 | (627) | (430) |
Cash flows from financing activities: | |||
Net (repayments) borrowings of short-term debt | (6) | (2) | |
Amounts drawn under the revolving credit facility | 200 | ||
Repayments under the revolving credit facility | (200) | ||
Repurchase of long-term debt | (2,728) | (3,295) | (3,586) |
Principal payments on long-term debt | (16) | (38) | (32) |
Proceeds from the issuance of long-term debt | 3,259 | 3,680 | |
Cash paid for debt issuance costs | (26) | (32) | |
Dividends paid to non-controlling interests | (89) | (126) | (51) |
Cash proceeds from exercise of stock options | 233 | 115 | 51 |
Purchase of treasury shares and restricted stock unit withholdings | (286) | (1,280) | (475) |
Hold-back payments on prior acquisitions | (2) | ||
Excess tax benefits from share-based compensation plans | 5 | ||
Net cash provided by (used for) financing activities | (2,886) | (1,392) | (449) |
Effect of changes in exchange rates on cash positions | 20 | (4) | (22) |
Increase (decrease) in cash and cash equivalents | 1,653 | 280 | 429 |
Cash and cash equivalents at beginning of period | 1,894 | 1,614 | 1,185 |
Cash and cash equivalents at end of period | 3,547 | 1,894 | 1,614 |
Net cash paid during the period for: | |||
Interest | 245 | 348 | 172 |
Income taxes | 356 | 67 | 40 |
Net gain (loss) on sale of assets: | |||
Cash proceeds from the sale of assets | 2,688 | 21 | 1,612 |
Book value of these assets | (1,073) | (10) | (349) |
Net (gain) loss on sale of assets | $ 1,615 | 11 | 1,263 |
Non-cash investing and financing information: | |||
Issuance of common stock for business combinations | $ 9,686 | ||
Exchange of Term Loan B for Term Loan F [Member] | |||
Non-cash investing and financing information: | |||
Exchange of one Term Loan for another | $ 1,422 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Millions | Total | Common Stock [Member] | Capital in Excess of Par Value [Member] | Treasury Shares at Cost [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Total Stockholders' Equity [Member] | Non-controlling Interests [Member] |
Balance at Dec. 31, 2014 | $ 801 | $ 51 | $ 6,300 | $ (1,219) | $ 210 | $ (4,804) | $ 538 | $ 263 |
Balance, shares at Dec. 31, 2014 | 232,580,000 | |||||||
Net income (loss) | 1,599 | 1,526 | 1,526 | 73 | ||||
Other comprehensive income | (29) | (29) | (29) | |||||
Share-based compensation plans | 218 | 218 | 218 | |||||
Treasury shares and restricted stock unit withholdings | $ (475) | $ (475) | (475) | |||||
Treasury shares and restricted stock unit withholdings, shares | (5,336,310) | (5,336,000) | ||||||
Shares issued pursuant to stock awards | $ 51 | $ 315 | (264) | 51 | ||||
Shares issued pursuant to stock awards, shares | 5,008,000 | |||||||
Issuance of common stock for business combination, net of issuance costs | 9,686 | $ 17 | 8,632 | 1,037 | 9,686 | |||
Issuance of common stock for business combination, net of issuance costs, shares | 109,751,000 | |||||||
Dividends non-controlling interests | (51) | (51) | ||||||
Changes in participation | 3 | 3 | ||||||
Balance at Dec. 31, 2015 | 11,803 | $ 68 | 15,150 | (342) | 181 | (3,542) | 11,515 | 288 |
Balance, shares at Dec. 31, 2015 | 342,003,000 | |||||||
Net income (loss) | 259 | 200 | 200 | 59 | ||||
Other comprehensive income | (147) | (147) | (147) | |||||
Reclassification of Warrants | 168 | 168 | 168 | |||||
Share-based compensation plans | 336 | 336 | 336 | |||||
Excess tax benefits from share-based compensation plans | 21 | 21 | 21 | |||||
Treasury shares and restricted stock unit withholdings | $ (1,280) | $ (1,280) | (1,280) | |||||
Treasury shares and restricted stock unit withholdings, shares | (15,537,868) | (15,538,000) | ||||||
Shares issued pursuant to stock awards | $ 115 | $ 707 | (592) | 115 | ||||
Shares issued pursuant to stock awards, shares | 8,927,000 | |||||||
Dividends non-controlling interests | (126) | (126) | ||||||
Other | 7 | $ 3 | 4 | 7 | ||||
Balance at Dec. 31, 2016 | 11,156 | $ 71 | 15,679 | (915) | 34 | (3,934) | 10,935 | 221 |
Balance, shares at Dec. 31, 2016 | 335,392,000 | |||||||
Net income (loss) | 2,272 | 2,215 | 2,215 | 57 | ||||
Other comprehensive income | 143 | 143 | 143 | |||||
Share-based compensation plans | 281 | 281 | 281 | |||||
Treasury shares and restricted stock unit withholdings | $ (286) | $ (286) | (286) | |||||
Treasury shares and restricted stock unit withholdings, shares | (2,522,589) | (2,522,000) | ||||||
Shares issued pursuant to stock awards | $ 233 | $ 859 | (626) | 233 | ||||
Shares issued pursuant to stock awards, shares | 10,054,000 | |||||||
Dividends non-controlling interests | (89) | (89) | ||||||
Cumulative effect adjustments | 6 | 6 | 6 | |||||
Balance at Dec. 31, 2017 | $ 13,716 | $ 71 | $ 15,960 | $ (342) | $ 177 | $ (2,339) | $ 13,527 | $ 189 |
Balance, shares at Dec. 31, 2017 | 342,924,000 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | 1 The Company NXP Semiconductors N.V. (including our subsidiaries, referred to collectively herein as “NXP”, “NXP Semiconductors”, “we”, “our”, “us” and the “Company”) is a global semiconductor company incorporated in the Netherlands as a Dutch public company with limited liability (naamloze vennootschap) On June 14, 2016, NXP announced an agreement to divest its Standard Products (“SP”) business to a consortium of financial investors consisting of Beijing JianGuang Asset Management Co., Ltd (“JAC Capital”) and Wise Road Capital LTD (“Wise Road Capital”). On February 6, 2017, we divested SP, receiving $2.6 billion in cash proceeds, net of cash divested. On February 20, 2018, NXP entered into an amendment (the “Purchase Agreement Amendment”) to that certain Purchase Agreement, dated as of October 27, 2016 (as amended, the “Purchase Agreement”), with Qualcomm River Holdings B.V. (“Buyer”), a wholly-owned, indirect subsidiary of QUALCOMM Incorporated (“Qualcomm”). Pursuant to the Purchase Agreement Amendment, Buyer agreed to revise the terms of its tender offer to acquire all of the issued and outstanding common shares of NXP increasing the offer price from $110 per share to $127.50 per share, less any applicable withholding taxes and without interest to the holders thereof, payable in cash, for estimated total cash consideration of $44 billion. The tender offer is not subject to any financing condition. In addition, Buyer and NXP agreed to reduce the minimum condition of outstanding common shares of NXP that must be validly tendered and not properly withdrawn from 80% of the outstanding common shares to 70% of the outstanding common shares as of the expiration of the tender offer (April 25, 2018). Pending the receipt of certain regulatory approvals, as well as satisfaction of other customary closing conditions, the proposed transaction is expected to close in the first half of 2018. An Extraordinary General Meeting of NXP’s shareholders was convened on January 27, 2017, in connection with the offer where the shareholders of NXP approved all resolutions brought before them, with 95% of the votes cast in favor of each such resolution. The Purchase Agreement contains certain termination rights for NXP and Buyer. If the Purchase Agreement is terminated under certain circumstances, including termination by NXP to enter into a superior proposal for an alternative acquisition transaction or a termination following a change of recommendation by the NXP Board, NXP will be obligated to pay to Buyer a termination compensation equal to $1.25 billion in cash. If the Purchase Agreement is terminated under certain circumstances, including circumstances relating to the failure to obtain antitrust approvals or failure to complete in all material respects certain internal reorganization steps and related dispositions with respect to NXP, Buyer will be obligated to pay to NXP a termination compensation equal to $2 billion in cash. During 2017, NXP incurred expenses of $59 million associated with the proposed acquisition by the Buyer. The expenses, included in the Statement of Operations in the line item ‘Selling, General and Administrative’, consisted of legal and consulting costs, retention incentives and costs related to dedicated resources associated with the proposed acquisition. On December 7, 2015, we acquired Freescale Semiconductor, Ltd. (“Freescale”). The results presented in the Consolidated Financial Statements and Notes to the Consolidated Financial Statements include Freescale’s results of operations for the periods of December 7, 2015 through December 31, 2015, 2016 and 2017 (the “Post-Merger Period”). |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2 Significant Accounting Policies The Consolidated Financial Statements include the accounts of the Company together with its consolidated subsidiaries, including NXP B.V. and all entities in which the Company holds a direct or indirect controlling interest, in such a way that the Company would have the power to direct the activities of the entity that most significantly impact the entity’s economic performance and the obligation to absorb the losses or the right to receive benefits of the entity that could be potentially significant to the Company. Investments in companies in which the Company exercises significant influence but does not control, are accounted for using the equity method. The Company’s share of the net income of these companies is included in results relating to equity-accounted investees in the Consolidated Statements of Operations. All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. Net income (loss) includes the portion of the earnings of subsidiaries applicable to non-controlling non-controlling non-controlling Certain items previously reported have been reclassified to conform to the current period presentation. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Fair value measurements Fair value is the price we would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. In the absence of active markets for an identical asset or liability, we develop assumptions based on market observable data and, in the absence of such data, utilize internal information that we consider to be consistent with what market participants would use in a hypothetical transaction that occurs at the measurement date. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. Priority is given to observable inputs. These two types of inputs form the basis for the following fair value hierarchy. • Level 1: Quoted prices for identical assets or liabilities in active markets. • Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and valuations based on models where the inputs or significant value drivers are observable, either directly or indirectly. • Level 3: Significant inputs to the valuation model are unobservable. Foreign currencies The Company uses the U.S. dollar as its reporting currency. As of January 1, 2016, as a result of the acquisition of Freescale, NXP has concluded that the functional currency of the holding company is the U.S. dollar. Prior to January 1, 2016, the functional currency of the holding company was the euro. As of January 1, 2017, as a result of internal reorganizations, NXP changed the functional currency of the principal Netherlands subsidiary to the U.S. dollar. For consolidation purposes, the financial statements of the entities within the Company with a functional currency other than the U.S. dollar, are translated into U.S. dollars. Assets and liabilities are translated using the exchange rates on the applicable balance sheet dates. Income and expense items in the statements of operations, statements of comprehensive income and statements of cash flows are translated at monthly exchange rates in the periods involved. The effects of translating the financial position and results of operations from functional currencies to reporting currency are recognized in other comprehensive income and presented as a separate component of accumulated other comprehensive income (loss) within stockholders’ equity. If the operation is a non-wholly non-controlling The following table sets out the exchange rates for U.S. dollars into euros applicable for translation of NXP’s financial statements for the periods specified. $ per € 1 period end average (1) high low 2017 1.1932 1.1310 1.0474 1.1932 2016 1.0474 1.1065 1.0474 1.1423 2015 1.0915 1.1150 1.0869 1.2155 (1) The average of the noon-buying rate at the end of each fiscal month during the period presented. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end Derivative financial instruments including hedge accounting The Company uses derivative financial instruments in the management of its foreign currency risks and the input costs of gold for a portion of our anticipated purchases within the next 12 months. The Company measures all derivative financial instruments based on fair values derived from market prices of the instruments or from option pricing models, as appropriate, and records these as assets or liabilities in the balance sheet. Changes in the fair values are immediately recognized in the statement of operations unless cash flow hedge accounting is applied. Changes in the fair value of a derivative that is highly effective and designated and qualifies as a cash flow hedge are recorded in accumulated other comprehensive income (loss), until earnings are affected by the variability in cash flows of the designated hedged item. The application of cash flow hedge accounting for foreign currency risks is limited to transactions that represent a substantial currency risk that could materially affect the financial position of the Company. Foreign currency gains or losses arising from the translation of a financial liability designated as a hedge of a net investment in a foreign operation are recognized directly in other comprehensive income, to the extent that the hedge is effective, and are presented as a separate component of accumulated other comprehensive income (loss) within stockholders’ equity. To the extent that a hedge is ineffective, the ineffective portion of the fair value change is recognized in the Consolidated Statements of Operations. When the hedged net investment is disposed of, the corresponding amount in the accumulated other comprehensive income is transferred to the statement of operations as part of the profit or loss on disposal. On initial designation of the hedge relationship between the hedging instrument and hedged item, the Company documents this relationship, including the risk management objectives and strategy in undertaking the hedge transaction and the hedged risk, together with the methods that will be used to assess the effectiveness of the hedging relationship. The Company makes an assessment, both at the inception of the hedge relationship as well as on an ongoing basis, of whether the hedging instruments are expected to be “highly effective” in offsetting the changes in the fair value or cash flows of the respective hedged items attributable to the hedged risk. When cash flow hedge accounting is discontinued because it is not probable that a forecasted transaction will occur within a period of two months from the originally forecasted transaction date, the Company continues to carry the derivative on the Consolidated Balance Sheets at its fair value, and gains and losses that were accumulated in other comprehensive income are recognized immediately in earnings. In situations in which hedge accounting is discontinued, the Company continues to carry the derivative at its fair value on the Consolidated Balance Sheets, and recognizes any changes in its fair value in earnings. The gross notional amounts of the Company’s foreign currency derivatives by currency were as follows: 2017 2016 Euro 696 459 Chinese renminbi 132 45 Japanese yen 29 35 Malaysian ringgit 89 73 Singapore dollar 64 41 Swiss franc 34 4 Taiwan dollar 122 94 Thai baht 68 43 Other 16 5 Cash and cash equivalents Cash and cash equivalents include all cash balances and short-term highly liquid investments with a maturity of three months or less at acquisition that are readily convertible into known amounts of cash. Cash and cash equivalents are stated at face value which approximates fair value. Receivables Receivables are carried at amortized cost, net of allowances for doubtful accounts and net of rebates and other contingent discounts granted to distributors. When circumstances indicate a specific customer’s ability to meet its financial obligation to us is impaired, we record an allowance against amounts due and value the receivable at the amount reasonably expected to be collected. For all other customers, we evaluate our trade accounts receivable for collectibility based on numerous factors including objective evidence about credit-risk concentration, collective debt risk based on average historical losses, and specific circumstances such as serious adverse economic conditions in a specific country or region. Inventories Inventories are stated at the lower of cost or market, less advance payments on work in progress. The cost of inventories is determined using the first-in, first-out Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation and impairment losses. Depreciation is calculated using the straight-line method over the expected economic life of the asset. Depreciation of special tooling is also based on the straight-line method unless a depreciation method other than the straight-line method better represents the consumption pattern. Gains and losses on the sale of property, plant and equipment are included in other income and expense. Plant and equipment under capital leases are initially recorded at the lower of the fair value of the leased property or the present value of minimum lease payments. These assets and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or the estimated useful life of the asset. Goodwill We record goodwill when the purchase price of an acquisition exceeds the fair value of the net tangible and identified intangible assets acquired. We assign the goodwill to our reporting units based on the relative expected fair value provided by the acquisition. We perform an annual impairment assessment in the fourth quarter of each year, or more frequently if indicators of potential impairment exist, which includes evaluating qualitative and quantitative factors to assess the likelihood of an impairment of a reporting unit’s goodwill. We perform impairment tests using a fair value approach when necessary. The reporting unit’s carrying value used in an impairment test represents the assignment of various assets and liabilities, excluding certain corporate assets and liabilities, such as cash, investments and debt. Identified intangible assets Licensed technology and patents are generally amortized on a straight-line basis over the periods of benefit. We amortize all acquisition-related intangible assets that are subject to amortization over their estimated useful life based on economic benefit. Acquisition-related in-process We perform a quarterly review of finite-lived identified intangible assets to determine whether facts and circumstances indicate that the useful live is shorter than we had originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, we assess recoverability by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. If an asset’s useful life is shorter than originally estimated, we accelerate the rate of amortization and amortize the remaining carrying value over the new shorter useful life. We perform an annual impairment assessment in the fourth quarter of each year for indefinite-lived intangible assets, or more frequently if indicators of potential impairment exist, to determine whether it is more likely than not that the carrying value of the assets may not be recoverable. If necessary, a quantitative impairment test is performed to compare the fair value of the indefinite-lived intangible asset with its carrying value. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. Research and development Costs of research and development are expensed in the period in which they are incurred, except for in-process Advertising Advertising costs are expensed when incurred. Debt issuance costs Direct costs incurred to obtain financings are capitalized and subsequently amortized over the term of the debt using the effective interest rate method. Upon extinguishment of any related debt, any unamortized debt issuance costs are expensed immediately. Revenue recognition The Company’s revenue is derived from sales to distributors, made-to-order Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or the service has been provided, the sales price is fixed or determinable, and collection is reasonably assured, based on the terms and conditions of the sales contract. For made-to-order made-to-order For sales to distributors, revenue is recognized upon sale to the distributor (sell-in pre-defined Distributor reserves estimate the impact of credits granted to distributors under certain programs common in the semiconductor industry whereby distributors receive certain price adjustments to meet individual competitive opportunities, or are allowed to return or scrap a limited amount of product in accordance with contractual terms agreed upon with the distributor, or receive price protection credits when our standard published prices are lowered from the price the distributor paid for product still in its inventory. The Company’s policy is to use a rolling historical experience rate, as well as a prospective view of products and pricing in the distribution channel for distributors who participate in our volume rebate incentive program, in order to estimate the proper provision for this program at the end of any given reporting period. We continually monitor the actual claimed allowances against our estimates, and we adjust our estimates as appropriate to reflect trends in pricing environments and inventory levels. Distributor reserves are also adjusted when recent historical data does not represent anticipated future activity. For sales where return rights exist, the Company has determined, based on historical data, that only a very small percentage of the sales of this type to distributors is actually returned. In accordance with this historical data, a pro rata portion of the sales to these distributors is not recognized but deferred until the return period has lapsed or the other return conditions no longer apply. Revenue is recorded net of sales taxes, customer discounts, rebates and other contingent discounts granted to distributors. We include shipping charges billed to customers in revenue and include the related shipping costs in cost of revenue. Restructuring The provision for restructuring relates to the estimated costs of initiated restructurings that have been approved by Management. When such plans require discontinuance and/or closure of lines of activities, the anticipated costs of closure or discontinuance are recorded at fair value when the liability has been incurred. The Company determines the fair value based on discounted projected cash flows in the absence of other observable inputs such as quoted prices. The restructuring liability includes the estimated cost of termination benefits provided to former or inactive employees after employment but before retirement, costs to terminate leases and other contracts, and selling costs associated with assets held for sale and other costs related to the closure of facilities. One-time Financial income and expense Financial income and expense is comprised of interest income on cash and cash equivalent balances, the interest expense on borrowings, the accretion of the discount or premium on issued debt, the gain or loss on the disposal of financial assets, impairment losses on financial assets and gains or losses on hedging instruments recognized in the statement of operations. For periods prior to January 1, 2016, the mark-to-market mark-to-market re-measured. Borrowing costs that are not directly attributable to the acquisition, construction or production of property, plant and equipment are recognized in the statement of operations using the effective interest method. Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts. Measurement of deferred tax assets and liabilities is based upon the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax liabilities for income taxes or withholding taxes on dividends from subsidiaries are recognized in situations where the company does not consider the earnings indefinitely reinvested and to the extent that the withholding taxes are not expected to be refundable. Deferred tax assets, including assets arising from loss carryforwards, are recognized, net of a valuation allowance, if based upon the available evidence it is more likely than not that the asset will be realized. The income tax benefit from an uncertain tax position is recognized only if it is more likely than not that the tax position will be sustained upon examination by the relevant taxing authorities. The income tax benefit recognized is measured based on the largest benefit that is more than 50 percent likely to be realized upon resolution of the uncertainty. The liability for unrecognized tax benefits and the related interest and penalties is recorded under accrued liabilities and other non-current Postretirement benefits The Company’s employees participate in pension and other postretirement benefit plans in many countries. The costs of pension and other postretirement benefits and related assets and liabilities with respect to the Company’s employees participating in the various plans are based upon actuarial valuations. Some of the Company’s defined-benefit pension plans are funded with plan assets that have been segregated and restricted in a trust, foundation or insurance company to provide for the pension benefits to which the Company has committed itself. The net liability or asset recognized in the balance sheet in respect of the postretirement plans is the present value of the projected benefit obligation less the fair value of plan assets at the balance sheet date. Most of the Company’s plans are unfunded and result in a provision or a net liability. For the Company’s major plans, the discount rate is derived from market yields on high quality corporate bonds. Plans in countries without a deep corporate bond market use a discount rate based on the local government bond rates. Benefit plan costs primarily represent the increase in the actuarial present value of the obligation for benefits based on employee service during the year and the interest on this obligation in respect of employee service in previous years, net of the expected return on plan assets and net of employee contributions. Actuarial gains and losses arise mainly from changes in actuarial assumptions and differences between actuarial assumptions and what has actually occurred. They are recognized in the statement of operations, over the expected average remaining service periods of the employees only to the extent that their net cumulative amount exceeds 10% of the greater of the present value of the obligation or of the fair value of plan assets at the end of the previous year (the corridor). Events which invoke a curtailment or a settlement of a benefit plan will be recognized in our statement of operations. In calculating obligation and expense, the Company is required to select actuarial assumptions. These assumptions include discount rate, expected long-term rate of return on plan assets, assumed health care trend rates and rates of increase in compensation costs determined based on current market conditions, historical information and consultation with and input from our actuaries. Changes in the key assumptions can have a significant impact to the projected benefit obligations, funding requirements and periodic cost incurred. Unrecognized prior-service costs related to the plans are amortized to the statements of operations over the average remaining service period of the active employees. Contributions to defined-contribution and multi-employer pension plans are recognized as an expense in the statements of operations as incurred. The Company determines the fair value of plan assets based on quoted prices or comparable prices for non-quoted The Company recognizes as a component of other comprehensive income, net of taxes, the gains or losses and prior service costs that arise during the year but are not recognized as a component of net periodic benefit cost. Amounts recognized in accumulated other comprehensive income, including the gains or losses and the prior services costs are adjusted as they are subsequently recognized as components of net periodic benefit costs. For all of the Company’s postretirement benefit plans, the measurement date is December 31, our year-end. Share-based compensation We recognize compensation expense for all share-based awards based on the grant-date estimated fair values, net of an estimated forfeiture rate. We use the Black-Scholes option pricing model to determine the estimated fair value for certain awards. Share-based compensation cost for restricted share units (“RSU”s) with time-based vesting is measured based on the closing fair market value of our common stock on the date of the grant, reduced by the present value of the estimated expected future dividends, and then multiplied by the number of RSUs granted. Share-based compensation cost for performance-based share units (“PSU”s) granted with performance or market conditions is measured using a Monte Carlo simulation model on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service periods in our Consolidated Statements of Operations. For stock options and RSUs, the grant-date value, less estimated pre-vest Earnings per share Basic earnings per share attributable to stockholders is calculated by dividing net income or loss attributable to stockholders of the Company by the weighted average number of common shares outstanding during the period. To determine diluted share count, we apply the treasury stock method to determine the dilutive effect of outstanding stock option shares, RSUs, PSUs and Employee Stock Purchase Plan (“ESPP”) shares. Under the treasury stock method, the amount the employee must pay for exercising share-based awards and the amount of compensation cost for future service that the Company has not yet recognized are assumed to be used to repurchase shares. Concentration of risk Financial instruments, including derivative financial instruments, that may potentially subject NXP to concentrations of credit risk, consist principally of cash and cash equivalents, short-term investments, long-term investments, accounts receivable and forward contracts. We sell our products to OEMs and to distributors in various markets, who resell these products to OEMs, or their subcontract manufacturers. One of our distributors accounted for 15% of our revenue in 2017, 13% in 2016 and 14% in 2015 and one other distributor accounted for less than 10% of our revenue in 2017, less than 10% in 2016 and 14% in 2015. No other distributor accounted for greater than 10% of our revenue for 2017, 2016 or 2015. One OEM for which we had direct sales to accounted for 11% of our revenue in 2017, and less than 10% in 2016 and 2015. No other individual OEM for which we had direct sales to accounted for more than 10% of our revenue for 2017, 2016 or 2015. Credit exposure related to NXP’s foreign currency forward contracts is limited to the realized and unrealized gains on these contracts. NXP is party to certain hedge transactions related to its 2019 Cash Convertible Senior Notes. NXP is subject to the risk that the counterparties to these transactions may not be able to fulfill their obligations under these hedge transactions. NXP purchased options and issued warrants to hedge potential cash payments in excess of the principal and contractual interest related to its 2019 Cash Convertible Senior Notes, which were issued during fiscal 2014. The 2019 Cash Convertible Senior Note hedges are adjusted to fair value each reporting period and unrealized gains and losses are reflected in NXP’s Consolidated Statements of Operations. Because the fair value of the 2019 Cash Convertible Senior Notes embedded conversion derivative and the 2019 Cash Convertible Senior Notes hedges are designed to have similar offsetting values, there was no impact to NXP’s Consolidated Statements of Operations relating to these adjustments to fair value. The Company is using outside suppliers or foundries for a portion of its manufacturing capacity. We have operations in Europe and Asia subject to collective bargaining agreements which could pose a risk to the Company in the near term but we do not expect that our operations will be disrupted if such is the case. Accounting standards adopted in 2017 In March 2016, the FASB issued ASU 2016-09, Compensation—Stock In October 2016, the FASB issued ASU 2016-16, 2016-16, New standards to be adopted after 2017 In May 2014, the FASB issued ASU No. 2014-09, No. 2015-14, In March 2016, the FASB issued ASU 2016-08, Revenue 2016-10, Revenue 2016-12, Revenue 2016-11, Revenue 2014-09 2014-16 2016-20, 2014-09, Revenue The amendments in ASU 2016-08 2016-10 2014-09: 2016-11 2016-12 2016-12 2014-09, In January 2016, the FASB issued ASU 2016-01, 825-10). In February, 2016, the FASB issued ASU 2016-02, Leases . right-of-use The new standard will be effective for us on January 1, 2019 with early adoption permitted. We are currently evaluating the potential impact that Topic 842 may have on our financial position or results of operations. In August 2016, the FASB issued ASU 2016-15, Classification 2016-15 2016-15 In January 2017, the FASB issued ASU 2017-01, 2017-01 2017-01 In January 2017, the FASB issued ASU 2017-04, 2017-04 2017-04 In March 2017, the FASB issued ASU 2017-07, 2017-07 In August 2017, the FASB issued ASU 2017-12, 2017-12 2017-12 |
Acquisitions and Divestments
Acquisitions and Divestments | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions and Divestments | 3 Acquisitions and Divestments 2017 There were no material acquisitions during 2017. On April 19, 2017, we sold our shares in Advanced Semiconductor Manufacturing Corporation Ltd. (ASMC), representing a 27.47 percent ownership, for a total consideration of $54 million. The gain on the sale of $31 million is included in the Statement of Operations in the line item “Results relating to equity-accounted investees”. On February 6, 2017, we divested our Standard Products (“SP”) business to a consortium of financial investors consisting of Beijing JianGuang Asset Management Co., Ltd (“JAC Capital”) and Wise Road Capital LTD (“Wise Road Capital”), receiving $2.6 billion in cash proceeds, net of cash divested. Prior to February 6, 2017, the results of the SP business were included in the reportable segment SP. The gain on the sale of $1,597 million is included in the Statement of Operations in the line item “Other income (expense)” and is composed of the following: Total cash consideration 2,750 Assets held for sale (1,117 ) Cash divested (138 ) Liabilities held for sale 199 Other adjustments (69 ) Transaction costs (28 ) Gain 1,597 2016 There were no material divestments during 2016. On August 8, 2016, we acquired a business for $200 million. The total purchase price has been allocated to goodwill ($14 million), other intangible assets ($177 million), inventories ($8 million) and tangible fixed assets ($1 million). The other intangible assets relate to core technology ($172 million) with an amortization period of 7 years and existing technology ($5 million) with an amortization period of 2 years. 2015 On December 7, 2015, we acquired Freescale for a purchase price of $11,639 million. Acquisition-related transaction costs ($42 million) such as legal, accounting and other related expenses were recorded as a component of selling, general and administrative expense in our Consolidated Statements of Operations. Under the terms of the merger agreement, each holder of Freescale common shares received (i) 0.3521 of an NXP ordinary share and (ii) $6.25 in cash per such common share. The total purchase price amounts to $11,639 million and consisted of the following: Cash payment of $6.25 per Freescale common share 1,948 Total value of NXP ordinary shares delivered 9,449 Value of NXP restricted share units delivered to holders of Freescale restricted share units and performance-based restricted share units 157 Value of NXP stock options delivered to holders of Freescale stock options 85 Total purchase price 11,639 The total purchase price has been allocated to the tangible and identified intangible assets acquired and liabilities assumed based on their estimated fair values as of the date of the merger, December 7, 2015. The fair value of acquired tangible and identified intangible assets is determined based on inputs that are unobservable and significant to the overall fair value measurement. As such, acquired tangible and identified intangible assets are classified as Level 3 assets. During 2016, we made certain adjustments to the preliminary allocation of the purchase price. A decrease of $33 million was recorded to deferred taxes, an increase of $3 million was recorded to accounts payable, accrued liabilities and other current liabilities, a decrease of $5 million was recorded to inventories with a corresponding net decrease of $25 million recorded to goodwill. Our valuation procedures related to the acquired assets and assumed liabilities were completed during the fourth quarter of 2016. The identified intangible assets consist of existing technology and platform technology, In-Process The allocation of the purchase price is as follows: Total purchase price 11,639 Estimated fair value of net tangible assets acquired and liabilities assumed: Cash and cash equivalents 427 Accounts receivable, net 511 Inventories, net 1,280 Other current assets 93 Property, plant and equipment 1,827 Other non-current 64 Accounts payable, accrued liabilities and other current liabilities (714 ) Deferred taxes (2,292 ) Other long-term liabilities (329 ) Long-term debt (5,091 ) (4,224 ) Fair value (and useful lives) of identified intangible assets acquired: Customer relationships (included in customer-related) (19 years) 764 Developed technology (included in technology-based) (5 years) 5,371 Sales order backlog (included in marketing-related) (1 year) 190 Trade name (included in marketing-related) (5 years) 81 In-process * 2,017 Other 41 8,464 Goodwill 7,399 * Acquired IPR&D is an intangible asset classified as an indefinite lived asset until the completion or abandonment of the associated research and development effort. IPR&D will be amortized over an estimated useful life to be determined at the date the associated research and development effort is completed, or expensed immediately when, and if, the project is abandoned. Acquired IPR&D is not amortized during the period that it is considered indefinite lived, but rather is subject to annual testing for impairment or when there are indicators for impairment. Goodwill is primarily attributable to the anticipated synergies and economies of scale expected from the operations of the combined company and to the assembled workforce of Freescale. All of the goodwill has been allocated to NXP’s HPMS segment. Goodwill is not deductible for income tax purposes. The cash consideration paid in connection of the acquisition of Freescale, the repayment of certain amounts under Freescale’s outstanding credit facility and Secured Notes and the payment of certain transaction costs in relation to the acquisition of Freescale were funded by cash on hand, the Secured Bridge Term Credit Agreement, the net proceeds of the 2020 Senior Unsecured Notes and 2022 Senior Unsecured Notes and the net proceeds of Term Loan B. See Note 16, “Debt” in the Consolidated Financial Statements. Pro forma financial information (unaudited) The following unaudited pro forma financial information presents combined consolidated results of operations as if Freescale had been acquired as of January 1, 2015: 2015 Revenue 9,850 Net income (loss) attributable to stockholders (84 ) Net income (loss) per common share attributable to stockholders: - Basic (0.25 ) - Diluted (0.25 ) The pro forma information excludes the result of operations of NXP’s RF Power business and includes adjustments to amortization and depreciation for identified intangible assets and property, plant and equipment acquired, adjustments to share-based compensation expense and interest expense for the additional indebtedness incurred to complete the acquisition. The pro forma result has been prepared for comparative purposes only and does not purport to be indicative of the revenue or operating results that would have been achieved had the acquisition actually taken place as of January 1, 2015 or of the results of future operations of the combined business. In addition, the result is not intended to be a projection of future results and does not reflect synergies that might be achieved from the combined operations. Other acquisitions In addition to the above mentioned acquisition of Freescale, we completed two other acquisitions qualifying as business combinations: the acquisition of Quintic’s Bluetooth Low Energy (“BTLE”) and Wearable businesses, located in China and the USA, and the acquisition of Athena SCS Ltd. (“Athena”), located in the United Kingdom. Both acquisitions were not significant to our consolidated results of operations. The aggregate purchase price consideration of $102 million was allocated to goodwill ($40 million), other intangible assets ($68 million) and net liabilities assumed ($6 million). The other intangible assets relate to core technology ($29 million) with an amortization period varying up to 14 years, existing technology, ($17 million) with an amortization period varying up to 5 years and in-process The results of BTLE are consolidated in the Secure Connected Devices business line. The results of Athena are consolidated in the Secure Identification Solutions business line. Both business lines are part of the reportable segment HPMS. Divestments In February 2015, we announced the establishment of a 49% owned joint venture (WeEn) with JianGuang Asset Management Co., Ltd. (JAC Capital) in China to combine NXP’s advanced technology from its Bipolar Power business line with JAC Capital’s connections in the Chinese manufacturing network and distribution channels. This transaction closed on November 9, 2015. The results of the Bipolar Power business were included in the reportable segment SP. In May 2015, we announced an agreement with JianGuang Asset Management Co., Ltd. (JAC Capital) in China to sell NXP’s RF Power Business. This transaction closed on December 7, 2015. The results of the RF Power business were consolidated in the reportable segment HPMS. The gain on the sale of these businesses of $1,257 million is included in other income (expense). |
Assets Held for Sale
Assets Held for Sale | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | 4 Assets Held for Sale On June 14, 2016, NXP announced an agreement to divest its Standard Products (“SP”) business to a consortium of financial investors consisting of Beijing JianGuang Asset Management Co., Ltd (“JAC Capital”) and Wise Road Capital LTD (“Wise Road Capital”). On February 6, 2017, we divested SP, receiving $2.6 billion in cash proceeds, net of cash divested. At December 31, 2016, the SP business segment met the criteria to be classified as held for sale. The results of the SP business segment are consolidated in the reportable segment SP. The SP business segment presentation as held for sale did not meet the criteria to be classified as a discontinued operation at December 31, 2016 primarily due to the disposal of this business not representing a strategic shift that would have a major effect on the Company’s operations and financial results. The following table summarizes the carrying value of assets and liabilities held for sale which was primarily relative to the SP business: 2016 Trade accounts receivable, net 3 Other assets 28 Inventories, net 208 Property, plant and equipment, net 396 Identified intangible assets, net 133 Goodwill 336 Assets held for sale 1,104 Trade accounts payable (110 ) Accrued and other liabilities (88 ) Liabilities held for sale (198 ) |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Information | 5 Supplemental Financial Information Statement of Operations Information Depreciation, amortization and impairment Depreciation and amortization, including impairment charges, are as follows: 2017 2016 2015 Depreciation of property, plant and equipment 611 609 262 Amortization of internal use software 21 24 26 Amortization of other identified intangible assets (*) 1,541 1,572 229 2,173 2,205 517 (*) For the period ending December 31, 2017, the amount includes IPR&D impairment charges of $23 million, of which $16 million related to assets acquired from Freescale. For the period ending December 31, 2016, the amount included impairment charges relative to IPR&D acquired as part of the acquisition of Freescale of $89 million. Depreciation of property, plant and equipment is primarily included in cost of revenue. Other income (expense) 2017 2016 2015 Result on disposal of businesses 1,572 8 1,257 Result on disposal of properties 1 1 6 Other income (expense) 2 — — 1,575 9 1,263 Financial income (expense) 2017 2016 2015 Interest income 27 11 6 Interest expense (310 ) (408 ) (227 ) Total interest expense, net (283 ) (397 ) (221 ) Net gain (loss) on extinguishment of debt (41 ) (32 ) — Foreign exchange rate results (30 ) (15 ) (193 ) Change in fair value of the warrant liability — — (31 ) Miscellaneous financing costs/income, net (12 ) (9 ) (84 ) Total other financial income (expense) (83 ) (56 ) (308 ) Total (366 ) (453 ) (529 ) From May 2011 until December 31, 2015, the Company applied net investment hedging. As of January 1, 2016, as a result of the acquisition of Freescale, NXP has concluded that the functional currency of the holding company is USD. Beginning from January 1, 2016, the warrants will now be classified in stockholders’ equity, and mark-to-market re-measured. Equity-accounted investees Results related to equity-accounted investees at the end of each period were as follows: 2017 2016 2015 Company’s share in income (loss) 17 11 8 Other results 36 — 1 53 11 9 The total carrying value of investments in equity-accounted investees is summarized as follows: 2017 2016 Shareholding % Amount Shareholding % Amount ASMC — — 27 21 ASEN 40 66 40 56 WeEn 49 65 49 62 Others 15 15 146 154 Investments in equity-accounted investees are included in Corporate and Other. On April 19, 2017, we sold our shares in Advanced Semiconductor Manufacturing Corporation Ltd. (ASMC), representing a 27.47 percent ownership, for a total consideration of $54 million. The gain on the sale of $31 million is included in the Statement of Operations in the line item “Results relating to equity-accounted investees”. The fair value of NXP’s shareholding in the publicly listed company ASMC based on the quoted market price at December 31, 2016 is $35 million. Balance Sheet Information Cash and cash equivalents At December 31, 2017 and December 31, 2016, our cash balance was $3,547 million and $1,894 million, respectively, of which $250 million and $316 million was held by SSMC, our consolidated joint venture company with TSMC. Under the terms of our joint venture agreement with TSMC, a portion of this cash can be distributed by way of a dividend to us, but 38.8% of the dividend will be paid to our joint venture partner. During 2017, a dividend of $228 million (2016: $325 million) has been paid by SSMC. |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | 6 Restructuring Charges At each reporting date, we evaluate our restructuring liabilities, which consist primarily of termination benefits, to ensure that our accruals are still appropriate. During 2017, there were no new restructuring programs. During 2016, we recognized $52 million of employee severance costs in our restructuring liabilities, which was primarily related to specific targeted actions. In December 2015, we began the implementation of the planned restructuring and cost reduction activities in connection with the acquisition of Freescale. We recognized $216 million of employee severance costs and $23 million of other exit costs related to this plan in 2015. The following table presents the changes in the position of restructuring liabilities in 2017 by segment: Balance Additions Utilized Released Other changes (1) Balance HPMS 148 7 (65 ) (16 ) 12 86 SP 3 — — — (3 ) — Corporate and Other — — — — 3 3 151 7 (65 ) (16 ) 12 89 (1) Other changes primarily related to translation differences and internal transfers. The total restructuring liability as of December 31, 2017 of $89 million is classified in the balance sheet under current liabilities ($74 million) and non-current The utilization of the restructuring liabilities mainly reflects the execution of ongoing restructuring programs the Company initiated in earlier years. The following table presents the changes in the position of restructuring liabilities in 2016 by segment: Balance Additions Utilized Released Other changes (1) Balance HPMS 234 52 (131 ) (3 ) (4 ) 148 SP 6 — (2 ) — (1 ) 3 Corporate and Other — — — — — 240 52 (133 ) (3 ) (5 ) 151 (1) Other changes primarily related to translation differences and internal transfers. The total restructuring liability as of December 31, 2016 of $151 million is classified in the balance sheet under current liabilities ($129 million) and non-current The utilization of the restructuring liabilities mainly reflects the execution of ongoing restructuring programs the Company initiated in earlier years. The components of restructuring charges less releases recorded in the liabilities in 2017, 2016 and 2015 are as follows: 2017 2016 2015 Personnel lay-off 7 52 239 Other exit costs 10 19 27 Release of provisions/accruals (16 ) (3 ) (2 ) Net restructuring charges 1 68 264 The restructuring charges less releases recorded in operating income are included in the following line items in the statement of operations: 2017 2016 2015 Cost of revenue 3 18 18 Selling, general and administrative 10 9 155 Research & development (12 ) 41 91 Net restructuring charges 1 68 264 |
Provision for Income Taxes
Provision for Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | 7 Provision for Income Taxes In 2017, NXP generated an income before income taxes of $1,736 million (2016: a loss of $603 million; 2015: an income of $1,486 million). The components of income (loss) before income taxes are as follows: 2017 2016 2015 Netherlands 1,679 537 1,528 Foreign 57 (1,140 ) (42 ) 1,736 (603 ) 1,486 The components of the benefit (provision) for income taxes are as follows: 2017 2016 2015 Current taxes: Netherlands (179 ) (7 ) (13 ) Foreign (135 ) (67 ) (51 ) (314 ) (74 ) (64 ) Deferred taxes: Netherlands (259 ) 205 (4 ) Foreign 1,056 720 172 797 925 168 Total benefit (provision) for income taxes 483 851 104 On December 22, 2017, the President of the United States signed into law what is informally called the Tax Cuts and Jobs Act, a comprehensive U.S. tax reform package that, effective January 1, 2018, among other things, lowered the corporate income tax rate from 35% to 21%, moved the country towards a territorial tax system with a one-time (i) re-measurement We expect to complete our detailed analysis no later than the fourth quarter of 2018. Below is a brief description of each of the three categories of effects from U.S. tax reform and its impact on the Company: i. A deferred tax benefit of $565 million related to the revaluation of NXP USA’s net deferred tax liabilities due to the reduction of the U.S. corporate tax rate from 35% to 21%. The Company believes that the disallowed interest available per end of full year 2017 can still be carried forward and therefore continued to recognize a deferred tax asset of $156 million in this respect. ii. A deferred tax benefit of $277 million for the reversal of net deferred tax liabilities previously accrued related to NXP USA’s cumulative undistributed foreign earnings. The Company believes this is a reasonable estimate of the impact of the Tax Cuts and Jobs Act but considers the release of this deferred tax liability as provisional pending further interpretation and guidance regarding whether future distribution from pre-1987 iii. A deferred tax expense of $108 million for the mandatory repatriation “Toll Tax”. The Company expects to utilize part of its unused foreign tax credit carryforwards that existed at the end of 2016 to fully cover the Toll Tax. Additional work is necessary to do a more detailed analysis of post-1986 earnings and profits (E&P) and creditable foreign-taxes of U.S.-owned subsidiaries. Further, the Toll Tax is based in part on the amount of those earnings held in cash and other specific assets, which may be further defined by regulatory guidance. A reconciliation of the statutory income tax rate in the Netherlands as a percentage of income (loss) before income taxes and the effective income tax rate is as follows: (in percentages) 2017 2016 2015 Statutory income tax in the Netherlands 25.0 25.0 25.0 Rate differential local statutory rates versus statutory rate of the Netherlands (4.5 ) 24.2 (4.3 ) Net change in valuation allowance 1.1 72.6 (13.8 ) Prior year adjustments (0.3 ) 0.1 — Non-taxable (1.0 ) 1.7 (0.1 ) Non-deductible 2.2 (7.0 ) 4.0 Excess deduction from share-based compensation (0.9 ) (1.2 ) — Sale of non-deductible 3.8 — 2.7 The U.S. Tax Cuts and Jobs Act (42.3 ) — — Other tax legislation and tax rate changes (0.7 ) (0.1 ) 0.2 Tax effects of remitted and unremitted earnings and withholding taxes 1.3 (2.7 ) 0.1 Other permanent differences (1.1 ) 8.4 0.8 Tax on gains related to internal corporate reorganization transaction — (10.3 ) — Unrecognized tax benefits 1.8 (0.5 ) 0.1 Netherlands tax incentives (7.5 ) 17.9 (18.5 ) Foreign tax incentives (4.7 ) 13.0 (3.2 ) Effective tax rate (27.8 %) 141.1 % (7.0 %) The Company benefits from income tax holidays in certain jurisdictions which provide that we pay reduced income taxes in those jurisdictions for a fixed period of time that varies depending on the jurisdiction. The predominant income tax holiday is expected to expire at the end of 2024. The impact of this tax holiday decreased foreign taxes by $23 million in 2017 (2016: $24 million; 2015: $29 million) . The other permanent differences mainly relate to the tax effect on foreign exchange results in 2016. Deferred tax assets and liabilities The principal components of deferred tax assets and liabilities are presented below: 2017 2016 Operating loss and tax credit carryforwards 621 1,031 Disallowed interest carryforwards 156 432 Other accrued liabilities 100 107 Pensions 93 86 Stock Based Compensation 25 58 Restructuring liabilities 16 40 Receivables 71 36 Inventories 3 27 Other assets 2 10 Total Gross Deferred Tax Assets 1,087 1,827 Valuation Allowance (140 ) (127 ) Total Net Deferred Tax Assets 947 1,700 Intangible assets (including purchase accounting basis difference) (1,161 ) (2,431 ) Undistributed earnings of foreign subsidiaries (109 ) (367 ) Property, plant and equipment (including purchase accounting basis difference) (54 ) (134 ) Total Deferred Tax Liabilities (1,324 ) (2,932 ) Net Deferred Tax Position (377 ) (1,232 ) The classification of the deferred tax assets and liabilities in the Company’s Consolidated Balance Sheets is as follows: 2017 2016 Deferred tax assets within other non-current 324 427 Deferred tax liabilities within non-current (701 ) (1,659 ) (377 ) (1,232 ) The Company has significant deferred tax assets resulting from net operating loss carryforwards, tax credit carryforwards and deductible temporary differences that may reduce taxable income or taxes payable in future periods. Valuation allowances have been established for deferred tax assets based on a “more likely than not” threshold. The realization of our deferred tax assets depends on our ability to generate sufficient taxable income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction. The valuation allowance increased by $13 million during 2017 (2016: $505 million decrease). ASC 740, Income Taxes, requires that we consider all available evidence in forming a judgement regarding the valuation allowance as of December 31, 2017, including events that occur subsequent to year end but prior to the issuance of the financial statements. The deferred tax assets are recognized to the extent that we consider it more likely than not that these assets will be realized. In making such a determination, we consider all available positive and negative evidence, including reversal of existing temporary differences, projected future taxable income and tax planning strategies impacting interest deductibility limitations in the U.S. In the U.S. the predominant reason for the change in the valuation allowance is a $16 million increase for the change in tax rates related to tax reform passed in December 2017. State taxes are deductible in determining federal taxable income, therefore state deferred tax assets are recorded net of the federal effect. Due to tax reform, the federal tax rate changed from 35% to 21%, therefore state deferred tax assets that were previously presented net of federal effect at 65% are now recorded at 79% post tax reform resulting in an increase to deferred tax assets. The Company has recorded a valuation allowance on a sizable portion of its state R&D credits and since the deferred tax asset for state R&D credits has increased the associated valuation allowance also increased. The valuation allowance as of December 31, 2016 included events that occurred subsequent to the 2016 year end but prior to the issuance of the financial statements. As a result of the February 6, 2017 disposition of SP, NXP concluded that the valuation allowance should be reduced by $395 million as of December 31, 2016, as the SP divestiture provided an objectively verifiable source of income against which tax losses can be utilized. As a result, the Company recognized an additional benefit of $392 million in the benefit (provision) for income taxes in the consolidated statement of operations and an additional $7 million in capital in excess of par value in the consolidated balance sheet in the fourth quarter of 2016. At December 31, 2017 tax loss carryforwards of $906 million (inclusive of $250 million of U.S. state tax losses) will expire as follows: Balance Scheduled expiration December 31, 2017 2018 2019 2020 2021 2022 2023-2027 later unlimited Tax loss carryforwards 906 6 22 4 — 15 66 228 565 The Company also has tax credit carryforwards of $580 million (excluding the effect of unrecognized tax benefits), which are available to offset future tax, if any, and which will expire as follows: Balance Scheduled expiration December 31, 2017 2018 2019 2020 2021 2022 2023-2027 later unlimited Tax credit carryforwards 580 6 12 16 1 11 205 278 51 The net income tax receivable (excluding the liability for unrecognized tax benefits) as of December 31, 2017 amounted to $59 million (2016: net income tax payable of $10 million) and includes amounts directly receivable from or payable to tax authorities. The Company does not indefinitely reinvest the undistributed earnings of its subsidiaries. Consequently, the Company has recognized a deferred tax liability of $109 million at December 31, 2017 (2016: $367 million) for the additional income taxes and withholding taxes payable upon the future remittances of these earnings of foreign subsidiaries. The U.S. Tax Cuts and Jobs Act set up a participation exemption regime in the U.S. and future dividend distribution from NXP USA’s foreign subsidiaries will generally be exempted from U.S. federal income taxes effective on January 1, 2018. Consequently, the deferred U.S. income tax liability of $277 million recognized at December 31, 2016 was written off in the fourth quarter of 2017. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2017 2016 2015 Balance as of January 1, 146 149 125 Assumed in the acquisition of Freescale — — 121 Decreases from activities which are held for sale — (7 ) — Increases from tax positions taken during prior periods 22 1 1 Decreases from tax positions taken during prior periods — (3 ) (111 ) Increases from tax positions taken during current period 11 10 15 Decreases relating to settlements with the tax authorities (2 ) (4 ) (2 ) Balance as of December 31, 177 146 149 Of the total unrecognized tax benefits at December 31, 2017, $149 million, if recognized, would impact the effective tax rate. All other unrecognized tax benefits, if recognized, would not affect the effective tax rate as these would be offset by compensating adjustments in the Company’s deferred tax assets that would be subject to valuation allowance based on conditions existing at the reporting date. The Company classifies interest related to unrecognized tax benefits as financial expense and penalties as income tax expense. The total related interest and penalties recorded during the year 2017 amounted to $6 million (2016: $2 million; 2015: $7 million). As of December 31, 2017 the Company has recognized a liability for related interest and penalties of $17 million (2016: $12 million; 2015: $14 million). It is reasonably possible that the total amount of unrecognized tax benefits may significantly increase/decrease within the next 12 months of the reporting date due to, for example, completion of tax examinations; however, an estimate of the range of reasonably possible change cannot be made. The Company files income tax returns in the Netherlands, the U.S.A. and in various other foreign jurisdictions. Tax filings of our subsidiaries are routinely audited in the normal course of business by tax authorities around the world. Tax years that remain subject to examination by major tax jurisdictions: the Netherlands (2013-2016), Germany (2004-2016), USA (2004-2016), China (2007-2016), Taiwan (2012-2016), Thailand (2012-2016), Malaysia (2006-2016) and India (2006-2017). In the fourth quarter of 2017, the Company recorded an adjustment to recognize tax expense in the amount of $121 million related to the first three quarters of 2017. The adjustment relates to transfer pricing and purchase accounting. Other than the amount related to goodwill (see Note 14), the adjustment did not impact financial statements for the years ended December 31, 2016 or 2015. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 8 Earnings per Share The computation of earnings per share (EPS) is presented in the following table: 2017 2016 2015 Net income (loss) 2,272 259 1,599 Less: Net income (loss) attributable to non-controlling 57 59 73 Net income (loss) attributable to stockholders 2,215 200 1,526 Weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands) 338,646 338,477 239,764 Plus incremental shares from assumed conversion of: Options 1) 4,517 5,582 6,194 Restricted Share Units, Performance Share Units and Equity Rights 2) 2,639 3,548 4,158 Warrants 3) — — — Dilutive potential common share 7,156 9,130 10,352 Adjusted weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands) 1) 345,802 347,607 250,116 EPS attributable to stockholders in $: Basic net income (loss) 6.54 0.59 6.36 Diluted net income (loss) 6.41 0.58 6.10 1) Stock options to purchase up to 0.1 million shares of NXP’s common stock that were outstanding in 2017 (2016: 1.4 million shares; 2015: 0.7 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the exercise price was greater than the average fair market value of the common stock or the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense and exercise prices was greater than the weighted average number of shares underlying outstanding stock options. 2) Unvested RSU’s, PSU’s and equity rights of 0.7 million shares that were outstanding in 2017 (2016: 0.9 million shares; 2015: 0.5 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense was greater than the weighted average number of outstanding unvested RSU’s, PSU’s and equity rights or the performance goal has not been met. 3) Warrants to purchase up to 11.2 million shares of NXP’s common stock at a price of $133.32 per share were outstanding in 2017 (2016: 11.2 million shares at a price of $133.32; 2015: 11.2 million shares at a price of $133.32). Upon exercise, the warrants will be net share settled. At the end of 2017, 2016 and 2015, the warrants were not included in the computation of diluted EPS because the warrants’ exercise price was greater than the average fair market value of the common shares. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | 9 Share-based Compensation Share-based compensation expense is included in the following line items in our statement of operations: 2017 2016 2015 Cost of revenue 33 49 15 Research and development 122 123 45 Selling, general and administrative 126 166 156 281 338 216 The income tax benefit recognized in net income related to share-based compensation expenses was $51 million (includes $27 million of excess tax benefits related to the adoption of ASU 2016-09), Long Term Incentive Plans (LTIP’s) The LTIP was introduced in 2010 and is a broad-based long-term retention program to attract, retain and motivate talented employees as well as align stockholder and employee interests. The LTIP provides share-based compensation (“awards”) to both our eligible employees and non-employee A charge of $272 million was recorded in 2017 for the LTIP (2016: $331 million; 2015: $206 million). A summary of the activity for our LTIP’s during 2017 is presented below. Stock options The options have a strike price equal to the closing share price on the grant date. The fair value of the options has been calculated using the Black-Scholes formula, using the following assumptions: • an expected life varying from 5.76 to 6.25 years, calculated in accordance with the guidance provided in SEC Staff bulletin No. 110 for plain vanilla options using the simplified method, since our equity shares have been publicly traded for only a limited period of time and we do not have sufficient historical exercise data at the grant date of the options; • a risk-free interest rate varying from 0.8% to 2.8% (2016: 0.8% to 2.8%; 2015: 0.8% to 2.8%); • no expected dividend payments; and • a volatility of 40-50% Changes in the assumptions can materially affect the fair value estimate. Stock options Weighted average price in USD Weighted average Aggregate intrinsic Outstanding at January 1, 2017 7,168,652 41.07 Granted — — Exercised 3,976,326 34.47 Forfeited 211,293 61.99 Outstanding at December 31, 2017 2,981,033 48.39 5.3 205 Exercisable at December 31, 2017 1,936,121 37.35 4.6 154 No options were granted in 2017 (the weighted average per share grant date fair value of stock options granted in 2016: $34.59; 2015: $34.05). The intrinsic value of the exercised options was $311 million (2016: $145 million; 2015: $112 million), whereas the amount received by NXP was $137 million (2016: $88 million; 2015: $39 million). The tax benefit realized from stock options exercised during fiscal 2017, 2016, and 2015 was $83 million, $79 million, and $10 million, respectively. At December 31, 2017, there was a total of $25 million (2016: $56 million) of unrecognized compensation cost related to non-vested Performance share units Financial performance conditions Shares Weighted average grant in USD Outstanding at January 1, 2017 408,714 71.52 Granted — — Vested 97,355 64.46 Forfeited 28,421 67.93 Outstanding at December 31, 2017 282,938 74.31 No PSU’s were granted in 2017 (the weighted average grant date fair value of performance share units granted in 2016: $82.53; 2015: $75.28). Market performance conditions Shares Weighted average grant in USD Outstanding at January 1, 2017 325,183 38.63 Granted — — Vested 270,029 37.78 Forfeited 17,363 48.22 Outstanding at December 31, 2017 37,791 40.28 The fair value of the performance share units at the time of vesting was $39 million (2016: $147 million; 2015: $66 million). At December 31, 2017, there was a total of $4 million (2016: $12 million) of unrecognized compensation cost related to non-vested Restricted share units Shares Weighted average Outstanding at January 1, 2017 6,920,879 87.48 Granted 2,882,420 115.05 Vested 2,984,488 85.31 Forfeited 407,201 84.17 Outstanding at December 31, 2017 6,411,610 101.13 The weighted average grant date fair value of restricted share units granted in 2017 was $115.05 (2016: $98.16; 2015: $79.22). The fair value of the restricted share units at the time of vesting was $328 million (2016: $334 million; 2015: $209 million). At December 31, 2017, there was a total of $483 million (2016: $422 million) of unrecognized compensation cost related to non-vested Management Equity Stock Option Plan (“MEP”) Awards are no longer available under these plans. Current employees owning vested MEP Options may exercise such MEP Options during the five year period subsequent to September 18, 2013, subject to these employees remaining employed by us and subject to the applicable laws and regulations. No charge was recorded in 2017 (2016: no charge, 2015: no charge) for options granted under the MEP. The following table summarizes the information about NXP’s outstanding MEP Options and changes during 2017. Stock options Stock Weighted average Weighted average Aggregate Outstanding at January 1, 2017 2,534,272 23.67 Granted — — Exercised 2,302,348 22.46 Forfeited — — Expired — — Outstanding at December 31, 2017 231,924 35.72 0.7 14 Exercisable at December 31, 2017 231,924 35.72 0.7 14 The intrinsic value of exercised options was $206 million (2016: $13 million; 2015: $12 million), whereas the amount received by NXP was $60 million (2016: $7 million; 2015: $4 million). The number of vested options at December 31, 2017 was 231,924 (2016: 2,534,272 vested options) with a weighted average exercise price of €35.72 (2016: €23.67 weighted average exercise price). At December 31, 2017, there was no unrecognized compensation cost related to non-vested |
Accounts Receivables, net
Accounts Receivables, net | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts Receivables, net | 10 Accounts Receivables, net Accounts receivable are summarized as follows: 2017 2016 Accounts receivable from third parties 882 1,035 Allowance for doubtful accounts (3 ) (2 ) 879 1,033 |
Inventories, Net
Inventories, Net | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | 11 Inventories, net Inventories are summarized as follows: 2017 2016 Raw materials 62 52 Work in process 901 854 Finished goods 273 207 1,236 1,113 The portion of finished goods stored at customer locations under consignment amounted to $69 million as of December 31, 2017 (2016: $53 million). The amounts recorded above are net of an allowance for obsolescence of $107 million as of December 31, 2017 (2016: $84 million). |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | 12 Property, Plant and Equipment, net The following table presents details of the Company’s property, plant and equipment, net of accumulated depreciation: Useful Life (in years) 2017 2016 Land 166 165 Buildings 9 to 50 1,200 1,146 Machinery and installations 2 to 10 3,179 2,959 Other Equipment 1 to 5 453 278 Prepayments and construction in progress 172 118 5,170 4,666 Less accumulated depreciation (2,875 ) (2,314 ) Property, plant and equipment, net of accumulated depreciation 2,295 2,352 Land with a book value of $166 million (2016: $165 million) is not depreciated. There was no significant construction in progress and therefore no related capitalized interest. |
Identified Intangible Assets
Identified Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Identified Intangible Assets | 13 Identified Intangible Assets The changes in identified intangible assets were as follows: Total Other intangible Software Balance as of January 1, 2016: Cost 9,978 9,832 146 Accumulated amortization/impairment (1,188 ) (1,083 ) (105 ) Book value 8,790 8,749 41 Changes in book value: Acquisitions/additions 299 289 10 Transfer to assets held for sale (138 ) (138 ) — Amortization (1,507 ) (1,483 ) (24 ) Impairment (89 ) (89 ) — Translation differences (12 ) (10 ) (2 ) Total changes (1,447 ) (1,431 ) (16 ) Balance as of December 31, 2016: Cost 9,512 9,397 115 Accumulated amortization/impairment (2,169 ) (2,079 ) (90 ) Book value 7,343 7,318 25 Changes in book value: Acquisitions/additions 78 68 10 Amortization (1,539 ) (1,518 ) (21 ) Impairment (23 ) (23 ) — Translation differences 4 4 — Total changes (1,480 ) (1,469 ) (11 ) Balance as of December 31, 2017: Cost 9,335 9,227 108 Accumulated amortization/impairment (3,472 ) (3,378 ) (94 ) Book value 5,863 5,849 14 Identified intangible assets as of December 31, 2017 and 2016 respectively were composed of the following: December 31, 2017 December 31, 2016 Gross Accumulated Gross Accumulated IPR&D 1) 687 — 1,380 — Marketing-related 82 (34 ) 81 (18 ) Customer-related 1,155 (437 ) 1,146 (322 ) Technology-based 7,303 (2,907 ) 6,790 (1,739 ) 9,227 (3,378 ) 9,397 (2,079 ) Software 108 (94 ) 115 (90 ) Identified intangible assets 9,335 (3,472 ) 9,512 (2,169 ) 1) IPR&D is not subject to amortization until completion or abandonment of the associated research and development effort. The estimated amortization expense for these identified intangible assets, excluding software, for each of the five succeeding years is: 2018 1,493 2019 1,534 2020 1,328 2021 562 2022 491 All intangible assets, excluding IPR&D and goodwill, are subject to amortization and have no assumed residual value. The expected weighted average remaining life of identified intangibles is 5 years as of December 31, 2017. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 14 Goodwill The changes in goodwill in 2017 and 2016 were as follows: 2017 2016 Balances as of January 1 Cost 9,029 9,414 Accumulated impairment (186 ) (186 ) Book value 8,843 9,228 Changes in book value: Acquisitions — 14 Purchase accounting and other adjustments related to Freescale acquisition (28 ) (25 ) Transfer to assets held for sale — (349 ) Translation differences 51 (25 ) Total changes 23 (385 ) Balances as of December 31 Cost 9,020 9,029 Accumulated impairment (154 ) (186 ) Book value 8,866 8,843 No goodwill impairment charges were required to be recognized in 2017 or 2016. In 2016, goodwill includes $14 million related to an acquisition of a business for $200 million. Transfer to assets held for sale in 2016 includes our SP business, which closed in the first quarter of 2017. The fair value of the reporting units substantially exceeds the carrying value of the reporting units. See note 23, “Segments and Geographical Information”, for goodwill by segment and note 3, “Acquisitions and Divestments”. |
Postretirement Benefit Plans
Postretirement Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Postretirement Benefit Plans | 15 Postretirement Benefit Plans Pensions Our employees participate in employee pension plans in accordance with the legal requirements, customs and the local situation in the respective countries. These are defined-benefit pension plans, defined-contribution plans and multi-employer plans. The Company’s employees in The Netherlands participate in a multi-employer plan, implemented for the employees of the Metal and Electrical Engineering Industry (“Bedrijfstakpensioenfonds Metalektro or PME”) in accordance with the mandatory affiliation to PME effective for the industry in which NXP operates. As this affiliation is a legal requirement for the Metal and Electrical Engineering Industry it has no expiration date. This PME multi-employer plan (a career average plan) covers 1,340 companies and 623,000 participants. The plan monitors its risk on an aggregate basis, not by company or participant and can therefore not be accounted for as a defined benefit plan. The pension fund rules state that the only obligation for affiliated companies will be to pay the annual plan contributions. There is no obligation for affiliated companies to fund plan deficits. Affiliated companies are also not entitled to any possible surpluses in the pension fund. Every participating company contributes the same fixed percentage of its total pension base, being pensionable salary minus an individual offset. The Company’s pension cost for any period is the amount of contributions due for that period. The contribution rate for the mandatory scheme will decrease from 25.77% (2017) to 25.35% (2018). PME multi-employer plan 2017 2016 2015 NXP’s contributions to the plan 35 36 37 (including employees’ contributions) 4 4 4 Average number of NXP’s active employees participating in the plan 2,271 2,415 2,668 NXP’s contribution to the plan exceeded more than 5 percent of the total contribution No No No The amount for pension costs included in the statement of operations for the year 2017 was $97 million (2016: $102 million; 2015: $69 million) of which $42 million (2016: $44 million; 2015: $21 million) represents defined-contribution plans and $31 million (2016: $32 million; 2015: $32 million) represents the PME multi-employer plans. Defined-benefit plans The benefits provided by defined-benefit plans are based on employees’ years of service and compensation levels. Contributions are made by the Company, as necessary, to provide assets sufficient to meet the benefits payable to defined-benefit pension plan participants. These contributions are determined based upon various factors, including funded status, legal and tax considerations as well as local customs. The Company funds certain defined-benefit pension plans as claims are incurred. The total cost of defined-benefit plans amounted to a benefit of $1 million in 2017 (2016: a cost of $26 million; 2015: a cost of $16 million) consisting of $24 million ongoing cost (2016: $27 million; 2015: $20 million) and a gain of $25 million from special events resulting from restructurings, divestments, curtailments and settlements (2016: $1 million; 2015: $4 million). The table below provides a summary of the changes in the pension benefit obligations and defined-benefit pension plan assets for 2017 and 2016, associated with the Company’s dedicated plans, and a reconciliation of the funded status of these plans to the amounts recognized in the Consolidated Balance Sheets. 2017 2016 Projected benefit obligation Projected benefit obligation at beginning of year 564 561 Service cost 15 17 Interest cost 11 14 Actuarial (gains) and losses 15 53 Curtailments and settlements (1 ) (15 ) Benefits paid (22 ) (21 ) Pension liabilities held-for-sale — (28 ) Exchange rate differences 69 (17 ) Projected benefit obligation at end of year 651 564 Plan assets Fair value of plan assets at beginning of year 172 190 Actual return on plan assets 8 3 Employer contributions 18 21 Curtailments and settlements (1 ) (15 ) Benefits paid (21 ) (21 ) Pension assets held-for-sale — (2 ) Exchange rate differences 19 (4 ) Fair value of plan assets at end of year 195 172 Funded status (456 ) (392 ) Classification of the funded status is as follows - Prepaid pension cost within other non-current — — - Accrued pension cost within other non-current (443 ) (380 ) - Accrued pension cost within accrued liabilities (13 ) (12 ) Total (456 ) (392 ) Accumulated benefit obligation Accumulated benefit obligation for all Company-dedicated benefit pension plans 613 524 Plans with assets less than accumulated benefit obligation Funded plans with assets less than accumulated benefit obligation - Fair value of plan assets 190 171 - Accumulated benefit obligations 375 327 - Projected benefit obligations 401 357 Unfunded plans - Accumulated benefit obligations 233 195 - Projected benefit obligations 243 204 Amounts recognized in accumulated other comprehensive income (before tax) Total AOCI at beginning of year 91 42 - Net actuarial loss (gain) 9 54 - Exchange rate differences 13 (5 ) Total AOCI at end of year 113 91 The weighted average assumptions used to calculate the projected benefit obligations were as follows: 2017 2016 Discount rate 1.9 % 2.0 % Rate of compensation increase 1.8 % 1.9 % The weighted average assumptions used to calculate the net periodic pension cost were as follows: 2017 2016 2015 Discount rate 2.0 % 2.5 % 2.6 % Expected returns on plan assets 3.1 % 3.5 % 4.2 % Rate of compensation increase 1.9 % 2.2 % 1.8 % For the Company’s major plans, the discount rate used is based on high quality corporate bonds (iBoxx Corporate Euro AA 10+). Plans in countries without a deep corporate bond market use a discount rate based on the local sovereign rate and the plans maturity (Bloomberg Government Bond Yields). Expected returns per asset class are based on the assumption that asset valuations tend to return to their respective long-term equilibria. The Expected Return on Assets for any funded plan equals the average of the expected returns per asset class weighted by their portfolio weights in accordance with the fund’s strategic asset allocation. The components of net periodic pension costs were as follows: 2017 2016 2015 Service cost 15 17 12 Interest cost on the projected benefit obligation 11 14 11 Expected return on plan assets (6 ) (6 ) (6 ) Amortization of net (gain) loss 4 2 3 Curtailments & settlements (25 ) (1 ) (6 ) Other — — 2 Net periodic cost (1 ) 26 16 A sensitivity analysis shows that if the discount rate increases by 1% from the level of December 31, 2017, with all other variables held constant, the net periodic pension cost would decrease by $3 million. If the discount rate decreases by 1% from the level of December 31, 2017, with all other variables held constant, the net periodic pension cost would increase by $3 million. The estimated net actuarial loss (gain) and prior service cost that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next year (2018) are $4 million and nil respectively. Plan assets The actual pension plan asset allocation at December 31, 2017 and 2016 is as follows: 2017 2016 Asset category: Equity securities 32 % 29 % Debt securities 47 % 52 % Insurance contracts 7 % 7 % Other 14 % 12 % 100 % 100 % We met our target plan asset allocation. The investment objectives for the pension plan assets are designed to generate returns that, along with the future contributions, will enable the pension plans to meet their future obligations. The investments in our major defined benefit plans largely consist of government bonds, “Level 2” Corporate Bonds and cash to mitigate the risk of interest fluctuations. The asset mix of equity, bonds, cash and other categories is evaluated by an asset-liability modeling study for our largest plan. The assets of funded plans in other countries mostly have a large proportion of fixed income securities with return characteristics that are aligned with changes in the liabilities caused by discount rate volatility. Total pension plan assets of $195 million include $183 million related to the German and Japanese pension funds. The following table summarizes the classification of these assets. 2017 2016 Level I Level II Level III Level I Level II Level III Equity securities — 62 — — 48 — Debt securities 10 72 — 9 72 — Insurance contracts — 13 — — 12 — Other 2 16 8 5 11 4 12 163 8 14 143 4 The Company currently expects to make $7 million of employer contributions to defined-benefit pension plans and $8 million of expected cash payments in relation to unfunded pension plans. Estimated future pension benefit payments The following benefit payments are expected to be made (including those for funded plans): 2018 22 2019 17 2020 18 2021 20 2022 23 Years 2023-2027 135 Postretirement health care benefits In addition to providing pension benefits, NXP provides retiree healthcare benefits in the US and the UK which are accounted for as defined-benefit plans. In 2016, NXP also provided retiree healthcare benefits in the U.K. The liability associated with the U.K. benefits was divested in association with the sale of Standard Products during 2017. The accumulated postretirement benefit obligation at the end of 2017 equals $14 million (2016: $18 million). |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 16 Debt Short-term debt 2017 2016 Short-term bank borrowings — — Current portion of long-term debt (*) 751 421 Total 751 421 (*) Net of adjustment for debt issuance costs. Long-term debt The following table summarizes the outstanding long-term debt as of December 31, 2017 and 2016: 2017 2016 Maturities Amount Effective Amount Effective Floating-rate term loan Mar, 2017 — — 388 2.770 Floating-rate term loan Jan, 2020 — — 387 3.270 Floating-rate term loan Dec, 2020 — — 1,436 3.270 Fixed-rate 3.75% senior unsecured notes Jun, 2018 750 3.750 750 3.750 Fixed-rate 4.125% senior unsecured notes Jun, 2020 600 4.125 600 4.125 Fixed-rate 4.125% senior unsecured notes Jun, 2021 1,350 4.125 1,350 4.125 Fixed-rate 5.75% senior unsecured notes Feb, 2021 — — 500 5.750 Fixed-rate 3.875% senior unsecured notes Sep, 2022 1,000 3.875 1,000 3.875 Fixed-rate 4.625% senior unsecured notes Jun, 2022 400 4.625 400 4.625 Fixed-rate 5.75% senior unsecured notes Mar, 2023 500 5.750 500 5.750 Fixed-rate 4.625% senior unsecured notes Jun, 2023 900 4.625 900 4.625 Fixed-rate 1% cash convertible notes Dec, 2019 1,150 1.000 1,150 1.000 Floating-rate revolving credit facility Dec, 2020 — — — — Total principal 6,650 9,361 Liabilities arising from capital lease transactions 29 15 Unamortized discounts, premiums and debt issuance costs (28 ) (61 ) Fair value of embedded cash conversion option (86 ) (128 ) Total debt, including unamortized discounts, premiums, debt issuance costs and fair value adjustments 6,565 9,187 Current portion of long-term debt (751 ) (421 ) Long-term debt 5,814 8,766 Range of Average Principal 2017 Due in Due after Due after Average (in years) Principal USD notes 3.8%-5.8 % 4.3 % 5,500 750 4,750 1,400 3.7 8,211 2019 Cash Convertible Senior Notes 1.0%-1.0 % 1.0 % 1,150 — 1,150 — 1.9 1,150 Revolving Credit Facility (1) — — — — — — — — Bank borrowings — — — — — — — — Liabilities arising from capital lease transactions 2.6%-13.8 % 4.7 % 29 2 27 20 14.2 15 3.7 % 6,679 752 5,927 1,420 3.4 9,376 (1) We do not have any borrowings under the $600 million Revolving Credit Facility as of December 31, 2016 and 2017. As of December 31, 2017, the following principal amounts of long-term debt are due in the next 5 years: 2018 752 2019 1,152 2020 602 2021 1,351 2022 1,402 Due after 5 years 1,420 6,679 As of December 31, 2017, the book value of our outstanding long-term debt was $5,814 million, less debt issuance costs of $34 million and less original issuance/debt discount of $79 million. As of December 31, 2017, we had no aggregate principal amount of variable interest rate indebtedness under our loan agreements. The remaining tenor of secured debt is on average 3.4 years. Accrued interest as of December 31, 2017 is $35 million (December 31, 2016: $48 million). 2017 Financing Activities 2017 and 2020 Term Loans On February 7, 2017, NXP B.V., together with NXP Funding LLC, delivered notice that it would repay (i) all its outstanding floating-rate term loan due March 2017 (“Term Loan E”) in an aggregate principal amount of $388 million, (ii) all its outstanding floating-rate term loan due January 2020 (“Term Loan D”) in an aggregate principal amount of $387 million and (iii) all its outstanding floating-rate term loan due December 2020 (“Term Loan F”) in an aggregate principal amount of $1,436 million, in each case, together with accrued interest and applicable fees. Repayment occurred in February 2017 and the funds for these repayments came from the proceeds of the divestment of the SP business. 2021 Senior Unsecured Notes On February 7, 2017, NXP B.V. together with NXP Funding LLC, delivered notice that it would repay to holders of its 5.75% Senior Unsecured Notes due 2021 (the “Notes”) $500 million of the outstanding aggregate principal amount of these Notes, which represented all of the outstanding aggregate principal amount of the Notes, as permitted under Article 3 of the indenture dated February 14, 2013 and paragraph 5 of the Notes. Repayment occurred in March 2017 and the funds for this redemption came from available surplus cash. Certain terms and Covenants of the notes The Company is not required to make mandatory redemption payments or sinking fund payments with respect to the notes. The indentures governing the notes contain covenants that, among other things, limit the Company’s ability and that of restricted subsidiaries to incur additional indebtedness, create liens, pay dividends, redeem capital stock or make certain other restricted payments or investments; enter into agreements that restrict dividends from restricted subsidiaries; sell assets, including capital stock of restricted subsidiaries; engage in transactions with affiliates; and effect a consolidation or merger. The Company has been in compliance with any such indentures and financing covenants. No portion of long-term and short-term debt as of December 31, 2017 (2016: $2,211 million) have been secured by collateral on substantially all of the Company’s assets and of certain of its subsidiaries. Each series of the Senior Unsecured Notes are fully and unconditionally guaranteed jointly and severally, on a senior basis by certain of the Company’s current and future material wholly owned subsidiaries (“Guarantors”). Pursuant to various security documents related to the $600 million committed revolving credit facility, the Company and each Guarantor has granted first priority liens and security interests in, amongst others, the following, subject to the grant of further permitted collateral liens: (a) all present and future shares of capital stock of (or other ownership or profit interests in) each of its present and future direct subsidiaries, other than SMST Unterstützungskasse GmbH, and material joint venture entities; (b) all present and future intercompany debt of the Company and each Guarantor; (c) all of the present and future property and assets, real and personal, of the Company, and each Guarantor, including, but not limited to, machinery and equipment, inventory and other goods, accounts receivable, owned real estate, leaseholds, fixtures, general intangibles, license rights, patents, trademarks, trade names, copyrights, chattel paper, insurance proceeds, contract rights, hedge agreements, documents, instruments, indemnification rights, tax refunds, but excluding cash and bank accounts; and (d) all proceeds and products of the property and assets described above. Notwithstanding the foregoing, certain assets may not be pledged (or the liens not perfected) in accordance with agreed security principles, including: • if the cost of providing security is not proportionate to the benefit accruing to the holders; and • if providing such security requires consent of a third party and such consent cannot be obtained after the use of commercially reasonable efforts; and • if providing such security would be prohibited by applicable law, general statutory limitations, financial assistance, corporate benefit, fraudulent preference, “thin capitalization” rules or similar matters or providing security would be outside the applicable pledgor’s capacity or conflict with fiduciary duties of directors or cause material risk of personal or criminal liability after using commercially reasonable efforts to overcome such obstacles; and • if providing such security would have a material adverse effect (as reasonably determined in good faith by such subsidiary) on the ability of such subsidiary to conduct its operations and business in the ordinary course as otherwise permitted by the indenture; and • if providing such security or perfecting liens thereon would require giving notice (i) in the case of receivables security, to customers or (ii) in the case of bank accounts, to the banks with whom the accounts are maintained. Such notice will only be provided after the secured notes are accelerated. Subject to agreed security principles, if material property is acquired by the Company or a Guarantor that is not automatically subject to a perfected security interest under the security documents, then the Company or relevant Guarantor will within 60 days provide security over this property and deliver certain certificates and opinions in respect thereof as specified in the indenture governing the notes. 2019 Cash Convertible Senior Notes In November 2014, NXP issued $1,150 million principal amount of its 2019 Cash Convertible Senior Notes (the “Notes”). The 2019 Cash Convertible Senior Notes have a stated interest rate of 1.00%, matures on December 1, 2019 and may be settled only in cash. The indenture for the 2019 Cash Convertible Senior Notes does not contain any financial covenants. Contractual interest payable on the 2019 Cash Convertible Senior Notes began accruing in December 2014 and is payable semi-annually each December 1 st st Prior to September 1, 2019, holders may convert their 2019 Cash Convertible Senior Notes into cash upon the occurrence of one of the following events: • the price of NXP’s common stock reaches 130% of the conversion price on each applicable trading day during certain periods of time specified in the 2019 Cash Convertible Senior Notes; • specified corporate transactions occur; or • the trading price of the 2019 Cash Convertible Senior Notes falls below 98% of the product of (i) the last reported sales price of NXP’s common stock and (ii) the conversion rate on the date. On or after September 1, 2019, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2019 Cash Convertible Senior Notes into cash at any time, regardless of the foregoing circumstances. NXP may not redeem the 2019 Cash Convertible Senior Notes prior to maturity. The initial cash conversion rate for the 2019 Cash Convertible Senior Notes is 9.7236 shares of NXP’s common stock per $1,000 principal amount of 2019 Cash Convertible Senior Notes, equivalent to a cash conversion price of $102.84 per share of NXP’s common stock, with the amount due on conversion payable in cash. Upon cash conversion, a holder will receive the sum of the daily settlement amounts, calculated on a proportionate basis for each day, during a specified observation period following the cash conversion date. If a “fundamental change” (as defined below in this section) occurs at any time, holders will have the right, at their option, to require us to repurchase for cash all of their 2019 Cash Convertible Senior Notes, or any portion of the principal thereof that is equal to $1,000 or a multiple of $1,000 (provided that the portion of any global note or certified note, as applicable, not tendered for repurchase has a principal amount of at least $200,000, on the fundamental change repurchase date. A fundamental change is any transaction or event (whether by means of an exchange offer, change of common stock, liquidation, consolidation, merger, reclassification, recapitalization or otherwise) in which more than 50% of NXP’s common stock is exchanged for, converted into, acquired for or constitutes solely the right to receive, consideration. A transaction or transactions described above will not constitute a fundamental change, however, if at least 90% of the consideration received or to be received by our common shareholders, excluding cash payments for fractional shares, in connection with such transaction or transactions consists of shares of common equity that are listed or quoted on any permitted exchange or will be so listed or quoted when issued or exchanged in connection with such transaction or transactions and as a result of such transaction or transactions such consideration becomes the reference property for the 2019 Cash Convertible Senior Notes. As of December 31, 2017, none of the conditions allowing the holders of the 2019 Cash Convertible Senior Notes to convert the 2019 Cash Convertible Senior Notes into cash had been met. The requirement that NXP must settle the conversion of the Notes in cash gives rise to a derivative instrument that must be bifurcated from the debt host. The embedded cash conversion option within the Cash Convertible Notes is required to be separated from the Cash Convertible Notes and accounted for separately as a derivative liability, with changes in fair value reported in our Consolidated Statements of Income in other (expense) income, net until the cash conversion option settles or expires. The initial fair value liability of the embedded cash conversion option simultaneously reduced the carrying value of the Cash Convertible Notes (effectively an original issuance discount). The embedded cash conversion option is measured and reported at fair value on a recurring basis, within Level 3 of the fair value hierarchy. The fair value of the embedded cash conversion option at December 31, 2017 was $301 million (2016: $258 million) which is recorded in other long-term liabilities in the accompanying balance sheet. For the year ended December 31, 2017, the change in the fair value of the embedded cash conversion option resulted in a loss of $43 million (2016: a loss of $17 million). Concurrently with the pricing of the 2019 Cash Convertible Senior Notes, NXP entered into hedge transactions, or the Notes Hedges, with various parties whereby NXP has the option to receive the cash amount that may be due to the Notes holders at maturity in excess of the $1,150 million principal amount of the notes, subject to certain conversion rate adjustments in the Notes Indenture. These options expire on December 1, 2019, and must be settled in cash. The aggregate cost of the Notes Hedges was $208 million. The Notes Hedges are accounted for as derivative assets, and are included in Other assets in NXP’s Consolidated Balance Sheet. As of December 31, 2017, the estimated fair value of the Notes Hedges was $301 million (2016: $258 million). The Notes Embedded Conversion Derivative and the Notes Hedges are adjusted to fair value each reported period and unrealized gains and losses are reflected in NXP’s Consolidated Statements of Operations. Because the fair values of the Notes Embedded Conversion Derivative and the Notes Hedges are designed to have similar offsetting values, there was no impact to NXP’s Consolidated Statements of Operations relating to these adjustments to fair value during fiscal 2017 (2016: no impact). In separate transactions, NXP also sold warrants, to various parties for the purchase of up to 11.18 million shares of NXP’s common stock at an initial strike price of $133.32 per share in a private placement pursuant to Section 4(2) of the Securities Act of 1933, as amended, or the Securities Act. The Warrants expire on various dates starting from March 2, 2020 and will be net share settled. Under the terms of the warrants, any Option Counterparty may adjust certain terms of its warrants upon the announcement, termination or occurrence of certain events. The warrant transactions may also be terminated if the Option Counterparty determines that no such adjustment will produce a commercially reasonable result, and that the relevant event is reasonably likely to occur. In particular, each Option Counterparty may adjust the terms of its warrants to compensate it for the economic effect of the announcements relating to the proposed acquisition of NXP by Qualcomm (including announcements of consummation, cancellation, withdrawal or discontinuance of the proposed acquisition), taking into account changes in volatility, expected dividends, stock loan rate or liquidity and any stock price discontinuity relevant to our common stock or the warrants. There have been no adjustments made at this time. Any such adjustment in the future may increase our delivery obligations upon expiration and settlement of the warrants or our obligations upon their cancellation, termination or unwinding, which would be settled using shares of our stock. NXP received $134 million in cash proceeds from the sale of the Warrants, which were at the time of issuance recorded in Other non-current mark-to-market The principal amount, unamortized debt discount and net carrying amount of the liability component of the 2019 Cash Convertible Senior Notes as of December 31, 2017 and 2016 was as follows: (in millions) As of December 31 2017 2016 Principal amount of 2019 Cash Convertible Senior Notes 1,150 1,150 Unamortized debt discount of 2019 Cash Convertible Senior Notes 91 136 Net liability of 2019 Cash Convertible Senior Notes 1,059 1,014 The effective interest rate, contractual interest expense and amortization of debt discount for the 2019 Cash Convertible Senior Notes for fiscal 2017 and 2016 were as follows: (in millions, except percentage) 2017 2016 Effective interest rate 5.14 % 5.14 % Contractual interest expense 12 12 Amortization of debt discount 42 40 As of December 31, 2017, the if-converted Impact of Conversion Contingencies on Financial Statements At the end of each quarter until maturity of the 2019 Cash Convertible Senior Notes, NXP will reassess whether the stock price conversion condition has been satisfied. If one of the early conversion conditions is satisfied in any future quarter, NXP would classify its net liability under the 2019 Cash Convertible Senior Notes as a current liability on the Consolidated Balance Sheet as of the end of that fiscal quarter. If none of the early conversion conditions have been satisfied in a future quarter prior to the one-year non-current |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 17 Commitments and Contingencies Lease Commitments At December 31, 2017 and 2016, there were no material capital lease obligations. Long-term operating lease commitments totaled $132 million as of December 31, 2017 (2016: $113 million). The long-term operating leases are mainly related to the rental of buildings and tools. These leases expire at various dates during the next 30 years. Future minimum lease payments under operating leases are as follows: 2018 34 2019 29 2020 24 2021 15 2022 9 Thereafter 21 Total future minimum leases payments 132 Rent expense amounted to $63 million in 2017 (2016: $68 million; 2015: $70 million). Purchase Commitments The Company maintains purchase commitments with certain suppliers, primarily for raw materials, semi-finished goods and manufacturing services and for some non-production Litigation We are regularly involved as plaintiffs or defendants in claims and litigation relating to a variety of matters such as contractual disputes, personal injury claims, employee grievances and intellectual property litigation. In addition, our acquisitions, divestments and financial transactions sometimes result in, or are followed by, claims or litigation. Some of these claims may possibly be recovered from insurance reimbursements. Although the ultimate disposition of asserted claims cannot be predicted with certainty, it is our belief that the outcome of any such claims, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position. However, such outcomes may be material to our Consolidated Statement of Operations for a particular period. The Company records an accrual for any claim that arises whenever it considers that it is probable that it is exposed to a loss contingency and the amount of the loss contingency can be reasonably estimated. Based on the most current information available to it and based on its best estimate, the Company also reevaluates at least on a quarterly basis the claims that have arisen to determine whether any new accruals need to be made or whether any accruals made need to be adjusted. Based on the procedures described above, the Company has an aggregate amount of $104 million accrued for potential and current legal proceedings pending as of December 31, 2017, compared to $55 million accrued (without reduction for any related insurance reimbursements) at December 31, 2016. The accruals are included in “Accrued liabilities” and “Other non-current non-current The Company also estimates the aggregate range of reasonably possible losses in excess of the amount accrued based on currently available information for those cases for which such estimate can be made. The estimated aggregate range requires significant judgment, given the varying stages of the proceedings (including the fact that many of them are currently in preliminary stages), the existence of multiple defendants (including the Company) in such claims whose share of liability has yet to be determined, the numerous yet-unresolved In addition, the Company is currently assisting Motorola in the defense of eight personal injury lawsuits due to indemnity obligations included in the agreement that separated Freescale from Motorola in 2004, and is defending one suit related to semiconductor operations that occurred prior to NXP’s separation from Philips. The multi-plaintiff Motorola lawsuits are pending in Cook County, Illinois, and the legacy NXP suit is pending in Santa Fe, New Mexico. These claims allege a link between working in semiconductor manufacturing clean room facilities and birth defects in 51 individuals. The eight Motorola suits allege exposures that occurred between 1965 and 2006. Each suit seeks an unspecified amount of damages in compensation for the alleged injuries; however, legal counsel representing the plaintiffs has indicated they will seek substantial compensatory and punitive damages from Motorola for the entire inventory of claims which, if proven and recovered, the Company considers to be material. In the Motorola suits, a portion of any indemnity due to Motorola will be reimbursed to NXP if Motorola receives an indemnification payment from its insurance coverage. Motorola has potential insurance coverage for many of the years indicated above, but with differing types and levels of coverage, self-insurance retention amounts and deductibles. We are in discussions with Motorola and their insurers regarding the availability of applicable insurance coverage for each of the individual cases. Motorola and NXP have denied liability for these alleged injuries based on numerous defenses. Environmental remediation In each jurisdiction in which we operate, we are subject to many environmental, health and safety laws and regulations that govern, among other things, emissions of pollutants into the air, wastewater discharges, the use and handling of hazardous substances, waste disposal, the investigation and remediation of soil and ground water contamination and the health and safety of our employees. We are also required to obtain environmental permits from governmental authorities for certain of our operations. As with other companies engaged in similar activities or that own or operate real property, the Company faces inherent risks of environmental liability at our current and historical manufacturing facilities. Certain environmental laws impose liability on current or previous owners or operators of real property for the cost of removal or remediation of hazardous substances. Certain of these laws also assess liability on persons who arrange for hazardous substances to be sent to disposal or treatment facilities when such facilities are found to be contaminated. Soil and groundwater contamination has been identified at our properties in Hamburg, Germany and Nijmegen, the Netherlands and near Phoenix, Arizona, United States. The remediation processes at these locations are expected to continue for many years. As of December 31, 2017, we have recorded $89 million for environmental remediation costs, which are primarily included in other non-current |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 18 Stockholders’ Equity The share capital of the Company as of December 31, 2017 and 2016 consists of 1,076,257,500 authorized shares, including 430,503,000 authorized shares of common stock, and 645,754,500 authorized but unissued shares of preferred stock. At December 31, 2017, the Company has issued and paid up 346,002,862 shares (2016: 346,002,862 shares) of common stock each having a par value of €0.20 or a nominal stock capital of €69 million. Share-based awards The Company has granted share-based awards to the members of our board of directors, management team, our other executives, selected other key employees/talents of NXP and selected new hires to receive the Company’s shares in the future. See note 9, “Share-based Compensation”. Treasury shares Share repurchases since the announcement of the potential acquisition by Qualcomm solely relate to employee equity transactions. In connection with the Company’s share repurchase programs, which originally commenced in 2011, and which were extended effective August 1, 2013 and February 6, 2014, and in accordance with the Company’s policy to provide share-based awards from its treasury share inventory, shares which have been repurchased and are held in treasury for delivery upon exercise of options and under restricted and performance share programs, are accounted for as a reduction of stockholders’ equity. Treasury shares are recorded at cost, representing the market price on the acquisition date. When issued, shares are removed from treasury shares on a first-in, first-out Differences between the cost and the proceeds received when treasury shares are reissued, are recorded in capital in excess of par value. Deficiencies in excess of net gains arising from previous treasury share issuances are charged to retained earnings. The following transactions took place resulting from employee option and share plans: 2017 2016 2015 Total shares in treasury at beginning of year 10,609,980 3,998,982 19,171,454 Total cost 915 342 1,219 Shares acquired under repurchase program 2,522,589 15,537,868 5,336,310 Average price in $ per share 113.36 82.36 88.93 Amount paid 286 1,280 475 Shares delivered 10,054,099 8,926,870 5,008,782 Average price in $ per share 85.42 79.25 62.30 Amount received 233 115 51 Shares issued for the business combination — — 15,500,000 Total shares in treasury at end of year 3,078,470 10,609,980 3,998,982 Total cost 342 915 342 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 19 Accumulated Other Comprehensive Income (Loss) Total comprehensive income (loss) represents net income (loss) plus the results of certain equity changes not reflected in the Consolidated Statements of Operations. The after-tax Net Currency Change Net Unrealized available-for Accumulated As of December 31, 2015 (521 ) 758 (2 ) (54 ) — 181 Reclassification 521 (521 ) — Other comprehensive income (loss) before reclassifications — (124 ) — (22 ) 6 (140 ) Amounts reclassified out of accumulated other comprehensive income (loss) — — (1 ) — — (1 ) Tax effects — — 1 (5 ) (2 ) (6 ) Other comprehensive income (loss) — (124 ) — (27 ) 4 (147 ) As of December 31, 2016 — 113 (2 ) (81 ) 4 34 Other comprehensive income (loss) before reclassifications 156 29 (20 ) (3 ) 162 Amounts reclassified out of accumulated other comprehensive income (loss) — (15 ) — (6 ) (21 ) Tax effects — (4 ) 4 2 2 Other comprehensive income (loss) 156 10 (16 ) (7 ) 143 As of December 31, 2017 — 269 8 (97 ) (3 ) 177 |
Related-party Transactions
Related-party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related-party Transactions | 20 Related-party Transactions The Company’s related parties are the members of the board of directors of NXP Semiconductors N.V., the members of the management team of NXP Semiconductors N.V., equity-accounted investees and Qualcomm Incorporated. As of the divestment of the SP business on February 6, 2017, the newly formed Nexperia has become a related party. Other We have a number of strategic alliances and joint ventures. We have relationships with certain of our alliance partners in the ordinary course of business whereby we enter into various sale and purchase transactions, generally on terms comparable to transactions with third parties. However, in certain instances upon divestment of former businesses where we enter into supply arrangements with the former owned business, sales are conducted at cost. The following table presents the amounts related to revenue and other income and purchase of goods and services incurred in transactions with these related parties: 2017 2016 2015 Revenue and other income 130 59 8 Purchase of goods and services 144 116 85 The following table presents the amounts related to receivable and payable balances with these related parties: 2017 2016 Receivables 54 13 Payables 77 29 As part of the divestment of the SP business, we entered into a lease commitment to Nexperia in the amount of $41 million and committed $50 million to an investment fund affiliated with Nexperia’s owners. |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | 21 Fair Value of Financial Assets and Liabilities The following table summarizes the estimated fair value and carrying amount of our financial instruments measured on a recurring basis: December 31, 2017 December 31, 2016 Fair value Carrying Estimated Carrying Estimated Assets: Notes hedges 3 1) 301 301 258 258 Other financial assets 2 29 29 40 40 Derivative instruments-assets 2 10 10 3 3 Liabilities: Short-term debt 2 (2 ) (2 ) (15 ) (15 ) Short-term debt (bonds) 2 (749 ) (755 ) (406 ) (406 ) Long-term debt (bonds) 2 (4,728 ) (4,879 ) (7,752 ) (8,011 ) 2019 Cash Convertible Senior Notes 2 (1,059 ) (1,418 ) (1,014 ) (1,310 ) Other long-term debt 2 (27 ) (27 ) (1 ) (1 ) Notes Embedded Conversion Derivative 3 1) (301 ) (301 ) (258 ) (258 ) Derivative instruments-liabilities 2 — — (6 ) (6 ) 1) During the fourth quarter of 2016, the Notes hedges and the Notes Embedded Conversion Derivative were transferred from level 2 to level 3 of the fair value hierarchy. The following methods and assumptions were used to estimate the fair value of financial instruments: Other financial assets and derivatives For other financial assets and derivatives the fair value is based upon significant other observable inputs depending on the nature of the other financial asset and derivative. Notes hedges and Notes Embedded Conversion Derivative At December 31, 2017, the Notes hedges and the Notes Embedded Conversion Derivative are measured at fair value using level 3 inputs. The instruments are not actively traded and are valued at the measurement date using an option pricing model that uses observable inputs for the share price of NXP’s common stock, risk-free interest rate, dividend yield and the term, in combination with a significant unobservable input for volatility. Volatility has historically been determined by a hypothetical market place. During the second quarter of 2017, an adjustment was made to this factor where we utilized the hypothetical marketplace and also considered the implied volatility in actively traded call options with a similar term. The volatility factor utilized at December 31, 2017 was 29% and at December 31, 2016 the volatility factor utilized was 37%. The change in the fair value of the Notes hedges and Notes Embedded Conversion Derivative was solely the gain and loss, respectively for each instrument that was recognized. Debt The fair value is estimated on the basis of observable inputs other than quoted prices in active markets for identical liabilities for certain issues, or on the basis of discounted cash flow analyses. Accrued interest is included under accrued liabilities and not within the carrying amount or estimated fair value of debt. Assets and liabilities recorded at fair value on a non-recurring We measure and record our non-marketable (non-marketable non-financial |
Other Financial Instruments, De
Other Financial Instruments, Derivatives and Currency Risk | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Other Financial Instruments, Derivatives and Currency Risk | 22 Other Financial Instruments, Derivatives and Currency Risk We conduct business in diverse markets around the world and employ a variety of risk management strategies and techniques to manage foreign currency exchange rate and interest rate risks. Our risk management program focuses on the unpredictability of financial markets and seeks to minimize the potentially adverse effects that the volatility of these markets may have on our operating results. One way we achieve this is through the active hedging of risks through the selective use of derivative instruments. Derivatives are recorded on our Consolidated Balance Sheets at fair value which fluctuates based on changing market conditions. The Company does not purchase or hold financial derivative instruments for trading purposes. Currency risk The Company’s transactions are denominated in a variety of currencies. The Company uses financial instruments to reduce its exposure to the effects of currency fluctuations. Accordingly, the Company’s organizations identify and measure their exposures from transactions denominated in other than their own functional currency. We calculate our net exposure on a cash flow basis considering balance sheet items, actual orders received or made and anticipated revenue and expenses. The Company generally hedges foreign currency exposures in relation to transaction exposures, such as receivables/payables resulting from such transactions and part of anticipated sales and purchases. The Company generally uses forwards to hedge these exposures. As of January 1, 2016, as a result of the acquisition of Freescale, NXP has concluded that the functional currency of the holding company is USD. Beginning from January 1, 2016, our U.S. dollar-denominated notes and short term loans will no longer need to be re-measured. |
Segments and Geographical Infor
Segments and Geographical Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segments and Geographical Information | 23 Segments and Geographical Information Prior to February 6, 2017, NXP was organized into two reportable segments, High Performance Mixed Signal (“HPMS”) and Standard Products (“SP”). As of February 6, 2017, the SP reportable segment was divested and HPMS remains as the sole reportable segment. Corporate and Other represents the remaining portion to reconcile to the Consolidated Financial Statements. Effective with the Merger, the operations of Freescale were primarily incorporated into the HPMS reportable segment. Our HPMS business segment delivers high performance mixed signal solutions to our customers to satisfy their system and sub-systems Because the Company meets the criteria for aggregation set forth under ASC 280 “Segment Reporting”, and the operating segments have similar economic characteristics, the Company aggregates the results of operations of the Automotive, Secure Identification Solutions, Secure Connected Devices and Secure Interfaces and Infrastructure operating segments into one reportable segment, HPMS, and prior to February 6, 2017, the Standard Products and General Purpose Logic operating segments into another reportable segment, SP. Our Chief Executive Officer, who is our CODM, regularly reviews financial information at the reporting segment level in order to make decisions about resources to be allocated to the segments and to assess their performance. Segment results that are reported to the CODM include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Asset information by segment is not provided to our CODM as the majority of our assets are used jointly or managed at corporate level. Arithmetical allocation of these assets to the various businesses is not deemed to be meaningful and as such total assets per segment has been omitted. Detailed information by segment for the years 2017, 2016 and 2015 is presented in the following tables. Revenue 2017 2016 2015 HPMS 8,745 8,086 4,720 SP 118 1,220 1,241 Corporate and Other (1) 393 192 140 9,256 9,498 6,101 Operating income (loss) 2017 2016 2015 HPMS 656 (302 ) 1,885 SP 31 268 264 Corporate and Other (1) 1,415 (116 ) (134 ) 2,102 (150 ) 2,015 (1) Corporate and Other is not a reporting segment under ASC 280 “Segment Reporting”. Corporate and Other includes revenue related to manufacturing operations, unallocated expenses not related to any specific business segment and corporate restructuring charges. The gain on the sale of the divestment of SP business is included in the operating income of Corporate and Other. Goodwill assigned to segments Cost at Acquisitions Transfer to asset held Translation Cost at HPMS 8,728 — — 22 8,750 SP 32 — — (32 ) — Corporate and Other (1) 269 — — 1 270 9,029 — — (9 ) 9,020 See note 3 for further information regarding the acquisition of Freescale. Accumulated Translation Accumulated HPMS (154 ) — (154 ) SP (32 ) 32 — Corporate and Other (1) — — — (186 ) 32 (154 ) (1) Corporate and Other is not a reporting segment under ASC 280 “Segment Reporting”. Geographical Information Revenue (1) Property, plant and equipment, net 2017 2016 2015 2017 2016 2015 China 3,640 3,882 3,135 281 251 360 Netherlands 304 285 177 198 183 161 United States 922 906 415 770 922 1,115 Singapore 1,082 984 526 211 166 186 Germany 570 623 392 57 52 98 Japan 750 550 316 — 1 2 South Korea 356 369 268 — — 1 Malaysia 103 231 41 369 378 473 Other countries 1,529 1,668 831 409 399 526 9,256 9,498 6,101 2,295 2,352 2,922 (1) Revenue attributed to geographic areas is based on the customer’s shipped-to |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24 Subsequent Events NXP Semiconductors N.V. through its subsidiaries NXP B.V. and NXP Funding LLC, delivered notice on March 2, 2018 to the holders of its 5.75% Senior Notes due 2023 (the “Notes”) that on April 2, 2018, it fully redeemed the $500 million of outstanding principle amount of the Notes, as permitted under Article 3 of the indenture dated February 14, 2013 and paragraph 5 of the Notes. The funds for this redemption coming from available surplus cash. Additionally, on March 9, 2018, NXP Semiconductors N.V. through its subsidiaries NXP B.V. and NXP Funding LLC, delivered notice to the holders of its 3.75% Senior Notes due 2018 (the “Notes”) that on April 9, 2018, it fully redeemed the $750 million of the outstanding aggregate principal amount of the Notes, as permitted under Article 3 of the indenture dated February 14, 2013 and paragraph 5 of the Notes. The funds for this redemption coming from available surplus cash. On March 27, 2018, NXP Semiconductors N.V. through its subsidiary NXP B.V., has entered into a definitive agreement to sell its 40% equity interest of Suzhou ASEN Semiconductors Co., Ltd. to J&R Holding Limited. The closing of this transaction is expected in the second quarter of 2018, subject to customary regulatory approvals. |
Significant Accounting Polici32
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Fair value measurements | Fair value measurements Fair value is the price we would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. In the absence of active markets for an identical asset or liability, we develop assumptions based on market observable data and, in the absence of such data, utilize internal information that we consider to be consistent with what market participants would use in a hypothetical transaction that occurs at the measurement date. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. Priority is given to observable inputs. These two types of inputs form the basis for the following fair value hierarchy. • Level 1: Quoted prices for identical assets or liabilities in active markets. • Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and valuations based on models where the inputs or significant value drivers are observable, either directly or indirectly. • Level 3: Significant inputs to the valuation model are unobservable. |
Foreign currencies | Foreign currencies The Company uses the U.S. dollar as its reporting currency. As of January 1, 2016, as a result of the acquisition of Freescale, NXP has concluded that the functional currency of the holding company is the U.S. dollar. Prior to January 1, 2016, the functional currency of the holding company was the euro. As of January 1, 2017, as a result of internal reorganizations, NXP changed the functional currency of the principal Netherlands subsidiary to the U.S. dollar. For consolidation purposes, the financial statements of the entities within the Company with a functional currency other than the U.S. dollar, are translated into U.S. dollars. Assets and liabilities are translated using the exchange rates on the applicable balance sheet dates. Income and expense items in the statements of operations, statements of comprehensive income and statements of cash flows are translated at monthly exchange rates in the periods involved. The effects of translating the financial position and results of operations from functional currencies to reporting currency are recognized in other comprehensive income and presented as a separate component of accumulated other comprehensive income (loss) within stockholders’ equity. If the operation is a non-wholly non-controlling The following table sets out the exchange rates for U.S. dollars into euros applicable for translation of NXP’s financial statements for the periods specified. $ per € 1 period end average (1) high low 2017 1.1932 1.1310 1.0474 1.1932 2016 1.0474 1.1065 1.0474 1.1423 2015 1.0915 1.1150 1.0869 1.2155 (1) The average of the noon-buying rate at the end of each fiscal month during the period presented. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end |
Derivative financial instruments including hedge accounting | Derivative financial instruments including hedge accounting The Company uses derivative financial instruments in the management of its foreign currency risks and the input costs of gold for a portion of our anticipated purchases within the next 12 months. The Company measures all derivative financial instruments based on fair values derived from market prices of the instruments or from option pricing models, as appropriate, and records these as assets or liabilities in the balance sheet. Changes in the fair values are immediately recognized in the statement of operations unless cash flow hedge accounting is applied. Changes in the fair value of a derivative that is highly effective and designated and qualifies as a cash flow hedge are recorded in accumulated other comprehensive income (loss), until earnings are affected by the variability in cash flows of the designated hedged item. The application of cash flow hedge accounting for foreign currency risks is limited to transactions that represent a substantial currency risk that could materially affect the financial position of the Company. Foreign currency gains or losses arising from the translation of a financial liability designated as a hedge of a net investment in a foreign operation are recognized directly in other comprehensive income, to the extent that the hedge is effective, and are presented as a separate component of accumulated other comprehensive income (loss) within stockholders’ equity. To the extent that a hedge is ineffective, the ineffective portion of the fair value change is recognized in the Consolidated Statements of Operations. When the hedged net investment is disposed of, the corresponding amount in the accumulated other comprehensive income is transferred to the statement of operations as part of the profit or loss on disposal. On initial designation of the hedge relationship between the hedging instrument and hedged item, the Company documents this relationship, including the risk management objectives and strategy in undertaking the hedge transaction and the hedged risk, together with the methods that will be used to assess the effectiveness of the hedging relationship. The Company makes an assessment, both at the inception of the hedge relationship as well as on an ongoing basis, of whether the hedging instruments are expected to be “highly effective” in offsetting the changes in the fair value or cash flows of the respective hedged items attributable to the hedged risk. When cash flow hedge accounting is discontinued because it is not probable that a forecasted transaction will occur within a period of two months from the originally forecasted transaction date, the Company continues to carry the derivative on the Consolidated Balance Sheets at its fair value, and gains and losses that were accumulated in other comprehensive income are recognized immediately in earnings. In situations in which hedge accounting is discontinued, the Company continues to carry the derivative at its fair value on the Consolidated Balance Sheets, and recognizes any changes in its fair value in earnings. The gross notional amounts of the Company’s foreign currency derivatives by currency were as follows: 2017 2016 Euro 696 459 Chinese renminbi 132 45 Japanese yen 29 35 Malaysian ringgit 89 73 Singapore dollar 64 41 Swiss franc 34 4 Taiwan dollar 122 94 Thai baht 68 43 Other 16 5 |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents include all cash balances and short-term highly liquid investments with a maturity of three months or less at acquisition that are readily convertible into known amounts of cash. Cash and cash equivalents are stated at face value which approximates fair value. |
Receivables | Receivables Receivables are carried at amortized cost, net of allowances for doubtful accounts and net of rebates and other contingent discounts granted to distributors. When circumstances indicate a specific customer’s ability to meet its financial obligation to us is impaired, we record an allowance against amounts due and value the receivable at the amount reasonably expected to be collected. For all other customers, we evaluate our trade accounts receivable for collectibility based on numerous factors including objective evidence about credit-risk concentration, collective debt risk based on average historical losses, and specific circumstances such as serious adverse economic conditions in a specific country or region. |
Inventories | Inventories Inventories are stated at the lower of cost or market, less advance payments on work in progress. The cost of inventories is determined using the first-in, first-out |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation and impairment losses. Depreciation is calculated using the straight-line method over the expected economic life of the asset. Depreciation of special tooling is also based on the straight-line method unless a depreciation method other than the straight-line method better represents the consumption pattern. Gains and losses on the sale of property, plant and equipment are included in other income and expense. Plant and equipment under capital leases are initially recorded at the lower of the fair value of the leased property or the present value of minimum lease payments. These assets and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or the estimated useful life of the asset. |
Goodwill | Goodwill We record goodwill when the purchase price of an acquisition exceeds the fair value of the net tangible and identified intangible assets acquired. We assign the goodwill to our reporting units based on the relative expected fair value provided by the acquisition. We perform an annual impairment assessment in the fourth quarter of each year, or more frequently if indicators of potential impairment exist, which includes evaluating qualitative and quantitative factors to assess the likelihood of an impairment of a reporting unit’s goodwill. We perform impairment tests using a fair value approach when necessary. The reporting unit’s carrying value used in an impairment test represents the assignment of various assets and liabilities, excluding certain corporate assets and liabilities, such as cash, investments and debt. |
Identified intangible assets | Identified intangible assets Licensed technology and patents are generally amortized on a straight-line basis over the periods of benefit. We amortize all acquisition-related intangible assets that are subject to amortization over their estimated useful life based on economic benefit. Acquisition-related in-process We perform a quarterly review of finite-lived identified intangible assets to determine whether facts and circumstances indicate that the useful live is shorter than we had originally estimated or that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, we assess recoverability by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. If an asset’s useful life is shorter than originally estimated, we accelerate the rate of amortization and amortize the remaining carrying value over the new shorter useful life. We perform an annual impairment assessment in the fourth quarter of each year for indefinite-lived intangible assets, or more frequently if indicators of potential impairment exist, to determine whether it is more likely than not that the carrying value of the assets may not be recoverable. If necessary, a quantitative impairment test is performed to compare the fair value of the indefinite-lived intangible asset with its carrying value. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. |
Research and development | Research and development Costs of research and development are expensed in the period in which they are incurred, except for in-process |
Advertising | Advertising Advertising costs are expensed when incurred. |
Debt issuance costs | Debt issuance costs Direct costs incurred to obtain financings are capitalized and subsequently amortized over the term of the debt using the effective interest rate method. Upon extinguishment of any related debt, any unamortized debt issuance costs are expensed immediately. |
Revenue recognition | Revenue recognition The Company’s revenue is derived from sales to distributors, made-to-order Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or the service has been provided, the sales price is fixed or determinable, and collection is reasonably assured, based on the terms and conditions of the sales contract. For made-to-order made-to-order For sales to distributors, revenue is recognized upon sale to the distributor (sell-in pre-defined Distributor reserves estimate the impact of credits granted to distributors under certain programs common in the semiconductor industry whereby distributors receive certain price adjustments to meet individual competitive opportunities, or are allowed to return or scrap a limited amount of product in accordance with contractual terms agreed upon with the distributor, or receive price protection credits when our standard published prices are lowered from the price the distributor paid for product still in its inventory. The Company’s policy is to use a rolling historical experience rate, as well as a prospective view of products and pricing in the distribution channel for distributors who participate in our volume rebate incentive program, in order to estimate the proper provision for this program at the end of any given reporting period. We continually monitor the actual claimed allowances against our estimates, and we adjust our estimates as appropriate to reflect trends in pricing environments and inventory levels. Distributor reserves are also adjusted when recent historical data does not represent anticipated future activity. For sales where return rights exist, the Company has determined, based on historical data, that only a very small percentage of the sales of this type to distributors is actually returned. In accordance with this historical data, a pro rata portion of the sales to these distributors is not recognized but deferred until the return period has lapsed or the other return conditions no longer apply. Revenue is recorded net of sales taxes, customer discounts, rebates and other contingent discounts granted to distributors. We include shipping charges billed to customers in revenue and include the related shipping costs in cost of revenue. |
Restructuring | Restructuring The provision for restructuring relates to the estimated costs of initiated restructurings that have been approved by Management. When such plans require discontinuance and/or closure of lines of activities, the anticipated costs of closure or discontinuance are recorded at fair value when the liability has been incurred. The Company determines the fair value based on discounted projected cash flows in the absence of other observable inputs such as quoted prices. The restructuring liability includes the estimated cost of termination benefits provided to former or inactive employees after employment but before retirement, costs to terminate leases and other contracts, and selling costs associated with assets held for sale and other costs related to the closure of facilities. One-time |
Financial income and expense | Financial income and expense Financial income and expense is comprised of interest income on cash and cash equivalent balances, the interest expense on borrowings, the accretion of the discount or premium on issued debt, the gain or loss on the disposal of financial assets, impairment losses on financial assets and gains or losses on hedging instruments recognized in the statement of operations. For periods prior to January 1, 2016, the mark-to-market mark-to-market re-measured. Borrowing costs that are not directly attributable to the acquisition, construction or production of property, plant and equipment are recognized in the statement of operations using the effective interest method. |
Income taxes | Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts. Measurement of deferred tax assets and liabilities is based upon the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax liabilities for income taxes or withholding taxes on dividends from subsidiaries are recognized in situations where the company does not consider the earnings indefinitely reinvested and to the extent that the withholding taxes are not expected to be refundable. Deferred tax assets, including assets arising from loss carryforwards, are recognized, net of a valuation allowance, if based upon the available evidence it is more likely than not that the asset will be realized. The income tax benefit from an uncertain tax position is recognized only if it is more likely than not that the tax position will be sustained upon examination by the relevant taxing authorities. The income tax benefit recognized is measured based on the largest benefit that is more than 50 percent likely to be realized upon resolution of the uncertainty. The liability for unrecognized tax benefits and the related interest and penalties is recorded under accrued liabilities and other non-current |
Postretirement benefits | Postretirement benefits The Company’s employees participate in pension and other postretirement benefit plans in many countries. The costs of pension and other postretirement benefits and related assets and liabilities with respect to the Company’s employees participating in the various plans are based upon actuarial valuations. Some of the Company’s defined-benefit pension plans are funded with plan assets that have been segregated and restricted in a trust, foundation or insurance company to provide for the pension benefits to which the Company has committed itself. The net liability or asset recognized in the balance sheet in respect of the postretirement plans is the present value of the projected benefit obligation less the fair value of plan assets at the balance sheet date. Most of the Company’s plans are unfunded and result in a provision or a net liability. For the Company’s major plans, the discount rate is derived from market yields on high quality corporate bonds. Plans in countries without a deep corporate bond market use a discount rate based on the local government bond rates. Benefit plan costs primarily represent the increase in the actuarial present value of the obligation for benefits based on employee service during the year and the interest on this obligation in respect of employee service in previous years, net of the expected return on plan assets and net of employee contributions. Actuarial gains and losses arise mainly from changes in actuarial assumptions and differences between actuarial assumptions and what has actually occurred. They are recognized in the statement of operations, over the expected average remaining service periods of the employees only to the extent that their net cumulative amount exceeds 10% of the greater of the present value of the obligation or of the fair value of plan assets at the end of the previous year (the corridor). Events which invoke a curtailment or a settlement of a benefit plan will be recognized in our statement of operations. In calculating obligation and expense, the Company is required to select actuarial assumptions. These assumptions include discount rate, expected long-term rate of return on plan assets, assumed health care trend rates and rates of increase in compensation costs determined based on current market conditions, historical information and consultation with and input from our actuaries. Changes in the key assumptions can have a significant impact to the projected benefit obligations, funding requirements and periodic cost incurred. Unrecognized prior-service costs related to the plans are amortized to the statements of operations over the average remaining service period of the active employees. Contributions to defined-contribution and multi-employer pension plans are recognized as an expense in the statements of operations as incurred. The Company determines the fair value of plan assets based on quoted prices or comparable prices for non-quoted The Company recognizes as a component of other comprehensive income, net of taxes, the gains or losses and prior service costs that arise during the year but are not recognized as a component of net periodic benefit cost. Amounts recognized in accumulated other comprehensive income, including the gains or losses and the prior services costs are adjusted as they are subsequently recognized as components of net periodic benefit costs. For all of the Company’s postretirement benefit plans, the measurement date is December 31, our year-end. |
Share-based compensation | Share-based compensation We recognize compensation expense for all share-based awards based on the grant-date estimated fair values, net of an estimated forfeiture rate. We use the Black-Scholes option pricing model to determine the estimated fair value for certain awards. Share-based compensation cost for restricted share units (“RSU”s) with time-based vesting is measured based on the closing fair market value of our common stock on the date of the grant, reduced by the present value of the estimated expected future dividends, and then multiplied by the number of RSUs granted. Share-based compensation cost for performance-based share units (“PSU”s) granted with performance or market conditions is measured using a Monte Carlo simulation model on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service periods in our Consolidated Statements of Operations. For stock options and RSUs, the grant-date value, less estimated pre-vest |
Earnings per share | Earnings per share Basic earnings per share attributable to stockholders is calculated by dividing net income or loss attributable to stockholders of the Company by the weighted average number of common shares outstanding during the period. To determine diluted share count, we apply the treasury stock method to determine the dilutive effect of outstanding stock option shares, RSUs, PSUs and Employee Stock Purchase Plan (“ESPP”) shares. Under the treasury stock method, the amount the employee must pay for exercising share-based awards and the amount of compensation cost for future service that the Company has not yet recognized are assumed to be used to repurchase shares. |
Concentration of risk | Concentration of risk Financial instruments, including derivative financial instruments, that may potentially subject NXP to concentrations of credit risk, consist principally of cash and cash equivalents, short-term investments, long-term investments, accounts receivable and forward contracts. We sell our products to OEMs and to distributors in various markets, who resell these products to OEMs, or their subcontract manufacturers. One of our distributors accounted for 15% of our revenue in 2017, 13% in 2016 and 14% in 2015 and one other distributor accounted for less than 10% of our revenue in 2017, less than 10% in 2016 and 14% in 2015. No other distributor accounted for greater than 10% of our revenue for 2017, 2016 or 2015. One OEM for which we had direct sales to accounted for 11% of our revenue in 2017, and less than 10% in 2016 and 2015. No other individual OEM for which we had direct sales to accounted for more than 10% of our revenue for 2017, 2016 or 2015. Credit exposure related to NXP’s foreign currency forward contracts is limited to the realized and unrealized gains on these contracts. NXP is party to certain hedge transactions related to its 2019 Cash Convertible Senior Notes. NXP is subject to the risk that the counterparties to these transactions may not be able to fulfill their obligations under these hedge transactions. NXP purchased options and issued warrants to hedge potential cash payments in excess of the principal and contractual interest related to its 2019 Cash Convertible Senior Notes, which were issued during fiscal 2014. The 2019 Cash Convertible Senior Note hedges are adjusted to fair value each reporting period and unrealized gains and losses are reflected in NXP’s Consolidated Statements of Operations. Because the fair value of the 2019 Cash Convertible Senior Notes embedded conversion derivative and the 2019 Cash Convertible Senior Notes hedges are designed to have similar offsetting values, there was no impact to NXP’s Consolidated Statements of Operations relating to these adjustments to fair value. The Company is using outside suppliers or foundries for a portion of its manufacturing capacity. We have operations in Europe and Asia subject to collective bargaining agreements which could pose a risk to the Company in the near term but we do not expect that our operations will be disrupted if such is the case. |
Accounting standards adopted in 2017 | Accounting standards adopted in 2017 In March 2016, the FASB issued ASU 2016-09, Compensation—Stock In October 2016, the FASB issued ASU 2016-16, 2016-16, New standards to be adopted after 2017 In May 2014, the FASB issued ASU No. 2014-09, No. 2015-14, In March 2016, the FASB issued ASU 2016-08, Revenue 2016-10, Revenue 2016-12, Revenue 2016-11, Revenue 2014-09 2014-16 2016-20, 2014-09, Revenue The amendments in ASU 2016-08 2016-10 2014-09: 2016-11 2016-12 2016-12 2014-09, In January 2016, the FASB issued ASU 2016-01, 825-10). In February, 2016, the FASB issued ASU 2016-02, Leases . right-of-use The new standard will be effective for us on January 1, 2019 with early adoption permitted. We are currently evaluating the potential impact that Topic 842 may have on our financial position or results of operations. In August 2016, the FASB issued ASU 2016-15, Classification 2016-15 2016-15 In January 2017, the FASB issued ASU 2017-01, 2017-01 2017-01 In January 2017, the FASB issued ASU 2017-04, 2017-04 2017-04 In March 2017, the FASB issued ASU 2017-07, 2017-07 In August 2017, the FASB issued ASU 2017-12, 2017-12 2017-12 |
Significant Accounting Polici33
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Exchange Rates for U.S. Dollars into Euros Applicable for Translation of NXP's Financial Statements | The following table sets out the exchange rates for U.S. dollars into euros applicable for translation of NXP’s financial statements for the periods specified. $ per € 1 period end average (1) high low 2017 1.1932 1.1310 1.0474 1.1932 2016 1.0474 1.1065 1.0474 1.1423 2015 1.0915 1.1150 1.0869 1.2155 (1) The average of the noon-buying rate at the end of each fiscal month during the period presented. |
Gross Notional Amounts of Company's Foreign Currency Derivatives by Currency | The gross notional amounts of the Company’s foreign currency derivatives by currency were as follows: 2017 2016 Euro 696 459 Chinese renminbi 132 45 Japanese yen 29 35 Malaysian ringgit 89 73 Singapore dollar 64 41 Swiss franc 34 4 Taiwan dollar 122 94 Thai baht 68 43 Other 16 5 |
Acquisitions and Divestments (T
Acquisitions and Divestments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Gain on Sale of Business | The gain on the sale of $1,597 million is included in the Statement of Operations in the line item “Other income (expense)” and is composed of the following: Total cash consideration 2,750 Assets held for sale (1,117 ) Cash divested (138 ) Liabilities held for sale 199 Other adjustments (69 ) Transaction costs (28 ) Gain 1,597 |
Schedule of Total Purchase Price | The total purchase price amounts to $11,639 million and consisted of the following: Cash payment of $6.25 per Freescale common share 1,948 Total value of NXP ordinary shares delivered 9,449 Value of NXP restricted share units delivered to holders of Freescale restricted share units and performance-based restricted share units 157 Value of NXP stock options delivered to holders of Freescale stock options 85 Total purchase price 11,639 |
Allocation of Purchase Price | The allocation of the purchase price is as follows: Total purchase price 11,639 Estimated fair value of net tangible assets acquired and liabilities assumed: Cash and cash equivalents 427 Accounts receivable, net 511 Inventories, net 1,280 Other current assets 93 Property, plant and equipment 1,827 Other non-current 64 Accounts payable, accrued liabilities and other current liabilities (714 ) Deferred taxes (2,292 ) Other long-term liabilities (329 ) Long-term debt (5,091 ) (4,224 ) |
Fair Value (and Useful Lives) of Identified Intangible Assets Acquired | Fair value (and useful lives) of identified intangible assets acquired: Customer relationships (included in customer-related) (19 years) 764 Developed technology (included in technology-based) (5 years) 5,371 Sales order backlog (included in marketing-related) (1 year) 190 Trade name (included in marketing-related) (5 years) 81 In-process * 2,017 Other 41 8,464 Goodwill 7,399 * Acquired IPR&D is an intangible asset classified as an indefinite lived asset until the completion or abandonment of the associated research and development effort. IPR&D will be amortized over an estimated useful life to be determined at the date the associated research and development effort is completed, or expensed immediately when, and if, the project is abandoned. Acquired IPR&D is not amortized during the period that it is considered indefinite lived, but rather is subject to annual testing for impairment or when there are indicators for impairment. |
Schedule of Pro Forma Financial Information Presents Combined Consolidated Results of Operations | The following unaudited pro forma financial information presents combined consolidated results of operations as if Freescale had been acquired as of January 1, 2015: 2015 Revenue 9,850 Net income (loss) attributable to stockholders (84 ) Net income (loss) per common share attributable to stockholders: - Basic (0.25 ) - Diluted (0.25 ) |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Carrying Value of Assets and Liabilities Held for Sale | The following table summarizes the carrying value of assets and liabilities held for sale which was primarily relative to the SP business: 2016 Trade accounts receivable, net 3 Other assets 28 Inventories, net 208 Property, plant and equipment, net 396 Identified intangible assets, net 133 Goodwill 336 Assets held for sale 1,104 Trade accounts payable (110 ) Accrued and other liabilities (88 ) Liabilities held for sale (198 ) |
Supplemental Financial Inform36
Supplemental Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Depreciation, Amortization and Impairment | Depreciation, amortization and impairment Depreciation and amortization, including impairment charges, are as follows: 2017 2016 2015 Depreciation of property, plant and equipment 611 609 262 Amortization of internal use software 21 24 26 Amortization of other identified intangible assets (*) 1,541 1,572 229 2,173 2,205 517 (*) For the period ending December 31, 2017, the amount includes IPR&D impairment charges of $23 million, of which $16 million related to assets acquired from Freescale. For the period ending December 31, 2016, the amount included impairment charges relative to IPR&D acquired as part of the acquisition of Freescale of $89 million. |
Other Income (Expense) | Other income (expense) 2017 2016 2015 Result on disposal of businesses 1,572 8 1,257 Result on disposal of properties 1 1 6 Other income (expense) 2 — — 1,575 9 1,263 |
Financial Income (Expense) | Financial income (expense) 2017 2016 2015 Interest income 27 11 6 Interest expense (310 ) (408 ) (227 ) Total interest expense, net (283 ) (397 ) (221 ) Net gain (loss) on extinguishment of debt (41 ) (32 ) — Foreign exchange rate results (30 ) (15 ) (193 ) Change in fair value of the warrant liability — — (31 ) Miscellaneous financing costs/income, net (12 ) (9 ) (84 ) Total other financial income (expense) (83 ) (56 ) (308 ) Total (366 ) (453 ) (529 ) |
Results Relating to Equity-Accounted Investees | Results related to equity-accounted investees at the end of each period were as follows: 2017 2016 2015 Company’s share in income (loss) 17 11 8 Other results 36 — 1 53 11 9 |
Summary of Carrying Value of Investments in Equity-Accounted Investees | The total carrying value of investments in equity-accounted investees is summarized as follows: 2017 2016 Shareholding % Amount Shareholding % Amount ASMC — — 27 21 ASEN 40 66 40 56 WeEn 49 65 49 62 Others 15 15 146 154 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Changes in Position of Restructuring Liabilities by Segment | The following table presents the changes in the position of restructuring liabilities in 2017 by segment: Balance Additions Utilized Released Other changes (1) Balance HPMS 148 7 (65 ) (16 ) 12 86 SP 3 — — — (3 ) — Corporate and Other — — — — 3 3 151 7 (65 ) (16 ) 12 89 (1) Other changes primarily related to translation differences and internal transfers. The total restructuring liability as of December 31, 2017 of $89 million is classified in the balance sheet under current liabilities ($74 million) and non-current The utilization of the restructuring liabilities mainly reflects the execution of ongoing restructuring programs the Company initiated in earlier years. The following table presents the changes in the position of restructuring liabilities in 2016 by segment: Balance Additions Utilized Released Other changes (1) Balance HPMS 234 52 (131 ) (3 ) (4 ) 148 SP 6 — (2 ) — (1 ) 3 Corporate and Other — — — — — 240 52 (133 ) (3 ) (5 ) 151 (1) Other changes primarily related to translation differences and internal transfers. |
Components of Restructuring Charges Less Releases Recorded in Liabilities | The components of restructuring charges less releases recorded in the liabilities in 2017, 2016 and 2015 are as follows: 2017 2016 2015 Personnel lay-off 7 52 239 Other exit costs 10 19 27 Release of provisions/accruals (16 ) (3 ) (2 ) Net restructuring charges 1 68 264 |
Restructuring Charges Less Releases Recorded in Liabilities Per Line Item in Statement of Operations | The restructuring charges less releases recorded in operating income are included in the following line items in the statement of operations: 2017 2016 2015 Cost of revenue 3 18 18 Selling, general and administrative 10 9 155 Research & development (12 ) 41 91 Net restructuring charges 1 68 264 |
Provision for Income Taxes (Tab
Provision for Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Income Taxes | The components of income (loss) before income taxes are as follows: 2017 2016 2015 Netherlands 1,679 537 1,528 Foreign 57 (1,140 ) (42 ) 1,736 (603 ) 1,486 |
Components of Benefit (Provision) for Income Taxes | The components of the benefit (provision) for income taxes are as follows: 2017 2016 2015 Current taxes: Netherlands (179 ) (7 ) (13 ) Foreign (135 ) (67 ) (51 ) (314 ) (74 ) (64 ) Deferred taxes: Netherlands (259 ) 205 (4 ) Foreign 1,056 720 172 797 925 168 Total benefit (provision) for income taxes 483 851 104 |
Reconciliation of Statutory Income Tax Rate | A reconciliation of the statutory income tax rate in the Netherlands as a percentage of income (loss) before income taxes and the effective income tax rate is as follows: (in percentages) 2017 2016 2015 Statutory income tax in the Netherlands 25.0 25.0 25.0 Rate differential local statutory rates versus statutory rate of the Netherlands (4.5 ) 24.2 (4.3 ) Net change in valuation allowance 1.1 72.6 (13.8 ) Prior year adjustments (0.3 ) 0.1 — Non-taxable (1.0 ) 1.7 (0.1 ) Non-deductible 2.2 (7.0 ) 4.0 Excess deduction from share-based compensation (0.9 ) (1.2 ) — Sale of non-deductible 3.8 — 2.7 The U.S. Tax Cuts and Jobs Act (42.3 ) — — Other tax legislation and tax rate changes (0.7 ) (0.1 ) 0.2 Tax effects of remitted and unremitted earnings and withholding taxes 1.3 (2.7 ) 0.1 Other permanent differences (1.1 ) 8.4 0.8 Tax on gains related to internal corporate reorganization transaction — (10.3 ) — Unrecognized tax benefits 1.8 (0.5 ) 0.1 Netherlands tax incentives (7.5 ) 17.9 (18.5 ) Foreign tax incentives (4.7 ) 13.0 (3.2 ) Effective tax rate (27.8 %) 141.1 % (7.0 %) |
Principal Components of Deferred Tax Assets and Liabilities | The principal components of deferred tax assets and liabilities are presented below: 2017 2016 Operating loss and tax credit carryforwards 621 1,031 Disallowed interest carryforwards 156 432 Other accrued liabilities 100 107 Pensions 93 86 Stock Based Compensation 25 58 Restructuring liabilities 16 40 Receivables 71 36 Inventories 3 27 Other assets 2 10 Total Gross Deferred Tax Assets 1,087 1,827 Valuation Allowance (140 ) (127 ) Total Net Deferred Tax Assets 947 1,700 Intangible assets (including purchase accounting basis difference) (1,161 ) (2,431 ) Undistributed earnings of foreign subsidiaries (109 ) (367 ) Property, plant and equipment (including purchase accounting basis difference) (54 ) (134 ) Total Deferred Tax Liabilities (1,324 ) (2,932 ) Net Deferred Tax Position (377 ) (1,232 ) |
Classification of Deferred Tax Assets and Liabilities in Consolidated Balance Sheets | The classification of the deferred tax assets and liabilities in the Company’s Consolidated Balance Sheets is as follows: 2017 2016 Deferred tax assets within other non-current 324 427 Deferred tax liabilities within non-current (701 ) (1,659 ) (377 ) (1,232 ) |
Expiration of Tax Loss Carryforwards | At December 31, 2017 tax loss carryforwards of $906 million (inclusive of $250 million of U.S. state tax losses) will expire as follows: Balance Scheduled expiration December 31, 2017 2018 2019 2020 2021 2022 2023-2027 later unlimited Tax loss carryforwards 906 6 22 4 — 15 66 228 565 |
Expiration of Tax Credit Carryforwards | The Company also has tax credit carryforwards of $580 million (excluding the effect of unrecognized tax benefits), which are available to offset future tax, if any, and which will expire as follows: Balance Scheduled expiration December 31, 2017 2018 2019 2020 2021 2022 2023-2027 later unlimited Tax credit carryforwards 580 6 12 16 1 11 205 278 51 |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2017 2016 2015 Balance as of January 1, 146 149 125 Assumed in the acquisition of Freescale — — 121 Decreases from activities which are held for sale — (7 ) — Increases from tax positions taken during prior periods 22 1 1 Decreases from tax positions taken during prior periods — (3 ) (111 ) Increases from tax positions taken during current period 11 10 15 Decreases relating to settlements with the tax authorities (2 ) (4 ) (2 ) Balance as of December 31, 177 146 149 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Earnings per Share (EPS) | The computation of earnings per share (EPS) is presented in the following table: 2017 2016 2015 Net income (loss) 2,272 259 1,599 Less: Net income (loss) attributable to non-controlling 57 59 73 Net income (loss) attributable to stockholders 2,215 200 1,526 Weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands) 338,646 338,477 239,764 Plus incremental shares from assumed conversion of: Options 1) 4,517 5,582 6,194 Restricted Share Units, Performance Share Units and Equity Rights 2) 2,639 3,548 4,158 Warrants 3) — — — Dilutive potential common share 7,156 9,130 10,352 Adjusted weighted average number of shares outstanding (after deduction of treasury shares) during the year (in thousands) 1) 345,802 347,607 250,116 EPS attributable to stockholders in $: Basic net income (loss) 6.54 0.59 6.36 Diluted net income (loss) 6.41 0.58 6.10 1) Stock options to purchase up to 0.1 million shares of NXP’s common stock that were outstanding in 2017 (2016: 1.4 million shares; 2015: 0.7 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the exercise price was greater than the average fair market value of the common stock or the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense and exercise prices was greater than the weighted average number of shares underlying outstanding stock options. 2) Unvested RSU’s, PSU’s and equity rights of 0.7 million shares that were outstanding in 2017 (2016: 0.9 million shares; 2015: 0.5 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense was greater than the weighted average number of outstanding unvested RSU’s, PSU’s and equity rights or the performance goal has not been met. 3) Warrants to purchase up to 11.2 million shares of NXP’s common stock at a price of $133.32 per share were outstanding in 2017 (2016: 11.2 million shares at a price of $133.32; 2015: 11.2 million shares at a price of $133.32). Upon exercise, the warrants will be net share settled. At the end of 2017, 2016 and 2015, the warrants were not included in the computation of diluted EPS because the warrants’ exercise price was greater than the average fair market value of the common shares. |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Schedule of Share-Based Compensation Expense | Share-based compensation expense is included in the following line items in our statement of operations: 2017 2016 2015 Cost of revenue 33 49 15 Research and development 122 123 45 Selling, general and administrative 126 166 156 281 338 216 |
Long Term Incentive Plans [Member] | |
Summary of Stock Options and Changes | Stock options Weighted average price in USD Weighted average Aggregate intrinsic Outstanding at January 1, 2017 7,168,652 41.07 Granted — — Exercised 3,976,326 34.47 Forfeited 211,293 61.99 Outstanding at December 31, 2017 2,981,033 48.39 5.3 205 Exercisable at December 31, 2017 1,936,121 37.35 4.6 154 |
Summary of Restricted Share Units | Restricted share units Shares Weighted average Outstanding at January 1, 2017 6,920,879 87.48 Granted 2,882,420 115.05 Vested 2,984,488 85.31 Forfeited 407,201 84.17 Outstanding at December 31, 2017 6,411,610 101.13 |
Long Term Incentive Plans [Member] | Financial Performance Conditions [Member] | |
Summary of Performance Share Units | Performance share units Financial performance conditions Shares Weighted average grant in USD Outstanding at January 1, 2017 408,714 71.52 Granted — — Vested 97,355 64.46 Forfeited 28,421 67.93 Outstanding at December 31, 2017 282,938 74.31 |
Long Term Incentive Plans [Member] | Market Performance Conditions [Member] | |
Summary of Performance Share Units | Market performance conditions Shares Weighted average grant in USD Outstanding at January 1, 2017 325,183 38.63 Granted — — Vested 270,029 37.78 Forfeited 17,363 48.22 Outstanding at December 31, 2017 37,791 40.28 |
Management Equity Stock Option Plan [Member] | |
Summary of Stock Options and Changes | The following table summarizes the information about NXP’s outstanding MEP Options and changes during 2017. Stock options Stock Weighted average Weighted average Aggregate Outstanding at January 1, 2017 2,534,272 23.67 Granted — — Exercised 2,302,348 22.46 Forfeited — — Expired — — Outstanding at December 31, 2017 231,924 35.72 0.7 14 Exercisable at December 31, 2017 231,924 35.72 0.7 14 |
Accounts Receivables, net (Tabl
Accounts Receivables, net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts Receivables, net | Accounts receivable are summarized as follows: 2017 2016 Accounts receivable from third parties 882 1,035 Allowance for doubtful accounts (3 ) (2 ) 879 1,033 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories are summarized as follows: 2017 2016 Raw materials 62 52 Work in process 901 854 Finished goods 273 207 1,236 1,113 |
Property, Plant and Equipment43
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | The following table presents details of the Company’s property, plant and equipment, net of accumulated depreciation: Useful Life (in years) 2017 2016 Land 166 165 Buildings 9 to 50 1,200 1,146 Machinery and installations 2 to 10 3,179 2,959 Other Equipment 1 to 5 453 278 Prepayments and construction in progress 172 118 5,170 4,666 Less accumulated depreciation (2,875 ) (2,314 ) Property, plant and equipment, net of accumulated depreciation 2,295 2,352 |
Identified Intangible Assets (T
Identified Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Changes in Identified Intangible Assets | The changes in identified intangible assets were as follows: Total Other intangible Software Balance as of January 1, 2016: Cost 9,978 9,832 146 Accumulated amortization/impairment (1,188 ) (1,083 ) (105 ) Book value 8,790 8,749 41 Changes in book value: Acquisitions/additions 299 289 10 Transfer to assets held for sale (138 ) (138 ) — Amortization (1,507 ) (1,483 ) (24 ) Impairment (89 ) (89 ) — Translation differences (12 ) (10 ) (2 ) Total changes (1,447 ) (1,431 ) (16 ) Balance as of December 31, 2016: Cost 9,512 9,397 115 Accumulated amortization/impairment (2,169 ) (2,079 ) (90 ) Book value 7,343 7,318 25 Changes in book value: Acquisitions/additions 78 68 10 Amortization (1,539 ) (1,518 ) (21 ) Impairment (23 ) (23 ) — Translation differences 4 4 — Total changes (1,480 ) (1,469 ) (11 ) Balance as of December 31, 2017: Cost 9,335 9,227 108 Accumulated amortization/impairment (3,472 ) (3,378 ) (94 ) Book value 5,863 5,849 14 |
Summary of Identified Intangible Assets | Identified intangible assets as of December 31, 2017 and 2016 respectively were composed of the following: December 31, 2017 December 31, 2016 Gross Accumulated Gross Accumulated IPR&D 1) 687 — 1,380 — Marketing-related 82 (34 ) 81 (18 ) Customer-related 1,155 (437 ) 1,146 (322 ) Technology-based 7,303 (2,907 ) 6,790 (1,739 ) 9,227 (3,378 ) 9,397 (2,079 ) Software 108 (94 ) 115 (90 ) Identified intangible assets 9,335 (3,472 ) 9,512 (2,169 ) 1) IPR&D is not subject to amortization until completion or abandonment of the associated research and development effort. |
Other Intangible Assets [Member] | |
Schedule of Estimated Amortization Expense for Intangible Assets, Excluding Software | The estimated amortization expense for these identified intangible assets, excluding software, for each of the five succeeding years is: 2018 1,493 2019 1,534 2020 1,328 2021 562 2022 491 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The changes in goodwill in 2017 and 2016 were as follows: 2017 2016 Balances as of January 1 Cost 9,029 9,414 Accumulated impairment (186 ) (186 ) Book value 8,843 9,228 Changes in book value: Acquisitions — 14 Purchase accounting and other adjustments related to Freescale acquisition (28 ) (25 ) Transfer to assets held for sale — (349 ) Translation differences 51 (25 ) Total changes 23 (385 ) Balances as of December 31 Cost 9,020 9,029 Accumulated impairment (154 ) (186 ) Book value 8,866 8,843 |
Postretirement Benefit Plans (T
Postretirement Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Summary of PME Multi-Employer Plan | PME multi-employer plan 2017 2016 2015 NXP’s contributions to the plan 35 36 37 (including employees’ contributions) 4 4 4 Average number of NXP’s active employees participating in the plan 2,271 2,415 2,668 NXP’s contribution to the plan exceeded more than 5 percent of the total contribution No No No |
Summary of Changes in Pension Benefit Obligations and Defined-Benefit Pension Plan Assets | The table below provides a summary of the changes in the pension benefit obligations and defined-benefit pension plan assets for 2017 and 2016, associated with the Company’s dedicated plans, and a reconciliation of the funded status of these plans to the amounts recognized in the Consolidated Balance Sheets. 2017 2016 Projected benefit obligation Projected benefit obligation at beginning of year 564 561 Service cost 15 17 Interest cost 11 14 Actuarial (gains) and losses 15 53 Curtailments and settlements (1 ) (15 ) Benefits paid (22 ) (21 ) Pension liabilities held-for-sale — (28 ) Exchange rate differences 69 (17 ) Projected benefit obligation at end of year 651 564 Plan assets Fair value of plan assets at beginning of year 172 190 Actual return on plan assets 8 3 Employer contributions 18 21 Curtailments and settlements (1 ) (15 ) Benefits paid (21 ) (21 ) Pension assets held-for-sale — (2 ) Exchange rate differences 19 (4 ) Fair value of plan assets at end of year 195 172 Funded status (456 ) (392 ) Classification of the funded status is as follows - Prepaid pension cost within other non-current — — - Accrued pension cost within other non-current (443 ) (380 ) - Accrued pension cost within accrued liabilities (13 ) (12 ) Total (456 ) (392 ) Accumulated benefit obligation Accumulated benefit obligation for all Company-dedicated benefit pension plans 613 524 Plans with assets less than accumulated benefit obligation Funded plans with assets less than accumulated benefit obligation - Fair value of plan assets 190 171 - Accumulated benefit obligations 375 327 - Projected benefit obligations 401 357 Unfunded plans - Accumulated benefit obligations 233 195 - Projected benefit obligations 243 204 Amounts recognized in accumulated other comprehensive income (before tax) Total AOCI at beginning of year 91 42 - Net actuarial loss (gain) 9 54 - Exchange rate differences 13 (5 ) Total AOCI at end of year 113 91 |
Summary of Weighted Average Assumptions Used to Calculate Projected Benefit Obligations and Net Periodic Pension Cost | The weighted average assumptions used to calculate the projected benefit obligations were as follows: 2017 2016 Discount rate 1.9 % 2.0 % Rate of compensation increase 1.8 % 1.9 % The weighted average assumptions used to calculate the net periodic pension cost were as follows: 2017 2016 2015 Discount rate 2.0 % 2.5 % 2.6 % Expected returns on plan assets 3.1 % 3.5 % 4.2 % Rate of compensation increase 1.9 % 2.2 % 1.8 % |
Components of Net Periodic Pension Costs | The components of net periodic pension costs were as follows: 2017 2016 2015 Service cost 15 17 12 Interest cost on the projected benefit obligation 11 14 11 Expected return on plan assets (6 ) (6 ) (6 ) Amortization of net (gain) loss 4 2 3 Curtailments & settlements (25 ) (1 ) (6 ) Other — — 2 Net periodic cost (1 ) 26 16 |
Summary of Actual Pension Plan Assets Allocation and Classification | The actual pension plan asset allocation at December 31, 2017 and 2016 is as follows: 2017 2016 Asset category: Equity securities 32 % 29 % Debt securities 47 % 52 % Insurance contracts 7 % 7 % Other 14 % 12 % 100 % 100 % The following table summarizes the classification of these assets. 2017 2016 Level I Level II Level III Level I Level II Level III Equity securities — 62 — — 48 — Debt securities 10 72 — 9 72 — Insurance contracts — 13 — — 12 — Other 2 16 8 5 11 4 12 163 8 14 143 4 |
Summary of Estimated Future Pension Benefit Payments | The following benefit payments are expected to be made (including those for funded plans): 2018 22 2019 17 2020 18 2021 20 2022 23 Years 2023-2027 135 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Debt | Short-term debt 2017 2016 Short-term bank borrowings — — Current portion of long-term debt (*) 751 421 Total 751 421 (*) Net of adjustment for debt issuance costs. |
Summary of Outstanding Long-Term Debt | Long-term debt The following table summarizes the outstanding long-term debt as of December 31, 2017 and 2016: 2017 2016 Maturities Amount Effective Amount Effective Floating-rate term loan Mar, 2017 — — 388 2.770 Floating-rate term loan Jan, 2020 — — 387 3.270 Floating-rate term loan Dec, 2020 — — 1,436 3.270 Fixed-rate 3.75% senior unsecured notes Jun, 2018 750 3.750 750 3.750 Fixed-rate 4.125% senior unsecured notes Jun, 2020 600 4.125 600 4.125 Fixed-rate 4.125% senior unsecured notes Jun, 2021 1,350 4.125 1,350 4.125 Fixed-rate 5.75% senior unsecured notes Feb, 2021 — — 500 5.750 Fixed-rate 3.875% senior unsecured notes Sep, 2022 1,000 3.875 1,000 3.875 Fixed-rate 4.625% senior unsecured notes Jun, 2022 400 4.625 400 4.625 Fixed-rate 5.75% senior unsecured notes Mar, 2023 500 5.750 500 5.750 Fixed-rate 4.625% senior unsecured notes Jun, 2023 900 4.625 900 4.625 Fixed-rate 1% cash convertible notes Dec, 2019 1,150 1.000 1,150 1.000 Floating-rate revolving credit facility Dec, 2020 — — — — Total principal 6,650 9,361 Liabilities arising from capital lease transactions 29 15 Unamortized discounts, premiums and debt issuance costs (28 ) (61 ) Fair value of embedded cash conversion option (86 ) (128 ) Total debt, including unamortized discounts, premiums, debt issuance costs and fair value adjustments 6,565 9,187 Current portion of long-term debt (751 ) (421 ) Long-term debt 5,814 8,766 |
Schedule of Long-Term Debt | Range of Average Principal 2017 Due in Due after Due after Average (in years) Principal USD notes 3.8%-5.8 % 4.3 % 5,500 750 4,750 1,400 3.7 8,211 2019 Cash Convertible Senior Notes 1.0%-1.0 % 1.0 % 1,150 — 1,150 — 1.9 1,150 Revolving Credit Facility (1) — — — — — — — — Bank borrowings — — — — — — — — Liabilities arising from capital lease transactions 2.6%-13.8 % 4.7 % 29 2 27 20 14.2 15 3.7 % 6,679 752 5,927 1,420 3.4 9,376 (1) We do not have any borrowings under the $600 million Revolving Credit Facility as of December 31, 2016 and 2017. |
Principal Amounts of Long-Term Debt | As of December 31, 2017, the following principal amounts of long-term debt are due in the next 5 years: 2018 752 2019 1,152 2020 602 2021 1,351 2022 1,402 Due after 5 years 1,420 |
Summary of Principal Amount, Unamortized Debt Discount and Net Carrying Amount of Liability Component | The principal amount, unamortized debt discount and net carrying amount of the liability component of the 2019 Cash Convertible Senior Notes as of December 31, 2017 and 2016 was as follows: (in millions) As of December 31 2017 2016 Principal amount of 2019 Cash Convertible Senior Notes 1,150 1,150 Unamortized debt discount of 2019 Cash Convertible Senior Notes 91 136 Net liability of 2019 Cash Convertible Senior Notes 1,059 1,014 |
Summary of Effective Interest Rate, Contractual Interest Expense and Amortization of Debt Discount | The effective interest rate, contractual interest expense and amortization of debt discount for the 2019 Cash Convertible Senior Notes for fiscal 2017 and 2016 were as follows: (in millions, except percentage) 2017 2016 Effective interest rate 5.14 % 5.14 % Contractual interest expense 12 12 Amortization of debt discount 42 40 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Future minimum lease payments under operating leases are as follows: 2018 34 2019 29 2020 24 2021 15 2022 9 Thereafter 21 Total future minimum leases payments 132 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Transactions from Employee Option and Share Plans | The following transactions took place resulting from employee option and share plans: 2017 2016 2015 Total shares in treasury at beginning of year 10,609,980 3,998,982 19,171,454 Total cost 915 342 1,219 Shares acquired under repurchase program 2,522,589 15,537,868 5,336,310 Average price in $ per share 113.36 82.36 88.93 Amount paid 286 1,280 475 Shares delivered 10,054,099 8,926,870 5,008,782 Average price in $ per share 85.42 79.25 62.30 Amount received 233 115 51 Shares issued for the business combination — — 15,500,000 Total shares in treasury at end of year 3,078,470 10,609,980 3,998,982 Total cost 342 915 342 |
Accumulated Other Comprehensi50
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss), Net of Tax | The after-tax Net Currency Change Net Unrealized available-for Accumulated As of December 31, 2015 (521 ) 758 (2 ) (54 ) — 181 Reclassification 521 (521 ) — Other comprehensive income (loss) before reclassifications — (124 ) — (22 ) 6 (140 ) Amounts reclassified out of accumulated other comprehensive income (loss) — — (1 ) — — (1 ) Tax effects — — 1 (5 ) (2 ) (6 ) Other comprehensive income (loss) — (124 ) — (27 ) 4 (147 ) As of December 31, 2016 — 113 (2 ) (81 ) 4 34 Other comprehensive income (loss) before reclassifications 156 29 (20 ) (3 ) 162 Amounts reclassified out of accumulated other comprehensive income (loss) — (15 ) — (6 ) (21 ) Tax effects — (4 ) 4 2 2 Other comprehensive income (loss) 156 10 (16 ) (7 ) 143 As of December 31, 2017 — 269 8 (97 ) (3 ) 177 |
Related-party Transactions (Tab
Related-party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Amounts Related to Revenue and Other Income and Purchase of Goods and Services Incurred in Transactions | The following table presents the amounts related to revenue and other income and purchase of goods and services incurred in transactions with these related parties: 2017 2016 2015 Revenue and other income 130 59 8 Purchase of goods and services 144 116 85 |
Schedule of Amounts Related to Receivable and Payable Balances with Related Parties | The following table presents the amounts related to receivable and payable balances with these related parties: 2017 2016 Receivables 54 13 Payables 77 29 |
Fair Value of Financial Asset52
Fair Value of Financial Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Estimated Fair Value and Carrying Amount of Financial Instruments Measured on a Recurring Basis | The following table summarizes the estimated fair value and carrying amount of our financial instruments measured on a recurring basis: December 31, 2017 December 31, 2016 Fair value Carrying Estimated Carrying Estimated Assets: Notes hedges 3 1) 301 301 258 258 Other financial assets 2 29 29 40 40 Derivative instruments-assets 2 10 10 3 3 Liabilities: Short-term debt 2 (2 ) (2 ) (15 ) (15 ) Short-term debt (bonds) 2 (749 ) (755 ) (406 ) (406 ) Long-term debt (bonds) 2 (4,728 ) (4,879 ) (7,752 ) (8,011 ) 2019 Cash Convertible Senior Notes 2 (1,059 ) (1,418 ) (1,014 ) (1,310 ) Other long-term debt 2 (27 ) (27 ) (1 ) (1 ) Notes Embedded Conversion Derivative 3 1) (301 ) (301 ) (258 ) (258 ) Derivative instruments-liabilities 2 — — (6 ) (6 ) 1) During the fourth quarter of 2016, the Notes hedges and the Notes Embedded Conversion Derivative were transferred from level 2 to level 3 of the fair value hierarchy. |
Segments and Geographical Inf53
Segments and Geographical Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Detailed information by segment for the years 2017, 2016 and 2015 is presented in the following tables. Revenue 2017 2016 2015 HPMS 8,745 8,086 4,720 SP 118 1,220 1,241 Corporate and Other (1) 393 192 140 9,256 9,498 6,101 Operating income (loss) 2017 2016 2015 HPMS 656 (302 ) 1,885 SP 31 268 264 Corporate and Other (1) 1,415 (116 ) (134 ) 2,102 (150 ) 2,015 (1) Corporate and Other is not a reporting segment under ASC 280 “Segment Reporting”. Corporate and Other includes revenue related to manufacturing operations, unallocated expenses not related to any specific business segment and corporate restructuring charges. The gain on the sale of the divestment of SP business is included in the operating income of Corporate and Other. |
Goodwill Assigned to Segments | Goodwill assigned to segments Cost at Acquisitions Transfer to asset held Translation Cost at HPMS 8,728 — — 22 8,750 SP 32 — — (32 ) — Corporate and Other (1) 269 — — 1 270 9,029 — — (9 ) 9,020 See note 3 for further information regarding the acquisition of Freescale. Accumulated Translation Accumulated HPMS (154 ) — (154 ) SP (32 ) 32 — Corporate and Other (1) — — — (186 ) 32 (154 ) (1) Corporate and Other is not a reporting segment under ASC 280 “Segment Reporting”. |
Geographical Segment Report | Geographical Information Revenue (1) Property, plant and equipment, net 2017 2016 2015 2017 2016 2015 China 3,640 3,882 3,135 281 251 360 Netherlands 304 285 177 198 183 161 United States 922 906 415 770 922 1,115 Singapore 1,082 984 526 211 166 186 Germany 570 623 392 57 52 98 Japan 750 550 316 — 1 2 South Korea 356 369 268 — — 1 Malaysia 103 231 41 369 378 473 Other countries 1,529 1,668 831 409 399 526 9,256 9,498 6,101 2,295 2,352 2,922 (1) Revenue attributed to geographic areas is based on the customer’s shipped-to |
The Company - Additional Inform
The Company - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Feb. 20, 2018 | Feb. 06, 2017 | Dec. 07, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 27, 2016 |
Business Acquisition [Line Items] | |||||||
Cash proceeds, net of cash divested | $ 2,682 | $ 20 | $ 1,605 | ||||
Early termination agreement fee | (1,250) | ||||||
Expenses associated with proposed acquisition by buyer | $ 59 | ||||||
SP [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Cash proceeds, net of cash divested | $ 2,600 | ||||||
Qualcomm [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Tender offer to acquire issued and outstanding common shares, per share | $ 110 | ||||||
Tender offer minimum condition of outstanding common shares validly tendered and not properly withdrawn percentage | 70.00% | ||||||
Percentage of votes cast in favour of resolutions | 95.00% | ||||||
Early termination agreement fee | $ 2,000 | ||||||
Qualcomm [Member] | Subsequent Event [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Tender offer to acquire issued and outstanding common shares, per share | $ 127.50 | ||||||
Payments to acquire business | $ 44,000 | ||||||
Tender offer minimum condition of outstanding common shares validly tendered and not properly withdrawn percentage | 80.00% | ||||||
Freescale Semiconductor, Ltd. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire business | $ 1,948 | ||||||
Business acquisition date | Dec. 7, 2015 |
Significant Accounting Polici55
Significant Accounting Policies - Exchange Rates for U.S. Dollars into Euros Applicable for Translation of NXP's Financial Statements (Detail) - € / $ | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Financial Statement Details [Line Items] | ||||
Exchange rates for U.S. dollars into euros | 1.1932 | 1.0474 | 1.0915 | |
Average [Member] | ||||
Financial Statement Details [Line Items] | ||||
Exchange rates for U.S. dollars into euros | [1] | 1.1310 | 1.1065 | 1.1150 |
Maximum [Member] | ||||
Financial Statement Details [Line Items] | ||||
Exchange rates for U.S. dollars into euros | 1.0474 | 1.0474 | 1.0869 | |
Minimum [Member] | ||||
Financial Statement Details [Line Items] | ||||
Exchange rates for U.S. dollars into euros | 1.1932 | 1.1423 | 1.2155 | |
[1] | The average of the noon-buying rate at the end of each fiscal month during the period presented. |
Significant Accounting Polici56
Significant Accounting Policies - Gross Notional Amounts of Company's Foreign Currency Derivatives by Currency (Detail) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Euro [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | $ 696,000,000 | $ 459,000,000 |
Chinese Renminbi [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 132,000,000 | 45,000,000 |
Japanese Yen [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 29,000,000 | 35,000,000 |
Malaysian Ringgit [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 89,000,000 | 73,000,000 |
Taiwan Dollar [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 122,000,000 | 94,000,000 |
Thai Baht [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 68,000,000 | 43,000,000 |
Other [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 16,000,000 | 5,000,000 |
Singapore Dollar [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | 64,000,000 | 41,000,000 |
Switzerland Franc [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional amount | $ 34,000,000 | $ 4,000,000 |
Significant Accounting Polici57
Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Significant Accounting Policies [Line Items] | |||
Minimum employment period for recognizing termination benefits | 60 days | ||
Percentage of income tax benefit recognized | 50.00% | ||
Percentage of fair value of plan assets | 10.00% | ||
Distributors Concentration Risk [Member] | Sales Revenue, Net [Member] | Customer One [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 11.00% | ||
Distributors Concentration Risk [Member] | Distributor A [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 15.00% | 13.00% | 14.00% |
Distributors Concentration Risk [Member] | Distributor B [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 14.00% | ||
Distributors Concentration Risk [Member] | Minimum [Member] | Distributor B [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 10.00% | 10.00% | |
Distributors Concentration Risk [Member] | Minimum [Member] | Other Distributor [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 10.00% | 10.00% | 10.00% |
Distributors Concentration Risk [Member] | Minimum [Member] | OEMs [Member] | Sales Revenue, Net [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 10.00% | 10.00% | 10.00% |
Distributors Concentration Risk [Member] | Maximum [Member] | Sales Revenue, Net [Member] | Customer One [Member] | |||
Significant Accounting Policies [Line Items] | |||
Percentage of revenue from a single external customer | 10.00% | 10.00% | |
Long Term Incentive Plans [Member] | Stock Options [Member] | |||
Significant Accounting Policies [Line Items] | |||
Vesting period | 4 years | ||
Long Term Incentive Plans [Member] | Restricted Share Units [Member] | |||
Significant Accounting Policies [Line Items] | |||
Vesting period | 3 years | ||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Vesting period | 1 year | ||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Vesting period | 3 years |
Acquisitions and Divestments -
Acquisitions and Divestments - Additional Information (Detail) $ / shares in Units, $ in Millions | Apr. 19, 2017USD ($) | Feb. 06, 2017USD ($) | Aug. 08, 2016USD ($) | Dec. 07, 2015USD ($)$ / sharesshares | Feb. 28, 2015 | Dec. 31, 2017USD ($)Business | Dec. 31, 2016USD ($)Business | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||||||
Number of material acquisitions | Business | 0 | |||||||
Cash proceeds, net of cash divested | $ 2,682 | $ 20 | $ 1,605 | |||||
Number of material divestments | Business | 0 | |||||||
Purchase price allocation to goodwill | $ 0 | $ 14 | ||||||
Purchase price allocation to other intangible assets | $ 8,464 | |||||||
Other intangible assets, amortization period | 5 years | |||||||
ASMC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity method investment ownership percentage | 27.47% | 27.00% | ||||||
Total consideration | $ 54 | |||||||
Gain on sale of equity method investment | $ 31 | |||||||
Other Income (Expense) [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Gain (loss) on sale of business | $ 1,597 | |||||||
SP [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash proceeds, net of cash divested | $ 2,600 | |||||||
JianGuang Asset Management Co. Ltd. [Member] | Bipolar Power Business [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity method investment ownership percentage | 49.00% | |||||||
Divestments closing date | Nov. 9, 2015 | |||||||
JianGuang Asset Management Co. Ltd. [Member] | Bipolar Power and RF Power Businesses [Member] | Other Income (Expense) [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Gain (loss) on sale of business | 1,257 | |||||||
Freescale Semiconductor, Ltd. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to acquire business | 1,948 | |||||||
Purchase price allocation to inventories | 1,280 | |||||||
Purchase price allocation to tangible fixed assets | 1,827 | |||||||
Purchase price | $ 11,639 | |||||||
Number of shares issuable for each ordinary share of acquiree | shares | 0.3521 | |||||||
Cash consideration payable for each ordinary share of acquiree | $ / shares | $ 6.25 | |||||||
Acquisition related transaction costs | $ 42 | |||||||
Deferred taxes, purchase accounting adjustment | $ 33 | |||||||
Accounts payable, accrued liabilities and other current liabilities, purchase accounting adjustment | 3 | |||||||
Inventories, net, purchase accounting adjustment | 5 | |||||||
Goodwill, purchase accounting adjustment | $ 28 | $ 25 | ||||||
Purchase price allocation net liabilities assumed | $ 4,224 | |||||||
Freescale Semiconductor, Ltd. [Member] | Minimum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated useful lives of identified intangible assets | 1 year | |||||||
Freescale Semiconductor, Ltd. [Member] | Maximum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated useful lives of identified intangible assets | 19 years | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to goodwill | 40 | |||||||
Purchase price allocation to other intangible assets | 68 | |||||||
Purchase price consideration | 102 | |||||||
Purchase price allocation net liabilities assumed | 6 | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | Core Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to other intangible assets | 29 | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | Existing Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to other intangible assets | 17 | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | In-Process Research and Development [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to other intangible assets | $ 22 | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | Maximum [Member] | Core Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Other intangible assets, amortization period | 14 years | |||||||
Bluetooth Low Energy and Wearable Businesses and Athena SCS Limited [Member] | Maximum [Member] | Existing Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Other intangible assets, amortization period | 5 years | |||||||
Other Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to acquire business | $ 200 | |||||||
Purchase price allocation to goodwill | 14 | |||||||
Purchase price allocation to other intangible assets | 177 | |||||||
Purchase price allocation to inventories | 8 | |||||||
Purchase price allocation to tangible fixed assets | 1 | |||||||
Other Acquisition [Member] | Core Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to other intangible assets | $ 172 | |||||||
Other intangible assets, amortization period | 7 years | |||||||
Other Acquisition [Member] | Existing Technology [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price allocation to other intangible assets | $ 5 | |||||||
Other intangible assets, amortization period | 2 years |
Acquisitions and Divestments 59
Acquisitions and Divestments - Gain on Sale of Business (Detail) - Other Income (Expense) [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Total cash consideration | $ 2,750 |
Assets held for sale | (1,117) |
Cash divested | (138) |
Liabilities held for sale | 199 |
Other adjustments | (69) |
Transaction costs | (28) |
Gain | $ 1,597 |
Acquisitions and Divestments 60
Acquisitions and Divestments - Schedule of Total Purchase Price (Detail) - Freescale Semiconductor, Ltd. [Member] $ in Millions | Dec. 07, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash payment of $6.25 per Freescale common share | $ 1,948 |
Total purchase price | 11,639 |
Common Stock [Member] | |
Business Acquisition [Line Items] | |
Total value of NXP shares delivered | 9,449 |
Restricted Share Units and Performance Based Restricted Share Units [Member] | |
Business Acquisition [Line Items] | |
Total value of NXP shares delivered | 157 |
Stock Options [Member] | |
Business Acquisition [Line Items] | |
Total value of NXP shares delivered | $ 85 |
Acquisitions and Divestments 61
Acquisitions and Divestments - Schedule of Total Purchase Price (Parenthetical) (Detail) | Dec. 07, 2015$ / shares |
Freescale Semiconductor, Ltd. [Member] | |
Business Acquisition [Line Items] | |
Cash consideration payable for each ordinary share of acquiree | $ 6.25 |
Acquisitions and Divestments 62
Acquisitions and Divestments - Allocation of Purchase Price (Detail) - Freescale Semiconductor, Ltd. [Member] $ in Millions | Dec. 07, 2015USD ($) |
Business Acquisition [Line Items] | |
Total purchase price | $ 11,639 |
Estimated fair value of net tangible assets acquired and liabilities assumed: | |
Cash and cash equivalents | 427 |
Accounts receivable, net | 511 |
Inventories, net | 1,280 |
Other current assets | 93 |
Property, plant and equipment | 1,827 |
Other non-current assets | 64 |
Accounts payable, accrued liabilities and other current liabilities | (714) |
Deferred taxes | (2,292) |
Other long-term liabilities | (329) |
Long-term debt | (5,091) |
Estimated fair value of net tangible assets acquired and liabilities assumed | $ (4,224) |
Acquisitions and Divestments 63
Acquisitions and Divestments - Fair Value (and Useful Lives) of Identified Intangible Assets Acquired (Detail) - USD ($) $ in Millions | Dec. 07, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible asset | $ 78 | $ 299 | ||
Identified intangible assets acquired excluding goodwill | $ 8,464 | |||
Goodwill | 7,399 | $ 8,866 | $ 8,843 | $ 9,228 |
In-Process Research and Development [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Indefinite lived intangible asset | 2,017 | |||
Other Intangible Assets [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Indefinite lived intangible asset | 41 | |||
Customer-related [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible asset | 764 | |||
Developed Technology [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible asset | 5,371 | |||
Sales Order Backlog [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible asset | 190 | |||
Trade Names [Member] | ||||
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible asset | $ 81 |
Acquisitions and Divestments 64
Acquisitions and Divestments - Fair Value (and Useful Lives) of Identified Intangible Assets Acquired (Parenthetical) (Detail) | Dec. 07, 2015 |
Customer-related [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 19 years |
Developed Technology [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 5 years |
Sales Order Backlog [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 1 year |
Trade Names [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 5 years |
Acquisitions and Divestments 65
Acquisitions and Divestments - Schedule of Pro Forma Financial Information Presents Combined Consolidated Results of Operations (Detail) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($)$ / shares | |
Business Combinations [Abstract] | |
Revenue | $ | $ 9,850 |
Net income (loss) attributable to stockholders | $ | $ (84) |
Net income (loss) per common share attributable to stockholders: | |
- Basic | $ / shares | $ (0.25) |
- Diluted | $ / shares | $ (0.25) |
Assets Held for Sale - Addition
Assets Held for Sale - Additional Information (Detail) - USD ($) $ in Millions | Feb. 06, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash proceeds, net of cash divested | $ 2,682 | $ 20 | $ 1,605 | |
SP [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash proceeds, net of cash divested | $ 2,600 |
Assets Held for Sale - Summary
Assets Held for Sale - Summary of Carrying Value of Assets and Liabilities Held for Sale (Detail) - Disposal Group, Held-for-sale, Not Discontinued Operations [Member] $ in Millions | Dec. 31, 2016USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Trade accounts receivable, net | $ 3 |
Other assets | 28 |
Inventories, net | 208 |
Property, plant and equipment, net | 396 |
Identified intangible assets, net | 133 |
Goodwill | 336 |
Assets held for sale | 1,104 |
Trade accounts payable | (110) |
Accrued and other liabilities | (88) |
Liabilities held for sale | $ (198) |
Supplemental Financial Inform68
Supplemental Financial Information - Depreciation, Amortization and Impairment (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Property, Plant and Equipment [Line Items] | ||||
Depreciation of property, plant and equipment | $ 611 | $ 609 | $ 262 | |
Amortization of intangible assets | 1,539 | 1,507 | ||
Depreciation, amortization and impairment | 2,173 | 2,205 | 517 | |
Software [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | 21 | 24 | 26 | |
Other Intangible Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization of intangible assets | 1,518 | 1,483 | ||
Amortization of intangible assets | [1] | $ 1,541 | $ 1,572 | $ 229 |
[1] | For the period ending December 31, 2017, the amount includes IPR&D impairment charges of $23 million, of which $16 million related to assets acquired from Freescale. For the period ending December 31, 2016, the amount included impairment charges relative to IPR&D acquired as part of the acquisition of Freescale of $89 million. |
Supplemental Financial Inform69
Supplemental Financial Information - Depreciation, Amortization and Impairment (Parenthetical) (Detail) - In-Process Research and Development [Member] - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Impairment charges | $ 23 | |
Freescale Semiconductor, Ltd. [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Impairment charges | $ 16 | $ 89 |
Supplemental Financial Inform70
Supplemental Financial Information - Other Income (Expense) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Result on disposal of businesses | $ 1,572 | $ 8 | $ 1,257 |
Result on disposal of properties | 1 | 1 | 6 |
Other income (expense) | 2 | ||
Other income (expense), net | $ 1,575 | $ 9 | $ 1,263 |
Supplemental Financial Inform71
Supplemental Financial Information - Financial Income (Expense) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Supplemental Income Statement Elements [Abstract] | |||
Interest income | $ 27 | $ 11 | $ 6 |
Interest expense | (310) | (408) | (227) |
Total interest expense, net | (283) | (397) | (221) |
Net gain (loss) on extinguishment of debt | (41) | (32) | |
Foreign exchange rate results | (30) | (15) | (193) |
Change in fair value of the warrant liability | (31) | ||
Miscellaneous financing costs/income, net | (12) | (9) | (84) |
Total other financial income (expense) | (83) | (56) | (308) |
Total | $ (366) | $ (453) | $ (529) |
Supplemental Financial Inform72
Supplemental Financial Information - Additional Information (Detail) - USD ($) $ in Millions | Apr. 19, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Supplemental Financial Information [Line Items] | |||||
Net investment in U.S. dollar functional currency | $ 1,700 | ||||
Cash and cash equivalents | 3,547 | $ 1,894 | $ 1,614 | $ 1,185 | |
SSMC [Member] | |||||
Supplemental Financial Information [Line Items] | |||||
Cash and cash equivalents | 250 | 316 | |||
Dividend distribution | $ 228 | $ 325 | |||
TSMC [Member] | |||||
Supplemental Financial Information [Line Items] | |||||
Dividend percentage to joint venture | 38.80% | ||||
ASMC [Member] | |||||
Supplemental Financial Information [Line Items] | |||||
Equity method investment, ownership percent | 27.47% | 27.00% | |||
Total consideration | $ 54 | ||||
Gain on sale of equity method investment | $ 31 | ||||
Quoted market price | $ 35 | ||||
Notes Payable to Banks [Member] | USD Notes [Member] | Net Investment Hedge [Member] | |||||
Supplemental Financial Information [Line Items] | |||||
F/X result on net investment hedge instruments | $ (190) |
Supplemental Financial Inform73
Supplemental Financial Information - Results Relating to Equity-Accounted Investees (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Company's share in income (loss) | $ 17 | $ 11 | $ 8 |
Other results | 36 | 1 | |
Results relating to equity-accounted investees | $ 53 | $ 11 | $ 9 |
Supplemental Financial Inform74
Supplemental Financial Information - Summary of Carrying Value of Investments in Equity-Accounted Investees (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Apr. 19, 2017 | Dec. 31, 2016 |
Schedule of Equity Method Investments [Line Items] | |||
Amount | $ 146 | $ 154 | |
ASMC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Shareholding % | 27.47% | 27.00% | |
Amount | $ 21 | ||
ASEN [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Shareholding % | 40.00% | 40.00% | |
Amount | $ 66 | $ 56 | |
WeEn [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Shareholding % | 49.00% | 49.00% | |
Amount | $ 65 | $ 62 | |
Others [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Amount | $ 15 | $ 15 |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Employee severance costs included in restructuring liabilities | $ 7,000,000 | $ 52,000,000 | |
Employee severance costs | $ 216,000,000 | ||
Other exit costs | 23,000,000 | ||
Total restructuring liabilities | $ 240,000,000 | 89,000,000 | 151,000,000 |
Restructuring liabilities - current | 74,000,000 | 129,000,000 | |
Restructuring liabilities - non current | 15,000,000 | 22,000,000 | |
Personnel Lay-Off Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Employee severance costs included in restructuring liabilities | $ 0 | $ 52,000,000 |
Restructuring Charges - Summary
Restructuring Charges - Summary of Changes in Position of Restructuring Liabilities by Segment (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | $ 151 | $ 240 | |
Additions | 7 | 52 | |
Utilized | (65) | (133) | |
Released | (16) | (3) | |
Other changes | [1] | 12 | (5) |
Ending Balance | 89 | 151 | |
HPMS [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 148 | 234 | |
Additions | 7 | 52 | |
Utilized | (65) | (131) | |
Released | (16) | (3) | |
Other changes | [1] | 12 | (4) |
Ending Balance | 86 | 148 | |
SP [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 3 | 6 | |
Utilized | (2) | ||
Other changes | [1] | (3) | (1) |
Ending Balance | $ 3 | ||
Corporate and Other [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other changes | [1] | 3 | |
Ending Balance | $ 3 | ||
[1] | Other changes primarily related to translation differences and internal transfers. |
Restructuring Charges - Compone
Restructuring Charges - Components of Restructuring Charges Less Releases Recorded in Liabilities (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | $ 1 | $ 68 | $ 264 |
Personnel Lay-Off Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | 7 | 52 | 239 |
Other Exit Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | 10 | 19 | 27 |
Release of Provisions/Accruals [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | $ (16) | $ (3) | $ (2) |
Restructuring Charges - Restruc
Restructuring Charges - Restructuring Charges Less Releases Recorded in Liabilities Per Line Item in Statement of Operations (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | $ 1 | $ 68 | $ 264 |
Cost of Revenue [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | 3 | 18 | 18 |
Selling, General and Administrative [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | 10 | 9 | 155 |
Research and Development [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net restructuring charges | $ (12) | $ 41 | $ 91 |
Provision for Income Taxes - Ad
Provision for Income Taxes - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Line Items] | |||||
Income (loss) before income taxes | $ 1,736 | $ (603) | $ 1,486 | ||
Effective income tax rate | 25.00% | 25.00% | 25.00% | ||
Recorded income tax benefit | $ 734 | ||||
Percentage of limitations on deductibility of interest expense | 30.00% | ||||
Deferred tax asset recognized | $ 156 | ||||
Deferred tax liability recognized in undistributed earnings of foreign subsidiaries | $ 109 | $ 109 | $ 367 | ||
Income tax holiday expected to expire, year | 2,024 | ||||
Foreign taxes decreases due to impact of tax holiday | $ 23 | $ 24 | $ 29 | ||
Benefit of tax holiday on net income per share (diluted) | $ 0.07 | $ 0.07 | $ 0.11 | ||
Increase (decrease) in valuation allowance | $ 13 | $ (505) | |||
State deferred tax assets, percentage | 65.00% | ||||
Benefit (provision) for income taxes | $ 483 | 851 | $ 104 | ||
Capital in excess of par value | 15,960 | 15,960 | 15,679 | ||
Tax loss carryforwards | 906 | 906 | |||
Net income tax receiveble excluding liability for unrecognized tax benefits | 59 | 59 | 10 | ||
Deferred U.S. income tax liability | 377 | 377 | 1,232 | ||
Total unrecognized tax benefits, if recognized, would impact the effective tax rate | 149 | 149 | |||
Unrecognized tax benefits relates to interest and penalties | 6 | 2 | 7 | ||
Liability for related interest and penalties | 17 | 17 | 12 | $ 14 | |
Adjustment to recognize tax expense | 121 | ||||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | SP [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Increase (decrease) in valuation allowance | (395) | ||||
Benefit (provision) for income taxes | 392 | ||||
Capital in excess of par value | 7 | ||||
U.S Income Tax Authority [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred U.S. income tax liability | $ 277 | ||||
Tax Cuts and Jobs Act [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Net deferred tax liabilities due to the reduction of the U.S. corporate tax rate | 565 | ||||
Deferred tax liability recognized in undistributed earnings of foreign subsidiaries | 277 | 277 | |||
Deferred tax expense for the mandatory repatriation Toll Tax | 108 | 108 | |||
Increase (decrease) in valuation allowance | $ 16 | ||||
State deferred tax assets, percentage | 79.00% | ||||
United States [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Effective income tax rate | 35.00% | ||||
Tax loss carryforwards | $ 250 | $ 250 | |||
United States [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,004 | ||||
United States [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
Netherlands [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,013 | ||||
Netherlands [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
Germany [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,004 | ||||
Germany [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
China [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,007 | ||||
China [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
Taiwan [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,012 | ||||
Taiwan [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
THAILAND | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,012 | ||||
THAILAND | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
Malaysia [Member] | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,006 | ||||
Malaysia [Member] | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,016 | ||||
INDIA | Earliest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,006 | ||||
INDIA | Latest Tax Year [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Tax years remain subject to examination | 2,017 | ||||
Scenario, Forecast [Member] | United States [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Effective income tax rate | 21.00% |
Provision for Income Taxes - Co
Provision for Income Taxes - Components of Income (Loss) Before Income Taxes (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Netherlands | $ 1,679 | $ 537 | $ 1,528 |
Foreign | 57 | (1,140) | (42) |
Income (loss) before income taxes | $ 1,736 | $ (603) | $ 1,486 |
Provision for Income Taxes - 81
Provision for Income Taxes - Components of Benefit (Provision) for Income Taxes (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current taxes: | |||
Netherlands, Current taxes | $ (179) | $ (7) | $ (13) |
Foreign, Current taxes | (135) | (67) | (51) |
Total Current taxes | (314) | (74) | (64) |
Deferred taxes: | |||
Netherlands, Deferred taxes | (259) | 205 | (4) |
Foreign, Deferred taxes | 1,056 | 720 | 172 |
Total Deferred taxes | 797 | 925 | 168 |
Total benefit (provision) for income taxes | $ 483 | $ 851 | $ 104 |
Provision for Income Taxes - Re
Provision for Income Taxes - Reconciliation of Statutory Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Statutory income tax in the Netherlands | 25.00% | 25.00% | 25.00% |
Rate differential local statutory rates versus statutory rate of the Netherlands | (4.50%) | 24.20% | (4.30%) |
Net change in valuation allowance | 1.10% | 72.60% | (13.80%) |
Prior year adjustments | (0.30%) | 0.10% | |
Non-taxable income | (1.00%) | 1.70% | (0.10%) |
Non-deductible expenses/losses | 2.20% | (7.00%) | 4.00% |
Excess deduction from share-based compensation | (0.90%) | (1.20%) | |
Sale of non-deductible goodwill | 3.80% | 2.70% | |
The U.S. Tax Cuts and Jobs Act | (42.30%) | ||
Other tax legislation and tax rate changes | (0.70%) | (0.10%) | 0.20% |
Tax effects of remitted and unremitted earnings and withholding taxes | 1.30% | (2.70%) | 0.10% |
Other permanent differences | (1.10%) | 8.40% | 0.80% |
Tax on gains related to internal corporate reorganization transaction | (10.30%) | ||
Unrecognized tax benefits | 1.80% | (0.50%) | 0.10% |
Netherlands tax incentives | (7.50%) | 17.90% | (18.50%) |
Foreign tax incentives | (4.70%) | 13.00% | (3.20%) |
Effective tax rate | (27.80%) | 141.10% | (7.00%) |
Provision for Income Taxes - Pr
Provision for Income Taxes - Principal Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Operating loss and tax credit carryforwards | $ 621 | $ 1,031 |
Disallowed interest carryforwards | 156 | 432 |
Other accrued liabilities | 100 | 107 |
Pensions | 93 | 86 |
Stock Based Compensation | 25 | 58 |
Restructuring liabilities | 16 | 40 |
Receivables | 71 | 36 |
Inventories | 3 | 27 |
Other assets | 2 | 10 |
Total Gross Deferred Tax Assets | 1,087 | 1,827 |
Valuation Allowance | (140) | (127) |
Total Net Deferred Tax Assets | 947 | 1,700 |
Intangible assets (including purchase accounting basis difference) | (1,161) | (2,431) |
Undistributed earnings of foreign subsidiaries | (109) | (367) |
Property, plant and equipment (including purchase accounting basis difference) | (54) | (134) |
Total Deferred Tax Liabilities | (1,324) | (2,932) |
Net deferred tax assets (liabilities) | $ (377) | $ (1,232) |
Provision for Income Taxes - Cl
Provision for Income Taxes - Classification of Deferred Tax Assets and Liabilities in Consolidated Balance Sheets (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Deferred tax assets within other non-current assets | $ 324 | $ 427 |
Deferred tax liabilities within non-current liabilities | (701) | (1,659) |
Net deferred tax assets (liabilities) | $ (377) | $ (1,232) |
Provision for Income Taxes - Ex
Provision for Income Taxes - Expiration of Tax Loss Carryforwards (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | $ 906 |
2018 Tax Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 6 |
2019 Tax Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 22 |
2020 Tax Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 4 |
2022 Tax Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 15 |
2023-2027 Tax Loss Credit Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 66 |
Later Tax Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | 228 |
Unlimited Tax Credit Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax loss carryforwards | $ 565 |
Provision for Income Taxes - 86
Provision for Income Taxes - Expiration of Tax Credit Carryforwards (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 580 |
2018 Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 6 |
2019 Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 12 |
2020 Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 16 |
2021 Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 1 |
2022 Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 11 |
2023-2027 Tax Loss Credit Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 205 |
Later Tax Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | 278 |
Unlimited Tax Credit Loss Carryforwards [Member] | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 51 |
Provision for Income Taxes - 87
Provision for Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Balance as of January 1, | $ 146 | $ 149 | $ 125 |
Assumed in the acquisition of Freescale | 121 | ||
Decreases from activities which are held for sale | (7) | ||
Increases from tax positions taken during prior periods | 22 | 1 | 1 |
Decreases from tax positions taken during prior periods | (3) | (111) | |
Increases from tax positions taken during current period | 11 | 10 | 15 |
Decreases relating to settlements with the tax authorities | (2) | (4) | (2) |
Balance as of December 31, | $ 177 | $ 146 | $ 149 |
Earnings per Share - Computatio
Earnings per Share - Computation of Earnings per Share (EPS) (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ 2,272 | $ 259 | $ 1,599 | |
Less: Net income (loss) attributable to non-controlling interests | 57 | 59 | 73 | |
Net income (loss) attributable to stockholders | $ 2,215 | $ 200 | $ 1,526 | |
Weighted average number of shares outstanding (after deduction of treasury shares) during the year | 338,646 | 338,477 | 239,764 | |
Plus incremental shares from assumed conversion of: | ||||
Options | [1] | 4,517 | 5,582 | 6,194 |
Restricted Share Units, Performance Share Units and Equity Rights | [2] | 2,639 | 3,548 | 4,158 |
Warrants | [3] | 0 | 0 | 0 |
Dilutive potential common share | 7,156 | 9,130 | 10,352 | |
Adjusted weighted average number of shares outstanding (after deduction of treasury shares) during the year | [1] | 345,802 | 347,607 | 250,116 |
Basic net income (loss) | $ 6.54 | $ 0.59 | $ 6.36 | |
Diluted net income (loss) | $ 6.41 | $ 0.58 | $ 6.10 | |
[1] | Stock options to purchase up to 0.1 million shares of NXP's common stock that were outstanding in 2017 (2016: 1.4 million shares; 2015: 0.7 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the exercise price was greater than the average fair market value of the common stock or the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense and exercise prices was greater than the weighted average number of shares underlying outstanding stock options. | |||
[2] | Unvested RSU's, PSU's and equity rights of 0.7 million shares that were outstanding in 2017 (2016: 0.9 million shares; 2015: 0.5 million shares) were anti-dilutive and were not included in the computation of diluted EPS because the number of shares assumed to be repurchased using the proceeds of unrecognized compensation expense was greater than the weighted average number of outstanding unvested RSU's, PSU's and equity rights or the performance goal has not been met. | |||
[3] | Warrants to purchase up to 11.2 million shares of NXP's common stock at a price of $133.32 per share were outstanding in 2017 (2016: 11.2 million shares at a price of $133.32; 2015: 11.2 million shares at a price of $133.32). Upon exercise, the warrants will be net share settled. At the end of 2017, 2016 and 2015, the warrants were not included in the computation of diluted EPS because the warrants' exercise price was greater than the average fair market value of the common shares. |
Earnings per Share - Computat89
Earnings per Share - Computation of Earnings per Share (EPS) (Parenthetical) (Detail) - $ / shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Common Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Exercise price of warrants | $ 133.32 | $ 133.32 | $ 133.32 |
Stock Options [Member] | Maximum [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share amount | 0.1 | 1.4 | 0.7 |
Unvested RSU's, PSU's and Equity Rights [Member] | Maximum [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share amount | 0.7 | 0.9 | 0.5 |
Warrant [Member] | Maximum [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share amount | 11.2 | 11.2 | 11.2 |
Share-based Compensation - Sche
Share-based Compensation - Schedule of Share-Based Compensation Expense (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation | $ 281 | $ 338 | $ 216 |
Cost of Revenue [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation | 33 | 49 | 15 |
Research and Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation | 122 | 123 | 45 |
Selling, General and Administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation | $ 126 | $ 166 | $ 156 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Detail) | 12 Months Ended | ||||
Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2017€ / shares | Dec. 31, 2016€ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Tax benefits recognized for stock-based compensation | $ 51,000,000 | $ 58,000,000 | $ 18,000,000 | ||
Amount received on stock options exercised | 233,000,000 | 115,000,000 | 51,000,000 | ||
Accounting Standards Update 2016-09 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Tax benefits recognized for stock-based compensation | $ 27,000,000 | ||||
Long Term Incentive Plans [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized and available for awards | shares | 1,400,000 | ||||
Charges for plan | $ 272,000,000 | $ 331,000,000 | $ 206,000,000 | ||
Risk-free interest rate, minimum | 0.80% | 0.80% | 0.80% | ||
Risk-free interest rate, maximum | 2.80% | 2.80% | 2.80% | ||
Expected dividend payments | $ 0 | ||||
Weighted average grant date fair value of stock options | $ / shares | $ 34.59 | $ 34.05 | |||
Stock options, Granted | shares | 0 | ||||
Intrinsic value of exercised options | $ 311,000,000 | $ 145,000,000 | $ 112,000,000 | ||
Amount received on stock options exercised | 137,000,000 | 88,000,000 | 39,000,000 | ||
Tax benefit realized from exercise of stock options | 83,000,000 | 79,000,000 | $ 10,000,000 | ||
Unrecognized compensation cost | $ 25,000,000 | $ 56,000,000 | |||
Weighted-average period for recognition of compensation cost | 1 year 2 months 12 days | 1 year 6 months | |||
Long Term Incentive Plans [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected life | 6 years 3 months | ||||
Volatility rate | 50.00% | ||||
Long Term Incentive Plans [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected life | 5 years 9 months 4 days | ||||
Volatility rate | 40.00% | ||||
Long Term Incentive Plans [Member] | Special Termination Benefits [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 1 year | ||||
Long Term Incentive Plans [Member] | Restricted Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Weighted-average period for recognition of compensation cost | 1 year 7 months 6 days | 1 year 7 months 6 days | |||
Weighted average grant date fair value of units granted | $ / shares | $ 115.05 | $ 98.16 | $ 79.22 | ||
Stock options, Granted | shares | 2,882,420 | ||||
Unrecognized compensation cost | $ 483,000,000 | $ 422,000,000 | |||
Fair value of vested shares | $ 328,000,000 | $ 334,000,000 | $ 209,000,000 | ||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average period for recognition of compensation cost | 1 year 3 months 19 days | 1 year 9 months 18 days | |||
Unrecognized compensation cost | $ 4,000,000 | $ 12,000,000 | |||
Fair value of vested shares | $ 39,000,000 | $ 147,000,000 | $ 66,000,000 | ||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 1 year | ||||
Long Term Incentive Plans [Member] | Performance Share Units [Member] | Financial Performance Conditions [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average grant date fair value of units granted | $ / shares | $ 0 | $ 82.53 | $ 75.28 | ||
Stock options, Granted | shares | 0 | ||||
Management Equity Stock Option Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Charges for plan | $ 0 | $ 0 | $ 0 | ||
Stock options, Granted | shares | 0 | ||||
Intrinsic value of exercised options | $ 206,000,000 | 13,000,000 | 12,000,000 | ||
Amount received on stock options exercised | 60,000,000 | $ 7,000,000 | $ 4,000,000 | ||
Unrecognized compensation cost | $ 0 | ||||
Number of vested stock options | shares | 231,924 | 2,534,272 | |||
Weighted average exercise price of vested options | € / shares | € 35.72 | € 23.67 |
Share-based Compensation - Summ
Share-based Compensation - Summary of Stock Options and Changes (Long Term Incentive Plans) (Detail) - Long Term Incentive Plans [Member] $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options, Outstanding at January 1, 2017 | shares | 7,168,652 |
Stock options, Granted | shares | 0 |
Stock options, Exercised | shares | 3,976,326 |
Stock options, Forfeited | shares | 211,293 |
Stock options, Outstanding at December 31, 2017 | shares | 2,981,033 |
Stock options, Exercisable at December 31, 2017 | shares | 1,936,121 |
Weighted average exercise price, Outstanding at January 1, 2017 | $ / shares | $ 41.07 |
Weighted average exercise price, Granted | $ / shares | 0 |
Weighted average exercise price, Exercised | $ / shares | 34.47 |
Weighted average exercise price, Forfeited | $ / shares | 61.99 |
Weighted average exercise price, Outstanding at December 31, 2017 | $ / shares | 48.39 |
Weighted average exercise price, Exercisable at December 31, 2017 | $ / shares | $ 37.35 |
Weighted average remaining contractual term, Outstanding at December 31, 2017 | 5 years 3 months 19 days |
Weighted average remaining contractual term, Exercisable at December 31, 2017 | 4 years 7 months 6 days |
Aggregate intrinsic value, Outstanding at December 31, 2017 | $ | $ 205 |
Aggregate intrinsic value, Exercisable at December 31, 2017 | $ | $ 154 |
Share-based Compensation - Su93
Share-based Compensation - Summary of Performance Share Units (Detail) - Long Term Incentive Plans [Member] - Performance Share Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Financial Performance Conditions [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Outstanding at January 1, 2017 | 408,714 | ||
Shares, Granted | 0 | ||
Shares, Vested | 97,355 | ||
Shares, Forfeited | 28,421 | ||
Shares, Outstanding at December 31, 2017 | 282,938 | 408,714 | |
Weighted average grant date fair value, Outstanding at January 1, 2017 | $ 71.52 | ||
Weighted average grant date fair value, Granted | 0 | $ 82.53 | $ 75.28 |
Weighted average grant date fair value, Vested | 64.46 | ||
Weighted average grant date fair value, Forfeited | 67.93 | ||
Weighted average grant date fair value, Outstanding at December 31, 2017 | $ 74.31 | $ 71.52 | |
Market Performance Conditions [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Outstanding at January 1, 2017 | 325,183 | ||
Shares, Granted | 0 | ||
Shares, Vested | 270,029 | ||
Shares, Forfeited | 17,363 | ||
Shares, Outstanding at December 31, 2017 | 37,791 | 325,183 | |
Weighted average grant date fair value, Outstanding at January 1, 2017 | $ 38.63 | ||
Weighted average grant date fair value, Granted | 0 | ||
Weighted average grant date fair value, Vested | 37.78 | ||
Weighted average grant date fair value, Forfeited | 48.22 | ||
Weighted average grant date fair value, Outstanding at December 31, 2017 | $ 40.28 | $ 38.63 |
Share-based Compensation - Su94
Share-based Compensation - Summary of Restricted Share Units (Detail) - Long Term Incentive Plans [Member] - Restricted Share Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Outstanding at January 1, 2017 | 6,920,879 | ||
Shares, Granted | 2,882,420 | ||
Shares, Vested | 2,984,488 | ||
Shares, Forfeited | 407,201 | ||
Shares, Outstanding at December 31, 2017 | 6,411,610 | 6,920,879 | |
Weighted average grant date fair value, Outstanding at January 1, 2017 | $ 87.48 | ||
Weighted average grant date fair value, Granted | 115.05 | $ 98.16 | $ 79.22 |
Weighted average grant date fair value, Vested | 85.31 | ||
Weighted average grant date fair value, Forfeited | 84.17 | ||
Weighted average grant date fair value, Outstanding at December 31, 2017 | $ 101.13 | $ 87.48 |
Share-based Compensation - Su95
Share-based Compensation - Summary of Stock Options and Changes (Management Equity Stock Option Plan) (Detail) - 12 months ended Dec. 31, 2017 - Management Equity Stock Option Plan [Member] $ in Millions | USD ($)€ / sharesshares | € / shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options, Outstanding at January 1, 2017 | shares | 2,534,272 | |
Stock options, Granted | shares | 0 | |
Stock options, Exercised | shares | 2,302,348 | |
Stock options, Forfeited | shares | 0 | |
Stock options, Expired | shares | 0 | |
Stock options, Outstanding at December 31, 2017 | shares | 231,924 | |
Stock options, Exercisable at December 31, 2017 | shares | 231,924 | |
Weighted average exercise price, Outstanding at January 1, 2017 | € / shares | € 23.67 | |
Weighted average exercise price, Granted | € / shares | 0 | |
Weighted average exercise price, Exercised | € / shares | 22.46 | |
Weighted average exercise price, Forfeited | € / shares | 0 | |
Weighted average exercise price, Expired | € / shares | 0 | |
Weighted average exercise price, Outstanding at December 31, 2017 | € / shares | € 35.72 | |
Weighted average exercise price, Exercisable at December 31, 2017 | € / shares | € 35.72 | |
Weighted average remaining contractual term, Outstanding at December 31, 2017 | 8 months 12 days | |
Weighted average remaining contractual term, Exercisable at December 31, 2017 | 8 months 12 days | |
Aggregate intrinsic value, Outstanding at December 31, 2017 | $ | € 14 | |
Aggregate intrinsic value, Exercisable at December 31, 2017 | $ | € 14 |
Accounts Receivables, Net - Acc
Accounts Receivables, Net - Accounts Receivables, net (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
Accounts receivable from third parties | $ 882 | $ 1,035 |
Allowance for doubtful accounts | (3) | (2) |
Accounts receivable | $ 879 | $ 1,033 |
Inventories, Net - Inventories,
Inventories, Net - Inventories, Net (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 62 | $ 52 |
Work in process | 901 | 854 |
Finished goods | 273 | 207 |
Inventory net | $ 1,236 | $ 1,113 |
Inventories, Net - Additional I
Inventories, Net - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Portion of finished goods stored at customer locations under consignment | $ 69 | $ 53 |
Allowance for obsolescence | $ 107 | $ 84 |
Property, Plant and Equipment99
Property, Plant and Equipment, Net - Property, Plant and Equipment, Net (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 5,170 | $ 4,666 | |
Less accumulated depreciation | (2,875) | (2,314) | |
Property, plant and equipment, net of accumulated depreciation | 2,295 | 2,352 | $ 2,922 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 166 | 165 | |
Buildings [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 1,200 | 1,146 | |
Buildings [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 9 years | ||
Buildings [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 50 years | ||
Machinery and Installations [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 3,179 | 2,959 | |
Machinery and Installations [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 2 years | ||
Machinery and Installations [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 10 years | ||
Other Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 453 | 278 | |
Other Equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 1 year | ||
Other Equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful Life (in years) | 5 years | ||
Prepayments and Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 172 | $ 118 |
Property, Plant and Equipmen100
Property, Plant and Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment Gross | $ 5,170 | $ 4,666 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment Gross | $ 166 | $ 165 |
Identified Intangible Assets -
Identified Intangible Assets - Summary of Changes in Identified Intangible Assets (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Beginning balance, Cost | $ 9,512 | $ 9,978 | |
Beginning balance, Accumulated amortization/impairment | (2,169) | (1,188) | |
Beginning balance, Book value | 7,343 | 8,790 | |
Changes in book value: | |||
Acquisitions/additions | 78 | 299 | |
Transfer to assets held for sale | (138) | ||
Amortization | (1,539) | (1,507) | |
Impairment | (23) | (89) | |
Translation differences | 4 | (12) | |
Total changes | (1,480) | (1,447) | |
Ending balance, Cost | 9,335 | 9,512 | $ 9,978 |
Ending balance, Accumulated amortization/impairment | (3,472) | (2,169) | (1,188) |
Ending balance, Book value | 5,863 | 7,343 | 8,790 |
Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Beginning balance, Cost | 9,397 | 9,832 | |
Beginning balance, Accumulated amortization/impairment | (2,079) | (1,083) | |
Beginning balance, Book value | 7,318 | 8,749 | |
Changes in book value: | |||
Acquisitions/additions | 68 | 289 | |
Transfer to assets held for sale | (138) | ||
Amortization | (1,518) | (1,483) | |
Impairment | (23) | (89) | |
Translation differences | 4 | (10) | |
Total changes | (1,469) | (1,431) | |
Ending balance, Cost | 9,227 | 9,397 | 9,832 |
Ending balance, Accumulated amortization/impairment | (3,378) | (2,079) | (1,083) |
Ending balance, Book value | 5,849 | 7,318 | 8,749 |
Software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Beginning balance, Cost | 115 | 146 | |
Beginning balance, Accumulated amortization/impairment | (90) | (105) | |
Beginning balance, Book value | 25 | 41 | |
Changes in book value: | |||
Acquisitions/additions | 10 | 10 | |
Amortization | (21) | (24) | (26) |
Translation differences | (2) | ||
Total changes | (11) | (16) | |
Ending balance, Cost | 108 | 115 | 146 |
Ending balance, Accumulated amortization/impairment | (94) | (90) | (105) |
Ending balance, Book value | $ 14 | $ 25 | $ 41 |
Identified Intangible Assets102
Identified Intangible Assets - Summary of Identified Intangible Assets (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | $ 9,335 | $ 9,512 | ||
Accumulated amortization | (3,472) | (2,169) | $ (1,188) | |
In-Process Research and Development [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | [1] | 687 | 1,380 | |
Accumulated amortization | [1] | 0 | 0 | |
Marketing-related [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 82 | 81 | ||
Accumulated amortization | (34) | (18) | ||
Customer-related [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 1,155 | 1,146 | ||
Accumulated amortization | (437) | (322) | ||
Technology-Based Intangible Assets [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 7,303 | 6,790 | ||
Accumulated amortization | (2,907) | (1,739) | ||
Other Intangible Assets [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 9,227 | 9,397 | ||
Accumulated amortization | (3,378) | (2,079) | (1,083) | |
Software [Member] | ||||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 108 | 115 | ||
Accumulated amortization | $ (94) | $ (90) | $ (105) | |
[1] | IPR&D is not subject to amortization until completion or abandonment of the associated research and development effort. |
Identified Intangible Assets103
Identified Intangible Assets - Schedule of Estimated Amortization Expense for Identified Intangible Assets, excluding Software (Detail) - Other Intangible Assets [Member] $ in Millions | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | $ 1,493 |
2,019 | 1,534 |
2,020 | 1,328 |
2,021 | 562 |
2,022 | $ 491 |
Identified Intangible Assets104
Identified Intangible Assets - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Expected weighted average remaining life of identified intangibles | 5 years |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Line Items] | ||
Beginning balance, Cost | $ 9,029 | $ 9,414 |
Accumulated impairment at January 1, 2017 | (186) | (186) |
Beginning balance, Book value | 8,843 | 9,228 |
Changes in book value: | ||
Acquisitions | 0 | 14 |
Transfer to assets held for sale | 0 | (349) |
Translation differences | 51 | (25) |
Total changes | 23 | (385) |
Ending balance, Cost | 9,020 | 9,029 |
Accumulated impairment at December 31, 2017 | (154) | (186) |
Ending balance, Book value | 8,866 | 8,843 |
Freescale Semiconductor, Ltd. [Member] | ||
Changes in book value: | ||
Purchase accounting and other adjustments related to Freescale acquisition | $ (28) | $ (25) |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) | Aug. 08, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill [Line Items] | |||
Goodwill impairment charges | $ 0 | $ 0 | |
Purchase price allocation to goodwill | $ 0 | $ 14,000,000 | |
Other Acquisition [Member] | |||
Goodwill [Line Items] | |||
Payments to acquire business | $ 200,000,000 | ||
Purchase price allocation to goodwill | $ 14,000,000 |
Postretirement Benefit Plans -
Postretirement Benefit Plans - Additional Information (Detail) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017USD ($)CompaniesParticipants | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Amount included in statement of operations | $ 97,000,000 | $ 102,000,000 | $ 69,000,000 | |
Defined contribution plans | 42,000,000 | 44,000,000 | 21,000,000 | |
PME multi-employer plans | 31,000,000 | 32,000,000 | 32,000,000 | |
Total (benefit) cost of defined-benefit plans | (1,000,000) | 26,000,000 | 16,000,000 | |
Ongoing cost | 24,000,000 | 27,000,000 | 20,000,000 | |
Gain on curtailments and settlements | $ 25,000,000 | 1,000,000 | $ 4,000,000 | |
Increase in discount rate | 1.00% | |||
Increase in net periodic pension cost | $ 3,000,000 | |||
Decrease in discount rate | 1.00% | |||
Decrease in net periodic pension cost | $ 3,000,000 | |||
Estimated net actuarial loss (gain) | 4,000,000 | |||
Estimated prior service cost | 0 | |||
Pension plan assets | 195,000,000 | |||
Employer contribution to defined-benefit pension plans | 7,000,000 | |||
Expected cash payments to unfunded plans | 8,000,000 | |||
Accumulated postretirement health care benefit obligation | 14,000,000 | $ 18,000,000 | ||
German and Japanese [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Pension plan assets | $ 183,000,000 | |||
PME Multi-Employer Plan [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Number of companies | Companies | 1,340 | |||
Number of participants | Participants | 623,000 | |||
Contribution rate | 25.77% | |||
PME Multi-Employer Plan [Member] | Scenario, Forecast [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Contribution rate | 25.35% |
Postretirement Benefit Plans108
Postretirement Benefit Plans - Summary of PME Multi-Employer Plan (Detail) - PME Multi-Employer Plan [Member] $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)Employees | Dec. 31, 2016USD ($)Employees | Dec. 31, 2015USD ($)Employees | |
Multiemployer Plans [Line Items] | |||
NXP's contributions to the plan | $ 35 | $ 36 | $ 37 |
(including employees' contributions) | $ 4 | $ 4 | $ 4 |
Average number of NXP's active employees participating in the plan | Employees | 2,271 | 2,415 | 2,668 |
Postretirement Benefit Plans109
Postretirement Benefit Plans - Summary of PME Multi-Employer Plan (Parenthetical) (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
PME Multi-Employer Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
Percentage of total contribution | 0.00% | 0.00% | 0.00% |
Postretirement Benefit Plans110
Postretirement Benefit Plans - Summary of Changes in Pension Benefit Obligations and Defined-Benefit Pension Plan Assets (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Service cost | $ 15 | $ 17 | $ 12 |
Interest cost | 11 | 14 | 11 |
Fair value of plan assets at end of year | 195 | ||
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total AOCI at beginning of year | 91 | 42 | |
Net actuarial loss (gain) | 9 | 54 | |
Exchange rate differences | 13 | (5) | |
Total AOCI at end of year | 113 | 91 | 42 |
Projected Benefit Obligation [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Projected benefit obligation at beginning of year | 564 | 561 | |
Service cost | 15 | 17 | |
Interest cost | 11 | 14 | |
Actuarial (gains) and losses | 15 | 53 | |
Curtailments and settlements | (1) | (15) | |
Benefits paid | (22) | (21) | |
Pension liabilities held-for-sale | (28) | ||
Exchange rate differences | 69 | (17) | |
Projected benefit obligation at end of year | 651 | 564 | 561 |
Plan Assets [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Fair value of plan assets at beginning of year | 172 | 190 | |
Actual return on plan assets | 8 | 3 | |
Employer contributions | 18 | 21 | |
Curtailments and settlements | (1) | (15) | |
Benefits paid | (21) | (21) | |
Pension assets held-for-sale | (2) | ||
Exchange rate differences | 19 | (4) | |
Fair value of plan assets at end of year | 195 | 172 | $ 190 |
Funded Plans with Assets Less than Accumulated Benefit Obligation [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Funded status | (456) | (392) | |
Classification of Funded Status [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Prepaid pension cost within other non-current assets | 0 | 0 | |
Accrued pension cost within other non-current liabilities | (443) | (380) | |
Accrued pension cost within accrued liabilities | (13) | (12) | |
Funded status | (456) | (392) | |
Accumulated Benefit Obligation [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Accumulated benefit obligations | 613 | 524 | |
Plans with Assets Less Than Accumulated Benefit Obligation [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Fair value of plan assets, Funded plans | 190 | 171 | |
Accumulated benefit obligations, Funded plans | 375 | 327 | |
Projected benefit obligations, Funded plans | 401 | 357 | |
Accumulated benefit obligations, Unfunded plans | 233 | 195 | |
Projected benefit obligations, Unfunded plans | $ 243 | $ 204 |
Postretirement Benefit Plans111
Postretirement Benefit Plans - Summary of Weighted Average Assumptions Used to Calculate Projected Benefit Obligations (Detail) | Dec. 31, 2017 | Dec. 31, 2016 |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | ||
Discount rate | 1.90% | 2.00% |
Rate of compensation increase | 1.80% | 1.90% |
Postretirement Benefit Plans112
Postretirement Benefit Plans - Summary of Weighted Average Assumptions Used Calculate Net Periodic Pension Cost (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | |||
Discount rate | 2.00% | 2.50% | 2.60% |
Expected returns on plan assets | 3.10% | 3.50% | 4.20% |
Rate of compensation increase | 1.90% | 2.20% | 1.80% |
Postretirement Benefit Plans113
Postretirement Benefit Plans - Components of Net Periodic Pension Costs (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | |||
Service cost | $ 15 | $ 17 | $ 12 |
Interest cost on the projected benefit obligation | 11 | 14 | 11 |
Expected return on plan assets | (6) | (6) | (6) |
Amortization of net (gain) loss | 4 | 2 | 3 |
Curtailments and settlements | (25) | (1) | (6) |
Other | 2 | ||
Net periodic cost | $ (1) | $ 26 | $ 16 |
Postretirement Benefit Plans114
Postretirement Benefit Plans - Summary of Actual Pension Plan Asset Allocation (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Actual benefit plan asset allocation | 100.00% | 100.00% |
Equity Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual benefit plan asset allocation | 32.00% | 29.00% |
Debt Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual benefit plan asset allocation | 47.00% | 52.00% |
Insurance Contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual benefit plan asset allocation | 7.00% | 7.00% |
Other [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actual benefit plan asset allocation | 14.00% | 12.00% |
Postretirement Benefit Plans115
Postretirement Benefit Plans - Classification of Pension Plan Assets (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Level I [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | $ 12 | $ 14 |
Level I [Member] | Debt Securities [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 10 | 9 |
Level I [Member] | Other [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 2 | 5 |
Level II [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 163 | 143 |
Level II [Member] | Equity Securities [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 62 | 48 |
Level II [Member] | Debt Securities [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 72 | 72 |
Level II [Member] | Insurance Contracts [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 13 | 12 |
Level II [Member] | Other [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 16 | 11 |
Level III [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | 8 | 4 |
Level III [Member] | Other [Member] | ||
Major Funded Pension Plans Postretirement And Other Employee Benefits [Line Items] | ||
Fair value of plan assets | $ 8 | $ 4 |
Postretirement Benefit Plans116
Postretirement Benefit Plans - Summary of Estimated Future Pension Benefit Payments (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | |
2,018 | $ 22 |
2,019 | 17 |
2,020 | 18 |
2,021 | 20 |
2,022 | 23 |
Years 2023-2027 | $ 135 |
Debt - Schedule of Short-Term D
Debt - Schedule of Short-Term Debt (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |||
Short-term bank borrowings | $ 0 | $ 0 | |
Current portion of long-term debt | [1] | 751 | 421 |
Total | $ 751 | $ 421 | |
[1] | Net of adjustment for debt issuance costs. |
Debt - Summary of Outstanding L
Debt - Summary of Outstanding Long-Term Debt (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Debt instrument principal amount | $ 6,650,000,000 | $ 9,361,000,000 |
Liabilities arising from capital lease transactions | 29,000,000 | 15,000,000 |
Unamortized discounts, premiums and debt issuance costs | (28,000,000) | (61,000,000) |
Fair value of embedded cash conversion option | (86,000,000) | (128,000,000) |
Total debt, including unamortized discounts, premiums, debt issuance costs [and fair value adjustments] | 6,565,000,000 | 9,187,000,000 |
Long-term debt | ||
Total debt, including unamortized discounts, premiums, debt issuance costs [and fair value adjustments] | 6,565,000,000 | 9,187,000,000 |
Current portion of long-term debt | (751,000,000) | (421,000,000) |
Long-term debt | $ 5,814,000,000 | 8,766,000,000 |
Floating-Rate Term Loan Maturing in March 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2017-03 | |
Debt instrument principal amount | $ 388,000,000 | |
Debt instrument interest rate effective percentage | 2.77% | |
Floating-Rate Term Loan Maturing in January 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2020-01 | |
Debt instrument principal amount | $ 387,000,000 | |
Debt instrument interest rate effective percentage | 3.27% | |
Floating-Rate Term Loan Maturing in December 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2020-12 | |
Debt instrument principal amount | $ 1,436,000,000 | |
Debt instrument interest rate effective percentage | 3.27% | |
Fixed-Rate 3.75% Senior Unsecured Notes Maturing in June 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2018-06 | |
Debt instrument principal amount | $ 750,000,000 | $ 750,000,000 |
Debt instrument interest rate effective percentage | 3.75% | 3.75% |
Fixed-Rate 4.125% Senior Unsecured Notes Maturing in June 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2020-06 | |
Debt instrument principal amount | $ 600,000,000 | $ 600,000,000 |
Debt instrument interest rate effective percentage | 4.125% | 4.125% |
Fixed-Rate 4.125% Senior Unsecured Notes Maturing in June 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2021-06 | |
Debt instrument principal amount | $ 1,350,000,000 | $ 1,350,000,000 |
Debt instrument interest rate effective percentage | 4.125% | 4.125% |
Fixed-Rate 5.75% Senior Unsecured Notes Maturing in February 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2021-02 | |
Debt instrument principal amount | $ 500,000,000 | |
Debt instrument interest rate effective percentage | 5.75% | |
Fixed-Rate 3.875% Senior Unsecured Notes Maturing in September 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2022-09 | |
Debt instrument principal amount | $ 1,000,000,000 | $ 1,000,000,000 |
Debt instrument interest rate effective percentage | 3.875% | 3.875% |
Fixed-Rate 4.625% Senior Unsecured Notes Maturing in June 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2022-06 | |
Debt instrument principal amount | $ 400,000,000 | $ 400,000,000 |
Debt instrument interest rate effective percentage | 4.625% | 4.625% |
Fixed-Rate 5.75% Senior Unsecured Notes Maturing in March 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2023-03 | |
Debt instrument principal amount | $ 500,000,000 | $ 500,000,000 |
Debt instrument interest rate effective percentage | 5.75% | 5.75% |
Fixed-Rate 4.625% Senior Unsecured Notes Maturing in June 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2023-06 | |
Debt instrument principal amount | $ 900,000,000 | $ 900,000,000 |
Debt instrument interest rate effective percentage | 4.625% | 4.625% |
Fixed-Rate 1% Cash Convertible Notes Maturing in December 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2019-12 | |
Debt instrument principal amount | $ 1,150,000,000 | $ 1,150,000,000 |
Debt instrument interest rate effective percentage | 1.00% | 1.00% |
Floating-Rate Revolving Credit Facility Maturing in December 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity date | 2020-12 |
Debt - Summary of Outstandin119
Debt - Summary of Outstanding Long-Term Debt (Parenthetical) (Detail) | Dec. 31, 2017 |
Fixed-Rate 3.75% Senior Unsecured Notes Maturing in June 2018 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 3.75% |
Fixed-Rate 4.125% Senior Unsecured Notes Maturing in June 2020 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 4.125% |
Fixed-Rate 4.125% Senior Unsecured Notes Maturing in June 2021 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 4.125% |
Fixed-Rate 5.75% Senior Unsecured Notes Maturing in February 2021 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 5.75% |
Fixed-Rate 3.875% Senior Unsecured Notes Maturing in September 2022 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 3.875% |
Fixed-Rate 4.625% Senior Unsecured Notes Maturing in June 2022 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 4.625% |
Fixed-Rate 5.75% Senior Unsecured Notes Maturing in March 2023 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 5.75% |
Fixed-Rate 4.625% Senior Unsecured Notes Maturing in June 2023 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 4.625% |
Fixed-Rate 1% Cash Convertible Notes Maturing in December 2019 [Member] | |
Debt Instrument [Line Items] | |
Fixed rate on notes | 1.00% |
Debt - Schedule of Long-Term De
Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Debt Instrument [Line Items] | |||
Average rate of interest | 3.70% | ||
Principal amount outstanding | $ 6,679 | $ 9,376 | |
Due in 2018 | 752 | ||
Due after 2018 | 5,927 | ||
Due after 2022 | $ 1,420 | ||
Average remaining term (in years) | 3 years 4 months 24 days | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | [1] | 0.00% | |
Average rate of interest | [1] | 0.00% | |
Principal amount outstanding | [1] | $ 0 | 0 |
Due in 2018 | [1] | 0 | |
Due after 2018 | [1] | 0 | |
Due after 2022 | [1] | $ 0 | |
Average remaining term (in years) | [1] | 0 years | |
Revolving Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | [1] | 0.00% | |
Revolving Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | [1] | 0.00% | |
Notes Payable to Banks [Member] | USD Notes [Member] | |||
Debt Instrument [Line Items] | |||
Average rate of interest | 4.30% | ||
Principal amount outstanding | $ 5,500 | 8,211 | |
Due in 2018 | 750 | ||
Due after 2018 | 4,750 | ||
Due after 2022 | $ 1,400 | ||
Average remaining term (in years) | 3 years 8 months 12 days | ||
Notes Payable to Banks [Member] | USD Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 3.80% | ||
Notes Payable to Banks [Member] | USD Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 5.80% | ||
Convertible Debt [Member] | 2019 Cash Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Average rate of interest | 1.00% | ||
Principal amount outstanding | $ 1,150 | 1,150 | |
Due in 2018 | 0 | ||
Due after 2018 | 1,150 | ||
Due after 2022 | $ 0 | ||
Average remaining term (in years) | 1 year 10 months 25 days | ||
Convertible Debt [Member] | 2019 Cash Convertible Senior Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 1.00% | ||
Convertible Debt [Member] | 2019 Cash Convertible Senior Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 1.00% | ||
Bank Borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 0.00% | ||
Average rate of interest | 0.00% | ||
Principal amount outstanding | $ 0 | 0 | |
Due in 2018 | 0 | ||
Due after 2018 | 0 | ||
Due after 2022 | $ 0 | ||
Average remaining term (in years) | 0 years | ||
Bank Borrowings [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 0.00% | ||
Bank Borrowings [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 0.00% | ||
Capital Lease [Member] | |||
Debt Instrument [Line Items] | |||
Average rate of interest | 4.70% | ||
Principal amount outstanding | $ 29 | $ 15 | |
Due in 2018 | 2 | ||
Due after 2018 | 27 | ||
Due after 2022 | $ 20 | ||
Average remaining term (in years) | 14 years 2 months 12 days | ||
Capital Lease [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 2.60% | ||
Capital Lease [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of interest rates | 13.80% | ||
[1] | We do not have any borrowings under the $600 million Revolving Credit Facility as of December 31, 2016 and 2017. |
Debt - Schedule of Long-Term121
Debt - Schedule of Long-Term Debt (Parenthetical) (Detail) - Dollar Denominated Revolving Credit Facilities [Member] - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Borrowings outstanding | $ 0 | $ 0 |
Revolving credit facility | $ 600,000,000 | $ 600,000,000 |
Debt - Principal Amounts of Lon
Debt - Principal Amounts of Long-Term Debt (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
2,018 | $ 752 | |
2,019 | 1,152 | |
2,020 | 602 | |
2,021 | 1,351 | |
2,022 | 1,402 | |
Due after 5 years | 1,420 | |
Amount outstanding | $ 6,679 | $ 9,376 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Thousands | Feb. 07, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2016 | Nov. 30, 2014 |
Debt Instrument [Line Items] | |||||
Book value of outstanding long-term debt | $ 5,814,000,000 | $ 8,766,000,000 | |||
Debt issuance costs | 34,000,000 | ||||
Debt discount | $ 79,000,000 | ||||
Remaining tenor of debt | 3 years 4 months 24 days | ||||
Interest accrued for debt | $ 35,000,000 | 48,000,000 | |||
Principal amount of debt | 6,650,000,000 | 9,361,000,000 | |||
Portion of principal amount of long-term and short-term debt, secured by collateral | $ 0 | 2,211,000,000 | |||
Debt instrument trading price, percentage | 98.00% | ||||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Common stock exchange percentage threshold | 50.00% | ||||
Percentage of consideration received by share holders | 90.00% | ||||
Warrant [Member] | |||||
Debt Instrument [Line Items] | |||||
Issue of warrants to purchase shares of common stock | 11,180 | ||||
Exercise price | $ 133.32 | ||||
Warrants expiration date | Mar. 2, 2020 | ||||
Warrants expiration extended date | Apr. 30, 2020 | ||||
Cash proceeds from the sale of the warrants | $ 134,000,000 | ||||
Carrying value of the warrants | $ 168,000,000 | ||||
Dollar Denominated Revolving Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility | 600,000,000 | 600,000,000 | |||
Term Loan E [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 388,000,000 | ||||
Debt instrument maturity period | 2017-03 | ||||
Term Loan D [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 387,000,000 | ||||
Debt instrument maturity period | 2020-01 | ||||
Term Loan F [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 1,436,000,000 | ||||
Debt instrument maturity period | 2020-12 | ||||
Senior Notes Due 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 500,000,000 | ||||
Fixed rate on notes | 5.75% | ||||
2019 Cash Convertible Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 1,150,000,000 | 1,150,000,000 | $ 1,150,000,000 | ||
Debt instrument, interest rate | 1.00% | ||||
Notes maturity date | Dec. 1, 2019 | ||||
Fees and expenses capitalized as deferred financing costs | $ 16,000,000 | ||||
Debt instrument trading price, percentage | 130.00% | ||||
Initial cash conversion rate, shares | 9.7236 | ||||
Initial cash conversion price, debt | $ 1,000 | ||||
Cash conversion price | $ 102.84 | ||||
Minimum principal amount on fundamental change repurchase date | $ 200,000 | ||||
Cash Convertible Senior Notes, Description | If a "fundamental change" (as defined below in this section) occurs at any time, holders will have the right, at their option, to require us to repurchase for cash all of their 2019 Cash Convertible Senior Notes, or any portion of the principal thereof that is equal to $1,000 or a multiple of $1,000 (provided that the portion of any global note or certified note, as applicable, not tendered for repurchase has a principal amount of at least $200,000, on the fundamental change repurchase date. | ||||
Fair value of Cash Convertible Senior Notes | $ 1,418,000,000 | ||||
2019 Cash Convertible Senior Notes [Member] | Level II [Member] | |||||
Debt Instrument [Line Items] | |||||
Fair value of notes | 301,000,000 | 258,000,000 | |||
Loss on embedded cash conversion option | $ 43,000,000 | 17,000,000 | |||
Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Remaining tenor of debt | 3 years 4 months 24 days | ||||
Notes Hedges [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate cost of the Notes Hedges | $ 208,000,000 | ||||
Estimated fair value of the Notes Hedges | $ 301,000,000 | $ 258,000,000 |
Debt - Summary of Principal Amo
Debt - Summary of Principal Amount, Unamortized Debt Discount and Net Carrying Amount of Liability Component (Detail) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2014 |
Debt Instrument [Line Items] | |||
Principal amount | $ 6,650,000,000 | $ 9,361,000,000 | |
2019 Cash Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount | 1,150,000,000 | 1,150,000,000 | $ 1,150,000,000 |
Unamortized debt discount | 91,000,000 | 136,000,000 | |
Net liability | $ 1,059,000,000 | $ 1,014,000,000 |
Debt - Summary of Effective Int
Debt - Summary of Effective Interest Rate, Contractual Interest Expense and Amortization of Debt Discount (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Amortization of debt discount | $ 40 | $ 34 | $ 39 |
2019 Cash Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Effective interest rate | 5.14% | 5.14% | |
Contractual interest expense | $ 12 | $ 12 | |
Amortization of debt discount | $ 42 | $ 40 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitment And Contingencies [Line Items] | |||
Long-term operating lease commitments | $ 132,000,000 | $ 113,000,000 | |
Capital lease obligations | $ 0 | 0 | |
Long-term operating lease commitments expiration | These leases expire at various dates during the next 30 years. | ||
Rent expense | $ 63,000,000 | 68,000,000 | $ 70,000,000 |
Purchase commitments | $ 633,000,000 | ||
Purchase commitments due period | 2,026 | ||
Accrued potential and current legal fees | $ 104,000,000 | $ 55,000,000 | |
Insurance reimbursements | 61,000,000 | ||
Insurance reimbursement of claims potential maximum exposure | 204,000,000 | ||
Environmental remediation costs | 89,000,000 | ||
Minimum [Member] | |||
Commitment And Contingencies [Line Items] | |||
Range of possible loss | 0 | ||
Maximum [Member] | |||
Commitment And Contingencies [Line Items] | |||
Range of possible loss | $ 277,000,000 |
Commitments and Contingencie127
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Operating Leases, Future Minimum Payments Due, Rolling Maturity [Abstract] | ||
2,018 | $ 34 | |
2,019 | 29 | |
2,020 | 24 | |
2,021 | 15 | |
2,022 | 9 | |
Thereafter | 21 | |
Total future minimum leases payments | $ 132 | $ 113 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) € / shares in Units, € in Millions, $ in Millions | Dec. 31, 2017USD ($)shares | Dec. 31, 2017EUR (€)€ / sharesshares | Dec. 31, 2016USD ($)shares | Dec. 31, 2016EUR (€)€ / sharesshares |
Equity [Abstract] | ||||
Capital stock, authorized shares | 1,076,257,500 | 1,076,257,500 | 1,076,257,500 | 1,076,257,500 |
Common stock, Authorized shares | 430,503,000 | 430,503,000 | 430,503,000 | 430,503,000 |
Preferred stock, shares authorized | 645,754,500 | 645,754,500 | 645,754,500 | 645,754,500 |
Common stock, issued and paid | 346,002,862 | 346,002,862 | 346,002,862 | 346,002,862 |
Common stock, par value | € / shares | € 0.20 | € 0.20 | ||
Nominal stock capital | $ 71 | € 69 | $ 71 | € 69 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Transactions from Employee Option and Share Plans (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | |||
Total shares in treasury at beginning of year | 10,609,980 | 3,998,982 | 19,171,454 |
Total cost | $ 915 | $ 342 | $ 1,219 |
Shares acquired under repurchase program | 2,522,589 | 15,537,868 | 5,336,310 |
Average price in $ per share | $ 113.36 | $ 82.36 | $ 88.93 |
Amount paid | $ 286 | $ 1,280 | $ 475 |
Shares delivered | 10,054,099 | 8,926,870 | 5,008,782 |
Average price in $ per share | $ 85.42 | $ 79.25 | $ 62.30 |
Amount received | $ 233 | $ 115 | $ 51 |
Shares issued for the business combination | 15,500,000 | ||
Total shares in treasury at end of year | 3,078,470 | 10,609,980 | 3,998,982 |
Total cost | $ 342 | $ 915 | $ 342 |
Accumulated Other Comprehens130
Accumulated Other Comprehensive Income (Loss), Net of Tax - Schedule of Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | $ 11,156 | $ 11,803 |
Balance | 13,716 | 11,156 |
Net Investment Hedge [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | (521) | |
Reclassification | 521 | |
Currency Translation Differences [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | 113 | 758 |
Reclassification | (521) | |
Other comprehensive income (loss) before reclassifications | 156 | (124) |
Other comprehensive income (loss) | 156 | (124) |
Balance | 269 | 113 |
Change in Fair Value Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | (2) | (2) |
Other comprehensive income (loss) before reclassifications | 29 | |
Amounts reclassified out of accumulated other comprehensive income (loss) | (15) | (1) |
Tax effects | (4) | 1 |
Other comprehensive income (loss) | 10 | |
Balance | 8 | (2) |
Net Actuarial Gain/(Losses) [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | (81) | (54) |
Other comprehensive income (loss) before reclassifications | (20) | (22) |
Tax effects | 4 | (5) |
Other comprehensive income (loss) | (16) | (27) |
Balance | (97) | (81) |
Unrealized Gains/Losses Available-for Sale Securities [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | 4 | |
Other comprehensive income (loss) before reclassifications | (3) | 6 |
Amounts reclassified out of accumulated other comprehensive income (loss) | (6) | |
Tax effects | 2 | (2) |
Other comprehensive income (loss) | (7) | 4 |
Balance | (3) | 4 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | 34 | 181 |
Other comprehensive income (loss) before reclassifications | 162 | (140) |
Amounts reclassified out of accumulated other comprehensive income (loss) | (21) | (1) |
Tax effects | 2 | (6) |
Other comprehensive income (loss) | 143 | (147) |
Balance | $ 177 | $ 34 |
Related-party Transactions - Sc
Related-party Transactions - Schedule of Amounts Related to Revenue and Other Income and Purchase of Goods and Services Incurred in Transactions (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||
Revenue and other income | $ 130 | $ 59 | $ 8 |
Purchase of goods and services | $ 144 | $ 116 | $ 85 |
Related-party Transactions -132
Related-party Transactions - Schedule of Amounts Related to Receivable and Payable Balances with Related Parties (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transactions [Abstract] | ||
Receivables | $ 54 | $ 13 |
Payables | $ 77 | $ 29 |
Related-party Transactions - Ad
Related-party Transactions - Additional Information (Detail) - Nexperia [Member] $ in Millions | Dec. 31, 2017USD ($) |
Schedule of Other Related Party Transactions [Line Items] | |
Lease commitment amount | $ 41 |
Commitment to affiliated investment funds | $ 50 |
Fair Value of Financial Asse134
Fair Value of Financial Assets and Liabilities - Summary of Estimated Fair Value and Carrying Amount of Financial Instruments Measured on a Recurring Basis (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | |
Liabilities: | |||
Short-term debt | $ (751) | $ (421) | |
Long-term debt | (5,814) | (8,766) | |
Carrying Amount [Member] | Level III [Member] | |||
Assets: | |||
Notes hedges | [1] | 301 | 258 |
Liabilities: | |||
Notes Embedded Conversion Derivative | [1] | (301) | (258) |
Carrying Amount [Member] | Level II [Member] | |||
Assets: | |||
Other financial assets | 29 | 40 | |
Derivative instruments-assets | 10 | 3 | |
Liabilities: | |||
Short-term debt | (2) | (15) | |
Other long-term debt | (27) | (1) | |
Derivative instruments-liabilities | (6) | ||
Carrying Amount [Member] | Level II [Member] | Notes Payable to Banks [Member] | USD Notes [Member] | |||
Liabilities: | |||
Short-term debt | (749) | (406) | |
Long-term debt | (4,728) | (7,752) | |
Carrying Amount [Member] | Level II [Member] | Convertible Debt [Member] | 2019 Cash Convertible Senior Notes [Member] | |||
Liabilities: | |||
Long-term debt | (1,059) | (1,014) | |
Estimated Fair Value [Member] | Level III [Member] | |||
Assets: | |||
Notes hedges | [1] | 301 | 258 |
Liabilities: | |||
Notes Embedded Conversion Derivative | [1] | (301) | (258) |
Estimated Fair Value [Member] | Level II [Member] | |||
Assets: | |||
Other financial assets | 29 | 40 | |
Derivative instruments-assets | 10 | 3 | |
Liabilities: | |||
Short-term debt | (2) | (15) | |
Other long-term debt | (27) | (1) | |
Derivative instruments-liabilities | (6) | ||
Estimated Fair Value [Member] | Level II [Member] | Notes Payable to Banks [Member] | USD Notes [Member] | |||
Liabilities: | |||
Short-term debt | (755) | (406) | |
Long-term debt | (4,879) | (8,011) | |
Estimated Fair Value [Member] | Level II [Member] | Convertible Debt [Member] | 2019 Cash Convertible Senior Notes [Member] | |||
Liabilities: | |||
Long-term debt | $ (1,418) | $ (1,310) | |
[1] | During the fourth quarter of 2016, the Notes hedges and the Notes Embedded Conversion Derivative were transferred from level 2 to level 3 of the fair value hierarchy. |
Fair Value of Financial Asse135
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Fair value assumptions unobservable inputs | 29.00% | 37.00% |
Segments and Geographical In136
Segments and Geographical Information - Additional Information (Detail) | Feb. 06, 2017Segment | Feb. 05, 2017Segment | Dec. 31, 2017Areas |
Segment Reporting [Abstract] | |||
Number of reportable segments | Segment | 1 | 2 | |
Number of application areas | Areas | 8 |
Segments and Geographical In137
Segments and Geographical Information - Segment Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ 9,256 | $ 9,498 | $ 6,101 |
Operating income (loss) | 2,102 | (150) | 2,015 | |
HPMS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 8,745 | 8,086 | 4,720 | |
Operating income (loss) | 656 | (302) | 1,885 | |
SP [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 118 | 1,220 | 1,241 | |
Operating income (loss) | 31 | 268 | 264 | |
Corporate and Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [2] | 393 | 192 | 140 |
Operating income (loss) | [2] | $ 1,415 | $ (116) | $ (134) |
[1] | Revenue attributed to geographic areas is based on the customer's shipped-to location (except for intellectual property license revenue which is attributable to the Netherlands). | |||
[2] | Corporate and Other is not a reporting segment under ASC 280 "Segment Reporting". Corporate and Other includes revenue related to manufacturing operations, unallocated expenses not related to any specific business segment and corporate restructuring charges. The gain on the sale of the divestment of SP business is included in the operating income of Corporate and Other. |
Segments and Geographical In138
Segments and Geographical Information - Goodwill Assigned to Segments (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Goodwill [Line Items] | |||
Beginning balance, Cost | $ 9,029 | $ 9,414 | |
Acquisitions | 0 | 14 | |
Transfer to asset held for sale | 0 | (349) | |
Ending balance, Cost | 9,020 | 9,029 | |
Accumulated impairment at January 1, 2017 | (186) | (186) | |
Accumulated impairment at December 31, 2017 | (154) | (186) | |
HPMS [Member] | |||
Goodwill [Line Items] | |||
Beginning balance, Cost | 8,728 | ||
Acquisitions | 0 | ||
Transfer to asset held for sale | 0 | ||
Ending balance, Cost | 8,750 | 8,728 | |
Accumulated impairment at January 1, 2017 | (154) | ||
Accumulated impairment at December 31, 2017 | (154) | (154) | |
SP [Member] | |||
Goodwill [Line Items] | |||
Beginning balance, Cost | 32 | ||
Acquisitions | 0 | ||
Transfer to asset held for sale | 0 | ||
Ending balance, Cost | 32 | ||
Accumulated impairment at January 1, 2017 | (32) | ||
Accumulated impairment at December 31, 2017 | (32) | ||
Corporate and Other [Member] | |||
Goodwill [Line Items] | |||
Beginning balance, Cost | [1] | 269 | |
Acquisitions | [1] | 0 | |
Transfer to asset held for sale | [1] | 0 | |
Ending balance, Cost | [1] | 270 | $ 269 |
Cost [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | (9) | ||
Cost [Member] | HPMS [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | 22 | ||
Cost [Member] | SP [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | (32) | ||
Cost [Member] | Corporate and Other [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | [1] | 1 | |
Accumulated Impairment [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | 32 | ||
Accumulated Impairment [Member] | SP [Member] | |||
Goodwill [Line Items] | |||
Translation differences and other changes | $ 32 | ||
[1] | Corporate and Other is not a reporting segment under ASC 280 "Segment Reporting". |
Segments and Geographical In139
Segments and Geographical Information - Geographical Segment Report (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ 9,256 | $ 9,498 | $ 6,101 |
Property, plant and equipment, net | 2,295 | 2,352 | 2,922 | |
China [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 3,640 | 3,882 | 3,135 |
Property, plant and equipment, net | 281 | 251 | 360 | |
Netherlands [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 304 | 285 | 177 |
Property, plant and equipment, net | 198 | 183 | 161 | |
United States [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 922 | 906 | 415 |
Property, plant and equipment, net | 770 | 922 | 1,115 | |
Singapore [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 1,082 | 984 | 526 |
Property, plant and equipment, net | 211 | 166 | 186 | |
Germany [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 570 | 623 | 392 |
Property, plant and equipment, net | 57 | 52 | 98 | |
Japan [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 750 | 550 | 316 |
Property, plant and equipment, net | 1 | 2 | ||
South Korea [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 356 | 369 | 268 |
Property, plant and equipment, net | 1 | |||
Malaysia [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 103 | 231 | 41 |
Property, plant and equipment, net | 369 | 378 | 473 | |
Other Countries [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 1,529 | 1,668 | 831 |
Property, plant and equipment, net | $ 409 | $ 399 | $ 526 | |
[1] | Revenue attributed to geographic areas is based on the customer's shipped-to location (except for intellectual property license revenue which is attributable to the Netherlands). |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Mar. 27, 2018 | Mar. 09, 2018 | Mar. 02, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||||
Principal amount of debt | $ 6,650,000,000 | $ 9,361,000,000 | |||
Fixed-Rate 5.75% Senior Unsecured Notes Maturing in March 2023 [Member] | |||||
Subsequent Event [Line Items] | |||||
Fixed rate on notes | 5.75% | ||||
Principal amount of debt | $ 500,000,000 | 500,000,000 | |||
Fixed-Rate 3.75% Senior Unsecured Notes Maturing in June 2018 [Member] | |||||
Subsequent Event [Line Items] | |||||
Fixed rate on notes | 3.75% | ||||
Principal amount of debt | $ 750,000,000 | $ 750,000,000 | |||
Subsequent Event [Member] | Suzhou ASEN Semiconductors Company Limited [Member] | |||||
Subsequent Event [Line Items] | |||||
Sale of equity interest, percentage | 40.00% | ||||
Subsequent Event [Member] | Fixed-Rate 5.75% Senior Unsecured Notes Maturing in March 2023 [Member] | |||||
Subsequent Event [Line Items] | |||||
Fixed rate on notes | 5.75% | ||||
Principal amount of debt | $ 500,000,000 | ||||
Debt instrument maturity date | Apr. 2, 2018 | ||||
Subsequent Event [Member] | Fixed-Rate 3.75% Senior Unsecured Notes Maturing in June 2018 [Member] | |||||
Subsequent Event [Line Items] | |||||
Fixed rate on notes | 3.75% | ||||
Principal amount of debt | $ 750,000,000 | ||||
Debt instrument maturity date | Apr. 9, 2018 |