Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 29, 2019 | Feb. 07, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 29, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 1-10079 | ||
Entity Registrant Name | Cypress Semiconductor Corporation | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-2885898 | ||
Entity Address, Address Line One | 198 Champion Court | ||
Entity Address, City or Town | San Jose | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 95134 | ||
City Area Code | 408 | ||
Local Phone Number | 943-2600 | ||
Title of 12(b) Security | Common Stock, $.01 par value | ||
Trading Symbol | CY | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6 | ||
Entity Common Stock, Shares Outstanding | 373,644,219 | ||
Documents Incorporated by Reference | Portions of the registrant's Definitive Proxy Statement for its 2020 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 29, 2019 are incorporated by reference in Items 10 - 14 of Part III of this Annual Report on Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000791915 | ||
Current Fiscal Year End Date | --12-29 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 415,462 | $ 285,720 |
Accounts receivable, net | 301,755 | 324,274 |
Inventories | 297,904 | 292,093 |
Assets held for sale | 0 | 13,510 |
Other current assets | 87,348 | 101,163 |
Total current assets | 1,102,469 | 1,016,760 |
Property, plant and equipment, net | 258,748 | |
Property, plant and equipment, net | 282,986 | |
Operating lease right-of-use assets | 42,941 | |
Goodwill | 1,373,750 | 1,373,750 |
Intangible assets, net | 283,183 | 490,590 |
Equity method investments | 31,644 | 65,145 |
Deferred tax assets | 348,622 | 339,679 |
Other long-term assets | 114,757 | 124,305 |
Total assets | 3,556,114 | 3,693,215 |
Current liabilities: | ||
Accounts payable | 151,393 | 210,715 |
Accrued compensation and employee benefits | 54,245 | 61,994 |
Price adjustments and other distributor related reserves | 230,559 | 163,088 |
Dividends payable | 40,978 | 39,748 |
Current portion of long-term debt | 13,615 | 6,943 |
Other current liabilities | 124,164 | 138,064 |
Total current liabilities | 614,954 | 620,552 |
Income taxes payable | 54,941 | 53,469 |
Credit facility and long-term debt | 712,808 | 874,235 |
Other long-term liabilities | 73,156 | 27,920 |
Total liabilities | 1,455,859 | 1,576,176 |
Commitments and contingencies (Note 23) | 0 | 0 |
Stockholder's Equity: | ||
Preferred stock, $.01 par value, 5,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock, $.01 par value, 650,000 and 650,000 shares authorized; 549,545 and 537,327 shares issued; 372,704 and 361,452 shares outstanding at December 29, 2019 and December 30, 2018, respectively | 5,495 | 5,373 |
Additional paid-in-capital | 5,617,075 | 5,636,099 |
Accumulated other comprehensive (loss) income | (16,039) | 1,829 |
Accumulated deficit | (1,116,438) | (1,157,115) |
Stockholders’ equity before treasury stock | 4,490,093 | 4,486,186 |
Less: shares of common stock held in treasury, at cost; 176,841 and 175,875 shares at December 29, 2019 and December 30, 2018, respectively | (2,389,838) | (2,370,452) |
Total Cypress stockholders’ equity | 2,100,255 | 2,115,734 |
Non-controlling interest | 0 | 1,305 |
Total equity | 2,100,255 | 2,117,039 |
Total liabilities and equity | $ 3,556,114 | $ 3,693,215 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 29, 2019 | Dec. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 650,000,000 | 650,000,000 |
Common stock, shares issued | 549,545,000 | 537,327,000 |
Common stock, shares outstanding | 372,704,000 | 361,452,000 |
Common stock held in treasury, shares | 176,841,000 | 175,875,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenues | $ 2,205,314 | $ 2,483,840 | $ 2,327,771 |
Costs and expenses: | |||
Cost of revenues | 1,375,289 | 1,552,385 | 1,545,837 |
Research and development | 362,716 | 363,996 | 362,931 |
Selling, general and administrative | 344,046 | 403,031 | 340,910 |
Total costs and expenses | 2,082,051 | 2,319,412 | 2,249,678 |
Operating income | 123,263 | 164,428 | 78,093 |
Interest expense | (58,745) | (65,327) | (80,215) |
Other income (expense), net | 14,168 | (2,518) | 4,268 |
Income before income taxes, share in gain/loss, net and impairment of equity method investees and non-controlling interest | 78,686 | 96,583 | 2,146 |
Income tax (provision) benefit | (2,372) | 315,618 | (11,157) |
Share in gain/loss, net and impairment of equity method investees | (35,901) | (57,370) | (71,772) |
Net income (loss) | 40,413 | 354,831 | (80,783) |
Net loss (income) attributable to non-controlling interest, net of taxes | 15 | (239) | (132) |
Net income (loss) attributable to Cypress | $ 40,428 | $ 354,592 | $ (80,915) |
Net income (loss) per share attributable to Cypress: | |||
Basic (in usd per share) | $ 0.11 | $ 0.99 | $ (0.24) |
Diluted (in usd per share) | $ 0.11 | $ 0.95 | $ (0.24) |
Shares used in net income (loss) per share calculation: | |||
Basic (in shares) | 367,308 | 359,324 | 333,451 |
Diluted (in shares) | 384,670 | 372,178 | 333,451 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Net income (loss) | $ 40,413 | $ 354,831 | $ (80,783) |
Other comprehensive income (loss): | |||
Net unrecognized (loss) gain on defined benefit plan | (2,798) | 3,456 | 324 |
Net gain reclassified into earnings for revenue hedges | (14,056) | ||
Net unrealized (loss) gain arising during the period | (644) | 511 | |
Provision for income tax | 0 | 913 | 662 |
Net unrealized (loss) gain on cash flow hedges | (15,070) | (265) | 7,125 |
Other comprehensive (loss) income | (17,868) | 3,191 | 7,449 |
Comprehensive income (loss) | 22,545 | 358,022 | (73,334) |
Comprehensive income (loss) attributable to non-controlling interest | 15 | (239) | (132) |
Comprehensive income (loss) attributable to Cypress | 22,560 | 357,783 | (73,466) |
Forward contracts | Sales Revenue, Net | |||
Other comprehensive income (loss): | |||
Net (gain) loss reclassified into earnings | (739) | ||
Net (gain) loss reclassified into earnings | (37) | (4,634) | |
Forward contracts | Cost of revenues | |||
Other comprehensive income (loss): | |||
Net (gain) loss reclassified into earnings | 499 | ||
Net (gain) loss reclassified into earnings | (335) | 10,586 | |
Interest rate swaps | |||
Other comprehensive income (loss): | |||
Net unrealized (loss) gain on cash flow hedges | (1,300) | ||
Interest rate swaps | Interest expense | |||
Other comprehensive income (loss): | |||
Net (gain) loss reclassified into earnings | $ (774) | ||
Net (gain) loss reclassified into earnings | $ (162) | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Treasury Stock | Non-controlling Interest |
Balances at beginning of year (in shares) at Jan. 01, 2017 | 497,055 | 173,472 | |||||
Balances at beginning of year at Jan. 01, 2017 | $ 1,892,752 | $ 4,737 | $ 5,659,644 | $ (8,811) | $ (1,428,441) | $ (2,335,301) | $ 924 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Cypress | (80,915) | (80,915) | |||||
Net unrealized (loss) gain on cash flow hedges and interest rate swaps | 7,125 | 7,125 | |||||
Unrealized gain (loss) on defined benefit pension plan | 324 | 324 | |||||
Changes in employee deferred compensation plan assets | 477 | $ 477 | |||||
Issuance of common shares under employee stock plans, net (in shares) | 11,316 | ||||||
Issuance of common shares under employee stock plans, net | 47,271 | $ 26 | 47,245 | ||||
Issuance of common shares upon conversion of 2% 2020 Exchangeable Notes (in shares) | 17,348 | ||||||
Issuance of common shares upon conversion of 2% Exchangeable Senior Notes due 2020 | 283,807 | $ 173 | 283,634 | ||||
Withholding of common shares for tax obligations on vested restricted shares (in shares) | 27 | ||||||
Withholding of common shares for tax obligations on vested restricted shares | (120) | $ (120) | |||||
Stock-based compensation | 90,261 | 90,261 | |||||
Issuance of exchangeable notes | 15,028 | 15,028 | |||||
Extinguishment of 2% Exchangeable Senior Notes due 2020 | (290,591) | (290,591) | |||||
Dividend | (147,959) | (147,959) | |||||
Non-controlling interest | 132 | 132 | |||||
Balances at end of year (in shares) at Dec. 31, 2017 | 525,719 | 173,499 | |||||
Balances at end of year at Dec. 31, 2017 | 1,817,592 | $ 4,936 | 5,659,612 | (1,362) | (1,511,706) | $ (2,334,944) | 1,056 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Cypress | 354,592 | 354,592 | |||||
Net unrealized (loss) gain on cash flow hedges and interest rate swaps | (265) | ||||||
Net unrealized loss on cash flow hedges and interest rate swaps | (266) | (265) | (1) | ||||
Unrealized gain (loss) on defined benefit pension plan | 3,456 | 3,456 | |||||
Changes in employee deferred compensation plan assets | 20 | $ 20 | |||||
Issuance of common shares under employee stock plans, net (in shares) | 10,206 | 33 | |||||
Issuance of common shares under employee stock plans, net | 40,138 | $ 412 | 40,230 | $ (504) | |||
Issuance of common shares upon conversion of 2% 2020 Exchangeable Notes (in shares) | 1,402 | ||||||
Issuance of common shares upon conversion of 2% Exchangeable Senior Notes due 2020 | 25,166 | $ 14 | 25,152 | ||||
Repurchase of common shares (in shares) | 2,093 | ||||||
Repurchase of common shares | (31,681) | $ (31,681) | |||||
Stock-based compensation | 95,173 | 95,173 | |||||
Extinguishment of 2% Exchangeable Senior Notes due 2020 | (25,696) | (25,696) | |||||
Dividend | (158,372) | (158,372) | |||||
Yield enhancement structured agreements net (in shares) | 250 | ||||||
Yield enhancement structured agreements, net | (3,343) | $ (3,343) | |||||
Non-controlling interest | 260 | $ 11 | 249 | ||||
Balances at end of year (in shares) at Dec. 30, 2018 | 537,327 | 175,875 | |||||
Balances at end of year at Dec. 30, 2018 | 2,117,039 | $ 5,373 | 5,636,099 | 1,829 | (1,157,115) | $ (2,370,452) | 1,305 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Cypress | 40,428 | 40,428 | |||||
Net unrealized (loss) gain on cash flow hedges and interest rate swaps | (15,070) | ||||||
Net unrealized loss on cash flow hedges and interest rate swaps | (14,821) | (15,070) | 249 | ||||
Unrealized gain (loss) on defined benefit pension plan | (2,798) | (2,798) | |||||
Issuance of common shares under employee stock plans, net (in shares) | 12,218 | ||||||
Issuance of common shares under employee stock plans, net | 38,582 | $ 122 | 38,460 | ||||
Withholding of common shares for tax obligations on vested restricted shares (in shares) | 966 | ||||||
Withholding of common shares for tax obligations on vested restricted shares | (19,386) | $ (19,386) | |||||
Stock-based compensation | 107,165 | 107,165 | |||||
Extinguishment of 2% Exchangeable Senior Notes due 2020 and 4.5% Convertible Senior Notes due 2022 | 14 | 14 | |||||
Dividend | (162,080) | (162,080) | |||||
Acquisition of noncontrolling interest | (3,873) | (2,583) | (1,290) | ||||
Non-controlling interest | (15) | (15) | |||||
Balances at end of year (in shares) at Dec. 29, 2019 | 549,545 | 176,841 | |||||
Balances at end of year at Dec. 29, 2019 | $ 2,100,255 | $ 5,495 | $ 5,617,075 | $ (16,039) | $ (1,116,438) | $ (2,389,838) | $ 0 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) | Dec. 29, 2019 | Dec. 30, 2018 | Nov. 06, 2017 | Jan. 01, 2017 | Jun. 23, 2016 |
4.5% 2022 Senior Exchangeable Notes | |||||
Interest rate (percent) | 4.50% | 4.50% | |||
2.0% 2020 Exchangeable Notes | |||||
Interest rate (percent) | 2.00% | 2.00% | 2.00% | ||
2% 2023 Exchangeable Notes | |||||
Interest rate (percent) | 2.00% | 2.00% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 40,413,000 | $ 354,831,000 | $ (80,783,000) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Stock-based compensation expense | 105,982,000 | 95,965,000 | 91,581,000 |
Depreciation and amortization | 284,656,000 | 282,985,000 | 264,905,000 |
Loss on sale of NAND business to joint venture | 1,534,000 | 0 | 0 |
Impairment of assets held for sale | 0 | 76,591,000 | 0 |
Gain on divestitures | 0 | 0 | (1,245,000) |
(Gain) loss on sale or retirement of property and equipment, net | (460,000) | 7,505,000 | (1,165,000) |
Share in gain/loss, net and impairment of equity method investees | 35,901,000 | 57,370,000 | 71,772,000 |
Accretion of interest expense on Senior Exchangeable Notes and amortization of debt and financing costs on other debt | 17,892,000 | 19,513,000 | 21,091,000 |
Release of valuation allowance | 0 | (343,274,000) | 0 |
Loss on extinguishment of debt | 6,417,000 | 5,169,000 | 7,246,000 |
Restructuring and other costs | 3,871,000 | 16,128,000 | 8,997,000 |
Changes in operating assets and liabilities, net of effects of acquisitions and divestiture: | |||
Accounts receivable | 23,396,000 | (23,836,000) | 37,046,000 |
Inventories | (2,955,000) | (20,757,000) | 14,327,000 |
Asset held for sale | 0 | (13,510,000) | 0 |
Other current and long-term assets, net | (4,226,000) | 5,379,000 | 9,629,000 |
Price adjustments and other distributor related reserves | 67,471,000 | (14,487,000) | 19,067,000 |
Accounts payable and other liabilities | (100,977,000) | (33,872,000) | (58,981,000) |
Net cash provided by operating activities | 478,915,000 | 471,700,000 | 403,487,000 |
Cash flows from investing activities: | |||
Acquisitions, net of cash acquired | 0 | (2,655,000) | 0 |
Purchase of noncontrolling interest | (3,709,000) | 0 | 0 |
Distributions, net of contribution from deferred compensation plan | 5,785,000 | 2,541,000 | 2,562,000 |
Acquisition of property, plant and equipment | (41,168,000) | (68,899,000) | (54,284,000) |
Proceeds from sales of property and equipment | 482,000 | 5,769,000 | 2,340,000 |
Cash paid for equity and cost method investments | (2,400,000) | 0 | (9,285,000) |
Cash received on cost method investments | 0 | 18,538,000 | 0 |
Proceeds from divestitures | 13,639,000 | 0 | 45,500,000 |
Other investing | 60,000 | (4,984,000) | (1,262,000) |
Net cash used in investing activities | (27,311,000) | (49,690,000) | (14,429,000) |
Cash flows from financing activities: | |||
Repurchase of common stock | 0 | (31,682,000) | 0 |
Yield enhancement structured agreements settled in stock, net | 0 | (3,262,000) | 0 |
Tax withholdings related to net share settlements of restricted stock units | (19,386,000) | 0 | 0 |
Proceeds from employee stock-based awards | 38,582,000 | 40,661,000 | 47,153,000 |
Payments of cash dividends | (160,850,000) | (157,364,000) | (144,749,000) |
Repayment of finance leases, loans and other | (1,730,000) | 0 | (112,000) |
Borrowings under senior secured revolving credit facility | 447,000,000 | 94,000,000 | 190,000,000 |
Borrowings under Term Loans | 0 | 0 | 91,250,000 |
Repayments of senior secured revolving credit facility | (147,000,000) | (184,000,000) | (432,000,000) |
Repayment of Term Loans | (476,310,000) | (35,614,000) | (118,701,000) |
Financing costs related to debt | (2,157,000) | (625,000) | (12,475,000) |
Payment for extinguishment of 2% Exchangeable Senior Notes due 2020 and 4.5% Convertible Senior Notes due 2022 | (11,000) | (10,000,000) | (128,000,000) |
Proceeds from issuance of 2% Convertible Senior Notes due 2023 | 0 | 0 | 150,000,000 |
Net cash used in financing activities | (321,862,000) | (287,886,000) | (357,634,000) |
Net increase in cash and cash equivalents | 129,742,000 | 134,124,000 | 31,424,000 |
Cash and cash equivalents, beginning of year | 285,720,000 | 151,596,000 | 120,172,000 |
Cash and cash equivalents, end of year | 415,462,000 | 285,720,000 | 151,596,000 |
Supplemental disclosures: | |||
Dividends payable | 40,978,000 | 39,748,000 | 38,741,000 |
Cash paid for income taxes, net | 7,999,000 | 9,080,000 | 6,576,000 |
Cash paid for interest | 34,822,000 | 39,504,000 | 53,131,000 |
Unpaid purchases of property, plant and equipment | $ 3,855,000 | $ 5,875,000 | $ 14,291,000 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOW (Parenthetical) | Dec. 29, 2019 | Dec. 30, 2018 | Jan. 01, 2017 |
2.0% 2020 Exchangeable Notes | |||
Interest rate (percent) | 2.00% | 2.00% | 2.00% |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 29, 2019 | |
Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business Cypress Semiconductor Corporation (together with its consolidated subsidiaries, "Cypress" or the "Company") designs, manufactures and sells advanced embedded system solutions for Internet of Things (or "IoT"), automotive, industrial, and consumer applications. Cypress' microcontroller, analog integrated circuits ("ICs"), wireless and wired connectivity solutions and memories help engineers design differentiated products and help with speed to market. Cypress is committed to providing customers with quality support and engineering resources. On March 1, 2017, the Company completed the sale of its wafer fabrication facility in Minnesota for gross proceeds of $30.5 million . On August 14, 2018, the Company acquired an embedded software company focused on the IoT market for cash consideration of $3.0 million . The purchase consideration was allocated to acquired developed technology. On April 1, 2019, the Company closed the transfer of its NAND business to a newly-formed joint venture between the Company and SK hynix system ic Inc. ("SKHS"). The joint venture entity is named SkyHigh Memory Limited ("SkyHigh") and its headquarters are in Hong Kong, China. SkyHigh is 60 -percent-owned by SKHS and 40 -percent-owned by Cypress. The Company paid $2.4 million in cash as its capital contribution in SkyHigh upon close of the transaction. Additionally, Cypress is providing certain transition and back-end manufacturing services to SkyHigh. On September 29, 2019, the Company acquired the minority shareholders' noncontrolling interest in AgigA Tech, Inc. ("AgigA") for total cash consideration of $3.9 million , making AgigA a wholly-owned subsidiary of the Company. Substantially all of such consideration was paid in the fourth quarter of fiscal 2019. Prior to this acquisition, Cypress held 94.4% of the outstanding equity of AgigA. The difference between the carrying value of the noncontrolling interest at the date of the acquisition and the total consideration was recorded as a decrease in "Additional paid-in capital" in the Consolidated Balance Sheets. Consistent with the presentation in prior periods, the Company continues to report AgigA's financial results under its Memory Products Division. The comparability of results for the periods presented is significantly impacted by these transactions. Pending Acquisition by Infineon On June 3, 2019, the Company entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Infineon Technologies AG, a stock corporation ( Aktiengesellschaft ) organized under the laws of the Federal Republic of Germany ("Infineon") and IFX Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Infineon ("Merger Sub"). Subject to approval by the relevant regulatory bodies as well as other customary closing conditions, the Merger Agreement provides for Merger Sub to merge with and into the Company (the "Merger"), with the Company continuing as the surviving corporation in the Merger and as a wholly owned subsidiary of Infineon. Refer to Note 2 , Merger Agreement, of the Notes to Consolidated Financial Statements for further details. Basis of Preparation The Company reports on a fiscal-year basis. The Company ends its quarters on the Sunday closest to the end of the applicable calendar quarter, except in a 53-week fiscal year, in which case the additional week falls into the fourth quarter of that fiscal year. Fiscal 2019 ended on December 29, 2019 , fiscal 2018 ended on December 30, 2018 and fiscal 2017 ended on December 31, 2017 . Fiscal years 2019, 2018 and 2017 each contained 52 weeks. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of Cypress and all of its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Cash Equivalents and Investments Highly liquid investments with original or remaining maturities of ninety days or less at the date of purchase are considered cash equivalents. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk are cash and cash equivalents, foreign exchange hedges, interest rate swap obligations, trade accounts receivable and the capped calls. The Company’s investment policy requires cash and debt investments to be placed with high-credit quality institutions and limits the amount of credit exposure with any one issuer. The Company performs ongoing credit evaluations of its customers’ financial condition whenever deemed necessary and generally does not require collateral. The Company mitigates its risk that its counterparties for hedging transactions may be unable to meet the terms of the transactions. The Company mitigates this risk by diversifying and limiting its counterparties to major financial institutions. Outstanding accounts receivable from one of the Company's distributors accounted for 15% and 25% as of December 29, 2019 and December 30, 2018 , respectively, of the Company's consolidated accounts receivable on such dates. Revenue generated through transactions with two of the Company's distributors accounted for 16% and 10% , respectively, of the Company's consolidated revenues for fiscal 2019 . Revenue generated through transactions with two of the Company’s distributors accounted for 18% and 14% , respectively, of the consolidated revenues for fiscal 2018 . Revenue generated through transactions with two of the Company’s distributors accounted for 20% and 13% of the consolidated revenues for fiscal 2017 . Inventories Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or net realizable value. The Company writes down its inventories which have become obsolete or are in excess of anticipated demand or net realizable value. Long-Lived Assets Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is computed for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. Leasehold improvements and leasehold interests are amortized over the shorter of the estimated useful lives of the assets or the remaining term of the lease. Estimated useful lives are as follows: Equipment 3 to 10 years Buildings and leasehold improvements 5 to 20 years Furniture and fixtures 3 to 7 years The Company evaluates its long-lived assets, including property, plant and equipment and intangible assets with finite lives, for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. Factors considered important that could result in an impairment review include significant underperformance relative to expected historical or projected future operating results, significant changes in the manner of use of assets, significant negative industry or economic trends, and a significant decline in the Company’s stock price for a sustained period of time. Impairment is recognized based on the difference between the estimated fair value of the asset and its carrying value. Estimated fair value is generally measured based on quoted market prices, if available, appraisals or discounted cash flow analysis. Leases The Company applies the guidance in Accounting Standards Codification ("ASC") Topic 842 to individual leases of assets. When the Company receives substantially all of the economic benefits from and directs the use of specified property, plant and equipment, transactions give rise to leases. The Company’s classes of assets include real estate leases and equipment leases. Operating leases are included in operating lease right-of-use ("ROU") assets, other current liabilities, and operating lease liabilities in the Company's consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Finance leases are included in property and equipment, current portion of long-term debt, revolving credit facility and long-term portion of debt in the Company's consolidated balance sheets. The Company has elected the practical expedient within ASC Topic 842 to not separate lease and non-lease components within lease transactions for all classes of assets. Additionally, the Company has elected the short-term lease exception for all classes of assets, does not apply the recognition requirements for leases of 12 months or less, and recognizes lease payments for short-term leases as expense either straight-line over the lease term or as incurred depending on whether the lease payments are fixed or variable. These elections are applied consistently for all leases. The Company subleases certain portions of buildings and land subject to operating leases. The terms and conditions of the subleases are commensurate with the terms and conditions within the original operating leases. The terms of the subleases range from one to eight years, payments are fixed within the contracts, and there are no residual value guarantees or other restrictions or covenants in the leases. When discount rates implicit in leases cannot be readily determined, the Company uses the applicable incremental borrowing rate at lease commencement to perform lease classification tests on lease components and to measure lease liabilities and ROU assets. The incremental borrowing rate used by the Company was based on baseline rates and adjusted by the credit spreads commensurate with the Company’s secured borrowing rate, over a similar lease term in an economic environment of the applicable country or region. At each reporting period when there is a new lease initiated, the rates established for that quarter are used. Assets Held for Sale The Company considers assets to be held for sale when management approves and commits to a plan to dispose of an asset or group of assets. Assets held for sale are recorded initially at the lower of carrying value or estimated fair value, less estimated costs to sell. Upon designation as an asset held for sale, the Company stops recording depreciation and amortization expense on such assets. Costs to sell a disposal group include incremental direct costs to transact the sale and represent the costs that result directly from and are essential to a sale transaction that would not have been incurred by the entity had the decision to sell not been made. The properties that are held for sale prior to the sale date are classified as held for sale and are presented separately in the appropriate asset and liability sections of the balance sheet. See Note 7 , Assets Held for Sale, of the Notes to Consolidated Financial Statements for more information. Goodwill and Other Intangible Assets Goodwill and other intangible assets with indefinite lives are not amortized but are tested for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company assesses goodwill for impairment on an annual basis on the first day of the fourth quarter of the fiscal year and if certain events or circumstances indicate that an impairment loss may have been incurred, on an interim basis. The Company first considers qualitative factors to determine whether it is necessary to perform further assessment of goodwill impairment. If the Company believes, as a result of its qualitative assessment, that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, the quantitative impairment test is required. Otherwise, no further testing is required. See Note 5 , Goodwill, of the Notes to Consolidated Financial Statements for more information. Purchased intangible assets with finite useful lives are amortized using the straight-line method over their estimated useful lives and are reviewed for impairment as discussed above. See Note 6 , Intangible Assets, of the Notes to Consolidated Financial Statements for more information. Convertible debt In accounting for each series of Senior Exchangeable or Convertible Notes (as described in Note 16 , Debt, of the Notes to Consolidated Financial Statements) at issuance, the Company separated the Notes into debt and equity components according to accounting standards codification ("ASC") 470-20 for convertible debt instruments that may be fully or partially settled in cash upon conversion. The carrying amount of the debt component, which approximates its fair value, was estimated by using an interest rate for non-convertible debt, with terms similar to the Notes. The excess of the principal amount of the Notes over the fair value of the debt component was recorded as a debt discount and a corresponding increase in additional paid-in capital. The debt discount is accreted to the carrying value of the Notes over their term as interest expense using the effective interest method. In accounting for the transaction costs incurred relating to issuance of the Notes, the Company allocated the costs of the offering in proportion to the fair value of the debt and equity recognized in accordance with the accounting standards. The transaction costs allocated to the debt are being amortized as interest expense over the term of the Notes. The fair value of debt immediately prior to its derecognition is calculated based on the remaining expected life of the debt instrument and an updated current non-convertible debt rate assumption. The gain or loss on extinguishment equaling the difference between the calculated fair value of the debt immediately prior to its derecognition and the carrying amount of the debt components, including the remaining unamortized debt discount, is recorded in the Consolidated Statements of Operations. The remainder of the consideration relates to the reacquisition of the equity component and is recorded as an adjustment to additional paid-in-capital. In accounting for the cost of the capped call transaction entered into in connection with the issuance of the 4.5% Convertible Senior Notes due 2022, the Company included the cost as a net reduction to additional paid-in capital in the stockholders’ equity section of the consolidated balance sheet, in accordance with the guidance in ASC 815-40 "Derivatives and Hedging-Contracts in Entity’s Own Equity". See Note 16 , Debt, of the Notes to Consolidated Financial Statements for more information. Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Sales of products with alternative use account for the majority of the Company's revenue and are recognized at a point in time. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and that are collected by the Company from a customer and deposited with the relevant government authority are excluded from revenue. The Company's revenue arrangements do not contain significant financing components. Revenue is recognized over a period of time when it is assessed that performance obligations are satisfied over a period rather than at a point in time. When any of the following criteria is fulfilled, revenue is recognized over a period of time: (a) The customer simultaneously receives and consumes the benefits provided by the performance as Cypress performs; (b) Cypress’ performance creates or enhances an asset (for example, work in process) that the customer controls as the asset is created or enhanced; or (c) Cypress’ performance does not create an asset with an alternative use, and Cypress has an enforceable right to payment for performance completed to date. The Company then selects an appropriate method for measuring progress toward complete satisfaction of the performance obligation, usually costs incurred to date relative to the total expected costs to the satisfaction of that performance obligation. Sales to certain distributors are made under arrangements that provide the distributors with price adjustments, price protection, stock rotation and other allowances under certain circumstances. These adjustments and allowances are accounted for as variable consideration. The Company estimates these amounts based on the expected amount to be provided to customers and reduces revenue recognized. The Company believes that there will not be significant changes to its estimates of variable consideration. The Company's non-recurring engineering ("NRE") contracts with customers may include multiple performance obligations. For NRE arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price. The Company generally determines the standalone selling price of intellectual property licenses based on the residual approach, and of service based on cost plus a reasonable margin. The Company recognizes revenue in the amount to which it has a right to invoice, if the right to consideration from the customer is in an amount that corresponds reasonably with the value to the customer of the entity’s performance completed to date. The Company licenses or sells rights to use portions of the Company's intellectual property ("IP") portfolio, which includes certain patent rights useful in the manufacture and sales of certain products. IP revenue recognition is dependent on the nature and terms of each agreement. The Company recognizes IP revenue upon delivery of the IP if the Company has no substantive future obligation to perform under the arrangement. The Company defers recognition of IP revenue where future performance obligations are required to earn the revenue or the revenue is not guaranteed. Sales-based or usage-based royalties from license of the Company's IP are recognized at the later of the period the sales or usages occur or the satisfaction of the performance obligation to which some or all of the sales-based or usage-based royalties have been allocated. If a customer pays consideration, or the Company has a right to an amount of consideration that is unconditional before the Company transfers a good or service to the customer, those amounts are classified as deferred income/ advances received from customers which are included in other current liabilities or other long-term liabilities when the payment is made or due, whichever is earlier. If the arrangement includes variable contingent consideration, the Company recognizes revenue over time if management can reasonably measure its progress or is capable of providing reliable information as required to apply an appropriate method of measuring progress. Practical Expedients and Elections Sales commissions are owed and are recorded at the time of sell-through of our products to end customers. These costs are recorded within sales and marketing expenses. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which the Company has the right to invoice for services performed. The Company has elected to account for shipping and handling costs as fulfillment costs after the customer obtains control of the goods. See Note 3 , Revenue, of the Notes to Consolidated Financial Statements for further discussion on Revenues. Employee Benefit Plans A defined benefit pension plan is accounted for on an actuarial basis, which requires the selection of various assumptions such as turnover rates, discount rates and other factors. The discount rate assumption is determined by comparing the projected benefit payments to the corporate bonds yield curve as of end of the most recently completed fiscal year. The benefit obligation is the projected benefit obligation ("PBO"), which represents the actuarial present value of benefits expected to be paid upon retirement. This liability is recorded in other long-term liabilities on the Consolidated Balance Sheets. Net periodic pension cost is recorded in the Consolidated Statements of Operations and includes service cost. Service cost represents the actuarial present value of participant benefits earned in the current year. Interest cost represents the time value of money associated with the passage of time on the PBO. Gains or losses resulting from a change in the PBO if actual results differ from actuarial assumptions will be accumulated and amortized over the future life of the plan participants if they exceed 10% of the PBO, being the corridor amount. If the amount of a net gain or loss does not exceed the corridor amount, it will be recorded to other comprehensive income (loss). See Note 21 , Employee Benefit Plans, of the Notes to Consolidated Financial Statements for further details of the pension plans. Investments in Equity Interests Investments in the stock of entities in which the Company exercises significant influence but does not own a majority equity interest or otherwise control are accounted for using the equity method and are included as equity method investments in its Consolidated Balance Sheets. The Company records its share of the results of those companies within share in gain/loss, net and impairment of equity method investees in its Consolidated Statements of Operations. Investments in privately held equity interests in which the Company does not exercise significant influence are equity securities without readily determinable fair values. The Company has elected to account for these investments using the measurement method of accounting (that is, cost less impairment adjusted for observable price changes). These investments are included in other long-term assets on the Consolidated Balance Sheets. The Company reviews its investments for other-than-temporary impairment whenever events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. Investments identified as having an indication of impairment are subject to further analysis to determine if the impairment is other-than-temporary and this analysis requires estimating the fair value of the investment. The determination of fair value of the investment involves considering factors such as current economic and market conditions, the operating performance of the entities including current earnings trends and forecasted cash flows, and other company and industry specific information. Fair Value of Financial Instruments For certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other current liabilities, the carrying amounts approximate their fair value due to the relatively short maturity of these items. See Note 9 , Fair Value Measurements, of the Notes to Consolidated Financial Statements for a detailed discussion of fair value measurements. Cash Flow Hedges The Company has an on-going cash flow hedge program and enters into cash flow hedges to protect non-functional currency revenue, inventory purchases and certain operating expenses from foreign currency fluctuation and interest rate variability. The Company does not enter into derivative securities for speculative purposes. The Company’s foreign currency forward contracts designated as cash flow hedges have tenors between three and thirteen months . The Company's interest rate swaps designated as cash flow hedges have various tenors, the longest of which matures December 2024. All hedging relationships are formally documented, and the hedges are designed to offset changes to future cash flows on hedged transactions at the inception of the hedge. The Company recognizes derivative instruments from hedging activities as either assets or liabilities on the balance sheet and measures them at fair value on a monthly basis. The Company records changes in the intrinsic value of its cash flow hedges in accumulated other comprehensive income on the Consolidated Balance Sheets, until the forecasted transaction occurs. Beginning the second quarter of 2018, the Company has been entering into foreign exchange cash flow hedges, wherein interest charges or "forward points" on the forward contracts are being included in the assessment of hedge effectiveness and are recorded in the underlying hedged items in the Consolidated Statements of Operations. When the forecasted transaction occurs, the Company reclassifies the related gain or loss on the cash flow hedge from accumulated other comprehensive income (loss) to revenue or costs, depending on the risk hedged. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, the Company reclassifies the gain or loss on the related cash flow hedge from accumulated other comprehensive income (loss) to other (expense) income, net in its Consolidated Statements of Operations at that time. The Company assesses hedge effectiveness quantitatively at the inception of the hedge relationship, and qualitatively thereafter. See Note 13 , Foreign Currency and Interest Rate Derivatives, of the Notes to Consolidated Financial Statements for further details of the contracts. Shipping and Handling Costs The Company records costs related to shipping and handling of products in cost of revenues. Advertising Costs Advertising costs consist of development and placement costs of the Company’s advertising campaigns and are charged to expense when incurred. Advertising expense was $5.2 million , $5.9 million and $3.2 million for fiscal years 2019 , 2018 and 2017 , respectively. Income Taxes The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when management cannot conclude that it is more likely than not that a tax benefit will be realized. The calculation of tax liabilities involves dealing with uncertainties in the application of complex global tax regulations. The Company recognizes potential liabilities for anticipated tax audit issues in the United States and other tax jurisdictions based on its estimate of whether, and the extent to which, additional taxes will be due. If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when the Company determines the liabilities are no longer necessary. If the estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. Foreign Currency Transactions The Company uses the United States dollar as the functional currency for most of its foreign entities. Assets and liabilities of these entities are remeasured into the United States dollar using exchange rates in effect at the end of the period, except for non-monetary assets and liabilities, such as property, plant and equipment, which are remeasured using historical exchange rates. Revenues and expenses are remeasured using average exchange rates in effect for the period, except for items related to assets and liabilities, such as depreciation, that are remeasured using historical exchange rates. See Note 15 , Other Income (Expense), Net, of the Notes to Consolidated Financial Statements for further details on the impact of foreign currency re-measurement. Net Income (Loss) per Share Basic net income (loss) per share is calculated by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share ("diluted EPS") gives effect to the exercise or conversion of all dilutive securities outstanding during the period using the treasury stock method. The Company's dilutive securities primarily include stock options, restricted stock units, Employee Stock Purchase Plan ("ESPP") purchase rights and convertible debt. Diluted EPS excludes potential issuances of shares of common stock if their effect would be anti-dilutive. Recent Accounting Pronouncements Not Yet Adopted In December 2019, the FASB issued Accounting Standard Update ("ASU") No. 2019-12, "Income Taxes (Topic 740)." The standard simplifies the accounting for incomes taxes by removing certain exceptions to the general principles in Topic 740. The standard also improves consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The amendment is effective for fiscal years, and interim period within those fiscal years, beginning after December 15, 2020. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement." The standard modifies the disclosure requirements on fair value measurements in Topic 820 by removing the requirement to disclose the reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and the policy for timing of such transfers. The standard expands the disclosure requirements for Level 3 fair value measurement, primarily focused on changes in unrealized gains and losses included in other comprehensive income. The amendment is effective for fiscal years beginning after December 15, 2019. The Company expects that the adoption of this standard will not have significant impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-14, "Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans." It is designed to improve the effectiveness of disclosures by removing and adding disclosures related to defined benefit plans. The update is effective for fiscal years ending after December 15, 2020 with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The standard changes the accounting for recognizing impairments of financial assets. Under the new guidance, credit losses for certain types of financial instruments will be estimated based on expected losses. The new guidance also modifies the impairment models for available-for-sale debt securities and for purchased financial assets with credit deterioration since their origination. The amendment is effective for fiscal years beginning after December 15, 2019. The Company does not expect the adoption of this standard will have a material impact on its consolidated financial statements. Recently Adopted Accounting Pronouncements Lease Accounting In February 2016, the FASB issued ASU No. 2016-02, "Leases (ASC Topic 842)." The standard introduces new requirements to increase transparency and comparability among organizations for leasing transactions for both lessees and lessors. ASU No. 2016-02 requires a lessee to record a right-of-use ("ROU") asset and a lease liability for all leases with terms longer than 12 months. These leases will be either finance or operating, with classifica |
MERGER AGREEMENT
MERGER AGREEMENT | 12 Months Ended |
Dec. 29, 2019 | |
Business Combinations [Abstract] | |
MERGER AGREEMENT | MERGER AGREEMENT On June 3, 2019, Infineon, Merger Sub and the Company entered into the Merger Agreement, which provides for Merger Sub, upon the closing of the transaction, to merge with and into the Company, with the Company continuing as the surviving corporation in the Merger and as a wholly owned subsidiary of Infineon. Subject to the terms and conditions set forth in the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock of Cypress ("Cypress Common Stock") that is issued and outstanding immediately prior to the Effective Time (other than shares of Cypress Common Stock (a) owned by Infineon, Merger Sub or any other direct or indirect wholly owned subsidiary of Infineon, (b) owned by Cypress, including any shares held in treasury by Cypress, (c) owned by any direct or indirect wholly owned subsidiary of Cypress and (d) owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to Section 262 of the General Corporation Law of the State of Delaware) will be converted into the right to receive $23.85 in cash, without interest. Completion of the Merger is subject to the satisfaction of several conditions, including, among others: (i) the adoption of the Merger Agreement by the holders of a majority of the outstanding shares of Cypress Common Stock; (ii) the absence of any law prohibiting or order preventing the consummation of the Merger, (iii) the receipt of clearance from the Committee on Foreign Investment in the United States, the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Waiting Period"), the receipt of any applicable clearance or affirmative approval by the Anti-Monopoly Bureau of the State Administration for Market Regulation in the People’s Republic of China, approval from the European Commission under the European Merger Regulation, and the expiration of any applicable waiting periods or any applicable authorizations or affirmative approvals of certain other non-U.S. governmental authorities under antitrust laws; (iv) the absence of a material adverse effect with respect to Cypress; and (v) compliance in all material respects on the part of each of Cypress and Infineon with such party’s covenants under the Merger Agreement. As of February 19, 2020, stockholder approval for the Merger has been obtained, the applicable HSR Waiting Period has been terminated, and the Merger has received clearance from the European Commission and from antitrust regulators in Taiwan, the Philippines, South Korea, and Japan. The parties require approval for the proposed transaction from the Committee on Foreign Investment in the United States (CFIUS) and from China’s State Administration for Market Regulation (SAMR). There can be no assurance, that the remaining conditions to the completion of the Merger will be satisfied in a timely manner or at all. The Merger Agreement contains certain termination rights for each of Infineon and the Company. The Company would have been required to pay Infineon a termination fee of $330 million in order to accept a superior proposal or if the Company’s Board of Directors had changed its recommendation that stockholders vote in favor of the Merger. Infineon will be required to pay to the Company a termination fee equal to $425 million under certain specified circumstances upon termination of the Merger Agreement. The Company has incurred approximately $12.8 million in bankers fees, legal fees, employee-related costs and travel expenses in connection with the proposed Merger during the year ended December 29, 2019. These costs have been included as part of selling, general and administrative expenses on the Consolidated Statements of Operations. As of December 29, 2019, the Company has not accrued for certain bankers fees, employee retention cash bonuses and expense relating to the acceleration of certain stock-based compensation awards as these expenditures are contingent on the completion of the Merger. Bankers fees of approximately $63.0 million are contingently payable upon the completion of the proposed Merger with Infineon. If the proposed Merger does not close, under circumstances in which the Company receives a reverse break-up fee, bankers fees of approximately $22.2 million are contingently payable by Cypress. Additionally, as of December 29, 2019, employee retention cash bonus commitments have been extended to certain employees in the aggregate amount of $10.2 million , 50% of which will be payable upon the closing of the Merger, and the remaining 50% of which will potentially be payable six months after the closing of the Merger. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 29, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The following tables presents the Company's revenue disaggregated by segment, end use, revenue type and geographical locations. Product revenue associated with the NAND business unit (which was divested to a newly formed joint venture named SkyHigh Memory Limited ("SkyHigh") on April 1, 2019) for fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 was $31.1 million , $167.3 million and $168.1 million , respectively, and was included in the Memory Products Division. The Company has entered into a back-end manufacturing services agreement with SkyHigh. Revenue related to such agreement for the fiscal year ended December 29, 2019 was $10.5 million , and was included in the Memory Products Division. Revenue by Segment: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Microcontroller and Connectivity Division ("MCD") $ 1,476,655 $ 1,474,442 $ 1,409,265 Memory Products Division ("MPD") 728,659 1,009,398 918,506 Total revenues $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by End Use: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) IoT $ 822,548 $ 840,630 $ 782,045 Automotive 829,490 815,748 721,827 Legacy 553,276 827,462 823,899 Total $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by Type: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Product revenue $ 2,144,630 $ 2,439,373 $ 2,239,056 Non-product revenue (1) 60,684 44,467 88,715 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 (1) Non-product revenue primarily includes royalties, NRE services revenue, back-end manufacturing services and revenue from intellectual property arrangements. For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Goods/Services transferred at a point in time $ 2,185,999 $ 2,470,270 $ 2,282,200 Goods/Services transferred over time 19,315 13,570 45,571 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by Geographical Location: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) United States $ 212,812 $ 253,420 $ 220,128 China, Taiwan, and Hong Kong 829,519 972,869 980,670 Japan 574,791 589,818 515,622 Europe 293,648 329,436 291,948 Rest of the World 294,544 338,297 319,403 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 |
MERGERS, ACQUISITIONS AND DIVES
MERGERS, ACQUISITIONS AND DIVESTITURES | 12 Months Ended |
Dec. 29, 2019 | |
Business Combinations [Abstract] | |
MERGERS, ACQUISITIONS AND DIVESTITURES | MERGERS, ACQUISITIONS AND DIVESTITURES Joint Venture with SK hynix system ic Inc. ("SKHS") On April 1, 2019, the Company closed the transfer of its NAND business to a newly-formed joint venture between the Company and SKHS. The joint venture entity is named SkyHigh and its headquarters are in Hong Kong, China. SkyHigh is 60 -percent-owned by SKHS and 40 -percent-owned by Cypress. The Company paid $2.4 million in cash as its capital contribution in SkyHigh upon close of the transaction. Acquisition of a Software Business On August 14, 2018, the Company acquired an embedded software company focused on the Internet of things market for cash consideration of $3.0 million . The purchased assets were primarily developed technology. Pro forma results of operations of this acquired company are not presented because the effect of the acquisition on the Company's consolidated results for fiscal year 2019 was not material. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | GOODWILL Annual Impairment Assessment Goodwill is subject to an annual impairment test during the Company’s fourth quarter of each fiscal year, or earlier if indicators of potential impairment exist, using either a qualitative or a quantitative assessment. The Company's impairment review process compares the fair value of the reporting unit in which the goodwill resides to the respective reporting unit's carrying value. In assessing the qualitative factors, the Company considers the impact of various factors, primarily: 1) change in the industry and competitive environment, 2) market capitalization, 3) stock price and 4) overall financial performance. Material adverse changes in such conditions could have the effect of changing one of the critical assumptions or estimates the Company uses to calculate the fair value of its reporting units, which could result in a decrease in fair value and require it to record goodwill impairment charges. Based on the qualitative assessment described above, the Company concluded there was no impairment in carrying value of goodwill during fiscal 2019. Goodwill as of December 29, 2019 and December 31, 2018 was $1.4 billion , of which $782.9 million and $590.9 million was allocated to MCD and MPD, respectively. Allocation of Goodwill to NAND Business As a result of entering into a definitive agreement to divest its NAND business during the fourth quarter of fiscal 2018, the Company allocated $65.7 million of goodwill previously recorded in the MPD segment to assets held for sale. The allocation was based on the relative estimated enterprise value of the NAND business and that of the MPD business without the NAND business. See Note 7 , Assets Held for Sale, of the Notes to Consolidated Financial Statements. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS The following table presents details of the Company’s total intangible assets: As of December 30, 2019 As of December 31, 2018 Gross Accumulated Net Gross Accumulated Net (In thousands) Acquisition-related intangible assets $ 1,188,521 $ (907,646 ) $ 280,875 $ 1,188,521 $ (702,883 ) $ 485,638 Non-acquisition related intangible assets 19,884 (17,576 ) 2,308 19,884 (14,932 ) 4,952 Total intangible assets $ 1,208,405 $ (925,222 ) $ 283,183 $ 1,208,405 $ (717,815 ) $ 490,590 As of December 29, 2019 , the estimated future amortization expense related to developed technology and other intangible assets was as follows: Fiscal Year (In thousands) 2020 $ 153,689 2021 58,489 2022 33,000 2023 28,334 2024 6,252 Thereafter 3,419 Total future amortization expense $ 283,183 |
ASSETS HELD FOR SALE
ASSETS HELD FOR SALE | 12 Months Ended |
Dec. 29, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
ASSETS HELD FOR SALE | ASSETS HELD FOR SALE Sale of NAND Business In the fourth quarter of fiscal 2018, the Company entered into a definitive agreement to transfer its NAND business to a newly-formed joint venture between the Company and SKHS. The transaction closed on April 1, 2019. In the fourth quarter of fiscal 2018, upon the execution of the definitive agreement with SKHS, the Company allocated $65.7 million of goodwill previously recorded in the MPD segment to the NAND business being divested. The allocation was based on the relative estimated enterprise value of the NAND business and that of the MPD segment. The carrying value of the intangible assets attributable to the NAND business acquired as part of a previous acquisition were $10.9 million . Based on an analysis carried out in the fourth quarter of fiscal 2018, the Company recorded an impairment charge of $76.6 million which related to the goodwill and intangible assets allocated to the NAND business. Inventories related to the NAND business were classified as held-for-sale assets at December 30, 2018 in the amount of $13.5 million . The inventories remaining as of April 1, 2019 were purchased by SkyHigh upon the closing of the transaction for $11.9 million , plus future contingent consideration based on any profits SkyHigh earns on these inventories. During the year ended December 29, 2019 , the Company recognized a net incremental loss of $1.5 million attributed to contingent consideration related to inventories, offset by adjustments in the carrying value of certain assets and reserves recorded for estimated costs of transition services. Sale of Manufacturing Facility Located in Minnesota In fiscal 2016, the Company committed to a plan to sell its wafer manufacturing facility located in Bloomington, Minnesota, as well as a building in Austin, Texas. The Company completed the sale of both of these asset groups during the first quarter of fiscal 2017 and received gross proceeds of $35.5 million . During the year ended December 31, 2017, the Company recognized a gain of $1.2 million |
INVESTMENT IN EQUITY METHOD INV
INVESTMENT IN EQUITY METHOD INVESTMENTS | 12 Months Ended |
Dec. 29, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN EQUITY METHOD INVESTMENTS | INVESTMENT IN EQUITY METHOD INVESTMENTS Privately-held equity investments are accounted for under the equity method of accounting if the Company has an ownership interest of 20% or greater or if it has the ability to exercise significant influence over the operations of such companies. The following table presents the changes in the aggregate carrying value of the equity method investments in Deca and SkyHigh (in thousands): Carrying value as of December 31, 2017 $ 122,514 Share in gain/(loss) of equity method investees, net (15,849 ) Impairment of investment (41,520 ) Carrying value as of December 30, 2018 65,145 Additional investment 2,400 Share in gain/(loss) of equity method investees, net (6,396 ) Impairment of investment (29,505 ) Carrying value as of December 29, 2019 $ 31,644 The following table presents summarized aggregate financial information derived from the respective consolidated financial statements of Deca and SkyHigh for the year ended December 29, 2019, of Deca for the year ended December 30, 2018, and of Deca and Enovix for the year ended December 31, 2017: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Operating data: Revenue $ 78,586 $ 18,562 $ 15,500 Gross profit (loss) 12,874 (11,605 ) (8,964 ) Loss from operations (9,691 ) (29,619 ) (44,415 ) Net loss (12,267 ) (30,212 ) (43,589 ) Net loss attributable to Cypress $ (6,396 ) $ (15,849 ) $ (20,586 ) The following table represents the assets and liabilities held by Deca and SkyHigh as of December 29, 2019 and by Deca as of December 30, 2018 : For the Year Ended December 29, 2019 December 30, 2018 (in thousands) Balance Sheet Data: Current Assets $ 52,808 $ 25,865 Long-term Assets 41,531 51,176 Current Liabilities 37,010 9,635 Long-term Liabilities $ 6,779 $ 877 The Company’s investments are periodically reviewed for other-than-temporary declines in fair value by considering available evidence, including general market conditions, financial condition, pricing in recent rounds of financing, if any, earnings and cash flow forecasts, recent operational performance and any other readily available market data. Deca Technologies Inc. Deca continues to be in the process of developing and testing a fan-out wafer level packaging technology. The Company’s carrying value in Deca was $25.1 million and $65.1 million as of December 29, 2019 and December 30, 2018, respectively. The Company held 52.4% and 52.5% of Deca's outstanding voting shares as of December 29, 2019 and December 30, 2018 , respectively. The investment in Deca is accounted for as an equity method investment because the Company does not have the power to direct the activities of Deca that most significantly impact Deca's economic performance but continues to have significant influence over Deca's financial and operating policies . During the fourth quarter of fiscal 2018, the Company determined that its investment in Deca was other-than-temporarily impaired due to Deca's failure to achieve significant product development and testing milestones. The Company estimated the fair value of Deca using the income approach. The income approach considers a number of factors that include, but are not limited to, forecasted financial information, growth rates, terminal or residual values and discount rates and requires the Company to make certain assumptions and estimates regarding industry economic factors and the future profitability of the business. As a result, the Company recorded a charge of $41.5 million in order to write down the carrying amount of the investment to its estimated fair value as of the end of fiscal 2018. This write down was recorded in "Share in gain/loss, net and impairment of equity method investees" in the Consolidated Statements of Operations. Deca’s current and future revenues are dependent on a small number of significant customers. During the second quarter of fiscal 2019, certain of these key customers notified Deca management of their intention to significantly reduce their previously estimated orders from Deca for 2019. During the first half of fiscal 2019, Deca began evaluating its strategic alternatives, including having discussions with certain third-party investors. The preliminary conversations between Deca and potential investors during the second quarter of fiscal 2019 indicated that the enterprise value of Deca was lower than Cypress’s previous estimates. As a result of the significant reduction in orders from customers, as well as the other objective indicators of enterprise value, during the second quarter of fiscal 2019 the Company determined that its investment in Deca was other-than-temporarily impaired and recorded a charge of $29.5 million in order to write down the carrying amount of the investment in Deca to its estimated fair value as of the end of the second quarter of fiscal 2019. This write down was recorded in "Share in gain/loss, net and impairment of equity method investees" in the Consolidated Statements of Operations. On October 1, 2019, Deca reached a definitive agreement with nepes Corporation (“nepes”) to sell Deca’s Philippines manufacturing facility to nepes, subject to receipt of regulatory approvals and other customary closing conditions. As part of the agreement, nepes has licensed certain Deca technologies, and nepes will purchase a limited number of Deca’s shares from certain existing shareholders which may include Cypress. The agreement provides for milestone-based payments from nepes to Deca both for the Philippines manufacturing facility purchase and the technology license, which milestones are currently expected to be achieved in 2020. Subsequent to fiscal 2019: • the transfer of Deca's manufacturing facility to nepes closed in January 2020; • nepes completed the purchase of 10% of Deca’s outstanding shares from Deca’s existing shareholders in January 2020. As part of this transaction, nepes paid the Company approximately $3.1 million to purchase a portion of the Company’s shareholding in Deca; • one third-party investor's shareholding in Deca was modified to reflect changes in its preferential rights; and • Deca declared a special dividend of approximately $19.6 million , which is expected to be paid in the first quarter of fiscal 2020. Of this amount, the Company is expected to receive approximately $9.9 million . As a result of the subsequent events described above, the Company’s shareholding in Deca was reduced to approximately 42.5% of Deca's outstanding voting shares. Following the closing, Deca's remaining assets primarily consist of intellectual property and its new business model will focus on monetizing its intellectual property portfolio as well as providing engineering services. Given the factors described above, there continues to be a substantial risk that the carrying value of the Company's investment in Deca may be further impaired in the future. Conditions that may have a material adverse effect on Deca’s business, results of operations and financial condition or on its enterprise value include: • any delays or failure to complete product or intellectual property development milestones — similar to those previously experienced by Deca in fiscal 2018; • any inability of Deca to raise sufficient funding, if needed, for continuing its operations; and • any inability of Deca to monetize its intellectual property assets. The Company may be required to record further impairments resulting in partial or full write down of the carrying value of its investment in Deca if any of the conditions described above were to materialize. SkyHigh The Company’s carrying value in SkyHigh was $6.5 million as of December 29, 2019 . Enovix Corporation The Company's ownership of Enovix was 23.2% and 24.8% as of December 29, 2019 and December 30, 2018, respectively. During the fourth quarter of fiscal 2017, the Company determined that its investment in Enovix was other-than temporarily impaired as Enovix did not achieve certain key planned product development milestones. Consequently, the Company recognized a charge of $ 51.2 million |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 29, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 29, 2019 and December 30, 2018 : As of December 29, 2019 As of December 30, 2018 Level 1 Level 2 Total Level 1 Level 2 Total (In thousands) Financial Assets Cash equivalents: Money market funds $ 267,617 $ — $ 267,617 $ 171,777 $ — $ 171,777 Other current assets: Certificates of deposit — 243 243 — 870 870 Total cash equivalents and other current assets 267,617 243 267,860 171,777 870 172,647 Employee deferred compensation plan assets 18,258 30,062 48,320 18,648 25,749 44,397 Interest rate swaps — — — — 2,548 2,548 Foreign exchange forward contracts — 1,043 1,043 — 2,362 2,362 Total financial assets $ 285,875 $ 31,348 $ 317,223 $ 190,425 $ 31,529 $ 221,954 Financial Liabilities Foreign exchange forward contracts $ — $ 1,151 $ 1,151 $ — $ 1,621 $ 1,621 Interest rate swaps — 16,001 16,001 — 4,051 4,051 Total financial liabilities $ — $ 17,152 $ 17,152 $ — $ 5,672 $ 5,672 Fair Value of Financial Instruments: Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company's financial assets and financial liabilities that require recognition applicable accounting guidance generally include employee deferred compensation plans and foreign currency derivatives. The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. As such, fair value is a market-based measure considered from the perspective of a market participant who holds the asset or owes the liability rather than an entity-specific measure. The hierarchy is broken down into three levels based on the reliability of inputs as follows: • Level 1—includes instruments for which quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. The Company’s financial assets utilizing Level 1 inputs include money market funds, marketable equity securities and certain employee deferred compensation plan assets. • Level 2—includes instruments for which the valuations are based on the quoted market price for similar instruments or nonbinding market prices that are corroborated by observable market data. The Company’s Level 2 instruments include certain U.S. government securities, commercial paper, corporate notes and bonds, certificates of deposit, and deferred compensation plan life insurance assets. The Company determines the fair values of such instruments by using inputs such as actual trade data, benchmark yields, broker/dealer quotes, and other similar data, which are obtained from quoted market prices, custody bank, third-party pricing vendors, or other sources. Derivative hedging contracts are classified as Level 2 because the valuation inputs are based on observable market data of similar instruments. The Company principally executes its derivative hedging contracts in the retail market in an over-the-counter environment with a relatively high level of price transparency. The market participants and the Company’s counterparties are large money center banks and regional banks. The valuation inputs for the Company’s derivative hedging contracts are based on observable market data from public data sources (specifically, spot rates, forward points, LIBOR rates, volatilities and credit default rates at commonly quoted intervals) and do not involve management judgment. • Level 3—includes instruments for which the valuations are based on inputs that are unobservable and significant to the overall fair value measurement. As of December 29, 2019 and December 30, 2018, the Company did not own any material financial assets utilizing Level 3 inputs on a recurring basis. The Company determines the basis of the cost of a security sold or the amount reclassified out of accumulated other comprehensive income (loss) into earnings using the specific identification method. As of December 29, 2019 , the contractual maturities of the Company’s certificates of deposit were less than a year. In December 2017, the Company entered into fixed-for-floating interest rate forward swap agreements starting April 2018 with two counterparties to swap variable interest payments on certain debt for fixed interest payments. In October 2018, the Company entered into fixed-for-floating interest rate forward swap agreements starting in July 2021 with two counterparties to swap future variable interest payments on existing debt for fixed interest payments; these agreements will expire in December 2024. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain of the Company’s assets, including intangible assets, goodwill, and assets held for sale, are measured at fair value on a nonrecurring basis using Level 3 inputs if impairment is indicated. As of December 29, 2019 , the carrying value of the Company’s senior secured credit facility was $300.0 million (See Note 16 , Debt, of the Notes to Consolidated Financial Statements). The carrying value of the Company's senior secured revolving facility approximates its fair value since it bears an interest rate that is comparable to rates on similar credit facilities and is determined using Level 2 inputs. The Company's 2% Exchangeable Senior Notes due 2020 assumed as part of the merger with Spansion are traded in the secondary market and are categorized as Level 2. The principal and the estimated fair value of the principal of these notes as of December 29, 2019 were $12.0 million and $58.0 million respectively. The principal and the estimated fair value of the principal of these notes as of December 30, 2018 were $12.0 million and $30.9 million , respectively. See Note 16 , Debt, of the Notes to Consolidated Financial Statements for further details. The Company’s 4.5% Convertible Senior Notes due 2022 are traded in the secondary market for debt instruments and their fair value is determined using Level 2 inputs. The principal and the estimated fair value of the principal of these notes as of December 29, 2019 , were $287.5 million and $493.2 million , respectively. The principal and the estimated fair value of the principal of these notes as of December 30, 2018 were $287.5 million and $336.6 million respectively. See Note 16 , Debt, of the Notes to Consolidated Financial Statements for further details. The Company’s 2% Convertible Senior Notes due 2023 are traded in the secondary market and their fair value is determined using Level 2 inputs. The principal and the estimated fair value of the principal of these notes as of December 29, 2019 , were $150.0 million and $184.1 million , respectively. The principal and the estimated fair value of the principal of these notes as of December 30, 2018 , were $150.0 million and $140.6 million , respectively. See Note 16 , Debt, of the Notes to Consolidated Financial Statements for further details. |
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS | 12 Months Ended |
Dec. 29, 2019 | |
Balance Sheet Component [Abstract] | |
BALANCE SHEET COMPONENTS | BALANCE SHEET COMPONENTS Accounts Receivable, net As of December 29, 2019 December 30, 2018 (In thousands) Accounts receivable, gross $ 302,657 $ 325,178 Allowances for doubtful accounts receivable (902 ) (904 ) Accounts receivable, net $ 301,755 $ 324,274 Inventories As of December 29, 2019 December 30, 2018 (In thousands) Raw materials $ 10,856 $ 10,004 Work-in-process 231,769 215,820 Finished goods 55,279 66,269 Total inventories $ 297,904 $ 292,093 Other Current Assets As of December 29, 2019 December 30, 2018 (In thousands) Prepaid tooling $ 24,459 $ 25,891 Advance to suppliers 3,652 12,058 Prepaid royalty and licenses 9,959 14,863 Derivative assets 1,043 3,492 Value added tax receivable 18,626 7,652 Prepaid expenses 17,145 17,814 Withholding tax receivable and tax advance 1,153 4,236 Other current assets 11,311 15,157 Total other current assets $ 87,348 $ 101,163 Property, Plant and Equipment, net As of December 29, 2019 December 30, 2018 (In thousands) Land $ 28,898 $ 28,898 Equipment 622,879 607,849 Buildings, building and leasehold improvements 174,849 170,588 Construction in progress 14,101 15,489 Leased assets 9,583 — Furniture and fixtures 4,927 4,885 Total property, plant and equipment, gross 855,237 827,709 Less: Accumulated depreciation and amortization (596,489 ) (544,723 ) Total property, plant and equipment, net $ 258,748 $ 282,986 Other Long-term Assets As of December 29, 2019 December 30, 2018 (In thousands) Employee deferred compensation plan $ 48,320 $ 44,397 Long-term licenses 4,631 4,495 Advances to suppliers 11,484 11,471 Deposits 9,536 9,441 Pension plan assets 1,691 1,765 Derivatives assets — 1,419 Prepaid tooling 28,733 34,948 Other non-current assets 10,362 16,369 Total other long-term assets $ 114,757 $ 124,305 Other Current Liabilities As of December 29, 2019 December 30, 2018 (In thousands) Employee deferred compensation plan $ 48,295 $ 44,834 Restructuring accrual (see Note 12) 6 14,536 Derivative liability 2,550 1,621 Accrued expenses 31,544 46,592 Accrued interest 8,226 9,440 Customer advances 1,945 5,296 Operating lease liability 13,692 — Other current liabilities 17,906 15,745 Total other current liabilities $ 124,164 $ 138,064 Other Long-term Liabilities As of December 29, 2019 December 30, 2018 (In thousands) Pension and other employee-related liabilities $ 16,831 $ 14,083 Asset retirement obligation 5,959 5,916 Derivative liability 14,602 4,051 Operating lease liability 30,912 — Other long-term liabilities 4,852 3,870 Total other long-term liabilities $ 73,156 $ 27,920 |
EMPLOYEE STOCK PLANS AND STOCK-
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 29, 2019 | |
Share-based Payment Arrangement [Abstract] | |
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION | EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION The Company’s equity incentive plans are broad-based, long-term programs intended to attract and retain talented employees and align stockholder and employee interests. The Company currently has the following employee stock plans: 1999 Stock Option Plan ("1999 Plan"): The 1999 Plan expired in March 2009. There are currently no shares available for grant under the 1999 Plan, and there were no awards outstanding under the 1999 Plan as of December 29, 2019. 2013 Stock Plan ("2013 Plan"): The 2013 Plan provides for (1) the discretionary granting of incentive stock options, nonstatutory stock options, stock appreciation rights ("SARs"), restricted stock awards ("RSAs"), restricted stock units ("RSUs") or performance-based restricted stock units ("PSUs") to employees, consultants and outside directors; and (2) the automatic granting of nonstatutory stock options, SARs, RSAs, RSUs or PSUs to outside directors in an amount determined by the Board. Options or SARs granted under the 2013 Stock Plan generally expire over terms not exceeding eight years from the date of grant, subject to earlier termination upon the cessation of employment or service of the recipients. The maximum aggregate number of shares authorized for issuance under the 2013 Stock Plan is 203.6 million shares. Shares issued in respect of "full-value awards" (RSAs, RSUs, PSUs, and other awards with a per share purchase price lower than 100% of the stock's fair market value on the date of grant) count against the authorized limit as 1.88 shares for every one share actually issued. As of December 29, 2019 , 27.7 million stock options, or 14.7 million RSUs, PSUs and RSAs, were available for grant under the 2013 Stock Plan. 2010 Equity Incentive Award Plan ("2010 Plan"): In connection with the Company’s merger with Spansion, the Company assumed Spansion's 2010 Plan, as amended, which reserves shares of Cypress common stock for issuance under stock options, stock appreciation rights, restricted stock units, restricted stock, performance awards, stock payments, dividend equivalents and deferred stock to employees and consultants. The 2010 Plan provides that incentive stock options may be granted only to employees of the Company or its subsidiaries. All stock options expire if not exercised by the seventh anniversary of the grant date. RSU awards generally vest over a period of two to four years . Options granted become exercisable in full or in installments pursuant to the terms of each agreement evidencing options granted. The exercise of stock options and issuance of restricted stock and restricted stock units is satisfied by issuing authorized common stock or treasury stock. Shares that are subject to or underlie awards that expire or for any reason are canceled, terminated or forfeited, or fail to vest will again be available for grant under the 2010 Plan. Grants from this plan are limited to employees who joined Cypress as part of the merger with Spansion and employees hired after the merger. As of December 29, 2019 , a total of 0.3 million stock options, RSUs and RSAs remained available for grant under the 2010 Plan. 2012 Incentive Award Plan ("2012 Plan"): In connection with the Company’s acquisition of Ramtron in 2012, the Company assumed Ramtron's 2012 Plan, as amended, which reserves a total of 1.2 million shares of common stock for issuance. The exercise price of all non-qualified stock options must be no less than 100% of the fair market value on the effective date of the grant under the 2012 Plan, and the maximum term of each grant is seven years . The 2012 Plan permits the issuance of incentive stock options, restricted stock, and other types of awards. Restricted stock grants generally vest five years from the date of grant. Options granted become exercisable in full or in installments pursuant to the terms of each agreement evidencing options granted. The exercise of stock options and issuance of restricted stock and restricted stock units is satisfied by issuing authorized common stock or treasury stock. Grants from this plan are limited to employees who joined Cypress as part of the Ramtron acquisition and employees hired after the acquisition. Shares issued in respect of full-value awards count against the plan's limit as 1.53 shares for every one share actually issued. As of December 29, 2019 , 0.2 million stock options, or 0.1 million RSUs and RSAs, were available for grant under the 2012 Plan. Employee Stock Purchase Plan ("ESPP"): The Company’s amended and restated ESPP allows eligible employees to purchase shares of the Company's common stock through payroll deductions. Prior to January 2018, the ESPP provided for consecutive 18 month offering periods composed of three 6 -month exercise periods. Starting in January 2018, offering periods for new participants (and for continuing participants, upon the expiration of their prior offering period) are composed of only one 6 -month exercise period. As of the December 31, 2018, purchase date, all 18 month offering periods have concluded. Under the ESPP's terms, at the end of each exercise period shares are purchased by participating employees at a price equal to 85% of the fair market value of the common stock at the commencement of the offering period of which such exercise period is a part or on the last day of such exercise period, whichever is lower. Purchases are limited to 10% of an employee’s eligible compensation, subject to a maximum annual employee contribution limit of $21,250 . The Company’s stockholders approved an amendment to the ESPP in May 2018 to increase the number of shares of common stock reserved for issuance under the ESPP by 7.0 million shares. The amendment became effective on January 1, 2019. As of December 29, 2019 , 6.8 million shares were available for future issuance under the ESPP. The Merger Agreement provides that no new offering periods under the ESPP will commence during the period between the date of the Merger Agreement and the Effective Time and the ESPP will terminate as of immediately prior to the Effective Time. Accordingly, the Company suspended the ESPP for all participants following the June 28, 2019 share purchase. Stock-Based Compensation The following table summarizes stock-based compensation expense by line item in the Consolidated Statements of Operations: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Cost of revenues $ 15,443 $ 16,531 $ 15,605 Research and development 33,702 35,115 36,804 Selling, general and administrative 56,837 44,319 39,172 Total stock-based compensation expense $ 105,982 $ 95,965 $ 91,581 Aggregate cash proceeds from the issuance of shares under the employee stock plans were $38.6 million , $40.7 million and $47.2 million for fiscal 2019 , 2018 and 2017 , respectively. As of December 29, 2019 and December 30, 2018 , stock-based compensation capitalized in inventories totaled $3.7 million and $2.5 million , respectively. The following table summarizes stock-based compensation expense by type of awards: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Stock options $ — $ 96 $ 163 RSUs and PSUs 102,588 90,655 82,946 ESPP 3,394 5,214 8,472 Total stock-based compensation expense $ 105,982 $ 95,965 $ 91,581 In connection with the proposed Merger, in December 2019, the Company modified the equity awards held by certain executives, including accelerating the vesting of 1.9 million shares underlying RSUs and PSUs that were otherwise scheduled to vest in January and February of 2020, subject to recoupment (or "clawback") provisions. The Company recognized additional stock-based compensation of approximately $9.8 million related to the impact of these modifications during fiscal 2019. The following table summarizes the unrecognized stock-based compensation balance by type of awards as of December 29, 2019 : Weighted-Average Amortization Period (In thousands) (In years) RSUs and PSUs $ 54,881 1.34 Employee Equity Award Activities As of December 29, 2019 , 28.2 million stock options, or 15.2 million RSUs and PSUs, were available for grant as stock-based awards under the 2013 Plan, the 2010 Plan and the 2012 Plan. Pursuant to the Merger Agreement, if the proposed Merger with Infineon is completed, each RSU, PSU, and employee or director stock option outstanding at the closing will be cancelled and converted into a right to receive an amount of cash specified in the Merger Agreement (without interest and subject to any applicable tax withholding). Such cash amounts will be payable promptly after the closing in respect of 100% of stock options (whether vested or unvested), 100% of director RSUs, and 50% of most other RSUs outstanding at the closing. Cash amounts for the remaining RSUs and all PSUs outstanding at the closing will generally be payable, subject to continued employment with the surviving corporation, according to the Cypress award’s original vesting schedule (subject to acceleration in certain circumstances). These provisions from the Merger Agreement did not have any impact on the Company's condensed consolidated financial statements for the year ended December 29, 2019 . Stock Options The following table summarizes the Company’s stock option activities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 Shares Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share (In thousands, except per-share amounts) Options outstanding, beginning of year 2,639 $ 11.75 4,627 $ 11.63 7,947 $ 10.70 Exercised (1,370 ) $ 11.63 (1,547 ) $ 9.81 (2,898 ) $ 8.80 Forfeited or expired (93 ) $ 21.38 (441 ) $ 17.29 (422 ) $ 13.58 Options outstanding, end of year 1,176 $ 11.11 2,639 $ 11.75 4,627 $ 11.63 Options exercisable, end of year 1,176 $ 11.11 2,612 $ 11.76 4,340 $ 11.66 There were no options granted during fiscal 2019 , 2018 and 2017 . The aggregate intrinsic value of the options outstanding and options exercisable as of December 29, 2019 was $14.5 million and $14.5 million respectively. Aggregate intrinsic value on any given date represents the total pre-tax intrinsic value which would have been received by the option holders had all option holders exercised their options as of such date. The aggregate intrinsic value of the options outstanding and options exercisable as of December 30, 2018 was $4.6 million and $4.5 million , respectively. The aggregate intrinsic value of option exercises, which represents the difference between the exercise price and the value of Cypress common stock at the time of exercise, was $10.8 million in fiscal 2019 , $11.2 million in fiscal 2018 and $16.2 million in fiscal 2017 . The aggregate grant date fair value of the options which vested in fiscal 2019 , 2018 and 2017 was $0.1 million , $0.8 million and $2.7 million , respectively. The following table summarizes information about options outstanding and exercisable as of December 29, 2019 : Options Outstanding Options Exercisable Range of Exercise Price Shares Weighted- Average Remaining Contractual Life Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share (in thousands) (In years) (in thousands) $4.98 - $10.92 220 1.91 $ 9.25 220 $ 9.25 $11.27 - $11.27 336 0.97 $ 11.27 336 $ 11.27 $11.40 - $11.40 3 1.70 $ 11.40 3 $ 11.40 $11.55 - $11.55 525 1.42 $ 11.55 525 $ 11.55 $12.34 - $12.77 92 1.53 $ 12.49 92 $ 12.49 1,176 1.39 $ 11.11 1,176 $ 11.11 All exercisable options were in-the-money as of December 29, 2019. RSUs and PSUs The following table summarizes the Company’s RSU and PSU activities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 Shares Weighted- Average Grant Date Fair Value per Share Shares Weighted- Average Grant Date Fair Value per Share Shares Weighted- Average Grant Date Fair Value per Share (In thousands, except per-share amounts) Non-vested, beginning of year 10,175 $ 14.42 11,976 $ 12.44 13,780 $ 11.83 Granted 7,378 $ 15.66 6,344 $ 16.37 6,488 $ 13.40 Released (8,956 ) $ 13.91 (6,601 ) $ 12.92 (6,248 ) $ 12.17 Forfeited (721 ) $ 14.11 (1,544 ) $ 13.49 (2,044 ) $ 12.22 Non-vested, end of year 7,876 $ 15.22 10,175 $ 14.42 11,976 $ 12.44 During the first quarter of 2019, the Compensation Committee of the Company's Board of Directors approved the issuance of service-based and performance-based restricted stock units under the Company's Long-Term Incentive Program ("LTIP") to certain employees. The performance goals for the performance-based 2019 LTIP grants relate to non-GAAP operating margin and customer experience plan milestones for fiscal 2019 and include a multiplier based on the Company's total stockholder return ("TSR") relative to an index . During the first quarter of 2018, the Compensation Committee of the Company's Board of Directors approved the issuance of service-based and performance-based restricted stock units under the LTIP to certain employees. The milestones for the 2018 LTIP grants include a service condition and performance conditions linked to the Company's revenue growth, earnings in 2018 and non-GAAP profit before tax in 2020. A portion of the LTIP awards include a milestone based on the Company's TSR relative to its peers over the period 2018-2020. On March 16, 2017, the Compensation Committee of the Company's Board of Directors approved the issuance of service-based and performance-based restricted stock units under the Company's Performance Accelerated Restricted Stock ("PARS") program to certain employees. The milestones for the 2017 PARS program included a service condition and performance conditions that covered several overlapping performance and vesting periods relating to debt leverage, profit before tax, strategic initiatives, gross margin, and revenue growth relative to peers. The fair value of new or modified awards with performance conditions is equal to the grant date fair market value of the Company's common stock, net of the estimated dividend credit. The compensation cost is recognized over the requisite service period when it is probable that the performance condition will be satisfied. For new or modified awards with market conditions, the compensation cost is recognized regardless of whether the conditions are satisfied and based on the grant date fair value of these awards using a Monte Carlo simulation valuation model. ESPP The Company estimates the fair value of ESPP participation rights using the Black-Scholes valuation model. Assumptions used in the Black-Scholes valuation model were as follows: Year Ended December 29, December 30, December 31, ESPP: Expected life 0.5 years 0.5-1.5 years 0.5-1.5 years Volatility 39.45% 31.94%-38.13% 34.8%-38.1% Risk-free interest rate 2.48% 1.06%-2.14% 0.65%-1.28% Dividend yield 3.36% 2.78%-3.87% 3.22%-3.87% Expected life: The expected term represents the average term from the first day of the offering period to the purchase date. Volatility : The Company determined that implied volatility of publicly traded call options and quotes from option traders on its common stock is more reflective of market conditions and, therefore, can reasonably be a better indicator of expected volatility than historical volatility. Therefore, volatility is based on a blend of historical volatility of the Company’s common stock and implied volatility. Risk-free interest rate: The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. Dividend yield: The expected dividend is based on the Company’s history, and expected dividend payouts. During fiscal 2019 , 2018 and 2017 , the Company issued 2.1 million , 2.3 million and 2.4 million shares under its ESPP with a weighted-average price of $10.87 , $11.24 and $8.48 |
RESTRUCTURING
RESTRUCTURING | 12 Months Ended |
Dec. 29, 2019 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | RESTRUCTURING Since 2015, the Company has launched various long-term strategic corporate transformation initiatives that required restructuring activities to streamline internal processes and redeploy personnel and resources as discussed below: 2019 Restructuring Plan In the second quarter of fiscal 2019, the Company began implementation of a reduction in workforce (the "2019 Plan") which resulted in the elimination of approximately 90 positions across various functions. The 2019 Plan is not expected to result in a reduction of overall costs as the savings from the positions eliminated will be redeployed. The restructuring cost of a $3.0 million recorded during the year ended December 29, 2019 consisted of personnel costs. The Company anticipates that the restructuring activities under this plan will be completed and fully settled by the first quarter of fiscal 2020. 2018 Restructuring Plan In fiscal 2018, the Company began implementation of a reduction in workforce (the "2018 Plan") which resulted in the elimination of approximately 130 positions across various functions. The restructuring costs of $ 4.9 million were recorded during the year ended December 30, 2018 and consisted of personnel costs. The restructuring activities under this plan were completed and the related accruals were fully settled in the third quarter of fiscal 2019. 2017 Restructuring Plan In December 2017, the Company began implementation of a reduction in workforce ("2017 Plan") which resulted in the elimination of approximately 80 positions worldwide across various functions. The restructuring charge of $2.4 million recorded during the year ended December 30, 2018 consisted of personnel costs. No charges were recorded during fiscal 2019. The restructuring activities under this plan were completed and the related accrual was fully settled in the first quarter of fiscal 2019. Spansion Integration-Related Restructuring Plan In March 2015, the Company implemented cost reduction and restructuring activities in connection with its merger with Spansion. As part of this restructuring plan, the Company exited an office space leased by Spansion and had recorded a reserve related to excess lease obligation for the building. During the fourth quarter of fiscal 2018, the Company signed a termination agreement with the building’s owner. The lease termination cost was approximately $19.0 million . The restructuring activities under this plan were completed and the related accrual was fully settled in the first quarter of fiscal 2019. Summary of Restructuring Costs The following table summarizes the nature of restructuring charges recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Personnel Costs $ 3,006 7,085 $ 7,479 Lease termination costs and other related charges — 9,757 540 Other — — 1,069 Total restructuring and other charges $ 3,006 $ 16,842 $ 9,088 The following table summarizes the restructuring costs by line item recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Cost of revenues $ 928 $ 3,271 $ 548 Research and development 1,160 1,786 5,915 Selling, general and administrative 918 11,785 2,625 Total restructuring costs $ 3,006 $ 16,842 $ 9,088 Roll-forward of the Restructuring Reserves Restructuring activity under the Company's various restructuring plan was as follows (in thousands): 2019 Plan 2018 Plan 2017 Plan 2016 Plan Spansion Integration Plan Total Accrued balance as of January 1, 2017 $ — $ — $ — $ 21,104 $ 14,219 $ 35,323 Provision — — 6,464 2,624 — 9,088 Cash payments and other adjustments — — (325 ) (22,985 ) (2,922 ) (26,232 ) Accrued balance as of December 31, 2017 — — 6,139 743 11,297 18,179 Provision — 4,898 2,421 (234 ) 9,757 16,842 Cash payments and other adjustments — (4,650 ) (8,530 ) (509 ) (6,796 ) (20,485 ) Accrued balance as of December 30, 2018 — 248 30 — 14,258 14,536 Provision 3,014 (97 ) — — 89 3,006 Cash payments and other adjustments (3,008 ) (151 ) (30 ) — (14,347 ) (17,536 ) Accrued balance as of December 29, 2019 $ 6 $ — $ — $ — $ — $ 6 |
FOREIGN CURRENCY AND INTEREST R
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES | 12 Months Ended |
Dec. 29, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES | FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES The Company enters into multiple foreign exchange forward contracts to hedge certain foreign currency risk resulting from fluctuations in Japanese yen (¥) and Euro (€) exchange rates. In addition, the Company entered into fixed-for-floating interest rate forward swap agreements and has designated these swaps as hedging instruments. The Company does not enter into derivative securities for speculative purposes. The Company’s hedging policy is designed to mitigate the impact of foreign currency exchange rate fluctuations on its operating results. Some foreign currency forward contracts are considered to be economic hedges that were not designated as hedging instruments while others were designated as cash flow hedges. Whether designated as cash flow hedges or not, these forward contracts protect the Company against the variability of forecasted foreign currency cash flows resulting from revenues, expenses and net asset or liability positions designated in currencies other than the U.S. dollar. The maximum original duration of any contract allowable under the Company’s hedging policy is thirteen months for foreign currency hedging contracts. The effect of derivative instruments in the Consolidated Statements of Operations for fiscal 2019 and fiscal 2018 was $0.3 million and $0.8 million of gains, respectively. The effect of derivative instruments in the Consolidated Statements of Operations for fiscal 2017 was $12.3 million of losses. The effect of derivative instruments on the Consolidated Statements of Operations for the year ended December 29, 2019 was as follows: Year Ended December 29, 2019 (In thousands) Revenue Cost of Goods Sold Operating Expenses Interest Expense Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair value and cash flow hedges are recorded $ 2,205,314 $ 1,375,289 $ 706,762 $ 58,745 Gain or (loss) on cash flow hedge relationships in Subtopic ASC 815-20: Interest rate contracts Amount of gain or (loss) reclassified from AOCI into income $ — $ — $ — $ 774 Foreign exchange contracts Amount of gain or (loss) reclassified from AOCI into income $ 739 $ (466 ) $ (33 ) $ — The gross fair values of derivative instruments on the Consolidated Balance Sheets as of December 29, 2019 and December 30, 2018 were as follows: December 29, 2019 December 30, 2018 Balance Sheet location Derivatives designated as hedging instruments Derivatives not designated as hedging instruments Derivatives designated as hedging instruments Derivatives not designated as hedging instruments (in thousands) Other Current Assets Derivative Asset $ 698 $ 345 $ 2,767 $ 725 Non-current Assets Derivative Asset $ — $ — $ 1.419 $ — Other Current Liabilities Derivative Liability $ 2,095 $ 455 $ 1,210 $ 411 Non-Current Liabilities Derivative Liability $ 14,602 $ — $ 4,051 $ — Designated Cash Flow Hedges Interest Rate Swaps In December 2017, the Company entered into fixed-for-floating interest rate forward swap agreements starting in April 2018 with two counterparties, to swap future variable interest payments on certain debt for fixed interest payments; these agreements will expire in July 2021. The objective of the swaps was to effectively fix the interest rate at then-current levels without having to refinance the outstanding floating rate debt, thereby avoiding the incurrence of transaction costs. The aggregate notional amount of these interest rate swaps is $300 million . The interest rate on the variable debt was fixed in December 2017 and became effective in April 2018. On January 3, 2018, the Company evaluated the hedge effectiveness of the interest rate swaps and designated these swaps as hedging instruments. Upon designation as cash flow hedge instruments, future changes in fair value of these swaps are recognized in accumulated other comprehensive income (loss). In October 2018, the Company entered into fixed-for-floating interest rate forward swap agreements starting in July 2021 with two counterparties to swap future variable interest payments on existing debt for fixed interest payments; these agreements will expire in December 2024. The objective of the swaps was to effectively fix the future interest rate at the level that was available when the Company entered into the swap agreements in order to avoid the uncertainty in financing cost for a portion of debt due to future interest rate fluctuations. The aggregate notional amount of these interest rate swaps is $300 million . The Company has evaluated the hedge effectiveness of the interest rate swaps and has designated these swaps as cash flow hedges of the debt. Accordingly, future changes in fair value of these swaps is recognized in accumulated other comprehensive income (loss). In the fourth quarter of fiscal 2019, we de-designated approximately $14.3 million of the hedged amount of interest rate swaps maturing on July 5, 2021 due to changes in the levels of outstanding floating rate debt. Other comprehensive income at de-designation will be amortized to income on a straight-line basis and all further gains/losses on the de-designated portion of the swap will be recorded in income (loss) each period. The impact of this partial de-designation on the Consolidated Statements of Operations was immaterial. For the years ended December 29, 2019 and December 30, 2018 , the Company recorded a loss in other comprehensive income of $16.1 million and $1.3 million , respectively, for these interest rate swaps. The gross liability at fair value was $16.0 million at December 29, 2019 and the net impact to the Consolidated Statements of Operations was $0.6 million of gains. The gross asset and liability at fair value was $2.5 million and $4.1 million , respectively, at December 30, 2018 and the net impact to the Consolidated Statements of Operations was 0.2 million of losses. Foreign Currency Forward Contracts The Company enters into cash flow hedges to protect non-functional currency inventory purchases and certain other operational expenses, in addition to its ongoing program of cash flow hedges to protect its non-functional currency revenues against variability in cash flows due to foreign currency fluctuations. The Company’s foreign currency forward contracts that were designated as cash flow hedges generally have maturities between three and thirteen months . All hedging relationships are formally documented, and the hedges are designed to offset changes to future cash flows on hedged transactions at the inception of the hedge. The Company recognizes derivative instruments from hedging activities as either assets or liabilities on the balance sheet and measures them at fair value on a monthly basis. The Company records changes in the intrinsic value of its cash flow hedges in accumulated other comprehensive income on the Consolidated Balance Sheets, until the forecasted transaction occurs. Prior to the second quarter of 2018, interest charges or "forward points" on the forward contracts were excluded from the assessment of hedge effectiveness and were recorded in interest and other income, net in the Condensed Consolidated Statements of Operations. Commencing in the second quarter of 2018, interest charges or "forward points" on the newly entered forward contracts are included in the assessment of hedge effectiveness, and are recorded in the underlying hedged items in the Condensed Consolidated Statements of Operations. When the forecasted transaction occurs, the Company reclassifies the related gain or loss on the cash flow hedge to revenue or costs, depending on the risk hedged. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, the Company will reclassify the gain or loss on the related cash flow hedge from accumulated other comprehensive income to interest and other income, net in its Condensed Consolidated Statements of Operations at that time. For the year December 29, 2019 and December 30, 2018 , the Company had a net loss of $0.4 million and a net gain of $0.2 million , which was related to foreign currency forward contracts, recorded in other comprehensive income (loss), respectively. As of December 29, 2019 and December 30, 2018, the accumulated other comprehensive income (loss) related to foreign currency forward contracts was a gain of $1,000 and $0.4 million , respectively. The Company evaluates hedge effectiveness at the inception of the hedge prospectively as well as retrospectively and records any ineffective portion of the hedge in other income (expense), net in its Consolidated Statements of Operations. At December 29, 2019 , the Company had zero net designated forward contracts. At December 30, 2018 , the Company had net outstanding forward contracts to buy ¥ 5,977 million for $54.4 million . Total notional amounts of net outstanding contracts were as summarized below: Buy / Sell December 29, 2019 December 30, 2018 (In millions) US dollar / Japanese Yen $59.6 / ¥6,400 $44.5 / ¥4,850 Japanese Yen / US dollar ¥6,400 / $59.6 ¥10,827 / $98.8 Non-designated Hedges Total notional amounts of net outstanding contracts were as summarized below. The duration or each contract is approximately thirty days : Buy / Sell December 29, 2019 December 30, 2018 (In millions) EUR / US dollar €3.6 / $4.0 $9.1 / €8.0 US dollar / Japanese Yen $7.6 / ¥800 $13.2 / ¥1,430 Japanese Yen / US dollar ¥1,800 / $16.9 ¥4,210 / $38.0 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Dec. 29, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The components of accumulated other comprehensive income (loss) were as follows: Accumulated net unrealized income (loss) on cash flow hedges and other Accumulated unrecognized Accumulated (in thousands) Balance as of December 31, 2017 $ (498 ) $ (864 ) $ (1,362 ) Other comprehensive income (loss) before (644 ) — (644 ) Amounts reclassified to operating income 379 — 379 Net unrecognized gain (loss) on the defined — 3,456 3,456 Balance as of December 30, 2018 (763 ) 2,592 1,829 Other comprehensive income (loss) before (14,056 ) — (14,056 ) Amounts reclassified to operating income (1,014 ) — (1,014 ) Net unrecognized gain (loss) on the defined — (2,798 ) (2,798 ) Balance as of December 29, 2019 $ (15,833 ) $ (206 ) $ (16,039 ) |
OTHER (EXPENSE) INCOME, NET
OTHER (EXPENSE) INCOME, NET | 12 Months Ended |
Dec. 29, 2019 | |
Other Income and Expenses [Abstract] | |
OTHER (EXPENSE) INCOME, NET | OTHER INCOME (EXPENSE), NET The following table summarizes the components of “other income (expense), net,” recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Interest income $ 5,367 $ — $ 568 Changes in fair value of investments under the deferred compensation plan 7,991 (2,904 ) 6,087 Foreign currency exchange and other (losses) gains, net (1,135 ) (340 ) (1,838 ) Other 1,945 726 (549 ) Other income (expense), net $ 14,168 $ (2,518 ) $ 4,268 |
DEBT
DEBT | 12 Months Ended |
Dec. 29, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Total debt, including finance lease obligations, is comprised of the following as of December 29, 2019 and December 30, 2018 : December 29, 2019 December 30, 2018 (in thousands) Current portion of long-term debt Senior Secured Credit Facility: Term Loan B $ — $ 5,051 2.0% Exchangeable Senior Notes due 2020 11,761 — Finance Lease Obligations 1,854 1,892 Current portion of long-term debt 13,615 6,943 Revolving credit facility and long-term portion of debt Senior Secured Credit Facility: Revolving Credit Facility 300,000 — Term Loan B — 462,868 2.0% Exchangeable Senior Notes due 2020 — 11,438 4.5% Convertible Senior Notes due 2022 266,810 256,726 2.0% Convertible Senior Notes due 2023 138,699 135,057 Finance lease obligations 7,299 8,146 Credit facility, finance lease obligations, and long-term debt 712,808 874,235 Total debt $ 726,423 $ 881,178 Senior Secured Credit Facility: Revolving Credit Facility and Term Loan B On March 12, 2015, the Company entered into an Amended and Restated Credit and Guaranty Agreement with Morgan Stanley Bank, N.A., as issuing bank, and other lenders (as amended, the "Credit Agreement"). The Credit Agreement establishes a credit facility (the "Credit Facility" or the "Senior Secured Credit Facility") that includes a revolving loan facility (the "Revolving Credit Facility") and provides for the possibility of term loans. On July 5, 2016, the Company entered into a Joinder and Amendment Agreement with the initial incremental term loan lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent. The Joinder Agreement supplements the Company’s existing Credit Agreement. The Joinder and Amendment Agreement provides for the incurrence by the Company of an incremental term loan in an aggregate principal amount of $450.0 million ("Term Loan B"). The incurrence of Term Loan B is permitted as an incremental loan under the Credit Agreement and is subject to the terms of the Credit Agreement and to additional terms set forth in the Joinder and Amendment Agreement. Term Loan B was fully funded and was scheduled to mature on July 5, 2021. The Company incurred financing costs of $11.5 million to the lenders of Term Loan B which were capitalized. These costs were amortized over the life of Term Loan B and recorded in "Interest expense" in the Consolidated Statements of Operations. On February 17, 2017, the Company amended its Credit Agreement. The amendment reduced the applicable margins on Term Loan B and a prior outstanding term loan, Term Loan A, from 5.50% and 5.11% , respectively, to 3.75% effective February 17, 2017. Additionally, the amended financial covenants included the following conditions: 1) maximum total leverage ratio of 4.25 to 1.00 through December 31, 2017 and 2) maximum total leverage ratio of 4.00 to 1.00 through July 1, 2018 and 3.75 to 1.00 thereafter. The Company incurred financing costs of $5.9 million to lenders of the term loans which were capitalized and recognized as a reduction of the Term Loan A and Term Loan B balances in "Credit facility and long term debt" on the Consolidated Balance Sheets. These costs were amortized over the life of the term loans and recorded in "Interest expense" in the Consolidated Statements of Operations. On August 18, 2017, Term Loan B was increased by $ 91.3 million to replace Term Loan A. Previously unamortized debt issuance costs of $3.0 million related to Term Loan A were written off and recorded as "Interest expense" in the Consolidated Statements of Operations in fiscal 2017. The additional incremental term loan was subject to the terms of the Credit Agreement and the additional terms set forth in the amendment. The amendment also reduced the applicable margins on Term Loan B from 3.75% to 2.75% effective August 18, 2017. The Company incurred financing costs of $0.6 million to the lenders of the term loans which were capitalized and recognized as a reduction of the Term Loan B balances in "Credit facility and long term debt" on the Consolidated Balance Sheets. These costs were amortized over the life of the term loans and recorded in "Interest expense" on the Consolidated Statements of Operations. On March 12, 2018, the Company amended its Credit Agreement. The amendment reduced the applicable margins on the Revolving Credit Facility and Term Loan B. After giving effect to the amendment, Term Loan B bore interest, at the option of the Company, at the base rate plus an applicable margin of 1.25% or the Eurodollar rate plus an applicable margin of 2.25% ; and the Revolving Credit Facility bore interest, at the option of the Company, at the base rate plus an applicable margin of either 0.75% or 1.00% , depending on the Company's secured leverage ratio, or the Eurodollar rate plus an applicable margin of 1.75% or 2.00% , depending on the Company's secured leverage ratio. The amendment removed the fixed charge coverage ratio financial covenants. In addition, for Term Loan B, the amendment removed the total leverage ratio covenant, changed the required amortization payments to 1% per annum, and waived the excess cash flow mandatory repayment for fiscal 2017. On September 13, 2018, the Company again amended its Credit Agreement. The amendment reduces the applicable margin for Term Loan B. After giving effect to the amendment, Term Loan B bore interest, at the option of the Company, at the base rate plus an applicable margin of 1.00% or the Eurodollar rate plus an applicable margin of 2.00% . As part of the transaction, the Company repaid $25.0 million of outstanding Term Loan B principal. On July 31, 2019, the Company again amended its Credit Agreement. The amendment increased the available amount under the Revolving Credit Facility from $540 million to $700 million and extended its maturity from March 12, 2020 to January 31, 2021. The Company may, at its sole discretion, extend the maturity for another six months to July 31, 2021. The financial covenants were amended to increase the maximum total leverage ratio from 3.75 to 4.0 . Subject to the terms and conditions set forth in the amended Credit Agreement, at the Effective Time, the Merger will trigger the change of control provision of the Credit Agreement causing the debt to become payable immediately. The Company borrowed $447 million under the amended Revolving Credit Facility and repaid the entire outstanding Term Loan B principal balance of approximately $448 million as of July 31, 2019, resulting in an extinguishment of Term Loan B, which was scheduled to mature on July 5, 2021. As a result, the Company recorded a debt extinguishment loss of $6.4 million in connection with the write-off of unamortized debt discount and issuance costs, which was recorded in "Interest expense" in the Consolidated Statements of Operations. Subsequently, the Company repaid $147.0 million of the outstanding amended Revolving Credit Facility during the remainder of fiscal 2019. Interest expenses related to contractual interest expenses, amortization of debt issuance costs and amortization of debt discounts were $28.4 million , $34.3 million and $45.2 million during the fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017, respectively. As of December 29, 2019 , and December 30, 2018 , aggregate principal amount of borrowings outstanding under the Credit Facility, all of which related to the Revolving Credit Facility and Term Loan B, was $300.0 million and $476.3 million , respectively. As of December 29, 2019 , the Company was in compliance with all of the financial covenants under the Credit Facility. 2% Exchangeable Senior Notes due 2020 Pursuant to its merger with Spansion, Cypress assumed Spansion's outstanding 2% Exchangeable Senior Notes due 2020 (the "Spansion Notes") on March 12, 2015. The Spansion Notes are governed by a Supplemental Indenture, dated March 12, 2015, between the Company, Spansion and Wells Fargo Bank, National Association, as Trustee, and fully and unconditionally guaranteed on a senior unsecured basis by the Company. The Spansion Notes will mature on September 1, 2020, unless earlier repurchased or converted, and bear interest of 2% per year payable semi-annually in arrears on March 1 and September 1, commencing on March 1, 2014. The Spansion Notes may be due and payable immediately in certain events of default. The net carrying amount related to the Spansion Notes was reported as a component of current liabilities as of the end of fiscal 2019. As of December 29, 2019 , the Spansion Notes are exchangeable for 208.3448 shares of common stock per $1,000 principal amount of Spansion Notes (equivalent to an exchange price of approximately $4.80 per share) subject to adjustment upon the occurrence of certain events, including dividends, anti-dilutive issuances and, in certain circumstances, a make-whole adjustment upon a fundamental change. Pursuant to the terms of the indenture governing the Spansion Notes (as amended, the "Spansion Notes Indenture"), a "fundamental change" includes a change in control, a liquidation, consolidation, or merger of the Company or a delisting of the Company’s common stock. Pursuant to the terms of the Spansion Notes Indenture, a fundamental change will not be deemed to have occurred in the case of a person or group becoming the beneficial owner, directly or indirectly, of more than 50% of the Company’s common stock or in the case of a liquidation, consolidation or merger of the Company if, in either case, 90% of the consideration paid in such transaction consists of shares of common equity traded on The New York Stock Exchange or Nasdaq. (See "—Effect of Proposed Merger on the Notes," below). Prior to June 1, 2020, the Spansion Notes are exchangeable only under certain specified circumstances as described in the Spansion Notes Indenture. One such circumstance is that the Spansion Notes will be exchangeable during any fiscal quarter (and only during such fiscal quarter), if the closing sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than 130% of the exchange price on each applicable trading day. Such condition was met as of the last trading day of each of the Company's fiscal quarters ended June 30, 2019, September 29, 2019 and December 29, 2019 and, accordingly, the Spansion Notes were exchangeable at the option of their holders during the third and fourth quarters of fiscal 2019 and will be exchangeable during the first quarter of fiscal 2020. During the fiscal quarters ended September 29, 2019 and December 29, 2019, the Company received exchange notices representing an immaterial principal amount of Spansion Notes from holders. The Company paid cash to settle the principle balance, and delivered shares to settle the conversion premium related to the Spansion Notes. On November 1, 2017, the Company entered into a privately negotiated agreement to induce the extinguishment of a portion of the Spansion Notes. The Company paid the holders of the Spansion Notes cash for the aggregate principal of $128 million and delivered 17.3 million shares of common stock for the conversion spread. The Company recorded $4.3 million in loss on extinguishment, which included $1.2 million paid in cash as an inducement premium and a reduction in additional paid-in capital of $290.6 million towards the deemed repurchase of the equity component of the notes. The loss on extinguishment is recorded in "Other income (expense), net" in the Consolidated Statement of Operations. See Note 15 , Other Income (Expense), Net, of the Notes to Consolidated Financial Statements for further details. On March 7, 2018, the Company entered into a privately negotiated agreement to induce the extinguishment of $10 million of the remaining $22 million of Spansion Notes outstanding. The Company paid the holders of the Spansion Notes cash for the aggregate principal of $10 million and delivered 1.4 million shares of common stock for the conversion spread. The Company recorded $0.2 million in loss on extinguishment and a reduction in additional paid-in capital of $25.7 million towards the deemed repurchase of the equity component of the notes. The loss on extinguishment was recorded in "Interest Expense" in the Consolidated Statements of Operations. The following table presents the interest expense recognized on the Spansion Notes during the fiscal years ended December 29, 2019 , December 30, 2018 , and December 31, 2017 (in thousands): Year Ended December 29, 2019 December 28, 2018 December 31, 2017 Contractual interest expense at 2% per annum $ 242 $ 242 $ 2,880 Accretion of debt discount 329 329 3,149 Total $ 571 $ 571 $ 6,029 The Spansion Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 28, 2018 Equity component (1) $ 22,971 $ 22,971 Liability component: Principal $ 11,984 $ 11,990 Less debt discount, net (2) (223 ) (552 ) Net carrying amount $ 11,761 $ 11,438 (1) Included on the consolidated balance sheets within additional paid-in-capital (2) Included on the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the Spansion Notes. 4.5% Convertible Senior Notes due 2022 On June 23, 2016, the Company issued, at face value, $287.5 million of 4.5% Convertible Senior Notes due 2022 (the " 2022 Notes") in a private placement to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended. The 2022 Notes are governed by an Indenture ("2022 Notes Indenture"), dated June 23, 2016, between the Company and U.S. Bank National Association, as Trustee. The 2022 Notes will mature on January 15, 2022 , unless earlier repurchased or converted, and bear interest of 4.5% per year payable semi-annually in arrears on January 15 and July 15, commencing on January 15, 2017. The 4.5% 2022 Senior Exchangeable Notes may be due and payable immediately in certain events of default. The 2022 Notes are convertible at an initial conversion rate of 74.1372 shares of common stock per $1,000 principal amount of the 2022 Notes (equivalent to an initial conversion price of approximately $13.49 per share) subject to adjustments upon the occurrence of certain events, including anti-dilutive issuances and, in certain circumstances, a make-whole adjustment upon a fundamental change. Pursuant to the terms of the 2022 Notes Indenture, a fundamental change includes a change in control, liquidation, consolidation, or merger of the Company or a delisting of the Company's stock (see "—Effect of Proposed Merger on the Notes," below). Prior to October 15, 2021, the 2022 Notes are convertible only under certain specified circumstances as described in the 2022 Notes Indenture. One such circumstance is that the 2022 Notes will be convertible during any fiscal quarter (and only during such fiscal quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day. Such condition was met as of the last trading day of each of the Company's fiscal quarters ended June 30, 2019, September 29, 2019 and December 29, 2019 and, accordingly, the 2022 Notes were convertible at the option of their holders during the third and fourth quarters of fiscal 2019 and will be convertible during the first quarter of fiscal 2020. During the fiscal quarters ended September 29, 2019 and December 29, 2019, the Company received conversion notices representing an immaterial principal amount of 2022 Notes from holders. The Company paid cash to settle the principle balance, and delivered shares to settle the conversion premium related to the 2022 Notes. Upon conversion, the Company may pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. If the Company satisfies its conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of its common stock, the amount of cash and shares of common stock, if any, due upon conversion will be based on a pre-defined conversion value. Accordingly, the Company continued to classify the 2022 Notes as long-term debt on the Consolidated Balance Sheets as of December 29, 2019 . It is the Company’s intent that upon conversion, the Company would pay the holders of the 2022 Notes cash for an amount up to the aggregate principal amount of the 2022 Notes. If the conversion value exceeds the principal amount, the Company intends to deliver shares of its common stock in respect to the remainder of its conversion obligation in excess of the aggregate principal amount ("conversion spread"). Accordingly, for the purposes of calculating diluted earnings per share, there would be no adjustment to the numerator in the net income per common share computation for the portion of the 2022 Notes intended to be settled in cash. The conversion spread will be included in the denominator for the computation of diluted net income per common share, using the treasury stock method. At the debt issuance date, the 2022 Notes, net of issuance costs, consisted of the following (in thousands): June 23, 2016 Liability component Principal $ 238,338 Less: Issuance cost (7,158 ) Net carrying amount $ 231,180 Equity component Allocated amount $ 49,163 Less: Issuance cost (1,477 ) Net carrying amount $ 47,686 Exchangeable Notes, net of issuance costs $ 278,866 The following table includes total interest expense related to the 2022 Notes recognized during the fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 (in thousands): Year ended December 29, 2019 December 30, 2018 December 31, 2017 Contractual interest expense $ 12,902 $ 12,902 $ 13,009 Amortization of debt issuance costs 1,278 1,278 1,289 Accretion of debt discount 8,811 8,811 8,885 Total $ 22,991 $ 22,991 $ 23,183 The 2022 Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 30, 2018 Equity component (1) $ 47,686 $ 47,686 Liability component: Principal $ 287,495 $ 287,500 Less debt discount and debt issuance costs, net (2) (20,685 ) (30,774 ) Net carrying amount $ 266,810 $ 256,726 (1) Included in the consolidated balance sheets within additional paid-in-capital (2) Included in the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the 2022 Notes. Capped Calls, 4.5% Convertible Senior Notes due 2022 In connection with the issuance of the 4.5% Convertible Senior Notes, the Company entered into capped call transactions with certain bank counterparties to reduce the risk of potential dilution of the Company’s common stock upon the exchange of the 4.5% Convertible Senior Notes. The capped call transactions have an initial strike price of approximately $13.49 and an initial cap price of approximately $15.27 , in each case, subject to adjustment. The capped calls are intended to reduce the potential dilution and/or offset any cash payments the Company is required to make upon conversion of the 4.5% Convertible Senior Notes if the market price of the Company's common stock is above the strike price of the capped calls. If, however, the market price of the Company’s common stock is greater than the cap price of the capped calls, there would be dilution and/or no offset of such potential cash payments, as applicable, to the extent the market price of the common stock exceeds the cap price. The capped calls expire in January 2022. 2.0% Convertible Senior Notes due 2023 On November 6, 2017, the Company, issued at face value, $150.0 million of 2.0% Convertible Senior Notes due 2023 (the " 2023 Notes ") in a private placement to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended. The 2023 Notes are governed by an Indenture ("2017 Indenture"), dated November 6, 2017, between the Company and U.S. Bank National Association, as Trustee. The 2023 Notes will mature on February 1, 2023 unless earlier repurchased or converted, and bear interest of 2% per year payable semi-annually in arrears on February 1 and August 1, commencing on February 1, 2018. The 2023 Notes may be due and payable immediately in certain events of default. The 2023 Notes are convertible at an initial exchange rate of 46.7099 shares of common stock per $1,000 principal amount of the 2023 Notes (equivalent to an initial exchange price of approximately $21.41 per share) subject to adjustments upon the occurrence of certain events, including anti-dilutive issuances and, in certain circumstances, a make-whole adjustment upon a fundamental change. A fundamental change includes a change in control, delisting of the Company’s stock, and liquidation, consolidation, or merger of the Company (see "—Effect of Proposed Merger on the Notes," below). Prior to November 1, 2022, the 2023 Notes are convertible only under certain specified circumstances as described in the 2017 Indenture. On or after November 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2023 Notes will be convertible in multiples of $1,000 principal amount regardless of the foregoing circumstances. Upon conversion, the Company may pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. If the Company satisfies its conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of its common stock, the amount of cash and shares of common stock, if any, due upon conversion will be based on a pre-defined conversion value. It is the Company’s intent that upon conversion, the Company would pay the holders of the 2023 Notes cash for an amount up to the aggregate principal amount of the Notes. If the conversion value exceeds the principal amount, the Company intends to deliver shares of its common stock in respect to the remainder of its conversion obligation in excess of the aggregate principal amount ("conversion spread"). Accordingly, for the purposes of calculating diluted earnings per share, there would be no adjustment to the numerator in the net income per common share computation for the portion of the Notes that are intended to be cash settled. The conversion spread will be included in the denominator for the computation of diluted net income per common share, using the treasury stock method. In accordance with ASC 470-20, Debt with Conversion and Other Options, the Company separated the 2023 Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the estimated fair value of a similar liability that does not have an associated convertible feature. Such amount was based on the contractual cash flows discounted at an appropriate market rate for non-convertible debt at the date of issuance, which was determined to be 89.7% of the par value of the 2023 Notes or $134.6 million . The carrying amount of the equity component of $15.5 million representing the conversion option was determined by deducting the fair value of the liability component from the face value of the 2023 Notes as a whole. The excess of the principal amount of the liability component over its carrying amount ("debt discount") is accreted to interest expense over the term of the 2023 Notes using the effective interest method. The equity component is not re-measured as long as it continues to meet the conditions for equity classification. The Company incurred transaction costs of approximately $4.1 million relating to the issuance of the 2023 Notes . The transaction costs of $4.1 million include $3.4 million of financing fees paid to the initial purchasers of the 2023 Notes , and other estimated offering expenses payable by the Company. In accounting for these costs, the Company allocated the costs of the offering in proportion to the fair value of the debt and equity recognized in accordance with the accounting standards. The transaction costs allocated to the debt component of approximately $3.7 million are being amortized as interest expense over the term of the 2023 Notes using the effective yield method. The transaction costs allocated to the equity component of approximately $0.4 million were recorded as a reduction of additional paid-in-capital. At the debt issuance date, the 2023 Notes, net of issuance costs, consisted of the following (in thousands): November 6, 2017 Liability component Principal $ 134,550 Less: Issuance cost (3,678 ) Net carrying amount $ 130,872 Equity component Allocated amount $ 15,450 Less: Issuance cost (422 ) Net carrying amount $ 15,028 Exchangeable Notes, net of issuance costs $ 145,900 The following table includes total interest expense related to the 2023 Notes recognized during the fiscal years ended December 29, 2019 , December 30, 2018 , and December 31, 2017 (in thousands): Year ended December 29, 2019 December 30, 2018 December 31, 2017 Contractual interest expense $ 2,992 $ 2,992 $ 452 Amortization of debt issuance costs 701 700 106 Accretion of debt discount 2,940 2,940 444 Total $ 6,633 $ 6,632 $ 1,002 The 2023 Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 30, 2018 Equity component (1) $ 15,028 $ 15,028 Liability component: Principal $ 150,000 $ 150,000 Less debt discount and debt issuance costs, net (2) (11,301 ) (14,943 ) Net carrying amount $ 138,699 $ 135,057 (1) Included in the consolidated balance sheets within additional paid-in-capital (2) Included in the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the 2023 Notes . Effect of Proposed Merger on the Notes The proposed Merger will constitute a “fundamental change” (as defined in each of the indentures governing the Spansion Notes, 2022 Notes and 2023 Notes). As a result, holders of the Spansion Notes, 2022 Notes and 2023 Notes will be entitled to either (a) convert or exchange such holder's notes based on the applicable conversion or exchange rate for such notes in effect on the applicable exchange date or conversion date (as increased by additional make-whole shares to the extent such notes are converted after the Effective Time and prior to the Fundamental Change Repurchase Date (as defined in the applicable indenture)) or (b) require the surviving corporation to repurchase that holder's notes (or any portion of principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof) of the applicable series for cash on a date specified by the surviving corporation in accordance with the applicable indenture at a purchase price of 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the Fundamental Change Repurchase Date (as defined in the applicable indenture). Alternatively, holders of Cypress's outstanding exchangeable or convertible notes can continue to hold such notes, which, following the Effective Time, will (at such times as conversion or exchange is permitted by the applicable indenture) be convertible or exchangeable only into an amount of cash equal to $23.85 per share multiplied by the applicable exchange or conversion rate as described above. Future Debt Payments The future scheduled principal payments for the Company's outstanding debt as of December 29, 2019 were as follows (in thousands): Fiscal Year Total 2020 (1) $ 11,993 2021 300,000 2022 (1) 287,486 2023 150,000 Total (excluding finance leases) $ 749,479 Finance lease liabilities 9,153 Total Debt $ 758,632 (1) The future principal payments of the Spansion Notes and the 2022 Notes are presented in the above table based on scheduled due dates. Such notes have become exchangeable or convertible (as applicable) at the option of their holders during the third and fourth quarters of fiscal 2019. |
LEASES
LEASES | 12 Months Ended |
Dec. 29, 2019 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating and finance leases for corporate offices, research and development facilities, and certain equipment. The Company's leases have remaining lease terms of 1 year to 8 years , some of which include options to extend the leases for up to 5 years , and some of which include options to terminate the leases within the lease terms. Supplemental balance sheet information related to leases was as follows (in thousands): As of December 29, 2019 Finance Leases Property and equipment, at cost $ 9,583 Accumulated depreciation (1,924 ) Property and equipment, net $ 7,659 Finance leases included in current portion of long-term debt $ 1,854 Finance leases included in revolving credit facility and long-term portion of debt 7,299 Total finance lease liabilities $ 9,153 Operating Leases Operating lease right-of-use assets $ 42,941 Operating leases included in other current liabilities 13,692 Operating leases included in other long-term liabilities 30,912 Total operating lease liabilities $ 44,604 The component of lease costs was as follows (in thousands): Year Ended December 29, 2019 Lease cost Finance lease cost Amortization of right-of-use assets $ 1,700 Interest on lease liabilities 394 Operating lease cost 15,928 Short-term lease cost 605 Variable lease cost 1,886 Total lease cost $ 20,513 Other information related to leases were as follows: Year Ended December 29, 2019 Cash paid for amounts included in the measurement of lease liabilities (In thousands) Operating cash flows from finance leases $ 394 Operating cash flows from operating leases $ 11,732 Financing cash flows from finance leases $ 1,730 Weighted-average remaining lease term (in years): December 29, 2019 Finance leases 4.92 Operating leases 5.32 Weighted-average discount rate: Finance leases 3.99 % Operating leases 6.89 % As of December 29, 2019 , the maturities of the Company's lease liabilities are as follows: Operating lease liabilities Finance lease liabilities Fiscal Year (In thousands) 2020 $ 16,244 $ 2,196 2021 9,055 2,189 2022 6,894 2,191 2023 4,734 2,069 2024 5,211 514 Thereafter 13,461 922 Total undiscounted future cash flows $ 55,599 $ 10,081 Less: Imputed interest $ 10,995 $ 928 Present value of undiscounted future cash flows $ 44,604 $ 9,153 Presentation on statement of financial position Current $ 13,692 $ 1,854 Non-current $ 30,912 $ 7,299 As of December 30, 2018, future minimum lease payments under non-cancelable operating leases were as follows: Fiscal Year (In thousands) 2019 $ 29,315 2020 12,860 2021 8,176 2022 6,241 2023 $ 2,476 Thereafter 3,808 Total $ 62,876 Operating lease expense was $13.7 million and $12.7 million for the years ended December 30, 2018 and December 31 2017, respectively, under Topic 840. As of December 29, 2019 , there was no restructuring accrual balances related to operating facility leases. As of December 30, 2018 , restructuring accrual balances related to operating facility leases was $ 14.3 million |
LEASES | LEASES The Company has operating and finance leases for corporate offices, research and development facilities, and certain equipment. The Company's leases have remaining lease terms of 1 year to 8 years , some of which include options to extend the leases for up to 5 years , and some of which include options to terminate the leases within the lease terms. Supplemental balance sheet information related to leases was as follows (in thousands): As of December 29, 2019 Finance Leases Property and equipment, at cost $ 9,583 Accumulated depreciation (1,924 ) Property and equipment, net $ 7,659 Finance leases included in current portion of long-term debt $ 1,854 Finance leases included in revolving credit facility and long-term portion of debt 7,299 Total finance lease liabilities $ 9,153 Operating Leases Operating lease right-of-use assets $ 42,941 Operating leases included in other current liabilities 13,692 Operating leases included in other long-term liabilities 30,912 Total operating lease liabilities $ 44,604 The component of lease costs was as follows (in thousands): Year Ended December 29, 2019 Lease cost Finance lease cost Amortization of right-of-use assets $ 1,700 Interest on lease liabilities 394 Operating lease cost 15,928 Short-term lease cost 605 Variable lease cost 1,886 Total lease cost $ 20,513 Other information related to leases were as follows: Year Ended December 29, 2019 Cash paid for amounts included in the measurement of lease liabilities (In thousands) Operating cash flows from finance leases $ 394 Operating cash flows from operating leases $ 11,732 Financing cash flows from finance leases $ 1,730 Weighted-average remaining lease term (in years): December 29, 2019 Finance leases 4.92 Operating leases 5.32 Weighted-average discount rate: Finance leases 3.99 % Operating leases 6.89 % As of December 29, 2019 , the maturities of the Company's lease liabilities are as follows: Operating lease liabilities Finance lease liabilities Fiscal Year (In thousands) 2020 $ 16,244 $ 2,196 2021 9,055 2,189 2022 6,894 2,191 2023 4,734 2,069 2024 5,211 514 Thereafter 13,461 922 Total undiscounted future cash flows $ 55,599 $ 10,081 Less: Imputed interest $ 10,995 $ 928 Present value of undiscounted future cash flows $ 44,604 $ 9,153 Presentation on statement of financial position Current $ 13,692 $ 1,854 Non-current $ 30,912 $ 7,299 As of December 30, 2018, future minimum lease payments under non-cancelable operating leases were as follows: Fiscal Year (In thousands) 2019 $ 29,315 2020 12,860 2021 8,176 2022 6,241 2023 $ 2,476 Thereafter 3,808 Total $ 62,876 Operating lease expense was $13.7 million and $12.7 million for the years ended December 30, 2018 and December 31 2017, respectively, under Topic 840. As of December 29, 2019 , there was no restructuring accrual balances related to operating facility leases. As of December 30, 2018 , restructuring accrual balances related to operating facility leases was $ 14.3 million |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 12 Months Ended |
Dec. 29, 2019 | |
Equity [Abstract] | |
EQUITY TRANSACTIONS | EQUITY TRANSACTIONS $450 million Stock Buyback Program On October 20, 2015, the Company’s Board authorized a $450 million stock buyback program. The program allows the Company to purchase its common stock or enter into equity derivative transactions related to its common stock. The timing and actual amount expended with the authorized funds will depend on a variety of factors including the market price of the Company’s common stock, regulatory, legal, and contractual requirements, alternative uses of cash, availability of on shore cash and other market factors. The program does not obligate the Company to repurchase any particular amount of common stock and may be modified or suspended at any time at the Company’s discretion. Under the program through the end of fiscal 2018, the Company used $274.1 million to repurchase 31.8 million shares at an average price of $8.62 . No open market repurchases were made during fiscal 2019. Yield Enhancement Program In fiscal 2009, the Audit Committee approved a yield enhancement strategy intended to improve the yield on the Company’s available cash. As part of this program, the Audit Committee authorized the Company to enter into short-term yield enhanced structured agreements, typically with maturities of 90 days or less, correlated to the Company’s stock price. Under the agreements that the Company has entered into to date, it pays a fixed sum of cash upon execution of an agreement in exchange for the financial institution’s obligations to pay either a pre-determined amount of cash or shares of the Company’s common stock depending on the closing market price of the Company’s common stock on the expiration date of the agreement. Upon expiration of each agreement, if the closing market price of the Company’s common stock is above the pre-determined price, the Company will have its cash investment returned plus a yield substantially above the yield currently available for short-term cash investments. If the closing market price is at or below the pre-determined price, the Company will receive the number of shares specified at the agreement’s inception. As the outcome of these arrangements is based entirely on the Company’s stock price and does not require the Company to deliver either shares or cash, other than the original investment, the entire transaction is recorded in equity. If the agreement is settled in shares, our initial investment is treated as a stock repurchase and counts against the $450 million stock repurchase authorization approved by the Board in October 2015. The Company had no activity related to yield enhanced structured agreements during fiscal 2017 or fiscal 2019. The following table summarizes the activity of the Company’s settled yield enhanced structured agreements during fiscal 2018: Aggregate Price Paid Total Number of Shares Received Upon Maturity Average Price Paid per Share Fiscal 2018: (in thousands, except per share amounts) Settled through issuance of common stock $ 3,262 250 $ 13 Total for fiscal 2018 $ 3,262 250 $ 13 . Dividends During fiscal 2019 , the Company paid total cash dividends of $160.9 million consisting of dividends of $0.11 per share of common stock paid in all four quarters of the fiscal year. On November 11, 2019, the Company’s Board declared a cash dividend of $0.11 per share payable to holders of record of the Company’s common stock at the close of business day on December 26, 2019. This cash dividend was paid on January 16, 2020 and totaled $41.0 million . During fiscal 2018 , the Company paid total cash dividends of $157.4 million , consisting of dividends of $0.11 per share of common stock paid in each of the quarters of the fiscal year. During fiscal 2017 , the Company paid total cash dividends of $144.7 million , consisting of dividends of $0.11 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 29, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED-PARTY TRANSACTIONS In the ordinary course of business, the Company purchases from, or sells to (a) entities for which one of the Company's directors or executive officers serves as a director or (b) entities over which the Company's directors or executive officers or their immediate family members are able, directly or indirectly, to exercise control or significant influence (collectively, "related parties"). For the indicated periods, the following table presents information on the Company's transactions with such entities occurring at a time when the entity was a related party of the Company. Year ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Total revenues $ 11,125 $ 224 $ 4,713 Total purchases $ 10,925 $ 12,995 $ 54,236 As of December 29, 2019 and December 30, 2018 , amounts due from these parties totaled $3.0 million and $0.1 million , respectively, and amounts due to these parties totaled $1.8 million and $1.9 million , respectively. |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 12 Months Ended |
Dec. 29, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET INCOME (LOSS) PER SHARE The following table sets forth the computation of basic and diluted net income (loss) per share: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands, except per-share amounts) Net Income (Loss) per Share—Basic: Net income (loss) attributable to Cypress for basic computation $ 40,428 $ 354,592 $ (80,915 ) Weighted-average common shares for basic computation 367,308 359,324 333,451 Net income (loss) per share—basic $ 0.11 $ 0.99 $ (0.24 ) Net income (loss) attributable to Cypress for diluted computation $ 40,428 $ 354,592 $ (80,915 ) Weighted-average common shares for basic computation 367,308 359,324 333,451 Effect of dilutive securities: Stock options, restricted stock units, ESPP purchase rights, convertible notes, and other 17,362 12,854 — Weighted-average common shares for diluted computation 384,670 372,178 333,451 Net income (loss) per share—diluted $ 0.11 $ 0.95 $ (0.24 ) The following securities calculated on a weighted average basis were excluded from the computation of diluted net income (loss) per share as their impact was anti-dilutive: Anti-Dilutive Securities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Stock options and restricted stock units 44 693 8,375 Convertible Notes 593 2,464 17,732 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 29, 2019 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Pension Plans The Company sponsors defined benefit pension plans covering employees in India, Japan, Philippines, South Korea, Taiwan and Thailand. The Company does not have defined-benefit pension plans for its United States-based employees. Pension plan benefits are based primarily on participants’ compensation and years of service credited as specified under the terms of each country’s plan. The funding policy is consistent with the local requirements of each country. As of December 29, 2019 and December 30, 2018 , projected benefit obligations, net of plan assets totaled $17.0 million and $13.4 million , respectively, and the fair value of plan assets was $3.6 million and $3.1 million , respectively. Cypress Incentive Plan The Company has an employee incentive plan, which provides for cash incentive payments to certain employees including all named executive officers. Payments under the plan are determined based upon certain performance measures, including the Company’s revenue and pre-bonus pre-tax profit margin as well as the achievement of strategic, operational and financial goals established for each employee. In December 2019, the Board approved accelerated payment of plan bonuses at their target levels to certain executives. The Company recorded total charges of approximately $42.1 million under the plan in fiscal 2019 . Deferred Compensation Plans The Company maintains deferred compensation plans, which provide certain key employees, including its executive management, with the ability to defer the receipt of compensation in order to accumulate funds for retirement on a tax-deferred basis. The Company does not make contributions to the deferred compensation plans or guarantee returns on the investments. Participant deferrals and investment gains and losses remain the Company’s assets and are subject to claims of general creditors. Under the deferred compensation plans, the assets are recorded at fair value in each reporting period with the offset being recorded in “Other income (expense), net.” The liabilities are recorded at fair value in each reporting period with the offset being recorded as an operating expense or income. As of December 29, 2019 and December 30, 2018 , the fair value of the assets was $48.3 million and $44.4 million , respectively, and the fair value of the liabilities was $48.3 million and $44.8 million , respectively. All non-cash expense and income recorded under the deferred compensation plans were included in the following line items in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Changes in fair value of assets recorded in: Other income (expense), net $ 7,991 $ (2,904 ) $ 6,087 Changes in fair value of liabilities recorded in: Cost of revenues (808 ) 168 (602 ) Research and development expenses (4,116 ) 971 (2,826 ) Selling, general and administrative expenses (4,120 ) 1,036 (3,936 ) Total expense, net $ (1,053 ) $ (729 ) $ (1,277 ) 401(k) Plan The Company sponsors a 401(k) plan which provides participating employees with an opportunity to accumulate funds for retirement on a tax deferred basis. Prior to December 31, 2018, the Company matched contributions equal to 50% of the first $2,000 that each employee contributed to the Plan for both pre-tax and Roth deferrals. Effective December 31, 2018, the Company increased the employer's matching contribution to 50% of the first $4,000 that each employee contributes to the Plan for both pre-tax and Roth deferrals. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 29, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The geographic distribution of income (loss) before income taxes and the components of income tax benefit (provision) are summarized below: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) United States loss $ (31,621 ) $ (98,546 ) $ (108,146 ) Foreign income 74,421 137,520 38,388 Income (loss) before income taxes 42,800 38,974 (69,758 ) Income tax benefit (provision): Current tax benefit (expense): Federal 43 (3,859 ) (1,358 ) State (15 ) (372 ) (125 ) Foreign (11,151 ) (20,498 ) (15,081 ) Total current tax benefit (expense) (11,123 ) (24,729 ) (16,564 ) Deferred tax benefit (expense): Federal 7,675 334,453 4,341 State 1,956 5,236 (67 ) Foreign (880 ) 658 1,133 Total deferred tax benefit (expense) 8,751 340,347 5,407 Income tax benefit (provision) $ (2,372 ) $ 315,618 $ (11,157 ) Income tax benefit (provision) differs from the amounts obtained by applying the statutory United States federal income tax rate to income (loss) before taxes as shown below: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Benefit (provision) at U.S. statutory rate (21% for 2019 and 2018, and 35% for 2017) $ (8,988 ) $ (8,185 ) $ 24,415 Valuation allowance release (excluding rate items below) — 363,057 — Foreign income at other than U.S. rates¹ (10,555 ) (16,447 ) (3,981 ) Future benefits not recognized (1,547 ) (4,475 ) 24,125 Goodwill and asset impairment (8,497 ) (26,478 ) — Reversal of previously accrued taxes 9,534 — 1,447 US taxes on foreign earnings¹ 3,280 (162 ) (67,422 ) State income taxes, net of federal benefit (742 ) (372 ) (192 ) Tax credit¹ 5,663 10,129 11,421 Stock based compensation¹ 6,196 181 — Legal entity restructuring¹ 3,961 1,607 — Meals and entertainment¹ (826 ) (375 ) (147 ) Other, net¹ 149 (2,862 ) (823 ) Income tax benefit (provision) $ (2,372 ) $ 315,618 $ (11,157 ) 1. Certain balances included on the Income tax benefit (provision) for prior periods have been reclassified to conform to the current period presentation. The components of deferred tax assets and liabilities were as follows: As of December 29, December 30, 2018 (In thousands) Deferred tax assets: Credits and net operating loss carryovers $ 393,121 $ 429,800 Reserves and accruals 100,349 82,990 Excess of book over tax depreciation 6,845 5,614 Deferred income 49,754 34,347 Total deferred tax assets 550,069 552,751 Less valuation allowance (176,005 ) (158,535 ) Deferred tax assets, net 374,064 394,216 Deferred tax liabilities: Foreign earnings and others (13,106 ) (7,396 ) Intangible assets arising from acquisitions (12,336 ) (47,141 ) Total deferred tax liabilities (25,442 ) (54,537 ) Net deferred tax assets $ 348,622 $ 339,679 The Company has the following tax loss and credit carryforwards available to offset future income tax liabilities: Carryforward Amount Expiration Date ($ in thousands) Federal net operating loss carryforward $ 722,572 2027-Indefinite Federal research credit carryforward $ 131,638 2020-2039 International foreign tax credit carryforward $ 8,941 2020-2023 State research credit carryforward $ 112,899 Indefinite State net operating loss carryforward $ 325,399 2020-2037 State research credit carryforward $ 3,191 2020-2038 The federal and state net operating loss carryforward is subject to limitations under Internal Revenue Code Section 382. The Company recorded an income tax expense of $2.4 million in 2019, an income tax benefit of $315.6 million in 2018, and an income tax expense of $11.2 million in 2017. The tax provision for 2019 was lower than the tax provision to be expected based on the federal statutory rate primarily due to deductions for stock-based compensation and generation of U.S. research tax credit. The income tax benefit for fiscal year 2018 is primarily attributable to the release of valuation allowance against certain U.S. deferred tax assets. A valuation allowance is established or maintained when, based on currently available information and other factors, it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company regularly assesses our valuation allowance against deferred tax assets on a jurisdiction by jurisdiction basis. The Company considers all available positive and negative evidence, including future reversals of temporary differences, projected future taxable income, tax planning strategies and recent financial results. During the fourth quarter of 2018, the Company emerged from a cumulative loss position over the previous three years. The cumulative three-year pre-tax income is considered positive evidence which is objective and verifiable and thus received significant weighting. The continued pattern of income before tax, the global restructuring executed in fiscal 2018 and projected future operating income in the U.S. provided additional positive evidence. As a result, the Company released $343.3 million of the valuation allowance attributable to certain U.S. deferred tax assets during 2018. Please refer to Schedule II for the adjustments to valuation allowance balances. As of December 29, 2019, for certain federal and state attributes, a valuation allowance of $176.0 million has been recorded for the portion that is not more likely than not to be realized. As of December 30, 2018, the Company released $343.3 million of the valuation allowance attributable to certain U.S. deferred tax assets and set up a valuation allowance of $158.5 million for the portion which was not more likely than not to be realized, based upon the Company’s evaluation at the time. The Company will continue to evaluate all evidence in future periods to determine if a further release of the valuation allowance is warranted. The Company’s global operations involve manufacturing, research and development, and selling activities. The Company’s operations outside the U.S. are in certain countries that impose a statutory tax rate lower than the U.S. The Company's foreign operations are subject to tax holidays in Malaysia and Thailand where it manufactures and designs certain products. These tax holidays are scheduled to expire at varying times within the next six years . The Company’s tax benefit of these tax holidays for the year ended December 29, 2019 had an insignificant impact on the tax provision and earnings per share. Unrecognized Tax Benefits (In thousands) Unrecognized tax benefits, as of January 1, 2017 $ 146,324 Decrease related to lapsing of statute of limitation (1,108 ) Increase based on tax positions related to current year 4,475 Increases in balances related to tax positions taken during prior periods 1,631 Decrease in balances due to the Tax Reform corporate tax rate change from 35% to 21% (36,087 ) Unrecognized tax benefits, as of December 31, 2017 $ 115,235 Decrease related to partial settlements with taxing authorities (358 ) Increase based on tax positions related to current year 4,270 Increases in balances related to tax positions taken during prior periods 2,729 Unrecognized tax benefits, as of December 30, 2018 $ 121,876 Decrease related to lapsing of statute of limitation (3,165 ) Decrease based on tax positions related to prior year — Increase based on tax positions related to current year 10,103 Increases in balances related to tax positions taken during prior periods 7,225 Unrecognized tax benefits, as of December 29, 2019 $ 136,039 Gross unrecognized tax benefits increased by $14.2 million during fiscal year 2019 , resulting in gross unrecognized tax benefits of $136.0 million as of December 29, 2019 . During fiscal year 2019 , the Company recognized $3.2 million of previously unrecognized tax benefits as a result of either the expiration of the statute of limitations for certain audit periods or settlement with taxing authorities. The Company recognized interest and penalties related to unrecognized tax benefits within the provision for income taxes line in the accompanying Consolidated Statements of Operations. The Company recognized approximately $2.7 million of expense related to interest and penalties in fiscal year 2019 . Accrued interest and penalties are included within other long-term liabilities in the Consolidated Balance Sheets. As of December 29, 2019 and December 30, 2018 , the combined amount of cumulative accrued interest and penalties was approximately $15.6 million and $13.0 million , respectively. As of December 29, 2019 and December 30, 2018 , the amount of unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate totaled $71.7 million and $65.8 million , respectively. Management believes events that could occur in the next 12 months and cause a material change in unrecognized tax benefits include, but are not limited to, the following: • completion of examinations by the U.S. or foreign taxing authorities; • expiration of statutes of limitations on the Company’s tax returns; and • resolution of competent authority claims. The calculation of unrecognized tax benefits involves dealing with uncertainties in the application of complex global tax regulations. The Company regularly assesses its tax positions in light of legislative, bilateral tax treaty, regulatory and judicial developments in the countries in which it does business. Given the uncertainty in the development of ongoing tax examinations and tax correspondence with taxing authorities, it is possible that the Company’s balance of gross unrecognized tax benefits could materially change in the next 12 months. As a result, the Company is unable to estimate the full range of possible adjustments to this balance. Classification of Interest and Penalties The Company's policy is to classify interest expense and penalties, if any, as components of income tax provision in the Consolidated Statements of Operations. As of December 29, 2019 , December 30, 2018 and December 31, 2017, the amount of accrued interest and penalties totaled $15.6 million , $13.0 million and $11.0 million , respectively. The Company recorded a charge or (benefit) from interest and penalties of $2.7 million , $2.4 million and $2.2 million during fiscal 2019 , 2018 and 2017 , respectively. Tax Examinations The following table summarizes the Company’s major tax jurisdictions and the tax years that remain subject to examination by such jurisdictions as of December 29, 2019 : Tax Jurisdictions Tax Years United States 2000 and onward California 2008 and onward Philippines 2014 and onward Israel 2014 and onward India 2004 and onward Thailand 2014 and onward Malaysia 2007 and onward Switzerland 2015 and onward Japan 2012 and onward Income tax examinations of the Company' subsidiaries in India, Malaysia, Philippines, Taiwan, Israel, and Germany are in progress. In addition, sales tax examinations in California and Texas are to be expected in fiscal year 2020. The Company does not believe the ultimate outcome of these examinations will result in a material increase to its tax liability. The Company has not provided the U.S. income taxes and foreign withholding taxes on a cumulative total of $23.6 million of undistributed earnings for non-U.S. subsidiaries as of December 29, 2019, because such earnings are intended to be indefinitely reinvested. Income taxes and foreign withholding taxes associated with these undistributed earnings are not significant. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 29, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Product Warranties The Company generally warrants its products against defects in materials and workmanship for a period of one year and that product warranty is generally limited to a refund of the original purchase price of the product or a replacement part. The Company estimates its warranty costs based upon its historical warranty claim experience. Warranty returns are recorded as an allowance for sales returns. The allowance for sales returns is reviewed quarterly to verify that it reflects the remaining obligations based on the anticipated returns over the balance of the obligation period. The following table presents the Company's warranty reserve activities: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Beginning balance $ 3,982 $ 4,445 $ 3,996 Provisions & prior warranty estimates 5,571 5,325 2,947 Settlements made (5,998 ) (5,788 ) (2,498 ) Ending balance $ 3,555 $ 3,982 $ 4,445 Contractual Obligations The Company has entered into agreements with certain vendors that include "take or pay" terms. Take or pay terms obligate the Company to purchase a minimum required amount of material or services or make specified payments in lieu of such purchase. The Company may not be able to consume minimum commitments under these take or pay terms, requiring payments to vendors, which may have a material adverse impact on the Company's Consolidated Statements of Operations. As of December 29, 2019, the Company had approximately $193.7 million in non-cancelable purchase obligations with suppliers. Litigation and Asserted Claims The Company is currently involved in various legal proceedings, claims, and disputes arising in the ordinary course of business, including intellectual property claims and other matters. Following the public announcement of the Merger Agreement, purported stockholders of the Company filed nine lawsuits against the Company and the members of our Board of Directors. Each of these suits has now been dismissed: Wang v. Cypress Semiconductor Corp. et al. , 19-cv-03855 (N.D. Cal., filed July 3, 2019; dismissed September 9, 2019); Wheby v. Cypress Semiconductor Corp. et al ., 19-cv-01267 (D. Del., filed July 8, 2019; dismissed December 16, 2019); Baxter v. Cypress Semiconductor Corp. et al ., 19-cv-03944 (N.D. Cal., filed July 9, 2019; dismissed October 4, 2019); Salpeter-Levy v. Cypress Semiconductor Corp. et al ., 19-cv-06369 (S.D.N.Y., filed July 10, 2019; dismissed September 13, 2019); Jeweltex Mfg. Inc. Ret. Plan v. Cypress Semiconductor Corp. et al ., 19-cv-03978 (N.D. Cal., filed July 11, 2019; dismissed October 8, 2019); Hatt v. Cypress Semiconductor Corp. et al ., 19-cv-15400 (D.N.J., filed July 15, 2019; dismissed October 16, 2019); Starosciak v. Cypress Semiconductor Corporation et al. , 19-cv-01315 (D. Del., filed on July 16, 2019, dismissed February 3, 2020); Fredericks v. Cypress Semiconductor Corporation et al. , 19-cv-04139 (N.D. Cal., filed on July 18, 2019; dismissed September 18, 2019); and Nozawa v. Cypress Semiconductor Corporation et al. , 19-cv-06821 (S.D.N.Y., filed on July 23, 2019; dismissed October 3, 2019). Wheby, Nazawa, and Baxter were purported class actions. Eight of the complaints contended, among other things, that the Company’s preliminary proxy statement on Schedule 14A, filed July 2, 2019, misstated or failed to disclose certain allegedly material information in violation of federal securities laws (and one complaint, Fredericks, alleged similar theories based on the Company’s definitive proxy statement on Schedule 14A, filed July 16, 2019). Each complaint sought equitable relief, including an injunction of the Merger, among other remedies. Six of the nine complaints were voluntarily dismissed by their respective plaintiffs with prejudice (which means they cannot be refiled), Hatt and Wheby were voluntarily dismissed by their respective plaintiffs without prejudice, and Starosciak was dismissed by order of the court. Plaintiffs in the dismissed cases reserved the right to file motions for "mootness fees." On September 23, 2019, a patent infringement lawsuit was filed by Bandspeed LLC (Case No. 19-cv-00936, W.D. Tex.) against the Company, alleging infringement of eight patents and seeking an unspecified amount of damages and an award of attorneys’ fees and costs. On October 4, 2019, a patent infringement lawsuit was filed by Sentient Sensors, LLC (Case No. 19-cv-01868, D. Del.) against the Company, alleging infringement of a single patent and seeking an unspecified amount of damages, declaratory relief, injunctive relief, and an award of attorneys’ fees and costs. On November 25, 2019, a lawsuit was filed by Fujitsu Electronics Inc. (“FEI”) against the Company in Santa Clara County Superior Court (Case No. 19-cv-359055), alleging that the Company’s termination of a distribution agreement with FEI was improper. FEI seeks an unspecified amount of damages and an award of attorneys’ fees and costs. On December 20, 2019, a patent infringement lawsuit was filed by Innovative Foundry Technologies LLC (Case No. 19-cv-00719, W.D. Tex.) against the Company, alleging infringement of four patents and seeking an unspecified amount of damages and an award of attorneys’ fees and costs. On January 9, 2020, the Company filed a lawsuit against Fujitsu Semiconductor Limited (“FSL”, Case No. 20-cv-00193 (N.D. Cal.)), seeking an injunction to preserve photomasks utilized at foundries formerly owned by FSL while the parties determine ownership and rights to the photomasks. For many legal matters, particularly those in early stages, the Company cannot reasonably estimate the possible loss (or range of loss), if any. The Company records an accrual for legal matters at the time or times it determines that a loss is both probable and reasonably estimable. Amounts accrued as of December 29, 2019 were not material. Regarding matters for which no accrual has been made (including the potential for losses in excess of amounts accrued), the Company currently believes, based on its own investigations, that any losses (or ranges of losses) that are reasonably possible and estimable will not, in the aggregate, have a material adverse effect on its financial position, results of operations, or cash flows. However, the ultimate outcome of legal proceedings involves judgments, estimates, and inherent uncertainties and cannot be predicted with certainty. Should the ultimate outcome of any legal matter be unfavorable, the Company's business, financial condition, results of operations, or cash flows could be materially and adversely affected. The Company may also incur substantial legal fees, which are expensed as incurred, in defending against legal claims. Indemnification Obligations The Company is a party to a variety of agreements pursuant to which it may be obligated to indemnify other parties to such agreements with respect to certain matters. Typically, these obligations arise in the context of contracts that the Company has entered into, under which the Company customarily agrees to hold the other party harmless against losses arising from a breach of representations and covenants or terms and conditions related to such matters as the sale and/or delivery of its products, title to assets sold, certain intellectual property claims, defective products, specified environmental matters and certain income taxes. With respect to the sale of a manufacturing facility or subsidiary business, such indemnification may also cover tax matters and the Company's management of the facility or business prior to the sale. In the foregoing circumstances, payment by the Company is customarily conditioned on the other party making a claim pursuant to the procedures specified in the particular contract, which procedures typically allow the Company to challenge the other party’s claims and vigorously defend itself and the other party against related third-party claims. Further, the Company's obligations under these agreements may be limited in terms of time, amount or the scope of its responsibility and in some instances, the Company may have recourse against third parties for certain payments made under these agreements. It is not possible to predict the maximum potential amount of future payments under these agreements due to the conditional nature of the Company's obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments the Company has made under these agreements have not had a material effect on the Company’s business, financial condition or results of operations. As of December 29, 2019 , management believes that if the Company were to incur a loss (in excess of amounts already recognized) in any of these matters, such loss would not have a material effect on its business, financial condition, cash flows or results of operations, though there can be no assurance in this regard. |
SEGMENT, GEOGRAPHICAL AND CUSTO
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION | 12 Months Ended |
Dec. 29, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION | SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION Segment Information The Company designs, manufactures and sells advanced embedded system solutions for IoT, automotive, industrial, and consumer applications. Operating segments are identified as components of an enterprise for which separate discrete financial information is available for evaluation by the chief operating decision-maker ("CODM"), or decision-making group, in making decisions on how to allocate resources and assess performance. The CODM is considered to be the Chief Executive Officer. The Company's segments are its Microcontroller and Connectivity Division (or MCD) and its Memory Products Division (or MPD). Income Before Income Taxes: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Microcontroller and Connectivity Division $ 170,891 $ 149,347 $ 56,314 Memory Products Division 261,914 375,123 279,129 Unallocated items: Stock-based compensation expense (105,982 ) (95,965 ) (91,581 ) Restructuring charges, including executive severance (3,006 ) (16,842 ) (9,088 ) Reimbursement payment in connection with the cooperation — — (3,500 ) Amortization of intangibles and other acquisition-related costs (206,912 ) (218,149 ) (204,448 ) Merger-related expenses (12,754 ) — — Impairment related to assets held for sale — (76,590 ) — Loss on sale of NAND business to joint venture (1,534 ) — — Loss on extinguishment of debt (6,417 ) (5,169 ) (7,246 ) Imputed interest on convertible debt, equity component amortization on convertible debt, and amortization of debt issuance cost (15,750 ) (19,947 ) (20,538 ) Gain on divestiture — — 1,245 Changes in value of deferred compensation plan (1,053 ) (728 ) (1,277 ) Gain on sale of cost method investment — 1,521 — Impact of purchase accounting and other adjustments (711 ) 3,982 3,136 Income (loss) from operations before income taxes $ 78,686 $ 96,583 $ 2,146 The Company does not allocate stock-based compensation, changes in value of deferred compensation plan, amortization of intangible assets, merger-related expenses, imputed interest on convertible debt, amortization of debt issuance cost, restructuring charges, loss on extinguishment of debt, loss on assets held for sale, and impact of purchase accounting, interest income and other, and interest expense to its segments. The Company excludes these items consistent with the manner in which it internally evaluates its results of operations. Geographical Information Property, plant and equipment, net, by geographic locations were as follows: As of December 29, 2019 December 30, 2018 (In thousands) United States $ 156,174 $ 173,973 Philippines 31,036 33,413 Thailand 30,103 34,581 Japan 10,012 11,251 Other 31,423 29,768 Total property, plant and equipment, net $ 258,748 $ 282,986 The Company tracks its assets by physical location. Although management reviews asset information on a corporate level and allocates depreciation expense by segment, the Company's CODM does not review asset information on a segment basis. Customer Information Outstanding accounts receivable from one of the Company's distributors, accounted for 15% and 25% of its consolidated accounts receivable as of December 29, 2019 and December 30, 2018 , respectively. Revenue generated through two of the Company's distributors, accounted for 16% and 10% , respectively, of the Company's consolidated revenues for fiscal 2019 . Revenue generated through two of the Company's distributors, accounted for 18% and 14% , respectively, of the Company's consolidated revenues for fiscal 2018 . Revenue generated through two of the Company's distributors accounted for 20% and 13% of the Company's consolidated revenues for fiscal 2017 |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 29, 2019 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS Balance at Additions Charged to Deductions Credited to Expenses or Other Accounts Balance at (In thousands) Allowance for doubtful accounts receivable: Year ended December 29, 2019 $ 904 $ — $ (2 ) $ 902 Year ended December 30, 2018 $ 1,028 $ — $ (124 ) $ 904 Year ended December 31, 2017 $ 1,028 $ — $ — $ 1,028 Deferred tax valuation allowance Year ended December 29, 2019 $ 158,535 $ 17,469 $ — $ 176,004 Year ended December 30, 2018 $ 513,191 $ — $ (354,656 ) (1) $ 158,535 Year ended December 31, 2017 $ 445,030 $ 68,161 $ — $ 513,191 (1) Includes the 2018 change in valuation allowance previously recorded primarily related to certain federal and state deferred tax assets of $343.3 million that management has determined more likely than not to be realized. |
DESCRIPTION OF BUSINESS AND S_2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 29, 2019 | |
Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The Company reports on a fiscal-year basis. The Company ends its quarters on the Sunday closest to the end of the applicable calendar quarter, except in a 53-week fiscal year, in which case the additional week falls into the fourth quarter of that fiscal year. Fiscal 2019 ended on December 29, 2019 , fiscal 2018 ended on December 30, 2018 and fiscal 2017 ended on December 31, 2017 . Fiscal years 2019, 2018 and 2017 each contained 52 weeks. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of Cypress and all of its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Cash Equivalents and Investments | Cash Equivalents and Investments Highly liquid investments with original or remaining maturities of ninety days or less at the date of purchase are considered cash equivalents. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk are cash and cash equivalents, foreign exchange hedges, interest rate swap obligations, trade accounts receivable and the capped calls. The Company’s investment policy requires cash and debt investments to be placed with high-credit quality institutions and limits the amount of credit exposure with any one issuer. The Company performs ongoing credit evaluations of its customers’ financial condition whenever deemed necessary and generally does not require collateral. The Company mitigates its risk that its counterparties for hedging transactions may be unable to meet the terms of the transactions. The Company mitigates this risk by diversifying and limiting its counterparties to major financial institutions. |
Inventories | Inventories Inventories are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or net realizable value. The Company writes down its inventories which have become obsolete or are in excess of anticipated demand or net realizable value. |
Long-Lived Assets | Long-Lived Assets Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is computed for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. Leasehold improvements and leasehold interests are amortized over the shorter of the estimated useful lives of the assets or the remaining term of the lease. Estimated useful lives are as follows: Equipment 3 to 10 years Buildings and leasehold improvements 5 to 20 years Furniture and fixtures 3 to 7 years The Company evaluates its long-lived assets, including property, plant and equipment and intangible assets with finite lives, for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. Factors considered important that could result in an impairment review include significant underperformance relative to expected historical or projected future operating results, significant changes in the manner of use of assets, significant negative industry or economic trends, and a significant decline in the Company’s stock price for a sustained period of time. Impairment is recognized based on the difference between the estimated fair value of the asset and its carrying value. Estimated fair value is generally measured based on quoted market prices, if available, appraisals or discounted cash flow analysis. |
Leases | Leases The Company applies the guidance in Accounting Standards Codification ("ASC") Topic 842 to individual leases of assets. When the Company receives substantially all of the economic benefits from and directs the use of specified property, plant and equipment, transactions give rise to leases. The Company’s classes of assets include real estate leases and equipment leases. Operating leases are included in operating lease right-of-use ("ROU") assets, other current liabilities, and operating lease liabilities in the Company's consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Finance leases are included in property and equipment, current portion of long-term debt, revolving credit facility and long-term portion of debt in the Company's consolidated balance sheets. The Company has elected the practical expedient within ASC Topic 842 to not separate lease and non-lease components within lease transactions for all classes of assets. Additionally, the Company has elected the short-term lease exception for all classes of assets, does not apply the recognition requirements for leases of 12 months or less, and recognizes lease payments for short-term leases as expense either straight-line over the lease term or as incurred depending on whether the lease payments are fixed or variable. These elections are applied consistently for all leases. The Company subleases certain portions of buildings and land subject to operating leases. The terms and conditions of the subleases are commensurate with the terms and conditions within the original operating leases. The terms of the subleases range from one to eight years, payments are fixed within the contracts, and there are no residual value guarantees or other restrictions or covenants in the leases. When discount rates implicit in leases cannot be readily determined, the Company uses the applicable incremental borrowing rate at lease commencement to perform lease classification tests on lease components and to measure lease liabilities and ROU assets. The incremental borrowing rate used by the Company was based on baseline rates and adjusted by the credit spreads commensurate with the Company’s secured borrowing rate, over a similar lease term in an economic environment of the applicable country or region. At each reporting period when there is a new lease initiated, the rates established for that quarter are used. |
Assets Held for Sale | Assets Held for Sale The Company considers assets to be held for sale when management approves and commits to a plan to dispose of an asset or group of assets. Assets held for sale are recorded initially at the lower of carrying value or estimated fair value, less estimated costs to sell. Upon designation as an asset held for sale, the Company stops recording depreciation and amortization expense on such assets. Costs to sell a disposal group include incremental direct costs to transact the sale and represent the costs that result directly from and are essential to a sale transaction that would not have been incurred by the entity had the decision to sell not been made. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill and other intangible assets with indefinite lives are not amortized but are tested for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company assesses goodwill for impairment on an annual basis on the first day of the fourth quarter of the fiscal year and if certain events or circumstances indicate that an impairment loss may have been incurred, on an interim basis. The Company first considers qualitative factors to determine whether it is necessary to perform further assessment of goodwill impairment. If the Company believes, as a result of its qualitative assessment, that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, the quantitative impairment test is required. Otherwise, no further testing is required. See Note 5 , Goodwill, of the Notes to Consolidated Financial Statements for more information. |
Convertible debt | Convertible debt In accounting for each series of Senior Exchangeable or Convertible Notes (as described in Note 16 , Debt, of the Notes to Consolidated Financial Statements) at issuance, the Company separated the Notes into debt and equity components according to accounting standards codification ("ASC") 470-20 for convertible debt instruments that may be fully or partially settled in cash upon conversion. The carrying amount of the debt component, which approximates its fair value, was estimated by using an interest rate for non-convertible debt, with terms similar to the Notes. The excess of the principal amount of the Notes over the fair value of the debt component was recorded as a debt discount and a corresponding increase in additional paid-in capital. The debt discount is accreted to the carrying value of the Notes over their term as interest expense using the effective interest method. In accounting for the transaction costs incurred relating to issuance of the Notes, the Company allocated the costs of the offering in proportion to the fair value of the debt and equity recognized in accordance with the accounting standards. The transaction costs allocated to the debt are being amortized as interest expense over the term of the Notes. The fair value of debt immediately prior to its derecognition is calculated based on the remaining expected life of the debt instrument and an updated current non-convertible debt rate assumption. The gain or loss on extinguishment equaling the difference between the calculated fair value of the debt immediately prior to its derecognition and the carrying amount of the debt components, including the remaining unamortized debt discount, is recorded in the Consolidated Statements of Operations. The remainder of the consideration relates to the reacquisition of the equity component and is recorded as an adjustment to additional paid-in-capital. In accounting for the cost of the capped call transaction entered into in connection with the issuance of the 4.5% |
Revenue Recognition | Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Sales of products with alternative use account for the majority of the Company's revenue and are recognized at a point in time. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and that are collected by the Company from a customer and deposited with the relevant government authority are excluded from revenue. The Company's revenue arrangements do not contain significant financing components. Revenue is recognized over a period of time when it is assessed that performance obligations are satisfied over a period rather than at a point in time. When any of the following criteria is fulfilled, revenue is recognized over a period of time: (a) The customer simultaneously receives and consumes the benefits provided by the performance as Cypress performs; (b) Cypress’ performance creates or enhances an asset (for example, work in process) that the customer controls as the asset is created or enhanced; or (c) Cypress’ performance does not create an asset with an alternative use, and Cypress has an enforceable right to payment for performance completed to date. The Company then selects an appropriate method for measuring progress toward complete satisfaction of the performance obligation, usually costs incurred to date relative to the total expected costs to the satisfaction of that performance obligation. Sales to certain distributors are made under arrangements that provide the distributors with price adjustments, price protection, stock rotation and other allowances under certain circumstances. These adjustments and allowances are accounted for as variable consideration. The Company estimates these amounts based on the expected amount to be provided to customers and reduces revenue recognized. The Company believes that there will not be significant changes to its estimates of variable consideration. The Company's non-recurring engineering ("NRE") contracts with customers may include multiple performance obligations. For NRE arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price. The Company generally determines the standalone selling price of intellectual property licenses based on the residual approach, and of service based on cost plus a reasonable margin. The Company recognizes revenue in the amount to which it has a right to invoice, if the right to consideration from the customer is in an amount that corresponds reasonably with the value to the customer of the entity’s performance completed to date. The Company licenses or sells rights to use portions of the Company's intellectual property ("IP") portfolio, which includes certain patent rights useful in the manufacture and sales of certain products. IP revenue recognition is dependent on the nature and terms of each agreement. The Company recognizes IP revenue upon delivery of the IP if the Company has no substantive future obligation to perform under the arrangement. The Company defers recognition of IP revenue where future performance obligations are required to earn the revenue or the revenue is not guaranteed. Sales-based or usage-based royalties from license of the Company's IP are recognized at the later of the period the sales or usages occur or the satisfaction of the performance obligation to which some or all of the sales-based or usage-based royalties have been allocated. If a customer pays consideration, or the Company has a right to an amount of consideration that is unconditional before the Company transfers a good or service to the customer, those amounts are classified as deferred income/ advances received from customers which are included in other current liabilities or other long-term liabilities when the payment is made or due, whichever is earlier. If the arrangement includes variable contingent consideration, the Company recognizes revenue over time if management can reasonably measure its progress or is capable of providing reliable information as required to apply an appropriate method of measuring progress. Practical Expedients and Elections Sales commissions are owed and are recorded at the time of sell-through of our products to end customers. These costs are recorded within sales and marketing expenses. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which the Company has the right to invoice for services performed. The Company has elected to account for shipping and handling costs as fulfillment costs after the customer obtains control of the goods. See Note 3 , Revenue, of the Notes to Consolidated Financial Statements for further discussion on Revenues. Shipping and Handling Costs The Company records costs related to shipping and handling of products in cost of revenues. |
Employee Benefit Plans | Employee Benefit Plans A defined benefit pension plan is accounted for on an actuarial basis, which requires the selection of various assumptions such as turnover rates, discount rates and other factors. The discount rate assumption is determined by comparing the projected benefit payments to the corporate bonds yield curve as of end of the most recently completed fiscal year. The benefit obligation is the projected benefit obligation ("PBO"), which represents the actuarial present value of benefits expected to be paid upon retirement. This liability is recorded in other long-term liabilities on the Consolidated Balance Sheets. Net periodic pension cost is recorded in the Consolidated Statements of Operations and includes service cost. Service cost represents the actuarial present value of participant benefits earned in the current year. Interest cost represents the time value of money associated with the passage of time on the PBO. Gains or losses resulting from a change in the PBO if actual results differ from actuarial assumptions will be accumulated and amortized over the future life of the plan participants if they exceed 10% |
Investments in equity interests | Investments in Equity Interests Investments in the stock of entities in which the Company exercises significant influence but does not own a majority equity interest or otherwise control are accounted for using the equity method and are included as equity method investments in its Consolidated Balance Sheets. The Company records its share of the results of those companies within share in gain/loss, net and impairment of equity method investees in its Consolidated Statements of Operations. Investments in privately held equity interests in which the Company does not exercise significant influence are equity securities without readily determinable fair values. The Company has elected to account for these investments using the measurement method of accounting (that is, cost less impairment adjusted for observable price changes). These investments are included in other long-term assets on the Consolidated Balance Sheets. The Company reviews its investments for other-than-temporary impairment whenever events or changes in business circumstances indicate that the carrying value of the investment may not be fully recoverable. Investments identified as having an indication of impairment are subject to further analysis to determine if the impairment is other-than-temporary and this analysis requires estimating the fair value of the investment. The determination of fair value of the investment involves considering factors such as current economic and market conditions, the operating performance of the entities including current earnings trends and forecasted cash flows, and other company and industry specific information. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments |
Cash Flow Hedges | Cash Flow Hedges The Company has an on-going cash flow hedge program and enters into cash flow hedges to protect non-functional currency revenue, inventory purchases and certain operating expenses from foreign currency fluctuation and interest rate variability. The Company does not enter into derivative securities for speculative purposes. The Company’s foreign currency forward contracts designated as cash flow hedges have tenors between three and thirteen months . The Company's interest rate swaps designated as cash flow hedges have various tenors, the longest of which matures December 2024. All hedging relationships are formally documented, and the hedges are designed to offset changes to future cash flows on hedged transactions at the inception of the hedge. The Company recognizes derivative instruments from hedging activities as either assets or liabilities on the balance sheet and measures them at fair value on a monthly basis. The Company records changes in the intrinsic value of its cash flow hedges in accumulated other comprehensive income on the Consolidated Balance Sheets, until the forecasted transaction occurs. Beginning the second quarter of 2018, the Company has been entering into foreign exchange cash flow hedges, wherein interest charges or "forward points" on the forward contracts are being included in the assessment of hedge effectiveness and are recorded in the underlying hedged items in the Consolidated Statements of Operations. When the forecasted transaction occurs, the Company reclassifies the related gain or loss on the cash flow hedge from accumulated other comprehensive income (loss) to revenue or costs, depending on the risk hedged. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, the Company reclassifies the gain or loss on the related cash flow hedge from accumulated other comprehensive income (loss) to other (expense) income, net in its Consolidated Statements of Operations at that time. The Company assesses hedge effectiveness quantitatively at the inception of the hedge relationship, and qualitatively thereafter. |
Advertising Costs | Advertising Costs |
Income Taxes | Income Taxes The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when management cannot conclude that it is more likely than not that a tax benefit will be realized. The calculation of tax liabilities involves dealing with uncertainties in the application of complex global tax regulations. The Company recognizes potential liabilities for anticipated tax audit issues in the United States and other tax jurisdictions based on its estimate of whether, and the extent to which, additional taxes will be due. If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when the Company determines the liabilities are no longer necessary. If the estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. |
Foreign Currency Transactions | Foreign Currency Transactions |
Net Income (Loss) per Share | Net Income (Loss) per Share Basic net income (loss) per share is calculated by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share ("diluted EPS") gives effect to the exercise or conversion of all dilutive securities outstanding during the period using the treasury stock method. The Company's dilutive securities primarily include stock options, restricted stock units, Employee Stock Purchase Plan ("ESPP") purchase rights and convertible debt. Diluted EPS excludes potential issuances of shares of common stock if their effect would be anti-dilutive. |
Recent Accounting Pronouncements Not Yet Adopted And Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements Not Yet Adopted In December 2019, the FASB issued Accounting Standard Update ("ASU") No. 2019-12, "Income Taxes (Topic 740)." The standard simplifies the accounting for incomes taxes by removing certain exceptions to the general principles in Topic 740. The standard also improves consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The amendment is effective for fiscal years, and interim period within those fiscal years, beginning after December 15, 2020. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement." The standard modifies the disclosure requirements on fair value measurements in Topic 820 by removing the requirement to disclose the reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and the policy for timing of such transfers. The standard expands the disclosure requirements for Level 3 fair value measurement, primarily focused on changes in unrealized gains and losses included in other comprehensive income. The amendment is effective for fiscal years beginning after December 15, 2019. The Company expects that the adoption of this standard will not have significant impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-14, "Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans." It is designed to improve the effectiveness of disclosures by removing and adding disclosures related to defined benefit plans. The update is effective for fiscal years ending after December 15, 2020 with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The standard changes the accounting for recognizing impairments of financial assets. Under the new guidance, credit losses for certain types of financial instruments will be estimated based on expected losses. The new guidance also modifies the impairment models for available-for-sale debt securities and for purchased financial assets with credit deterioration since their origination. The amendment is effective for fiscal years beginning after December 15, 2019. The Company does not expect the adoption of this standard will have a material impact on its consolidated financial statements. Recently Adopted Accounting Pronouncements Lease Accounting In February 2016, the FASB issued ASU No. 2016-02, "Leases (ASC Topic 842)." The standard introduces new requirements to increase transparency and comparability among organizations for leasing transactions for both lessees and lessors. ASU No. 2016-02 requires a lessee to record a right-of-use ("ROU") asset and a lease liability for all leases with terms longer than 12 months. These leases will be either finance or operating, with classification affecting the pattern of expense recognition. In July 2018, the FASB issued ASU 2018-11, which provided an alternative modified retrospective transition method. Under this method, the cumulative-effect adjustment to the opening balance of retained earnings is recognized on the date of adoption. The Company adopted ASC Topic 842 as of December 31, 2018 and applied the alternative modified retrospective transition method requiring application of the new guidance to all leases existing at, or entered into on or after, the date of adoption, i.e. December 31, 2018. As part of applying the transition method, the Company has elected to apply the package of transition practical expedients within the new guidance. As required by the new standard, these expedients have been elected as a package and are consistently applied across the Company’s lease portfolio. Given this election, the Company need not reassess: • whether any expired or existing contracts are or contain leases; • the lease classification for any expired or existing leases; and/or • treatment of initial direct costs relating to any existing leases. As a result of adoption of this standard, and election of the transition practical expedients, the Company recognized ROU assets and lease liabilities for those leases classified as operating leases under ASC Topic 840 that continued to be classified as operating leases under ASC Topic 842 at the date of initial application. Leases classified as capital leases under ASC 840 are classified as "finance leases" under this new standard. In applying the alternative modified retrospective transition method, the Company measured lease liabilities at the present value of the sum of remaining minimum rental payments (as defined under ASC Topic 840). The present value of lease liabilities has been measured using the Company’s incremental borrowing rates as of December 31, 2018 (the date of initial application). Additionally, ROU assets for these operating leases have been measured as the initial measurement of applicable lease liabilities adjusted for any unamortized initial direct costs, prepaid/accrued rent, unamortized lease incentives, and any ASC Topic 420 liabilities. The adoption of this new standard at December 31, 2018, and the application of the modified retrospective transition approach resulted in the following changes: • assets increased by $56.4 million , primarily representing the recognition of ROU assets for operating leases and finance leases partially offset by derecognition of assets for capital leases previously designated under ASC Topic 840; and • liabilities increased by $59.2 million , primarily representing the recognition of lease liabilities for operating leases and finance leases partially offset by derecognition of liabilities for capital leases previously designated under ASC Topic 840. Other Recently Adopted Pronouncements: On January 1, 2018, the Company adopted ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606)" using the modified retrospective method applied to all contracts that were not completed contracts at the date of initial application (i.e., January 1, 2018). Results for reporting periods after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with the Company's historic accounting under Topic 605. There was no impact on the opening accumulated deficit as of January 1, 2018 due to the adoption of Topic 606. The Company reclassified the sales return reserve to current liabilities presented as "Price adjustment and other revenue reserves" from the allowance for accounts receivable due to the adoption of Topic 606. See Note 3 , Revenue, of the Notes to Consolidated Financial Statements for further detail. In August 2017, the FASB issued ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities." The amendments in ASU 2017-12 are intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. The Company adopted this guidance in the first quarter of fiscal 2019. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements and related disclosures. In February 2018, the FASB issued ASU No. 2018-02, "Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income." The amendments in ASU 2018-02 are intended to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The Company adopted this guidance in the first quarter of fiscal 2019. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU No. 2018-07, "Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting." The standard expands the scope of ASC 718 to include all share-based payment arrangements related to the acquisition of goods and services from both nonemployees and employees. Under the amended guidance, equity-classified share-based payment awards issued to nonemployees will be measured at grant date fair value. Upon transition, the entity is required to remeasure these nonemployee awards at fair value as of the adoption date. The Company adopted this guidance in the first quarter of fiscal 2019. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements and related disclosures. |
DESCRIPTION OF BUSINESS AND S_3
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
Property And Equipment Useful Life | Estimated useful lives are as follows: Equipment 3 to 10 years Buildings and leasehold improvements 5 to 20 years Furniture and fixtures 3 to 7 years |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregated Revenue | The following tables presents the Company's revenue disaggregated by segment, end use, revenue type and geographical locations. Product revenue associated with the NAND business unit (which was divested to a newly formed joint venture named SkyHigh Memory Limited ("SkyHigh") on April 1, 2019) for fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 was $31.1 million , $167.3 million and $168.1 million , respectively, and was included in the Memory Products Division. The Company has entered into a back-end manufacturing services agreement with SkyHigh. Revenue related to such agreement for the fiscal year ended December 29, 2019 was $10.5 million , and was included in the Memory Products Division. Revenue by Segment: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Microcontroller and Connectivity Division ("MCD") $ 1,476,655 $ 1,474,442 $ 1,409,265 Memory Products Division ("MPD") 728,659 1,009,398 918,506 Total revenues $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by End Use: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) IoT $ 822,548 $ 840,630 $ 782,045 Automotive 829,490 815,748 721,827 Legacy 553,276 827,462 823,899 Total $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by Type: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Product revenue $ 2,144,630 $ 2,439,373 $ 2,239,056 Non-product revenue (1) 60,684 44,467 88,715 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 (1) Non-product revenue primarily includes royalties, NRE services revenue, back-end manufacturing services and revenue from intellectual property arrangements. For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Goods/Services transferred at a point in time $ 2,185,999 $ 2,470,270 $ 2,282,200 Goods/Services transferred over time 19,315 13,570 45,571 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 Revenue by Geographical Location: For The Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) United States $ 212,812 $ 253,420 $ 220,128 China, Taiwan, and Hong Kong 829,519 972,869 980,670 Japan 574,791 589,818 515,622 Europe 293,648 329,436 291,948 Rest of the World 294,544 338,297 319,403 Total revenue $ 2,205,314 $ 2,483,840 $ 2,327,771 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Total Intangible Assets | The following table presents details of the Company’s total intangible assets: As of December 30, 2019 As of December 31, 2018 Gross Accumulated Net Gross Accumulated Net (In thousands) Acquisition-related intangible assets $ 1,188,521 $ (907,646 ) $ 280,875 $ 1,188,521 $ (702,883 ) $ 485,638 Non-acquisition related intangible assets 19,884 (17,576 ) 2,308 19,884 (14,932 ) 4,952 Total intangible assets $ 1,208,405 $ (925,222 ) $ 283,183 $ 1,208,405 $ (717,815 ) $ 490,590 |
Estimated Future Amortization Expense of Intangible Assets | As of December 29, 2019 , the estimated future amortization expense related to developed technology and other intangible assets was as follows: Fiscal Year (In thousands) 2020 $ 153,689 2021 58,489 2022 33,000 2023 28,334 2024 6,252 Thereafter 3,419 Total future amortization expense $ 283,183 |
INVESTMENT IN EQUITY METHOD I_2
INVESTMENT IN EQUITY METHOD INVESTMENTS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Gain Related to Investment | The following table represents the assets and liabilities held by Deca and SkyHigh as of December 29, 2019 and by Deca as of December 30, 2018 : For the Year Ended December 29, 2019 December 30, 2018 (in thousands) Balance Sheet Data: Current Assets $ 52,808 $ 25,865 Long-term Assets 41,531 51,176 Current Liabilities 37,010 9,635 Long-term Liabilities $ 6,779 $ 877 The following table presents the changes in the aggregate carrying value of the equity method investments in Deca and SkyHigh (in thousands): Carrying value as of December 31, 2017 $ 122,514 Share in gain/(loss) of equity method investees, net (15,849 ) Impairment of investment (41,520 ) Carrying value as of December 30, 2018 65,145 Additional investment 2,400 Share in gain/(loss) of equity method investees, net (6,396 ) Impairment of investment (29,505 ) Carrying value as of December 29, 2019 $ 31,644 The following table presents summarized aggregate financial information derived from the respective consolidated financial statements of Deca and SkyHigh for the year ended December 29, 2019, of Deca for the year ended December 30, 2018, and of Deca and Enovix for the year ended December 31, 2017: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Operating data: Revenue $ 78,586 $ 18,562 $ 15,500 Gross profit (loss) 12,874 (11,605 ) (8,964 ) Loss from operations (9,691 ) (29,619 ) (44,415 ) Net loss (12,267 ) (30,212 ) (43,589 ) Net loss attributable to Cypress $ (6,396 ) $ (15,849 ) $ (20,586 ) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value | The following table presents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 29, 2019 and December 30, 2018 : As of December 29, 2019 As of December 30, 2018 Level 1 Level 2 Total Level 1 Level 2 Total (In thousands) Financial Assets Cash equivalents: Money market funds $ 267,617 $ — $ 267,617 $ 171,777 $ — $ 171,777 Other current assets: Certificates of deposit — 243 243 — 870 870 Total cash equivalents and other current assets 267,617 243 267,860 171,777 870 172,647 Employee deferred compensation plan assets 18,258 30,062 48,320 18,648 25,749 44,397 Interest rate swaps — — — — 2,548 2,548 Foreign exchange forward contracts — 1,043 1,043 — 2,362 2,362 Total financial assets $ 285,875 $ 31,348 $ 317,223 $ 190,425 $ 31,529 $ 221,954 Financial Liabilities Foreign exchange forward contracts $ — $ 1,151 $ 1,151 $ — $ 1,621 $ 1,621 Interest rate swaps — 16,001 16,001 — 4,051 4,051 Total financial liabilities $ — $ 17,152 $ 17,152 $ — $ 5,672 $ 5,672 |
BALANCE SHEET COMPONENTS (Table
BALANCE SHEET COMPONENTS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Balance Sheet Component [Abstract] | |
Accounts Receivable, net | Accounts Receivable, net As of December 29, 2019 December 30, 2018 (In thousands) Accounts receivable, gross $ 302,657 $ 325,178 Allowances for doubtful accounts receivable (902 ) (904 ) Accounts receivable, net $ 301,755 $ 324,274 |
Inventories | Inventories As of December 29, 2019 December 30, 2018 (In thousands) Raw materials $ 10,856 $ 10,004 Work-in-process 231,769 215,820 Finished goods 55,279 66,269 Total inventories $ 297,904 $ 292,093 |
Other Current Assets | Other Current Assets As of December 29, 2019 December 30, 2018 (In thousands) Prepaid tooling $ 24,459 $ 25,891 Advance to suppliers 3,652 12,058 Prepaid royalty and licenses 9,959 14,863 Derivative assets 1,043 3,492 Value added tax receivable 18,626 7,652 Prepaid expenses 17,145 17,814 Withholding tax receivable and tax advance 1,153 4,236 Other current assets 11,311 15,157 Total other current assets $ 87,348 $ 101,163 |
Property, Plant and Equipment, net | Property, Plant and Equipment, net As of December 29, 2019 December 30, 2018 (In thousands) Land $ 28,898 $ 28,898 Equipment 622,879 607,849 Buildings, building and leasehold improvements 174,849 170,588 Construction in progress 14,101 15,489 Leased assets 9,583 — Furniture and fixtures 4,927 4,885 Total property, plant and equipment, gross 855,237 827,709 Less: Accumulated depreciation and amortization (596,489 ) (544,723 ) Total property, plant and equipment, net $ 258,748 $ 282,986 |
Other Long-term Assets | Other Long-term Assets As of December 29, 2019 December 30, 2018 (In thousands) Employee deferred compensation plan $ 48,320 $ 44,397 Long-term licenses 4,631 4,495 Advances to suppliers 11,484 11,471 Deposits 9,536 9,441 Pension plan assets 1,691 1,765 Derivatives assets — 1,419 Prepaid tooling 28,733 34,948 Other non-current assets 10,362 16,369 Total other long-term assets $ 114,757 $ 124,305 |
Other Current Liabilities | Other Current Liabilities As of December 29, 2019 December 30, 2018 (In thousands) Employee deferred compensation plan $ 48,295 $ 44,834 Restructuring accrual (see Note 12) 6 14,536 Derivative liability 2,550 1,621 Accrued expenses 31,544 46,592 Accrued interest 8,226 9,440 Customer advances 1,945 5,296 Operating lease liability 13,692 — Other current liabilities 17,906 15,745 Total other current liabilities $ 124,164 $ 138,064 |
Other Long-term Liabilities | Other Long-term Liabilities As of December 29, 2019 December 30, 2018 (In thousands) Pension and other employee-related liabilities $ 16,831 $ 14,083 Asset retirement obligation 5,959 5,916 Derivative liability 14,602 4,051 Operating lease liability 30,912 — Other long-term liabilities 4,852 3,870 Total other long-term liabilities $ 73,156 $ 27,920 |
EMPLOYEE STOCK PLANS AND STOC_2
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expenses | The following table summarizes stock-based compensation expense by line item in the Consolidated Statements of Operations: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Cost of revenues $ 15,443 $ 16,531 $ 15,605 Research and development 33,702 35,115 36,804 Selling, general and administrative 56,837 44,319 39,172 Total stock-based compensation expense $ 105,982 $ 95,965 $ 91,581 |
Schedule of Stock-Based Compensation Expense Award Type | The following table summarizes stock-based compensation expense by type of awards: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Stock options $ — $ 96 $ 163 RSUs and PSUs 102,588 90,655 82,946 ESPP 3,394 5,214 8,472 Total stock-based compensation expense $ 105,982 $ 95,965 $ 91,581 |
Schedule of Unrecognized Stock-Based Compensation Balance, Net by Award Type | The following table summarizes the unrecognized stock-based compensation balance by type of awards as of December 29, 2019 : Weighted-Average Amortization Period (In thousands) (In years) RSUs and PSUs $ 54,881 1.34 |
Schedule of Stock Option Activities | The following table summarizes the Company’s stock option activities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 Shares Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share (In thousands, except per-share amounts) Options outstanding, beginning of year 2,639 $ 11.75 4,627 $ 11.63 7,947 $ 10.70 Exercised (1,370 ) $ 11.63 (1,547 ) $ 9.81 (2,898 ) $ 8.80 Forfeited or expired (93 ) $ 21.38 (441 ) $ 17.29 (422 ) $ 13.58 Options outstanding, end of year 1,176 $ 11.11 2,639 $ 11.75 4,627 $ 11.63 Options exercisable, end of year 1,176 $ 11.11 2,612 $ 11.76 4,340 $ 11.66 |
Summary of Information about Options Outstanding and Exercisable | The following table summarizes information about options outstanding and exercisable as of December 29, 2019 : Options Outstanding Options Exercisable Range of Exercise Price Shares Weighted- Average Remaining Contractual Life Weighted- Average Exercise Price per Share Shares Weighted- Average Exercise Price per Share (in thousands) (In years) (in thousands) $4.98 - $10.92 220 1.91 $ 9.25 220 $ 9.25 $11.27 - $11.27 336 0.97 $ 11.27 336 $ 11.27 $11.40 - $11.40 3 1.70 $ 11.40 3 $ 11.40 $11.55 - $11.55 525 1.42 $ 11.55 525 $ 11.55 $12.34 - $12.77 92 1.53 $ 12.49 92 $ 12.49 1,176 1.39 $ 11.11 1,176 $ 11.11 |
Schedule of Restricted Stock Unit and Restricted Stock Award Activities | The following table summarizes the Company’s RSU and PSU activities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 Shares Weighted- Average Grant Date Fair Value per Share Shares Weighted- Average Grant Date Fair Value per Share Shares Weighted- Average Grant Date Fair Value per Share (In thousands, except per-share amounts) Non-vested, beginning of year 10,175 $ 14.42 11,976 $ 12.44 13,780 $ 11.83 Granted 7,378 $ 15.66 6,344 $ 16.37 6,488 $ 13.40 Released (8,956 ) $ 13.91 (6,601 ) $ 12.92 (6,248 ) $ 12.17 Forfeited (721 ) $ 14.11 (1,544 ) $ 13.49 (2,044 ) $ 12.22 Non-vested, end of year 7,876 $ 15.22 10,175 $ 14.42 11,976 $ 12.44 |
Schedule of Valuation Assumptions | The Company estimates the fair value of ESPP participation rights using the Black-Scholes valuation model. Assumptions used in the Black-Scholes valuation model were as follows: Year Ended December 29, December 30, December 31, ESPP: Expected life 0.5 years 0.5-1.5 years 0.5-1.5 years Volatility 39.45% 31.94%-38.13% 34.8%-38.1% Risk-free interest rate 2.48% 1.06%-2.14% 0.65%-1.28% Dividend yield 3.36% 2.78%-3.87% 3.22%-3.87% |
RESTRUCTURING (Tables)
RESTRUCTURING (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type | The following table summarizes the nature of restructuring charges recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Personnel Costs $ 3,006 7,085 $ 7,479 Lease termination costs and other related charges — 9,757 540 Other — — 1,069 Total restructuring and other charges $ 3,006 $ 16,842 $ 9,088 The following table summarizes the restructuring costs by line item recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Cost of revenues $ 928 $ 3,271 $ 548 Research and development 1,160 1,786 5,915 Selling, general and administrative 918 11,785 2,625 Total restructuring costs $ 3,006 $ 16,842 $ 9,088 |
Schedule of Restructuring Costs | Restructuring activity under the Company's various restructuring plan was as follows (in thousands): 2019 Plan 2018 Plan 2017 Plan 2016 Plan Spansion Integration Plan Total Accrued balance as of January 1, 2017 $ — $ — $ — $ 21,104 $ 14,219 $ 35,323 Provision — — 6,464 2,624 — 9,088 Cash payments and other adjustments — — (325 ) (22,985 ) (2,922 ) (26,232 ) Accrued balance as of December 31, 2017 — — 6,139 743 11,297 18,179 Provision — 4,898 2,421 (234 ) 9,757 16,842 Cash payments and other adjustments — (4,650 ) (8,530 ) (509 ) (6,796 ) (20,485 ) Accrued balance as of December 30, 2018 — 248 30 — 14,258 14,536 Provision 3,014 (97 ) — — 89 3,006 Cash payments and other adjustments (3,008 ) (151 ) (30 ) — (14,347 ) (17,536 ) Accrued balance as of December 29, 2019 $ 6 $ — $ — $ — $ — $ 6 |
FOREIGN CURRENCY AND INTEREST_2
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The effect of derivative instruments on the Consolidated Statements of Operations for the year ended December 29, 2019 was as follows: Year Ended December 29, 2019 (In thousands) Revenue Cost of Goods Sold Operating Expenses Interest Expense Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair value and cash flow hedges are recorded $ 2,205,314 $ 1,375,289 $ 706,762 $ 58,745 Gain or (loss) on cash flow hedge relationships in Subtopic ASC 815-20: Interest rate contracts Amount of gain or (loss) reclassified from AOCI into income $ — $ — $ — $ 774 Foreign exchange contracts Amount of gain or (loss) reclassified from AOCI into income $ 739 $ (466 ) $ (33 ) $ — |
Gross Fair Values of Derivative Instruments on Condensed Consolidated Balance Sheets | The gross fair values of derivative instruments on the Consolidated Balance Sheets as of December 29, 2019 and December 30, 2018 were as follows: December 29, 2019 December 30, 2018 Balance Sheet location Derivatives designated as hedging instruments Derivatives not designated as hedging instruments Derivatives designated as hedging instruments Derivatives not designated as hedging instruments (in thousands) Other Current Assets Derivative Asset $ 698 $ 345 $ 2,767 $ 725 Non-current Assets Derivative Asset $ — $ — $ 1.419 $ — Other Current Liabilities Derivative Liability $ 2,095 $ 455 $ 1,210 $ 411 Non-Current Liabilities Derivative Liability $ 14,602 $ — $ 4,051 $ — |
Schedule of Derivative Instruments | Total notional amounts of net outstanding contracts were as summarized below: Buy / Sell December 29, 2019 December 30, 2018 (In millions) US dollar / Japanese Yen $59.6 / ¥6,400 $44.5 / ¥4,850 Japanese Yen / US dollar ¥6,400 / $59.6 ¥10,827 / $98.8 Non-designated Hedges Total notional amounts of net outstanding contracts were as summarized below. The duration or each contract is approximately thirty days : Buy / Sell December 29, 2019 December 30, 2018 (In millions) EUR / US dollar €3.6 / $4.0 $9.1 / €8.0 US dollar / Japanese Yen $7.6 / ¥800 $13.2 / ¥1,430 Japanese Yen / US dollar ¥1,800 / $16.9 ¥4,210 / $38.0 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss) were as follows: Accumulated net unrealized income (loss) on cash flow hedges and other Accumulated unrecognized Accumulated (in thousands) Balance as of December 31, 2017 $ (498 ) $ (864 ) $ (1,362 ) Other comprehensive income (loss) before (644 ) — (644 ) Amounts reclassified to operating income 379 — 379 Net unrecognized gain (loss) on the defined — 3,456 3,456 Balance as of December 30, 2018 (763 ) 2,592 1,829 Other comprehensive income (loss) before (14,056 ) — (14,056 ) Amounts reclassified to operating income (1,014 ) — (1,014 ) Net unrecognized gain (loss) on the defined — (2,798 ) (2,798 ) Balance as of December 29, 2019 $ (15,833 ) $ (206 ) $ (16,039 ) |
OTHER (EXPENSE) INCOME, NET (Ta
OTHER (EXPENSE) INCOME, NET (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Other Income and Expenses [Abstract] | |
Components of Other (Expense) Income, Net | The following table summarizes the components of “other income (expense), net,” recorded in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Interest income $ 5,367 $ — $ 568 Changes in fair value of investments under the deferred compensation plan 7,991 (2,904 ) 6,087 Foreign currency exchange and other (losses) gains, net (1,135 ) (340 ) (1,838 ) Other 1,945 726 (549 ) Other income (expense), net $ 14,168 $ (2,518 ) $ 4,268 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Total debt, including finance lease obligations, is comprised of the following as of December 29, 2019 and December 30, 2018 : December 29, 2019 December 30, 2018 (in thousands) Current portion of long-term debt Senior Secured Credit Facility: Term Loan B $ — $ 5,051 2.0% Exchangeable Senior Notes due 2020 11,761 — Finance Lease Obligations 1,854 1,892 Current portion of long-term debt 13,615 6,943 Revolving credit facility and long-term portion of debt Senior Secured Credit Facility: Revolving Credit Facility 300,000 — Term Loan B — 462,868 2.0% Exchangeable Senior Notes due 2020 — 11,438 4.5% Convertible Senior Notes due 2022 266,810 256,726 2.0% Convertible Senior Notes due 2023 138,699 135,057 Finance lease obligations 7,299 8,146 Credit facility, finance lease obligations, and long-term debt 712,808 874,235 Total debt $ 726,423 $ 881,178 |
Schedule of Long-term Debt Instruments | The following table presents the interest expense recognized on the Spansion Notes during the fiscal years ended December 29, 2019 , December 30, 2018 , and December 31, 2017 (in thousands): Year Ended December 29, 2019 December 28, 2018 December 31, 2017 Contractual interest expense at 2% per annum $ 242 $ 242 $ 2,880 Accretion of debt discount 329 329 3,149 Total $ 571 $ 571 $ 6,029 The Spansion Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 28, 2018 Equity component (1) $ 22,971 $ 22,971 Liability component: Principal $ 11,984 $ 11,990 Less debt discount, net (2) (223 ) (552 ) Net carrying amount $ 11,761 $ 11,438 (1) Included on the consolidated balance sheets within additional paid-in-capital (2) Included on the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the Spansion Notes. At the debt issuance date, the 2022 Notes, net of issuance costs, consisted of the following (in thousands): June 23, 2016 Liability component Principal $ 238,338 Less: Issuance cost (7,158 ) Net carrying amount $ 231,180 Equity component Allocated amount $ 49,163 Less: Issuance cost (1,477 ) Net carrying amount $ 47,686 Exchangeable Notes, net of issuance costs $ 278,866 The following table includes total interest expense related to the 2022 Notes recognized during the fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 (in thousands): Year ended December 29, 2019 December 30, 2018 December 31, 2017 Contractual interest expense $ 12,902 $ 12,902 $ 13,009 Amortization of debt issuance costs 1,278 1,278 1,289 Accretion of debt discount 8,811 8,811 8,885 Total $ 22,991 $ 22,991 $ 23,183 The 2022 Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 30, 2018 Equity component (1) $ 47,686 $ 47,686 Liability component: Principal $ 287,495 $ 287,500 Less debt discount and debt issuance costs, net (2) (20,685 ) (30,774 ) Net carrying amount $ 266,810 $ 256,726 (1) Included in the consolidated balance sheets within additional paid-in-capital (2) Included in the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the 2022 Notes. At the debt issuance date, the 2023 Notes, net of issuance costs, consisted of the following (in thousands): November 6, 2017 Liability component Principal $ 134,550 Less: Issuance cost (3,678 ) Net carrying amount $ 130,872 Equity component Allocated amount $ 15,450 Less: Issuance cost (422 ) Net carrying amount $ 15,028 Exchangeable Notes, net of issuance costs $ 145,900 The following table includes total interest expense related to the 2023 Notes recognized during the fiscal years ended December 29, 2019 , December 30, 2018 , and December 31, 2017 (in thousands): Year ended December 29, 2019 December 30, 2018 December 31, 2017 Contractual interest expense $ 2,992 $ 2,992 $ 452 Amortization of debt issuance costs 701 700 106 Accretion of debt discount 2,940 2,940 444 Total $ 6,633 $ 6,632 $ 1,002 The 2023 Notes consisted of the following as of December 29, 2019 and December 30, 2018 (in thousands): December 29, 2019 December 30, 2018 Equity component (1) $ 15,028 $ 15,028 Liability component: Principal $ 150,000 $ 150,000 Less debt discount and debt issuance costs, net (2) (11,301 ) (14,943 ) Net carrying amount $ 138,699 $ 135,057 (1) Included in the consolidated balance sheets within additional paid-in-capital (2) Included in the consolidated balance sheets within credit facility and long-term debt and is amortized over the remaining life of the 2023 Notes . |
Schedule of Principal Payments Under Equipment Loans | The future scheduled principal payments for the Company's outstanding debt as of December 29, 2019 were as follows (in thousands): Fiscal Year Total 2020 (1) $ 11,993 2021 300,000 2022 (1) 287,486 2023 150,000 Total (excluding finance leases) $ 749,479 Finance lease liabilities 9,153 Total Debt $ 758,632 (1) The future principal payments of the Spansion Notes and the 2022 Notes are presented in the above table based on scheduled due dates. Such notes have become exchangeable or convertible (as applicable) at the option of their holders during the third and fourth quarters of fiscal 2019. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases was as follows (in thousands): As of December 29, 2019 Finance Leases Property and equipment, at cost $ 9,583 Accumulated depreciation (1,924 ) Property and equipment, net $ 7,659 Finance leases included in current portion of long-term debt $ 1,854 Finance leases included in revolving credit facility and long-term portion of debt 7,299 Total finance lease liabilities $ 9,153 Operating Leases Operating lease right-of-use assets $ 42,941 Operating leases included in other current liabilities 13,692 Operating leases included in other long-term liabilities 30,912 Total operating lease liabilities $ 44,604 |
Component of Lease Costs | The component of lease costs was as follows (in thousands): Year Ended December 29, 2019 Lease cost Finance lease cost Amortization of right-of-use assets $ 1,700 Interest on lease liabilities 394 Operating lease cost 15,928 Short-term lease cost 605 Variable lease cost 1,886 Total lease cost $ 20,513 Other information related to leases were as follows: Year Ended December 29, 2019 Cash paid for amounts included in the measurement of lease liabilities (In thousands) Operating cash flows from finance leases $ 394 Operating cash flows from operating leases $ 11,732 Financing cash flows from finance leases $ 1,730 Weighted-average remaining lease term (in years): December 29, 2019 Finance leases 4.92 Operating leases 5.32 Weighted-average discount rate: Finance leases 3.99 % Operating leases 6.89 % |
Other Information Related to Leases | The component of lease costs was as follows (in thousands): Year Ended December 29, 2019 Lease cost Finance lease cost Amortization of right-of-use assets $ 1,700 Interest on lease liabilities 394 Operating lease cost 15,928 Short-term lease cost 605 Variable lease cost 1,886 Total lease cost $ 20,513 Other information related to leases were as follows: Year Ended December 29, 2019 Cash paid for amounts included in the measurement of lease liabilities (In thousands) Operating cash flows from finance leases $ 394 Operating cash flows from operating leases $ 11,732 Financing cash flows from finance leases $ 1,730 Weighted-average remaining lease term (in years): December 29, 2019 Finance leases 4.92 Operating leases 5.32 Weighted-average discount rate: Finance leases 3.99 % Operating leases 6.89 % |
Future Minimum Lease Payments Under Operating Leases | As of December 29, 2019 , the maturities of the Company's lease liabilities are as follows: Operating lease liabilities Finance lease liabilities Fiscal Year (In thousands) 2020 $ 16,244 $ 2,196 2021 9,055 2,189 2022 6,894 2,191 2023 4,734 2,069 2024 5,211 514 Thereafter 13,461 922 Total undiscounted future cash flows $ 55,599 $ 10,081 Less: Imputed interest $ 10,995 $ 928 Present value of undiscounted future cash flows $ 44,604 $ 9,153 Presentation on statement of financial position Current $ 13,692 $ 1,854 Non-current $ 30,912 $ 7,299 |
Future Minimum Lease Payments Under Finance Leases | As of December 29, 2019 , the maturities of the Company's lease liabilities are as follows: Operating lease liabilities Finance lease liabilities Fiscal Year (In thousands) 2020 $ 16,244 $ 2,196 2021 9,055 2,189 2022 6,894 2,191 2023 4,734 2,069 2024 5,211 514 Thereafter 13,461 922 Total undiscounted future cash flows $ 55,599 $ 10,081 Less: Imputed interest $ 10,995 $ 928 Present value of undiscounted future cash flows $ 44,604 $ 9,153 Presentation on statement of financial position Current $ 13,692 $ 1,854 Non-current $ 30,912 $ 7,299 |
Schedule of Future Minimum Lease Payments | As of December 30, 2018, future minimum lease payments under non-cancelable operating leases were as follows: Fiscal Year (In thousands) 2019 $ 29,315 2020 12,860 2021 8,176 2022 6,241 2023 $ 2,476 Thereafter 3,808 Total $ 62,876 |
EQUITY TRANSACTIONS (Tables)
EQUITY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Equity [Abstract] | |
Yield Enhancement Structured Agreements | The following table summarizes the activity of the Company’s settled yield enhanced structured agreements during fiscal 2018: Aggregate Price Paid Total Number of Shares Received Upon Maturity Average Price Paid per Share Fiscal 2018: (in thousands, except per share amounts) Settled through issuance of common stock $ 3,262 250 $ 13 Total for fiscal 2018 $ 3,262 250 $ 13 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | For the indicated periods, the following table presents information on the Company's transactions with such entities occurring at a time when the entity was a related party of the Company. Year ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Total revenues $ 11,125 $ 224 $ 4,713 Total purchases $ 10,925 $ 12,995 $ 54,236 |
NET INCOME (LOSS) PER SHARE (Ta
NET INCOME (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of basic and diluted net income (loss) per share: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands, except per-share amounts) Net Income (Loss) per Share—Basic: Net income (loss) attributable to Cypress for basic computation $ 40,428 $ 354,592 $ (80,915 ) Weighted-average common shares for basic computation 367,308 359,324 333,451 Net income (loss) per share—basic $ 0.11 $ 0.99 $ (0.24 ) Net income (loss) attributable to Cypress for diluted computation $ 40,428 $ 354,592 $ (80,915 ) Weighted-average common shares for basic computation 367,308 359,324 333,451 Effect of dilutive securities: Stock options, restricted stock units, ESPP purchase rights, convertible notes, and other 17,362 12,854 — Weighted-average common shares for diluted computation 384,670 372,178 333,451 Net income (loss) per share—diluted $ 0.11 $ 0.95 $ (0.24 ) |
Anti-Dilutive Securities Excluded from Computation of Diluted Net Income (Loss) Per Share | The following securities calculated on a weighted average basis were excluded from the computation of diluted net income (loss) per share as their impact was anti-dilutive: Anti-Dilutive Securities: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Stock options and restricted stock units 44 693 8,375 Convertible Notes 593 2,464 17,732 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Non-cash Expense and Income Recorded Under Deferred Compensation Plans | All non-cash expense and income recorded under the deferred compensation plans were included in the following line items in the Consolidated Statements of Operations: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (in thousands) Changes in fair value of assets recorded in: Other income (expense), net $ 7,991 $ (2,904 ) $ 6,087 Changes in fair value of liabilities recorded in: Cost of revenues (808 ) 168 (602 ) Research and development expenses (4,116 ) 971 (2,826 ) Selling, general and administrative expenses (4,120 ) 1,036 (3,936 ) Total expense, net $ (1,053 ) $ (729 ) $ (1,277 ) |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Income Tax Disclosure [Abstract] | |
Summary Of Geographic Distribution Of Income Loss Before Income Taxes Components Of Income Tax Benefit Provision Table | The geographic distribution of income (loss) before income taxes and the components of income tax benefit (provision) are summarized below: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) United States loss $ (31,621 ) $ (98,546 ) $ (108,146 ) Foreign income 74,421 137,520 38,388 Income (loss) before income taxes 42,800 38,974 (69,758 ) Income tax benefit (provision): Current tax benefit (expense): Federal 43 (3,859 ) (1,358 ) State (15 ) (372 ) (125 ) Foreign (11,151 ) (20,498 ) (15,081 ) Total current tax benefit (expense) (11,123 ) (24,729 ) (16,564 ) Deferred tax benefit (expense): Federal 7,675 334,453 4,341 State 1,956 5,236 (67 ) Foreign (880 ) 658 1,133 Total deferred tax benefit (expense) 8,751 340,347 5,407 Income tax benefit (provision) $ (2,372 ) $ 315,618 $ (11,157 ) |
Income Tax Benefit (Provision) Differs from Amounts Obtained by Applying Statutory United States Federal Income Tax Rate | Income tax benefit (provision) differs from the amounts obtained by applying the statutory United States federal income tax rate to income (loss) before taxes as shown below: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Benefit (provision) at U.S. statutory rate (21% for 2019 and 2018, and 35% for 2017) $ (8,988 ) $ (8,185 ) $ 24,415 Valuation allowance release (excluding rate items below) — 363,057 — Foreign income at other than U.S. rates¹ (10,555 ) (16,447 ) (3,981 ) Future benefits not recognized (1,547 ) (4,475 ) 24,125 Goodwill and asset impairment (8,497 ) (26,478 ) — Reversal of previously accrued taxes 9,534 — 1,447 US taxes on foreign earnings¹ 3,280 (162 ) (67,422 ) State income taxes, net of federal benefit (742 ) (372 ) (192 ) Tax credit¹ 5,663 10,129 11,421 Stock based compensation¹ 6,196 181 — Legal entity restructuring¹ 3,961 1,607 — Meals and entertainment¹ (826 ) (375 ) (147 ) Other, net¹ 149 (2,862 ) (823 ) Income tax benefit (provision) $ (2,372 ) $ 315,618 $ (11,157 ) 1. Certain balances included on the Income tax benefit (provision) for prior periods have been reclassified to conform to the current period presentation. |
Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities were as follows: As of December 29, December 30, 2018 (In thousands) Deferred tax assets: Credits and net operating loss carryovers $ 393,121 $ 429,800 Reserves and accruals 100,349 82,990 Excess of book over tax depreciation 6,845 5,614 Deferred income 49,754 34,347 Total deferred tax assets 550,069 552,751 Less valuation allowance (176,005 ) (158,535 ) Deferred tax assets, net 374,064 394,216 Deferred tax liabilities: Foreign earnings and others (13,106 ) (7,396 ) Intangible assets arising from acquisitions (12,336 ) (47,141 ) Total deferred tax liabilities (25,442 ) (54,537 ) Net deferred tax assets $ 348,622 $ 339,679 |
Schedule of Tax Loss and Credit Carryforwards Available to Offset Future Income Tax Liabilities | The Company has the following tax loss and credit carryforwards available to offset future income tax liabilities: Carryforward Amount Expiration Date ($ in thousands) Federal net operating loss carryforward $ 722,572 2027-Indefinite Federal research credit carryforward $ 131,638 2020-2039 International foreign tax credit carryforward $ 8,941 2020-2023 State research credit carryforward $ 112,899 Indefinite State net operating loss carryforward $ 325,399 2020-2037 State research credit carryforward $ 3,191 2020-2038 |
Reconciliation of Unrecognized Tax Benefits | Unrecognized Tax Benefits (In thousands) Unrecognized tax benefits, as of January 1, 2017 $ 146,324 Decrease related to lapsing of statute of limitation (1,108 ) Increase based on tax positions related to current year 4,475 Increases in balances related to tax positions taken during prior periods 1,631 Decrease in balances due to the Tax Reform corporate tax rate change from 35% to 21% (36,087 ) Unrecognized tax benefits, as of December 31, 2017 $ 115,235 Decrease related to partial settlements with taxing authorities (358 ) Increase based on tax positions related to current year 4,270 Increases in balances related to tax positions taken during prior periods 2,729 Unrecognized tax benefits, as of December 30, 2018 $ 121,876 Decrease related to lapsing of statute of limitation (3,165 ) Decrease based on tax positions related to prior year — Increase based on tax positions related to current year 10,103 Increases in balances related to tax positions taken during prior periods 7,225 Unrecognized tax benefits, as of December 29, 2019 $ 136,039 |
Summary of Major Tax Jurisdictions | The following table summarizes the Company’s major tax jurisdictions and the tax years that remain subject to examination by such jurisdictions as of December 29, 2019 : Tax Jurisdictions Tax Years United States 2000 and onward California 2008 and onward Philippines 2014 and onward Israel 2014 and onward India 2004 and onward Thailand 2014 and onward Malaysia 2007 and onward Switzerland 2015 and onward Japan 2012 and onward |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Warranty Reserve Activities | The following table presents the Company's warranty reserve activities: Year Ended December 29, December 30, 2018 December 31, 2017 (In thousands) Beginning balance $ 3,982 $ 4,445 $ 3,996 Provisions & prior warranty estimates 5,571 5,325 2,947 Settlements made (5,998 ) (5,788 ) (2,498 ) Ending balance $ 3,555 $ 3,982 $ 4,445 |
SEGMENT, GEOGRAPHICAL AND CUS_2
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION (Tables) | 12 Months Ended |
Dec. 29, 2019 | |
Segment Reporting [Abstract] | |
Income Before Income Taxes | Income Before Income Taxes: Year Ended December 29, 2019 December 30, 2018 December 31, 2017 (In thousands) Microcontroller and Connectivity Division $ 170,891 $ 149,347 $ 56,314 Memory Products Division 261,914 375,123 279,129 Unallocated items: Stock-based compensation expense (105,982 ) (95,965 ) (91,581 ) Restructuring charges, including executive severance (3,006 ) (16,842 ) (9,088 ) Reimbursement payment in connection with the cooperation — — (3,500 ) Amortization of intangibles and other acquisition-related costs (206,912 ) (218,149 ) (204,448 ) Merger-related expenses (12,754 ) — — Impairment related to assets held for sale — (76,590 ) — Loss on sale of NAND business to joint venture (1,534 ) — — Loss on extinguishment of debt (6,417 ) (5,169 ) (7,246 ) Imputed interest on convertible debt, equity component amortization on convertible debt, and amortization of debt issuance cost (15,750 ) (19,947 ) (20,538 ) Gain on divestiture — — 1,245 Changes in value of deferred compensation plan (1,053 ) (728 ) (1,277 ) Gain on sale of cost method investment — 1,521 — Impact of purchase accounting and other adjustments (711 ) 3,982 3,136 Income (loss) from operations before income taxes $ 78,686 $ 96,583 $ 2,146 |
Property Plant and Equipment, Net, by Geographic Locations | Property, plant and equipment, net, by geographic locations were as follows: As of December 29, 2019 December 30, 2018 (In thousands) United States $ 156,174 $ 173,973 Philippines 31,036 33,413 Thailand 30,103 34,581 Japan 10,012 11,251 Other 31,423 29,768 Total property, plant and equipment, net $ 258,748 $ 282,986 |
DESCRIPTION OF BUSINESS AND S_4
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) $ in Millions | Apr. 01, 2019USD ($) | Aug. 14, 2018USD ($) | Mar. 01, 2017USD ($) | Dec. 29, 2019USD ($) | Apr. 02, 2017USD ($) | Dec. 29, 2019USD ($)distributor | Dec. 30, 2018customer | Dec. 30, 2018USD ($) | Dec. 30, 2018 | Dec. 30, 2018distributor | Dec. 31, 2017customer | Dec. 31, 2017USD ($) | Dec. 31, 2017 | Dec. 31, 2017distributor | Sep. 28, 2019 | Dec. 31, 2018USD ($) | Jun. 23, 2016 |
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Total purchase consideration | $ 3 | ||||||||||||||||
Payment to acquire remaining ownership percentage | $ 3.9 | ||||||||||||||||
Investments original or remaining maturities date | 90 days | ||||||||||||||||
Advertising expense | $ 5.2 | $ 5.9 | $ 3.2 | ||||||||||||||
ASU 2016-02 | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Operating and finance lease, ROU asset | $ 56.4 | ||||||||||||||||
Operating and finance lease, liability | $ 59.2 | ||||||||||||||||
Cash Flow Hedging | Minimum | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Term of derivative contract | 3 months | ||||||||||||||||
Cash Flow Hedging | Maximum | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Term of derivative contract | 13 months | ||||||||||||||||
4.5% 2022 Senior Exchangeable Notes | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | ||||||||||||||
Customer Concentration Risk | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Number of distributors | 2 | 2 | 2 | 2 | 2 | ||||||||||||
Accounts receivable | Customer Concentration Risk | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Number of distributors | distributor | 1 | ||||||||||||||||
Accounts receivable | Distributor 1 | Customer Concentration Risk | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Concentration risk (percent) | 15.00% | 25.00% | |||||||||||||||
Revenue | Distributor 1 | Customer Concentration Risk | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Concentration risk (percent) | 16.00% | 18.00% | 20.00% | ||||||||||||||
Revenue | Distributor 2 | Customer Concentration Risk | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Concentration risk (percent) | 10.00% | 14.00% | 13.00% | ||||||||||||||
Held-for-sale | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Proceeds from divestitures | $ 30.5 | $ 35.5 | |||||||||||||||
SkyHigh Memory Limited | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Ownership percentage | 40.00% | ||||||||||||||||
Payment to acquire interest in joint venture | $ 2.4 | ||||||||||||||||
SKHS | SkyHigh Memory Limited | SKHS | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Ownership percentage | 60.00% | ||||||||||||||||
AgigA Tech Inc. | |||||||||||||||||
Description Of Business And Significant Accounting Policies [Line Items] | |||||||||||||||||
Outstanding equity held prior to acquisition (as a percent) | 94.40% |
DESCRIPTION OF BUSINESS AND S_5
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 29, 2019 | |
Minimum | Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 3 years |
Minimum | Buildings and leasehold improvements | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 5 years |
Minimum | Furniture and fixtures | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 3 years |
Maximum | Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 10 years |
Maximum | Buildings and leasehold improvements | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 20 years |
Maximum | Furniture and fixtures | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives | 7 years |
MERGER AGREEMENT - Narrative (D
MERGER AGREEMENT - Narrative (Details) - Merger Agreement - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 29, 2019 | Jun. 03, 2019 | |
Business Acquisition [Line Items] | ||
Common stock value (in dollars per share) | $ 23.85 | |
Merger termination fee | $ 330 | |
Merger related costs | $ 12.8 | |
Cash retention bonus payment contingent upon closing of merger | $ 10.2 | |
Percentage of retention cash bonuses payable upon merger closing | 50.00% | |
Percentage of retention cash bonuses payable six months after merger closing | 50.00% | |
Infineon | ||
Business Acquisition [Line Items] | ||
Merger termination fee | $ 425 | |
Banker Fees | ||
Business Acquisition [Line Items] | ||
Banker fees contingently payable upon completion of merger | $ 63 | |
Banker fees contingently payable upon non-completion of merger | $ 22.2 |
REVENUE - Disaggregated by Reve
REVENUE - Disaggregated by Revenue Source, Segment and Geographical Locations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 2,205,314 | $ 2,483,840 | $ 2,327,771 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 212,812 | 253,420 | 220,128 |
China, Taiwan, and Hong Kong | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 829,519 | 972,869 | 980,670 |
Japan | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 574,791 | 589,818 | 515,622 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 293,648 | 329,436 | 291,948 |
Rest of the World | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 294,544 | 338,297 | 319,403 |
Goods/Services transferred at a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,185,999 | 2,470,270 | 2,282,200 |
Goods/Services transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 19,315 | 13,570 | 45,571 |
Product revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,144,630 | 2,439,373 | 2,239,056 |
Non-product revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 60,684 | 44,467 | 88,715 |
IoT | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 822,548 | 840,630 | 782,045 |
Automotive | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 829,490 | 815,748 | 721,827 |
Legacy | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 553,276 | 827,462 | 823,899 |
MCD | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,476,655 | 1,474,442 | 1,409,265 |
MPD | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 728,659 | 1,009,398 | 918,506 |
MPD | NAND business unit product revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 31,100 | $ 167,300 | $ 168,100 |
MPD | SkyHigh manufacturing services agreement product revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 10,500 |
MERGERS, ACQUISITIONS AND DIV_2
MERGERS, ACQUISITIONS AND DIVESTITURES - Narrative (Details) - USD ($) $ in Millions | Apr. 01, 2019 | Aug. 14, 2018 |
Business Acquisition [Line Items] | ||
Total purchase consideration | $ 3 | |
SkyHigh Memory Limited | ||
Business Acquisition [Line Items] | ||
Noncontrolling interest in joint venture | 40.00% | |
Payment to acquire interest in joint venture | $ 2.4 | |
SKHS | SkyHigh Memory Limited | SKHS | ||
Business Acquisition [Line Items] | ||
Noncontrolling interest in joint venture | 60.00% |
GOODWILL - Narrative (Detail)
GOODWILL - Narrative (Detail) - USD ($) | 12 Months Ended | |
Dec. 29, 2019 | Dec. 30, 2018 | |
Goodwill [Line Items] | ||
Impairment | $ 0 | |
Goodwill | 1,373,750,000 | $ 1,373,750,000 |
Held-for-sale | ||
Goodwill [Line Items] | ||
Allocated goodwill | 65,700,000 | |
MCD | ||
Goodwill [Line Items] | ||
Goodwill | 782,900,000 | 782,900,000 |
MPD | ||
Goodwill [Line Items] | ||
Goodwill | $ 590,900,000 | $ 590,900,000 |
INTANGIBLE ASSETS - Total Intan
INTANGIBLE ASSETS - Total Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 1,208,405 | $ 1,208,405 |
Accumulated Amortization | (925,222) | (717,815) |
Net | 283,183 | 490,590 |
Acquisition-related intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | 1,188,521 | 1,188,521 |
Accumulated Amortization | (907,646) | (702,883) |
Net | 280,875 | 485,638 |
Non-acquisition related intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | 19,884 | 19,884 |
Accumulated Amortization | (17,576) | (14,932) |
Net | $ 2,308 | $ 4,952 |
INTANGIBLE ASSETS - Estimated F
INTANGIBLE ASSETS - Estimated Future Amortization Expense of Intangible Assets (Detail) $ in Thousands | Dec. 29, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 153,689 |
2021 | 58,489 |
2022 | 33,000 |
2023 | 28,334 |
2024 | 6,252 |
Thereafter | 3,419 |
Net | $ 283,183 |
ASSETS HELD FOR SALE - (Details
ASSETS HELD FOR SALE - (Details) - USD ($) $ in Thousands | Apr. 01, 2019 | Mar. 01, 2017 | Dec. 30, 2018 | Apr. 02, 2017 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 |
Long Lived Assets Held For Sale [Line Items] | |||||||
Proceeds from Divestitures | $ 13,639 | $ 0 | $ 45,500 | ||||
Held-for-sale | |||||||
Long Lived Assets Held For Sale [Line Items] | |||||||
Goodwill | $ 65,700 | 65,700 | |||||
Intangible assets | 10,900 | 10,900 | |||||
Impairment charges | 76,600 | ||||||
Assets held for sale | $ 13,500 | $ 13,500 | |||||
Proceeds from Divestitures | $ 11,900 | ||||||
Inventory | $ 1,500 | ||||||
Proceeds from divestitures | $ 30,500 | $ 35,500 | |||||
Gain related to assets held for sale | $ 1,200 |
INVESTMENT IN EQUITY METHOD I_3
INVESTMENT IN EQUITY METHOD INVESTMENTS - Schedule of Changes in Carrying Value of Equity Method Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Roll Forward] | |||
Carrying value | $ 65,145 | $ 122,514 | |
Share in net loss and impairment of equity method investees | (6,396) | (15,849) | |
Additional investment | 2,400 | 0 | $ 9,285 |
Impairment of investment | (29,505) | (41,520) | |
Carrying value | $ 31,644 | $ 65,145 | $ 122,514 |
INVESTMENT IN EQUITY METHOD I_4
INVESTMENT IN EQUITY METHOD INVESTMENTS - Summarized Financial Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||
Net loss attributable to Cypress | $ (6,396) | $ (15,849) | |
Deca and SkyHigh | |||
Schedule of Equity Method Investments [Line Items] | |||
Revenue | 78,586 | ||
Gross profit (loss) | 12,874 | ||
Loss from operations | (9,691) | ||
Net loss | (12,267) | ||
Net loss attributable to Cypress | $ (6,396) | ||
Deca | |||
Schedule of Equity Method Investments [Line Items] | |||
Revenue | 18,562 | ||
Gross profit (loss) | (11,605) | ||
Loss from operations | (29,619) | ||
Net loss | (30,212) | ||
Net loss attributable to Cypress | $ (15,849) | ||
Deca and Enovix | |||
Schedule of Equity Method Investments [Line Items] | |||
Revenue | $ 15,500 | ||
Gross profit (loss) | (8,964) | ||
Loss from operations | (44,415) | ||
Net loss | (43,589) | ||
Net loss attributable to Cypress | $ (20,586) |
INVESTMENT IN EQUITY METHOD I_5
INVESTMENT IN EQUITY METHOD INVESTMENTS - Summarized Financial Information Balance Sheet Data (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Deca and SkyHigh | ||
Schedule of Equity Method Investments [Line Items] | ||
Current Assets | $ 52,808 | |
Long-term Assets | 41,531 | |
Current Liabilities | 37,010 | |
Long-term Liabilities | $ 6,779 | |
Deca | ||
Schedule of Equity Method Investments [Line Items] | ||
Current Assets | $ 25,865 | |
Long-term Assets | 51,176 | |
Current Liabilities | 9,635 | |
Long-term Liabilities | $ 877 |
INVESTMENT IN EQUITY METHOD I_6
INVESTMENT IN EQUITY METHOD INVESTMENTS - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2020 | Feb. 21, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Apr. 01, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investments | $ 65,145 | $ 122,514 | $ 31,644 | $ 65,145 | $ 122,514 | |||||
Payments to acquire investments | 2,400 | 0 | $ 9,285 | |||||||
Other-than-temporary impairment | 29,505 | 41,520 | ||||||||
Deca | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investments | $ 65,100 | $ 25,100 | $ 65,100 | |||||||
Ownership percentage | 52.50% | 52.40% | 52.50% | |||||||
Other-than-temporary impairment | $ 29,500 | $ 41,500 | ||||||||
SkyHigh Memory Limited | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investments | $ 6,500 | |||||||||
Ownership percentage | 40.00% | |||||||||
Enviox Corporation | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 24.80% | 23.20% | 24.80% | |||||||
Other-than-temporary impairment | $ 51,200 | |||||||||
Subsequent Event | Deca | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 42.50% | |||||||||
Subsequent Event | nepes | Deca | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 10.00% | |||||||||
Payments to acquire investments | $ 3,100 | |||||||||
Subsequent Event | Deca | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Special dividend | $ 19,600 | |||||||||
Forecast | Subsequent Event | Deca | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Proceeds from equity method investmnet | $ 9,900 |
FAIR VALUE MEASUREMENTS - Finan
FAIR VALUE MEASUREMENTS - Financial Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total cash equivalents and other current assets | $ 267,860 | $ 172,647 |
Employee deferred compensation plan | 48,320 | 44,397 |
Total financial assets | 317,223 | 221,954 |
Total financial liabilities | 17,152 | 5,672 |
Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Money market funds | 267,617 | 171,777 |
Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Certificates of deposit | 243 | 870 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total cash equivalents and other current assets | 267,617 | 171,777 |
Employee deferred compensation plan | 18,258 | 18,648 |
Total financial assets | 285,875 | 190,425 |
Total financial liabilities | 0 | 0 |
Level 1 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Money market funds | 267,617 | 171,777 |
Level 1 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Certificates of deposit | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total cash equivalents and other current assets | 243 | 870 |
Employee deferred compensation plan | 30,062 | 25,749 |
Total financial assets | 31,348 | 31,529 |
Total financial liabilities | 17,152 | 5,672 |
Level 2 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Money market funds | 0 | 0 |
Level 2 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Certificates of deposit | 243 | 870 |
Interest rate swaps | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 2,548 |
Derivative liability | 16,001 | 4,051 |
Interest rate swaps | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Derivative liability | 0 | 0 |
Interest rate swaps | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 2,548 |
Derivative liability | 16,001 | 4,051 |
Foreign exchange forward contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 1,043 | 2,362 |
Derivative liability | 1,151 | 1,621 |
Foreign exchange forward contracts | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Derivative liability | 0 | $ 0 |
Foreign exchange forward contracts | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 1,043 | |
Derivative liability | $ 1,151 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Detail) $ in Millions | 1 Months Ended | |||||
Oct. 31, 2018counterparty | Dec. 31, 2017counterparty | Dec. 29, 2019USD ($) | Dec. 30, 2018USD ($) | Nov. 06, 2017 | Mar. 12, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Number of counterparties | counterparty | 2 | 2 | ||||
Revolving Credit Facility | Reported Value Measurement | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 300 | |||||
2% 2020 Exchangeable Senior Notes | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate (percent) | 2.00% | |||||
2% 2020 Exchangeable Senior Notes | Convertible Notes | Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate (percent) | 2.00% | |||||
2% 2020 Exchangeable Senior Notes | Convertible Notes | Reported Value Measurement | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 12 | $ 12 | ||||
2% 2020 Exchangeable Senior Notes | Convertible Notes | Estimated Fair Value | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 58 | 30.9 | ||||
4.5% 2022 Convertible Senior Notes | Convertible Notes | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate (percent) | 4.50% | |||||
4.5% 2022 Convertible Senior Notes | Convertible Notes | Reported Value Measurement | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 287.5 | 287.5 | ||||
4.5% 2022 Convertible Senior Notes | Convertible Notes | Estimated Fair Value | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 493.2 | 336.6 | ||||
2% 2023 Exchangeable Notes | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate (percent) | 2.00% | 2.00% | ||||
2% 2023 Exchangeable Notes | Convertible Notes | Reported Value Measurement | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 150 | 150 | ||||
2% 2023 Exchangeable Notes | Convertible Notes | Estimated Fair Value | Nonrecurring | Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of debt | $ 184.1 | $ 140.6 |
BALANCE SHEET COMPONENTS - Acco
BALANCE SHEET COMPONENTS - Accounts Receivable, Net (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Accounts receivable, gross | $ 302,657 | $ 325,178 |
Allowances for doubtful accounts receivable | (902) | (904) |
Accounts receivable, net | $ 301,755 | $ 324,274 |
BALANCE SHEET COMPONENTS - Inve
BALANCE SHEET COMPONENTS - Inventories (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Raw materials | $ 10,856 | $ 10,004 |
Work-in-process | 231,769 | 215,820 |
Finished goods | 55,279 | 66,269 |
Total inventories | $ 297,904 | $ 292,093 |
BALANCE SHEET COMPONENTS - Othe
BALANCE SHEET COMPONENTS - Other Current Assets (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Prepaid tooling | $ 24,459 | $ 25,891 |
Advance to suppliers | 3,652 | 12,058 |
Prepaid royalty and licenses | 9,959 | 14,863 |
Derivative assets | 1,043 | 3,492 |
Value added tax receivable | 18,626 | 7,652 |
Prepaid expenses | 17,145 | 17,814 |
Withholding tax receivable and tax advance | 1,153 | 4,236 |
Other current assets | 11,311 | 15,157 |
Total other current assets | $ 87,348 | $ 101,163 |
BALANCE SHEET COMPONENTS - Prop
BALANCE SHEET COMPONENTS - Property, Plant and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 855,237 | |
Total property, plant and equipment, gross | $ 827,709 | |
Less: Accumulated depreciation and amortization | (596,489) | |
Less: Accumulated depreciation and amortization | (544,723) | |
Total property, plant and equipment, net | 258,748 | |
Total property, plant and equipment, net | 282,986 | |
Land | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | 28,898 | |
Total property, plant and equipment, gross | 28,898 | |
Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | 622,879 | |
Total property, plant and equipment, gross | 607,849 | |
Buildings, building and leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | 174,849 | |
Total property, plant and equipment, gross | 170,588 | |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | 14,101 | |
Total property, plant and equipment, gross | 15,489 | |
Leased assets | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | 9,583 | |
Total property, plant and equipment, gross | 0 | |
Furniture and fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 4,927 | |
Total property, plant and equipment, gross | $ 4,885 |
BALANCE SHEET COMPONENTS - Ot_2
BALANCE SHEET COMPONENTS - Other Long-Term Assets (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Employee deferred compensation plan | $ 48,320 | $ 44,397 |
Long-term licenses | 4,631 | 4,495 |
Advances to suppliers | 11,484 | 11,471 |
Deposits | 9,536 | 9,441 |
Pension plan assets | 1,691 | 1,765 |
Derivatives assets | 0 | 1,419 |
Prepaid tooling | 28,733 | 34,948 |
Other non-current assets | 10,362 | 16,369 |
Total other long-term assets | $ 114,757 | $ 124,305 |
BALANCE SHEET COMPONENTS - Ot_3
BALANCE SHEET COMPONENTS - Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Employee deferred compensation plan | $ 48,295 | $ 44,834 |
Restructuring accrual (see Note 12) | 6 | 14,536 |
Derivative liability | 2,550 | 1,621 |
Accrued expenses | 31,544 | 46,592 |
Accrued interest | 8,226 | 9,440 |
Customer advances | 1,945 | 5,296 |
Operating lease liability | 13,692 | 0 |
Other current liabilities | 17,906 | 15,745 |
Total other current liabilities | $ 124,164 | $ 138,064 |
BALANCE SHEET COMPONENTS - Ot_4
BALANCE SHEET COMPONENTS - Other Long-Term Liabilities (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Balance Sheet Component [Abstract] | ||
Pension and other employee-related liabilities | $ 16,831 | $ 14,083 |
Asset retirement obligation | 5,959 | 5,916 |
Derivative liability | 14,602 | 4,051 |
Operating lease liability | 30,912 | 0 |
Other long-term liabilities | 4,852 | 3,870 |
Total other long-term liabilities | $ 73,156 | $ 27,920 |
EMPLOYEE STOCK PLANS AND STOC_3
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Narrative (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Dec. 29, 2019USD ($)shares | Dec. 29, 2019USD ($)shares | Dec. 29, 2019USD ($)$ / sharesshares | Dec. 30, 2018USD ($)Period$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Jan. 01, 2019shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Proceeds from employee stock-based awards | $ | $ 38,582,000 | $ 40,661,000 | $ 47,153,000 | |||
Stock-based compensation capitalized in inventories | $ | $ 3,700,000 | $ 3,700,000 | 3,700,000 | 2,500,000 | ||
Stock-based compensation expense recognized | $ | 9,800,000 | $ 105,982,000 | $ 95,965,000 | $ 91,581,000 | ||
Options granted (in shares) | 0 | 0 | 0 | |||
Aggregate intrinsic value of the options outstanding | $ | 14,500,000 | 14,500,000 | $ 14,500,000 | $ 4,600,000 | ||
Aggregate intrinsic value of the options exercisable | $ | $ 14,500,000 | $ 14,500,000 | 14,500,000 | 4,500,000 | ||
Intrinsic value of options exercised | $ | 10,800,000 | 11,200,000 | $ 16,200,000 | |||
Fair value of options vested | $ | $ 100,000 | 800,000 | 2,700,000 | |||
Stock options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 28,200,000 | 28,200,000 | 28,200,000 | 7,000,000 | ||
Stock-based compensation expense recognized | $ | $ 0 | $ 96,000 | $ 163,000 | |||
Stock options | Merger Agreement | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Percentage of share based compensation payable in cash post closing | 100.00% | 100.00% | 100.00% | |||
RSUs and PSUs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 15,200,000 | 15,200,000 | 15,200,000 | |||
Accelerated vesting shares (in shares) | 1,900,000 | |||||
Restricted Stock Units, Director | Merger Agreement | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Percentage of share based compensation payable in cash post closing | 100.00% | 100.00% | 100.00% | |||
Restricted Stock Units, Other | Merger Agreement | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Percentage of share based compensation payable in cash post closing | 50.00% | 50.00% | 50.00% | |||
1999 Stock Option Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 0 | 0 | 0 | |||
2013 Stock Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Maximum expiration term, years | 8 years | |||||
Maximum aggregate number of shares authorized for issuance | 203,600,000 | 203,600,000 | 203,600,000 | |||
Shares converted (in shares) | 1.88 | |||||
2013 Stock Plan | Stock options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 27,700,000 | 27,700,000 | 27,700,000 | |||
2013 Stock Plan | RSUs and PSUs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 14,700,000 | 14,700,000 | 14,700,000 | |||
2010 Equity Incentive Award Plan | Spansion Inc | Minimum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options exercisable, vesting period, in years | 2 years | |||||
2010 Equity Incentive Award Plan | Spansion Inc | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options exercisable, vesting period, in years | 4 years | |||||
2010 Equity Incentive Award Plan | RSUs and PSUs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Additional shares authorized if shares issued full value (in shares) | 300,000 | 300,000 | 300,000 | |||
2012 Stock Option Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Maximum expiration term, years | 7 years | |||||
Shares converted (in shares) | 1.53 | |||||
Additional shares authorized if shares issued full value (in shares) | 1,200,000 | 1,200,000 | 1,200,000 | |||
Percentage of fair market value on effective date of grant | 100.00% | |||||
2012 Stock Option Plan | Stock options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 200,000 | 200,000 | 200,000 | |||
2012 Stock Option Plan | RSUs and PSUs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 100,000 | 100,000 | 100,000 | |||
2012 Stock Option Plan | Restricted Stock | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options exercisable, vesting period, in years | 5 years | |||||
Employee Stock Purchase Plan (ESPP) | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock available for grant (in shares) | 6,800,000 | 6,800,000 | 6,800,000 | |||
Offer period composed of three-six month exercise period, months | 18 months | |||||
Number of exercise periods | Period | 3 | |||||
Exercise period | 6 months | |||||
Discount rate from fair market value on offering date | 85.00% | |||||
Maximum percentage of an employee's eligible compensation | 10.00% | 10.00% | 10.00% | |||
Maximum employee annual contribution | $ | $ 21,250 | |||||
Shares issued under our ESPP (in shares) | 2,100,000 | 2,300,000 | 2,400,000 | |||
ESPP Weighted average price (in usd per share) | $ / shares | $ 10.87 | $ 11.24 | $ 8.48 |
EMPLOYEE STOCK PLANS AND STOC_4
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 9,800 | $ 105,982 | $ 95,965 | $ 91,581 |
Cost of revenues | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 15,443 | 16,531 | 15,605 | |
Research and development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 33,702 | 35,115 | 36,804 | |
Selling, general and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 56,837 | $ 44,319 | $ 39,172 |
EMPLOYEE STOCK PLANS AND STOC_5
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation Expense Award Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 9,800 | $ 105,982 | $ 95,965 | $ 91,581 |
Stock options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 0 | 96 | 163 | |
RSUs and PSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 102,588 | 90,655 | 82,946 | |
ESPP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 3,394 | $ 5,214 | $ 8,472 |
EMPLOYEE STOCK PLANS AND STOC_6
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Schedule of Unrecognized Stock-Based Compensation Balance Net by Award Type (Detail) - RSUs and PSUs $ in Thousands | 12 Months Ended |
Dec. 29, 2019USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total unrecognized stock-based compensation balance, net of estimated forfeitures | $ 54,881 |
Weighted-Average Amortization Period | 1 year 4 months 2 days |
EMPLOYEE STOCK PLANS AND STOC_7
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Schedule of Stock Option Activities (Detail) - $ / shares | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Shares | |||
Options outstanding, Shares, beginning of year | 2,639,000 | 4,627,000 | 7,947,000 |
Exercised, Shares | (1,370,000) | (1,547,000) | (2,898,000) |
Forfeited or expired, Shares | (93,000) | (441,000) | (422,000) |
Options outstanding, Shares, end of year | 1,176,000 | 2,639,000 | 4,627,000 |
Options exercisable, Shares, end of year | 1,176,000 | 2,612,000 | 4,340,000 |
Weighted-Average Exercise Price Per Share | |||
Options outstanding, Weighted-Average Exercise Price per Share, beginning of year (in usd per share) | $ 11.75 | $ 11.63 | $ 10.70 |
Exercised, Weighted-Average Exercise Price per Share (in usd per share) | 11.63 | 9.81 | 8.80 |
Forfeited or expired, Weighted-Average Exercise Price per Share (in usd per share) | 21.38 | 17.29 | 13.58 |
Options outstanding, Weighted-Average Exercise Price per Share, end of year (in usd per share) | 11.11 | 11.75 | 11.63 |
Options exercisable, Weighted-Average Exercise Price per Share, end of year (in usd per share) | $ 11.11 | $ 11.76 | $ 11.66 |
EMPLOYEE STOCK PLANS AND STOC_8
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Summary of Information about Options Outstanding and Exercisable (Detail) - $ / shares | 12 Months Ended | |||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Options Outstanding, Shares | 1,176,000 | 2,639,000 | 4,627,000 | 7,947,000 |
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 1 year 4 months 20 days | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.11 | $ 11.75 | $ 11.63 | $ 10.70 |
Options Exercisable, Shares | 1,176,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.11 | $ 11.76 | $ 11.66 | |
$4.98 - $10.92 | ||||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Minimum Range of Exercise Price (in usd per share) | 4.98 | |||
Maximum Range of Exercise Price (in usd per share) | $ 10.92 | |||
Options Outstanding, Shares | 220,000 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 1 year 10 months 28 days | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 9.25 | |||
Options Exercisable, Shares | 220,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 9.25 | |||
$11.27 - $11.27 | ||||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Minimum Range of Exercise Price (in usd per share) | 11.27 | |||
Maximum Range of Exercise Price (in usd per share) | $ 11.27 | |||
Options Outstanding, Shares | 336,000 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 29 days | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.27 | |||
Options Exercisable, Shares | 336,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.27 | |||
$11.40 - $11.40 | ||||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Minimum Range of Exercise Price (in usd per share) | 11.40 | |||
Maximum Range of Exercise Price (in usd per share) | $ 11.40 | |||
Options Outstanding, Shares | 3,000 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 1 year 8 months 12 days | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.40 | |||
Options Exercisable, Shares | 3,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.40 | |||
$11.55 - $11.55 | ||||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Minimum Range of Exercise Price (in usd per share) | 11.55 | |||
Maximum Range of Exercise Price (in usd per share) | $ 11.55 | |||
Options Outstanding, Shares | 525,000 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 1 year 5 months 1 day | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.55 | |||
Options Exercisable, Shares | 525,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 11.55 | |||
$12.34 - $12.77 | ||||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||||
Minimum Range of Exercise Price (in usd per share) | 12.34 | |||
Maximum Range of Exercise Price (in usd per share) | $ 12.77 | |||
Options Outstanding, Shares | 92,000 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life (In years) | 1 year 6 months 10 days | |||
Options Outstanding, Weighted-Average Exercise Price per Share (in usd per share) | $ 12.49 | |||
Options Exercisable, Shares | 92,000 | |||
Options Exercisable, Weighted-Average Exercise Price per Share (in usd per share) | $ 12.49 |
EMPLOYEE STOCK PLANS AND STOC_9
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Schedule of Restricted Stock Unit and Restricted Stock Activities (Detail) - Restricted stock units, performance-based restricted stock units and restricted stock awards - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Shares | |||
Non-vested, Shares, beginning of year | 10,175 | 11,976 | 13,780 |
Granted and assumed, Shares | 7,378 | 6,344 | 6,488 |
Released, Shares | (8,956) | (6,601) | (6,248) |
Forfeited, Shares | (721) | (1,544) | (2,044) |
Non-vested, Shares, end of year | 7,876 | 10,175 | 11,976 |
Weighted-Average Grant Date Fair Value per Share | |||
Non-vested, Weighted-Average Grant Date Fair Value per Share, beginning of year (in usd per share) | $ 14.42 | $ 12.44 | $ 11.83 |
Granted and assumed, Weighted-Average Grant Date Fair Value per Share (in usd per share) | 15.66 | 16.37 | 13.40 |
Released, Weighted-Average Grant Date Fair Value per Share (in usd per share) | 13.91 | 12.92 | 12.17 |
Forfeited, Weighted-Average Grant Date Fair Value per Share (in usd per share) | 14.11 | 13.49 | 12.22 |
Non-vested, Weighted-Average Grant Date Fair Value per Share, end of year (in usd per share) | $ 15.22 | $ 14.42 | $ 12.44 |
EMPLOYEE STOCK PLANS AND STO_10
EMPLOYEE STOCK PLANS AND STOCK-BASED COMPENSATION - Assumptions used in Black-Scholes Valuation Model - Employee Stock Purchase Plan (Detail) - ESPP | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life | 6 months | ||
Volatility | 39.45% | ||
Volatility, minimum | 31.94% | 34.80% | |
Volatility, maximum | 38.13% | 38.10% | |
Risk-free interest rate | 2.48% | ||
Risk-free interest rate, minimum | 1.06% | 0.65% | |
Risk-free interest rate, maximum | 2.14% | 1.28% | |
Dividend yield | 3.36% | ||
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life | 6 months | 6 months | |
Dividend yield | 2.78% | 3.22% | |
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life | 1 year 6 months | 1 year 6 months | |
Dividend yield | 3.87% | 3.87% |
RESTRUCTURING - Narrative (Deta
RESTRUCTURING - Narrative (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017position | Jun. 30, 2019position | Dec. 30, 2018USD ($) | Apr. 01, 2018position | Dec. 29, 2019USD ($) | Dec. 30, 2018USD ($) | Dec. 31, 2017USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ 3,006,000 | $ 16,842,000 | $ 9,088,000 | ||||
Personnel costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 3,006,000 | 7,085,000 | 7,479,000 | ||||
Lease termination costs and other related charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 0 | 9,757,000 | $ 540,000 | ||||
2019 Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected positions to restructure | position | 90 | ||||||
Restructuring costs | 3,000,000 | ||||||
2018 Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected positions to restructure | position | 130 | ||||||
2018 Plan | Personnel costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 4,900,000 | ||||||
2017 Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected positions to restructure | position | 80 | ||||||
Restructuring costs | $ 0 | $ 2,400,000 | |||||
Spansion Integration plan | Lease termination costs and other related charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ 19,000,000 |
RESTRUCTURING - Schedule of Res
RESTRUCTURING - Schedule of Restructuring Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 3,006 | $ 16,842 | $ 9,088 |
Personnel costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 3,006 | 7,085 | 7,479 |
Lease termination costs and other related charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0 | 9,757 | 540 |
Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 0 | $ 0 | $ 1,069 |
RESTRUCTURING - Schedule of R_2
RESTRUCTURING - Schedule of Restructuring Costs by Line Item in Statement of Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 3,006 | $ 16,842 | $ 9,088 |
Cost of revenues | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 928 | 3,271 | 548 |
Research and development | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 1,160 | 1,786 | 5,915 |
Selling, general and administrative | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 918 | $ 11,785 | $ 2,625 |
RESTRUCTURING - Restructuring A
RESTRUCTURING - Restructuring Activities Related to Personnel Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | $ 14,536 | $ 18,179 | $ 35,323 |
Provision | 3,006 | 16,842 | 9,088 |
Cash payments and other adjustments | (17,536) | (20,485) | (26,232) |
Accrued restructuring reserve, ending balance | 6 | 14,536 | 18,179 |
2019 Plan | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | 0 | ||
Provision | 3,014 | ||
Cash payments and other adjustments | (3,008) | ||
Accrued restructuring reserve, ending balance | 6 | 0 | |
2018 Plan | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | 248 | 0 | |
Provision | (97) | 4,898 | |
Cash payments and other adjustments | (151) | (4,650) | |
Accrued restructuring reserve, ending balance | 0 | 248 | 0 |
2017 Plan | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | 30 | 6,139 | 0 |
Provision | 0 | 2,421 | 6,464 |
Cash payments and other adjustments | (30) | (8,530) | (325) |
Accrued restructuring reserve, ending balance | 0 | 30 | 6,139 |
2016 Plan | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | 0 | 743 | 21,104 |
Provision | 0 | (234) | 2,624 |
Cash payments and other adjustments | 0 | (509) | (22,985) |
Accrued restructuring reserve, ending balance | 0 | 0 | 743 |
Spansion Integration plan | |||
Restructuring Reserve [Roll Forward] | |||
Accrued restructuring reserve, beginning balance | 14,258 | 11,297 | 14,219 |
Provision | 89 | 9,757 | 0 |
Cash payments and other adjustments | (14,347) | (6,796) | (2,922) |
Accrued restructuring reserve, ending balance | $ 0 | $ 14,258 | $ 11,297 |
FOREIGN CURRENCY AND INTEREST_3
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES - Narrative (Details) $ in Thousands, ¥ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Oct. 31, 2018USD ($)counterparty | Dec. 31, 2017USD ($)counterparty | Dec. 29, 2019USD ($) | Dec. 29, 2019USD ($) | Dec. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 30, 2018JPY (¥) | Jan. 01, 2017USD ($) | |
Derivative [Line Items] | ||||||||
Maximum term of derivative contracts | 13 months | |||||||
Gain (loss) on derivative | $ 300 | $ 800 | $ (12,300) | |||||
Number of counterparties | counterparty | 2 | 2 | ||||||
(Loss) gain in other comprehensive income | (15,070) | (265) | 7,125 | |||||
Accumulated other comprehensive income | $ (1,817,592) | $ (2,100,255) | (2,100,255) | (2,117,039) | (1,817,592) | $ (1,892,752) | ||
Interest rate swaps | ||||||||
Derivative [Line Items] | ||||||||
Gain (loss) on derivative | 600 | (200) | ||||||
Notional derivative contract | $ 300,000 | $ 300,000 | ||||||
Derivatives not designated as hedging instruments | 14,300 | |||||||
(Loss) gain in other comprehensive income | (16,100) | |||||||
(Loss) gain in other comprehensive income | (1,300) | |||||||
Gross liability, fair value | 16,000 | 16,000 | 4,100 | |||||
Gross asset, fair value | 2,500 | |||||||
Cash Flow Hedging | Forward contracts | ||||||||
Derivative [Line Items] | ||||||||
(Loss) gain in other comprehensive income | $ (400) | 200 | ||||||
Cash Flow Hedging | Forward contracts | Long | ||||||||
Derivative [Line Items] | ||||||||
Notional derivative contract | 54,400 | ¥ 5,977 | ||||||
Cash Flow Hedging | Interest rate swaps | ||||||||
Derivative [Line Items] | ||||||||
Number of counterparties | counterparty | 2 | 2 | ||||||
Notional derivative contract | $ 300,000 | |||||||
Cash Flow Hedging | Minimum | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 3 months | |||||||
Cash Flow Hedging | Maximum | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 13 months | |||||||
Derivatives not designated as hedging instruments | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 30 days | |||||||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | ||||||||
Derivative [Line Items] | ||||||||
Accumulated other comprehensive income | 15,833 | $ 15,833 | ||||||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | Forward contracts | ||||||||
Derivative [Line Items] | ||||||||
Accumulated other comprehensive income | $ (1) | $ (1) | $ (400) |
FOREIGN CURRENCY AND INTEREST_4
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES - Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Revenue | $ 2,205,314 | $ 2,483,840 | $ 2,327,771 |
Interest Expense | 58,745 | $ 65,327 | $ 80,215 |
Revenue | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Revenue | 2,205,314 | ||
Cost of Goods Sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Cost of Goods Sold | 1,375,289 | ||
Operating Expenses | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Operating Expenses | 706,762 | ||
Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Interest Expense | 58,745 | ||
Interest rate contracts | Revenue | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | 0 | ||
Interest rate contracts | Cost of Goods Sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | 0 | ||
Interest rate contracts | Operating Expenses | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | 0 | ||
Interest rate contracts | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | 774 | ||
Foreign exchange contracts | Revenue | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | 739 | ||
Foreign exchange contracts | Cost of Goods Sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | (466) | ||
Foreign exchange contracts | Operating Expenses | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | (33) | ||
Foreign exchange contracts | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) reclassified from AOCI into income | $ 0 |
FOREIGN CURRENCY AND INTEREST_5
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES - Gross Fair Values of Derivative Instruments on Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Derivatives designated as hedging instruments | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | $ 698 | $ 2,767 |
Derivatives designated as hedging instruments | Non-current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | 0 | 1,419 |
Derivatives designated as hedging instruments | Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | 2,095 | 1,210 |
Derivatives designated as hedging instruments | Non-Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | 14,602 | 4,051 |
Derivatives not designated as hedging instruments | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | 345 | 725 |
Derivatives not designated as hedging instruments | Non-current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | 0 | 0 |
Derivatives not designated as hedging instruments | Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | 455 | 411 |
Derivatives not designated as hedging instruments | Non-Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | $ 0 | $ 0 |
FOREIGN CURRENCY AND INTEREST_6
FOREIGN CURRENCY AND INTEREST RATE DERIVATIVES - Schedule of Notational Amounts of Outstanding Contracts (Details) € in Millions, ¥ in Millions, $ in Millions | Dec. 29, 2019USD ($) | Dec. 29, 2019EUR (€) | Dec. 29, 2019JPY (¥) | Dec. 30, 2018USD ($) | Dec. 30, 2018EUR (€) | Dec. 30, 2018JPY (¥) |
Derivatives not designated as hedging instruments | Japanese Yen USD Future | Long | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | $ 7.6 | ¥ 1,800 | $ 13.2 | ¥ 4,210 | ||
Derivatives not designated as hedging instruments | Japanese Yen USD Future | Short | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | 16.9 | 800 | 38 | 1,430 | ||
Derivatives not designated as hedging instruments | Eurodollar Future | Long | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | € 3.6 | 9.1 | ||||
Derivatives not designated as hedging instruments | Eurodollar Future | Short | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | 4 | € 8 | ||||
Derivatives designated as hedging instruments | Japanese Yen USD Future | Long | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | 59.6 | 6,400 | 44.5 | 10,827 | ||
Derivatives designated as hedging instruments | Japanese Yen USD Future | Short | ||||||
Derivative [Line Items] | ||||||
Notional derivative contract | $ 59.6 | ¥ 6,400 | $ 98.8 | ¥ 4,850 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Components of Accumulated Other Comprehensive Income Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balances at beginning of year | $ 2,117,039 | $ 1,817,592 | $ 1,892,752 |
Other comprehensive income (loss) before reclassification | (14,056) | (644) | |
Amounts reclassified | (1,014) | 379 | |
Net unrecognized gain (loss) on the defined benefit plan | (2,798) | 3,456 | 324 |
Balances at end of year | 2,100,255 | 2,117,039 | 1,817,592 |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balances at beginning of year | 1,829 | (1,362) | (8,811) |
Balances at end of year | (16,039) | 1,829 | (1,362) |
Accumulated net unrealized income (loss) on cash flow hedges and other | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balances at beginning of year | (763) | (498) | |
Other comprehensive income (loss) before reclassification | (644) | ||
Amounts reclassified | 379 | ||
Net unrecognized gain (loss) on the defined benefit plan | 0 | ||
Balances at end of year | (763) | (498) | |
Accumulated net unrealized income (loss) on cash flow hedges and other | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Other comprehensive income (loss) before reclassification | (14,056) | ||
Amounts reclassified | (1,014) | ||
Net unrecognized gain (loss) on the defined benefit plan | 0 | ||
Balances at end of year | (15,833) | ||
Accumulated unrecognized gain (loss) on the defined benefit plan | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balances at beginning of year | 2,592 | (864) | |
Other comprehensive income (loss) before reclassification | 0 | 0 | |
Amounts reclassified | 0 | 0 | |
Net unrecognized gain (loss) on the defined benefit plan | (2,798) | 3,456 | |
Balances at end of year | $ (206) | $ 2,592 | $ (864) |
OTHER (EXPENSE) INCOME, NET - C
OTHER (EXPENSE) INCOME, NET - Components of Other (Expense) Income, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ 5,367 | $ 0 | $ 568 |
Changes in fair value of investments under the deferred compensation plan | 7,991 | (2,904) | 6,087 |
Foreign currency exchange and other (losses) gains, net | (1,135) | (340) | (1,838) |
Other | 1,945 | 726 | (549) |
Other income (expense), net | $ 14,168 | $ (2,518) | $ 4,268 |
DEBT - Narrative (Detail)
DEBT - Narrative (Detail) $ / shares in Units, shares in Millions | Jul. 31, 2019USD ($) | Sep. 13, 2018USD ($) | Mar. 12, 2018 | Mar. 07, 2018USD ($)shares | Nov. 17, 2017USD ($)shares | Nov. 06, 2017USD ($)$ / shares | Aug. 18, 2017USD ($) | Aug. 17, 2017 | Feb. 17, 2017USD ($) | Jun. 23, 2016USD ($)trading_day$ / shares | Jun. 23, 2016USD ($)$ / shares | Dec. 29, 2019USD ($)$ / shares | Dec. 29, 2019USD ($)trading_day$ / shares | Dec. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Jul. 30, 2019USD ($) | Jun. 03, 2019$ / shares | Jul. 02, 2018 | Jul. 01, 2018 | Feb. 16, 2017 | Jan. 01, 2017 | Jul. 05, 2016USD ($) | Mar. 12, 2015 |
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Borrowings under revolving credit facility and line of credit | $ 447,000,000 | $ 94,000,000 | $ 190,000,000 | ||||||||||||||||||||
Loss on extinguishment of debt | 6,417,000 | 5,169,000 | 7,246,000 | ||||||||||||||||||||
Interest expenses | 28,400,000 | 34,300,000 | 45,200,000 | ||||||||||||||||||||
Net carrying amount | $ 749,479,000 | $ 749,479,000 | |||||||||||||||||||||
Adjustments to additional paid in capital | $ (25,696,000) | $ (290,591,000) | |||||||||||||||||||||
Merger Agreement | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Common stock value (in dollars per share) | $ / shares | $ 23.85 | ||||||||||||||||||||||
2% 2023 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | 2.00% | 2.00% | ||||||||||||||||||||
Deferred costs | $ 4,100,000 | ||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 21.41 | ||||||||||||||||||||||
Conversion ratio | 0.0467099 | ||||||||||||||||||||||
Principal | $ 150,000,000 | ||||||||||||||||||||||
Financing fee | 3,400,000 | ||||||||||||||||||||||
4.5% 2022 Senior Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 4.50% | 4.50% | 4.50% | 4.50% | |||||||||||||||||||
Convertible strike price (in usd per share) | $ / shares | $ 13.49 | $ 13.49 | |||||||||||||||||||||
Convertible cap price (in usd per share) | $ / shares | $ 15.27 | $ 15.27 | |||||||||||||||||||||
Conversion ratio | 0.07414 | ||||||||||||||||||||||
Principal | $ 287,500,000 | $ 287,500,000 | |||||||||||||||||||||
4.5% 2022 Convertible Senior Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 13.49 | $ 13.49 | |||||||||||||||||||||
Debt Instrument, Convertible, Threshold Trading Days | trading_day | 20 | ||||||||||||||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | trading_day | 30 | ||||||||||||||||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | ||||||||||||||||||||||
2% 2020 Exchangeable Senior Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | ||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4.80 | $ 4.80 | |||||||||||||||||||||
Debt Instrument, Convertible, Threshold Trading Days | trading_day | 20 | ||||||||||||||||||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | trading_day | 30 | ||||||||||||||||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | ||||||||||||||||||||||
2% 2020 Exchangeable Senior Notes | Spansion Inc | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | 2.00% | |||||||||||||||||||||
2% 2020 Exchangeable Senior Notes | Spansion Integration plan | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Make-whole adjustment, change in ownership percentage | 50.00% | ||||||||||||||||||||||
Consideration Paid Consisting Of Shares Traded On The NYSE Or NASDAQ In A Fundamental Change Percent | 90.00% | ||||||||||||||||||||||
2.0% 2020 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | 2.00% | 2.00% | 2.00% | |||||||||||||||||||
Loss on extinguishment of debt | $ (200,000) | ||||||||||||||||||||||
Shares of common stock for the conversion spread | shares | 1.4 | ||||||||||||||||||||||
Repurchase of principal | $ 10,000,000 | ||||||||||||||||||||||
Adjustments to additional paid in capital | (25,700,000) | ||||||||||||||||||||||
Conversion ratio | 0.20387 | ||||||||||||||||||||||
2.0% 2020 Exchangeable Notes | Spansion Inc | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | ||||||||||||||||||||||
Loss on extinguishment of debt | $ (4,300,000) | ||||||||||||||||||||||
Repayments of Spansion notes | $ 128,000,000 | ||||||||||||||||||||||
Shares of common stock for the conversion spread | shares | 17.3 | ||||||||||||||||||||||
Payment of inducement premium on extinguishment debt | $ 1,200,000 | ||||||||||||||||||||||
Equity component | 2% 2023 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Issuance costs | 422,000 | ||||||||||||||||||||||
Net carrying amount | 400,000 | ||||||||||||||||||||||
Principal | 15,450,000 | ||||||||||||||||||||||
Equity component | 4.5% 2022 Senior Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Issuance costs | $ 1,477,000 | $ 1,477,000 | |||||||||||||||||||||
Principal | 49,163,000 | 49,163,000 | |||||||||||||||||||||
Equity component | 2.0% 2020 Exchangeable Notes | Spansion Inc | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Adjustments to additional paid-in capital | $ 290,600,000 | ||||||||||||||||||||||
Senior Notes | 2% 2023 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 2.00% | 2.00% | |||||||||||||||||||||
Senior Notes | 4.5% 2022 Senior Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Interest rate (percent) | 4.50% | 4.50% | |||||||||||||||||||||
Senior Notes | 2.0% 2020 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Extinguishment of debt | 10,000,000 | ||||||||||||||||||||||
Net carrying amount | $ 22,000,000 | ||||||||||||||||||||||
Liability component | 2% 2023 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Issuance costs | 3,678,000 | ||||||||||||||||||||||
Principal | $ 134,550,000 | $ 150,000,000 | $ 150,000,000 | $ 150,000,000 | |||||||||||||||||||
Percentage of long term debt | 89.70% | ||||||||||||||||||||||
Liability component | 4.5% 2022 Senior Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Issuance costs | 7,158,000 | 7,158,000 | |||||||||||||||||||||
Principal | $ 238,338,000 | $ 238,338,000 | 287,495,000 | 287,495,000 | 287,500,000 | ||||||||||||||||||
Liability component | 2.0% 2020 Exchangeable Notes | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Principal | 11,984,000 | 11,984,000 | 11,990,000 | ||||||||||||||||||||
Line of Credit | Term Loan A | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Issuance costs | $ 3,000,000 | ||||||||||||||||||||||
Interest rate (percent) | 5.11% | ||||||||||||||||||||||
Deferred costs | $ 5,900,000 | ||||||||||||||||||||||
Line of Credit | Term Loan B | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Maximum credit line borrowing | $ 450,000,000 | ||||||||||||||||||||||
Issuance costs | $ 11,500,000 | ||||||||||||||||||||||
Interest rate (percent) | 5.50% | ||||||||||||||||||||||
Spread on base rate (percent) | 2.75% | 3.75% | 3.75% | ||||||||||||||||||||
Deferred costs | $ 600,000 | ||||||||||||||||||||||
Loan increase | $ 91,300,000 | ||||||||||||||||||||||
Required amortization payments (percent) | 1.00% | ||||||||||||||||||||||
Loss on extinguishment of debt | 6,400,000 | ||||||||||||||||||||||
Base Rate | Line of Credit | Term Loan B | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 1.00% | 1.25% | |||||||||||||||||||||
Repayments of Term Loan B | $ 25,000,000 | ||||||||||||||||||||||
Eurodollar | Line of Credit | Term Loan B | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 2.00% | 2.25% | |||||||||||||||||||||
Revolving Credit Facility | Term Loan B | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Loans and letter of credit outstanding | 300,000,000 | $ 300,000,000 | $ 476,300,000 | ||||||||||||||||||||
Revolving Credit Facility | Line of Credit | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Maximum credit line borrowing | $ 700,000,000 | $ 540,000,000 | |||||||||||||||||||||
Credit facility, maximum total leverage ratio | 4 | 4.25 | 3.75 | 3.75 | 4 | ||||||||||||||||||
Repayments of Term Loan B | $ 147,000,000 | ||||||||||||||||||||||
Borrowings under revolving credit facility and line of credit | $ 447,000,000 | ||||||||||||||||||||||
Repayments of Long-term Debt | $ 448,000,000 | ||||||||||||||||||||||
Revolving Credit Facility | Base Rate | Minimum | Line of Credit | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 1.75% | ||||||||||||||||||||||
Revolving Credit Facility | Base Rate | Maximum | Line of Credit | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 2.00% | ||||||||||||||||||||||
Revolving Credit Facility | Eurodollar | Minimum | Line of Credit | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 0.75% | ||||||||||||||||||||||
Revolving Credit Facility | Eurodollar | Maximum | Line of Credit | |||||||||||||||||||||||
Debt And Equity Transactions [Line Items] | |||||||||||||||||||||||
Spread on base rate (percent) | 1.00% |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 | Nov. 06, 2017 | Feb. 16, 2017 | Jun. 23, 2016 | Mar. 12, 2015 |
Line Of Credit Facility [Line Items] | ||||||
Current portion of long-term debt | $ 13,615 | $ 6,943 | ||||
Credit facility and long-term debt | 712,808 | 874,235 | ||||
Revolving credit facility and long-term debt | 712,808 | 874,235 | ||||
Total debt | $ 726,423 | 881,178 | ||||
2% 2020 Exchangeable Senior Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 2.00% | |||||
4.5% 2022 Senior Exchangeable Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 4.50% | 4.50% | ||||
2% 2023 Exchangeable Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 2.00% | 2.00% | ||||
Finance lease obligations | ||||||
Line Of Credit Facility [Line Items] | ||||||
Current portion of long-term debt | $ 1,854 | |||||
Revolving credit facility and long-term debt | 7,299 | |||||
Finance lease obligations | ||||||
Line Of Credit Facility [Line Items] | ||||||
Current portion of long-term debt | 1,892 | |||||
Revolving credit facility and long-term debt | 8,146 | |||||
Line of Credit | Term Loan B | ||||||
Line Of Credit Facility [Line Items] | ||||||
Current portion of long-term debt | 0 | 5,051 | ||||
Revolving credit facility and long-term debt | 0 | 462,868 | ||||
Interest rate (percent) | 5.50% | |||||
Line of Credit | Revolving Credit Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility and long-term debt | 300,000 | 0 | ||||
Senior Notes | 2% 2020 Exchangeable Senior Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Current portion of long-term debt | 11,761 | 0 | ||||
Revolving credit facility and long-term debt | 0 | 11,438 | ||||
Senior Notes | 4.5% 2022 Senior Exchangeable Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Revolving credit facility and long-term debt | $ 266,810 | 256,726 | ||||
Interest rate (percent) | 4.50% | |||||
Senior Notes | 2% 2023 Exchangeable Notes | ||||||
Line Of Credit Facility [Line Items] | ||||||
Revolving credit facility and long-term debt | $ 138,699 | $ 135,057 | ||||
Interest rate (percent) | 2.00% |
DEBT - Schedule of Interest Exp
DEBT - Schedule of Interest Expense Recognized Spansion Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Mar. 12, 2015 | |
Debt Instrument [Line Items] | |||||
Total | $ 28,400 | $ 34,300 | $ 45,200 | ||
Two Point Zero Zero Percentage Spansion Exchangeable Notes | |||||
Debt Instrument [Line Items] | |||||
Contractual interest expense | 242 | 242 | 2,880 | ||
Accretion of debt discount | 329 | 329 | 3,149 | ||
Total | $ 571 | $ 571 | $ 6,029 | ||
2.0% 2020 Exchangeable Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate (percent) | 2.00% | 2.00% | 2.00% | ||
2.0% 2020 Exchangeable Notes | Spansion Inc | |||||
Debt Instrument [Line Items] | |||||
Interest rate (percent) | 2.00% |
DEBT - Schedule of Net Liabilit
DEBT - Schedule of Net Liability Component of Spansion Notes (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 | Jan. 01, 2017 | Mar. 12, 2015 |
2.0% 2020 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 2.00% | 2.00% | 2.00% | |
Equity component | 2.0% 2020 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Equity component | $ 22,971 | $ 22,971 | ||
Liability component | ||||
Debt Instrument [Line Items] | ||||
Equity component | 11,761 | 11,438 | ||
Liability component | 2.0% 2020 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Principal | 11,984 | 11,990 | ||
Accretion of debt discount | $ (223) | $ (552) | ||
Spansion Inc | 2.0% 2020 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Interest rate (percent) | 2.00% |
DEBT - Schedule of 2022 Senior
DEBT - Schedule of 2022 Senior Exchangeable Notes, Net of Issuance Costs (Details) - 4.5% 2022 Senior Exchangeable Notes - USD ($) | Dec. 29, 2019 | Dec. 30, 2018 | Jun. 23, 2016 |
Debt Instrument [Line Items] | |||
Principal | $ 287,500,000 | ||
Equity component | 278,866,000 | ||
Liability component | |||
Debt Instrument [Line Items] | |||
Principal | $ 287,495,000 | $ 287,500,000 | 238,338,000 |
Less: Issuance cost | (7,158,000) | ||
Equity component | 266,810,000 | 256,726,000 | 231,180,000 |
Equity component | |||
Debt Instrument [Line Items] | |||
Principal | 49,163,000 | ||
Less: Issuance cost | (1,477,000) | ||
Equity component | $ 47,686,000 | $ 47,686,000 | $ 47,686,000 |
DEBT - Schedule of Interest E_2
DEBT - Schedule of Interest Expense Recognized for 2022 Senior Exchangeable Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Total | $ 28,400 | $ 34,300 | $ 45,200 |
Convertible Senior Notes | 4.5% 2022 Senior Exchangeable Notes | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 12,902 | 12,902 | 13,009 |
Amortization of debt issuance costs | 1,278 | 1,278 | 1,289 |
Accretion of debt discount | 8,811 | 8,811 | 8,885 |
Total | $ 22,991 | $ 22,991 | $ 23,183 |
DEBT - Schedule of Net Liabil_2
DEBT - Schedule of Net Liability Component of 2022 Senior Exchangeable Notes (Details) - 4.5% 2022 Senior Exchangeable Notes - USD ($) | Dec. 29, 2019 | Dec. 30, 2018 | Jun. 23, 2016 |
Debt Instrument [Line Items] | |||
Interest rate (percent) | 4.50% | 4.50% | |
Equity component | $ 278,866,000 | ||
Principal | 287,500,000 | ||
Equity component | |||
Debt Instrument [Line Items] | |||
Equity component | $ 47,686,000 | $ 47,686,000 | 47,686,000 |
Principal | 49,163,000 | ||
Liability component | |||
Debt Instrument [Line Items] | |||
Equity component | 266,810,000 | 256,726,000 | 231,180,000 |
Principal | 287,495,000 | 287,500,000 | $ 238,338,000 |
Accretion of debt discount | $ (20,685,000) | $ (30,774,000) |
DEBT - Schedule of 2023 Exchang
DEBT - Schedule of 2023 Exchangeable Notes, Net of Issuance Costs (Details) - 2% 2023 Exchangeable Notes - USD ($) | Dec. 29, 2019 | Dec. 30, 2018 | Nov. 06, 2017 |
Components of Deferred Tax Liabilities [Abstract] | |||
Interest rate (percent) | 2.00% | 2.00% | |
Principal | $ 150,000,000 | ||
Convertible Notes, net of issuance costs | 145,900,000 | ||
Liability component | |||
Components of Deferred Tax Liabilities [Abstract] | |||
Principal | $ 150,000,000 | $ 150,000,000 | 134,550,000 |
Less: Issuance cost | (3,678,000) | ||
Convertible Notes, net of issuance costs | 138,699,000 | 135,057,000 | 130,872,000 |
Equity component | |||
Components of Deferred Tax Liabilities [Abstract] | |||
Principal | 15,450,000 | ||
Less: Issuance cost | (422,000) | ||
Convertible Notes, net of issuance costs | $ 15,028,000 | $ 15,028,000 | $ 15,028,000 |
DEBT - Schedule of Total Intere
DEBT - Schedule of Total Interest Expense Related to 2023 Exchangeable Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Net carrying amount | $ 749,479 | ||
Total | 28,400 | $ 34,300 | $ 45,200 |
Convertible Senior Notes | 2% 2023 Exchangeable Notes | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 2,992 | 2,992 | 452 |
Amortization of debt issuance costs | 701 | 700 | 106 |
Accretion of debt discount | 2,940 | 2,940 | 444 |
Total | $ 6,633 | $ 6,632 | $ 1,002 |
DEBT - Schedule of Net Liabil_3
DEBT - Schedule of Net Liability Component of 2023 Exchangeable Notes (Details) - 2% 2023 Exchangeable Notes - USD ($) | Dec. 29, 2019 | Dec. 30, 2018 | Nov. 06, 2017 |
Debt Instrument [Line Items] | |||
Equity component | $ 145,900,000 | ||
Principal | 150,000,000 | ||
Equity component | |||
Debt Instrument [Line Items] | |||
Equity component | $ 15,028,000 | $ 15,028,000 | 15,028,000 |
Principal | 15,450,000 | ||
Liability component | |||
Debt Instrument [Line Items] | |||
Equity component | 138,699,000 | 135,057,000 | 130,872,000 |
Principal | 150,000,000 | 150,000,000 | $ 134,550,000 |
Accretion of debt discount | $ (11,301,000) | $ (14,943,000) |
DEBT - Schedule of Debt Maturit
DEBT - Schedule of Debt Maturities (Details) $ in Thousands | Dec. 29, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 11,993 |
2021 | 300,000 |
2022 | 287,486 |
2023 | 150,000 |
Total (excluding finance leases) | 749,479 |
Finance lease liabilities | 9,153 |
Total Debt | $ 758,632 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Lessee, Lease, Description [Line Items] | ||||
Operating and financing lease, renewal term | 5 years | |||
Operating lease expense | $ 13,700,000 | $ 12,700,000 | ||
Accrued restructuring reserve | $ 6,000 | 14,536,000 | $ 18,179,000 | $ 35,323,000 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating and finance lease, remaining term of contract | 1 year | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating and finance lease, remaining term of contract | 8 years | |||
Operating Facility Leases | ||||
Lessee, Lease, Description [Line Items] | ||||
Accrued restructuring reserve | $ 0 | $ 14,300,000 |
LEASES - Supplemental Balance S
LEASES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Finance Lease, Assets And Liabilities, Lessee [Abstract] | ||
Property and equipment, at cost | $ 9,583 | |
Accumulated depreciation | (1,924) | |
Property and equipment, net | 7,659 | |
Finance leases included in current portion of long-term debt | 1,854 | |
Finance leases included in revolving credit facility and long-term portion of debt | 7,299 | |
Total finance lease liabilities | 9,153 | |
Operating Leases | ||
Operating lease right-of-use assets | 42,941 | |
Operating leases included in other current liabilities | 13,692 | $ 0 |
Operating leases included in other long-term liabilities | 30,912 | $ 0 |
Total operating lease liabilities | $ 44,604 |
LEASES - Component of Lease Cos
LEASES - Component of Lease Costs (Details) $ in Thousands | 12 Months Ended |
Dec. 29, 2019USD ($) | |
Leases [Abstract] | |
Amortization of right-of-use assets | $ 1,700 |
Interest on lease liabilities | 394 |
Operating lease cost | 15,928 |
Short-term lease cost | 605 |
Variable lease cost | 1,886 |
Total lease cost | $ 20,513 |
LEASES - Other Information Rela
LEASES - Other Information Related to Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 29, 2019USD ($) | |
Cash Flow, Lessee [Abstract] | |
Operating cash flows from finance leases | $ 394 |
Operating cash flows from operating leases | 11,732 |
Financing cash flows from finance leases | $ 1,730 |
Weighted-average remaining lease term (in years): | |
Finance leases | 4 years 11 months 1 day |
Operating leases | 5 years 3 months 25 days |
Weighted-average discount rate: | |
Finance leases | 3.99% |
Operating leases | 6.89% |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments Under Operating and Finance Leases (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2020 | $ 16,244 | |
2021 | 9,055 | |
2022 | 6,894 | |
2023 | 4,734 | |
2024 | 5,211 | |
Thereafter | 13,461 | |
Total undiscounted future cash flows | 55,599 | |
Less: Imputed interest | 10,995 | |
Present value of undiscounted future cash flows | 44,604 | |
Current | 13,692 | $ 0 |
Non-current | 30,912 | $ 0 |
Finance Lease, Liability, Payment, Due [Abstract] | ||
2020 | 2,196 | |
2021 | 2,189 | |
2022 | 2,191 | |
2023 | 2,069 | |
2024 | 514 | |
Thereafter | 922 | |
Total undiscounted future cash flows | 10,081 | |
Less: Imputed interest | 928 | |
Present value of undiscounted future cash flows | 9,153 | |
Current | 1,854 | |
Non-current | $ 7,299 |
LEASES - Future Minimum Lease_2
LEASES - Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Details) $ in Thousands | Dec. 30, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 29,315 |
2020 | 12,860 |
2021 | 8,176 |
2022 | 6,241 |
2023 | 2,476 |
Thereafter | 3,808 |
Total | $ 62,876 |
EQUITY TRANSACTIONS - Narrative
EQUITY TRANSACTIONS - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions | Jan. 16, 2020 | Nov. 11, 2019 | Dec. 29, 2019 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Oct. 01, 2017 | Jul. 02, 2017 | Apr. 02, 2017 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Oct. 20, 2015 |
Class of Stock [Line Items] | ||||||||||||||||||
Repurchases of common shares | $ 31,681,000 | |||||||||||||||||
Activity related to yield enhancement structured agreements | $ 0 | 3,262,000 | $ 0 | |||||||||||||||
Payments of cash dividends | $ 160,850,000 | 157,364,000 | 144,749,000 | |||||||||||||||
Cash dividends declared per share (in usd per share) | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | |||||
Payment of dividends | 157,400,000 | $ 144,700,000 | ||||||||||||||||
October 2015 Program | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Stock repurchase program, authorized amount | $ 450,000,000 | |||||||||||||||||
Repurchases of common shares | $ 274,100,000 | |||||||||||||||||
Repurchase of common shares (in shares) | 0 | 31.8 | ||||||||||||||||
Average repurchase price (in usd per share) | $ 8.62 | |||||||||||||||||
Subsequent Event | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Payment of dividends | $ 41,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |||
Total revenues | $ 11,125 | $ 224 | $ 4,713 |
Total purchases | 10,925 | 12,995 | $ 54,236 |
Total receivable balance | 3,000 | 100 | |
Total payable balance | $ 1,800 | $ 1,900 |
EQUITY TRANSACTIONS - Yield Enh
EQUITY TRANSACTIONS - Yield Enhanced Structured Agreements (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 30, 2018USD ($)$ / sharesshares | |
Debt And Equity Transactions [Line Items] | |
Aggregate Price Paid | $ | $ 3,262 |
Total Number of Shares Received Upon Maturity (in shares) | shares | 250 |
Average Price Paid per Share (in usd per share) | $ / shares | $ 13 |
Settled through issuance of common stock | |
Debt And Equity Transactions [Line Items] | |
Aggregate Price Paid | $ | $ 3,262 |
Total Number of Shares Received Upon Maturity (in shares) | shares | 250 |
Average Price Paid per Share (in usd per share) | $ / shares | $ 13 |
NET INCOME (LOSS) PER SHARE - C
NET INCOME (LOSS) PER SHARE - Computation of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Net income (loss) attributable to Cypress for basic computation | $ 40,428 | $ 354,592 | $ (80,915) |
Weighted-average common shares for basic computation (in shares) | 367,308 | 359,324 | 333,451 |
Net income (loss) per share—basic (in usd per share) | $ 0.11 | $ 0.99 | $ (0.24) |
Stock options, restricted stock units, ESPP purchase rights, convertible notes, and other (in shares) | 17,362 | 12,854 | 0 |
Weighted-average common shares for diluted computation (in shares) | 384,670 | 372,178 | 333,451 |
Net income (loss) per share—diluted (in usd per share) | $ 0.11 | $ 0.95 | $ (0.24) |
NET INCOME (LOSS) PER SHARE - A
NET INCOME (LOSS) PER SHARE - Anti-Dilutive Securities Excluded from Computation of Diluted Net Income (Loss) Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Convertible Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 593 | 2,464 | 17,732 |
Stock options and restricted stock units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 44 | 693 | 8,375 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) - USD ($) | Dec. 31, 2018 | Dec. 29, 2019 | Dec. 30, 2018 |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Projected benefit obligations | $ 17,000,000 | $ 13,400,000 | |
Fair value of plan assets | 3,600,000 | 3,100,000 | |
Fair value of deferred compensation plans liabilities | 48,295,000 | $ 44,834,000 | |
Employer matching contribution, (percent) | 50.00% | 50.00% | |
Employer matching contribution, amount per employee | $ 4,000 | $ 2,000 | |
Cypress Incentive Plan | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Total charges recorded in employee incentive plan | 42,100,000 | ||
Deferred Compensation Plan | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Fair value of deferred compensation plans assets | $ 48,300,000 | $ 44,400,000 |
EMPLOYEE BENEFIT PLANS - Schedu
EMPLOYEE BENEFIT PLANS - Schedule of Defined Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Total expense, net | $ (1,053) | $ (729) | $ (1,277) |
Other income (expense), net | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Changes in fair value of assets recorded | 7,991 | (2,904) | 6,087 |
Cost of revenues | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Changes in fair value of liabilities recorded | (808) | 168 | (602) |
Research and development | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Changes in fair value of liabilities recorded | (4,116) | 971 | (2,826) |
Selling, general and administrative | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Changes in fair value of liabilities recorded | $ (4,120) | $ 1,036 | $ (3,936) |
INCOME TAXES - Summary of Geogr
INCOME TAXES - Summary of Geographic Distribution of Income (Loss) Before Income Taxes Components of Income Tax Benefit Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
United States loss | $ (31,621) | $ (98,546) | $ (108,146) |
Foreign income | 74,421 | 137,520 | 38,388 |
Income (loss) before income taxes | 42,800 | 38,974 | (69,758) |
Current tax benefit (expense): | |||
Federal | 43 | (3,859) | (1,358) |
State | (15) | (372) | (125) |
Foreign | (11,151) | (20,498) | (15,081) |
Total current tax benefit (expense) | (11,123) | (24,729) | (16,564) |
Federal | 7,675 | 334,453 | 4,341 |
State | 1,956 | 5,236 | (67) |
Foreign | (880) | 658 | 1,133 |
Total deferred tax benefit (expense) | 8,751 | 340,347 | 5,407 |
Income tax benefit (provision) | $ (2,372) | $ 315,618 | $ (11,157) |
INCOME TAXES - Income Tax Benef
INCOME TAXES - Income Tax Benefit (Provision) Differs from Statutory United States Federal Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Benefit (provision) at U.S. statutory rate (21% for 2019 and 2018, and 35% for 2017) | $ (8,988) | $ (8,185) | $ 24,415 |
Valuation allowance release (excluding rate items below) | 0 | 363,057 | 0 |
Foreign income at other than U.S. rates | (10,555) | (16,447) | (3,981) |
Future benefits not recognized | (1,547) | (4,475) | 24,125 |
Goodwill and asset impairment | (8,497) | (26,478) | 0 |
Reversal of previously accrued taxes | 9,534 | 0 | 1,447 |
US taxes on foreign earnings | 3,280 | (162) | (67,422) |
State income taxes, net of federal benefit | (742) | (372) | (192) |
Tax credit | 5,663 | 10,129 | 11,421 |
Stock based compensation | 6,196 | 181 | 0 |
Legal entity restructuring | 3,961 | 1,607 | 0 |
Meals and entertainment | (826) | (375) | (147) |
Other, net | 149 | (2,862) | (823) |
Income tax benefit (provision) | $ (2,372) | $ 315,618 | $ (11,157) |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Deferred tax assets: | ||
Credits and net operating loss carryovers | $ 393,121 | $ 429,800 |
Reserves and accruals | 100,349 | 82,990 |
Excess of book over tax depreciation | 6,845 | 5,614 |
Deferred income | 49,754 | 34,347 |
Total deferred tax assets | 550,069 | 552,751 |
Less valuation allowance | (176,005) | (158,535) |
Deferred tax assets, net | 374,064 | 394,216 |
Deferred tax liabilities: | ||
Foreign earnings and others | (13,106) | (7,396) |
Intangible assets arising from acquisitions | (12,336) | (47,141) |
Total deferred tax liabilities | (25,442) | (54,537) |
Net deferred tax assets | $ 348,622 | $ 339,679 |
INCOME TAXES - Summary of Tax L
INCOME TAXES - Summary of Tax Loss and Credit Carryforwards Available to Offset Future Income Tax Liabilities (Details) $ in Thousands | Dec. 29, 2019USD ($) |
2027-Indefinite | Federal | |
Tax Credit Carryforward [Line Items] | |
Net operating loss carryforward | $ 722,572 |
2020-2039 | Federal | |
Tax Credit Carryforward [Line Items] | |
Credit carryforward | 131,638 |
2020-2023 | International | |
Tax Credit Carryforward [Line Items] | |
Credit carryforward | 8,941 |
Indefinite | State | |
Tax Credit Carryforward [Line Items] | |
Credit carryforward | 112,899 |
2020-2037 | State | |
Tax Credit Carryforward [Line Items] | |
Net operating loss carryforward | 325,399 |
2020-2038 | State | |
Tax Credit Carryforward [Line Items] | |
Credit carryforward | $ 3,191 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 29, 2019 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Income Taxes [Line Items] | |||||
Income tax expense (benefit) | $ 2,372 | $ (315,618) | $ 11,157 | ||
Valuation allowance release | $ 343,300 | 0 | (343,274) | 0 | |
Valuation allowance | 176,005 | 176,005 | 158,535 | ||
Gross unrecognized tax benefits increases | 14,200 | ||||
Gross unrecognized tax benefits | 136,039 | 136,039 | 121,876 | 115,235 | $ 146,324 |
Recognition of previously unrecognized tax benefit | 3,200 | ||||
Unrecognized tax benefits, income tax penalties and interest expense | 2,700 | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | 15,600 | 15,600 | 13,000 | ||
Amount of unrecognized tax benefits that, if recognized, would affect effective tax rate | 71,700 | 71,700 | 65,800 | ||
Accrued interest and penalties | 15,600 | 15,600 | 13,000 | 11,000 | |
Interest and penalties recorded charges (benefit) | 2,700 | $ 2,400 | $ 2,200 | ||
Undistributed earnings of foreign subsidiaries | $ 23,600 | $ 23,600 | |||
International | Philippine, Malaysia and Thailand | |||||
Income Taxes [Line Items] | |||||
Term of income tax holiday | 6 years |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | $ 121,876 | $ 115,235 | $ 146,324 |
Decrease related to lapsing of statute of limitation | (3,165) | (1,108) | |
Increase based on tax positions related to current year | 10,103 | 4,270 | 4,475 |
Increases in balances related to tax positions taken during prior periods | 7,225 | 2,729 | 1,631 |
Decrease based on tax positions related to prior year | 0 | ||
Decrease in balances due to the Tax Reform corporate tax rate change from 35% to 21% | (36,087) | ||
Decrease related to partial settlements with taxing authorities | (358) | ||
Unrecognized tax benefits, ending balance | $ 136,039 | $ 121,876 | $ 115,235 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Detail) $ in Millions | Sep. 23, 2019complaint | Sep. 29, 2019 | Dec. 29, 2019USD ($)complaintClaim |
Commitments and Contingencies Disclosure [Abstract] | |||
Product warranty period against material and workmanship defects (in years) | 1 year | ||
Purchase obligations | $ | $ 193.7 | ||
Number of lawsuits filed | Claim | 9 | ||
Number of complaints filed with a certain allegation against the company based on the preliminary proxy statement | 8 | ||
Number of complaints filed with a certain allegation against the company based on the definitive proxy statement | 1 | ||
Number of claims dismissed | Claim | 6 | ||
Number of patents allegedly infringed | 8 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Schedule of Warranty Reserve Activities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | |||
Beginning balance | $ 3,982 | $ 4,445 | $ 3,996 |
Provisions & prior warranty estimates | 5,571 | 5,325 | 2,947 |
Settlements made | (5,998) | (5,788) | (2,498) |
Ending balance | $ 3,555 | $ 3,982 | $ 4,445 |
SEGMENT, GEOGRAPHICAL AND CUS_3
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION - Narrative (Detail) - Customer Concentration Risk | 12 Months Ended | ||||||
Dec. 29, 2019distributor | Dec. 30, 2018customer | Dec. 30, 2018 | Dec. 30, 2018distributor | Dec. 31, 2017customer | Dec. 31, 2017 | Dec. 31, 2017distributor | |
Segment Reporting Information [Line Items] | |||||||
Number of distributors | 2 | 2 | 2 | 2 | 2 | ||
Accounts receivable | |||||||
Segment Reporting Information [Line Items] | |||||||
Number of distributors | 1 | ||||||
Distributor 1 | Accounts receivable | |||||||
Segment Reporting Information [Line Items] | |||||||
Concentration risk (percent) | 15.00% | 25.00% | |||||
Distributor 1 | Revenue | |||||||
Segment Reporting Information [Line Items] | |||||||
Concentration risk (percent) | 16.00% | 18.00% | 20.00% | ||||
Distributor 2 | Revenue | |||||||
Segment Reporting Information [Line Items] | |||||||
Concentration risk (percent) | 10.00% | 14.00% | 13.00% |
SEGMENT, GEOGRAPHICAL AND CUS_4
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION - Income (Loss) from Operations before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Income (loss) from operations before income taxes | $ 78,686 | $ 96,583 | $ 2,146 |
Stock-based compensation expense | (105,982) | (95,965) | (91,581) |
Restructuring charges, including executive severance | (3,006) | (16,842) | (9,088) |
Loss on sale of NAND business to joint venture | (1,534) | 0 | 0 |
Loss on extinguishment of debt | (11) | (10,000) | (128,000) |
Operating Segments | MPD | |||
Segment Reporting Information [Line Items] | |||
Income (loss) from operations before income taxes | 170,891 | 149,347 | 56,314 |
Operating Segments | MCD | |||
Segment Reporting Information [Line Items] | |||
Income (loss) from operations before income taxes | 261,914 | 375,123 | 279,129 |
Unallocated items | |||
Segment Reporting Information [Line Items] | |||
Stock-based compensation expense | (105,982) | (95,965) | (91,581) |
Restructuring charges, including executive severance | (3,006) | (16,842) | (9,088) |
Reimbursement payment in connection with the cooperation and settlement agreement | 0 | 0 | (3,500) |
Amortization of intangibles and other acquisition-related costs | (206,912) | (218,149) | (204,448) |
Merger-related expenses | 12,754 | 0 | 0 |
Impairment related to assets held for sale | 0 | (76,590) | 0 |
Loss on sale of NAND business to joint venture | (1,534) | 0 | 0 |
Loss on extinguishment of debt | (6,417) | (5,169) | (7,246) |
Imputed interest on convertible debt, equity component amortization on convertible debt, and amortization of debt issuance cost | (15,750) | (19,947) | (20,538) |
Gain on divestiture | 0 | 0 | 1,245 |
Changes in value of deferred compensation plan | (1,053) | (728) | (1,277) |
Gain on sale of cost method investment | 0 | 1,521 | 0 |
Impact of purchase accounting and other adjustments | $ (711) | $ 3,982 | $ 3,136 |
SEGMENT, GEOGRAPHICAL AND CUS_5
SEGMENT, GEOGRAPHICAL AND CUSTOMER INFORMATION - Property, Plant and Equipment, Net, by Geographic Locations (Detail) - USD ($) $ in Thousands | Dec. 29, 2019 | Dec. 30, 2018 |
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | $ 258,748 | |
Total property, plant and equipment, net | $ 282,986 | |
United States | ||
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | 156,174 | |
Total property, plant and equipment, net | 173,973 | |
Philippines | ||
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | 31,036 | |
Total property, plant and equipment, net | 33,413 | |
Thailand | ||
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | 30,103 | |
Total property, plant and equipment, net | 34,581 | |
Japan | ||
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | 10,012 | |
Total property, plant and equipment, net | 11,251 | |
Other | ||
Segment Reporting Information [Line Items] | ||
Total property, plant and equipment, net | $ 31,423 | |
Total property, plant and equipment, net | $ 29,768 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 29, 2019 | Dec. 29, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Release of valuation allowance | $ (343,300) | $ 0 | $ 343,274 | $ 0 |
Allowance for doubtful accounts receivable: | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 904 | 1,028 | 1,028 | |
Additions Charged to Expenses or Other Accounts | 0 | 0 | 0 | |
Deductions Credited to Expenses or Other Accounts | (2) | (124) | 0 | |
Balance at End of Period | 902 | 902 | 904 | 1,028 |
Deferred tax valuation allowance | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 158,535 | 513,191 | 445,030 | |
Additions Charged to Expenses or Other Accounts | 17,469 | 0 | 68,161 | |
Deductions Credited to Expenses or Other Accounts | 0 | (354,656) | 0 | |
Balance at End of Period | $ 176,004 | $ 176,004 | $ 158,535 | $ 513,191 |
Uncategorized Items - cy-122920
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
Additional Paid-in Capital [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 2,350,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,350,000) |